SEPARATE ACCOUNT FP OF EQUITABLE LIFE ASSUR SOC OF THE US
485BPOS, 1999-04-27
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                                                     Registration No. 333-17669
- --------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

   
                        POST-EFFECTIVE AMENDMENT NO. 3 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:


       BETH N. LOWSON, ESQ.                            with a copy to:
 The Equitable Life Assurance                     Thomas C. Lauerman, Esq.
 Society of the United States                 Freedman, Levy, Kroll & Simonds
 1290 Avenue of the Americas           1050 Connecticut Avenue, N.W., Suite 825
 New York, New York 10104                         Washington, D.C. 20036
 
 


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

      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 (April 30, 1999) 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

IL Protector(R)
IL Coli
Incentive Life Plus(R)
Survivorship 2000
Special Offer Policy
Incentive Life 2000
Champion 2000
Incentive Life

PROSPECTUS SUPPLEMENT DATED MAY 1, 1999

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

This supplement updates certain information in the most recent prospectus you
received for your Equitable variable life insurance policy listed above, and in
any prior supplements to that prospectus.*

NEW INVESTMENT OPTIONS. Beginning June 4, 1999, you will have two new investment
options (Funds) available under your policy:

      o    EQ/Alliance Premier Growth
      o    MFS Growth with Income

See the EQ Advisors Trust prospectus attached to this supplement for more
information about these Funds.

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

EQUITABLE. We are The Equitable Life Assurance Society of the United States
(Equitable or Equitable Life), a New York stock life insurance corporation. We
have been doing business since 1859. Equitable Life is a wholly owned subsidiary
of The Equitable Companies Incorporated (Equitable Companies), whose majority
shareholder is AXA, a French holding company for an international group of
insurance and related financial services companies. As a majority shareholder,
and under its other arrangements with Equitable Life and Equitable Life's
parent, AXA exercises significant influence over the operations and capital
structure of Equitable Life and its parent. No company other than Equitable
Life, however, has any legal responsibility to pay amounts that Equitable Life
owes under the policies. During 1999, Equitable Companies plans to change its
name to AXA Financial, Inc.

Equitable Companies and its consolidated subsidiaries managed approximately
$347.5 billion in assets as of December 31, 1998. For more than 100 years we
have been among the largest insurance companies in the United States. We are
licensed to sell life insurance and annuities in all fifty states, the District
of Columbia, Puerto Rico, and the U.S. Virgin Islands. Our home office is
located at 1290 Avenue of the Americas, New York, N.Y. 10104.


- --------------------------------------
*    The dates of such prior prospectuses and supplements are listed for your
     information in Appendix C to this supplement. 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.


   Copyright 1999 The Equitable Life Assurance Society of the United States.
       All rights reserved. IL Protector(R) and Incentive Life Plus(R)
      are registered service marks of The Equitable Life Assurance Society
                              of the United States.


                                       1
<PAGE>

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

HOW TO REACH US. To obtain (1) any forms you need for communicating with us, (2)
unit values and other values under your policy, and (3) any other information or
materials that we provide in connection with your policy or the portfolios, you
can contact us

BY MAIL:
at the Post Office Box for our
Administrative Office specified in your
policy.

BY E-MAIL:  life-service@ equitable.com

BY EXPRESS DELIVERY:
At the Street Address for our
Administrative Office:
Equitable Life National Operations Center
10840 Ballantine Parkway
Charlotte, N.C. 28277

BY FAX:  1-704-540-9714

BY TOLL-FREE PHONE: 1-888-855-5100
(automated system available weekdays 7 AM to
9 PM, Eastern Time;  customer service
representative available weekdays
8 AM to 9 PM, Eastern Time)

BY INTERNET: Our web site (www.equitable.com) can also provide information; some
of the forms listed below are available for you to print out through our web
site.

We require that the following types of communications be on specific forms we
provide for that purpose:

     (1)  request for automatic transfer service; and 

     (2)  authorization for telephone transfers.

We also have specific forms that we recommend you use for the following:

     (a)  policy surrenders; 
     (b)  address changes; 
     (c)  beneficiary changes; 
     (d)  transfers between investment options; and 
     (e)  changes in allocation percentages for premiums and deductions.

Except for properly authorized telephone transactions, any notice or request
that does not use our standard form must be in writing dated and signed by you
and should also specify your name, the insured person's name (if different),
your policy number, and adequate details about the notice you wish to give or
other action you wish us to take. For information about transaction requests you
can make by phone, see "Telephone Requests" below. We may require you to return
your policy to us before we make certain policy changes that you request.

The proper person to sign forms, notices and requests would normally be the
owner or any other person that our procedures permit to exercise the right or
privilege in question. If there are joint owners both must sign. Any irrevocable
beneficiary or assignee that we have on our records also must sign certain types
of requests.

You should send all requests and notices to our Administrative Office at the
addresses specified above. We will also accept requests and notices by fax at
the above number, if we believe them to be genuine. We reserve the right,
however, to require an original signature before acting on any faxed item. You
must send premium payments after the first one to our Administrative Office at
the above addresses; except that you should send any premiums for which we have
billed you to the address on the billing notice.

TELEPHONE REQUESTS. If you are both the sole owner and an insured person under
your policy, you may call 1-888-855-5100 (toll free) from a touch tone phone to
make the following types of requests:

        o  policy loans           o  changes of premium allocation percentages
        o  changes of address     o  transfers among investment options (Funds)


                                       2
<PAGE>

If you are not both an insured person and the owner, you may sign a telephone
transfer authorization form and send it to us. Once we have the form on file, we
will provide you with a toll-free telephone number to make transfers.

We allow only one request for telephone transfers each day (although that
request can cover multiple transfers), and we will not allow you to revoke a
telephone transfer. If you are unable to reach us by telephone, you should send
a written transfer request to our Administrative Office.

All telephone requests are automatically tape-recorded and are invalid if the
information given is incomplete or any portion of the request is inaudible. We
have established procedures reasonably designed to confirm that telephone
instructions are genuine. These include requiring personal identification
information from the caller and providing subsequent written confirmation of the
instructions. If we do not employ reasonable procedures to confirm the
genuineness of telephone instructions, we may be liable for any losses arising
out of any act or omission that constitutes negligence, lack of good faith, or
willful misconduct. In light of our procedures, we will not be liable for
following telephone instructions that we reasonably believe to be genuine.

Any telephone transaction request that you make after the close of a business
day (which is usually 4:00 p.m. Eastern Time) will be processed as of the next
business day. During times of extreme market activity, or for other reasons, you
may be unable to contact us to make a telephone request. If this occurs, you
should submit a written transactions request to our Administrative Office. We
reserve the right to discontinue telephone transactions, or modify the
procedures and conditions for such transactions, at any time.

MORE LIBERAL TRANSFERS FROM GUARANTEED INTEREST ACCOUNT. Commencing June 4,
1999, you will be able to request a transfer from our Guaranteed Interest
Account during the period that begins 30 days before and ends 60 days after the
end of each policy year. (This is 30 days longer than the current period.) Also
commencing June 4, 1999, the maximum amount of any transfer from the Guaranteed
Interest Account will be the greatest of (a) $500, (b) 25% of the unloaned value
you have in the Guaranteed Interest Account at the time of the transfer, or (c)
the amount (if any) that you transferred out of the Guaranteed Interest Account
during the prior policy year. Until June 4, 1999, the maximum will continue to
be only the greater of (a) or (b).

MARKET TIMING. We may, at any time, restrict the use of market timers and other
agents acting under a power of attorney who are acting on behalf of more than
one policyowner. Any agreements to use market timing services to make transfers
are subject to our rules in effect at that time.

CHANGE OF INSURED PERSON'S STATE OF RESIDENCE. If an insured person changes his
or her residence, you should notify us to change our records so that our charges
for taxes will reflect the new jurisdiction. Any change will take effect on the
next policy anniversary, provided that (except in the case of our Incentive Life
policies) we receive the notice at least 60 days prior to the policy
anniversary.

INVESTMENT PORTFOLIOS. Your policy offers the twenty-six investment portfolios
listed in the table below, along with the Guaranteed Interest Account.

In addition to the other charges we make under your policy, you also bear your
proportionate share of all fees and expenses paid by a portfolio that
corresponds to any variable investment option (Fund) you are using. The tables
below show the fees and expenses paid by each portfolio for the year ended
December 31, 1998, except as otherwise noted. These fees and expenses are
reflected in the portfolio's net asset value each day. Therefore, they reduce
the investment return of the portfolio and of the related variable investment
option. Actual fees and expenses are likely to fluctuate from year to year. All
figures are expressed as an annual percentage of each portfolio's daily average
net assets.


                                       3
<PAGE>

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------------
                                                                              1998 FEES AND EXPENSES
                                                    ---------------------------------------------------------------------------
PORTFOLIOS THAT ARE PART OF THE HUDSON RIVER TRUST       MANAGEMENT FEE           OTHER EXPENSES       TOTAL ANNUAL EXPENSES
- -------------------------------------------------------------------------------------------------------------------------------
<S>                                                           <C>                     <C>                      <C>  
Alliance Money Market                                         0.35%                   0.02%                    0.37%
Alliance Intermediate Government Securities                   0.50%                   0.05%                    0.55%
Alliance Quality Bond                                         0.53%                   0.04%                    0.57%
Alliance High Yield                                           0.60%                   0.03%                    0.63%
Alliance Growth & Income                                      0.55%                   0.03%                    0.58%
Alliance Equity Index                                         0.31%                   0.03%                    0.34%
Alliance Common Stock                                         0.36%                   0.03%                    0.39%
Alliance Global                                               0.64%                   0.07%                    0.71%
Alliance International                                        0.90%                   0.16%                    1.06%
Alliance Aggressive Stock                                     0.54%                   0.02%                    0.56%
Alliance Small Cap Growth                                     0.90%                   0.06%                    0.96%
Alliance Conservative Investors                               0.48%                   0.05%                    0.53%
Alliance Balanced                                             0.41%                   0.04%                    0.45%
Alliance Growth Investors                                     0.51%                   0.04%                    0.55%
</TABLE>
<TABLE>
<CAPTION>

                                         ----------------------------------------------------------------------------------
                                                                      1998 FEES AND EXPENSES*
                                         ----------------------------------------------------------------------------------
PORTFOLIOS THAT ARE PART OF THE                                                   TOTAL        FEE WAIVERS     NET TOTAL
EQ ADVISORS TRUST                       MANAGEMENT                   OTHER        ANNUAL     AND/OR EXPENSE     ANNUAL
                                          FEE         12B-1 FEE    EXPENSES      EXPENSES    REIMBURSEMENTS    EXPENSES
- ---------------------------------------------------------------------------------------------------------------------------
<S>                                        <C>          <C>          <C>          <C>             <C>            <C>  
T. Rowe Price Equity Income                0.55%        0.25%        0.24%        1.04%           0.19%          0.85%
EQ/Putnam Growth & Income Value            0.55%        0.25%        0.24%        1.04%           0.19%          0.85%
Merrill Lynch Basic Value Equity           0.55%        0.25%        0.26%        1.06%           0.21%          0.85%
MFS Research                               0.55%        0.25%        0.25%        1.05%           0.20%          0.85%
T. Rowe Price International Stock          0.75%        0.25%        0.40%        1.40%           0.20%          1.20%
Morgan Stanley Emerging Markets Equity     1.15%        0.25%        1.23%        2.63%           0.88%          1.75%
Warburg Pincus Small Company Value         0.65%        0.25%        0.27%        1.17%           0.17%          1.00%
MFS Emerging Growth Companies              0.55%        0.25%        0.24%        1.04%           0.19%          0.85%
EQ/Putnam Balanced                         0.55%        0.25%        0.45%        1.25%           0.35%          0.90%
Merrill Lynch World Strategy               0.70%        0.25%        0.66%        1.61%           0.41%          1.20%
EQ/Alliance Premier Growth**               0.90%        0.25%        0.74%        1.89%           0.74%          1.15%
MFS Growth with Income                     0.55%        0.25%        0.59%        1.39%           0.54%          0.85%
</TABLE>

- ------------------- 
  * Other Expenses and Total Annual Expenses are based upon the actual
expenses incurred by each portfolio for the year ended December 31, 1998, except
for MFS Growth with Income which commenced operations on December 31, 1998 and
EQ/Alliance Premier Growth which will commence operations on May 1, 1999. The
expenses for those portfolios are based on estimates for 1999. The EQ Advisors
Trust's manager, EQ Financial Consultants, Inc., has entered into an Expense
Limitation Agreement with respect to each portfolio under which it has agreed to
waive or reduce its fees and to assume other expenses of each of the portfolios,
if necessary, in an amount that limits each portfolio's Total Annual Expenses
(exclusive of interest, taxes, brokerage commissions, capitalized expenditures,
extraordinary expenses and 12b-1 fees) to not more than the amounts specified
above as Net Total Annual Expenses. See the EQ Advisors Trust prospectus for
more information.
** Available as a variable investment option beginning June 4, 1999.
- -------------------------------------------------------------------------------


                                       4
<PAGE>

INVESTMENT PERFORMANCE. Footnote 6 to the Separate Account FP financial
statements set forth below contains information about the net return for each
Fund (variable investment option) which commenced operations prior to December
31, 1998. 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 for various periods ended December 31, 1998. 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 Hudson River Trust and EQ
Advisors Trust. 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.

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.

DISTRIBUTION. Because of its activities in distributing our products, EQ
Financial Consultants, Inc. (EQF) is the "principal underwriter" (as defined in
the Investment Company Act of 1940) of our variable life insurance policies. In
1997 and 1998 we paid EQF a fee of $325,380 annually for its services as such.

YEAR 2000 PROGRESS. Equitable Life relies upon various computer systems in order
to administer your policy and operate the policy's investment options. Some of
these systems belong to service providers who are not affiliated with Equitable
Life.

In 1995, Equitable Life began addressing the question of whether its computer
systems would recognize the year 2000 before, on or after January 1, 2000, and
Equitable Life has identified those of its systems critical to business
operations that were not year 2000 compliant. By year end 1998, the work of
modifying or replacing non-compliant systems was substantially completed.
Equitable Life has begun comprehensive testing of its year 2000 compliance and
expects that the testing will be substantially completed by June 30, 1999.
Equitable Life has contacted third-party service providers to seek confirmation
that they are acting to address the year 2000 issue with the goal of avoiding
any material adverse effect on services provided to policyowners and on
operations of the investment options under Equitable Life policies. Most
third-party service providers have provided Equitable Life confirmation of their
year 2000 compliance. Equitable Life believes it is on schedule for
substantially all such systems and services, including those considered to be
mission-critical, to be confirmed as year 2000 compliant, renovated, replaced or
the subject of contingency plans, by June 30, 1999, except for one investment
accounting system which is scheduled to be replaced by August 31, 1999 and
confirmed as year 2000 compliant by September 30, 1999. Additionally, Equitable
Life will be supplementing its existing business continuity and disaster
recovery plans to cover certain categories of contingencies that could arise as
a result of year 2000 related failures. Year 2000 specific contingency plans are
anticipated to be in place by June 30, 1999.

There are many risks associated with year 2000 issues, including the risk that
Equitable Life's computer systems will not operate as intended. Additionally,
there can be no assurance that the systems of third parties will be year 2000
compliant. Any significant unresolved difficulty related to the year 2000
compliance initiatives could result in an interruption in, or a failure of,
normal business operations and, accordingly, could have a material adverse
effect on our ability to administer your policy and operate the investment
options.

To the fullest extent permitted by law, the foregoing year 2000 discussion is a
"Year 2000 Readiness Disclosure" within the meaning of The Year 2000 Information
and Readiness Disclosure Act, 15 U.S.C. Sec. 1 (1998).

ILLUSTRATIONS OF POLICY BENEFITS. For purposes of illustrations of the type set
forth under this caption in your prospectus, the new aggregate expense
assumption for the portfolios is 0.65% per annum (0.60% per annum for investment
management fees and 0.05% per annum for other expenses). The investment
management fee assumption is the average of the advisory fees payable for each
Hudson River Trust and EQ Advisors Trust portfolio based on average net assets
for 1998. The other expense assumption is the weighted average of the other
expenses (including any applicable "Rule 12b-1" distribution fees) of the Hudson
River Trust and EQ Advisors Trust portfolios, based on average net assets for
1998. 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
associate.


                                       5
<PAGE>

DELETION OF CERTAIN INFORMATION. The following information that appears in your
prospectus is deleted:

          o    all quotations of investment yield or return that are based on
               the historical investment performance of the available portfolios
               under your policy; and all illustrations of policy values based
               on such historical performance.

          o    all information about the portfolios' investment objectives and
               policies.

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.

FINANCIAL STATEMENTS. The financial statements of Separate Account FP as of
December 31, 1998 and for the three years in the period ended December 31, 1998
and the financial statements of Equitable Life as of December 31, 1998 and 1997
and for the three years in the period ended December 31, 1998 included in this
prospectus supplement have been so included in reliance on the reports of
PricewaterhouseCoopers LLP, independent accountants, given on the authority of
said firm as experts in auditing and accounting.

The financial statements of Equitable Life contained in this prospectus
supplement should be considered only as bearing upon the ability of Equitable
Life 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.

    
                                       6
<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, 1998 ............    FSA-3
   Statements of Operations for the Years Ended December 31, 1998,
     1997 and 1996 ....................................................    FSA-5
   Statements of Changes in Net Assets for the Years Ended December 31,
     1998, 1997 and 1996 ..............................................   FSA-12
   Notes to Financial Statements ......................................   FSA-19

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Report of Independent Accountants .....................................      F-1
Consolidated Financial Statements:
   Consolidated Balance Sheets, December 31, 1998 and 1997 ............      F-2
   Consolidated Statements of Earnings, Years Ended December 31, 1998,
     1997 and 1996 ....................................................      F-3
   Consolidated Statements of Shareholder's Equity, Years Ended
     December 31,  1998, 1997 and 1996 ................................      F-4
   Consolidated Statements of Cash Flows, Years Ended December 31,
     1998, 1997 and 1996 ..............................................      F-5
   Notes to Consolidated Financial Statements .........................      F-6

+ 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, Alliance Growth & Income Fund, Alliance Equity Index
Fund, Alliance Common Stock Fund, Alliance Global Fund, Alliance International
Fund, Alliance Aggressive Stock Fund, Alliance Small Cap Growth Fund, Alliance
Conservative Investors Fund, Alliance Growth Investors Fund, Alliance Balanced
Fund ("Hudson River Trust funds") and the T. Rowe Price Equity Income Fund,
EQ/Putnam Growth & Income Value Fund, Merrill Lynch Basic Value Equity Fund, MFS
Research Fund, T. Rowe Price International Stock Fund, Morgan Stanley Emerging
Markets Equity Fund, Warburg Pincus Small Company Value Fund, MFS Emerging
Growth Companies Fund, EQ/Putnam Balanced Fund and Merrill Lynch World Strategy
Fund ("EQ Advisors Trust funds"), 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, 1998 and the results of each of their operations and changes in
each of their net assets for each of 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, 1998 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.


PricewaterhouseCoopers LLP
New York, New York
February 8, 1999


                                     FSA-2
<PAGE>

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

STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1998

<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 VALUE 
                                  FUND               FUND             FUND             FUND              FUND            FUND     
                              --------------   --------------   --------------   --------------       ----------     ------------
ASSETS
<S>                             <C>               <C>             <C>              <C>               <C>               <C>
Investments in shares of
    the Trusts -- at market
    value (Notes 2 and 6)
    Cost: $ 252,036,846 ...     $253,573,296
             73,048,104 ...                       $75,439,166
            225,936,035 ...                                       $229,303,732
            191,596,765 ...                                                        $170,697,910
             42,202,407 ...                                                                          $43,788,024
             15,594,112 ...                                                                                            $16,754,714
Receivable for Trust shares
    sold ..................               --           73,479               --               --               --                --
Receivable for policy-
    related transactions ..       17,848,216               --               --               --               --                --
                                ------------      -----------     ------------     ------------      -----------       -----------
Total Assets ..............      271,421,512       75,512,645      229,303,732      170,697,910       43,788,024        16,754,714
                                ------------      -----------     ------------     ------------      -----------       -----------
LIABILITIES
Payable for Trust shares
    purchased .............       16,331,370               --          133,581           35,027           23,315             3,033
Payable for policy-
    related transactions ..               --          539,972          210,509          289,889           75,177             8,426
Amount retained by
    Equitable Life
    in Separate Account
    FP (Note 4) ...........          414,349          299,334          274,393          136,603          125,779           106,949
                                ------------      -----------     ------------     ------------      -----------       -----------
Total Liabilities .........       16,745,719          839,306          618,483          461,519          224,271          118,408
                                ------------      -----------     ------------     ------------      -----------       -----------
NET ASSETS ATTRIBUTABLE
    TO POLICYOWNERS .......     $254,675,793      $74,673,339     $228,685,249     $170,236,391      $43,563,753       $16,636,306
                                ============      ===========     ============     ============      ===========       ===========

<CAPTION>

                                                                        EQUITY SERIES:                                             
                              --------------------------------------------------------------------------------------------------- 
                                                                   MERRILL                                                       
                                 ALLIANCE         ALLIANCE          LYNCH           ALLIANCE                                       
                                  GROWTH &         EQUITY        BASIC VALUE         COMMON           MFS             ALLIANCE  
                                  INCOME            INDEX           EQUITY           STOCK          RESEARCH           GLOBAL   
                                   FUND             FUND             FUND             FUND            FUND              FUND    
                              --------------    -------------   --------------   --------------   --------------   --------------
ASSETS                     
<S>                             <C>              <C>               <C>           <C>                 <C>             <C>           
Investments in shares of   
    the Trusts -- at market
    value (Notes 2 and 6)  
    Cost:$  135,380,284 ...     $151,620,795
            307,490,851 ...                      $444,156,167
             20,272,609 ...                                        $20,180,650
          2,256,517,409 ...                                                      $2,945,826,613
             24,727,882 ...                                                                          $28,040,945
            442,031,583 ...                                                                                          $525,592,086
Receivable for Trust shares
    sold ..................               --               --           10,202               --               --               --
Receivable for policy-
    related transactions ..               --        8,872,643               --        3,228,813           63,970          123,333
                                ------------     ------------      -----------   --------------      -----------     ------------
Total Assets ..............      151,620,795      453,028,810       20,190,852    2,949,055,426       28,104,915      525,715,419
                                ------------     ------------      -----------   --------------      -----------     ------------
LIABILITIES
Payable for Trust shares
    purchased .............          162,160        9,264,465               --        5,828,987           82,934            8,286
Payable for policy-
    related transactions ..            7,532               --           29,458               --               --               -- 
Amount retained by
    Equitable Life
    in Separate Account
    FP (Note 4) ...........          275,390          326,244           76,304          699,865           60,594          471,438
                                ------------     ------------      -----------   --------------      -----------     ------------
Total Liabilities .........          445,082        9,590,709          105,762        6,528,852          143,528          479,724
                                ------------     ------------      -----------   --------------      -----------     ------------

NET ASSETS ATTRIBUTABLE
    TO POLICYOWNERS .......     $151,175,713     $443,438,101      $20,085,090   $2,942,526,574      $27,961,387     $525,235,695
                                ============     ============      ===========   ==============      ===========     ============
</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, 1998

<TABLE>
<CAPTION>
                                                                        EQUITY SERIES (CONCLUDED):
                              ------------------------------------------------------------------------------------------------------
                                                               MORGAN 
                                                               STANLEY                       WARBURG                        MFS     
                                                T. ROWE       EMERGING       ALLIANCE        PINCUS         ALLIANCE     EMERGING   
                                 ALLIANCE        PRICE         MARKETS      AGGRESSIVE        SMALL         SMALL CAP      GROWTH   
                              INTERNATIONAL   INTERNATIONAL    EQUITY         STOCK          COMPANY         GROWTH      COMPANIES  
                                  FUND         STOCK FUND       FUND           FUND         VALUE FUND        FUND          FUND    
                              ------------   ------------   ------------   ------------   ------------   ------------   ------------
ASSETS                                                                                                                              
<S>                            <C>            <C>            <C>            <C>            <C>            <C>            <C>        
Investments in shares of                                                                                                            
    the Trusts -- at market                                                                                                         
    value (Notes 2 and 6)                                                                                                           
    Cost:$ 49,817,199 .....    $55,319,650                                                                                     
           29,126,226 .....                   $30,729,309                                                                           
           12,317,395 .....                                   $9,374,762                                                            
          945,225,569 .....                                                $971,940,783                                             
           41,015,034 .....                                                                $36,799,693                              
           40,047,285 .....                                                                               $48,828,240               
           49,044,186 .....                                                                                              $56,040,363
Receivable for Trust shares                                                                                             
    sold ..................             --             --             --     15,756,667         64,794     12,471,839      1,181,194
Receivable for policy-                                                                                                              
    related transactions ..             --         22,077             --             --             --             --             --
                               -----------    -----------     ----------   ------------    -----------    -----------    -----------
Total Assets ..............     55,319,650     30,751,386      9,374,762    987,697,450     36,864,487     61,300,079     57,221,557
                               -----------    -----------     ----------   ------------    -----------    -----------    -----------
                                                                                                                                    
LIABILITIES                                                                                                                         
Payable for Trust shares                                                                                                
    purchased .............         70,336         91,033         18,854             --             --             --             --
Payable for policy-                                                                                                                 
    related transactions ..         14,372             --          7,369     16,503,396        137,563     12,640,148      1,224,733
Amount retained by                                                                                                                  
    Equitable Life                                                                                                                  
    in Separate Account                                                                                                             
    FP (Note 4) ...........        211,534         52,297      2,334,195        415,973         72,842        188,682         31,895
                               -----------    -----------     ----------   ------------    -----------    -----------    -----------
Total Liabilities .........        296,242        143,330      2,360,418     16,919,369        210,405     12,828,830      1,256,628
                               -----------    -----------     ----------   ------------    -----------    -----------    -----------
                                                                                                                                    
NET ASSETS ATTRIBUTABLE                                                                                                 
    TO POLICYOWNERS .......    $55,023,408     30,608,056     $7,014,344   $970,778,081    $36,654,082    $48,471,249    $55,964,929
                               ===========    ===========     ==========   ============    ===========    ===========    ===========
<CAPTION>                                                                                                 
                                                                                                          
                                                       ASSET ALLOCATION SERIES:                           
                              ------------------------------------------------------------------------
                                                                                            MERRILL       
                                ALLIANCE        EQ/           ALLIANCE                       LYNCH        
                              CONSERVATIVE     PUTNAM          GROWTH       ALLIANCE         WORLD        
                                INVESTORS     BALANCED        INVESTORS     BALANCED        STRATEGY      
                                  FUND          FUND            FUND          FUND            FUND        
                              ------------   ------------   ------------   ------------   ------------
ASSETS                        
<S>                           <C>              <C>          <C>            <C>              <C>         
Investments in shares of      
    the Trusts -- at market   
    value (Notes 2 and 6)     
    Cost:$180,638,791 .....   $202,146,754
            5,761,747 .....                    $6,021,630
          810,703,279 .....                                 $978,408,876
          418,040,777 .....                                                $499,385,640
            4,940,984 .....                                                                 $5,128,718
Receivable for Trust shares
    sold ..................             --             --             --             --             --
Receivable for policy-
    related transactions ..        119,163             --         11,442             --          7,652
                              ------------     ----------   ------------   ------------     ----------
Total Assets ..............    202,265,917      6,021,630    978,420,318    499,385,640      5,136,370
                              ------------     ----------   ------------   ------------     ----------
LIABILITIES
Payable for Trust shares
    purchased .............        102,291          8,663        332,413         82,601          7,657
Payable for policy-
    related transactions ..             --          3,473             --        474,028             --
Amount retained by
    Equitable Life
    in Separate Account
    FP (Note 4) ...........        428,272        120,957        695,497        444,727      1,365,122
                              ------------     ----------   ------------   ------------     ----------
Total Liabilities .........        530,563        133,093      1,027,910      1,001,356      1,372,779
                              ------------     ----------   ------------   ------------     ----------
NET ASSETS ATTRIBUTABLE
    TO POLICYOWNERS .......   $201,735,354     $5,888,537   $977,392,408   $498,384,284     $3,763,591
                              ============     ==========   ============   ============     ==========
</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                                   
                                                                             MARKET FUND                                     
                                                             --------------------------------------------
                                                                  1998            1997             1996  
                                                             ------------    ------------    ------------
INCOME AND EXPENSES:
<S>                                                           <C>            <C>             <C>         
    Investment Income (Note 2):
        Dividends from the Trusts ........................    $10,719,684    $9,754,675      $9,126,793
    Expenses (Note 3):
        Mortality and expense risk charges ...............      1,204,220     1,101,168       1,025,149
                                                              -----------    ----------      ----------
NET INVESTMENT INCOME ....................................      9,515,464     8,653,507       8,101,644
                                                              -----------    ----------      ----------
REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS (Note 2):
        Realized gain (loss) on investments ..............       (161,314)     (513,800)       (110,954)
        Realized gain distribution from the Trusts .......          7,750        13,435              -- 
                                                              -----------    ----------      ----------
NET REALIZED GAIN (LOSS) .................................       (153,564)     (500,365)       (110,954)
                                                              -----------    ----------      ----------
    Unrealized appreciation (depreciation) on investments:
        Beginning of period ..............................        804,349        24,023          89,976
        End of period ....................................      1,536,450       804,349          24,023
                                                              -----------    ----------      ----------
    Change in unrealized appreciation (depreciation)
        during the period ................................        732,101       780,326         (65,953)
                                                              -----------    ----------      ----------
NET REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS .......................................        578,537       279,961        (176,907)
                                                              -----------    ----------      ----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
    FROM OPERATIONS ......................................    $10,094,001    $8,933,468      $7,924,737
                                                              ===========    ==========      ==========

<CAPTION>
                                                                         FIXED INCOME SERIES:
                                                             --------------------------------------------
                                                                     ALLIANCE INTERMEDIATE GOVERNMENT    
                                                                             SECURITIES FUND             
                                                             --------------------------------------------
                                                                  1998            1997             1996  
                                                             ------------     ------------    ------------
INCOME AND EXPENSES:
<S>                                                           <C>             <C>              <C>       
    Investment Income (Note 2):
        Dividends from the Trusts ........................     $3,477,938     $2,914,613       $2,367,498
    Expenses (Note 3):                                                                         
        Mortality and expense risk charges ...............        350,536        282,422          245,038
                                                              -----------     ----------       ----------
NET INVESTMENT INCOME ....................................      3,127,402      2,632,191        2,122,460
                                                              -----------     ----------       ----------
REALIZED AND UNREALIZED GAIN (LOSS)                                                            
    ON INVESTMENTS (Note 2):                                                                   
        Realized gain (loss) on investments ..............         60,260        (95,509)        (490,315)
        Realized gain distribution from the Trusts .......             --             --               -- 
                                                              -----------     ----------       ----------
NET REALIZED GAIN (LOSS) .................................         60,260        (95,509)        (490,315)
                                                              -----------     ----------       ----------
    Unrealized appreciation (depreciation) on investments:                                     
        Beginning of period ..............................        868,053       (141,479)         145,522
        End of period ....................................      2,391,062        868,053         (141,479)
                                                              -----------     ----------       ----------
    Change in unrealized appreciation (depreciation)                                           
        during the period ................................      1,523,009      1,009,532         (287,001)
                                                              -----------     ----------       ----------
NET REALIZED AND UNREALIZED GAIN (LOSS)                                                        
    ON INVESTMENTS .......................................      1,583,269        914,023         (777,316)
                                                              -----------     ----------       ----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING                                                
    FROM OPERATIONS ......................................     $4,710,671     $3,546,214       $1,345,144
                                                              ===========     ==========       ==========
                                                                                            
<CAPTION>
                                                                          FIXED INCOME SERIES:
                                                             --------------------------------------------
                                                                          ALLIANCE QUALITY               
                                                                             BOND FUND                   
                                                             --------------------------------------------
                                                                  1998            1997             1996  
                                                             ------------    ------------    ------------
INCOME AND EXPENSES:
<S>                                                           <C>           <C>                <C>        
    Investment Income (Note 2):
        Dividends from the Trusts ........................    $10,317,238   $  8,869,740       $8,972,983
    Expenses (Note 3):                                                                         
        Mortality and expense risk charges ...............      1,106,136        845,069          869,312
                                                              -----------   ------------       ----------
NET INVESTMENT INCOME ....................................      9,211,102      8,024,671        8,103,671
                                                              -----------   ------------       ----------
REALIZED AND UNREALIZED GAIN (LOSS)                                                            
    ON INVESTMENTS (Note 2):                                                                   
        Realized gain (loss) on investments ..............         34,937       (504,580)      (1,130,915)
        Realized gain distribution from the Trusts .......      4,596,907             --               --
                                                              -----------   ------------       ----------
NET REALIZED GAIN (LOSS) .................................      4,631,844       (504,580)      (1,130,915)
                                                              -----------   ------------       ----------
    Unrealized appreciation (depreciation) on investments:                                     
        Beginning of period ..............................      2,395,718     (1,961,822)      (2,105,676)
        End of period ....................................      3,367,697      2,395,718       (1,961,822)
                                                              -----------   ------------       ----------
    Change in unrealized appreciation (depreciation)                                           
        during the period ................................        971,979      4,357,540          143,854
                                                              -----------   ------------       ----------
NET REALIZED AND UNREALIZED GAIN (LOSS)                                                        
    ON INVESTMENTS .......................................      5,603,823      3,852,960         (987,061)
                                                              -----------   ------------       ----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING                                                
    FROM OPERATIONS ......................................    $14,814,925    $11,877,631       $7,116,610
                                                              ===========    ===========       ==========
</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 (CONCLUDED):           
                                                                             -------------------------------------------
                                                                                               ALLIANCE                        
                                                                                              HIGH YIELD                       
                                                                                                 FUND                          
                                                                             -------------------------------------------
                                                                                 1998            1997              1996        
                                                                             ------------    ------------   ------------
INCOME AND EXPENSES:
<S>                                                                          <C>             <C>             <C>         
    Investment Income (Note 2):
        Dividends from the Trusts........................................    $ 18,449,747    $12,918,934     $ 8,696,039
    Expenses (Note 3):                                                                                       
        Mortality and expense risk charges ...............................      1,007,106        789,982         518,429
                                                                             ------------    -----------     -----------
NET INVESTMENT INCOME ....................................................     17,442,641     12,128,952       8,177,610
                                                                             ------------    -----------     -----------
REALIZED AND UNREALIZED GAIN (LOSS)                                                                          
    ON INVESTMENTS (Note 2):                                                                                 
        Realized gain (loss) on investments ..............................     (2,344,392)       936,554         939,559
        Realized gain distribution from                                                                      
           the Trusts ....................................................      3,396,523      6,365,633       6,119,053
                                                                             ------------    -----------     -----------
NET REALIZED GAIN (LOSS) .................................................      1,052,131      7,302,187       7,058,612
                                                                             ------------    -----------     -----------
    Unrealized appreciation (depreciation) on investments:                                                   
        Beginning of period ..............................................      8,622,836      5,664,824       3,823,981
        End of period ....................................................    (20,898,854)     8,622,836       5,664,824
                                                                             ------------    -----------     -----------
    Change in unrealized appreciation                                                                        
        (depreciation) during the period .................................    (29,521,690)     2,958,012       1,840,843
                                                                             ------------    -----------     -----------
NET REALIZED AND UNREALIZED GAIN                                                                             
     (LOSS) ON INVESTMENTS ...............................................    (28,469,559)    10,260,199       8,899,455
                                                                             ------------    -----------     -----------
NET INCREASE (DECREASE) IN NET ASSETS                                                                        
     RESULTING FROM OPERATIONS ...........................................   $(11,026,918)   $22,389,151     $17,077,065
                                                                             ============    ===========     ============
                                                                                                           
<CAPTION>
                                                                                                  EQUITY SERIES:                 
                                                                             ----------------------------------------------------
                                                                                       T. ROWE                                   
                                                                                  PRICE EQUITY INCOME          EQ/PUTNAM GROWTH 
                                                                                         FUND                & INCOME VALUE FUND
                                                                             -------------------------      ---------------------
                                                                                 1998           1997*           1998       1997* 
                                                                             ----------     ----------      ----------   --------
INCOME AND EXPENSES:
<S>                                                                          <C>            <C>             <C>          <C>     
    Investment Income (Note 2):
        Dividends from the Trusts........................................    $  722,954     $  145,613      $  143,999   $ 33,273
    Expenses (Note 3):                                                                                      
        Mortality and expense risk charges ...............................      173,802         29,706          56,995      9,655
                                                                             ----------     ----------      ----------   --------
NET INVESTMENT INCOME ....................................................      549,152        115,907          87,004     23,618
                                                                             ----------     ----------      ----------   --------
REALIZED AND UNREALIZED GAIN (LOSS)                                                                         
    ON INVESTMENTS (Note 2):                                                                                
        Realized gain (loss) on investments ..............................      341,473         56,634         209,398      1,078
        Realized gain distribution from
           the Trusts ....................................................      930,853         53,840         130,047     27,226
                                                                             ----------     ----------      ----------   --------
NET REALIZED GAIN (LOSS) .................................................    1,272,326        110,474         339,445     28,304
                                                                             ----------     ----------      ----------   --------
    Unrealized appreciation (depreciation) on investments:                                                  
        Beginning of period ..............................................    1,073,548             --         269,561         -- 
        End of period ....................................................    1,585,616      1,073,548       1,160,602    269,561
                                                                             ----------     ----------      ----------   --------
    Change in unrealized appreciation                                                                       
        (depreciation) during the period .................................      512,068      1,073,548         891,041    269,561
                                                                             ----------     ----------      ----------   --------
NET REALIZED AND UNREALIZED GAIN                                                                            
     (LOSS) ON INVESTMENTS ...............................................    1,784,394      1,184,022       1,230,486    297,865
                                                                             ----------     ----------      ----------   --------
NET INCREASE (DECREASE) IN NET ASSETS                                                                       
     RESULTING FROM OPERATIONS ...........................................   $2,333,546     $1,299,929      $1,317,490   $321,483
                                                                             ==========     ==========      ==========   ========
                                                                                                         
<CAPTION>
                                                                                              EQUITY SERIES:                 
                                                                             -------------------------------------------
                                                                                                 ALLIANCE              
                                                                                             GROWTH & INCOME          
                                                                                                  FUND                
                                                                             ---------------------------------------------
                                                                                   1998            1997            1996 
                                                                             ------------      ------------   ------------
INCOME AND EXPENSES:                                                                                         
<S>                                                                          <C>               <C>             <C>         
    Investment Income (Note 2):                                                                              
        Dividends from the Trusts........................................    $   415,436       $   636,335     $  525,200
    Expenses (Note 3):                                                                                         
        Mortality and expense risk charges ...............................       668,795           358,997        155,175
                                                                             ------------      -----------     ----------
                                                                                                               
NET INVESTMENT INCOME ....................................................      (253,359)          277,338        370,025
                                                                             -----------       -----------     ----------
                                                                                                               
REALIZED AND UNREALIZED GAIN (LOSS)                                                                            
    ON INVESTMENTS (Note 2):                                                                                   
        Realized gain (loss) on investments ..............................     7,289,936           530,421          5,198
        Realized gain distribution from                                                                        
           the Trusts ....................................................    12,146,928         5,006,247      1,943,415
                                                                             -----------       -----------     ----------
                                                                                                               
NET REALIZED GAIN (LOSS) .................................................    19,436,864         5,536,668      1,948,613
                                                                             -----------       -----------     ----------
                                                                                                               
    Unrealized appreciation (depreciation) on investments:                                                     
        Beginning of period ..............................................    13,021,603         5,074,338      2,123,346
        End of period ....................................................    16,240,511        13,021,603      5,074,338
                                                                             -----------       -----------     ----------
                                                                                                               
    Change in unrealized appreciation                                                                          
        (depreciation) during the period .................................     3,218,908         7,947,265      2,950,992
                                                                             -----------       -----------     ----------
                                                                                                               
NET REALIZED AND UNREALIZED GAIN                                                                               
    (LOSS) ON INVESTMENTS ................................................    22,655,772        13,483,933      4,899,605
                                                                             -----------       -----------     ----------
                                                                                                               
NET INCREASE (DECREASE) IN NET ASSETS                                                                         
    RESULTING FROM OPERATIONS ............................................   $22,402,413       $13,761,271     $5,269,630
                                                                             ===========       ===========     ==========
</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         
                                                            -------------------------------------------   ----------------------
                                                               1998            1997            1996          1998         1997*    
                                                            ------------   ------------    ------------   ----------    --------
INCOME AND EXPENSES:
<S>                                                         <C>            <C>             <C>            <C>           <C>     
    Investment Income (Note 2):
        Dividends from the Trusts .......................   $  3,958,217   $ 2,610,223     $ 1,751,848    $ 192,441     $ 35,810
    Expenses (Note 3):                                                                                                  
        Mortality and expense risk charges ..............      1,862,376       977,620         605,961       66,427        9,349
                                                            ------------   -----------     -----------    ---------     --------
NET INVESTMENT INCOME (LOSS) ............................      2,095,841     1,632,603       1,145,887      126,014       26,461
                                                            ------------   -----------     -----------    ---------     --------
REALIZED AND UNREALIZED GAIN (LOSS)                                                                                     
    ON INVESTMENTS (Note 2):                                                                                            
        Realized gain (loss) on investments .............      5,460,381      (414,497)      8,013,073      207,032        6,656
        Realized gain distribution from                                                                                 
           the Trusts ...................................        128,151       850,437       3,889,944      667,083       33,738
                                                            ------------   -----------     -----------    ---------     --------
NET REALIZED GAIN (LOSS) ................................      5,588,532       435,940      11,903,017      874,115       40,394
                                                            ------------   -----------     -----------    ---------     --------
   Unrealized appreciation (depreciation) on investments:                                                               
           Beginning of period ..........................     63,055,426    21,448,224      12,451,765      135,003           -- 
           End of period ................................    136,665,316    63,055,426      21,448,224      (91,959)     135,003
                                                            ------------   -----------     -----------    ---------     --------
    Change in unrealized appreciation                                                                                   
        (depreciation) during the period ................     73,609,890    41,607,202       8,996,459     (226,962)     135,003
                                                            ------------   -----------     -----------    ---------     --------
NET REALIZED AND UNREALIZED GAIN                                                                                        
    (LOSS) ON INVESTMENTS ...............................     79,198,422    42,043,142      20,899,476      647,153      175,397
                                                            ------------   -----------     -----------    ---------     --------
NET INCREASE (DECREASE) IN NET ASSETS                                                                                   
    RESULTING FROM OPERATIONS ...........................   $ 81,294,263   $43,675,745     $22,045,363    $ 773,167     $201,858
                                                            ============   ===========     ===========    ==========    ========
                                                                                                                       
<CAPTION>
                                                                                     EQUITY SERIES (CONTINUED):
                                                            --------------------------------------------------------------------
                                                                            ALLIANCE                                 MFS       
                                                                          COMMON STOCK                            RESEARCH    
                                                                              FUND                                  FUND  
                                                            -------------------------------------------   ----------------------
                                                                 1998         1997             1996          1998         1997*
                                                            ------------   ------------    ------------   ----------    --------
INCOME AND EXPENSES:
<S>                                                         <C>            <C>             <C>            <C>           <C>     
    Investment Income (Note 2):
        Dividends from the Trusts .......................   $ 15,939,680   $ 10,668,337    $ 11,773,551   $   71,137    $ 20,442
    Expenses (Note 3):
        Mortality and expense risk charges ..............     14,600,706     11,435,936       8,267,795       86,044      13,127
                                                            ------------   ------------    ------------   ----------    --------
NET INVESTMENT INCOME (LOSS) ............................      1,338,974       (767,599)      3,505,756      (14,907)      7,315
                                                            ------------   ------------    ------------   ----------    --------
REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS (Note 2):
        Realized gain (loss) on investments .............    169,109,310     53,841,049      30,128,838      494,412       6,989
        Realized gain distribution from
           the Trusts ...................................    353,834,250    164,814,473     157,423,606           --      81,156
                                                            ------------   ------------    ------------   ----------    --------
NET REALIZED GAIN (LOSS) ................................    522,943,560    218,655,522     187,552,444      494,412      88,145
                                                            ------------   ------------    ------------   ----------    --------
   Unrealized appreciation (depreciation) on investments:
           Beginning of period ..........................    567,231,009    294,432,897     181,824,279      249,382          --
           End of period ................................    689,309,204    567,231,009     294,432,897    3,313,063     249,382
                                                            ------------   ------------    ------------   ----------    --------
    Change in unrealized appreciation
        (depreciation) during the period ................    122,078,195    272,798,112     112,608,618    3,063,681     249,382
                                                            ------------   ------------    ------------   ----------    --------
NET REALIZED AND UNREALIZED GAIN
    (LOSS) ON INVESTMENTS ...............................    645,021,755    491,453,634     300,161,062    3,558,093     337,527
                                                            ------------   ------------    ------------   ----------    --------
NET INCREASE (DECREASE) IN NET ASSETS
    RESULTING FROM OPERATIONS ...........................   $646,360,729   $490,686,035    $303,666,818   $3,543,186    $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                   
                                                             -----------------------------------------
                                                                1998           1997            1996   
                                                             -----------    -----------    -----------
INCOME AND EXPENSES:
<S>                                                          <C>            <C>            <C>       
    Investment Income (Note 2):
        Dividends from the Trusts ........................   $ 5,636,672    $ 8,803,070    $ 7,019,392
    Expenses (Note 3):
        Mortality and expense risk charges ...............     2,777,697      2,805,310      2,314,066
                                                             -----------    -----------    -----------
NET INVESTMENT INCOME (LOSS) .............................     2,858,975      5,997,760      4,705,326
                                                             -----------    -----------    -----------
REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS (Note 2):
        Realized gain (loss) on investments ..............    17,406,382     30,411,238      4,971,547
        Realized gain distribution from
           the Trusts ....................................    33,241,409     26,426,403     18,802,992
                                                             -----------    -----------    -----------
NET REALIZED GAIN (LOSS) .................................    50,647,791     56,837,641     23,774,539
                                                             -----------    -----------    -----------
    Unrealized appreciation (depreciation) on investments:
           Beginning of period ...........................    46,113,189     58,618,054     36,525,596
           End of period .................................    83,560,503     46,113,189     58,618,054
                                                             -----------    -----------    -----------
    Change in unrealized appreciation
        (depreciation) during the period .................    37,447,314    (12,504,865)    22,092,458
                                                             -----------    -----------    -----------
NET REALIZED AND UNREALIZED GAIN
    (LOSS) ON INVESTMENTS ................................    88,095,105     44,332,776     45,866,997
                                                             -----------    -----------    -----------
NET INCREASE (DECREASE) IN NET ASSETS
    RESULTING FROM OPERATIONS ............................   $90,954,080    $50,330,536    $50,572,323
                                                             ===========    ===========    ===========

<CAPTION>
                                                                       EQUITY SERIES (CONTINUED):
                                                             ---------------------------------------
                                                                             ALLIANCE               
                                                                           INTERNATIONAL            
                                                                               FUND                 
                                                             ---------------------------------------
                                                                 1998          1997           1996  
                                                             ----------    -----------    ----------
INCOME AND EXPENSES:
<S>                                                          <C>           <C>            <C>       
    Investment Income (Note 2):
        Dividends from the Trusts ........................   $  996,913    $ 1,386,732    $  575,524
    Expenses (Note 3):
        Mortality and expense risk charges ...............      289,066        297,278       164,149
                                                             ----------    -----------    ----------
NET INVESTMENT INCOME (LOSS) .............................      707,847      1,089,454       411,375
                                                             ----------    -----------    ----------
REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS (Note 2):
        Realized gain (loss) on investments ..............   (3,606,669)       (57,635)      (28,490)
        Realized gain distribution from
           the Trusts ....................................       10,663      2,325,403       737,771
                                                             ----------    -----------    ----------
NET REALIZED GAIN (LOSS) .................................   (3,596,006)     2,267,768       709,281
                                                             ----------    -----------    ----------
    Unrealized appreciation (depreciation) on investments:
           Beginning of period ...........................   (2,793,834)     1,857,793       667,906
           End of period .................................    5,502,451     (2,793,834)    1,857,793
                                                             ----------    -----------    ----------
    Change in unrealized appreciation
        (depreciation) during the period .................    8,296,285     (4,651,627)    1,189,887
                                                             ----------    -----------    ----------
NET REALIZED AND UNREALIZED GAIN
    (LOSS) ON INVESTMENTS ................................    4,700,279     (2,383,859)    1,899,168
                                                             ----------    -----------    ----------
NET INCREASE (DECREASE) IN NET ASSETS
    RESULTING FROM OPERATIONS ............................   $5,408,126    $(1,294,405)   $2,310,543
                                                             ==========    ============   ==========

<CAPTION>
                                                                            EQUITY SERIES (CONTINUED):
                                                             -----------------------------------------------------
                                                                                              MORGAN STANLEY      
                                                                  T. ROWE PRICE          EMERGING MARKETS EQUITY  
                                                             INTERNATIONAL STOCK FUND             FUND            
                                                             ------------------------   --------------------------
                                                                  1998        1997*          1998           1997**
                                                             ----------    ---------    -----------    ----------- 
INCOME AND EXPENSES:
<S>                                                          <C>           <C>          <C>            <C>        
    Investment Income (Note 2):
        Dividends from the Trusts ........................   $  258,382    $   2,393    $    37,240    $    16,623
    Expenses (Note 3):
        Mortality and expense risk charges ...............      119,672       26,332         23,921          2,862
                                                             ----------    ---------    -----------    ----------- 
NET INVESTMENT INCOME (LOSS) .............................      138,710      (23,939)        13,319         13,761
                                                             ----------    ---------    -----------    ----------- 
REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS (Note 2):
        Realized gain (loss) on investments ..............      354,551      (50,331)      (637,290)       (14,566)
        Realized gain distribution from
           the Trusts ....................................          268           --             --             -- 
                                                             ----------    ---------    -----------    ----------- 
NET REALIZED GAIN (LOSS) .................................      354,819      (50,331)      (637,290)       (14,566)
                                                             ----------    ---------    -----------    ----------- 
    Unrealized appreciation (depreciation) on investments:
           Beginning of period ...........................     (820,718)          --     (1,079,388)            --
           End of period .................................    1,603,083     (820,718)    (2,942,633)    (1,079,388)
                                                             ----------    ---------    -----------    ----------- 
    Change in unrealized appreciation
        (depreciation) during the period .................    2,423,801     (820,718)    (1,863,245)    (1,079,388)
                                                             ----------    ---------    -----------    ----------- 
NET REALIZED AND UNREALIZED GAIN
    (LOSS) ON INVESTMENTS ................................    2,778,620     (871,049)    (2,500,535)    (1,093,954)
                                                             ----------    ---------    -----------    ----------- 
NET INCREASE (DECREASE) IN NET ASSETS
    RESULTING FROM OPERATIONS ............................   $2,917,330    $(894,988)   $(2,487,216)   $(1,080,193)
                                                             ==========    =========    ===========    =========== 
</TABLE>

- ----------
See Notes to Financial Statements.
 * Commencement of Operations on May 1, 1997.
** 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 (CONCLUDED):
                                                             ----------------------------------------------------------------------
                                                                              ALLIANCE                        WARBURG PINCUS SMALL 
                                                                          AGGRESSIVE STOCK FUND               COMPANY VALUE FUND   
                                                             -------------------------------------------   ------------------------
                                                                   1998          1997            1996           1998         1997* 
                                                             ------------    -----------    ------------   -----------    ---------
INCOME AND EXPENSES:
<S>                                                          <C>             <C>            <C>             <C>           <C>      
    Investment Income (Note 2):
        Dividends from the Trusts ........................   $  4,461,389    $ 1,311,613    $  1,661,263    $  171,716    $  21,651
    Expenses (Note 3):
        Mortality and expense risk charges ...............      5,581,296      5,299,127       4,086,388       168,543       44,889
                                                             ------------    -----------    ------------   -----------    --------- 
NET INVESTMENT INCOME (LOSS) .............................     (1,119,907)    (3,987,514)     (2,425,125)        3,173      (23,238)
                                                             ------------    -----------    ------------   -----------    --------- 
REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS (Note 2):
        Realized gain (loss) on investments ..............    (39,688,312)    28,217,939      30,549,608      (142,969)      29,803
        Realized gain distribution from
           the Trusts ....................................     46,528,461     79,729,154     133,080,595            --      110,391
                                                             ------------    -----------    ------------   -----------    --------- 
NET REALIZED GAIN (LOSS) .................................      6,840,149    107,947,093     163,630,203      (142,969)     140,194
                                                             ------------    -----------    ------------   -----------    --------- 
    Unrealized appreciation (depreciation) on investments:
        Beginning of period ..............................     32,695,620     46,617,235      80,271,118      (228,709)          -- 
        End of period ....................................     26,715,214     32,695,620      46,617,235    (4,215,340)    (228,709)
                                                             ------------    -----------    ------------   -----------    --------- 
    Change in unrealized appreciation (depreciation)
        during the period ................................     (5,980,406)   (13,921,615)    (33,653,883)   (3,986,631)    (228,709)
                                                             ------------    -----------    ------------   -----------    --------- 
NET REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS .......................................        859,743     94,025,478     129,976,320    (4,129,600)     (88,515)
                                                             ------------    -----------    ------------   -----------    --------- 
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
    FROM OPERATIONS ......................................   $   (260,164)   $90,037,964    $127,551,195   $(4,126,427)   $(111,753)
                                                             ============    ===========    ============   ===========    ========= 

<CAPTION>
                                                                             EQUITY SERIES (CONCLUDED):
                                                             ---------------------------------------------------
                                                                   ALLIANCE SMALL CAP          MFS EMERGING     
                                                                        GROWTH               GROWTH COMPANIES   
                                                                         FUND                      FUND         
                                                             -------------------------   -----------------------
                                                                 1998          1997*         1998         1997*
                                                             -----------     --------    -----------    --------
INCOME AND EXPENSES:
<S>                                                          <C>            <C>          <C>            <C>     
    Investment Income (Note 2):
        Dividends from the Trusts ........................   $     4,062    $   4,189    $       969    $ 24,358
    Expenses (Note 3):
        Mortality and expense risk charges ...............       215,285       41,540        157,484      18,835
                                                             -----------     --------    -----------    --------
NET INVESTMENT INCOME (LOSS) .............................      (211,223)     (37,351)      (156,515)      5,523
                                                             -----------     --------    -----------    --------
REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS (Note 2):
        Realized gain (loss) on investments ..............    (7,585,521)    (609,208)     4,270,964     161,034
        Realized gain distribution from
           the Trusts ....................................            --      545,833             --     296,998
                                                             -----------     --------    -----------    --------
NET REALIZED GAIN (LOSS) .................................    (7,585,521)     (63,375)     4,270,964     458,032
                                                             -----------     --------    -----------    --------
    Unrealized appreciation (depreciation) on investments:
        Beginning of period ..............................       771,812           --        171,320          --
        End of period ....................................     8,780,955      771,812      6,996,177     171,320
                                                             -----------     --------    -----------    --------
    Change in unrealized appreciation (depreciation)
        during the period ................................     8,009,143      771,812      6,824,857     171,320
                                                             -----------     --------    -----------    --------
NET REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS .......................................       423,622      708,437     11,095,821     629,352
                                                             -----------     --------    -----------    --------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
    FROM OPERATIONS ......................................   $   212,399    $ 671,086    $10,939,306    $634,875
                                                             ===========    =========    ===========    ========
</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 (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                                                    ASSET ALLOCATION SERIES:
                                                             ---------------------------------------------------------------
                                                                              ALLIANCE                           EQ/          
                                                                        CONSERVATIVE INVESTORS             PUTNAM BALANCED    
                                                                               FUND                             FUND          
                                                             ---------------------------------------   ---------------------
                                                                 1998          1997          1996        1998         1997    
                                                             -----------   -----------   -----------    --------    --------
INCOME AND EXPENSES:
<S>                                                          <C>           <C>           <C>            <C>         <C>     
    Investment Income (Note 2):
        Dividends from the Trusts ........................   $ 7,360,794   $ 7,217,860   $ 7,737,745    $111,099    $ 46,468
    Expenses (Note 3):
        Mortality and expense risk charges ...............     1,136,634     1,066,078     1,046,858      18,744       2,741
                                                             -----------   -----------   -----------    --------    --------
NET INVESTMENT INCOME ....................................     6,224,160     6,151,782     6,690,887      92,355      43,727
                                                             -----------   -----------   -----------    --------    --------
REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS (Note 2):
        Realized gain (loss) on investments ..............     1,432,988       818,458      (752,434)    348,952         561
        Realized gain distribution from
           the Trusts ....................................    10,768,916     5,486,742     4,429,977      71,044      31,119
                                                             -----------   -----------   -----------    --------    --------
NET REALIZED GAIN (LOSS) .................................    12,201,904     6,305,200     3,677,543     419,996      31,680
                                                             -----------   -----------   -----------    --------    --------
    Unrealized appreciation (depreciation) on investments:
        Beginning of period ..............................    16,228,145     7,700,135    10,362,120     270,232          -- 
        End of period ....................................    21,507,963    16,228,145     7,700,135     259,882     270,232
                                                             -----------   -----------   -----------    --------    --------
    Change in unrealized appreciation (depreciation)
        during the period ................................     5,279,818     8,528,010    (2,661,985)    (10,350)    270,232
                                                             -----------   -----------   -----------    --------    --------
NET REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS .......................................    17,481,722    14,833,210     1,015,558     409,646     301,912
                                                             -----------   -----------   -----------    --------    --------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
    FROM OPERATIONS ......................................   $23,705,882   $20,984,992   $ 7,706,445    $502,001    $345,639
                                                             ===========   ===========   ===========    ========    ========

<CAPTION>
                                                                       ASSET ALLOCATION SERIES:
                                                             ------------------------------------------
                                                                               ALLIANCE                
                                                                           GROWTH INVESTORS            
                                                                                FUND                   
                                                             ------------------------------------------
                                                                  1998          1997           1996    
                                                             ------------   ------------   ------------
INCOME AND EXPENSES:
<S>                                                          <C>            <C>            <C>         
    Investment Income (Note 2):
        Dividends from the Trusts ........................   $ 18,252,039   $ 19,280,574   $ 15,504,412
    Expenses (Note 3):
        Mortality and expense risk charges ...............      5,194,905      4,570,289      3,746,683
                                                             ------------   ------------   ------------
NET INVESTMENT INCOME ....................................     13,057,134     14,710,285     11,757,729
                                                             ------------   ------------   ------------
REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS (Note 2):
        Realized gain (loss) on investments ..............      7,745,162     10,531,767      1,799,247
        Realized gain distribution from
           the Trusts ....................................     78,060,201     42,780,443     73,474,967
                                                             ------------   ------------   ------------
NET REALIZED GAIN (LOSS) .................................     85,805,363     53,312,210     75,274,214
                                                             ------------   ------------   ------------
    Unrealized appreciation (depreciation) on investments:
        Beginning of period ..............................    115,056,641     67,150,693     81,785,873
        End of period ....................................    167,705,600    115,056,641     67,150,693
                                                             ------------   ------------   ------------
    Change in unrealized appreciation (depreciation)
        during the period ................................     52,648,959     47,905,948    (14,635,180)
                                                             ------------   ------------   ------------
NET REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS .......................................    138,454,322    101,218,158     60,639,034
                                                             ------------   ------------   ------------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
    FROM OPERATIONS ......................................   $151,511,456   $115,928,443   $ 72,396,763
                                                             ============   ============   ============
</TABLE>
- ----------
See Notes to Financial Statements.
+ 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 OPERATIONS (CONCLUDED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                                           ASSET ALLOCATION SERIES (CONCLUDED):
                                                             ----------------------------------------------------------------
                                                                                                          MERRILL LYNCH WORLD
                                                                     ALLIANCE BALANCED FUND                 STRATEGY   FUND  
                                                             ---------------------------------------    --------------------
                                                                 1998         1997         1996          1998        1997*
                                                             -----------   -----------   -----------    --------    --------
INCOME AND EXPENSES:
<S>                                                          <C>           <C>           <C>            <C>         <C>     
    Investment Income (Note 2):
        Dividends from the Trusts ........................   $12,467,646   $13,756,520   $13,094,730    $ 36,750    $ 17,124
    Expenses (Note 3):
        Mortality and expense risk charges ...............     2,765,767     2,544,300     2,490,188      12,469       2,678
                                                             -----------   -----------   -----------    --------    --------
NET INVESTMENT INCOME ....................................     9,701,879    11,212,220    10,604,542      24,281      14,446
                                                             -----------   -----------   -----------    --------    --------
REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS (Note 2):
        Realized gain (loss) on investments ..............     2,733,445     5,910,524      (873,535)     19,432      (3,626)
        Realized gain distribution from
           the Trusts ....................................    41,525,872    21,117,088    34,113,772          --      38,995
                                                             -----------   -----------   -----------    --------    --------
NET REALIZED GAIN (LOSS) .................................    44,259,317    27,027,612    33,240,237      19,432      35,369
                                                             -----------   -----------   -----------    --------    --------
    Unrealized appreciation (depreciation) on investments:
        Beginning of period ..............................    60,878,286    42,382,824    43,097,187     (37,926)         --
        End of period ....................................    81,344,863    60,878,286    42,382,824     187,734     (37,926)
                                                             -----------   -----------   -----------    --------    --------
    Change in unrealized appreciation (depreciation)
        during the period ................................    20,466,577    18,495,462      (714,363)    225,660     (37,926)
                                                             -----------   -----------   -----------    --------    --------
NET REALIZED AND UNREALIZED GAIN (LOSS)
    ON INVESTMENTS .......................................    64,725,894    45,523,074    32,525,874     245,092      (2,557)
                                                             -----------   -----------   -----------    --------    --------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
    FROM OPERATIONS ......................................   $74,427,773   $56,735,294   $43,130,416    $269,373    $ 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-11
<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                 
                                                             MARKET FUND                   
                                            -----------------------------------------------
                                                 1998             1997             1996    
                                            -------------    -------------    -------------
INCREASE (DECREASE) IN NET ASSETS:
<S>                                         <C>              <C>              <C>          

FROM OPERATIONS:
    Net investment income ...............   $   9,515,464    $   8,653,507    $  8,101,644
    Net realized gain (loss) ............        (153,564)        (500,365)       (110,954)
    Change in unrealized appreciation
        (depreciation) on investments ...         732,101          780,326         (65,953)
                                            -------------    -------------    ------------
    Net increase (decrease) in net assets
        from operations .................      10,094,001        8,933,468       7,924,737
                                            -------------    -------------    ------------
FROM POLICY-RELATED TRANSACTIONS:
    Net premiums (Note 3) ...............     229,608,273      234,059,930     101,890,108
    Benefits and other policy-related
        transactions (Note 3) ...........     (41,370,215)     (40,687,124)    (38,404,209)
    Net transfers among funds and
        guaranteed interest account .....    (128,607,686)    (259,049,840)    (36,607,946)
                                            -------------    -------------    ------------
    Net increase (decrease) in net assets
        from policy-related
        transactions.....................      59,630,372      (65,677,034)     26,877,953
                                            -------------    -------------    ------------
NET (INCREASE) DECREASE IN AMOUNT
    RETAINED BY EQUITABLE LIFE IN
    SEPARATE ACCOUNT FP (Note 4) ........        (128,382)         (49,726)        (63,127)
                                            -------------    -------------    ------------

INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........      69,595,991      (56,793,292)     34,739,563
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................     185,079,802      241,873,094     207,133,531
                                            -------------    -------------    ------------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........   $ 254,675,793    $ 185,079,802    $241,873,094
                                            =============    =============    =============

<CAPTION>
                                                         FIXED INCOME SERIES:
                                            -----------------------------------------------
                                                    ALLIANCE INTERMEDIATE GOVERNMENT      
                                                            SECURITIES FUND                
                                                 1998             1997             1996    
                                            -------------    -------------    -------------
INCREASE (DECREASE) IN NET ASSETS:
<S>                                         <C>               <C>            <C>          

FROM OPERATIONS:
    Net investment income ...............   $ 3,127,402       $ 2,632,191    $ 2,122,460
    Net realized gain (loss) ............        60,260           (95,509)      (490,315)
    Change in unrealized appreciation                                         
        (depreciation) on investments ...     1,523,009         1,009,532       (287,001)
                                            -----------       -----------     ----------
    Net increase (decrease) in net assets                                     
        from operations .................     4,710,671         3,546,214      1,345,144
                                            -----------       -----------     ----------
FROM POLICY-RELATED TRANSACTIONS:                                             
    Net premiums (Note 3) ...............    11,828,290         8,749,531     10,397,104
    Benefits and other policy-related                                         
        transactions (Note 3) ...........    (9,081,050)       (5,971,751)    (7,387,385)
    Net transfers among funds and                                             
        guaranteed interest account .....     9,141,659         7,704,724      2,645,675
                                            -----------       -----------     ----------
    Net increase (decrease) in net assets                                     
        from policy-related 
        transactions.....................    11,888,899        10,482,504      5,655,394
                                            -----------       -----------     ----------
NET (INCREASE) DECREASE IN AMOUNT                                            
    RETAINED BY EQUITABLE LIFE IN
    SEPARATE ACCOUNT FP (Note 4) ........     (44,024)            (38,337)       (22,170)
                                            ----------         ----------    -----------

INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........    16,555,546        13,990,381      6,978,368
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................    58,117,793        44,127,412     37,149,044
                                            -----------       -----------    -----------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........   $74,673,339       $58,117,793    $44,127,412
                                            =============     ===========    ===========

<CAPTION>
                                                         FIXED INCOME SERIES:
                                            -----------------------------------------------
                                                             ALLIANCE QUALITY   
                                                                BOND FUND       
                                                 1998             1997             1996    
                                            -------------    -------------    -------------
INCREASE (DECREASE) IN NET ASSETS:
<S>                                          <C>              <C>             <C>          

FROM OPERATIONS:
    Net investment income ...............    $ 9,211,102      $ 8,024,671     $   8,103,671
    Net realized gain (loss) ............      4,631,844         (504,580)       (1,130,915)
    Change in unrealized appreciation                                          
        (depreciation) on investments ...        971,979        4,357,540           143,854
                                             -----------      -----------      ------------
    Net increase (decrease) in net assets                                      
        from operations .................     14,814,925       11,877,631         7,116,610
                                             -----------      -----------      ------------
FROM POLICY-RELATED TRANSACTIONS:                                              
    Net premiums (Note 3) ...............     14,952,560        8,423,097         5,753,712
    Benefits and other policy-related                                          
        transactions (Note 3) ...........     (5,388,113)      (3,002,993)      (32,021,058)
    Net transfers among funds and                                              
        guaranteed interest account .....     49,220,715       12,678,032         6,117,471
                                             -----------      -----------      ------------
    Net increase (decrease) in net assets                                      
        from policy-related 
        transactions.....................     58,785,162       18,098,136       (20,149,875)
                                             -----------      -----------      ------------
NET (INCREASE) DECREASE IN AMOUNT                                            
    RETAINED BY EQUITABLE LIFE IN
    SEPARATE ACCOUNT FP (Note 4) ........         (55,324)         (49,594)        (39,868)
                                            -------------    -------------    ------------
INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........      73,544,763       29,926,173     (13,073,133)
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................     155,140,486      125,214,313     138,287,446
                                            -------------    -------------    ------------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........    $228,685,249     $155,140,486    $125,214,313
                                             ============     ============    ============
</TABLE>

- ----------
See Notes to Financial Statements.
+ 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>
                                                     FIXED INCOME SERIES (CONCLUDED):             EQUITY SERIES:
                                            --------------------------------------------   ------------------------------  
                                                               ALLIANCE                           T. ROWE PRICE         
                                                              HIGH YIELD                          EQUITY INCOME         
                                                                 FUND                                 FUND              
                                            --------------------------------------------    --------------------------
                                               1998            1997            1996             1998          1997*      
                                            ------------    ------------    ------------    -----------    -----------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                         <C>             <C>             <C>             <C>            <C>        
    Net investment income ...............   $ 17,442,641    $ 12,128,952    $  8,177,610    $   549,152    $   115,907
    Net realized gain (loss) ............      1,052,131       7,302,187       7,058,612      1,272,326        110,474
    Change in unrealized appreciation
        (depreciation) on investments ...    (29,521,690)      2,958,012       1,840,843        512,068      1,073,548
                                            ------------    ------------    ------------    -----------    -----------
    Net increase (decrease) in net assets
        from operations .................    (11,026,918)     22,389,151      17,077,065      2,333,546      1,299,929
                                            ------------    ------------    ------------    -----------    -----------
FROM POLICY-RELATED TRANSACTIONS:
    Net premiums (Note 3) ...............     36,502,728      26,933,221      19,454,716     11,367,975      2,540,460
    Benefits and other policy-
        related transactions (Note 3) ...    (20,288,710)    (14,530,462)    (16,165,764)    (4,190,748)      (351,660)
    Net transfers among funds and
        guaranteed interest account .....      2,677,159      26,385,799       9,301,980     16,615,531     14,259,773
                                            ------------    ------------    ------------    -----------    -----------
    Net increase (decrease) in net assets
        from policy-related 
        transactions.....................     18,891,177      38,788,558      12,590,932     23,792,758     16,448,573
                                            ------------    ------------    ------------    -----------    -----------
NET (INCREASE) DECREASE IN AMOUNT
    RETAINED BY EQUITABLE LIFE IN
    SEPARATE ACCOUNT FP (Note 4) ........         (6,237)       (189,179)       (209,120)       (25,615)      (285,438)
                                            ------------    ------------    ------------    -----------    -----------
INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........      7,858,022      60,988,530      29,458,877     26,100,689     17,463,064
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................    162,378,369     101,389,839      71,930,962     17,463,064             --
                                            ------------    ------------    ------------    -----------    -----------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........   $170,236,391    $162,378,369    $101,389,839    $43,563,753    $17,463,064
                                            ============    ============    ============    ===========    ===========

<CAPTION>
                                                                       EQUITY SERIES:
                                            -----------------------------------------------------------------------
                                                     EQ/PUTNAM                            ALLIANCE                       
                                                  GROWTH & INCOME                     GROWTH & INCOME                   
                                                     VALUE FUND                             FUND                         
                                            -------------------------    ------------------------------------------
                                               1998          1997*          1998            1997           1996      
                                            -----------    ----------    ------------    -----------    -----------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                         <C>            <C>           <C>             <C>            <C>        
    Net investment income ...............   $    87,004    $   23,618    $   (253,359)   $   277,338    $   370,025
    Net realized gain (loss) ............       339,445        28,304      19,436,864      5,536,668      1,948,613
    Change in unrealized appreciation
        (depreciation) on investments ...       891,041       269,561       3,218,908      7,947,265      2,950,992
                                            -----------    ----------    ------------    -----------    -----------
    Net increase (decrease) in net assets
        from operations .................     1,317,490       321,483      22,402,413     13,761,271      5,269,630
                                            -----------    ----------    ------------    -----------    -----------
FROM POLICY-RELATED TRANSACTIONS:
    Net premiums (Note 3) ...............     5,099,897     1,149,748      30,251,270     17,923,903     11,382,745
    Benefits and other policy-
        related transactions (Note 3) ...    (1,485,166)     (154,351)    (12,461,722)    (6,498,823)    (2,909,569)
    Net transfers among funds and
        guaranteed interest account .....     6,086,532     4,539,465      23,343,531     25,301,886      5,211,758
                                            -----------    ----------    ------------    -----------    -----------
    Net increase (decrease) in net assets
        from policy-related 
        transactions.....................     9,701,263     5,534,862      41,133,079     36,726,966     13,684,934
                                            -----------    ----------    ------------    -----------    -----------
NET (INCREASE) DECREASE IN AMOUNT
    RETAINED BY EQUITABLE LIFE IN
    SEPARATE ACCOUNT FP (Note 4) ........       (46,809)     (191,983)       (206,574)      (107,895)      (106,424)
                                            -----------    ----------    ------------    -----------    -----------
                                                                                                                      
INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........    10,971,944     5,664,362      63,328,918     50,380,342     18,848,140
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................     5,664,362            --      87,846,795     37,466,453     18,618,313
                                            -----------    ----------    ------------    -----------    -----------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........   $16,636,306    $5,664,362    $151,175,713    $87,846,795    $37,466,453
                                            ===========    ==========    ============    ===========    ===========   
</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                                                  
                                                             EQUITY INDEX                  MERRILL LYNCH BASIC VALUE    
                                                                FUND                              EQUITY FUND           
                                            -------------------------------------------    --------------------------   
                                                1998            1997           1996            1998          1997*      
                                            ------------    ------------    -----------    -----------    ----------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                         <C>             <C>             <C>            <C>            <C>       
    Net investment income ...............   $  2,095,841    $  1,632,603    $  1,145,887   $   126,014    $   26,461
    Net realized gain (loss) ............      5,588,532         435,940      11,903,017       874,115        40,394
    Change in unrealized appreciation                                       
        (depreciation) on investments ...     73,609,890      41,607,202       8,996,459      (226,962)      135,003
                                            ------------    ------------     -----------   -----------    ----------
    Net increase (decrease) in net assets                                   
        from operations .................     81,294,263      43,675,745      22,045,363       773,167       201,858
                                            ------------    ------------     -----------   -----------    ----------
FROM POLICY-RELATED TRANSACTIONS:                                           
    Net premiums (Note 3) ...............     82,390,480      53,262,239      33,692,683     6,388,355     1,097,822
    Benefits and other policy-                                              
        related transactions (Note 3) ...    (34,756,406)    (18,975,147)    (56,493,042)   (1,430,414)     (135,034)
    Net transfers among funds and                                           
        guaranteed interest account .....     74,806,928      67,867,827      23,434,912     8,794,685     4,661,128
                                            ------------    ------------     -----------   -----------    ----------
    Net increase (decrease) in net assets                                   
        from policy-related 
        transactions.....................    122,441,002     102,154,919         634,553    13,752,626     5,623,916
                                            ------------    ------------     -----------   -----------    ----------
NET (INCREASE) DECREASE IN AMOUNT                                           
    RETAINED BY EQUITABLE LIFE IN                                           
    SEPARATE ACCOUNT FP (Note 4) ........       (229,250)       (136,089)        (66,020)      (62,140)     (204,337)
                                            ------------    ------------     -----------   -----------    ----------
INCREASE (DECREASE) IN NET ASSETS                                           
    ATTRIBUTABLE TO POLICYOWNERS ........    203,506,015     145,694,575      22,613,896    14,463,653     5,621,437
NET ASSETS ATTRIBUTABLE TO                                                  
    POLICYOWNERS, BEGINNING OF                                              
    PERIOD ..............................    239,932,086      94,237,511      71,623,615     5,621,437            -- 
                                            ------------    ------------     -----------   -----------    ----------
NET ASSETS ATTRIBUTABLE TO                                                  
    POLICYOWNERS, END OF PERIOD .........   $443,438,101    $239,932,086    $ 94,237,511   $20,085,090    $5,621,437
                                            ============    ============    ============   ===========    ==========
                                                                           
<CAPTION>
                                                                         EQUITY SERIES (CONTINUED):
                                            -------------------------------------------------------------------------------
                                                                   ALLIANCE                                  MFS            
                                                                 COMMON STOCK                             RESEARCH         
                                                                     FUND                                   FUND           
                                            --------------------------------------------------    -------------------------
                                                 1998                1997             1996            1998           1997* 
                                            --------------    --------------    --------------    -----------    ----------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                         <C>               <C>               <C>               <C>            <C>       
    Net investment income ...............   $    1,338,974    $     (767,599)   $    3,505,756    $   (14,907)   $    7,315
    Net realized gain (loss) ............      522,943,560       218,655,522       187,552,444        494,412        88,145
    Change in unrealized appreciation
        (depreciation) on investments ...      122,078,195       272,798,112       112,608,618      3,063,681       249,382
                                            --------------    --------------    --------------    -----------    ----------
    Net increase (decrease) in net assets
        from operations .................      646,360,729       490,686,035       303,666,818      3,543,186       344,842
                                            --------------    --------------    --------------    -----------    ----------
FROM POLICY-RELATED TRANSACTIONS:
    Net premiums (Note 3) ...............      322,874,015       282,279,826       271,193,481      6,795,257     1,177,137
    Benefits and other policy-
        related transactions (Note 3) ...     (250,079,870)     (199,662,183)     (154,302,728)    (1,705,211)     (162,042)
    Net transfers among funds and
        guaranteed interest account .....       24,136,275        56,849,823         4,064,266     12,108,388     6,389,251
                                            --------------    --------------    --------------    -----------    ----------
                                        
    Net increase (decrease) in net assets
        from policy-related 
        transactions.....................       96,930,420       139,467,466       120,955,019     17,198,434     7,404,346
                                            --------------    --------------    --------------    -----------    ----------
NET (INCREASE) DECREASE IN AMOUNT
    RETAINED BY EQUITABLE LIFE IN
    SEPARATE ACCOUNT FP (Note 4) ........       (1,609,215)          (86,740)         (429,232)      (208,262)     (321,159)
                                            --------------    --------------    --------------    -----------    ----------
INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........      741,681,934       630,066,761       424,192,605     20,533,358     7,428,029 
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................    2,200,844,640     1,570,777,879     1,146,585,274      7,428,029            --
                                            --------------    --------------    --------------    -----------    ----------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........   $2,942,526,574    $2,200,844,640    $1,570,777,879    $27,961,387    $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-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                                    ALLIANCE               
                                                                 GLOBAL                                   INTERNATIONAL             
                                                                  FUND                                        FUND                  
                                            --------------------------------------------    ---------------------------------------
                                                 1998            1997            1996            1998         1997         1996     
                                            ------------    ------------    ------------    -----------   -----------   -----------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                         <C>             <C>             <C>             <C>           <C>           <C>        
    Net investment income ...............   $  2,858,975    $  5,997,760    $  4,705,326    $   707,847   $ 1,089,454   $   411,375
    Net realized gain (loss) ............     50,647,791      56,837,641      23,774,539     (3,596,006)    2,267,768       709,281
    Change in unrealized appreciation
        (depreciation) on investments ...     37,447,314     (12,504,865)     22,092,458      8,296,285    (4,651,627)    1,189,887
                                            ------------    ------------    ------------    -----------   -----------   -----------
    Net increase (decrease) in net assets
        from operations .................     90,954,080      50,330,536      50,572,323      5,408,126    (1,294,405)    2,310,543
                                            ------------    ------------    ------------    -----------   -----------   -----------
FROM POLICY-RELATED TRANSACTIONS:
    Net premiums (Note 3) ...............     78,722,218      85,714,413      96,457,308     13,567,993    14,198,839    12,055,154
    Benefits and other policy-
        related transactions (Note 3) ...    (52,796,664)    (48,793,564)    (43,292,191)    (5,406,284)   (4,716,765)   (2,295,079)
    Net transfers among funds and
        guaranteed interest account .....    (21,919,102)    (89,131,113)     (4,363,741)    (4,357,456)   (3,886,303)   17,095,516
                                            ------------    ------------    ------------    -----------   -----------   -----------
    Net increase (decrease) in net assets
        from policy-related 
        transactions.....................      4,006,452     (52,210,264)     48,801,376      3,804,253     5,595,771    26,855,591
                                            ------------    ------------    ------------    -----------   -----------   -----------
NET (INCREASE) DECREASE IN AMOUNT
    RETAINED BY EQUITABLE LIFE IN
    SEPARATE ACCOUNT FP (Note 4) ........       (475,143)       (147,270)        (93,415)       (39,453)      (27,091)      (21,865)
                                            ------------    ------------    ------------    -----------   -----------   -----------
INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........     94,485,389      (2,026,998)     99,280,284      9,172,926     4,274,275    29,144,269
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................    430,750,306     432,777,304     333,497,020     45,850,482    41,576,207    12,431,938
                                            ------------    ------------    ------------    -----------   -----------   -----------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........   $525,235,695    $430,750,306    $432,777,304    $55,023,408   $45,850,482   $41,576,207
                                            ============    ============    ============    ===========   ===========   ===========

<CAPTION>
                                                                EQUITY SERIES (CONTINUED):
                                            ----------------------------------------------------------------
                                                                                      MORGAN STANLEY       
                                                      T. ROWE PRICE               EMERGING MARKETS EQUITY    
                                                 INTERNATIONAL STOCK FUND                  FUND             
                                            ------------------------------    ------------------------------
                                                 1998              1997*            1998           1997**
                                            -------------    -------------    -------------    -------------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                         <C>               <C>              <C>             <C>          
    Net investment income ...............   $   138,710       $   (23,939)     $   13,319      $   13,761
    Net realized gain (loss) ............       354,819           (50,331)       (637,290)        (14,566)
    Change in unrealized appreciation                                                          
        (depreciation) on investments ...     2,423,801          (820,718)     (1,863,245)     (1,079,388)
                                            -----------       -----------      ----------      ----------
    Net increase (decrease) in net assets                                                      
        from operations .................     2,917,330          (894,988)     (2,487,216)     (1,080,193)
                                            -----------       -----------      ----------      ----------
FROM POLICY-RELATED TRANSACTIONS:                                                              
    Net premiums (Note 3) ...............     7,881,587         2,268,440       2,442,975         323,739
    Benefits and other policy-                                                                 
        related transactions (Note 3) ...    (2,527,577)         (295,221)       (488,932)         (7,501)
    Net transfers among funds and                                                              
        guaranteed interest account .....     8,401,386        12,953,165       4,158,460       2,483,527
                                            -----------       -----------      ----------      ----------
    Net increase (decrease) in net assets                                                      
        from policy-related 
        transactions.....................    13,755,396        14,926,384       6,112,503       2,799,765
                                            -----------       -----------      ----------      ----------
NET (INCREASE) DECREASE IN AMOUNT                                                              
    RETAINED BY EQUITABLE LIFE IN                                                              
    SEPARATE ACCOUNT FP (Note 4) ........      (156,349)           60,283         861,681         807,804
                                            -----------       -----------      ----------      ----------
INCREASE (DECREASE) IN NET ASSETS                                                              
    ATTRIBUTABLE TO POLICYOWNERS ........    16,516,377        14,091,679       4,486,968       2,527,376
NET ASSETS ATTRIBUTABLE TO                                                                     
    POLICYOWNERS, BEGINNING OF                                                                 
    PERIOD ..............................    14,091,679                --       2,527,376              -- 
                                            -----------       -----------      ----------      ----------
NET ASSETS ATTRIBUTABLE TO                                                                     
    POLICYOWNERS, END OF PERIOD .........   $30,608,056       $14,091,679      $7,014,344      $2,527,376
                                            ===========       ===========      ==========      ==========
</TABLE>
        
- ----------
See Notes to Financial Statements.
 * Commencement of Operations on May 1, 1997.
** Commencement of Operations on August 20, 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 (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                                        EQUITY SERIES (CONCLUDED):
                                            ----------------------------------------------------------------------------
                                                                ALLIANCE                                                       
                                                             AGGRESSIVE STOCK                   WARBURG PINCUS SMALL           
                                                                 FUND                            COMPANY VALUE FUND            
                                            ----------------------------------------------    --------------------------       
                                                1998             1997             1996           1998           1997*          
                                            -------------    -------------    ------------    -----------    -----------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                         <C>              <C>              <C>             <C>            <C>    
    Net investment income ...............   $  (1,119,907)   $  (3,987,514)   $ (2,425,125)   $     3,173    $   (23,238)
    Net realized gain (loss) ............       6,840,149      107,947,093     163,630,203       (142,969)       140,194
    Change in unrealized appreciation
        (depreciation) on investments ...      (5,980,406)     (13,921,615)    (33,653,883)    (3,986,631)      (228,709)
                                            -------------    -------------    ------------    -----------    -----------
    Net increase (decrease) in net assets
        from operations .................        (260,164)      90,037,964     127,551,195     (4,126,427)      (111,753)
                                            -------------    -------------    ------------    -----------    -----------
FROM POLICY-RELATED TRANSACTIONS:
    Net premiums (Note 3) ...............     172,792,283      179,662,167     167,830,465     13,378,658      4,397,634
    Benefits and other policy-
        related transactions (Note 3) ...    (115,442,947)    (107,529,554)    (85,246,883)    (4,042,103)      (608,891)
    Net transfers among funds and
        guaranteed interest account .....     (43,660,488)       1,712,877      28,481,572      7,112,707     20,737,304
                                            -------------    -------------    ------------    -----------    -----------
    Net increase (decrease) in net assets
        from policy-related
        transactions.....................      13,688,848       73,845,490     111,065,154     16,449,262     24,526,047
                                            -------------    -------------    ------------    -----------    -----------
NET (INCREASE) DECREASE IN AMOUNT
    RETAINED BY EQUITABLE LIFE IN
    SEPARATE ACCOUNT FP (Note 4) ........         308,967         (442,155)       (205,349)        31,073       (114,120)
                                            -------------    -------------    ------------    -----------    -----------
INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........      13,737,651      163,441,299     238,411,000     12,353,908     24,300,174
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................     957,040,430      793,599,131     555,188,131     24,300,174             -- 
                                            -------------    -------------    ------------    -----------    -----------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........    $970,778,081     $957,040,430    $793,599,131    $36,654,082    $24,300,174
                                             ============     ============    ============    ===========    ===========

<CAPTION>
                                                          EQUITY SERIES (CONCLUDED):
                                            --------------------------------------------------------
                                             ALLIANCE SMALL CAP GROWTH       MFS EMERGING GROWTH    
                                                        FUND                    COMPANIES FUND      
                                            --------------------------    --------------------------
                                                1998           1997*         1998            1997*  
                                            -----------    -----------    -----------    -----------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                         <C>            <C>            <C>            <C>        
    Net investment income ...............   $  (211,223)   $   (37,351)   $  (156,515)   $     5,523
    Net realized gain (loss) ............    (7,585,521)       (63,375)     4,270,964        458,032
    Change in unrealized appreciation
        (depreciation) on investments ...     8,009,143        771,812      6,824,857        171,320
                                            -----------    -----------    -----------    -----------
    Net increase (decrease) in net assets
        from operations .................       212,399        671,086     10,939,306        634,875
                                            -----------    -----------    -----------    -----------
FROM POLICY-RELATED TRANSACTIONS:
    Net premiums (Note 3) ...............    14,863,783      2,947,848     11,533,783      1,598,358
    Benefits and other policy-
        related transactions (Note 3) ...    (3,897,615)      (599,875)    (2,705,605)      (294,924)
    Net transfers among funds and
        guaranteed interest account .....    15,043,596     19,670,856     25,975,152      8,886,415
                                            -----------    -----------    -----------    -----------
    Net increase (decrease) in net assets
        from policy-related
        transactions.....................    26,009,764     22,018,829     34,803,330     10,189,849
                                            -----------    -----------    -----------    -----------
NET (INCREASE) DECREASE IN AMOUNT
    RETAINED BY EQUITABLE LIFE IN
    SEPARATE ACCOUNT FP (Note 4) ........      (116,777)      (324,052)      (153,261)      (449,170)
                                            -----------    -----------    -----------    -----------
INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........    26,105,386     22,365,863     45,589,375     10,375,554
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................    22,365,863             --     10,375,554             -- 
                                            -----------    -----------    -----------    -----------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........   $48,471,249    $22,365,863    $55,964,929    $10,375,554
                                            ===========    ===========    ===========    ===========
</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+

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

<TABLE>
<CAPTION>
                                                                    ASSET ALLOCATION SERIES:
                                            ------------------------------------------------------------------------
                                                               ALLIANCE                           EQ/PUTNAM         
                                                         CONSERVATIVE INVESTORS                    BALANCED         
                                                                 FUND                               FUND            
                                            --------------------------------------------    ------------------------
                                                1998             1997           1996           1998           1997* 
                                            ------------    ------------    ------------    ----------    ----------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                         <C>             <C>             <C>             <C>           <C>       
    Net investment income ...............   $  6,224,160    $  6,151,782    $  6,690,887    $   92,355    $   43,727
    Net realized gain (loss) ............     12,201,904       6,305,200       3,677,543       419,996        31,680
    Change in unrealized appreciation
        (depreciation) on investments ...      5,279,818       8,528,010      (2,661,985)      (10,350)      270,232
                                            ------------    ------------    ------------    ----------    ----------
    Net increase (decrease) in net assets
        from operations .................     23,705,882      20,984,992       7,706,445       502,001       345,639
                                            ------------    ------------    ------------    ----------    ----------
FROM POLICY-RELATED TRANSACTIONS:
    Net premiums (Note 3) ...............     26,438,125      30,425,833      38,133,118     1,733,126       213,829
    Benefits and other policy-related
        transactions (Note 3) ...........    (23,690,706)    (24,998,155)    (25,456,269)     (429,944)      (60,092)
    Net transfers among funds and
        guaranteed interest account .....     (6,267,736)    (18,978,233)    (18,095,700)    2,537,998     1,458,185
                                            ------------    ------------    ------------    ----------    ----------
    Net increase (decrease) in net assets
        from policy-related 
        transactions.....................     (3,520,317)    (13,550,555)     (5,418,851)    3,841,180     1,611,922
                                            ------------    ------------    ------------    ----------    ----------
NET (INCREASE) DECREASE IN AMOUNT
    RETAINED BY EQUITABLE LIFE
    IN SEPARATE ACCOUNT FP (Note 4) .....       (109,508)       (113,620)        (36,213)     (122,431)     (289,774)
                                            ------------    ------------    ------------    ----------    ----------
INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........     20,076,057       7,320,817       2,251,381     4,220,750     1,667,787
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................    181,659,297     174,338,480     172,087,099     1,667,787            --
                                            ------------    ------------    ------------    ----------    ----------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........   $201,735,354    $181,659,297    $174,338,480    $5,888,537    $1,667,787
                                            ============    ============    ============    ==========    ==========

<CAPTION>
                                                       ASSET ALLOCATION SERIES:
                                            --------------------------------------------
                                                             ALLIANCE           
                                                         GROWTH INVESTORS      
                                                               FUND             
                                            --------------------------------------------
                                                 1998          1997             1996    
                                            ------------    ------------    ------------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                         <C>             <C>             <C>         
    Net investment income ...............   $ 13,057,134    $ 14,710,285    $ 11,757,729
    Net realized gain (loss) ............     85,805,363      53,312,210      75,274,214
    Change in unrealized appreciation
        (depreciation) on investments ...     52,648,959      47,905,948     (14,635,180)
                                            ------------    ------------    ------------
    Net increase (decrease) in net assets
        from operations .................    151,511,456     115,928,443      72,396,763
                                            ------------    ------------    ------------
FROM POLICY-RELATED TRANSACTIONS:
    Net premiums (Note 3) ...............    128,264,748     139,280,509     159,654,177
    Benefits and other policy-related
        transactions (Note 3) ...........    (99,015,298)    (95,656,635)    (81,943,749)
    Net transfers among funds and
        guaranteed interest account .....    (25,554,600)    (35,207,298)     (7,652,116)
                                            ------------    ------------    ------------
    Net increase (decrease) in net assets
        from policy-related 
        transactions.....................      3,694,850       8,416,576      70,058,312
                                            ------------    ------------    ------------
NET (INCREASE) DECREASE IN AMOUNT
    RETAINED BY EQUITABLE LIFE
    IN SEPARATE ACCOUNT FP (Note 4) .....       (477,628)         79,090         (93,120)
                                            ------------    ------------    ------------
INCREASE (DECREASE) IN NET ASSETS
    ATTRIBUTABLE TO POLICYOWNERS ........    154,728,678     124,424,109     142,361,955
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, BEGINNING OF
    PERIOD ..............................    822,663,730     698,239,621     555,877,666
                                            ------------    ------------    ------------
NET ASSETS ATTRIBUTABLE TO
    POLICYOWNERS, END OF PERIOD .........   $977,392,408    $822,663,730    $698,239,621
                                            ============    ============    ============
</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-17
<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 (CONCLUDED):
                                              ---------------------------------------------------------------------------------
                                                                  ALLIANCE                               MERRILL LYNCH         
                                                                  BALANCED                               WORLD STRATEGY        
                                                                   FUND                                      FUND              
                                              -----------------------------------------------    ------------------------------
                                                  1998             1997            1996              1998              1997*   
                                              -------------    -------------    -------------    -------------    -------------
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
<S>                                           <C>              <C>              <C>              <C>              <C>          
    Net investment income .................   $  9,701,879     $ 11,212,220     $ 10,604,542     $   24,281       $   14,446
    Net realized gain (loss) ..............     44,259,317       27,027,612       33,240,237         19,432           35,369
    Change in unrealized appreciation                                                                             
        (depreciation) on investments .....     20,466,577       18,495,462         (714,363)       225,660          (37,926)
                                              ------------     ------------     ------------     ----------       ----------
    Net increase (decrease) in net assets                                                                         
        from operations ...................     74,427,773       56,735,294       43,130,416        269,373           11,889
                                              ------------     ------------     ------------     ----------       ----------
FROM POLICY-RELATED TRANSACTIONS:                                                                                 
    Net premiums (Note 3) .................     46,234,769       48,722,966       60,530,048      1,050,984          334,133
    Benefits and other policy-related                                                                             
        transactions (Note 3) .............    (48,368,610)     (48,611,396)     (50,274,632)      (294,100)         (41,646)
    Net transfers among funds and                                                                                 
        guaranteed interest account .......     (4,765,223)     (55,377,177)     (22,122,080)     1,271,852        1,374,499
                                              ------------     ------------     ------------     ----------       ----------
    Net increase (decrease) in net assets                                                                         
        from policy related-transactions ..     (6,899,064)     (55,265,607)     (11,866,664)     2,028,736        1,666,986
                                              ------------     ------------     ------------     ----------       ----------
NET (INCREASE) DECREASE IN AMOUNT                                                                                 
    RETAINED BY EQUITABLE LIFE                                                                                    
    IN SEPARATE ACCOUNT FP (Note 4) .......       (304,161)          (4,006)        (134,906)      (119,245)         (94,148)
                                              ------------     ------------     ------------     ----------       ----------
INCREASE (DECREASE) IN NET ASSETS                                                                                 
    ATTRIBUTABLE TO POLICYOWNERS ..........     67,224,548        1,465,681       31,128,846      2,178,864        1,584,727
NET ASSETS ATTRIBUTABLE TO POLICYOWNERS,                                                                          
    BEGINNING OF PERIOD ...................    431,159,736      429,694,055      398,565,209      1,584,727               --
                                              ------------     ------------     ------------     ----------       ----------
NET ASSETS ATTRIBUTABLE TO POLICYOWNERS,                                                                          
    END OF PERIOD .........................   $498,384,284     $431,159,736     $429,694,055     $3,763,591       $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-18
<PAGE>

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

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 1998

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 contractowners. Alliance Capital Management L.P., an
     indirect, majority-owned subsidiary of Equitable Life, manages The Hudson
     River Trust (HR Trust) and is investment adviser for all of the investment
     funds of HR Trust. EQ Financial Consultants, Inc. ("EQFC"), and Equitable
     Distributors Inc. ("EDI") are wholly owned subsidiaries of Equitable Life.
     EQFC manages the EQ Advisors Trust (EQ Trust) and has overall
     responsibility for general management and administration of EQ Trust.

     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, Alliance
     Growth & Income 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 1A shares of HR Trust or Class 1B
     shares of EQ Trust (Collectively, the "Trusts"). Class 1A and 1B shares are
     offered by the Trust at net asset value. Both classes of shares are subject
     to fees for investment management and advisory services and other Trust
     expenses. Class 1A shares are not subject to distribution fees imposed
     pursuant to a distribution plan. Class 1B shares are subject to
     distribution fees imposed under a distribution plan (herein the "Rule 12b-1
     Plans") adopted in 1997 pursuant to Rule 12b-1 under the 1940 Act, as
     amended. The Rule 12b-1 Plans provide that the Trusts, on behalf of each
     Fund, may charge annually up to 0.25% of the average daily net assets of a
     Fund attributable to its Class 1B shares in respect of activities primarily
     intended to result in the sale of the Class 1B shares. These fees are
     reflected in the net asset value of the shares. The Trusts are open-ended,
     diversified management investment companies that invest separate account
     assets of insurance companies. Each Portfolio has separate investment
     objectives. 

     EQFC and EDI earns fees from both Trusts under distribution agreements held
     with the Trusts. EQFC also earns fees under an investment management
     agreement with the EQ Trust. Alliance earns fees under an investment
     advisory agreement with the HR Trust.

     The Account supports the operations of Incentive Life, Incentive Life
     2000, Incentive Life Plus(SM), IL Protector(SM) and 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.

     Receivable/payable for policy-related transactions represent amount due
     to/from General Account predominately related to premiums, surrenders and
     death benefits.

     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 $56,300,263, $165,714,430 and $(7,511,567) for the
     years ended 1998, 1997 and 1996, 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.

+    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, 1998

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 Trusts and are valued at the net
     asset values per share of the respective Portfolios. The net asset value is
     determined by the Trusts 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 and by EQ Trust
     in the fourth quarter on the ex-dividend date. 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.

     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:

                          MORTALITY AND 
                            EXPENSE       MORTALITY   ADMINISTRATIVE   TOTAL
                          -------------   ---------   --------------   -----

   Incentive Life,                                                     
   Incentive Life 2000,                                                
   Incentive Life Plus,                                                
     Second Series,                                                      
   Champion 2000 (a)           .60%                                     .60%
   IL Plus Original                                                    
   Series, IL COLI (b)         .85%                                     .85%
   Survivorship 2000 (a)       .90%                                     .90%
   IL Protector (a)            .80%                                     .80%
   SP Flex (a)                 .85%           .60%         .35%        1.80%
   ----------                                                        
   (a) Charged to daily net assets of the Account.
   (b) Charged to Policy Account and is included in Benefits and other
       policy-related transactions in the Statement of Changes in Net 
       Assets.

     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. 

     Included in the Withdrawals and Administrative Charges line of the
     Statement of Changes in Net Assets are certain administrative charges which
     are deducted from the Contractowners account value.

+    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, 1998

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.

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

<TABLE>
<CAPTION>
                                                                    YEARS ENDED DECEMBER 31,
                                                           -------------------------------------------
          INVESTMENT FUND                                     1998            1997            1996
          ---------------                                     ----            ----            ----
          <S>                                              <C>               <C>            <C>         
          Fixed Income Series:
             Alliance Money Market                         $  (1,591,380)            --            --
             Alliance Intermediate Government Securities        (685,662)            --            --
             Alliance Quality Bond                            (1,509,018)            --     $(125,000)
             Alliance High Yield                              (1,839,368)            --            --
          Equity Series:
             T. Rowe Price Equity Income                      (1,667,503)    $1,300,000            --
             EQ/Putnam Growth & Income Value                  (1,391,562)     1,200,000            --
             Alliance Growth & Income                         (1,285,852)            --       (75,000)
             Alliance Equity Index                            (2,293,340)            --            --
             Merrill Lynch Basic Value Equity                 (1,459,281)     1,200,000            --
             Alliance Common Stock                           (17,381,053)            --      (185,000)
             MFS Research                                     (2,558,541)     2,000,000            --
             Alliance Global                                  (3,632,595)            --            --
             Alliance International                             (398,118)            --            --
             T. Rowe Price International Stock                (4,170,518)     4,000,000            --
             Morgan Stanley Emerging Markets Equity              (21,425)     4,000,000            --
             Alliance Aggressive Stock                        (6,122,856)            --      (125,000)
             Warburg Pincus Small Company Value                 (790,600)       600,000            --
             Alliance Small Cap Growth                        (1,675,446)     1,200,000            --
             MFS Emerging Growth Companies                    (2,732,997)     2,000,000            --
          Asset Allocation Series:
             Alliance Conservative Investors                  (1,502,507)            --       (80,000)
             EQ/Putnam Balanced                               (2,310,799)     2,000,000            --
             Alliance Growth Investors                        (5,613,223)            --      (175,000)
             Alliance Balanced                                (3,367,411)            --       (90,000)
             Merrill Lynch World Strategy                       (861,511)     2,000,000            --
</TABLE>

5.   Distribution and Servicing Agreements

     Equitable Life has entered into Distribution and Servicing Agreements with
     EQFC, an affiliate of Equitable Life, and EDI, whereby registered
     representatives of EQFC, 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 unit value 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 which is after deduction of trust expense.

     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-21
<PAGE>

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

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

DECEMBER 31, 1998

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

FIXED INCOME SERIES:

<TABLE>
<CAPTION>
                                                                          YEARS ENDED DECEMBER 31,
                                   -----------------------------------------------------------------------------------------------
ALLIANCE MONEY MARKET FUND           1998      1997      1996      1995     1994      1993      1992      1991      1990     1989
- --------------------------           ----      ----      ----      ----     ----      ----      ----      ----      ----     ----
<S>                                  <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>     <C>  
Gross return ...................     5.34%     5.42%     5.33%     5.74%     4.02%     3.00%     3.56%     6.18%     8.24%   9.18%
Net return .....................     4.71%     4.79%     4.70%     5.11%     3.39%     2.35%     2.94%     5.55%     7.59%   8.53%

<CAPTION>
                                                                                                                      APRIL 1(a) TO
                                                                          YEARS ENDED DECEMBER 31,                     DECEMBER 31,
                                                    ----------------------------------------------------------------  -------------
ALLIANCE INTERMEDIATE GOVERNMENT SECURITIES FUND    1998       1997       1996       1995     1994     1993    1992        1991
- ------------------------------------------------    ----       ----       ----       ----     ----     ----    ----        ----
<S>                                                 <C>        <C>        <C>       <C>      <C>      <C>      <C>        <C>   
Gross return ...................................    7.74%      7.29%      3.78%     13.33%   (4.37)%  10.58%   5.60%      12.26%
Net return .....................................    7.10%      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                          1998    1997    1996     1995    1994              1993
- --------------------------                          ----    ----    ----     ----    ----              ----
<S>                                                 <C>     <C>     <C>     <C>     <C>               <C>    
Gross return ..............................         8.69%   9.14%   5.36%   17.02%  (5.10)%           (0.51)%
Net return ................................         8.03%   8.49%   4.73%   16.32%  (5.67)%           (0.66)%

<CAPTION>
                                                                         YEARS ENDED DECEMBER 31,
                                     ---------------------------------------------------------------------------------------
ALLIANCE HIGH YIELD FUND              1998      1997     1996     1995    1994      1993     1992     1991    1990     1989
- ------------------------              ----      ----     ----     ----    ----      ----     ----     ----    ----     ----
<S>                                  <C>       <C>      <C>      <C>     <C>       <C>      <C>      <C>     <C>       <C>  
Gross return .....................   (5.15)%   18.47%   22.89%   19.92%  (2.79)%   23.15%   12.31%   24.46%  (1.12)%   5.13%
Net return .......................   (5.72)%   17.76%   22.14%   19.20%  (3.37)%   22.41%   11.64%   23.72%  (1.71)%   4.50%
</TABLE>

EQUITY SERIES:

                                                     YEAR ENDED     MAY 1(a) TO
                                                    DECEMBER 31,    DECEMBER 31,
                                                    ------------    ------------
T. ROWE PRICE EQUITY INCOME FUND                        1998            1997
- --------------------------------                        ----            ----
Gross return ...................................        9.11%          22.11%
Net return .....................................        8.42%          21.64%

                                                     YEAR ENDED     MAY 1(a) TO
                                                     DECEMBER 31,   DECEMBER 31,
                                                     ------------   ------------
EQ/PUTNAM GROWTH & INCOME VALUE FUND                    1998           1997
- ------------------------------------                    ----           ----
Gross return .....................................     12.75%         16.23%
Net return .......................................     12.14%         15.75%

<TABLE>
<CAPTION>
                                                                                                OCTOBER 1(a) TO
                                                YEARS ENDED DECEMBER 31,                         DECEMBER 31,
                                        -------------------------------------------------        ------------
ALLIANCE GROWTH & INCOME FUND            1998       1997       1996       1995       1994           1993
- -----------------------------            ----       ----       ----       ----       ----           ----
<S>                                     <C>        <C>        <C>        <C>        <C>            <C>    
Gross return ......................     20.86%     26.90%     20.09%     24.07%     (0.58)%        (0.25)%
Net return ........................     20.14%     25.99%     19.36%     23.33%     (1.17)%        (0.41)%

<CAPTION>
                                                                                      SEPTEMBER 30(a) 
                                               YEARS ENDED DECEMBER 31,               TO DECEMBER 31, 
                                        ----------------------------------------      --------------- 
ALLIANCE EQUITY INDEX FUND               1998       1997       1996       1995            1994
- --------------------------              -------    -------    -------    -------         -------
<S>                                     <C>        <C>        <C>        <C>              <C>  
Gross return ......................     28.07%     32.58%     22.39%     36.48%           1.08%
Net return ........................     27.30%     31.77%     21.65%     35.66%           0.58%
</TABLE>

- ----------

*    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 annualized 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, 1998

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

EQUITY SERIES (CONTINUED):

                                                  YEAR ENDED       MAY 1(a) TO
                                                 DECEMBER 31,      DECEMBER 31,
                                                 ------------      ------------

MERRILL LYNCH BASIC VALUE EQUITY FUND                1998              1997
- -------------------------------------                ----              ----
Gross return..................................       11.59%            16.99%
Net return....................................       10.91%            16.55%

<TABLE>
<CAPTION>
                                                                    YEARS ENDED DECEMBER 31,
                                  -----------------------------------------------------------------------------------------
ALLIANCE COMMON STOCK FUND          1998      1997     1996     1995     1994     1993      1992     1991     1990     1989
- -------------------------           ----      ----     ----     ----     ----     ----      ----     ----     ----     ----
<S>                                <C>       <C>      <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>   
Gross return.....................  29.39%    29.40%   24.28%   32.45%   (2.14)%  24.84%    3.22%    37.88%   (8.12)%  25.59%
Net return.......................  28.61%    28.44%   23.53%   31.66%   (2.73)%  24.08%    2.60%    37.06%   (8.67)%  24.84%

<CAPTION>
                                                  YEAR ENDED            MAY 1(a) TO
                                                 DECEMBER 31,          DECEMBER 31,
                                               -----------------     ----------------
MFS RESEARCH FUND                                    1998                  1997
- -----------------                                    ----                  ----
<S>                                                  <C>                   <C>   
Gross return..................................       24.11%                16.07%
Net return....................................       23.36%                15.59%

<CAPTION>
                                                                    YEARS ENDED DECEMBER 31,
                                  ---------------------------------------------------------------------------------------------
ALLIANCE GLOBAL FUND                1998      1997     1996     1995     1994     1993      1992     1991     1990     1989
- --------------------                ----      ----     ----     ----     ----     ----      ----     ----     ----     ----
<S>                                <C>       <C>      <C>      <C>       <C>     <C>      <C>       <C>      <C>      <C>   
Gross return.....................  21.80%    11.66%   14.60%   18.81%    5.23%   32.09%   (0.50)%   30.55%   (6.07)%  26.93%
Net return.......................  21.07%    10.88%   13.91%   18.11%    4.60%   31.33%   (1.10)%   29.77%   (6.63)%  26.17%

<CAPTION>
                                                                                    APRIL 3(a) TO
                                            YEARS ENDED DECEMBER 31,                 DECEMBER 31,
                                  --------------------------------------------    ----------------
ALLIANCE INTERNATIONAL FUND            1998            1997          1996               1995
- ---------------------------            ----            ----          ----              ------
<S>                                   <C>             <C>            <C>               <C>   
Gross return.....................     10.57%          (2.98)%        9.82%             11.29%
Gross return.....................      9.90%          (3.63)%        9.15%             10.79%

<CAPTION>
                                                  YEAR ENDED            MAY 1(a) TO
                                                 DECEMBER 31,          DECEMBER 31,
                                               -----------------     ----------------
T. ROWE PRICE INTERNATIONAL STOCK FUND               1998                  1997
- --------------------------------------               ----                  ----
<S>                                                  <C>                 <C>    
Gross return..................................       13.68%              (1.49)%
Net return....................................       13.01%              (1.90)%

<CAPTION>
                                                  YEAR ENDED          AUGUST 20(a) TO
                                                 DECEMBER 31,          DECEMBER 31,
                                               -----------------     -----------------
MORGAN STANLEY EMERGING MARKETS EQUITY FUND          1998                  1997
- -------------------------------------------          ----                  ----
<S>                                                 <C>                   <C>     
Gross return..................................      (27.10)%              (20.16)%
Net return....................................      (27.46)%              (20.37)%

<CAPTION>
                                                                    YEARS ENDED DECEMBER 31,
                                  ------------------------------------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND      1998      1997     1996     1995     1994     1993      1992     1991     1990     1989
- ------------------------------      ----      ----     ----     ----     ----     ----      ----     ----     ----     ----
<S>                                 <C>      <C>      <C>      <C>      <C>      <C>      <C>       <C>       <C>     <C>   
Gross return.....................   0.29%    10.94%   22.20%   31.63%   (3.81)%  16.77%   (3.16)%   86.86%    8.17%   43.50%
Net return.......................  (0.31)%   10.14%   21.46%   30.85%   (4.39)%  16.05%   (3.74)%   85.75%    7.51%   42.64%

<CAPTION>
                                                  YEAR ENDED           MAY 1(a) TO
                                                 DECEMBER 31,          DECEMBER 31,
                                               -----------------     --------------
WARBURG PINCUS SMALL COMPANY VALUE FUND              1998                  1997
- ---------------------------------------              ----                  ----
<S>                                                 <C>                    <C>   
Gross return..................................      (10.02)%               19.15%
Net return....................................      (10.55)%               18.65%
</TABLE>

- ----------
*    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 annualized 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, 1998

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

EQUITY SERIES (CONCLUDED):

<TABLE>
<CAPTION>
                                                  YEAR ENDED           MAY 1(a) TO
                                                 DECEMBER 31,          DECEMBER 31,
                                               -----------------     -----------------
ALLIANCE SMALL CAP GROWTH FUND                       1998                  1997
- ------------------------------                       ----                  ----
<S>                                                  <C>                   <C>   
Gross return..................................       (4.28)%               26.74%
Net return....................................       (4.85)%               26.18%

<CAPTION>
                                                  YEAR ENDED           MAY 1(a) TO
                                                 DECEMBER 31,          DECEMBER 31,
                                               -----------------     -----------------
MFS EMERGING GROWTH COMPANIES FUND                   1998                  1997
- ----------------------------------                   ----                  ----
<S>                                                  <C>                   <C>   
Gross return..................................       34.57%                22.42%
Net return....................................       33.71%                21.95%
</TABLE>

ASSET ALLOCATION SERIES:

<TABLE>
<CAPTION>
                                                                                                         OCTOBER 2(a)
                                                                                                             TO
ALLIANCE CONSERVATIVE                              YEARS ENDED DECEMBER 31,                              DECEMBER 31,
- ----------------------  ----------------------------------------------------------------------------     ------------
INVESTORS FUND           1998     1997     1996    1995     1994     1993     1992     1991     1990         1989
- --------------           ----     ----     ----    ----     ----     ----     ----     ----     ----         ----
<S>                     <C>      <C>      <C>     <C>      <C>      <C>       <C>     <C>       <C>          <C>  
Gross return.........   13.88%   13.25%   5.21%   20.40%   (4.10)%  10.76%    5.72%   19.87%    6.37%        3.09%
Net return...........   13.20%   12.55%   4.57%   19.68%   (4.67)%  10.15%    5.09%   19.16%    5.73%        2.94%

<CAPTION>
                                                  YEAR ENDED            MAY 1(a) TO
                                                 DECEMBER 31,          DECEMBER 31,
                                               ------------------    ------------------
EQ/PUTNAM BALANCED FUND                              1998                   1997
- -----------------------                              ----                   ----
<S>                                                  <C>                    <C>   
Gross return..................................       11.92%                 14.38%
Net return....................................       11.14%                 14.02%

<CAPTION> 
                                                                                                                    OCTOBER 2(a)
                                                                                                                         TO
                                                                YEARS ENDED DECEMBER 31,                            DECEMBER 31,
                                  -----------------------------------------------------------------------------   -----------------
ALLIANCE GROWTH INVESTORS FUND    1998     1997     1996     1995     1994     1993     1992     1991     1990         1989
- ------------------------------    ----     ----     ----     ----     ----     ----     ----     ----     ----         ----
<S>                              <C>      <C>      <C>      <C>      <C>      <C>       <C>     <C>      <C>          <C>  
Gross return................     19.13%   16.87%   12.61%   26.37%   (3.15)%  15.26%    4.90%   48.89%   10.66%       3.98%
Net return..................     18.41%   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              1998      1997     1996     1995     1994     1993      1992     1991     1990     1989
- ----------------------              ----      ----     ----     ----     ----     ----      ----     ----     ----     ----
<S>                                <C>       <C>      <C>      <C>      <C>      <C>      <C>       <C>       <C>     <C>   
Gross return.....................  18.11%    15.06%   11.68%   19.75%   (8.02)%  12.28%   (2.84)%   41.26%    0.24 %  25.83%
Net return.......................  17.40%    14.30%   11.00%   19.03%   (8.57)%  11.64%   (3.42)%   40.42%   (0.36)%  25.08%

<CAPTION>
                                                  YEAR ENDED           MAY 1(a) TO
                                                 DECEMBER 31,          DECEMBER 31,
                                               -----------------     -----------------
MERRILL LYNCH WORLD STRATEGY FUND                    1998                  1997
- ---------------------------------                    ----                  ----
<S>                                                 <C>                   <C>  
Gross return..................................      6.81%                 4.70%
Net return....................................      6.18%                 4.29%
</TABLE>

- ----------
*    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 annualized 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 (CONTINUED)

DECEMBER 31, 1998

RATES OF RETURN (CONTINUED):
SURVIVORSHIP 2000
- -----------------

FIXED INCOME SERIES:

<TABLE>
<CAPTION>
                                                                                                             AUGUST 17(a)
                                                                                                                  TO
                                                                    YEARS ENDED DECEMBER 31,                 DECEMBER 31,
                                                 --------------------------------------------------------  ---------------
ALLIANCE MONEY MARKET FUND                         1998     1997     1996      1995     1994     1993          1992
- --------------------------                         ----     ----     ----      ----     ----     ----          ----
<S>                                                <C>      <C>      <C>      <C>       <C>      <C>           <C>  
Gross return...................................    5.34%    5.42%    5.33%    5.74%     4.02%    3.00%         1.11%
Net return.....................................    4.39%    4.47%    4.38%    4.80%     3.08%    2.04%         0.77%

<CAPTION>
                                                                                                            AUGUST 17(a)  
                                                                                                                 TO       
                                                                     YEARS ENDED DECEMBER 31,               DECEMBER 31,  
                                                 --------------------------------------------------------  ---------------
ALLIANCE INTERMEDIATE GOVERNMENT SECURITIES FUND   1998     1997     1996      1995     1994     1993          1992
- ------------------------------------------------   ----     ----     ----      ----     ----     ----          ----
<S>                                                <C>      <C>      <C>      <C>      <C>      <C>            <C>  
Gross return...................................    7.74%    7.29%    3.78%    13.33%   (4.37)%  10.58%         0.90%
Net return.....................................    6.78%    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                         1998     1997     1996      1995     1994            1993
- --------------------------                         ----     ----     ----      ----     ----            ----
<S>                                                <C>      <C>      <C>      <C>      <C>            <C>    
Gross return...................................    8.69%    9.14%    5.36%    17.02%   (5.10)%        (0.51)%
Net return.....................................    7.71%    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                           1998     1997     1996      1995     1994     1993          1992
- -------------------------                          ----     ----     ----      ----     ----     ----          ----
<S>                                               <C>      <C>      <C>       <C>      <C>      <C>            <C>  
Gross return...................................   (5.15)%  18.47%   22.89%    19.92%   (2.79)%  23.15%         1.84%
Net return.....................................   (6.00)%  17.40%   21.77%    18.84%   (3.66)%  22.04%         1.50%
</TABLE>

EQUITY SERIES:

<TABLE>
<CAPTION>
                                                    YEAR ENDED           MAY 1(a) TO
                                                   DECEMBER 31,         DECEMBER 31,
                                                 -----------------     --------------
T. ROWE PRICE EQUITY INCOME FUND                       1998                 1997
- --------------------------------                       ----                 ----
<S>                                                   <C>                  <C>   
Gross return...................................       9.11%                22.11%
Net return.....................................       8.09%                21.40%

<CAPTION>
                                                   YEAR ENDED           MAY 1(a) TO
                                                  DECEMBER 31,          DECEMBER 31,
                                                 ----------------     ---------------
EQ/PUTNAM GROWTH & INCOME VALUE FUND                   1998                 1997
- ------------------------------------                   ----                 ----
<S>                                                   <C>                  <C>   
Gross return...................................       12.75%               16.23%
Net return.....................................       11.81%               15.52%



<CAPTION>
                                                                                                   OCTOBER 1(a) TO
                                                            YEARS ENDED DECEMBER 31,                DECEMBER 31,
                                                 ------------------------------------------------  ----------------
ALLIANCE GROWTH & INCOME FUND                       1998     1997     1996     1995     1994            1993
- -----------------------------                       ----     ----     ----     ----     ----            ----
<S>                                                <C>      <C>      <C>      <C>      <C>            <C>    
Gross return...................................    20.86%   26.90%   20.09%   24.07%   (0.58)%        (0.25)%
Net return.....................................    19.78%   25.61%   19.00%   22.96%   (1.47)%        (0.48)%

<CAPTION>
                                                                                          MARCH 1(a) TO
                                                       YEARS ENDED DECEMBER 31,            DECEMBER 31,
                                                 --------------------------------------  -----------------
ALLIANCE EQUITY INDEX FUND                         1998      1997     1996     1995            1994
- --------------------------                         ----      ----     ----     ----            ----
<S>                                                 <C>     <C>      <C>      <C>             <C>  
Gross return...................................     28.07%  32.58%   22.39%   36.48%          1.08%
Net return.....................................     26.92%  31.38%   21.28%   35.26%          0.33%
</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 annualized 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, 1998

RATES OF RETURN (CONTINUED):
SURVIVORSHIP 2000
- -----------------

EQUITY SERIES (CONTINUED):

<TABLE>
<CAPTION>
                                                    YEAR ENDED           MAY 1(a) TO
                                                   DECEMBER 31,          DECEMBER 31,
                                                 -----------------     -----------------
MERRILL LYNCH BASIC VALUE EQUITY FUND                  1998                  1997
- -------------------------------------                  ----                  ----
<S>                                                    <C>                   <C>   
Gross return...................................        11.59%                16.99%
Net return.....................................        10.58%                16.32%

<CAPTION>
                                                                                                            AUGUST 17(a)
                                                                                                                 TO
                                                                 YEARS ENDED DECEMBER 31,                   DECEMBER 31,
                                                 --------------------------------------------------------  ---------------
ALLIANCE COMMON STOCK FUND                         1998     1997     1996      1995     1994     1993          1992
- --------------------------                         ----     ----     ----      ----     ----     ----          ----
<S>                                               <C>      <C>      <C>       <C>      <C>      <C>            <C>  
Gross return...................................   29.39%   29.40%   24.28%    32.45%   (2.14)%  24.84%         5.28%
Net return.....................................   28.22%   28.06%   23.15%    31.26%   (3.02)%  23.70%         4.93%

<CAPTION>
                                                   YEAR ENDED            MAY 1(a) TO
                                                  DECEMBER 31,          DECEMBER 31,
                                                 ----------------      --------------
MFS RESEARCH FUND                                      1998                 1997
- -----------------                                      ----                 ----
<S>                                                    <C>                  <C>   
Gross return...................................        24.11%               16.07%
Net return.....................................        22.99%               15.36%

<CAPTION>
                                                                                                            AUGUST 17(a)
                                                                                                                TO
                                                                     YEARS ENDED DECEMBER 31,               DECEMBER 31,
                                                 --------------------------------------------------------  ---------------
ALLIANCE GLOBAL FUND                               1998     1997     1996      1995     1994     1993          1992
- --------------------                               ----     ----     ----      ----     ----     ----          ----
<S>                                               <C>      <C>      <C>       <C>       <C>     <C>            <C>  
Gross return...................................   21.80%   11.66%   14.60%    18.81%    5.23%   32.09%         4.87%
Net return.....................................   20.70%   10.54%   13.56%    17.75%    4.29%   30.93%         4.52%

<CAPTION>
                                                                                      APRIL 3(a) TO
                                                     YEARS ENDED DECEMBER 31,         DECEMBER 31,
                                                 ----------------------------------  ----------------
ALLIANCE INTERNATIONAL FUND                          1998       1997       1996            1995
- ---------------------------                          ----       ----       ----            ----
<S>                                                  <C>       <C>         <C>            <C>   
Gross return...................................      10.57%    (2.98)%     9.82%          11.29%
Net return.....................................       9.57%    (3.93)%     8.82%          10.55%

<CAPTION>
                                                    YEAR ENDED           MAY 1(a) TO
                                                   DECEMBER 31,          DECEMBER 31,
                                                 -----------------     -----------------
T. ROWE PRICE INTERNATIONAL STOCK FUND                 1998                  1997
- --------------------------------------                 ----                  ----
<S>                                                    <C>                   <C>    
Gross return...................................        13.68%                (1.49)%
Net return.....................................        12.67%                (2.10)%

<CAPTION>
                                                    YEAR ENDED         AUGUST 20(a) TO
                                                   DECEMBER 31,          DECEMBER 31,
                                                 -----------------     -----------------
MORGAN STANLEY EMERGING MARKETS EQUITY FUND            1998                  1997
- -------------------------------------------            ----                  ----
<S>                                                   <C>                   <C>     
Gross return...................................       (27.10)%              (20.16)%
Net return.....................................       (27.68)%              (20.46)%
</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 annualized rates 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, 1998

RATES OF RETURN (CONTINUED):
SURVIVORSHIP 2000
- -----------------

EQUITY SERIES (CONCLUDED):

<TABLE>
<CAPTION>
                                                                                                            MARCH 1(a) TO
                                                                YEARS ENDED DECEMBER 31,                    DECEMBER 31,
                                                 --------------------------------------------------------  ----------------
ALLIANCE AGGRESSIVE STOCK FUND                     1998     1997     1996      1995     1994     1993           1992
- ------------------------------                     ----     ----     ----      ----     ----     ----           ----
<S>                                               <C>      <C>      <C>       <C>      <C>      <C>             <C>   
Gross return...................................    0.29 %  10.94%   22.20%    31.63%   (3.81)%  16.77%          11.49%
Net return.....................................   (0.62)%   9.81%   21.09%    30.46%   (4.68)%  15.70%          11.11%

<CAPTION>
                                                    YEAR ENDED           MAY 1(a) TO
                                                   DECEMBER 31,          DECEMBER 31,
                                                 -----------------     ----------------
WARBURG PINCUS SMALL COMPANY VALUE FUND                1998                  1997
- ---------------------------------------                ----                  ----
<S>                                                   <C>                    <C>   
Gross return...................................       (10.02)%               19.15%
Net return.....................................       (10.82)%               18.41%

<CAPTION>
                                                    YEAR ENDED           MAY 1(a) TO
                                                   DECEMBER 31,          DECEMBER 31,
                                                 -----------------     ----------------
ALLIANCE SMALL CAP GROWTH FUND                         1998                  1997
- ------------------------------                         ----                  ----
<S>                                                   <C>                   <C>   
Gross return...................................       (4.28)%               26.74%
Net return.....................................       (5.14)%               25.92%

<CAPTION>
                                                    YEAR ENDED           MAY 1(a) TO
                                                   DECEMBER 31,          DECEMBER 31,
                                                 -----------------     ----------------
MFS EMERGING GROWTH COMPANIES FUND                     1998                  1997
- ----------------------------------                     ----                  ----
<S>                                                    <C>                   <C>   
Gross return...................................        34.57%                22.42%
Net return.....................................        33.31%                21.70%
</TABLE>

ASSET ALLOCATION SERIES:

<TABLE>
<CAPTION>
                                                                                                            AUGUST 17(a)
                                                                                                                 TO
                                                                     YEARS ENDED DECEMBER 31,                DECEMBER 31,
                                                 --------------------------------------------------------  ---------------
ALLIANCE CONSERVATIVE INVESTORS FUND               1998     1997     1996      1995     1994     1993           1992
- ------------------------------------               ----     ----     ----      ----     ----     ----           ----
<S>                                               <C>      <C>       <C>      <C>      <C>      <C>              <C>  
Gross return...................................   13.88%   13.25%    5.21%    20.40%   (4.10)%  10.76%           1.38%
Net return.....................................   12.85%   12.21%    4.26%    19.32%   (4.96)%   9.81%           1.04%

<CAPTION>
                                                    YEAR ENDED           MAY 1(a) TO
                                                   DECEMBER 31,          DECEMBER 31,
                                                 -----------------     -----------------
EQ/PUTNAM BALANCED FUND                                1998                  1997
- -----------------------                                ----                  ----
<S>                                                    <C>                  <C>   
Gross return...................................        11.92%               14.38%
Net return.....................................        10.81%               13.79%

<CAPTION>
                                                                                                            AUGUST 17(a)
                                                                                                                 TO
                                                                       YEARS ENDED DECEMBER 31,              DECEMBER 31,
                                                 --------------------------------------------------------  ---------------
ALLIANCE GROWTH INVESTORS FUND                     1998     1997     1996      1995     1994     1993          1992
- ------------------------------                     ----     ----     ----      ----     ----     ----          ----
<S>                                               <C>      <C>      <C>       <C>      <C>      <C>            <C>  
Gross return...................................   19.13%   16.87%   12.61%    26.37%   (3.15)%  15.26%         6.89%
Net return.....................................   18.06%   15.72%   11.59%    25.24%   (4.02)%  14.24%         6.53%

<CAPTION>
                                                                                                            AUGUST 17(a)
                                                                                                                TO
                                                                      YEARS ENDED DECEMBER 31,              DECEMBER 31,
                                                 --------------------------------------------------------  ---------------
ALLIANCE BALANCED FUND                             1998     1997     1996      1995     1994     1993          1992
- ----------------------                             ----     ----     ----      ----     ----     ----          ----
<S>                                               <C>      <C>      <C>       <C>      <C>      <C>            <C>  
Gross return...................................   18.11%   15.06%   11.68%    19.75%   (8.02)%  12.28%         5.37%
Net return.....................................   17.05%   13.96%   10.67%    18.68%   (8.84)%  11.30%         5.02%

<CAPTION>
                                                YEAR ENDED         MAY 1(a) TO
                                               DECEMBER 31,        DECEMBER 31,
                                             -----------------   ---------------
MERRILL LYNCH WORLD STRATEGY FUND                  1998                1997
- ---------------------------------                  ----                ----
<S>                                                <C>                 <C>  
Gross return...............................        6.81%               4.70%
Net return.................................        5.86%               4.08%
</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 annualized rates 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, 1998

RATES OF RETURN (CONTINUED):
INCENTIVE LIFE PLUS ORIGINAL SERIES*(b)
- ---------------------------------------

FIXED INCOME SERIES:

<TABLE>
<CAPTION>
                                                                  YEARS ENDED DECEMBER 31,
                                        -----------------------------------------------------------------------------
                                                1998               1997               1996               1995
                                                ----               ----               ----               ----
<S>                                            <C>                <C>                <C>                <C>  
Alliance Money Market Fund............          5.34 %             5.42%              5.33%              5.69%
Alliance Intermediate Government
Securities Fund.......................          7.74 %             7.29%              3.78%             13.31%
Alliance Quality Bond Fund............          8.69 %             9.14%              5.36%             17.13%
Alliance High Yield Fund..............         (5.15)%            18.47%             22.89%             19.95%
</TABLE>

EQUITY SERIES:

<TABLE>
<CAPTION>
                                          YEAR ENDED DECEMBER 31,       MAY 1 TO DECEMBER 31,(a)
                                        -------------------------     ----------------------------
                                                    1998                        1997
                                                    ----                        ----
<S>                                                 <C>                          <C>   
T. Rowe Price Equity Income Fund......               9.11%                       22.13%
EQ/Putnam Growth & Income
Value Fund............................              12.75%                       14.48%

<CAPTION>
                                                                    YEARS ENDED DECEMBER 31,
                                        -------------------------------------------------------------------------------------------
                                                 1998                    1997                  1996                  1995
                                                 ----                    ----                  ----                  ----
<S>                                              <C>                    <C>                   <C>                    <C>   
Alliance Growth & Income Fund.........           20.86%                 26.90%                20.09%                 24.38%
Alliance Equity Index Fund............           28.07%                 32.57%                22.38%                 36.53%

<CAPTION>
                                              YEAR ENDED               MAY 1 TO
                                             DECEMBER 31,          DECEMBER 31, (a)
                                        ----------------------- -----------------------
                                                 1998                    1997
                                                 ----                    ----

<S>                                              <C>                      <C>   
Merrill Lynch Basic Value
Equity Fund...........................           11.59%                   17.02%

<CAPTION>
                                                                    YEARS ENDED DECEMBER 31,
                                        -------------------------------------------------------------------------------------------
                                                 1998                    1997                  1996                  1995
                                                 ----                    ----                  ----                  ----
<S>                                              <C>                     <C>                   <C>                   <C>   
Alliance Common Stock Fund............           29.39%                  29.40%                24.28%                33.07%

<CAPTION>
                                              YEAR ENDED               MAY 1 TO
                                             DECEMBER 31,          DECEMBER 31, (a)
                                        ----------------------- -----------------------
                                                 1998                    1997
                                                 ----                    ----
<S>                                              <C>                     <C>   
MFS Research Fund.....................           24.11%                  16.05%

<CAPTION>
                                                                    YEARS ENDED DECEMBER 31,
                                        -------------------------------------------------------------------------------------------
                                                 1998                    1997                  1996                  1995
                                                 ----                    ----                  ----                  ----
<S>                                              <C>                     <C>                   <C>                    <C>   
Alliance Global Fund..................           21.80%                  11.66%                14.60%                19.38%

<CAPTION>
                                                YEARS ENDED DECEMBER 31,                 APRIL 30 TO DECEMBER 31, (a)
                                        -------------------------------------       -----------------------------------
                                                1998                1997                 1996                1995
                                                ----                ----                 ----                ----
<S>                                             <C>                <C>                  <C>                <C>   
Alliance International Fund...........          10.57%             (3.05)%              9.81%              11.29%
</TABLE>

- ----------
 *   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 annualized rate 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, 1998

RATES OF RETURN (CONTINUED):
INCENTIVE LIFE PLUS ORIGINAL SERIES*(b)
- ---------------------------------------

EQUITY SERIES (CONCLUDED):

                                             YEAR ENDED              MAY 1 TO
                                            DECEMBER 31,         DECEMBER 31,(a)
                                        ---------------------  -----------------
                                                1998                   1997
                                                ----                   ----
T. Rowe Price International
Stock Fund............................         13.68%                (1.50)%

                                             YEAR ENDED           AUGUST 20 TO
                                           DECEMBER 31,         DECEMBER 31, (a)
                                        ---------------------  -----------------

                                                1998                   1997
                                                ----                   ----
Morgan Stanley Emerging Markets
Equity Fund...........................          (27.10)%              (20.19)%

<TABLE>
<CAPTION>
                                                                     YEARS ENDED DECEMBER 31,
                                        -------------------------------------------------------------------------------
                                                1998                   1997                1996                1995
                                                ----                   ----                ----                ----
<S>                                             <C>                   <C>                 <C>                 <C>   
Alliance Aggressive Stock Fund........          0.29%                 10.94%              22.20%              33.00%
</TABLE>

                                             YEAR ENDED            MAY 1 TO
                                            DECEMBER 31,       DECEMBER 31, (a)
                                        ------------------   -----------------
                                                1998                 1997
                                                ----                 ----
Warburg Pincus Small Company
Value Fund............................          (10.02)%             19.13%
Alliance Small Cap Growth Fund........           (4.28)%             26.69%
MFS Emerging Growth
Companies Fund........................            34.57%             22.44%

ASSET ALLOCATION SERIES:

<TABLE>
<CAPTION>
                                                                     YEARS ENDED DECEMBER 31,
                                        ------------------------------------------------------------------------------------
                                                1998                   1997                1996                1995
                                                ----                   ----                ----                ----
<S>                                            <C>                     <C>                 <C>                 <C>   
Alliance Conservative Investors Fund..         13.88%                  13.25%              5.21%               20.59%
</TABLE>

                                             YEAR ENDED             MAY 1 TO
                                            DECEMBER 31,        DECEMBER 31, (a)
                                        -------------------    -----------------
                                                1998                   1997
                                                ----                   ----
EQ/Putnam Balanced Fund...............         11.92%                  14.48%

<TABLE>
<CAPTION>
                                                                     YEARS ENDED DECEMBER 31,
                                        ------------------------------------------------------------------------------------
                                                1998                   1997                 1996               1995
                                                ----                   ----                 ----               ----
<S>                                            <C>                    <C>                   <C>                <C>   
Alliance Growth Investors Fund........         19.13%                 16.87%                12.61%             26.92%
Alliance Balanced Fund................         18.11%                 15.06%                11.68%             20.32%
</TABLE>

                                             YEAR ENDED             MAY 1 TO
                                            DECEMBER 31,        DECEMBER 31, (a)
                                        ---------------------  -----------------
                                                1998                   1997
                                                ----                   ----
Merrill Lynch World Strategy Fund.....          6.81%                  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 annualized rate 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, 1998

RATES OF RETURN (CONTINUED):
IL PROTECTOR*
- -------------

FIXED INCOME SERIES:

<TABLE>
<CAPTION>
                                                       YEARS ENDED DECEMBER 31,                  AUGUST 5(a) TO DECEMBER 31,
                                             ---------------------------------------------      -----------------------------
                                                   1998                        1997                        1996
                                                   ----                        ----                        ----
ALLIANCE MONEY MARKET FUND
- --------------------------
<S>                                                <C>                         <C>                        <C>  
Gross return .........................             5.34%                       5.42%                      5.33%
Net return ...........................             4.50%                       4.57%                      2.98%

ALLIANCE INTERMEDIATE GOVERNMENT
- --------------------------------
SECURITIES
- ----------
Gross return .........................             7.74%                       7.29%                      3.78%
Net return ...........................             6.88%                       6.43%                      4.49%

ALLIANCE QUALITY BOND FUND
- --------------------------
Gross return .........................             8.69%                       9.14%                      5.36%
Net return ...........................             7.82%                       8.27%                      7.86%

ALLIANCE HIGH YIELD FUND
- ------------------------
Gross return .........................            (5.15)%                     18.47%                     22.89%
Net return ...........................            (5.91)%                     17.52%                     13.90%
</TABLE>

EQUITY SERIES:

<TABLE>
<CAPTION>
                                                YEAR ENDED
                                                DECEMBER 31,          MAY 1(a) TO DECEMBER 31,
                                          -----------------------    ---------------------------
                                                   1998                        1997
                                                   ----                        ----
T. ROWE PRICE EQUITY INCOME FUND
- --------------------------------
<S>                                                <C>                        <C>   
Gross return .........................             9.11%                      22.11%
Net return ...........................             8.20%                      21.48%

EQ/PUTNAM GROWTH & INCOME
- -------------------------
VALUE FUND
- ----------
Gross return .........................            12.75%                      16.23%
Net return ...........................            11.92%                      13.87%

<CAPTION>
                                                       YEARS ENDED DECEMBER 31,              AUGUST 5(a) TO DECEMBER, 31,
                                               --------------------------------------     ---------------------------------
                                                   1998                        1997                    1996
                                                   ----                        ----                    ----
ALLIANCE GROWTH & INCOME FUND
- -----------------------------
<S>                                               <C>                         <C>                    <C>   
Gross return .........................            20.86%                      26.90%                 20.09%
Net return ...........................            19.90%                      25.74%                 15.63%

ALLIANCE EQUITY INDEX FUND
- --------------------------
Gross return .........................            28.07%                      32.58%                 22.39%
Net return ...........................            27.05%                      31.51%                 16.25%
</TABLE>

- ----------
*    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 annualized 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, 1998

RATES OF RETURN (CONTINUED):
IL PROTECTOR*
- -------------

EQUITY SERIES (CONTINUED):

<TABLE>
<CAPTION>
                                          YEAR ENDED DECEMBER 31,     MAY 1(a) TO DECEMBER 31,
                                         -------------------------   -------------------------
                                                   1998                         1997
                                                   ----                         ----
MERRILL LYNCH BASIC VALUE
EQUITY FUND
- -----------
<S>                                               <C>                          <C>   
Gross return .........................            11.59%                       16.99%
Net return ...........................            10.69%                       16.40%

<CAPTION>
                                                        YEAR ENDED DECEMBER 31,                 AUGUST 5(a) TO DECEMBER 31,
                                                  ----------------------------------          ------------------------------
                                                   1998                         1997                        1996
                                                   ----                         ----                        ----
ALLIANCE COMMON STOCK FUND
- --------------------------
<S>                                               <C>                          <C>                        <C>   
Gross return .........................            29.39%                       29.40%                     24.28%
Net return ...........................            28.35%                       28.18%                     17.44%

<CAPTION>
                                          YEAR ENDED DECEMBER 31,     MAY 1(a) TO DECEMBER 31,
                                        ---------------------------- ---------------------------
                                                   1998                         1997
                                                   ----                         ----
MFS RESEARCH FUND
- -----------------
<S>                                               <C>                          <C>   
Gross return .........................            24.11%                       16.07%
Net return ...........................            23.11%                       15.43%

<CAPTION>
                                                        YEAR ENDED DECEMBER 31,                   AUGUST 5(a) TO DECEMBER, 31,
                                                  ----------------------------------            ------------------------------
                                                   1998                         1997                        1996
                                                   ----                         ----                        ----
ALLIANCE GLOBAL FUND
- --------------------
<S>                                               <C>                          <C>                        <C>   
Gross return .........................            21.80%                       11.66%                     14.60%
Net return ...........................            20.83%                       10.65%                      6.78%

ALLIANCE INTERNATIONAL FUND
- ---------------------------
Gross return .........................            10.57%                       (2.98)%                     9.82%
Net return ...........................             9.68%                       (3.83)%                     2.11%

<CAPTION>
                                          YEAR ENDED DECEMBER 31,     MAY 1(a) TO DECEMBER 31,
                                        ---------------------------- ---------------------------
                                                   1998                         1997
                                                   ----                         ----
T. ROWE PRICE INTERNATIONAL STOCK FUND
- --------------------------------------
<S>                                               <C>                          <C>    
Gross return .........................            13.68%                       (1.49)%
Net return ...........................            12.79%                       (2.03)%

<CAPTION>
                                          YEAR ENDED DECEMBER 31,     AUGUST 20(a) TO DECEMBER 31,
                                        ---------------------------- ---------------------------
                                                   1998                         1997
                                                   ----                         ----
MORGAN STANLEY EMERGING MARKETS
EQUITY FUND
- -----------
<S>                                              <C>                          <C>     
Gross return .........................           (27.10)%                     (20.16)%
Net return ...........................           (27.60)%                     (20.43)%
</TABLE>

- ----------
*    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 annualized 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 (CONTINUED)

DECEMBER 31, 1998

RATES OF RETURN (CONTINUED):
IL PROTECTOR*
- -------------

EQUITY SERIES (CONCLUDED):

<TABLE>
<CAPTION>
                                                        YEAR ENDED DECEMBER 31,                    AUGUST 5(a) TO DECEMBER 31,
                                                   -------------------------------              ---------------------------------
                                                    1998                         1997                        1996
                                                    ----                         ----                        ----
ALLIANCE AGGRESSIVE STOCK FUND
- ------------------------------
<S>                                               <C>                           <C>                        <C>   
Gross return .........................             0.29%                        10.94%                     22.20%
Net return ...........................            (0.52)%                        9.92%                      6.22%

<CAPTION>
                                          YEAR ENDED DECEMBER 31,      MAY 1(a) TO DECEMBER 31,
                                        -------------------------     ---------------------------
                                                    1998                         1997
                                                    ----                         ----
WARBURG PINCUS SMALL COMPANY
- ----------------------------
VALUE FUND
- ----------
<S>                                              <C>                            <C>   
Gross return .........................           (10.02)%                       19.15%
Net return ...........................           (10.73)%                       18.49%

ALLIANCE SMALL CAP GROWTH FUND
- ------------------------------
Gross return .........................            (4.28)%                       26.74%
Net return ...........................            (5.04)%                       26.01%

MFS EMERGING GROWTH COMPANIES FUND
- ----------------------------------
Gross return .........................            34.57%                        22.42%
Net return ...........................            33.44%                        21.78%
</TABLE>

ASSET ALLOCATION SERIES:

<TABLE>
<CAPTION>
                                                        YEAR ENDED DECEMBER 31,                    AUGUST 5(a) TO DECEMBER 31,
                                                   -------------------------------              ---------------------------------
                                                    1998                         1997                        1996
                                                    ----                         ----                        ----
ALLIANCE CONSERVATIVE INVESTORS FUND
- ------------------------------------
<S>                                               <C>                           <C>                         <C>   
Gross return .........................            13.88%                        13.25%                      5.21%
Net return ...........................            12.97%                        12.32%                      7.94%

<CAPTION>
                                          YEAR ENDED DECEMBER 31,      MAY 1(a) TO DECEMBER 31,
                                        --------------------------    ---------------------------
                                                    1998                         1997
                                                    ----                         ----
EQ/PUTNAM BALANCED FUND
- ----------------------------
<S>                                               <C>                           <C>   
Gross return .........................            11.92%                        14.38%
Net return ...........................            10.92%                        13.87%

<CAPTION>
                                                        YEAR ENDED DECEMBER 31,                    AUGUST 5(a) TO DECEMBER 31,
                                                   -------------------------------              ---------------------------------
                                                    1998                         1997                        1996
                                                    ----                         ----                        ----

ALLIANCE GROWTH INVESTORS FUND
- ------------------------------
<S>                                                <C>                          <C>                        <C>   
Gross return .........................            19.13%                        16.87%                     12.61%
Net return ...........................            18.18%                        15.84%                      9.38%

ALLIANCE BALANCED FUND
- ----------------------
Gross return .........................            18.11%                        15.06%                     11.68%
Net return ...........................            17.17%                        14.07%                      8.67%

<CAPTION>
                                          YEAR ENDED DECEMBER 31,      MAY 1(a) TO DECEMBER 31,
                                        --------------------------    ---------------------------
                                                    1998                         1997
                                                    ----                         ----
MERRILL LYNCH WORLD STRATEGY FUND
- ---------------------------------
<S>                                                <C>                           <C>   
Gross return .........................             6.81%                         4.70%
Net return ...........................             5.97%                         4.15%
</TABLE>

- ----------

*    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 annualized rates of
     return.
+    Formerly known as Equitable Variable Life Insurance Company Separate
     Account FP.


                                     FSA-32
<PAGE>

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

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

DECEMBER 31, 1998

RATES OF RETURN (CONTINUED):
SP-FLEX
- -------

FIXED INCOME SERIES:

<TABLE>
<CAPTION>
                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE MONEY MARKET FUND      1998     1997     1996      1995     1994     1993     1992      1991     1990     1989
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                             <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>  
Gross return..............      5.34%    5.42%    5.33%    5.74%     4.02%    3.00%    3.56%    6.17%     8.24%    9.18%
Net return................      3.46%    3.54%    3.44%    3.86%     2.17%    1.13%    1.71%    4.29%     6.30%    7.24%

<CAPTION>
                                                                                               APRIL 1(a) TO
ALLIANCE INTERMEDIATE                             YEARS ENDED DECEMBER 31,                      DECEMBER 31,
- ---------------------         ---------------------------------------------------------------------------------
GOVERNMENT SECURITIES FUND      1998     1997     1996      1995     1994     1993     1992         1991
- --------------------------      ----     ----     ----      ----     ----     ----     ----         ----
<S>                             <C>      <C>      <C>      <C>      <C>      <C>       <C>         <C>   
Gross return..............      7.74%    7.29%    3.78%    13.33%   (4.37)%  10.58%    5.60%       12.10%
Net return................      5.82%    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          1998           1997            1996            1995            1994
- --------------------------          ----           ----            ----            ----            ----
<S>                                <C>             <C>            <C>             <C>            <C>    
Gross return..............         8.69%           9.14%          5.36%           17.02%         (2.20)%
Net return................         6.75%           7.19%          3.47%           14.94%         (2.35)%

<CAPTION>
                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE HIGH YIELD FUND        1998     1997     1996      1995     1994     1993     1992      1991     1990     1989
- ------------------------        ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>       <C>  
Gross return..............     (5.15)%  18.47%   22.89%    19.92%   (2.79)%  23.15%   12.31%    24.46%   (1.12)%   5.13%
Net return................     (6.84)%  16.35%   20.68%    17.79%   (4.52)%  20.96%   10.30%    22.25%   (2.89)%   3.26%
</TABLE>

EQUITY SERIES:

<TABLE>
<CAPTION>
                                                                                              SEPTEMBER 1(a)
                                                                                                    TO
                                                      YEARS ENDED DECEMBER 31,                 DECEMBER 31,
                                 -----------------------------------------------------------------------------
ALLIANCE GROWTH & INCOME FUND       1998           1997            1996            1995            1994
- -----------------------------       ----           ----            ----            ----            ----
<S>                                <C>             <C>            <C>             <C>            <C>    
Gross return..............         20.86%          26.90%         20.09%          24.07%         (3.40)%
Net return................         18.71%          24.50%         17.93%          21.87%         (3.55)%

ALLIANCE EQUITY INDEX FUND          1998           1997            1996            1995            1994
- -----------------------------       ----           ----            ----            ----            ----
Gross return..............         28.07%         32.58%          22.39%          36.48%         (2.54)%
Net return................         25.79%         30.21%          20.19%          34.06%         (2.69)%

<CAPTION>
                                                                 YEARS ENDED DECEMBER 31,
                               ------------------------------------------------------------------------------------------
ALLIANCE COMMON STOCK FUND      1998     1997     1996      1995     1994     1993     1992      1991     1990     1989
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>       <C>      <C>      <C>       <C>      <C>      <C>      <C>   
Gross return..............     29.39%   29.40%   24.28%    32.45%   (2.14)%  24.84%    3.23%    37.87%   (8.12)%  25.59%
Net return................     27.08%   26.91%   22.04%    30.10%   (3.88)%  22.60%    1.38%    35.43%   (9.76)%  23.36%

ALLIANCE GLOBAL FUND            1998     1997     1996      1995     1994     1993     1992      1991     1990     1989
- --------------------            ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
Gross return..............     21.80%   11.66%   14.60%    18.81%    5.23%   32.09%   (0.50)%   30.55%   (6.07)%  26.93%
Net return................     19.63%    9.56%   12.54%    16.70%    3.36%   29.77%   (2.28)%   28.23%   (7.75)%  24.67%

<CAPTION>
                                                                               APRIL 3(a) TO
                                         YEARS ENDED DECEMBER 31,              DECEMBER 31,
                              ----------------------------------------------------------------
ALLIANCE INTERNATIONAL FUND         1998           1997            1996            1995
- ---------------------------         ----           ----            ----            ----
<S>                               <C>             <C>             <C>             <C>   
Gross return..............        10.57%          (3.05)%         9.82%           11.29%
Net return................         8.60%          (4.78)%         7.84%            9.82%

<CAPTION>
                                                                YEARS ENDED DECEMBER 31,
                               ---------------------------------------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND  1998     1997     1996      1995     1994     1993     1992      1991     1990     1989
- ------------------------------  ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>       <C>     <C>   
Gross return..............       0.29%  10.94%   22.20%    31.63%   (3.81)%  16.77%   (3.16)%   86.86%    8.17%   43.50%
Net return................     (1.50)%   8.83%   20.00%    29.30%   (5.53)%  14.67%   (4.89)%   83.54%    6.23%   40.95%
</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 annualized rates of return.
+    Formerly known as Equitable Variable Life Insurance Company Separate
     Account FP.


                                     FSA-33
<PAGE>

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

NOTES TO FINANCIAL STATEMENTS (CONCLUDED)

DECEMBER 31, 1998

RATES OF RETURN (CONCLUDED):
SP-FLEX
- -------

ASSET ALLOCATION SERIES:

<TABLE>
<CAPTION>
                                                                                              SEPTEMBER 1(a)
                                                                                                   TO
ALLIANCE CONSERVATIVE                                   YEARS ENDED DECEMBER 31,               DECEMBER 31,
- -----------------------       --------------------------------------------------------------------------------
INVESTORS FUND                      1998           1997            1996            1995            1994
- --------------                      ----           ----            ----            ----            ----
<S>                                 <C>           <C>             <C>             <C>            <C>    
Gross return..................      13.88%        13.25%          5.21%           20.40%         (1.83)%
Net return....................      11.85%        11.21%          3.32%           18.26%         (1.98)%

<CAPTION>
                                                                                              SEPTEMBER 1(a)
                                                                                                    TO
                                                        YEARS ENDED DECEMBER 31,               DECEMBER 31,
                                 -----------------------------------------------------------------------------
ALLIANCE GROWTH INVESTORS FUND      1998           1997            1996            1995            1994
- ------------------------------      ----           ----            ----            ----            ----
<S>                                 <C>           <C>             <C>             <C>            <C>    
Gross return..................      19.13%        16.87%          12.61%          26.37%         (3.16)%
Net return....................      17.00%        14.69%          10.58%          24.12%         (3.31)%

<CAPTION>
                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE BALANCED FUND          1998     1997     1996      1995     1994     1993     1992      1991     1990     1989
- ----------------------          ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>      <C>   
Gross return.................. 18.11%   15.06%   11.68%    19.75%   (8.02)%  12.28%   (2.83)%   41.27%    0.24 %  25.83%
Net return.................... 16.01%   12.94%    9.67%    17.62%   (9.66)%  10.31%   (4.57)%   38.75%   (1.56)%  23.59%
</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 annualized rates of return.
+    Formerly known as Equitable Variable Life Insurance Company Separate
     Account FP.


                                     FSA-34


<PAGE>







                        Report of Independent Accountants


To the Board of Directors and Shareholder 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 comprehensive
income 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, 1998 and 1997, and the results
of their  operations  and their  cash  flows for each of the three  years in the
period ended December 31, 1998, 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 method of accounting for long-lived assets in 1996.




/s/PricewaterhouseCoopers LLP
- -----------------------------
PricewaterhouseCoopers LLP
New York, New York
February 8, 1999
                                      F-1
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                           CONSOLIDATED BALANCE SHEETS
                           DECEMBER 31, 1998 AND 1997
<TABLE>
<CAPTION>

                                                                                    1998                 1997
                                                                              -----------------    -----------------
                                                                                          (In Millions)
<S>                                                                            <C>                  <C>          
ASSETS
Investments:
  Fixed maturities:
    Available for sale, at estimated fair value.............................   $    18,993.7        $    19,630.9
    Held to maturity, at amortized cost.....................................           125.0                  -
  Mortgage loans on real estate.............................................         2,809.9              2,611.4
  Equity real estate........................................................         1,676.9              2,495.1
  Policy loans..............................................................         2,086.7              2,422.9
  Other equity investments..................................................           713.3                951.5
  Investment in and loans to affiliates.....................................           928.5                731.1
  Other invested assets.....................................................           808.2                612.2
                                                                              -----------------    -----------------
      Total investments.....................................................        28,142.2             29,455.1
Cash and cash equivalents...................................................         1,245.5                300.5
Deferred policy acquisition costs...........................................         3,563.8              3,236.6
Amounts due from discontinued operations....................................             2.7                572.8
Other assets................................................................         3,051.9              2,687.4
Closed Block assets.........................................................         8,632.4              8,566.6
Separate Accounts assets....................................................        43,302.3             36,538.7
                                                                              -----------------    -----------------

Total Assets................................................................   $    87,940.8        $    81,357.7
                                                                              =================    =================

LIABILITIES
Policyholders' account balances.............................................   $    20,889.7        $    21,579.5
Future policy benefits and other policyholders' liabilities.................         4,694.2              4,553.8
Short-term and long-term debt...............................................         1,181.7              1,716.7
Other liabilities...........................................................         3,474.3              3,267.2
Closed Block liabilities....................................................         9,077.0              9,073.7
Separate Accounts liabilities...............................................        43,211.3             36,306.3
                                                                              -----------------    -----------------
      Total liabilities.....................................................        82,528.2             76,497.2
                                                                              -----------------    -----------------

Commitments and contingencies (Notes 11, 13, 14, 15 and 16)

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..............................................         3,110.2              3,105.8
Retained earnings...........................................................         1,944.1              1,235.9
Accumulated other comprehensive income......................................           355.8                516.3
                                                                              -----------------    -----------------
      Total shareholder's equity............................................         5,412.6              4,860.5
                                                                              -----------------    -----------------

Total Liabilities and Shareholder's Equity..................................   $    87,940.8        $    81,357.7
                                                                              =================    =================
</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, 1998, 1997 AND 1996
<TABLE>
<CAPTION>

                                                                      1998               1997               1996
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                              <C>                <C>                <C>          
REVENUES
Universal life and investment-type product policy fee
  income......................................................   $    1,056.2       $       950.6      $       874.0
Premiums......................................................          588.1               601.5              597.6
Net investment income.........................................        2,228.1             2,282.8            2,203.6
Investment gains (losses), net................................          100.2               (45.2)              (9.8)
Commissions, fees and other income............................        1,503.0             1,227.2            1,081.8
Contribution from the Closed Block............................           87.1               102.5              125.0
                                                                -----------------  -----------------  -----------------

      Total revenues..........................................        5,562.7             5,119.4            4,872.2
                                                                -----------------  -----------------  -----------------

BENEFITS AND OTHER DEDUCTIONS
Interest credited to policyholders' account balances..........        1,153.0             1,266.2            1,270.2
Policyholders' benefits.......................................        1,024.7               978.6            1,317.7
Other operating costs and expenses............................        2,201.2             2,203.9            2,075.7
                                                                -----------------  -----------------  -----------------

      Total benefits and other deductions.....................        4,378.9             4,448.7            4,663.6
                                                                -----------------  -----------------  -----------------

Earnings from continuing operations before Federal
  income taxes, minority interest and cumulative
  effect of accounting change.................................        1,183.8               670.7              208.6
Federal income taxes..........................................          353.1                91.5                9.7
Minority interest in net income of consolidated subsidiaries..          125.2                54.8               81.7
                                                                -----------------  -----------------  -----------------
Earnings from continuing operations before cumulative
  effect of accounting change.................................          705.5               524.4              117.2
Discontinued operations, net of Federal income taxes..........            2.7               (87.2)             (83.8)
Cumulative effect of accounting change, net of Federal
  income taxes................................................            -                   -                (23.1)
                                                                -----------------  -----------------  -----------------

Net Earnings..................................................   $      708.2       $       437.2      $        10.3
                                                                =================  =================  =================
</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 AND COMPREHENSIVE INCOME
                  YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
<TABLE>
<CAPTION>

                                                                      1998               1997               1996
                                                                -----------------  -----------------  -----------------
                                                                                    (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 of year.............        3,105.8             3,105.8            3,105.8
Additional capital in excess of par value.....................            4.4                 -                  -
                                                                -----------------  -----------------  -----------------
Capital in excess of par value, end of year...................        3,110.2             3,105.8            3,105.8

Retained earnings, beginning of year..........................        1,235.9               798.7              788.4
Net earnings..................................................          708.2               437.2               10.3
                                                                -----------------  -----------------  -----------------
Retained earnings, end of year................................        1,944.1             1,235.9              798.7
                                                                -----------------  -----------------  -----------------

Accumulated other comprehensive income,
  beginning of year...........................................          516.3               177.0              361.4
Other comprehensive income....................................         (160.5)              339.3             (184.4)
                                                                -----------------  -----------------  -----------------
Accumulated other comprehensive income, end of year...........          355.8               516.3              177.0
                                                                -----------------  -----------------  -----------------

Total Shareholder's Equity, End of Year.......................   $    5,412.6       $     4,860.5      $     4,084.0
                                                                =================  =================  =================

COMPREHENSIVE INCOME
Net earnings..................................................   $      708.2       $       437.2      $        10.3
                                                                -----------------  -----------------  -----------------
Change in unrealized gains (losses), net of reclassification
  adjustment..................................................         (149.5)              343.7             (206.6)
Minimum pension liability adjustment..........................          (11.0)               (4.4)              22.2
                                                                -----------------  -----------------  -----------------
Other comprehensive income....................................         (160.5)              339.3             (184.4)
                                                                -----------------  -----------------  -----------------
Comprehensive Income..........................................   $      547.7       $       776.5      $      (174.1)
                                                                =================  =================  =================
</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, 1998, 1997 AND 1996
<TABLE>
<CAPTION>

                                                                      1998               1997               1996
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                              <C>                <C>                <C>          
Net earnings..................................................   $      708.2       $       437.2      $        10.3
Adjustments to reconcile net earnings to net cash
  provided by operating activities:
  Interest credited to policyholders' account balances........        1,153.0             1,266.2            1,270.2
  Universal life and investment-type product
    policy fee income.........................................       (1,056.2)             (950.6)            (874.0)
  Investment (gains) losses...................................         (100.2)               45.2                9.8
  Change in Federal income tax payable........................          123.1               (74.4)            (197.1)
  Other, net..................................................         (324.9)              169.4              330.2
                                                                -----------------  -----------------  -----------------

Net cash provided by operating activities.....................          503.0               893.0              549.4
                                                                -----------------  -----------------  -----------------

Cash flows from investing activities:
  Maturities and repayments...................................        2,289.0             2,702.9            2,275.1
  Sales.......................................................       16,972.1            10,385.9            8,964.3
  Purchases...................................................      (18,578.5)          (13,205.4)         (12,559.6)
  Decrease (increase) in short-term investments...............          102.4              (555.0)             450.3
  Decrease in loans to discontinued operations................          660.0               420.1            1,017.0
  Sale of subsidiaries........................................            -                 261.0                -
  Other, net..................................................         (341.8)             (612.6)            (281.0)
                                                                -----------------  -----------------  -----------------

Net cash provided (used) by investing activities..............        1,103.2              (603.1)            (133.9)
                                                                -----------------  -----------------  -----------------

Cash flows from financing activities:
  Policyholders' account balances:
    Deposits..................................................        1,508.1             1,281.7            1,925.4
    Withdrawals...............................................       (1,724.6)           (1,886.8)          (2,385.2)
  Net (decrease) increase in short-term financings............         (243.5)              419.9                (.3)
  Repayments of long-term debt................................          (24.5)             (196.4)            (124.8)
  Payment of obligation to fund accumulated deficit of
    discontinued operations...................................          (87.2)              (83.9)               -
  Other, net..................................................          (89.5)              (62.7)             (66.5)
                                                                -----------------  -----------------  -----------------

Net cash used by financing activities.........................         (661.2)             (528.2)            (651.4)
                                                                -----------------  -----------------  -----------------

Change in cash and cash equivalents...........................          945.0              (238.3)            (235.9)
Cash and cash equivalents, beginning of year..................          300.5               538.8              774.7
                                                                -----------------  -----------------  -----------------

Cash and Cash Equivalents, End of Year........................   $    1,245.5       $       300.5      $       538.8
                                                                =================  =================  =================

Supplemental cash flow information
  Interest Paid...............................................   $      130.7       $       217.1      $       109.9
                                                                =================  =================  =================
  Income Taxes Paid (Refunded)................................   $      254.3       $       170.0      $       (10.0)
                                                                =================  =================  =================
</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 its wholly owned
        life insurance  subsidiaries,  Equitable of Colorado ("EOC"), and, prior
        to  December  31,  1996,   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"),  in which  Equitable Life has a
        57.7%  ownership  interest,  and  Donaldson,  Lufkin  &  Jenrette,  Inc.
        ("DLJ"),   an  investment  banking  and  brokerage  affiliate  in  which
        Equitable Life has a 32.5%  ownership  interest.  AXA ("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 58.5% at December 31, 1998 (53.4% if
        all securities convertible into, and options on, common stock were to be
        converted or exercised).

        The  Insurance  segment  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.  It  also  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.

        The Investment  Services segment includes  Alliance,  the results of DLJ
        which are accounted for on an equity basis,  and, through June 10, 1997,
        Equitable Real Estate  Investment  Management,  Inc.  ("EREIM"),  a real
        estate  investment   management  subsidiary  which  was  sold.  Alliance
        provides diversified investment fund management services to a variety of
        institutional clients,  including pension funds, endowments, and foreign
        financial institutions, as well as to individual investors,  principally
        through  a  broad  line  of  mutual   funds.   This   segment   includes
        institutional Separate Accounts which provide various investment options
        for large group pension clients, primarily deferred benefit contribution
        plans, through pooled or single group accounts. DLJ's businesses include
        securities underwriting,  sales and trading, merchant banking, financial
        advisory services,  investment research, venture capital,  correspondent
        brokerage  services,  online  interactive  brokerage  services and asset
        management.  DLJ  serves  institutional,   corporate,  governmental  and
        individual clients both domestically and internationally. EREIM provided
        real  estate  investment   management   services,   property  management
        services, mortgage servicing and loan asset management, and agricultural
        investment management.

 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 and EREIM (see Note 5); and those partnerships and
        joint ventures in which Equitable Life or its  subsidiaries  has control

                                      F-6
<PAGE>

        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,
        liabilities and results of operations are presented in the  consolidated
        financial   statements  as  single  line  items  (see  Note  7).  Unless
        specifically  stated,  all other footnote  disclosures  contained herein
        exclude the Closed Block related amounts.

        All significant intercompany transactions and balances except those with
        the  Closed  Block and  discontinued  operations  (see Note 8) have been
        eliminated in  consolidation.  The years "1998," "1997" and "1996" refer
        to the years  ended  December  31,  1998,  1997 and 1996,  respectively.
        Certain  reclassifications  have been made in the amounts  presented for
        prior periods to conform these periods with the 1998 presentation.

        Closed Block

        On July 22, 1992,  Equitable Life  established  the Closed Block for the
        benefit of certain individual participating policies which were in force
        on that date.  The assets  allocated to the Closed Block,  together with
        anticipated  revenues from policies  included in the Closed Block,  were
        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.

        Assets  allocated to the Closed Block inure solely to the benefit of the
        Closed  Block  policyholders  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  include  the Group  Non-Participating  Wind-Up
        Annuities  ("Wind-Up  Annuities") and the Guaranteed  Interest  Contract
        ("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 believes the  allowance for future losses at
        December 31, 1998 is adequate to provide for all future losses; however,
        the quarterly  allowance review 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 8).

        Accounting Changes

        In June 1997, the Financial  Accounting  Standards Board ("FASB") issued
        Statement  of   Financial   Accounting   Standards   ("SFAS")  No.  131,
        "Disclosures  about Segments of an Enterprise and Related  Information".
        SFAS No.  131  establishes  standards  for  public  companies  to report
        information  about  operating  segments in annual and interim  financial
        statements issued to shareholders.  It also specifies related disclosure
        requirements  for  products  and  services,  geographic  areas and major
        customers.  Generally,  financial information must be reported using the
        basis  management  uses  to make  operating  decisions  and to  evaluate
        business  performance.  The Company  implemented  SFAS No. 131 effective
        December 31, 1998 and  continues to identify two  operating  segments to
        reflect its major businesses:  Insurance and Investment Services.  While
        the  segment  descriptions  are the same as those  previously  reported,
        certain  amounts  have  been  reattributed  between  the two  reportable
        segments.   Prior  period  comparative   segment  information  has  been
        restated.

                                      F-7
<PAGE>

        In March 1998, the American  Institute of Certified  Public  Accountants
        ("AICPA") issued Statement of Position ("SOP") 98-1, "Accounting for the
        Costs of Computer  Software  Developed or Obtained  for  Internal  Use,"
        which  requires  capitalization  of external and certain  internal costs
        incurred to obtain or develop internal-use  computer software during the
        application development stage. The Company applied the provisions of SOP
        98-1  prospectively  effective January 1, 1998. The adoption of SOP 98-1
        did not have a material impact on the Company's  consolidated  financial
        statements.   Capitalized   internal-use  software  is  amortized  on  a
        straight-line basis over the estimated useful life of the software.

        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  Company's  cost of funds.
        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 intends to sell or abandon 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. Initial adoption of the impairment
        requirements  of SFAS No. 121 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.

        New Accounting Pronouncements

        In  October  1998,  the  FASB  issued  SFAS  No.  134,  "Accounting  for
        Mortgage-Backed Securities Retained after the Securitization of Mortgage
        Loans  Held for Sale by a Mortgage  Banking  Enterprise,"  which  amends
        existing  accounting and reporting  standards for certain  activities of
        mortgage  banking   enterprises  and  other   enterprises  that  conduct
        operations that are substantially similar to the primary operations of a
        mortgage banking  enterprise.  This statement is effective for the first
        fiscal quarter  beginning after December 15, 1998. This statement is not
        expected  to  have  a  material  impact  on the  Company's  consolidated
        financial statements.

        In June 1998, the FASB issued SFAS No. 133,  "Accounting  for Derivative
        Instruments and Hedging  Activities,"  which establishes  accounting and
        reporting  standards  for  derivative  instruments,   including  certain
        derivatives embedded in other contracts, and for hedging activities.  It
        requires all  derivatives  to be recognized on the balance sheet at fair
        value.  The  accounting  for  changes in the fair value of a  derivative
        depends on its intended use.  Derivatives not used in hedging activities
        must be adjusted  to fair value  through  earnings.  Changes in the fair
        value of derivatives used in hedging  activities will,  depending on the
        nature of the hedge,  either be offset in earnings against the change in
        fair value of the hedged item  attributable  to the risk being hedged or
        recognized in other  comprehensive  income until the hedged item affects
        earnings.  For all  hedging  activities,  the  ineffective  portion of a
        derivative's  change in fair value  will be  immediately  recognized  in
        earnings.

        SFAS No. 133 requires  adoption in fiscal years beginning after June 15,
        1999 and  permits  early  adoption  as of the  beginning  of any  fiscal
        quarter following issuance of the statement.  Retroactive application to
        financial statements of prior periods is prohibited. The Company expects
        to adopt SFAS No. 133 effective January 1, 2000.  Adjustments  resulting
        from  initial  adoption  of the new  requirements  will be reported in a
        manner  similar  to the  cumulative  effect  of a change  in  accounting
        principle  and will be  reflected  in net  income or  accumulated  other
        comprehensive income based upon existing hedging relationships,  if any.
        Management  currently  is  assessing  the impact of  adoption.  However,
        Alliance's  adoption is not expected to have a significant impact on the
        Company's  consolidated  balance  sheet or statement of earnings.  Also,
        since  most  of  DLJ's  derivatives  are  carried  at fair  values,  the
        Company's  consolidated earnings and financial position are not expected
        to be significantly affected by DLJ's adoption of the new requirements.

                                      F-8
<PAGE>

        In late 1998, the AICPA issued SOP 98-7, "Deposit Accounting: Accounting
        for Insurance and Reinsurance  Contracts that Do Not Transfer  Insurance
        Risk".  This SOP,  effective for fiscal years  beginning  after June 15,
        1999,  provides guidance to both the insured and insurer on how to apply
        the deposit  method of accounting  when it is required for insurance and
        reinsurance  contracts that do not transfer insurance risk. The SOP does
        not address or change the  requirements  as to when  deposit  accounting
        should be applied.  SOP 98-7 applies to all  entities and all  insurance
        and reinsurance contracts that do not transfer insurance risk except for
        long-duration  life  and  health  insurance  contracts.  This SOP is not
        expected  to  have  a  material  impact  on the  Company's  consolidated
        financial statements.

        In December  1997,  the AICPA issued 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.

        Valuation of Investments

        Fixed  maturities  identified  as  available  for sale are  reported  at
        estimated fair value.  Fixed maturities,  which the Company has both the
        ability and the intent to hold to maturity,  are stated  principally  at
        amortized  cost. 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.

        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.

                                      F-9
<PAGE>

        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 (losses).

        Unrealized  investment  gains and losses on equity  securities and fixed
        maturities available for sale held by the Company are accounted for as a
        separate component of accumulated  comprehensive  income, 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.

        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  25 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 accumulated other  comprehensive  income in
        consolidated shareholder's equity as of the balance sheet date.

                                      F-10
<PAGE>

        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, 1998, the expected  investment  yield,  excluding
        policy loans, generally ranged from 7.29% grading to 6.5% 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  accumulated  comprehensive  income  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.

        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,
        includes 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.

                                      F-11
<PAGE>

        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 Pension Par
        and 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.

        Claim  reserves and associated  liabilities  for individual DI and major
        medical  policies were $938.6 million and $886.7 million at December 31,
        1998 and  1997,  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>

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>         
        Incurred benefits related to current year..........  $       202.1       $      190.2       $      189.0
        Incurred benefits related to prior years...........           22.2                2.1               69.1
                                                            -----------------   ----------------   -----------------
        Total Incurred Benefits............................  $       224.3       $      192.3       $      258.1
                                                            =================   ================   =================

        Benefits paid related to current year..............  $        17.0       $       28.8       $       32.6
        Benefits paid related to prior years...............          155.4              146.2              153.3
                                                            -----------------   ----------------   -----------------
        Total Benefits Paid................................  $       172.4       $      175.0       $      185.9
                                                            =================   ================   =================
</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, 1998,  participating  policies,  including  those in the
        Closed Block, represent  approximately 19.9% ($49.3 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.

                                      F-12
<PAGE>

        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 1998, 1997 and 1996,  investment  results of
        such  Separate  Accounts  were $4,591.0  million,  $3,411.1  million and
        $2,970.6 million, respectively.

        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  Statement,  compensation  expense is  recorded  on the date of
        grant only if the current market price of the  underlying  stock exceeds
        the  option  price.  See Note 22 for the pro forma  disclosures  for the
        Holding Company,  DLJ and Alliance required by SFAS No. 123, "Accounting
        for Stock-Based Compensation".

                                      F-13
<PAGE>

 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, 1998
        Fixed Maturities:
          Available for Sale:
            Corporate..........................  $    14,520.8      $       793.6       $      379.6       $    14,934.8
            Mortgage-backed....................        1,807.9               23.3                 .9             1,830.3
            U.S. Treasury securities and
              U.S. government and
              agency securities................        1,464.1              107.6                 .7             1,571.0
            States and political subdivisions..           55.0                9.9                -                  64.9
            Foreign governments................          363.3               20.9               30.0               354.2
            Redeemable preferred stock.........          242.7                7.0               11.2               238.5
                                                -----------------  -----------------   ----------------   -----------------
        Total Available for Sale...............  $    18,453.8      $       962.3       $      422.4       $    18,993.7
                                                =================  =================   ================   =================

          Held to Maturity:  Corporate.........  $       125.0      $         -         $        -         $       125.0
                                                =================  =================   ================   =================

        Equity Securities:
          Common stock.........................  $        58.3      $       114.9       $       22.5       $       150.7
                                                =================  =================   ================   =================

        December 31, 1997
        Fixed Maturities:
          Available for Sale:
            Corporate..........................  $    14,850.5      $       785.0       $       74.5       $    15,561.0
            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..           52.8                6.8                 .1                59.5
            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
                                                =================  =================   ================   =================
</TABLE>

        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
        determines  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, 1998 and 1997,  securities
        without a readily ascertainable market value having an amortized cost of
        $3,539.9 million and $3,759.2 million,  respectively, had estimated fair
        values of $3,748.5 million and $3,903.9 million, respectively.

                                      F-14
<PAGE>

        The contractual maturity of bonds at December 31, 1998 is shown below:
<TABLE>
<CAPTION>

                                                                                        Available for Sale
                                                                                ------------------------------------
                                                                                   Amortized          Estimated
                                                                                     Cost             Fair Value
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                <C>         
        Due in one year or less................................................  $      324.8       $      323.4
        Due in years two through five..........................................       3,778.2            3,787.9
        Due in years six through ten...........................................       6,543.4            6,594.1
        Due after ten years....................................................       5,756.8            6,219.5
        Mortgage-backed securities.............................................       1,807.9            1,830.3
                                                                                ----------------   -----------------
        Total..................................................................  $   18,211.1       $   18,755.2
                                                                                ================   =================
</TABLE>

        Corporate  bonds held to maturity  with an amortized  cost and estimated
        fair value of $125.0 million are due in one year or less.

        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
        concentrations  in any single  issuer or 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, 1998,  approximately 15.1% of the
        $18,336.1 million aggregate  amortized cost of bonds held by the Company
        was considered to be other than investment grade.

        In  addition,  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.

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

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                 <C>                <C>         
        Balances, beginning of year........................  $       384.5       $      137.1       $      325.3
        SFAS No. 121 release...............................            -                  -               (152.4)
        Additions charged to income........................           86.2              334.6              125.0
        Deductions for writedowns and
          asset dispositions...............................         (240.1)             (87.2)            (160.8)
                                                            -----------------   ----------------   -----------------
        Balances, End of Year..............................  $       230.6       $      384.5       $      137.1
                                                            =================   ================   =================

        Balances, end of year comprise:
          Mortgage loans on real estate....................  $        34.3       $       55.8       $       50.4
          Equity real estate...............................          196.3              328.7               86.7
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       230.6       $      384.5       $      137.1
                                                            =================   ================   =================
</TABLE>

                                      F-15
<PAGE>

        At December 31, 1998, the carrying value of fixed  maturities  which are
        non-income  producing for the twelve months  preceding the  consolidated
        balance sheet date was $60.8 million.

        At  December  31,  1998 and 1997,  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 $7.0  million  (0.2% of total
        mortgage loans on real estate) and $23.4 million (0.9% 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  $115.1
        million and $183.4 million at December 31, 1998 and 1997,  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 $10.3  million,  $17.2  million and $35.5  million in
        1998, 1997 and 1996, respectively.  Gross interest income on these loans
        included in net investment income aggregated $8.3 million, $12.7 million
        and $28.2 million in 1998, 1997 and 1996, respectively.

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

                                                                                         December 31,
                                                                            ----------------------------------------
                                                                                   1998                 1997
                                                                            -------------------  -------------------
                                                                                         (In Millions)
        <S>                                                                 <C>                  <C>           
        Impaired mortgage loans with provision for losses..................  $        125.4       $        196.7
        Impaired mortgage loans without provision for losses...............             8.6                  3.6
                                                                            -------------------  -------------------
        Recorded investment in impaired mortgage loans.....................           134.0                200.3
        Provision for losses...............................................           (29.0)               (51.8)
                                                                            -------------------  -------------------
        Net Impaired Mortgage Loans........................................  $        105.0       $        148.5
                                                                            ===================  ===================
</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.

        During 1998, 1997 and 1996, respectively, the Company's average recorded
        investment in impaired mortgage loans was $161.3 million, $246.9 million
        and  $552.1  million.  Interest  income  recognized  on  these  impaired
        mortgage  loans totaled $12.3  million,  $15.2 million and $38.8 million
        ($.9 million, $2.3 million and $17.9 million recognized on a cash basis)
        for 1998, 1997 and 1996, 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, 1998 and 1997,  the  carrying  value of equity real estate
        held  for  sale  amounted  to  $836.2  million  and  $1,023.5   million,
        respectively. For 1998, 1997 and 1996, respectively, real estate of $7.1
        million,  $152.0 million and $58.7 million was acquired in  satisfaction
        of debt. At December 31, 1998 and 1997, the Company owned $552.3 million
        and  $693.3   million,   respectively,   of  real  estate   acquired  in
        satisfaction of debt.

        Depreciation  of real estate held for  production  of income 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 $374.8  million  and $541.1  million at
        December 31, 1998 and 1997,  respectively.  Depreciation expense on real
        estate totaled $30.5 million,  $74.9 million and $91.8 million for 1998,
        1997 and 1996, respectively.

                                      F-16
<PAGE>

 4)     JOINT VENTURES AND PARTNERSHIPS

        Summarized combined financial information for real estate joint ventures
        (25 and 29  individual  ventures  as of  December  31,  1998  and  1997,
        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,
                                                                                ------------------------------------
                                                                                     1998                1997
                                                                                ----------------   -----------------
                                                                                           (In Millions)
       <S>                                                                      <C>                <C>          
        BALANCE SHEETS
        Investments in real estate, at depreciated cost........................  $       913.7      $     1,700.9
        Investments in securities, generally at estimated fair value...........          636.9            1,374.8
        Cash and cash equivalents..............................................           85.9              105.4
        Other assets...........................................................          279.8              584.9
                                                                                ----------------   -----------------
        Total Assets...........................................................  $     1,916.3      $     3,766.0
                                                                                ================   =================

        Borrowed funds - third party...........................................  $       367.1      $       493.4
        Borrowed funds - the Company...........................................           30.1               31.2
        Other liabilities......................................................          197.2              284.0
                                                                                ----------------   -----------------
        Total liabilities......................................................          594.4              808.6
                                                                                ----------------   -----------------

        Partners' capital......................................................        1,321.9            2,957.4
                                                                                ----------------   -----------------
        Total Liabilities and Partners' Capital................................  $     1,916.3      $     3,766.0
                                                                                ================   =================

        Equity in partners' capital included above.............................  $       312.9      $       568.5
        Equity in limited partnership interests not included above.............          442.1              331.8
        Other..................................................................             .7                4.3
                                                                                ----------------   -----------------
        Carrying Value.........................................................  $       755.7      $       904.6
                                                                                ================   =================
</TABLE>

<TABLE>
<CAPTION>

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                 <C>                <C>         
        STATEMENTS OF EARNINGS
        Revenues of real estate joint ventures.............  $       246.1       $      310.5       $      348.9
        Revenues of other limited partnership interests....          128.9              506.3              386.1
        Interest expense - third party.....................          (33.3)             (91.8)            (111.0)
        Interest expense - the Company.....................           (2.6)              (7.2)             (30.0)
        Other expenses.....................................         (197.0)            (263.6)            (282.5)
                                                            -----------------   ----------------   -----------------
        Net Earnings.......................................  $       142.1       $      454.2       $      311.5
                                                            =================   ================   =================

        Equity in net earnings included above..............  $        59.6       $       76.7       $       73.9
        Equity in net earnings of limited partnership
          interests not included above.....................           22.7               69.5               35.8
        Other..............................................            -                  (.9)                .9
                                                            -----------------   ----------------   -----------------
        Total Equity in Net Earnings.......................  $        82.3       $      145.3       $      110.6
                                                            =================   ================   =================
</TABLE>

                                      F-17
<PAGE>

 5)     NET INVESTMENT INCOME AND INVESTMENT GAINS (LOSSES)

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

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                 <C>                <C>         
        Fixed maturities...................................  $     1,489.0       $    1,459.4       $    1,307.4
        Mortgage loans on real estate......................          235.4              260.8              303.0
        Equity real estate.................................          356.1              390.4              442.4
        Other equity investments...........................           83.8              156.9              122.0
        Policy loans.......................................          144.9              177.0              160.3
        Other investment income............................          185.7              181.7              217.4
                                                            -----------------   ----------------   -----------------

          Gross investment income..........................        2,494.9            2,626.2            2,552.5

          Investment expenses..............................         (266.8)            (343.4)            (348.9)
                                                            -----------------   ----------------   -----------------

        Net Investment Income..............................  $     2,228.1       $    2,282.8       $    2,203.6
                                                            =================   ================   =================
</TABLE>

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

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>         
        Fixed maturities...................................  $       (24.3)      $       88.1       $       60.5
        Mortgage loans on real estate......................          (10.9)             (11.2)             (27.3)
        Equity real estate.................................           74.5             (391.3)             (79.7)
        Other equity investments...........................           29.9               14.1               18.9
        Sale of subsidiaries...............................           (2.6)             252.1                -
        Issuance and sales of Alliance Units...............           19.8                -                 20.6
        Issuance and sale of DLJ common stock..............           18.2                3.0                -
        Other..............................................           (4.4)               -                 (2.8)
                                                            -----------------   ----------------   -----------------
        Investment Gains (Losses), Net.....................  $       100.2       $      (45.2)      $       (9.8)
                                                            =================   ================   =================
</TABLE>

        Writedowns of fixed maturities amounted to $101.6 million, $11.7 million
        and $29.9 million for 1998, 1997 and 1996, respectively,  and writedowns
        of  equity  real  estate  subsequent  to the  adoption  of SFAS No.  121
        amounted to $136.4  million for 1997. 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 fourth  quarter 1997,
        $132.3  million of  writedowns  on real  estate held for  production  of
        income were recorded.

        For 1998,  1997 and 1996,  respectively,  proceeds  received on sales of
        fixed maturities  classified as available for sale amounted to $15,961.0
        million,  $9,789.7 million and $8,353.5  million.  Gross gains of $149.3
        million,  $166.0  million and $154.2  million and gross  losses of $95.1
        million, $108.8 million and $92.7 million,  respectively,  were realized
        on these  sales.  The change in  unrealized  investment  gains  (losses)
        related to fixed  maturities  classified as available for sale for 1998,
        1997 and 1996 amounted to $(331.7) million,  $513.4 million and $(258.0)
        million, respectively.

        For 1998,  1997 and 1996,  investment  results passed through to certain
        participating   group   annuity   contracts  as  interest   credited  to
        policyholders'  account  balances  amounted  to $136.9  million,  $137.5
        million and $136.7 million, respectively.

                                      F-18
<PAGE>

        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  which  was  paid  in  1998.  The  Company  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  continues  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 for the  year  ended  December  31,  1996,
        respectively,  the businesses sold reported  combined  revenues of $91.6
        million and $226.1  million and combined  net earnings of $10.7  million
        and $30.7 million.

        In 1996,  Alliance  acquired the business of Cursitor  Holdings L.P. 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
        additional  consideration to be determined at a later date but currently
        estimated to not exceed $10.0 million. 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,
        1998, the Company's ownership of Alliance Units was approximately 56.7%.

                                      F-19
<PAGE>

        Net unrealized  investment gains (losses),  included in the consolidated
        balance  sheets as a component of accumulated  comprehensive  income and
        the changes for the corresponding years, are summarized as follows:
<TABLE>
<CAPTION>

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>         
        Balance, beginning of year.........................  $       533.6       $      189.9       $      396.5
        Changes in unrealized investment gains (losses)....         (242.4)             543.3             (297.6)
        Changes in unrealized investment losses
          (gains) attributable to:
            Participating group annuity contracts..........           (5.7)              53.2                -
            DAC............................................           13.2              (89.0)              42.3
            Deferred Federal income taxes..................           85.4             (163.8)              48.7
                                                            -----------------   ----------------   -----------------
        Balance, End of Year...............................  $       384.1       $      533.6       $      189.9
                                                            =================   ================   =================

        Balance, end of year comprises:
          Unrealized investment gains on:
            Fixed maturities...............................  $       539.9       $      871.2       $      357.8
            Other equity investments.......................           92.4               33.7               31.6
            Other, principally Closed Block................          111.1               80.9               53.1
                                                            -----------------   ----------------   -----------------
              Total........................................          743.4              985.8              442.5
          Amounts of unrealized investment gains
            attributable to:
              Participating group annuity contracts........          (24.7)             (19.0)             (72.2)
              DAC..........................................         (127.8)            (141.0)             (52.0)
              Deferred Federal income taxes................         (206.8)            (292.2)            (128.4)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       384.1       $      533.6       $      189.9
                                                            =================   ================   =================
</TABLE>

 6)     ACCUMULATED OTHER COMPREHENSIVE INCOME

        Accumulated other comprehensive  income represents  cumulative gains and
        losses on items that are not reflected in earnings. The balances for the
        years 1998, 1997 and 1996 are as follows:
<TABLE>
<CAPTION>

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>         
        Unrealized gains on investments....................  $       384.1       $      533.6       $      189.9
        Minimum pension liability..........................          (28.3)             (17.3)             (12.9)
                                                            -----------------   ----------------   -----------------
        Total Accumulated Other
          Comprehensive Income.............................  $       355.8       $      516.3       $      177.0
                                                            =================   ================   =================
</TABLE>

                                      F-20
<PAGE>

        The components of other  comprehensive  income for the years 1998,  1997
        and 1996 are as follows:
<TABLE>
<CAPTION>

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>          
        Net unrealized gains (losses) on investment
          securities:
          Net unrealized gains (losses) arising during
            the period.....................................  $      (186.1)      $      564.0       $     (249.8)
          Reclassification adjustment for (gains) losses
            included in net earnings.......................          (56.3)             (20.7)             (47.8)
                                                            -----------------   ----------------   -----------------

        Net unrealized gains (losses) on investment
          securities.......................................         (242.4)             543.3             (297.6)
        Adjustments for policyholder liabilities,
          DAC and deferred
          Federal income taxes.............................           92.9             (199.6)              91.0
                                                            -----------------   ----------------   -----------------
        Change in unrealized gains (losses), net of
          reclassification and adjustments.................         (149.5)             343.7             (206.6)
        Change in minimum pension liability................          (11.0)              (4.4)              22.2
                                                            -----------------   ----------------   -----------------
        Total Other Comprehensive Income...................  $      (160.5)      $      339.3       $     (184.4)
                                                            =================   ================   =================
</TABLE>

 7)     CLOSED BLOCK

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

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1998                 1997
                                                                              -----------------    -----------------
                                                                                          (In Millions)
        <S>                                                                    <C>                  <C>    
        Assets
        Fixed Maturities:
          Available for sale, at estimated fair value (amortized cost,
            $4,149.0 and $4,059.4)...........................................  $    4,373.2         $    4,231.0
        Mortgage loans on real estate........................................       1,633.4              1,341.6
        Policy loans.........................................................       1,641.2              1,700.2
        Cash and other invested assets.......................................          86.5                282.0
        DAC..................................................................         676.5                775.2
        Other assets.........................................................         221.6                236.6
                                                                              -----------------    -----------------
        Total Assets.........................................................  $    8,632.4         $    8,566.6
                                                                              =================    =================

        Liabilities
        Future policy benefits and policyholders' account balances...........  $    9,013.1         $    8,993.2
        Other liabilities....................................................          63.9                 80.5
                                                                              -----------------    -----------------
        Total Liabilities....................................................  $    9,077.0         $    9,073.7
                                                                              =================    =================
</TABLE>

                                      F-21
<PAGE>

<TABLE>
<CAPTION>
                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                   <C>                 <C>                <C>         
        Revenues
        Premiums and other revenue.........................  $       661.7       $      687.1       $      724.8
        Investment income (net of investment
          expenses of $15.5, $27.0 and $27.3)..............          569.7              574.9              546.6
        Investment losses, net.............................             .5              (42.4)              (5.5)
                                                            -----------------   ----------------   -----------------
              Total revenues...............................        1,231.9            1,219.6            1,265.9
                                                            -----------------   ----------------   -----------------

        Benefits and Other Deductions
        Policyholders' benefits and dividends..............        1,082.0            1,066.7            1,106.3
        Other operating costs and expenses.................           62.8               50.4               34.6
                                                            -----------------   ----------------   -----------------
              Total benefits and other deductions..........        1,144.8            1,117.1            1,140.9
                                                            -----------------   ----------------   -----------------

        Contribution from the Closed Block.................  $        87.1       $      102.5       $      125.0
                                                            =================   ================   =================
</TABLE>

        At December 31, 1998 and 1997, problem mortgage loans on real estate had
        an amortized  cost of $5.1 million and $8.1 million,  respectively,  and
        mortgage  loans on real  estate  for which the  payment  terms have been
        restructured  had an amortized  cost of $26.0 million and $70.5 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,
                                                                                ------------------------------------
                                                                                     1998                1997
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>          
        Impaired mortgage loans with provision for losses......................  $        55.5      $       109.1
        Impaired mortgage loans without provision for losses...................            7.6                 .6
                                                                                ----------------   -----------------
        Recorded investment in impaired mortgages..............................           63.1              109.7
        Provision for losses...................................................          (10.1)             (17.4)
                                                                                ----------------   -----------------
        Net Impaired Mortgage Loans............................................  $        53.0      $        92.3
                                                                                ================   =================
</TABLE>

        During  1998,  1997  and  1996,  the  Closed  Block's  average  recorded
        investment in impaired mortgage loans was $85.5 million,  $110.2 million
        and $153.8 million,  respectively.  Interest income  recognized on these
        impaired  mortgage  loans totaled $4.7  million,  $9.4 million and $10.9
        million  ($1.5  million,  $4.1 million and $4.7 million  recognized on a
        cash basis) for 1998, 1997 and 1996, respectively.

        Valuation  allowances  amounted to $11.1  million  and $18.5  million on
        mortgage  loans on real estate and $15.4  million  and $16.8  million on
        equity real estate at December  31, 1998 and 1997,  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 and $12.8 million for 1997 and 1996, respectively. 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 fourth
        quarter  1997,  $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-22
<PAGE>

 8)     DISCONTINUED OPERATIONS

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

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1998                 1997
                                                                              -----------------    -----------------
                                                                                          (In Millions)
        <S>                                                                    <C>                  <C>         
        Assets
        Mortgage loans on real estate........................................  $      553.9         $      635.2
        Equity real estate...................................................         611.0                874.5
        Other equity investments.............................................         115.1                209.3
        Other invested assets................................................          24.9                152.4
                                                                              -----------------    -----------------
          Total investments..................................................       1,304.9              1,871.4
        Cash and cash equivalents............................................          34.7                106.8
        Other assets.........................................................         219.0                243.8
                                                                              -----------------    -----------------
        Total Assets.........................................................  $    1,558.6         $    2,222.0
                                                                              =================    =================

        Liabilities
        Policyholders' liabilities...........................................  $    1,021.7         $    1,048.3
        Allowance for future losses..........................................         305.1                259.2
        Amounts due to continuing operations.................................           2.7                572.8
        Other liabilities....................................................         229.1                341.7
                                                                              -----------------    -----------------
        Total Liabilities....................................................  $    1,558.6         $    2,222.0
                                                                              =================    =================
</TABLE>

<TABLE>
<CAPTION>

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>              <C>                 <C>   
        Revenues
        Investment income (net of investment
          expenses of $63.3, $97.3 and $127.5).............  $       160.4       $      188.6       $      245.4
        Investment gains (losses), net.....................           35.7             (173.7)             (18.9)
        Policy fees, premiums and other income.............           (4.3)                .2                 .2
                                                            -----------------   ----------------   -----------------
        Total revenues.....................................          191.8               15.1              226.7

        Benefits and other deductions......................          141.5              169.5              250.4
        Earnings added (losses charged) to allowance
          for future losses................................           50.3             (154.4)             (23.7)
                                                            -----------------   ----------------   -----------------
        Pre-tax loss from operations.......................            -                  -                  -
        Pre-tax earnings from releasing (loss from
          strengthening) of the allowance for future
          losses...........................................            4.2             (134.1)            (129.0)
        Federal income tax (expense) benefit...............           (1.5)              46.9               45.2
                                                            -----------------   ----------------   -----------------
        Earnings (Loss) from Discontinued Operations.......  $         2.7       $      (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 a release of allowance in
        1998 and strengthening of allowance in 1997 and 1996.

                                      F-23
<PAGE>

        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 fourth  quarter  1997,  $92.5 million of writedowns on
        real estate held for production of income were recognized.

        Benefits and other deductions includes $26.6 million,  $53.3 million and
        $114.3  million of interest  expense  related to amounts  borrowed  from
        continuing operations in 1998, 1997 and 1996, respectively.

        Valuation  allowances  amounted  to $3.0  million  and $28.4  million on
        mortgage  loans on real estate and $34.8  million  and $88.4  million on
        equity real estate at December  31, 1998 and 1997,  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, 1998 and 1997, problem mortgage loans on real estate had
        amortized  costs of $1.1 million and $11.0  million,  respectively,  and
        mortgage  loans on real  estate  for which the  payment  terms have been
        restructured  had  amortized  costs of $3.5 million and $109.4  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,
                                                                                ------------------------------------
                                                                                     1998                1997
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                <C>          
        Impaired mortgage loans with provision for losses......................  $         6.7      $       101.8
        Impaired mortgage loans without provision for losses...................            8.5                 .2
                                                                                ----------------   -----------------
        Recorded investment in impaired mortgages..............................           15.2              102.0
        Provision for losses...................................................           (2.1)             (27.3)
                                                                                ----------------   -----------------
        Net Impaired Mortgage Loans............................................  $        13.1      $        74.7
                                                                                ================   =================
</TABLE>

        During  1998,  1997  and  1996,  the  discontinued  operations'  average
        recorded investment in impaired mortgage loans was $73.3 million,  $89.2
        million and $134.8 million, respectively.  Interest income recognized on
        these  impaired  mortgage  loans totaled $4.7 million,  $6.6 million and
        $10.1 million ($3.4 million, $5.3 million and $7.5 million recognized on
        a cash basis) for 1998, 1997 and 1996, respectively.

        At December  31, 1998 and 1997,  discontinued  operations  had  carrying
        values of $50.0 million and $156.2 million, respectively, of real estate
        acquired in satisfaction of debt.

                                      F-24
<PAGE>

 9)     SHORT-TERM AND LONG-TERM DEBT

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

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1998                 1997
                                                                              -----------------    -----------------
                                                                                          (In Millions)
        <S>                                                                    <C>                  <C>         
        Short-term debt......................................................  $      179.3         $      422.2
                                                                              -----------------    -----------------
        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                199.7
          Other..............................................................            .3                   .3
                                                                              -----------------    -----------------
              Total Equitable Life...........................................         599.4                599.4
                                                                              -----------------    -----------------
        Wholly Owned and Joint Venture Real Estate:
          Mortgage notes, 5.91% - 12.00%, due through 2017...................         392.2                676.6
                                                                              -----------------    -----------------
        Alliance:
          Other..............................................................          10.8                 18.5
                                                                              -----------------    -----------------
        Total long-term debt.................................................       1,002.4              1,294.5
                                                                              -----------------    -----------------

        Total Short-term and Long-term Debt..................................  $    1,181.7         $    1,716.7
                                                                              =================    =================
</TABLE>

        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 September
        2000. The interest rates are based on external indices  dependent on the
        type of  borrowing  and at December  31, 1998 range from 5.23% to 7.75%.
        There were no borrowings  outstanding under this bank credit facility at
        December 31, 1998.

        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,  1998,  there were no  borrowings  outstanding  under this
        program.

        During  July 1998,  Alliance  entered  into a $425.0  million  five-year
        revolving  credit  facility  with a  group  of  commercial  banks  which
        replaced a $250.0 million revolving credit facility. 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.  During  September 1998,  Alliance
        increased the size of its  commercial  paper program from $250.0 million
        to $425.0  million.  Borrowings  from these two  sources  may not exceed
        $425.0 million in the aggregate.  The revolving credit facility provides
        backup liquidity for commercial paper issued under Alliance's commercial
        paper  program  and can be used as a direct  source  of  borrowing.  The
        revolving credit facility contains  covenants which require Alliance to,
        among other things,  meet certain  financial  ratios. As of December 31,
        1998, Alliance had commercial paper outstanding  totaling $179.5 million
        at an  effective  interest  rate of 5.5% and  there  were no  borrowings
        outstanding under Alliance's 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.

                                      F-25
<PAGE>

        The Company has pledged real estate, mortgage loans, cash and securities
        amounting to $640.2  million and  $1,164.0  million at December 31, 1998
        and  1997,  respectively,  as  collateral  for  certain  short-term  and
        long-term debt.

        At December 31, 1998,  aggregate  maturities of the long-term debt based
        on required  principal  payments at maturity for 1999 and the succeeding
        four years are $322.8 million,  $6.9 million, $1.7 million, $1.8 million
        and $2.0 million, respectively, and $668.0 million thereafter.

10)     FEDERAL INCOME TAXES

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

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                 <C>                <C>         
        Federal income tax expense (benefit):
          Current..........................................  $       283.3       $      186.5       $       97.9
          Deferred.........................................           69.8              (95.0)             (88.2)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       353.1       $       91.5       $        9.7
                                                            =================   ================   =================
</TABLE>

        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>

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>         
        Expected Federal income tax expense................  $       414.3       $      234.7       $       73.0
        Non-taxable minority interest......................          (33.2)             (38.0)             (28.6)
        Adjustment of tax audit reserves...................           16.0              (81.7)               6.9
        Equity in unconsolidated subsidiaries..............          (39.3)             (45.1)             (32.3)
        Other..............................................           (4.7)              21.6               (9.3)
                                                            -----------------   ----------------   -----------------
        Federal Income Tax Expense.........................  $       353.1       $       91.5       $        9.7
                                                            =================   ================   =================
</TABLE>

        The components of the net deferred Federal income taxes are as follows:
<TABLE>
<CAPTION>

                                                       December 31, 1998                  December 31, 1997
                                                ---------------------------------  ---------------------------------
                                                    Assets         Liabilities         Assets         Liabilities
                                                ---------------  ----------------  ---------------   ---------------
                                                                           (In Millions)
        <S>                                      <C>              <C>               <C>               <C>        
        Compensation and related benefits......  $     235.3      $        -        $      257.9      $       -
        Other..................................         27.8               -                30.7              -
        DAC, reserves and reinsurance..........          -               231.4               -              222.8
        Investments............................          -               364.4               -              405.7
                                                ---------------  ----------------  ---------------   ---------------
        Total..................................  $     263.1      $      595.8      $      288.6      $     628.5
                                                ===============  ================  ===============   ===============
</TABLE>

                                      F-26
<PAGE>

        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>

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                   <C>              <C>                <C>   
        DAC, reserves and reinsurance......................  $        (7.7)      $       46.2       $     (156.2)
        Investments........................................           46.8             (113.8)              78.6
        Compensation and related benefits..................           28.6                3.7               22.3
        Other..............................................            2.1              (31.1)             (32.9)
                                                            -----------------   ----------------   -----------------
        Deferred Federal Income Tax
          Expense (Benefit)................................  $        69.8       $      (95.0)      $      (88.2)
                                                            =================   ================   =================
</TABLE>

        The Internal  Revenue Service (the "IRS") is in the process of examining
        the Holding  Company's  consolidated  Federal income tax returns for the
        years 1992 through 1996.  Management  believes these audits will have no
        material adverse effect on the Company's results of operations.

11)     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>

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>         
        Direct premiums....................................  $       438.8       $      448.6       $      461.4
        Reinsurance assumed................................          203.6              198.3              177.5
        Reinsurance ceded..................................          (54.3)             (45.4)             (41.3)
                                                            -----------------   ----------------   -----------------
        Premiums...........................................  $       588.1       $      601.5       $      597.6
                                                            =================   ================   =================

        Universal Life and Investment-type Product
          Policy Fee Income Ceded..........................  $        75.7       $       61.0       $       48.2
                                                            =================   ================   =================
        Policyholders' Benefits Ceded......................  $        85.9       $       70.6       $       54.1
                                                            =================   ================   =================
        Interest Credited to Policyholders' Account
          Balances Ceded...................................  $        39.5       $       36.4       $       32.3
                                                            =================   ================   =================
</TABLE>

        Beginning in May 1997, the Company began  reinsuring on a yearly renewal
        term basis 90% of the  mortality  risk on new  issues of  certain  term,
        universal  and  variable  life  products.  During  1996,  the  Company's
        retention  limit on joint  survivorship  policies was increased to $15.0
        million.  Effective  January 1, 1994,  all in force  business above $5.0
        million was  reinsured.  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 $1.3 million,
        $1.6  million and $2.4  million for 1998,  1997 and 1996,  respectively.
        Ceded death and disability benefits totaled $15.6 million,  $4.3 million
        and $21.2  million  for 1998,  1997 and  1996,  respectively.  Insurance
        liabilities  ceded totaled $560.3 million and $593.8 million at December
        31, 1998 and 1997, respectively.

                                      F-27
<PAGE>

12)     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>

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>         
        Service cost.......................................  $        33.2       $       32.5       $       33.8
        Interest cost on projected benefit obligations.....          129.2              128.2              120.8
        Actual return on assets............................         (175.6)            (307.6)            (181.4)
        Net amortization and deferrals.....................            6.1              166.6               43.4
                                                            -----------------   ----------------   -----------------
        Net Periodic Pension Cost (Credit).................  $        (7.1)      $       19.7       $       16.6
                                                            =================   ================   =================
</TABLE>

        The  plan's  projected  benefit   obligation  under  the  qualified  and
        non-qualified plans was comprised of:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1998                1997
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>         
        Benefit obligation, beginning of year..................................  $    1,801.3       $    1,765.5
        Service cost...........................................................          33.2               32.5
        Interest cost..........................................................         129.2              128.2
        Actuarial (gains) losses...............................................         108.4              (15.5)
        Benefits paid..........................................................        (138.7)            (109.4)
                                                                                ----------------   -----------------
        Benefit Obligation, End of Year........................................  $    1,933.4       $    1,801.3
                                                                                ================   =================
</TABLE>

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

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1998                1997
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>         
        Plan assets at fair value, beginning of year...........................  $    1,867.4       $    1,626.0
        Actual return on plan assets...........................................         338.9              307.5
        Contributions..........................................................           -                 30.0
        Benefits paid and fees.................................................        (123.2)             (96.1)
                                                                                ----------------   -----------------
        Plan assets at fair value, end of year.................................       2,083.1            1,867.4
        Projected benefit obligations..........................................       1,933.4            1,801.3
                                                                                ----------------   -----------------
        Projected benefit obligations less than plan assets....................         149.7               66.1
        Unrecognized prior service cost........................................          (7.5)              (9.9)
        Unrecognized net loss from past experience different
          from that assumed....................................................          38.7               95.0
        Unrecognized net asset at transition...................................           1.5                3.1
                                                                                ----------------   -----------------
        Prepaid  Pension Cost..................................................  $      182.4       $      154.3
                                                                                ================   =================
</TABLE>

        The  discount  rate and rate of increase in future  compensation  levels
        used in  determining  the actuarial  present value of projected  benefit
        obligations were 7.0% and 3.83%, respectively,  at December 31, 1998 and
        7.25% and 4.07%,  respectively,  at December 31, 1997.  As of January 1,
        1998 and 1997,  the expected  long-term rate of return on assets for the
        retirement plan was 10.25%.

                                      F-28
<PAGE>

        The  Company  recorded,  as  a  reduction  of  shareholders'  equity  an
        additional minimum pension liability of $28.3 million and $17.3 million,
        net  of  Federal   income   taxes,   at  December  31,  1998  and  1997,
        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 $31.8 million,
        $33.2 million and $34.7 million for 1998, 1997 and 1996, 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 1998,  1997 and 1996,  the  Company  made
        estimated  postretirement  benefits  payments  of $28.4  million,  $18.7
        million and $18.9 million, respectively.

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

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>         
        Service cost.......................................  $         4.6       $        4.5       $        5.3
        Interest cost on accumulated postretirement
          benefits obligation..............................           33.6               34.7               34.6
        Net amortization and deferrals.....................             .5                1.9                2.4
                                                            -----------------   ----------------   -----------------
        Net Periodic Postretirement Benefits Costs.........  $        38.7       $       41.1       $       42.3
                                                            =================   ================   =================
</TABLE>

<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1998                1997
                                                                                ----------------   -----------------
                                                                                           (In Millions)
       <S>                                                                      <C>                <C>
        Accumulated postretirement benefits obligation, beginning
          of year..............................................................  $      490.8       $      388.5
        Service cost...........................................................           4.6                4.5
        Interest cost..........................................................          33.6               34.7
        Contributions and benefits paid........................................         (28.4)              72.1
        Actuarial (gains) losses...............................................         (10.2)              (9.0)
                                                                                ----------------   -----------------
        Accumulated postretirement benefits obligation, end of year............         490.4              490.8
        Unrecognized prior service cost........................................          31.8               40.3
        Unrecognized net loss from past experience different
          from that assumed and from changes in assumptions....................        (121.2)            (140.6)
                                                                                ----------------   -----------------
        Accrued Postretirement Benefits Cost...................................  $      401.0       $      390.5
                                                                                ================   =================
</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 medical benefits will be limited to 200%
        of 1993 costs for all participants.

                                      F-29
<PAGE>

        The  assumed   health  care  cost  trend  rate  used  in  measuring  the
        accumulated   postretirement  benefits  obligation  was  8.0%  in  1998,
        gradually  declining  to 2.5% in the year  2009,  and in 1997 was 8.75%,
        gradually declining to 2.75% in the year 2009. The discount rate used in
        determining the accumulated  postretirement benefits obligation was 7.0%
        and 7.25% at December 31, 1998 and 1997, respectively.

        If the health care cost trend rate assumptions were increased by 1%, the
        accumulated  postretirement  benefits obligation as of December 31, 1998
        would be  increased  4.83%.  The effect of this change on the sum of the
        service  cost and  interest  cost would be an increase of 4.57%.  If the
        health  care  cost  trend  rate  assumptions  were  decreased  by 1% the
        accumulated  postretirement  benefits obligation as of December 31, 1998
        would be decreased by 5.6%.  The effect of this change on the sum of the
        service cost and interest cost would be a decrease of 5.4%.

13)     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,  1998 and  1997,  respectively,  was  $880.9  million  and
        $1,353.4  million.  The average  unexpired  terms at  December  31, 1998
        ranged from 1 month to 4.3 years.  At  December  31,  1998,  the cost of
        terminating  swaps in a loss position was $8.0 million.  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 December 31, 1998 of contracts purchased
        and sold were $8,450.0 million and $875.0 million, respectively. The net
        premium paid by Equitable Life on these  contracts was $54.8 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, 1998 and 1997.

                                      F-30
<PAGE>

        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.

        Fair values for long-term debt are  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, 7 and 8:
<TABLE>
<CAPTION>

                                                                           December 31,
                                                --------------------------------------------------------------------
                                                              1998                               1997
                                                ---------------------------------  ---------------------------------
                                                   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..........  $    2,809.9     $     2,961.8     $     2,611.4     $    2,822.8
        Other limited partnership interests....         562.6             562.6             509.4            509.4
        Policy loans...........................       2,086.7           2,370.7           2,422.9          2,493.9
        Policyholders' account balances -
          investment contracts.................      12,892.0          13,396.0          12,611.0         12,714.0
        Long-term debt.........................       1,002.4           1,025.2           1,294.5          1,257.0

        Closed Block Financial Instruments:
        Mortgage loans on real estate..........       1,633.4           1,703.5           1,341.6          1,420.7
        Other equity investments...............          56.4              56.4              86.3             86.3
        Policy loans...........................       1,641.2           1,929.7           1,700.2          1,784.2
        SCNILC liability.......................          25.0              25.0              27.6             30.3

        Discontinued Operations Financial
        Instruments:
        Mortgage loans on real estate..........         553.9             599.9             655.5            779.9
        Fixed maturities.......................          24.9              24.9              38.7             38.7
        Other equity investments...............         115.1             115.1             209.3            209.3
        Guaranteed interest contracts..........          37.0              34.0              37.0             34.0
        Long-term debt.........................         147.1             139.8             296.4            297.6
</TABLE>

                                      F-31
<PAGE>

14)     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 $142.9 million to affiliated real estate
        joint  ventures;  and to provide  equity  financing  to certain  limited
        partnerships of $287.3 million at December 31, 1998, 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 $24.7 million of letters of credit  outstanding
        at December 31, 1998.

15)     LITIGATION

        Major Medical Insurance Cases

        Equitable Life agreed to settle,  subject to court approval,  previously
        disclosed cases involving  lifetime  guaranteed  renewable major medical
        insurance  policies issued by Equitable Life in five 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.  In certain cases  plaintiffs also claimed that
        Equitable Life  misrepresented  to policyholders  that premium increases
        had been  approved  by  insurance  departments,  and that it  determined
        annual  rate  increases  in a  manner  that  discriminated  against  the
        policyholders.

        In December 1997,  Equitable  Life entered into a settlement  agreement,
        subject  to  court  approval,  which  would  result  in  creation  of  a
        nationwide class consisting of all persons holding,  and paying premiums
        on, the  policies  at any time since  January 1, 1988 and the  dismissal
        with prejudice of the pending  actions and the resolution of all similar
        claims on a nationwide basis.  Under the terms of the settlement,  which
        involves   approximately  127,000  former  and  current   policyholders,
        Equitable  Life would pay $14.2  million in exchange  for release of all
        claims and will provide future relief to certain  current  policyholders
        by  restricting  future premium  increases,  estimated to have a present
        value of $23.3 million.  This estimate is based upon  assumptions  about
        future events that cannot be predicted  with  certainty and  accordingly
        the actual value of the future  relief may vary.  In October  1998,  the
        court entered a judgment  approving  the  settlement  agreement  and, in
        November, a member of the national class filed a notice of appeal of the
        judgment. In January 1999, the Court of Appeals granted Equitable Life's
        motion to dismiss the appeal.

        Life Insurance and Annuity Sales Cases

        A number of lawsuits  are  pending as  individual  claims and  purported
        class  actions  against  Equitable  Life  and its  subsidiary  insurance
        companies Equitable Variable Life Insurance Company ("EVLICO," which was
        merged into Equitable Life effective  January 1, 1997) and The Equitable
        of Colorado,  Inc. ("EOC").  These actions involve,  among other things,
        sales of life and annuity  products for varying periods from 1980 to the
        present,    and   allege,    among   other   things,    sales   practice
        misrepresentation  primarily  involving:  the number of premium payments
        required;  the  propriety  of a product as an  investment  vehicle;  the
        propriety  of a product as a  replacement  of an  existing  policy;  and
        failure to  disclose a product as life  insurance.  Some  actions are in
        state  courts  and  others  are  in  U.S.  District  Courts  in  varying
        jurisdictions,  and are in varying  stages of discovery  and motions for
        class certification.

                                      F-32
<PAGE>

        In general,  the plaintiffs  request an  unspecified  amount of damages,
        punitive damages,  enjoinment from the described practices,  prohibition
        against  cancellation  of policies for  non-payment  of premium or other
        remedies, as well as attorneys' fees and expenses.  Similar actions have
        been filed against  other life and health  insurers and have resulted in
        the  award of  substantial  judgments,  including  material  amounts  of
        punitive damages, or in substantial settlements. Although the outcome of
        litigation cannot be predicted with certainty, particularly in the early
        stages  of an  action,  The  Equitable's  management  believes  that the
        ultimate  resolution  of these cases should not have a material  adverse
        effect on the  financial  position  of The  Equitable.  The  Equitable'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
        Equitable's results of operations in any particular period.

        Discrimination Case

        Equitable Life is a defendant in an action,  certified as a class action
        in September  1997, in the United States District Court for the Northern
        District of Alabama, Southern Division, involving alleged discrimination
        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 litigation  cannot be predicted with  certainty,
        The Equitable's management believes that the ultimate resolution of this
        matter  should  not have a  material  adverse  effect  on the  financial
        position of The Equitable.  The  Equitable'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 Equitable's  results of operations
        in any particular period.

        Alliance Capital

        In July 1995, a class action  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 original complaint was dismissed
        in 1996;  on appeal,  the  dismissal  was  affirmed.  In  October  1996,
        plaintiffs  filed a  motion  for  leave  to file an  amended  complaint,
        alleging  the  Fund  failed  to  hedge  against  currency  risk  despite
        representations  that it would do so, the Fund did not properly disclose
        that it planned to invest in mortgage-backed  derivative  securities and
        two Fund  advertisements  misrepresented  the risks of  investing in the
        Fund. In October 1998,  the U.S. Court of Appeals for the Second Circuit
        issued an order granting plaintiffs' motion to file an amended complaint
        alleging  that the Fund  misrepresented  its  ability  to hedge  against
        currency  risk  and  denying  plaintiffs'  motion  to  file  an  amended
        complaint  containing the other allegations.  Alliance believes that the
        allegations in the amended complaint,  which was filed in February 1999,
        are without merit and intends to defend itself vigorously  against these
        claims.  While the ultimate  outcome of this matter cannot be determined
        at this time,  Alliance's management does not expect that it will have a
        material adverse effect on Alliance's results of operations or financial
        condition.

        DLJSC

        DLJSC is a defendant  along with certain other parties in a class action
        complaint  involving the underwriting of units,  consisting of notes and
        warrants  to  purchase  common  shares,  of Rickel  Home  Centers,  Inc.
        ("Rickel"), which filed a voluntary petition for reorganization pursuant
        to Chapter 11 of the Bankruptcy  Code. The complaint  seeks  unspecified
        compensatory  and punitive  damages from DLJSC, as an underwriter and as
        an owner of 7.3% of the common stock,  for alleged  violation of Federal
        securities  laws and  common  law fraud for  alleged  misstatements  and
        omissions contained in the prospectus and registration statement used in
        the offering of the units.  DLJSC is defending itself vigorously against
        all the allegations contained in the complaint. Although there can be no
        assurance,  DLJ's  management does not believe that the ultimate outcome
        of  this  litigation  will  have a  material  adverse  effect  on  DLJ's
        consolidated  financial  condition.  Due  to the  early  stage  of  this
        litigation,  based on the information  currently  available to it, DLJ's
        management  cannot predict  whether or not such  litigation  will have a
        material adverse effect on DLJ's results of operations in any particular
        period.

                                      F-33
<PAGE>

        DLJSC is a defendant in a purported  class action filed in a Texas State
        Court on behalf  of the  holders  of $550  million  principal  amount of
        subordinated   redeemable   discount   debentures  of  National   Gypsum
        Corporation  ("NGC").  The debentures were canceled in connection with a
        Chapter 11 plan of reorganization  for NGC consummated in July 1993. The
        litigation   seeks   compensatory   and  punitive  damages  for  DLJSC's
        activities as financial advisor to NGC in the course of NGC's Chapter 11
        proceedings.  Trial is  expected  in early May 1999.  DLJSC  intends  to
        defend itself  vigorously  against all the allegations  contained in the
        complaint. Although there can be no assurance, DLJ's management does not
        believe  that  the  ultimate  outcome  of this  litigation  will  have a
        material adverse effect on DLJ's consolidated financial condition. Based
        upon the information  currently available to it, DLJ's management cannot
        predict  whether or not such  litigation  will have a  material  adverse
        effect on DLJ's results of operations in any particular period.

        DLJSC is a  defendant  in a  complaint  which  alleges  that DLJSC and a
        number of other financial institutions and several individual defendants
        violated civil provisions of RICO by inducing  plaintiffs to invest over
        $40 million in The Securities  Groups,  a number of tax shelter  limited
        partnerships,  during the years 1978 through 1982. The  plaintiffs  seek
        recovery of the loss of their  entire  investment  and an  approximately
        equivalent  amount of  tax-related  damages.  Judgment for damages under
        RICO are subject to  trebling.  Discovery  is  complete.  Trial has been
        scheduled  for May 17,  1999.  DLJSC  believes  that it has  meritorious
        defenses  to the  complaints  and will  continue  to  contest  the suits
        vigorously.  Although there can be no assurance,  DLJ's  management does
        not believe that the  ultimate  outcome of this  litigation  will have a
        material adverse effect on DLJ's consolidated financial condition. Based
        upon the information  currently available to it, DLJ's management cannot
        predict  whether or not such  litigation  will have a  material  adverse
        effect on DLJ's results of operations in any particular period.

        DLJSC is a defendant  along with certain  other  parties in four actions
        involving Mid-American Waste Systems, Inc. ("Mid-American"), which filed
        a voluntary  petition for  reorganization  pursuant to Chapter 11 of the
        Bankruptcy  Code  in  January  1997.   Three  actions  seek  rescission,
        compensatory and punitive damages for DLJSC's role in underwriting notes
        of Mid-American.  The other action,  filed by the Plan Administrator for
        the bankruptcy  estate of Mid-American,  alleges that DLJSC is liable as
        an  underwriter  for alleged  misrepresentations  and  omissions  in the
        prospectus   for  the  notes,   and  liable  as  financial   advisor  to
        Mid-American  for  allegedly  failing to advise  Mid-American  about its
        financial condition.  DLJSC believes that it has meritorious defenses to
        the  complaints  and will  continue  to  contest  the suits  vigorously.
        Although there can be no assurance,  DLJ's  management  does not believe
        that the  ultimate  outcome  of this  litigation  will  have a  material
        adverse effect on DLJ's  consolidated  financial  condition.  Based upon
        information  currently  available to it, DLJ's management cannot predict
        whether or not such  litigation  will have a material  adverse effect on
        DLJ's results of operations in any particular period.

        Other Matters

        In addition to the matters  described above, the Holding Company 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.

16)     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 1999 and the succeeding  four years are $98.7 million,  $92.7
        million,  $73.4 million, $59.9 million, $55.8 million and $550.1 million
        thereafter. Minimum future sublease rental income on these noncancelable
        leases  for 1999 and the  succeeding  four years is $7.6  million,  $5.6
        million,  $4.6  million,  $2.3  million,  $2.3 million and $25.4 million
        thereafter.

                                      F-34
<PAGE>

        At December 31, 1998, the minimum future rental income on  noncancelable
        operating  leases for wholly owned  investments  in real estate for 1999
        and the succeeding four years is $189.2 million,  $177.0 million, $165.5
        million, $145.4 million, $122.8 million and $644.7 million thereafter.

17)     OTHER OPERATING COSTS AND EXPENSES

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

                                                                  1998               1997                1996
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                 <C>                <C>         
        Compensation costs.................................  $       772.0       $      721.5       $      704.8
        Commissions........................................          478.1              409.6              329.5
        Short-term debt interest expense...................           26.1               31.7                8.0
        Long-term debt interest expense....................           84.6              121.2              137.3
        Amortization of policy acquisition costs...........          292.7              287.3              405.2
        Capitalization of policy acquisition costs.........         (609.1)            (508.0)            (391.9)
        Rent expense, net of sublease income...............          100.0              101.8              113.7
        Cursitor intangible assets writedown...............            -                120.9                -
        Other..............................................        1,056.8              917.9              769.1
                                                            -----------------   ----------------   -----------------
        Total..............................................  $     2,201.2       $    2,203.9       $    2,075.7
                                                            =================   ================   =================
</TABLE>

        During 1997 and 1996,  the Company  restructured  certain  operations in
        connection with cost reduction  programs and recorded pre-tax provisions
        of $42.4  million and $24.4  million,  respectively.  The  amounts  paid
        during 1998,  associated  with cost  reduction  programs,  totaled $22.6
        million.  At December 31, 1998,  the  liabilities  associated  with cost
        reduction  programs  amounted to $39.4 million.  The 1997 cost reduction
        program  included 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. Amortization
        of DAC in 1996 included a $145.0  million  writeoff of DAC related to DI
        contracts.

18)     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 1998, 1997 and 1996,  statutory net
        income (loss)  totaled  $384.4  million,  $(351.7)  million and $(351.1)
        million,  respectively.  Statutory  surplus,  capital  stock  and  Asset
        Valuation  Reserve ("AVR") totaled $4,728.0 million and $3,907.1 million
        at December 31, 1998 and 1997, respectively. No dividends have been paid
        by Equitable Life to the Holding Company to date.

        At December 31, 1998, the Insurance  Group,  in accordance  with various
        government  and state  regulations,  had  $25.6  million  of  securities
        deposited with such government or state agencies.

        The differences  between  statutory surplus and capital stock determined
        in accordance  with Statutory  Accounting  Principles  ("SAP") and total
        shareholders' equity on a GAAP basis are primarily  attributable to: (a)
        inclusion  in  SAP  of  an  AVR  intended  to  stabilize   surplus  from
        fluctuations in the value of the investment portfolio; (b) future policy
        benefits and policyholders'  account balances under SAP differ from GAAP
        due  to  differences   between   actuarial   assumptions  and  reserving
        methodologies;  (c) certain policy  acquisition costs are expensed under
        SAP but deferred under GAAP and amortized over future periods to achieve
        a matching of  revenues  and  expenses;  (d)  Federal  income  taxes are
        generally  accrued  under SAP based upon  revenues  and  expenses in the
        Federal  income tax return while under GAAP deferred  taxes are provided
        for timing differences  between recognition of revenues and expenses for
        financial  reporting  and income tax  purposes;  (e) valuation of assets
        under SAP and GAAP  differ due to  different  investment  valuation  and
        depreciation methodologies,  as well as the deferral of interest-related
        realized capital gains and losses on fixed income  investments;  and (f)
        differences  in  the  accrual   methodologies  for  post-employment  and
        retirement benefit plans.

                                      F-35
<PAGE>

19)     BUSINESS SEGMENT INFORMATION

        The Company's  operations consist of Insurance and Investment  Services.
        The  Company's  management  evaluates the  performance  of each of these
        segments  independently  and  allocates  resources  based on current and
        future   requirements   of  each  segment.   Management   evaluates  the
        performance  of each segment based upon  operating  results  adjusted to
        exclude the effect of unusual or  non-recurring  events and transactions
        and  certain  revenue  and  expense  categories  not related to the base
        operations  of  the  particular   business  net  of  minority  interest.
        Information for all periods is presented on a comparable basis.

        Intersegment  investment  advisory and other fees of approximately $61.8
        million,  $84.1  million  and $129.2  million  for 1998,  1997 and 1996,
        respectively,  are included in total revenues of the Investment Services
        segment.   These  fees,   excluding   amounts  related  to  discontinued
        operations of $.5 million, $4.2 million and $13.3 million for 1998, 1997
        and 1996, respectively, are eliminated in consolidation.

        The following  tables  reconcile each  segment's  revenues and operating
        earnings to total  revenues  and  earnings  from  continuing  operations
        before Federal income taxes and cumulative  effect of accounting  change
        as reported on the consolidated statements of earnings and the segments'
        assets to total assets on the consolidated balance sheets, respectively.
<TABLE>
<CAPTION>

                                                                   Investment
                                                Insurance           Services        Elimination           Total
                                              ---------------   -----------------  ---------------   ----------------
                                                                          (In Millions)
        <S>                                    <C>               <C>                <C>               <C>         
        1998
        Segment revenues.....................  $     4,029.8     $    1,438.4       $        (5.7)    $    5,462.5
        Investment gains.....................           64.8             35.4                 -              100.2
                                              ---------------   -----------------  ---------------   ----------------
        Total Revenues.......................  $     4,094.6     $    1,473.8       $        (5.7)    $    5,562.7
                                              ===============   =================  ===============   ================

        Pre-tax operating earnings...........  $       688.6     $      284.3       $         -       $      972.9
        Investment gains , net of
          DAC and other charges..............           41.7             27.7                 -               69.4
        Pre-tax minority interest............            -              141.5                 -              141.5
                                              ---------------   -----------------  ---------------   ----------------
        Earnings from Continuing
          Operations.........................  $       730.3     $      453.5       $         -       $    1,183.8
                                              ===============   =================  ===============   ================

        Total Assets.........................  $    75,626.0     $   12,379.2       $       (64.4)    $   87,940.8
                                              ===============   =================  ===============   ================


        1997
        Segment revenues.....................  $     3,990.8     $    1,200.0       $       (7.7)     $    5,183.1
        Investment gains (losses)............         (318.8)           255.1                -               (63.7)
                                              ---------------   -----------------  ---------------   ----------------
        Total Revenues.......................  $     3,672.0     $    1,455.1       $       (7.7)     $    5,119.4
                                              ===============   =================  ===============   ================

        Pre-tax operating earnings...........  $       507.0     $      258.3       $        -        $      765.3
        Investment gains (losses), net of
          DAC and other charges..............         (292.5)           252.7                -               (39.8)
        Non-recurring costs and expenses.....          (41.7)          (121.6)               -              (163.3)
        Pre-tax minority interest............            -              108.5                -               108.5
                                              ---------------   -----------------  ---------------   ----------------
        Earnings from Continuing
          Operations.........................  $       172.8     $      497.9       $        -        $      670.7
                                              ===============   =================  ===============   ================

        Total Assets.........................  $    67,762.4     $   13,691.4       $      (96.1)     $   81,357.7
                                              ===============   =================  ===============   ================
</TABLE>

                                      F-36
<PAGE>

<TABLE>
<CAPTION>

                                                                   Investment
                                                Insurance           Services        Elimination           Total
                                              ---------------   -----------------  ---------------   ----------------
                                                                          (In Millions)
        <S>                                    <C>               <C>                <C>               <C>         
        1996
        Segment revenues.....................  $     3,789.1     $    1,105.5       $       (12.6)    $    4,882.0
        Investment gains (losses)............          (30.3)            20.5                 -               (9.8)
                                              ---------------   -----------------  ---------------   ----------------
        Total Revenues.......................  $     3,758.8     $    1,126.0       $       (12.6)    $    4,872.2
                                              ===============   =================  ===============   ================

        Pre-tax operating earnings...........  $       337.1     $      224.6       $         -       $      561.7
        Investment gains (losses), net of
          DAC and other charges..............          (37.2)            16.9                 -              (20.3)
        Reserve strengthening and DAC
          writeoff...........................         (393.0)             -                   -             (393.0)
        Non-recurring costs and
          expenses...........................          (22.3)            (1.1)                -              (23.4)
        Pre-tax minority interest............            -               83.6                 -               83.6
                                              ---------------   -----------------  ---------------   ----------------
        Earnings (Loss) from
          Continuing Operations..............  $      (115.4)    $      324.0       $         -       $      208.6
                                              ===============   =================  ===============   ================
</TABLE>

20)     QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

        The  quarterly  results of operations  for 1998 and 1997 are  summarized
        below:
<TABLE>
<CAPTION>

                                                                    Three Months Ended
                                       ------------------------------------------------------------------------------
                                           March 31           June 30           September 30          December 31
                                       -----------------  -----------------   ------------------   ------------------
                                                                       (In Millions)
        <S>                            <C>                <C>                 <C>                  <C>         
        1998
        Total Revenues................  $     1,470.2      $     1,422.9       $    1,297.6         $    1,372.0
                                       =================  =================   ==================   ==================

        Earnings from Continuing
          Operations before
          Cumulative Effect
          of Accounting Change........  $       212.8      $       197.0       $      136.8         $      158.9
                                       =================  =================   ==================   ==================

        Net Earnings..................  $       213.3      $       198.3       $      137.5         $      159.1
                                       =================  =================   ==================   ==================

        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)
                                       =================  =================   ==================   ==================
</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.

                                      F-37
<PAGE>

21)     INVESTMENT IN DLJ

        At December  31,  1998,  the  Company's  ownership  of DLJ  interest was
        approximately  32.5%. 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.

        Summarized  balance  sheets  information  for  DLJ,  reconciled  to  the
        Company's carrying value of DLJ, are as follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1998                1997
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>         
        Assets:
        Trading account securities, at market value............................  $   13,195.1       $   16,535.7
        Securities purchased under resale agreements...........................      20,063.3           22,628.8
        Broker-dealer related receivables......................................      34,264.5           28,159.3
        Other assets...........................................................       4,759.3            3,182.0
                                                                                ----------------   -----------------
        Total Assets...........................................................  $   72,282.2       $   70,505.8
                                                                                ================   =================

        Liabilities:
        Securities sold under repurchase agreements............................  $   35,775.6       $   36,006.7
        Broker-dealer related payables.........................................      26,161.5           26,127.2
        Short-term and long-term debt..........................................       3,997.6            3,249.5
        Other liabilities......................................................       3,219.8            2,860.9
                                                                                ----------------   -----------------
        Total liabilities......................................................      69,154.5           68,244.3
        DLJ's company-obligated mandatorily redeemed preferred
          securities of subsidiary trust holding solely debentures of DLJ......         200.0              200.0
        Total shareholders' equity.............................................       2,927.7            2,061.5
                                                                                ----------------   -----------------
        Total Liabilities, Cumulative Exchangeable Preferred Stock and
          Shareholders' Equity.................................................  $   72,282.2       $   70,505.8
                                                                                ================   =================

        DLJ's equity as reported...............................................  $    2,927.7       $    2,061.5
        Unamortized cost in excess of net assets acquired in 1985
          and other adjustments................................................          23.7               23.5
        The Holding Company's equity ownership in DLJ..........................      (1,002.4)            (740.2)
        Minority interest in DLJ...............................................      (1,118.2)            (729.3)
                                                                                ----------------   -----------------
        The Company's Carrying Value of DLJ....................................  $      830.8       $      615.5
                                                                                ================   =================
</TABLE>

                                      F-38
<PAGE>

        Summarized  statements of earnings information for DLJ reconciled to the
        Company's equity in earnings of DLJ is as follows:
<TABLE>
<CAPTION>

                                                                                     1998                1997
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>         
        Commission, fees and other income......................................  $    3,184.7       $    2,430.7
        Net investment income..................................................       2,189.1            1,652.1
        Dealer, trading and investment gains, net..............................          33.2              557.7
                                                                                ----------------   -----------------
        Total revenues.........................................................       5,407.0            4,640.5
        Total expenses including income taxes..................................       5,036.2            4,232.2
                                                                                ----------------   -----------------
        Net earnings...........................................................         370.8              408.3
        Dividends on preferred stock...........................................          21.3               12.2
                                                                                ----------------   -----------------
        Earnings Applicable to Common Shares...................................  $      349.5       $      396.1
                                                                                ================   =================

        DLJ's earnings applicable to common shares as reported.................  $      349.5       $      396.1
        Amortization of cost in excess of net assets acquired in 1985..........           (.8)              (1.3)
        The Holding Company's equity in DLJ's earnings.........................        (136.8)            (156.8)
        Minority interest in DLJ...............................................         (99.5)            (109.1)
                                                                                ----------------   -----------------
        The Company's Equity in DLJ's Earnings.................................  $      112.4       $      128.9
                                                                                ================   =================
</TABLE>

22)     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 1998,  1997 and 1996  would have
        been:
<TABLE>
<CAPTION>

                                                                        1998              1997             1996
                                                                   ---------------   ---------------  ---------------
                                                                                     (In Millions)
       <S>                                                          <C>               <C>              <C>         
        Net Earnings:
          As reported.............................................  $      708.2      $     437.2      $       10.3
          Pro forma...............................................         678.4            426.3               3.3
</TABLE>

        The fair values of options  granted after  December 31, 1994,  used as a
        basis  for the above pro forma  disclosures,  were  estimated  as of the
        dates of grant using the Black-Scholes  option pricing model. The option
        pricing assumptions for 1998, 1997 and 1996 are as follows:
<TABLE>
<CAPTION>

                                    Holding Company                      DLJ                            Alliance
                             ------------------------------ ------------------------------- ----------------------------------
                               1998      1997       1996      1998       1997      1996       1998       1997         1996
                             --------- ---------- --------- ---------- -------------------- ---------------------- -----------

        <S>                  <C>        <C>       <C>        <C>        <C>       <C>        <C>        <C>         <C>  
        Dividend yield......  0.32%      0.48%     0.80%      0.69%      0.86%     1.54%      6.50%      8.00%       8.00%

        Expected volatility.   28%        20%       20%        40%        33%       25%        29%        26%         23%

        Risk-free interest
          rate..............  5.48%      5.99%     5.92%      5.53%      5.96%     6.07%      4.40%      5.70%       5.80%

        Expected life
          in years..........    5          5         5          5          5         5         7.2        7.2         7.4

        Weighted average
          fair value per
          option at
          grant-date........  $22.64    $12.25     $6.94     $16.27     $10.81     $4.03      $3.86      $2.18       $1.35
</TABLE>

                                      F-39
<PAGE>

        A summary of the Holding Company,  DLJ and Alliance's option plans is as
        follows:
<TABLE>
<CAPTION>

                                        Holding Company                     DLJ                         Alliance
                                  ----------------------------- ----------------------------- -----------------------------
                                                    Weighted                      Weighted                     Weighted
                                                    Average                       Average                       Average
                                                    Exercise                      Exercise                     Exercise
                                                    Price of                      Price of                     Price of
                                      Shares        Options         Shares        Options         Units         Options
                                  (In Millions)   Outstanding   (In Millions)   Outstanding   (In Millions)   Outstanding
                                  --------------- ------------- --------------- ------------- -----------------------------
       <S>                              <C>          <C>             <C>         <C>               <C>          <C>   
        Balance as of
          January 1, 1996........       6.7           $20.27         18.4         $13.50            9.6          $ 8.86
          Granted................        .7           $24.94          4.2         $16.27            1.4          $12.56
          Exercised..............       (.1)          $19.91          -                             (.8)         $ 6.82
          Expired................       -                             -                             -
          Forfeited..............       (.6)          $20.21          (.4)        $13.50            (.2)         $ 9.66
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1996......       6.7           $20.79         22.2         $14.03           10.0          $ 9.54
          Granted................       3.2           $41.85          6.4         $30.54            2.2          $18.28
          Exercised..............      (1.6)          $20.26          (.2)        $16.01           (1.2)         $ 8.06
          Forfeited..............       (.4)          $23.43          (.2)        $13.79            (.4)         $10.64
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1997......       7.9           $29.05         28.2         $17.78           10.6          $11.41
          Granted................       4.3           $66.26          1.5         $38.59            2.8          $26.28
          Exercised..............      (1.1)          $21.18         (1.4)        $14.91            (.9)         $ 8.91
          Forfeited..............       (.4)          $47.01          (.1)        $17.31            (.2)         $13.14
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1998......      10.7           $44.00         28.2         $19.04           12.3          $14.94
                                  ===============               =============                 ===============
</TABLE>

                                      F-40
<PAGE>

        Information  about options  outstanding  and exercisable at December 31,
        1998 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           3.7               5.19           $20.97              3.0              $20.33
        $28.50     -$45.25           3.0               8.68           $41.79              -
        $50.63     -$66.75           2.1               9.21           $52.73              -
        $81.94     -$82.56           1.9               9.62           $82.56              -
                              -----------------                                    -------------------
        $18.125    -$82.56          10.7               7.75           $44.00              3.0              $20.33
                              ================= ================= ================  ==================== ==============

                 DLJ
        ----------------------
        $13.50    -$25.99           22.3               7.1            $14.59             21.4              $15.05
        $26.00    -$38.99            5.0               8.8            $33.94              -
        $39.00    -$52.875            .9               9.4            $44.65              -
                              -----------------                                    -------------------
        $13.50    -$52.875          28.2               7.5            $19.04             21.4              $15.05
                              ================= ================== ==============  ===================== =============

              Alliance
        ----------------------
        $ 3.03    -$ 9.69            3.1               4.5            $ 8.03              2.4              $ 7.57
        $ 9.81    -$10.69            2.0               5.3            $10.05              1.6              $10.07
        $11.13    -$13.75            2.4               7.5            $11.92              1.0              $11.77
        $18.47    -$18.78            2.0               9.0            $18.48               .4              $18.48
        $22.50    -$26.31            2.8               9.9            $26.28              -                  -
                              -----------------                                    -------------------
        $  3.03   -$26.31           12.3               7.2            $14.94              5.4              $ 9.88
                              ================= =================== =============  ===================== =============
</TABLE>


                                      F-41
<PAGE>

   
                                                                      APPENDIX A


DIRECTORS AND PRINCIPAL OFFICERS

     Set forth below is information about our directors and, to the extent they
are responsible for variable life insurance operations, our principal officers.
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 Life since July 1992.  Senior  Executive Vice President,
AXA                                     Human  Resources and  Communications  of AXA, and various  positions  with AXA
23, Avenue Matignon                     affiliated ompanies. Director of Equitable Companies since December 1996.
75008 Paris, France
- ------------------------------------------------------------------------------------------------------------------------
Henri de Castries                       Director of Equitable Life since  September  1993.  Director  (since May 1994)
AXA                                     and Chairman of the Board (since  April 1998) of  Equitable  Companies.  Prior
23, Avenue Matignon                     thereto,  Vice Chairman of the Board of Equitable  Companies (February 1996 to
75008 Paris, France                     April 1998).  Senior  Executive Vice  President,  Financial  Services and Life
                                        Insurance  Activities  of  AXA  since  1996.  Prior  thereto,  Executive  Vice
                                        President  Financial  Services and Life  Insurance  Activities of AXA (1993 to
                                        1996).  Also  Director or Officer of various  subsidiaries  and  affiliates of
                                        the AXA Group.  Director of other Equitable Life  affiliates.  Previously held
                                        other officerships with the AXA Group.
- ------------------------------------------------------------------------------------------------------------------------
Joseph L. Dionne                        Director of  Equitable  Life since May 1982.  Chairman  (since April 1998) and
The McGraw-Hill Companies               former Chief  Executive  Officer (April 1983 to April 1988) of The McGraw-Hill
1221 Avenue of the Americas             Companies.  Director of Equitable Companies (since May 1992). Director, Harris
New York, NY 10020                      Corporation and Ryder System, Inc.
- ------------------------------------------------------------------------------------------------------------------------
Denis Duverne                           Director  of  Equitable  Life  since  February  1998.  Senior  Vice  President
AXA                                     International  (US-UK-Benelux)  AXA.  Director since February 1996,  Alliance.
23, Avenue Matignon                     Director since February 1997, Donaldson Lufkin & Jenrette ("DLJ").
75008 Paris, France
- ------------------------------------------------------------------------------------------------------------------------
Jean-Rene Fourtou                       Director of Equitable  Life since July 1992.  Director of Equitable  Companies
Rhone-Poulenc S.A.                      since July 1992.  Chairman and Chief Executive Officer of Rhone-Poulenc  S.A.;
25, Quai Paul Doumer                    Member,  Supervisory Board of AXA since January 1997;  European Advisory Board
92408 Courbevoie Cedex                  of  Bankers  Trust  Company  and  Consulting  Council  of  Banque  de  France;
France                                  Director,  Societe  Generale,  Schneider S.A. and Groupe  Pernod-Ricard  (July
                                        1997 to present).
- ------------------------------------------------------------------------------------------------------------------------
Norman C. Francis                       Director of Equitable  Life since March 1989.  President of Xavier  University
Xavier University of Louisiana          of Louisiana;  Director,  First  National Bank of Commerce,  New Orleans,  LA,
7325 Palmetto Street                    Piccadilly Cafeterias, Inc., and Entergy Corporation.
New Orleans, LA  70125
- ------------------------------------------------------------------------------------------------------------------------
Donald J. Greene                        Director of Equitable Life since July 1991. Partner,  LeBoeuf,  Lamb, Greene &
LeBouef, Lamb, Greene & MacRae,         MacRae, L.L.P. Director of Equitable Companies since May 1992.
  L.L.P.
125 West 55th Street
New York, NY  10019-4513
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                      A-1
<PAGE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ------------------------------------------------------------------------------------------------------------------------
DIRECTORS (continued)
- ------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>
John T. Hartley                         Director of Equitable  Life since August 1987.  Currently a Director and retired
Harris Corporation                      Chairman and Chief Executive Officer of Harris Corporation  (retired July 1995);
1025 NASA Boulevard                     previously  held  other  officerships  with  Harris  Corporation.   Director  of
Melbourne, FL 32919                     Equitable Companies since May 1992; Director of the McGraw Hill Companies.
- ------------------------------------------------------------------------------------------------------------------------
John H.F. Haskell, Jr.                  Director of Equitable  Life since July 1992;  Director of Equitable  Companies
SBC Warburg Dillon Read LLC             since July 1992;  Managing Director of SBC Warburg Dillon Read LLC, and member
535 Madison Avenue                      of its Board of  Directors;  Director of the  Equitable  Companies;  Chairman,
New York, NY  10022                     Supervisory Board, Dillon Read (France) Gestion (until 1998);  Director,  Pall
                                        Corporation (November 1998 to present) and Dillon, Read Limited.
- ------------------------------------------------------------------------------------------------------------------------
Mary R. (Nina) Henderson                Director  of  Equitable  Life since  December  1996.  President  of  Bestfoods
Bestfoods Grocery                       Grocery  (formerly CPC Specialty  Markets Group);  Vice  President,  BESTFOODS
BESTFOODS                               (formerly CPC  International,  Inc.) since 1993.  Prior thereto,  President of
International Plaza                     CPC Specialty  Markets Group.  Director of Equitable  Companies since December
700 Sylvan Avenue                       1996; Director, Hunt Corporation.
Englewood Cliffs, NJ 07632-9976
- ------------------------------------------------------------------------------------------------------------------------
W. Edwin Jarmain                        Director of Equitable  Life since July 1992.  President of Jarmain  Group Inc.
Jarmain Group Inc.                      and  officer  or  director  of  several  affiliated  companies.  Chairman  and
121 King Street West                    Director of FCA International  Ltd. (until May 1998).  Director of various AXA
Suite 2525                              affiliated  companies and National Mutual Holdings Limited (July 1998-Present;
Toronto, Ontario M5H 3T9                Alternate  Director,  the  National  Mutual Life  Association  of  Australasia
Canada                                  Limited  (until  1998);  National  Mutual  Asia  Limited and  National  Mutual
                                        Insurance  Company Limited,  Hong Kong (February 1997 to present).  Previously
                                        held other  officerships  with FCA  International.  Director of the  Equitable
                                        Companies since July 1992.
- ------------------------------------------------------------------------------------------------------------------------
George T. Lowy                          Director of Equitable Life since July 1992. Partner,  Cravath, Swaine & Moore.
Cravath, Swaine & Moore                 Director, Eramet.
825 Eighth Avenue
New York, NY  10019
- ------------------------------------------------------------------------------------------------------------------------
Didier Pineau-Valencienne               Director of Equitable  Life since  February  1996.  Former  Chairman and Chief
Schneider S.A.                          Executive  Officer of Schneider S.A. as of February 1999,  Honorary  Chairman.
64/70, Avenue Jean-Baptiste Clement     Chairman or Director of numerous  subsidiaries  and  affiliated  companies  of
92646 Boulogne-Billancourt Cedex        Schneider.  Director of Equitable  Companies and Equitable Life from July 1992
France                                  to  February  1995.   Member,   Supervisory  Board,  AXA  and  Lagardere  ERE;
                                        Director,  CGIP,  Sema Group PLC and  Rhone-Poulenc,  SA;  Member of  European
                                        Advisory Board of Bankers Trust Company,  Supervisory  Board of Banque Paribas
                                        (until  1998) and  Advisory  Boards of  Bankers  Trust  Company,  Booz Allen &
                                        Hamilton (USA) and Banque de France.
- ------------------------------------------------------------------------------------------------------------------------
George J. Sella, Jr.                    Director  of  Equitable  Life  since  May  1987.  Retired  Chairman  and Chief
P.O. Box 397                            Executive   Officer  of  American   Cyanamid  Company  (retired  April  1993);
Newton, NJ  07860                       previously held other  officerships  with American  Cyanamid.  Director of the
                                        Equitable Companies, since May 1992.
- ------------------------------------------------------------------------------------------------------------------------
Dave H. Williams                        Director of  Equitable  Life since March 1991.  Chairman  and Chief  Executive
Alliance Capital Management             Officer of Alliance  until  January  1999 and Chairman or Director of numerous
Corporation                             subsidiaries  and  affiliated  companies of Alliance.  Senior  Executive  Vice
1345 Avenue of the Americas             President of AXA since January 1997.  Director of Equitable  Companies,  since
New York, NY  10105                     May 1992.
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                      A-2
<PAGE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ------------------------------------------------------------------------------------------------------------------------
OFFICER-DIRECTORS
- ------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>
Michael Hegarty                         Director of Equitable  Life since January 1998.  President  since January 1998
                                        and  Chief  Operating  Officer  since  February  1998,  Equitable  Life.  Vice
                                        Chairman since April 1998,  Senior  Executive Vice President  (January 1998 to
                                        April 1998),  and Director and Chief  Operating  Officer  (both since  January
                                        1998),  Equitable  Companies.   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")  (since  March  1998).  Director,
                                        Equitable  Capital  Management   Corporation   ("ECMC")  (since  March  1998),
                                        Alliance and DLJ (both May 1998 to Present).
- ------------------------------------------------------------------------------------------------------------------------
Edward D. Miller                        Director of  Equitable  Life since  August  1997.  Chairman of the Board since
                                        January 1998,  Chief Executive  Officer since August 1997,  President  (August
                                        1997  to  January  1998),  Equitable  Life.  Director,   President  and  Chief
                                        Executive  Officer,  all  since  August  1997,  Equitable  Companies.   Senior
                                        Executive Vice President and Member of the Executive  Committee,  AXA;  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),  ACMC,  Inc.  (since March
                                        1998), and AXA Canada (since September 1998).  Director,  Chairman,  President
                                        and Chief Executive Officer since March 1998, EIC. Director, KeySpan Energy.
- ------------------------------------------------------------------------------------------------------------------------
Stanley B. Tulin                        Director  and Vice  Chairman  of the  Board  since  February  1998,  and Chief
                                        Financial  Officer  since May 1996,  Equitable  Life.  Senior  Executive  Vice
                                        President  until February 1998,  and Chief  Financial  Officer since May 1997,
                                        Equitable Companies.  Vice President until 1998, EQ ADVISORS TRUST.  Director,
                                        Alliance,  since  July  1997,  Alliance,  and DLJ  (since  June  1997).  Prior
                                        thereto,  Chairman,  Insurance  Consulting and Actuarial  Practice,  Coopers &
                                        Lybrand, L.L.P.
- ------------------------------------------------------------------------------------------------------------------------

- ------------------------------------------------------------------------------------------------------------------------
OTHER OFFICERS
- ------------------------------------------------------------------------------------------------------------------------
Leon B. Billis                          Executive Vice President (since February 1998) and Chief  Information  Officer
                                        (since November  1994),  Equitable  Life.  Previously held other  officerships
                                        with Equitable Life; Director, J.M.R. Realty Services, Inc.
- ------------------------------------------------------------------------------------------------------------------------
Harvey Blitz                            Senior  Vice  President,  Equitable  Life.  Senior Vice  President,  Equitable
                                        Companies.  Director, The Equitable of Colorado, Inc. Vice President and Chief
                                        Financial Officer since March 1997, EQ ADVISORS TRUST.  Director and Chairman,
                                        Frontier Trust Company  ("Frontier").  Executive Vice President since November
                                        1996 and Director, EQ Financial Consultants,  Inc. ("EQF"). Director until May
                                        1996,  Equitable  Distributors,   Inc.  ("EDI").   Director  and  Senior  Vice
                                        President,   EquiSource.  Director  and  Officer  of  various  Equitable  Life
                                        affiliates.  Previously  held other  officerships  with Equitable Life and its
                                        affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Kevin R. Byrne                          Senior Vice President and Treasurer,  Equitable Life and Equitable  Companies.
                                        Treasurer,  EIC (since June 1997),  EquiSource  and  Frontier.  President  and
                                        Chief  Executive  Officer (since  September  1997),  and prior  thereto,  Vice
                                        President and Treasurer,  Equitable Casualty  Insurance Company  ("Casualty").
                                        Vice  President  and   Treasurer,   EQ  ADVISORS  TRUST  (since  March  1997).
                                        Director,  Chairman,  President  and Chief  Executive  Officer,  Equitable  JV
                                        Holdings  (since August  1997).  Director  (since July 1997),  and Senior Vice
                                        President  and Chief  Financial  Officer  (since April  1998),  ACMC and ECMC.
                                        Previously held other officerships with Equitable Life and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                      A-3
<PAGE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ------------------------------------------------------------------------------------------------------------------------
OTHER OFFICERS (continued)
- ------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>
Judy A. Faucett                         Senior  Vice  President,  Equitable  Life (since  September  1996) and Actuary
                                        (September 1996 to December 1998).  Partner and Senior  Actuarial  Consultant,
                                        Coopers & Lybrand L.L.P. (January 1989 to August 1996).
- ------------------------------------------------------------------------------------------------------------------------
Alvin H. Fenichel                       Senior Vice President and Controller,  Equitable Life and Equitable Companies.
                                        Senior Vice President and Chief Financial Officer,  The Equitable of Colorado,
                                        Inc., since March 1997. Previously held other officerships with Equitable Life
                                        and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Paul J. Flora                           Senior  Vice  President  and  Auditor,  Equitable  Life.  Vice  President  and
                                        Auditor, Equitable Companies.
- ------------------------------------------------------------------------------------------------------------------------
Robert E. Garber                        Executive  Vice  President and General  Counsel,  Equitable Life and Equitable
                                        Companies.  Previously  held other  officerships  with  Equitable Life and its
                                        affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Jerome S. Golden                        Executive Vice President  (since November 1997),  Equitable Life and Equitable
                                        Companies.  Prior thereto,  President,  Income  Management  Group (May 1994 to
                                        November  1997),   Equitable  Life.   Chairman  and  Chief  Executive  Officer
                                        (February 1995 to December 1997), EDI. Owner (November 1993 to May 1994), JG
                                        Resources.
- ------------------------------------------------------------------------------------------------------------------------
Mark A. Hug                             Senior Vice President (since April 1997),  Equitable Life. Prior thereto, Vice
                                        President, Aetna.
- ------------------------------------------------------------------------------------------------------------------------
Donald R. Kaplan                        Vice President and Chief  Compliance  Officer and Associate  General  Counsel,
                                        Equitable Life. Previously held other officerships with Equitable Life.
- ------------------------------------------------------------------------------------------------------------------------
Michael S. Martin                       Executive Vice President  (since  September 1998) and Chief Marketing  Officer
                                        (since  December  1997).  Chairman  and Chief  Executive  Officer,  EQF.  Vice
                                        President,  EQ ADVISORS  TRUST  (until April 1998) and THE HUDSON RIVER TRUST.
                                        Director,   Equitable  Underwriting  and  Sales  Agency  (Bahamas),  Ltd.  and
                                        EquiSource;  Director and Executive  Vice  President  (since  December  1998),
                                        Colorado, prior thereto,  Director and Senior Vice President.  Previously held
                                        other officerships with Equitable Life and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Douglas Menkes                          Senior Vice President and Corporate  Actuary since June 1997,  Equitable Life.
                                        Prior thereto, Consulting Actuary, Milliman & Robertson, Inc.
- ------------------------------------------------------------------------------------------------------------------------
Peter D. Noris                          Executive  Vice  President  and  Chief  Investment  Officer,  Equitable  Life.
                                        Executive Vice  President  since May 1995 and Chief  Investment  Officer since
                                        July  1995,  Equitable  Companies.   Trustee,  THE  HUDSON  RIVER  TRUST,  and
                                        Chairman,   President  and  Trustee  since  March  1997,  EQ  ADVISORS  TRUST.
                                        Director,  Alliance,  and Equitable  Real Estate (until June 1997).  Executive
                                        Vice  President,  EQF,  since November  1996.  Director,  EREIM Managers Corp.
                                        (since July  1997),  and EREIM LP Corp.  (since  October  1997).  Prior to May
                                        1995,  Vice  President/Manager,   Insurance  Companies  Investment  Strategies
                                        Group, Salomon Brothers, Inc.
- ------------------------------------------------------------------------------------------------------------------------
Anthony C. Pasquale                     Senior Vice President,  Equitable Life. Director, Chairman and Chief Operating
                                        Officer,  Casualty (since September 1997). Director,  Equitable Agri-Business,
                                        Inc.  (until June 1997).  Previously  held other  officerships  with Equitable
                                        Life and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Pauline Sherman                         Senior Vice President  (since  February  1999);  Vice  President,  Secretary and
                                        Associate  General  Counsel,  Equitable  Life  and  Equitable  Companies,  since
                                        September 1995. Previously held other officerships with Equitable Life.
</TABLE>


                                      A-4
<PAGE>


<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ------------------------------------------------------------------------------------------------------------------------
OTHER OFFICERS (continued)
- ------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>
Richard V. Silver                       Senior Vice President since February 1995 and Deputy General Counsel since 
                                        June 1996, Equitable Life. Senior Vice President and Associate General
                                        Counsel (since September 1996), Equitable Companies. Director, EQF. Senior Vice 
                                        President and General Counsel, EIC (June 1997 to March 1998). Previously held 
                                        other officerships with Equitable Life and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Jose S. Suquet                          Senior Executive Vice President since February 1998, Chief Distribution  Officer
                                        since  December 1997 and Chief Agency  Officer  (August 1994 to December  1997),
                                        Equitable Life.  Prior thereto,  Agency Manager.  Executive Vice President since
                                        May 1996, the Equitable  Companies.  Vice President since March 1998, THE HUDSON
                                        RIVER TRUST. Chairman (since December 1997), EDI.
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                      A-5
<PAGE>
                                                                      APPENDIX B


OUR DATA ON MARKET PERFORMANCE

In reports or other communications to policyowners or in advertising material,
we may describe general economic and market conditions affecting our variable
investment options, and the portfolios and may compare the performance or
ranking of those options and the portfolios with:

          o    those 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;

          o    other appropriate indices of investment securities and averages
               for peer universes of mutual funds; or

          o    data developed by us derived from such indices or averages.

We also may furnish to present or prospective policyowners advertisements or
other communications that include evaluations of a variable investment option or
portfolio by nationally recognized financial publications. Examples of such
publications are:

         Barron's                                      Money Management Letter
         Morningstar's Variable Annuities/Life         Investment Dealers Digest
         Business Week                                 National Underwriter
         Forbes                                        Pension & Investments
         Fortune                                       USA Today
         Institutional Investor                        Investor's Daily
         Money                                         The New York Times
         Kiplinger's Personal Finance                  The Wall Street Journal
         Financial Planning                            The Los Angeles Times
         Investment Advisor                            The Chicago Tribune
         Investment Management Weekly

Lipper Analytical Services, Inc. (Lipper) compiles performance data for peer
universes of Portfolios with similar investment objectives in its Lipper
Variable Insurance Products Performance Analysis Service (Lipper Survey).
Morningstar, Inc. compiles similar data in the Morningstar Variable Annuity/Life
Report (Morningstar Report).

The Lipper Survey records performance data as reported to it by over 800 mutual
funds underlying variable annuity and life insurance products. It divides these
actively managed portfolios into 25 categories by portfolio objectives. The
Lipper Survey contains two different universes, which reflect different types of
fees in performance data:

          o    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; and

          o    The "Mutual Fund" universe reports performance net only of
               investment management fees and direct operating expenses, and
               therefore reflects only charges that relate to the underlying
               mutual fund.

The Morningstar Report consists of nearly 700 variable life and annuity
portfolios, all of which report their data net of investment management fees,
direct operating expenses and separate account level charges.

LONG-TERM MARKET TRENDS

The following chart presents historical return trends for various types of
securities. The information presented does not directly relate to the
performance of our variable investment options or the Trusts. Nevertheless, it
may help you gain a perspective on 


                                      B-1
<PAGE>

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 policy's
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. However,
common stocks have also experienced dramatic changes in value over short periods
of time. One of our variable investment options that invests primarily in common
stocks may, therefore, be a desirable selection for owners who are willing to
accept such risks. If, on the other hand, you wish to limit your short-term
risk, you may find it preferable to allocate a smaller percentage of net
premiums to those options that invest primarily in common stock. All investments
in securities, whether equity or debt, involve varying degrees of risk. They
also offer varying degrees of potential reward.

The chart below illustrates the average annual compound rates of return over
selected time periods between December 31, 1926 and December 31, 1998 for the
types of securities indicated in the chart. These rates of return assume the
reinvestment of dividends, capital gains and interest. The Consumer Price Index
is also shown as a measure of inflation for comparison purposes. The investment
return information presented is an historical record of unmanaged categories of
securities. In addition, the rates of return shown do not reflect either (1)
investment management fees and expenses, or (2) costs and charges associated
with ownership of a variable life insurance policy.

The rates of return illustrated do not represent returns of our variable
investment options or the portfolios and do not constitute a representation that
the performance of those options or the portfolios will correspond to rates of
return such as those illustrated in the chart.

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
Average Annual Rates of Return

                                                                        Long-Term                          U.S.        
For the following periods ending         Common        Long-Term        Corporate     Intermediate-Term  Treasury      Consumer
December 31, 1998                        Stocks    Government Bonds       Bonds         Gov't Bonds        Bills      Price Index
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                                      <C>             <C>              <C>              <C>             <C>           <C>

1 Year                                   28.58%          13.06%           10.76%           10.21%          4.86%         1.80%
3 Years                                  28.27            9.07             8.25             6.84           5.11          2.27
5 years                                  24.06            9.52             8.74             6.20           4.96          2.41
10 years                                 19.19           11.66            10.85             8.74           5.29          3.14
20 years                                 17.75           11.14            10.86             9.85           7.17          4.53
30 years                                 12.67            9.09             9.14             8.71           6.76          5.24
40 years                                 12.00            7.20             7.43             7.39           5.94          4.44
50 years                                 13.56            5.89             6.20             6.21           5.07          3.92
60 years                                 12.49            5.43             5.62             5.50           4.26          4.19
Since 1926                               11.21            5.29             5.78             5.32           3.78          3.15
Inflation Adjusted                        7.82            2.08             2.55             2.11           0.62          0.00
   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 1999
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.


                                      B-2
<PAGE>

Long-Term Corporate Bonds - For the period 1969-1998, 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 1969-1998; 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.

Consumer Price Index - Measured by the Consumer Price Index for all Urban
Consumers (CPI-U), not seasonally adjusted.


                                      B-3
<PAGE>
                                                                      APPENDIX C

DATES OF PREVIOUS PROSPECTUSES AND SUPPLEMENTS

<TABLE>
<CAPTION>
This supplement updates
The prospectuses dated                                            which relate to our
- ----------------------                                            -------------------

<S>                                                               <C>
July 25, 1996; January 1, 1997; and May 1, 1997-98..........      IL Protector (R) Policies

December 19, 1994; May 1, 1995-98; September 15, 1995; and
January 1, 1997.............................................      Incentive Life Plus and our IL COLI(1) Policies

November 27, 1991; May 1, 1993-95, 97-98; and
September 15, 1995..........................................      Special Offer Policies(2)

August 18, 1992; May 1, 1993-98; and January 1, 1997........      Survivorship 2000 Policies

November 27, 1991 and May 1, 1993-94........................      Incentive Life 2000 and our Champion 2000 Policies

August 29, 1989; February 27, 1991; May 1, 1990, 93-94......      Incentive Life Policies
</TABLE>


In addition,

          o    If the date of your prospectus was prior to May 1, 1997, you also
               have subsequently received other prospectus updating supplements
               dated May 1, 1997 and 1998, and you may also have received
               supplements dated May 1, 1996, January 1, 1997 and February 28,
               1998. 

          o    If the date of your prospectus was May 1, 1997 you have received
               an updating supplement dated May 1, 1998.

In either case, these supplements are still relevant and you should retain them
with your prospectus.


68859


- --------------------------------
(1)  If you have our "IL COLI" policy, this supplement relates to an Incentive
     Life Plus prospectus for one of the indicated dates (but not earlier than
     September 15, 1995) that you received, together with our IL COLI supplement
     dated the same date as that prospectus.

(2)  If you have our Special Offer Policy, this supplement relates to an
     Inventive Life 2000 or Incentive Life Plus prospectus for one of the
     indicated dates that you received, together with a related Special Offer
     Policy supplement. If the prospectus you received was dated May 1, 1994 or
     earlier, it was our Incentive Life 2000 prospectus with a Special Offer
     Policy supplement dated November 27, 1991, January 29, 1993, or May 1,
     1993-95. If the prospectus you received was dated after May 1, 1994, it was
     our Incentive Life Plus prospectus with a Special Offer Policy supplement
     dated May 1, 1995-96 or September 15, 1995.


                                      C-1

    
<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. 333-17669 on December 11, 1996.

The Supplement dated May 1, 1999 consisting of 122 pages.

    

Representation regarding reasonableness of aggregate policy fees and charges.

Undertaking to file reports, previously filed with this Registration Statement
File No. 333-17669 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. 333-17669 on 
December 11,1996.

The signatures.

Written Consents of the following persons:

Opinion and Consent of William Schor, Vice President and Associate General
Counsel of Equitable (See Exhibit 2(a)(iii)).

   
Independent Public Accountants (see exhibit 6)
    

<TABLE>
<CAPTION>
The following exhibits: Exhibits required by Article IX, paragraph A of Form
N-8B-2:

<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.
                           333-17669 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.
                           333-17669 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 Life Insurance Policy (85-300),
                           previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(a)(ii)     Flexible Premium Life Insurance Policy (88-300),
                           previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(b)         Name Change Endorsement (S97-1),
                           previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(c)         Accidental Death Benefit Rider (R85-401),
                           including state variation, previously filed
                           with this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(d)         Term Insurance Rider (R85-403), including
                           state variation, previously filed with
                           this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(e)         Children's Term Insurance Rider (R85-404),
                           including state variations, previously filed
                           with this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(f)         Exchange Privilege Rider (R85-405), including
                           state variations, previously filed with
                           this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(g)         Limitation on Amount of Insurance Rider (85-406),
                           previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(h)         Disability Rider - Waiver of Monthly Deductions,
                           including state variations (R85-408), previously filed with
                           this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(i)         Universal Life Exchange Program Riders,
                           previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(j)         Pro Rata Surrender Charge Endorsement (S.87-289),
                           previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(k)         Premium Tax Endorsement (S.88-294), previously filed
                           with this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(l)         Monthly Cost of Insurance Endorsement
                           (S.88-295, Non-Smoker, Standard Risk),
                           previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996.


</TABLE>


                                      II-2
<PAGE>
<TABLE>
<CAPTION>
<S>      <C>               <C>

         1-A(5)(m)         Asset Allocation Endorsement (S.89-301),
                           previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996.

         1-A(5)(n)         Guaranteed Interest Division Transfer Endorsement (S.89-303)
                           and Guaranteed Interest Division Transfer
                           Rider (R.89-303) for use with Policy No. 85-300 (Investment Options Rider),
                           previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996.

        1-A(5)(o)          Accelerated Death Benefit Rider, previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996

        1-A(5)(p)          Free Look Rider, previously filed with this Registration Statement File No.
                           333-17669 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. 333-17669 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. 333-17669 on April 30, 1997.
    

        1-A(7)             Inapplicable.

        1-A(8)             Distribution and Servicing Agreement among EQ
                           Financial Consultants (formerly known as Equico
                           Securities, Inc.), Equitable and Equitable
                           Variable dated as of May 1,1994, previously filed
                           with this Registration Statement File No.
                           333-17669 on December 11, 1996.

        1-A(8)(i)          Schedule of Commissions, previously filed with this Registration Statement File No.
                           333-17669 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.
                           333-17669 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 this Registration Statement of EQ Advisors
                           Trust on Form N-1A (File Nos. 333-17217 and 811-07953).

Other Exhibits:

        1-A(10)(a)         Application EV4-200T, previously filed with this Registration Statement File No.
                           333-17669 on December 11, 1996.

        1-A(10)(b)         The Universal Life Exchange Program Application, previously filed with this Registration
                           Statement File No. 333-17669 on December 11, 1996.

        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. 333-17669 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. 333-17669 on April 30, 1997.
    

        2(a)(iii)          Opinion and Consent of William Schor, Vice President and Associate General Counsel 
                           of Equitable.

</TABLE>


                                      II-3
<PAGE>
<TABLE>
<CAPTION>


<S>      <C>               <C>

        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.
                           333-17669 on December 11, 1996.

        2(b)(ii)           Opinion and Consent, dated April 26, 1994, of
                           Barbara Fraser, F.S.A., M.A.A.A., Vice
                           President of Equitable, previously filed with
                           this Registration Statement File No.
                           333-17669 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. 333-17669
                           on December 11, 1996.

        3                  Inapplicable.

        4                  Inapplicable.

   
    

        6                  Consent of Independent Public Accountants.
   

        7                  Powers of Attorney. 


        8                  Description of Equitable's Issuance, Transfer and Redemption Procedures for 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. 333-17669 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 27th day of April, 1999.

                                     SEPARATE ACCOUNT FP OF THE EQUITABLE
                                     LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                                                  (REGISTRANT)

[SEAL]                               By:   THE EQUITABLE LIFE
                                           ASSURANCE SOCIETY OF
                                           THE UNITED STATES,



                                     By:   /s/ Mark A. Hug
                                           ------------------------------
                                              (Mark A. Hug)
                                               Senior Vice President



Attest:  /s/ Linda Galasso
        ------------------------
            (Linda Galasso)
             Assistant Secretary
             April 27, 1999

    

                                      II-5
<PAGE>



                                   SIGNATURES
   
      Pursuant to the requirements of the Securities Act of 1933, the Depositor
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 27th day of April, 1999.

                                            THE EQUITABLE LIFE ASSURANCE
                                            SOCIETY OF THE UNITED STATES
                                                    (DEPOSITOR)


                                            By:  /s/ Mark A. Hug
                                                --------------------------------
                                                    (Mark. A. Hug)
                                                     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 27, 1999


*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.     
Jean-Rene Fourtou       Mary R. (Nina) Henderson       Peter J. Tobin
Norman C. Francis       W. Edwin Jarmain               Stanley B. Tulin         
                                                       Dave H. Williams         


*By:  /s/ Mark A. Hug
     -----------------------
         (Mark A. Hug)
          Attorney-in-Fact
          April 27, 1999

    
                                      II-6
<PAGE>


<TABLE>
<CAPTION>

                                  EXHIBIT INDEX


EXHIBIT NO.                                                                                    TAG VALUE
- -----------                                                                                    ---------
<S>                    <C>                                                                     <C>

   
2(a)(iii)              Opinion and Consent of William Schor, Vice President 
                       and Associate General Counsel of Equitable.                             EX-99.2aiii

6                      Consent of Independent Public Accountant.                               EX-99.6

7                      Powers of Attorney.                                                     EX-99.7

    

</TABLE>



                                      II-7


                                                                   WILLIAM SCHOR
                                                                  Vice President
                                                   and Associate General Counsel
                                                                  (212) 314-3912
                                                             Fax: (212) 707-1882


[EQUITABLE -- MEMBER OF THE GLOBAL AXA GROUP LOGO]


                                             April 27, 1999

The Equitable Life Assurance Society of the United States
1290 Avenue of the Americas
New York, NY  10104

Dear Sirs:

      This opinion is furnished in connection with the filing of a Registration
Statement on Form S-6, File No. 333-17669 ("Registration Statement") of Separate
Account FP ("Separate Account FP") of The Equitable Life Assurance Society of
the United States ("Equitable"). The Registration Statement covers an indefinite
number of units of interest in Separate Account FP ("Units") funding Incentive
Life (policy form nos. 88-300 and 85-300), individual flexible premium variable
life insurance policies ("Policies") issued by The Equitable Life Assurance
Society of the United States ("Equitable"). Although the Policies are no longer
being offered for sale, Equitable will continue to collect premiums under the
Policies. Net premiums received under the Policies are allocated by Equitable to
Separate Account FP to the extent directed by owners of the Policies. Net
premiums under other Equitable variable life insurance policies will also be
allocated to Separate Account FP.

     I have examined all such corporate records of Equitable and such other
documents and laws as I consider appropriate as a basis for the opinion
hereinafter expressed.  On the basis of such examination, it is my opinion that:

     1.   Equitable is a corporation duly organized and validly existing under
the laws of the State of New York.

     2.   Separate Account FP has been duly established by Equitable pursuant to
the laws of the State of New York, under which income, gains and losses, whether
or not realized, from assets allocated to Separate Account FP, are to be, in
accordance with the Policies, credited to or charged against Separate Account FP
without regard to other income, gains or losses of Equitable.

     3.   Assets allocated to Separate Account FP will be owned by Equitable;
Equitable will not be a trustee with respect thereto. The Policies provide that
the portion of the assets of Separate Account FP equal to the reserves and other
Policy liabilities with respect to Separate Account FP will not be chargeable
with liabilities arising out of any other business Equitable may conduct.
Equitable reserves the right to transfer assets of Separate Account FP in excess
of such reserves and other Policy liabilities to the general account of
Equitable.

     4.   The Policies (including any Units duly credited thereunder) have been
duly authorized and constitute validly issued and binding obligations of
Equitable in accordance with their terms.

     I hereby consent to the use of this opinion as an exhibit to the
Registration Statement.

                                        Very truly yours,


                                         /s/ William Schor
                                        -----------------------------
                                             William Schor


           THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
             1290 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK 10104





                       CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the use in the Prospectus Supplement constituting part of
this Post-Effective Amendment No. 3 to the Registration Statement No. 333-17669
on Form S-6 of (1) our report dated February 8, 1999 relating to the financial
statements of The Equitable Life Assurance Society of the United States Separate
Account FP for the year ended December 31, 1998, and (2) our report dated
February 8, 1999 relating to the consolidated financial statements of The
Equitable Life Assurance Society of the United States for the year ended
December 31, 1998, which reports appear in such Prospectus Supplement. We also
consent to the reference to us under the heading "Financial Statements" in the
Prospectus Supplement.

/s/ PricewaterhouseCoopers LLP
- ------------------------------
    PricewaterhouseCoopers LLP
    New York, New York
    April 27, 1999



                               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, 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 hand this 16th day
of February, 1999.


                                             /s/ Henri de Castries
                                             ---------------------
                                                 Henri de Castries


59838v2


<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, 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 hand this 10th day
of February, 1999.


                                             /s/ Joseph L. Dionne
                                             --------------------
                                                 Joseph L. Dionne


59838v2


<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, 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 hand this 6th day
of February, 1999.


                                             /s/ Denis Duverne
                                             -----------------
                                                 Denis Duverne


59838v2


<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, 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 hand this 18th day
of February, 1999.


                                             /s/ F. COLLOC'H
                                             ---------------
                                                 F. COLLOC'H


59838v2


<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, 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 hand this 8th day
of February, 1999.


                                             /s/ Jean Rene Fourtou
                                             ---------------------
                                                 Jean Rene Fourtou


59838v2


<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, 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 hand this 8th day
of February, 1999.


                                             /s/ Norman C. Francis
                                             ---------------------
                                                 Norman C. Francis


59838v2


<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, 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 hand this 15th day
of February, 1999.


                                             /s/ Donald J. Greene
                                             --------------------
                                                 Donald J. Greene


59838v2


<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, 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 hand this 11th day
of February, 1999.


                                             /s/ John T. Hartley
                                             -------------------
                                                 John T. Hartley


59838v2


<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, 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 hand this 10th day
of February, 1999.


                                             /s/ John H.F. Haskell, Jr.
                                             --------------------------
                                                 John H.F. Haskell, Jr.


59838v2


<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, 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 hand this 10th day
of February, 1999.


                                             /s/ Michael Hegarty
                                             -------------------
                                                 Michael Hegarty


59838v2


<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, 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 hand this 10th day
of February, 1999.


                                             /s/ Mary R. (Nina) Henderson
                                             ----------------------------
                                                 Mary R. (Nina) Henderson


59838v2


<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, 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 hand this 5th day
of February, 1999.


                                             /s/ W. Edwin Jarmain
                                             --------------------
                                                 W. Edwin Jarmain


59838v2


<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, 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 hand this 5th day
of February, 1999.


                                             /s/ George T. Lowy
                                             ------------------
                                                 George T. Lowy


59838v2


<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, 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 hand this 10th day
of February, 1999.


                                             /s/ Edward D. Miller
                                             --------------------
                                                 Edward D. Miller


59838v2


<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, 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 hand this 22th day
of February, 1999.


                                             /s/ Didier Pineau Valencienne
                                             -----------------------------
                                                 Didier Pineau Valencienne


59838v2


<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, 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 hand this 5th day
of February, 1999.


                                             /s/ George J. Sella, Jr.
                                             ------------------------
                                                 George J. Sella, Jr.


59838v2


<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, 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 hand this 25th day
of March, 1999.


                                             /s/ Peter J. Tobin
                                             ------------------
                                                 Peter J. Tobin


58017/36


<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, 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 hand this 10th day
of February, 1999.


                                             /s/ Stanley B. Tulin
                                             --------------------
                                                 Stanley B. Tulin


59838v2


<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, 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 hand this 7th day
of February, 1999.


                                             /s/ Dave H. Williams
                                             --------------------
                                                 Dave H. Williams


59838v2





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