SEPARATE ACCOUNT A OF EQUITABLE LIFE ASSU SOC OF THE US
N-4, 1999-06-24
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                                                       Registration No.
                                                       Registration No. 811-1705

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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                      ------------------------------------

                                    FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                    [ X ]

          Pre-Effective Amendment No. ____                                 [   ]

          Post-Effective Amendment No. ___                                 [   ]

                                     AND/OR

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940            [ X ]

          Amendment No. 71

                        (Check appropriate box or boxes)
                        --------------------------------

                               SEPARATE ACCOUNT A
                                       of
           THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                           (Exact Name of Registrant)
                           --------------------------

           THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                              (Name of Depositor)
             1290 Avenue of the Americas, New York, New York 10104
              (Address of Depositor's Principal Executive Offices)

       Depositor's Telephone Number, including Area Code: (212) 554-1234
                           --------------------------


                                MARY JOAN HOENE
                           VICE PRESIDENT AND COUNSEL

            The Equitable Life Assurance Society of the United States
             1290 Avenue of the Americas, New York, New York 10104
                  (Names and Addresses of Agents for Service)
                           --------------------------

                  Please send copies of all communications to:
                               PETER E. PANARITES
                        Freedman, Levy, Kroll & Simonds
                    1050 Connecticut Avenue, N.W., Suite 825
                             Washington, D.C. 20036
                           --------------------------

<PAGE>

          Approximate Date of Proposed Public Offering:  As soon as practicable
after effectiveness of the Registration Statement.

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

[   ]     Immediately upon filing pursuant to paragraph (b) of Rule 485.

[   ]     On (date) pursuant to paragraph (b) of Rule 485.

[   ]     60 days after filing pursuant to paragraph (a)(1) of Rule 485.

[   ]     On (date) pursuant to paragraph (a)(1) of Rule 485.

[   ]     75 days after filing pursuant to paragraph (a)(2) of Rule 485.

[   ]     On (date) pursuant to paragraph (a)(3) of Rule 485.

If appropriate, check the following box:

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

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

          Title of Securities Being Registered:

               Units of interest in Separate Account under variable annuity
               contracts.

          The Registrant hereby amends this Registration Statement on such date
or dates as may be necessary to delay its effective date until the Registrant
shall file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commissioner, acting pursuant to said Section 8(a)
may determine.



<PAGE>

EQUI-VEST(R)
A combination variable and fixed deferred
annuity contract

Please read and keep this prospectus for future reference. It contains important
information that you should know before purchasing, or taking any other action
under your contract. Also, at the end of this prospectus you will find attached
the prospectuses for The Hudson River Trust and EQ Advisors Trust which contain
important information about their Portfolios.

PROSPECTUS DATED     , 1999
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WHAT IS EQUI-VEST?

EQUI-VEST is a deferred annuity contract issued by THE EQUITABLE LIFE ASSURANCE
SOCIETY OF THE UNITED STATES. It provides for the accumulation of retirement
savings and for income. The contract also offers death benefit protection and a
number of payout options. You invest to accumulate value on a tax-deferred basis
in one or more of our variable investment options, our guaranteed interest
option or in our fixed maturity options ("investment options"). This contract
may not currently be available in all states.


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   Variable Investment Options
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   FIXED INCOME OPTIONS:
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   Domestic fixed income             Aggressive Fixed Income
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   o Alliance Money Market           o Alliance High Yield
   o Alliance Intermediate
     Government Securities
   o Alliance Quality Bond
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   EQUITY OPTIONS:
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   Domestic Equity
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   o T. Rowe Price Equity Income     o Alliance Equity Index
   o EQ/Putnam Growth &              o Merrill Lynch Basic Value
     Income Value                      Equity
   o Alliance Growth & Income        o Alliance Common Stock
   o EQ/Alliance Premier Growth      o MFS Growth with Income
   o Capital Guardian Research       o MFS Research
   o Capital Guardian U.S.
     Equity
- --------------------------------------------------------------------------------
   International Equity
- --------------------------------------------------------------------------------
   o Alliance Global                 o T. Rowe Price International
   o Alliance International            Stock
                                     o Morgan Stanley Emerging
                                       Markets Equity
- --------------------------------------------------------------------------------
   Aggressive Equity
- --------------------------------------------------------------------------------
   o Alliance Aggressive Stock       o Alliance Small Cap Growth
   o EQ/Evergreen                    o MFS Emerging Growth
   o Warburg Pincus Small              Companies
     Company Value
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   ASSET ALLOCATION OPTIONS:
- --------------------------------------------------------------------------------
   o Alliance Conservative           o EQ/Evergreen Foundation
     Investors                       o Alliance Growth Investors
   o EQ/Putnam Balanced              o Merrill Lynch World Strategy
   o Alliance Balanced
- --------------------------------------------------------------------------------

You may allocate amounts to any of the variable investment options. They, in
turn, invest in a corresponding securities portfolio ("Portfolio") of The Hudson
River Trust or EQ Advisors Trust. Your investment results in a variable
investment option will depend on the investment performance of the related
Portfolio. Each variable investment option is a subaccount of our Separate
Account A.

GUARANTEED INTEREST OPTION. You may allocate amounts to the guaranteed interest
option. This option is part of our general account and pays interest at
guaranteed rates.


FIXED MATURITY OPTIONS. You may allocate amounts to one or more fixed maturity
options. These amounts will receive a fixed rate of interest for a specified
period. Interest is earned at a guaranteed rate we set. We make a market value
adjustment (up or down) if you make transfers or withdrawals from a fixed
maturity option before its maturity date.

TYPES OF CONTRACTS. We offer the contracts for use as:

o    A nonqualified annuity ("NQ") for after-tax contributions only

o    An individual retirement annuity ("IRA"), Traditional IRA or Roth IRA
     ("Roth IRA")

o    A Traditional IRA as a conduit to hold rollover distributions ("QP IRA")
     from a qualified plan or a Tax Sheltered Annuity ("TSA").

Minimum contribution amounts ranging from $50 to $2,500 are required to purchase
a contract. The minimum amount required depends on the type of contract, NQ, IRA
or QP IRA, purchased.

Registration statements relating to this offering have been filed with the
Securities and Exchange Commission ("SEC"). The statement of additional
information ("SAI") dated     , 1999, is a part of one of the registration
statements. The SAI is available free of charge. You may request one by writing
to our Processing Office or calling 1 (800) 628-6673. The SAI has been
incorporated by reference into this prospectus. This prospectus and the SAI can
also be obtained from the SEC's website at http://www.sec.gov. The table of
contents for the SAI appears at the back of this prospectus.

THE SEC HAS NOT APPROVED OR DISAPPROVED THESE SECURITIES OR DETERMINED IF THIS
PROSPECTUS IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE. THE CONTRACTS ARE NOT INSURED BY THE FDIC OR ANY OTHER AGENCY.
THEY ARE NOT DEPOSITS OR OTHER OBLIGATIONS OF ANY BANK AND ARE NOT BANK
GUARANTEED. THEY ARE SUBJECT TO INVESTMENT RISKS AND POSSIBLE LOSS OF PRINCIPAL.

<PAGE>

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2    CONTENTS OF THIS PROSPECTUS
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CONTENTS OF THIS PROSPECTUS

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EQUI-VEST(R)

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Index of key words and phrases                                         4
Who is Equitable Life?                                                 5
How to reach us                                                        6
EQUI-VEST at a glance -- key features                                  9

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FEE TABLE                                                             12
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Examples                                                              15

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1 CONTRACT FEATURES AND BENEFITS                                      17
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How you can purchase and contribute to your contract                  17
Owner and annuitant requirements                                      19
How you can make your contributions                                   19
What are your investment options under the contract?                  19
Selecting your investment method                                      23
Allocating your contributions                                         24
Your right to cancel within a certain number of days                  24
Death benefit                                                         25

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2 DETERMINING YOUR CONTRACT'S VALUE                                   26
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Your account value                                                    26
Your contract's value in the variable investment options              26
Your contract's value in the guaranteed interest option               26
Your contract's value in the fixed maturity options                   26
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"We," "our" and "us" refer to Equitable Life.

When we address the reader of this prospectus with words such as "you" and
"your," we mean the person who has the right or responsibility that the
prospectus is discussing at that point. This is usually the contract owner.

When we use the word "contract" it also includes certificates that are issued
under group contracts in some states.


<PAGE>

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                                                 CONTENTS OF THIS PROSPECTUS   3
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3 TRANSFERRING YOUR MONEY AMONG
     INVESTMENT OPTIONS                                              27
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Transferring your account value                                      27
Automatic transfer options investment simplifier                     27
Rebalancing your account value                                       28

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4 ACCESSING YOUR MONEY                                               29
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Withdrawing your account value                                       29
Surrender of your contract to receive its cash value                 30
When we may terminate your contract                                  30
When to expect payments                                              30
Choosing your annuity payout options                                 31

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5 CHARGES AND EXPENSES                                               33
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Charges that Equitable Life deducts                                  33
Charges that the trusts deduct                                       37
Group or sponsored arrangements                                      37
Other distribution arrangements                                      38

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6 PAYMENT OF DEATH BENEFIT                                           39
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Your beneficiary and payment of benefit                              39
How death benefit payment is made                                    39
Beneficiary continuation option under
   Traditional IRA and QP IRA contracts                              40

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7 TAX INFORMATION                                                    41
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Overview                                                             41
Transfers among investment options                                   41
Taxation of nonqualified annuities                                   41
Special rules for NQ contracts issued in Puerto Rico                 42
Individual retirement arrangements ("IRAs")                          43
Federal and state income tax withholding and
   information reporting                                             56
Impact of taxes to Equitable Life                                    57

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8 MORE INFORMATION                                                   58
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About our Separate Account A                                         58
About The Hudson River Trust and EQ Advisors Trust                   58
About the general account                                            59
About our fixed maturity options                                     59
About other methods of payment                                       61
Dates and prices at which contract events occur                      61
About your voting rights                                             62
About our year 2000 progress                                         63
About legal proceedings                                              63
About our independent accountants                                    64
Transfers of ownership, collateral assignments, loans,
   and borrowing                                                     64
Distribution of the contracts                                        64

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9 INVESTMENT PERFORMANCE                                             65
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Benchmarks                                                           65
Communicating performance data                                       74

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10 INCORPORATION OF CERTAIN DOCUMENTS BY
      REFERENCE                                                      76
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APPENDICES
- --------------------------------------------------------------------------------
I - Condensed financial information                                  A-1
II - Market value adjustment example                                 B-1
III - Death benefit example                                          C-1

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STATEMENT OF ADDITIONAL INFORMATION
   TABLE OF CONTENTS
- --------------------------------------------------------------------------------
<PAGE>

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4    INDEX OF KEY WORDS AND PHRASES
- --------------------------------------------------------------------------------

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

This index should help you locate more information on the terms used in this
prospectus.


                                                                  PAGE

account value                                                      26
annuitant                                                          18
annuity payout option                                              31
beneficiary                                                        39
business day                                                       61
cash value                                                         26
conduit IRA                                                        47
contract date                                                      10
contract date anniversary                                          10
contract year                                                      10
contributions                                                      17
Contributions to Roth IRAs
  Regular contribution                                             53
  Rollover contributions                                           53
  Conversion contributions                                         54
  Direct custodian-to-custodian
     transfers                                                     53
Contributions to Traditional IRAs
  Regular contributions                                            44
  Rollover contributions                                           46
  Direct custodian-to-custodian
     transfers                                                     46
fixed maturity amount                                              22
fixed maturity options                                             22
guaranteed interest option                                         22
IRA                                                              cover
IRS                                                                41
investment options                                                 19
market adjusted amount                                             23
market value adjustment                                            23
maturity value                                                     22
NQ                                                               cover
Portfolio                                                        cover
Processing Office                                                   6
QP IRAs                                                          cover
ratcheted death benefit                                            25
rate to maturity                                                   22
recharacterized                                                    46
regular contribution                                               45
Required Beginning Date                                            47
Roth IRA                                                         cover
SAI                                                              cover
SEC                                                              cover
Substitution                                                       58
TOPS                                                                6
Traditional IRA                                                  cover
TSA                                                              cover
unit                                                               26
unit investment trust                                              58
variable investment options                                        19

To make this prospectus easier to read, we sometimes use different words than in
the contract. This is illustrated below. Although we do use different words,
they have the same meaning in this prospectus as in the contract or supplemental
materials. Your Equitable associate can provide further explanation about your
contract.



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  PROSPECTUS                    CONTRACT OR SUPPLEMENTAL MATERIALS
- --------------------------------------------------------------------------------
  fixed maturity options        Guarantee Periods or Fixed Maturity Accounts
  variable investment options   Investment Funds or Investment Divisions
  account value                 Annuity Account Value
  rate to maturity              Guaranteed Rates
  guaranteed interest option    Guaranteed Interest Account
- --------------------------------------------------------------------------------



<PAGE>

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                                                      WHO IS EQUITABLE LIFE?   5
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WHO IS EQUITABLE LIFE?

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We are The Equitable Life Assurance Society of the United States ("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
contracts. 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 over 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.


<PAGE>

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6    WHO IS EQUITABLE LIFE?
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HOW TO REACH US

You may communicate with our Processing Office as listed below for any of the
following purposes:

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FOR NQ AND IRA OWNERS WHO SEND CONTRIBUTIONS INDIVIDUALLY BY REGULAR MAIL:
- --------------------------------------------------------------------------------
Equitable Life
EQUI-VEST
Individual Collections
P.O. Box 13459
Newark, NJ 07188-0459

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FOR NQ AND IRA OWNERS WHO SEND CONTRIBUTIONS INDIVIDUALLY BY EXPRESS DELIVERY:
- --------------------------------------------------------------------------------
Equitable Life
c/o First Chicago National Processing Center
300 Harmon Meadow Boulevard, 3rd Floor
Secaucus, NJ 07094
Attn: Box 13459

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FOR ALL OTHER COMMUNICATIONS (E.G., REQUESTS FOR TRANSFERS, WITHDRAWALS, OR
REQUIRED NOTICES) SENT BY REGULAR MAIL:
- --------------------------------------------------------------------------------
Equitable Life
EQUI-VEST
P.O. Box 2996
New York, NY 10116-2996

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FOR ALL OTHER COMMUNICATIONS (E.G., REQUESTS FOR TRANSFERS, WITHDRAWALS, OR
REQUIRED NOTICES) SENT BY EXPRESS DELIVERY:
- --------------------------------------------------------------------------------
Equitable Life
EQUI-VEST
200 Plaza Drive, 2nd Floor
Secaucus, NJ 07094

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FOR NQ AND IRA CONTRIBUTIONS REMITTED BY EMPLOYERS AND SENT BY REGULAR MAIL:
- --------------------------------------------------------------------------------
Equitable Life
EQUI-VEST
Unit Collections
P.O. Box 13463
Newark, New Jersey 07188-0463

- --------------------------------------------------------------------------------
FOR NQ AND IRA CONTRIBUTIONS REMITTED BY EMPLOYERS AND SENT BY EXPRESS DELIVERY:
- --------------------------------------------------------------------------------
Equitable Life
c/o First Chicago National Processing Center
300 Harmon Meadow Boulevard, 3rd Floor
Secaucus, NJ 07094
Attn: Box 13463

- --------------------------------------------------------------------------------
REPORTS WE PROVIDE:
- --------------------------------------------------------------------------------

o    written confirmation of financial transactions;

o    annual  statement of your  contract  values as of the close of the calendar
     year;

o    statement of your contract values as of the last day of the contract year.

We reserve the right to change the frequency of these reports.

- --------------------------------------------------------------------------------
TELEPHONE OPERATED PROGRAM SUPPORT ("TOPS") SYSTEM:
- --------------------------------------------------------------------------------

TOPS is designed to provide you with up-to-date information via touch-tone
telephone. You can obtain information on:

o    your current account value;

o    your current allocation percentages; and

o    the number of units you have in the variable investment options.


<PAGE>

- --------------------------------------------------------------------------------
                                                      WHO IS EQUITABLE LIFE?   7
- --------------------------------------------------------------------------------

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

You can also:

o    change your allocation percentages and/or transfer among the variable
     investment options and the guaranteed interest option;

o    elect the investment simplifier; and

o    change your personal identification number ("PIN").


TOPS is normally available seven days a week, 24 hours a day, by calling
toll-free 1 (800) 755-7777. Of course, for reasons beyond our control, the
service may sometimes be unavailable.

We have established procedures to reasonably confirm that the instructions
communicated by telephone are genuine. For example, we will require certain
personal identification information before we will act on telephone instructions
and we will provide written confirmation of your transfers. We will not be
liable for following telephone instructions we reasonably believe to be genuine.


- --------------------------------------------------------------------------------
BY INTERNET:
- --------------------------------------------------------------------------------
You can also access information about your contract on the Internet. Please
visit our website at http://www.equitable.com, and click on EQAccess.

- --------------------------------------------------------------------------------
CUSTOMER SERVICE REPRESENTATIVE:
- --------------------------------------------------------------------------------
You may also use our toll-free number 1 (800) 628-6673 to speak with one of our
customer service representatives. Our customer service representatives are
available on each business day Monday through Thursday from 8:00 a.m. to 7:00
p.m., and on Fridays until 5:00 p.m. Eastern Time.

- --------------------------------------------------------------------------------
TOLL-FREE TELEPHONE SERVICE:
- --------------------------------------------------------------------------------
You may reach us toll-free by calling 1 (800) 841-0801 for a recording of daily
unit values for the variable investment options.

You should send all contributions, notices, and requests to our Processing
Office at an address above.

WE REQUIRE THAT THE FOLLOWING TYPES OF COMMUNICATIONS BE ON SPECIFIC FORMS WE
PROVIDE FOR THAT PURPOSE:

(1)  conversion of your Traditional IRA to a Standard Roth IRA;

(2)  cancellation of your Standard Roth IRA and return to a Traditional IRA
     contract;

(3)  election of the automatic investment program;

(4)  election of the automatic transfer options investment simplifier;

(5)  election of the automatic NQ deposit service;

(6)  election of the rebalancing program;

(7)  election of required minimum distribution option;

(8)  tax withholding election;

(9)  beneficiary continuation option election; and

(10) request for a transfer/rollover of assets or 1035 exchange to another
     carrier.

WE ALSO HAVE SPECIFIC FORMS THAT WE RECOMMEND YOU USE FOR THE FOLLOWING TYPES OF
REQUESTS:

(1)  address changes;

(2)  beneficiary changes;

(3)  transfers among investment options;

(4)  withdrawal requests; and

(5)  contract surrender.


TO CHANGE OR CANCEL ANY OF THE FOLLOWING WE REQUIRE WRITTEN NOTIFICATION
GENERALLY AT LEAST SEVEN CALENDAR DAYS BEFORE THE NEXT SCHEDULED TRANSACTION:

(1)  automatic investment program;

(2)  investment simplifier; and

(3)  rebalancing program.



<PAGE>

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8    WHO IS EQUITABLE LIFE?
- --------------------------------------------------------------------------------

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

You must sign and date all these requests. Any written request that is not on
one of our forms must include your name and your contract number along with
adequate details about the notice you wish to give or the action you wish us to
take.


SIGNATURES:

The proper  person to sign forms,  notices and  requests  would  normally be the
owner.

<PAGE>

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                                       EQUI-VEST AT A GLANCE - KEY FEATURES    9
- --------------------------------------------------------------------------------

EQUI-VEST AT A GLANCE - KEY FEATURES

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

- --------------------------------------------------------------------------------
PROFESSIONAL             EQUI-VEST's variable investment options invest in
INVESTMENT               30 different Portfolios managed by professional
MANAGEMENT               investment advisers.
- --------------------------------------------------------------------------------
GUARANTEED INTEREST      o Principal and interest guarantees
OPTION
                         o Interest rates set periodically
- --------------------------------------------------------------------------------
FIXED MATURITY           o 10 fixed maturity options with maturities ranging
OPTIONS                    from approximately 1 to 10 years.

                         o Each fixed maturity option offers a guarantee of
                           principal and interest rate if you hold it to
                           maturity.

                         o Principal guarantees.
                           -- If you make withdrawals or transfers from a fixed
                              maturity option before maturity, there will be a
                              market value adjustment due to differences in
                              interest rates. This may increase or decrease any
                              value that you have left in that fixed maturity
                              option. If you surrender your contract, a market
                              value adjustment may also apply.
- --------------------------------------------------------------------------------
TAX ADVANTAGES           o ON EARNINGS INSIDE THE      No tax on any dividends,
                           CONTRACT                    interest or capital
                                                       gains until you make
                                                       withdrawals from your
                                                       contract or receive
                                                       annuity payments.
                         -------------------------------------------------------
                         o ON TRANSFERS INSIDE THE     No tax on transfers among
                           CONTRACT                    investment options.
                         -------------------------------------------------------
                         If you are buying a contract to fund a retirement plan
                         that already provides tax deferral under the Internal
                         Revenue Code (any type of IRA) you should do so for the
                         contract's features and benefits other than tax
                         deferral. In such situations, the tax deferral of the
                         contract does not provide additional benefits.
- --------------------------------------------------------------------------------
MINIMUM CONTRIBUTION     o NQ:
AMOUNTS                    -- $1,000 (initial) or $50 (initial for payroll
                              deduction); $50 (additional).

                         o TRADITIONAL IRA AND ROTH IRA:
                           -- $50 (initial and additional).

                         o QP IRA:
                           -- $2,500 each rollover amount.
                         -------------------------------------------------------
                         Maximum contribution limits may apply.
- --------------------------------------------------------------------------------
DEATH BENEFIT PROTECTION The contract provides a death benefit for the
                         beneficiary should the annuitant die. The death
                         benefit is equal to the highest of the following:

                         o the account value, or

                         o the minimum death benefit, or

                         o if elected, the ratcheted death benefit.
- --------------------------------------------------------------------------------

<PAGE>


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10   EQUI-VEST AT A GLANCE - KEY FEATURES
- --------------------------------------------------------------------------------

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

- --------------------------------------------------------------------------------
ACCESS TO YOUR MONEY     o Lump sum withdrawals

                         o Withdrawals on a periodic basis

                         o Contract surrender

                         You may be subject to a withdrawal charge for certain
                         withdrawals. You may also incur income tax and a
                         penalty tax.
- --------------------------------------------------------------------------------
PAYOUT ALTERNATIVES      o Annuity payout options
- --------------------------------------------------------------------------------
ADDITIONAL FEATURES      o Dollar-cost averaging by automatic transfers
                           -- Interest sweep option
                           -- Fixed-dollar option

                         o Automatic investment program

                         o Account value rebalancing (quarterly, semiannually,
                           and annually)

                         o No charge on transfers among investment options

                         o Waiver of withdrawal charge for disability,
                           confinement to a nursing home and terminal illness
- --------------------------------------------------------------------------------
FEES AND CHARGES         o Daily charge on amounts invested in variable
                           investment options for mortality and expense risks
                           and other expenses at an annual rate of 1.20%.

                         o If your account value at the end of the contract
                           year is less than $25,000 for NQ and QP IRA contracts
                           (or less than $20,000 for Traditional IRA and Roth
                           IRA contracts), we deduct an annual administrative
                           charge equal to $30 or during the first two contract
                           years 2% of your account value, if less ($65
                           maximum). If your account value is $25,000 or more
                           for NQ and QP IRA contracts (or $20,000 or more for
                           Traditional IRA and Roth IRA contracts), we will not
                           deduct the charge.

                         o Third-party transfer or exchange -- $25 currently
                           ($65 maximum) per occurrence.

                         o No sales charge deducted when you make
                           contributions.

                         o We deduct a charge equal to 6% of contributions
                           that have been withdrawn if such contributions were
                           made in the current and five prior contract years.
                           There is no charge in any contract year in which the
                           amount withdrawn does not exceed 15% of your account
                           value at the time of your withdrawal request minus
                           prior withdrawals in that contract year. There are
                           many circumstances under which the withdrawal charge
                           will not apply. They are discussed under "Charges and
                           expenses" later in this prospectus.

                         -------------------------------------------------------
                         The 12-month period beginning on your contract date and
                         each 12-month period after that date is a "contract
                         year." The end of each 12-month period is your
                         "contract date anniversary." The "contract date" is the
                         effective date of a contract. This usually is the
                         business day we receive your initial contribution. Your
                         contract date will be shown in your contract.
                         -------------------------------------------------------
- --------------------------------------------------------------------------------


<PAGE>

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                                      EQUI-VEST AT A GLANCE - KEY FEATURES    11
- --------------------------------------------------------------------------------

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

Fees and charges         o We deduct an annual charge equal to 0.15% of the
(CONTINUED)                account value on each contract date anniversary if
                           you elect the optional ratcheted death benefit.

                         o We deduct a charge for taxes such as premium taxes
                           that may be imposed in your state. The charge is
                           generally deducted from the amount applied to an
                           annuity payout option.

                         o We generally deduct a $350 annuity administrative
                           fee from amounts applied to purchase certain life
                           annuity payout options.

                         o Annual expenses of The Hudson River Trust and EQ
                           Advisors Trust Portfolios are calculated as a
                           percentage of the average daily net assets invested
                           in each Portfolio. These expenses include management
                           and advisory fees ranging from 0.31% to 1.15%
                           annually, 12b-1 fees of 0.25% annually, and other
                           expenses.

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

THE ABOVE IS NOT A COMPLETE DESCRIPTION OF ALL MATERIAL PROVISIONS OF THE
CONTRACT. IN SOME CASES RESTRICTIONS OR EXCEPTIONS APPLY. MAXIMUM EXPENSE
LIMITATIONS APPLY TO CERTAIN VARIABLE INVESTMENT OPTIONS, AND RIGHTS ARE
RESERVED TO CHANGE OR WAIVE CERTAIN CHARGES WITHIN SPECIFIED LIMITS. ALSO, ALL
FEATURES OF THE CONTRACT ARE NOT NECESSARILY AVAILABLE IN YOUR STATE OR AT
CERTAIN AGES.

For more detailed information we urge you to read the contents of this
prospectus, as well as your contract. Please feel free to speak with your
Equitable associate, or call us, if you have any questions.


<PAGE>

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12   FEE TABLE
- --------------------------------------------------------------------------------

FEE TABLE

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

The fee table below will help you understand the various charges and expenses
that apply to your contract. The table reflects charges you will directly incur
under the contract, as well as charges and expenses of the Portfolios that you
will bear indirectly. Charges for taxes, such as premium taxes, may also apply.
Also, an administrative fee may apply when your annuity payments are to begin.
Each of the charges and expenses is more fully described under "Charges and
expenses" later in this prospectus. For a complete description of Portfolio
charges and expenses, please see the attached prospectuses for The Hudson River
Trust and EQ Advisors Trust.

The guaranteed interest option and fixed maturity options are not covered by the
fee table and examples. However, the annual administrative charge, the
withdrawal charge, the ratcheted death benefit charge, and the third-party
transfer or exchange fee do apply to the guaranteed interest option and fixed
maturity options. Also, an administrative fee may apply when your annuity
payments are to begin. A market value adjustment (up or down) may apply as a
result of a withdrawal, transfer or surrender of amounts from a fixed maturity
option.



- --------------------------------------------------------------------------------
CHARGES WE DEDUCT FROM YOUR VARIABLE INVESTMENT OPTIONS (SEPARATE ACCOUNT A)
EXPRESSED AS AN ANNUAL PERCENTAGE OF DAILY NET ASSETS
- --------------------------------------------------------------------------------
Mortality and expense risk(1)                                           0.95%
Other expenses                                                          0.25%
                                                                        ----
Total Separate Account A annual expenses(2)                             1.20%
- --------------------------------------------------------------------------------
CHARGES WE DEDUCT FROM YOUR ACCOUNT VALUE ON EACH CONTRACT DATE ANNIVERSARY
- --------------------------------------------------------------------------------
Maximum annual administrative charge(3)
  If your account value on a contract date anniversary
   is less than $25,000 for NQ and QP IRA contracts
   (or less than $20,000 for Traditional IRA and Roth
   IRA contracts)                                                       $30
  If your account value on a contract date anniversary
   is $25,000 or more for NQ and QP IRA contracts
   (or $20,000 or more for Traditional IRA and Roth IRA
   contracts)                                                            $0
- --------------------------------------------------------------------------------
CHARGES WE DEDUCT FROM YOUR ACCOUNT VALUE AT THE TIME YOU REQUEST CERTAIN
TRANSACTIONS
- --------------------------------------------------------------------------------
Maximum withdrawal charge(4)                                             6%
Third-party transfer or exchange fee(5)                 $25 for each occurrence
- --------------------------------------------------------------------------------
CHARGES WE DEDUCT FROM YOUR ACCOUNT VALUE EACH YEAR IF YOU ELECT THE OPTIONAL
BENEFIT
- --------------------------------------------------------------------------------
Ratcheted death benefit charge (as a percentage
of your account value this charge is deducted
annually on each contract date anniversary)                           0.15%
- --------------------------------------------------------------------------------


<PAGE>

- --------------------------------------------------------------------------------
                                                                    FEE TABLE 13
- --------------------------------------------------------------------------------


<TABLE>
<CAPTION>

THE HUDSON RIVER TRUST ANNUAL EXPENSES
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS IN EACH PORTFOLIO)

- ------------------------------------------------------------------------------------------------------------------------
                                                                                                        Total
                                                                                                        Annual
                                              Investment                                               Expenses
                                              Management &                           Other          (After Expense
                                             Advisory Fees      12b-1 Fee(6)        Expenses        Limitation)(6)(7)
- ------------------------------------------------------------------------------------------------------------------------
<S>                                             <C>               <C>               <C>                <C>
Alliance Aggressive Stock                       0.54%             0.25%             0.03%              0.82%
Alliance Balanced                               0.41%             0.25%             0.04%              0.70%
Alliance Common Stock                           0.36%             0.25%             0.03%              0.64%
Alliance Conservative Investors                 0.48%             0.25%             0.05%              0.78%
Alliance Equity Index                           0.31%             0.25%             0.03%              0.59%
Alliance Global                                 0.64%             0.25%             0.07%              0.96%
Alliance Growth & Income                        0.55%             0.25%             0.03%              0.83%
Alliance Growth Investors                       0.51%             0.25%             0.04%              0.80%
Alliance High Yield                             0.60%             0.25%             0.03%              0.88%
Alliance Intermediate Government Securities     0.50%             0.25%             0.05%              0.80%
Alliance International                          0.90%             0.25%             0.16%              1.31%
Alliance Money Market                           0.35%             0.25%             0.02%              0.62%
Alliance Quality Bond                           0.53%             0.25%             0.03%              0.81%
Alliance Small Cap Growth                       0.90%             0.24%             0.06%              1.20%
- ------------------------------------------------------------------------------------------------------------------------


EQ ADVISORS TRUST ANNUAL EXPENSES
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS IN EACH PORTFOLIO)

- ------------------------------------------------------------------------------------------------------------------------
                                                                                                       Total
                                                                                     Other             Annual
                                               Investment                          Expenses           Expenses
                                              Management &                       (After Expense    (After Expense
                                             Advisory Fees      12b-1 Fee(6)     Limitation)(8)     Limitation)(8)
- ------------------------------------------------------------------------------------------------------------------------
<S>                                             <C>               <C>               <C>                <C>
EQ/Alliance Premier Growth                      0.90%             0.25%             0.00%              1.15%
Capital Guardian Research                       0.65%             0.25%             0.05%              0.95%
Capital Guardian U.S. Equity                    0.65%             0.25%             0.05%              0.95%
EQ/Evergreen                                    0.75%             0.25%             0.05%              1.05%
EQ/Evergreen Foundation                         0.63%             0.25%             0.07%              0.95%
MFS Emerging Growth Companies                   0.55%             0.25%             0.05%              0.85%
MFS Growth with Income                          0.55%             0.25%             0.05%              0.85%
MFS Research                                    0.55%             0.25%             0.05%              0.85%
Merrill Lynch Basic Value Equity                0.55%             0.25%             0.05%              0.85%
Merrill Lynch World Strategy                    0.70%             0.25%             0.25%              1.20%
Morgan Stanley Emerging Markets Equity          1.15%             0.25%             0.35%              1.75%
EQ/Putnam Balanced                              0.55%             0.25%             0.10%              0.90%
EQ/Putnam Growth & Income Value                 0.55%             0.25%             0.05%              0.85%
T. Rowe Price Equity Income                     0.55%             0.25%             0.05%              0.85%
T. Rowe Price International Stock               0.75%             0.25%             0.20%              1.20%
Warburg Pincus Small Company Value              0.65%             0.25%             0.10%              1.00%
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

- --------------------------------------------------------------------------------
14   FEE TABLE
- --------------------------------------------------------------------------------

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

Notes:

(1)  A portion of this charge is for providing the death benefit.

(2)  The total Separate Account A annual expenses of the variable investment
     options are not permitted to exceed a total annual rate of 2.00%.

(3)  During the first two contract years this charge is equal to the lesser of
     $30 or 2% of your account value if it applies. Thereafter, the charge is
     $30 for each contract year.

(4)  Deducted upon a withdrawal of amounts in excess of the 15% free withdrawal
     amount. Important exceptions and limitations may eliminate or reduce this
     charge.

(5)  We reserve the right to increase this charge to a maximum of $65 for each
     occurrence.

(6)  The Class IB shares of The Hudson River Trust and EQ Advisors Trust are
     subject to fees imposed under distribution plans (the "Rule 12b-1 Plans")
     adopted by The Hudson River Trust and EQ Advisors Trust pursuant to Rule
     12b-1 under the Investment Company Act of 1940, as amended. The 12b-1 fee
     will not be increased for the life of the contracts. The Rule 12b-1 Plan
     for the Alliance Small Cap Growth Portfolio provides that EQ Financial
     Consultants, Inc. ("EQF") will receive an annual fee not to exceed the
     lesser of (a) 0.25% of the average daily net assets of the Portfolio
     attributable to Class IB shares and (b) an amount that, when added to
     certain other expenses of the Class IB shares, would result in the ratio of
     expenses to average daily net assets attributable to Class IB shares
     equaling 1.20%. Absent the expense limitation, the total annual expenses
     for 1998 for the Alliance Small Cap Growth Portfolio would have been 1.21%.

(7)  The fees and expenses shown for all Portfolios are for the year ended
     December 31, 1998. The investment management and advisory fee for each
     Portfolio of The Hudson River Trust may vary from year to year depending
     upon the average daily net assets of the respective Portfolio. The maximum
     investment management and advisory fees, however, cannot be increased
     without a vote of that Portfolio's shareholders. See the prospectus for The
     Hudson River Trust. The other direct operating expenses will also fluctuate
     from year to year depending on actual expenses.

     The Alliance Balanced Portfolio and Alliance Quality Bond Portfolio
     commenced distributions on July 8, 1998.

(8)  The investment management and advisory fees for each Portfolio of EQ
     Advisors Trust cannot be increased without a vote of that Portfolio's
     shareholders. The amounts shown as "Other Expenses" will fluctuate from
     year to year depending on actual expenses. However, EQF, EQ Advisors
     Trust's manager, has entered into an expense limitation agreement with
     respect to each Portfolio. Under this agreement EQF has agreed to waive or
     limit its fees and assume other expenses. Under the expense limitation
     agreement, total annual operating expenses of each Portfolio (other than
     interest, taxes, brokerage commissions, capitalized expenditures,
     extraordinary expenses and 12b-1 fees) are limited for the average daily
     net assets of each Portfolio as follows: 0.60% for EQ/Putnam Growth &
     Income Value, MFS Emerging Growth Companies, MFS Growth with Income, MFS
     Research, Merrill Lynch Basic Value Equity, and T. Rowe Price Equity
     Income; 0.65% for EQ/Putnam Balanced; 0.70% for Capital Guardian, Capital
     Guardian U.S. Equity, and EQ/Evergreen Foundation; 0.75% for Warburg Pincus
     Small Company Value; 0.80% for EQ/Evergreen; 0.90% for EQ/Alliance Premier
     Growth; 0.95% for Merrill Lynch World Strategy and T. Rowe Price
     International Stock; and 1.50% for Morgan Stanley Emerging Markets Equity.

     Absent the expense limitation, "Other Expenses" for 1998 on an annualized
     basis for each of the Portfolios would have been as follows: 0.24% for MFS
     Emerging Growth Companies, EQ/Putnam Growth & Income Value, and T. Rowe
     Price Equity Income; 0.25% for MFS Research; 0.26% for Merrill Lynch Basic
     Value Equity; 0.66% for Merrill Lynch World Strategy; 1.23% for Morgan
     Stanley Emerging Markets Equity, 0.45% for EQ/Putnam Balanced; 0.40% for T.
     Rowe Price International Stock; and 0.27% for Warburg Pincus Small Company
     Value. For the following Portfolios, the "Other Expenses" for 1999, absent
     the expense limitation, are estimated to be as follows: 0.74% for
     EQ/Alliance Premier Growth, Capital Guardian Research, and Capital Guardian
     U.S. Equity; 0.76% for EQ/Evergreen; 0.86% for EQ/Evergreen Foundation;
     0.59% for MFS Growth with Income. Initial seed capital was invested on
     December 31, 1998 for the EQ/Evergreen, EQ/Evergreen Foundation, and MFS
     Growth with Income Portfolios. The EQ/Alliance Premier Growth, Capital
     Guardian Research, and Capital Guardian U.S. Equity Portfolios commenced
     operations on May 1, 1999.



<PAGE>

- --------------------------------------------------------------------------------
                                                                    FEE TABLE 15
- --------------------------------------------------------------------------------

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

     Each Portfolio may at a later date make a reimbursement to EQF for any of
     the management fees waived or limited and other expenses assumed and paid
     by EQF pursuant to the expense limitation agreement provided, that among
     other things, such Portfolio has reached sufficient size to permit such
     reimbursement to be made and provided that the Portfolio's current annual
     operating expenses do not exceed the operating expense limit determined for
     such Portfolio.

EXAMPLES

The examples below show the expenses that a hypothetical contract owner would
pay in the situations illustrated. We assume a $1,000 contribution is invested
in one of the variable investment options listed, and a 5% annual return is
earned on the assets in that option. We also assume that the ratcheted death
benefit is elected and there is no waiver of the withdrawal charge.(1) We
calculate the annual administrative charge by using the total actual annual
administrative charges for 1998 under total EQUI-VEST contracts that we issue as
a percentage of the total assets held under those EQUI-VEST contracts.

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


<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------
                                               IF YOU SURRENDER YOUR   IF YOU DO NOT SURRENDER
                                                CONTRACT AT THE END       YOUR CONTRACT AT
                                               OF EACH PERIOD SHOWN,   THE END OF EACH PERIOD
                                                    THE EXPENSES             SHOWN, THE
                                                     WOULD BE:           EXPENSES WOULD BE:
                                              ------------------------------------------------
                                                  1 YEAR      3 YEARS      1 YEAR      3 YEARS
- ----------------------------------------------------------------------------------------------
THE HUDSON RIVER TRUST OPTIONS
- ----------------------------------------------------------------------------------------------
<S>                                           <C>         <C>          <C>         <C>
Alliance Aggressive Stock                     $           $            $           $
Alliance Balanced                             $           $            $           $
Alliance Common Stock                         $           $            $           $
Alliance Conservative Investors               $           $            $           $
Alliance Equity Index                         $           $            $           $
Alliance Global                               $           $            $           $
                                                        [to be inserted by amendment]
Alliance Growth & Income                      $           $            $           $
Alliance Growth Investors                     $           $            $           $
Alliance High Yield                           $           $            $           $
Alliance Intermediate Government Securities   $           $            $           $
Alliance International                        $           $            $           $
Alliance Money Market                         $           $            $           $
Alliance Quality Bond                         $           $            $           $
Alliance Small Cap Growth                     $           $            $           $
- ----------------------------------------------------------------------------------------------
</TABLE>


<PAGE>

- --------------------------------------------------------------------------------
16   FEE TABLE
- --------------------------------------------------------------------------------

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

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------
                                          IF YOU SURRENDER YOUR   IF YOU DO NOT SURRENDER
                                           CONTRACT AT THE END       YOUR CONTRACT AT
                                          OF EACH PERIOD SHOWN,   THE END OF EACH PERIOD
                                               THE EXPENSES             SHOWN, THE
                                                WOULD BE:           EXPENSES WOULD BE:
                                         ------------------------------------------------
                                             1 YEAR      3 YEARS      1 YEAR      3 YEARS
- ----------------------------------------------------------------------------------------------
EQ ADVISORS TRUST OPTIONS
- ----------------------------------------------------------------------------------------------
<S>                                      <C>         <C>          <C>         <C>
EQ/Alliance Premier Growth
Capital Guardian Research
Capital Guardian U.S. Equity
EQ/Evergreen
EQ/Evergreen Foundation
MFS Emerging Growth Companies
MFS Research
MFS Growth with Income                   (To be inserted by       (To be inserted by
                                         Amendment)               Amendment)
Merrill Lynch Basic Value Equity
Merrill Lynch World Strategy
Morgan Stanley Emerging Markets Equity
EQ/Putnam Balanced
EQ/Putnam Growth & Income Value
T. Rowe Price Equity Income
T. Rowe Price International Stock
Warburg Pincus Small Company Value
- ----------------------------------------------------------------------------------------------
</TABLE>

(1)  The amount accumulated from the $1,000 contribution could not be paid in
     the form of an annuity payout option at the end of any of the periods shown
     in the examples. This is because if the amount applied to purchase an
     annuity payout option is less than $2,000, or the initial payment is less
     than $20, we may pay the amount to you in a single sum instead of as
     payments under an annuity payout option. See "Accessing your money."

IF YOU ELECT THE OPTIONAL RATCHETED DEATH BENEFIT:

The above examples do not reflect a charge for the optional ratcheted death
benefit. If you elect the optional ratcheted death benefit we will also deduct
an annual charge equal to 0.15% of your account value on each contract date
anniversary.

IF YOU ELECT AN ANNUITY PAYOUT OPTION:

Assuming an annuity payout option could be issued, (see Note (1) above), and you
elect a life annuity payout option, the expenses shown in the above example for
"if you do not surrender your contract" would, in each case, be increased by
$4.43 based on the average amount applied to annuity payout options in 1998. See
"Annuity administrative fee" under "Charges and expenses."


CONDENSED FINANCIAL INFORMATION

Please see Appendix I at the end of this prospectus for the unit values and the
number of units outstanding as of the end of the period shown for each of the
variable investment options.


<PAGE>

- --------------------------------------------------------------------------------
                                           CONTRACT FEATURES AND BENEFITS     17
- --------------------------------------------------------------------------------

1 CONTRACT FEATURES AND BENEFITS

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

HOW YOU CAN PURCHASE AND CONTRIBUTE TO YOUR CONTRACT

You may purchase a contract by making payments to us we call "contributions." We
require a minimum contribution amount for each type of contract purchased. The
minimum contribution amount under our automatic investment program is $20. We
discuss the automatic investment program under "About other methods of payment"
later in this prospectus. The following table summarizes our rules regarding
contributions to your contract.



<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
CONTRACT            MINIMUM                       SOURCE OF                               LIMITATIONS ON
TYPE                CONTRIBUTIONS                 CONTRIBUTIONS                           CONTRIBUTIONS
- ----------------------------------------------------------------------------------------------------------------------------
<S>                 <C>                           <C>                                     <C>
NQ                  $1,000 (initial),             o After-tax money.                      Not applicable.
                    $ 50 (additional)

                                                  o Paid to us by check or
                                                    transfer of contract value
                                                    in a tax deferred exchange
                                                    under Section 1035 of the
                                                    Internal Revenue Code.

                                                  o Paid to us by an employer
                                                    who establishes a payroll
                                                    deduction program.
- ----------------------------------------------------------------------------------------------------------------------------
Traditional IRA     $50 (initial and additional)  o "Regular" traditional IRA             o For all types of IRAs, regular
                                                    contributions either made by            IRA contributions may not
                                                    you or paid to us by an                 exceed $2,000 for a year.
                                                    employer who establishes a
                                                    payroll deduction program.            o No additional regular IRA
                                                                                            contributions in the year you
                                                  o Rollovers from a qualified plan.        turn age 70 1/2 and thereafter.

                                                  o Rollovers from a TSA.                 o Rollover and direct transfer
                                                                                            contributions after age 701|M/2
                                                  o Rollovers from another                  must be net of required
                                                    traditional individual retirement       minimum distributions.
                                                    arrangement.

                                                  o Direct custodian-to-custodian
                                                    transfers from other traditional
                                                    individual retirement arrangements.
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

- --------------------------------------------------------------------------------
18   CONTRACT FEATURES AND BENEFITS
- --------------------------------------------------------------------------------

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

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
CONTRACT            MINIMUM                       SOURCE OF                               LIMITATIONS ON
TYPE                CONTRIBUTIONS                 CONTRIBUTIONS                           CONTRIBUTIONS
- ----------------------------------------------------------------------------------------------------------------------------
<S>                 <C>                           <C>                                     <C>
Roth IRA            $50 (initial and additional)  o Regular after-tax contributions       o For all types of IRAs, regular
                                                    either made by you or paid to           IRA contributions may not
                                                    us by an employer who                   exceed $2,000 for a year.
                                                    establishes a payroll deduction
                                                    program.                              o Contributions are subject to
                                                                                            income limits and other tax
                                                  o Rollovers from another Roth             rules. See "Tax information --
                                                    IRA.                                    Contributions to Roth IRAs."

                                                  o Conversion rollovers from a
                                                    traditional IRA.

                                                  o Direct transfers from another
                                                    Roth IRA.

- ----------------------------------------------------------------------------------------------------------------------------
QP Traditional      $2,500                        o Rollovers from a qualified plan.      o Rollover contributions after age
IRA                                                                                         70 1/2 must be net of required
                                                  o Rollovers from a TSA.                   minimum distributions.

                                                  o The EQUI-VEST QP Traditional          o Regular after-tax contributions
                                                    IRA contract is intended to be a        are not permitted.
                                                    conduit IRA. Only rollovers from
                                                    a qualified plan or TSA are
                                                    permitted.
- ----------------------------------------------------------------------------------------------------------------------------

</TABLE>

See "Tax information" for a more detailed discussion of sources of contributions
and certain contribution limitations. We may refuse to accept any contribution
if the sum of all contributions under all EQUI-VEST contracts with the same
annuitant would then total more than $1,000,000. We may also refuse to accept
any contribution if the sum of all contributions under all Equitable Life
annuity accumulation contracts that you own would then total more than
$2,500,000.
- ------------------------------------------------------------------------------
The "annuitant" is the person who is the measuring life for determining contract
benefits. The annuitant is not necessarily the contract owner.
- ------------------------------------------------------------------------------
For information on when contributions are credited see "Dates and prices at
which contract events occur" under "More information" later in this prospectus.


<PAGE>

- --------------------------------------------------------------------------------
                                           CONTRACT FEATURES AND BENEFITS     19
- --------------------------------------------------------------------------------

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

OWNER AND ANNUITANT REQUIREMENTS

Under NQ contracts, the annuitant can be different than the owner.

Under any type of the IRA contract, the owner and annuitant must be the same
person.


HOW YOU CAN MAKE YOUR CONTRIBUTIONS

Except as indicated below, contributions must be by check drawn on a U.S. bank
in U.S. dollars, and made payable to Equitable Life. We do not accept
third-party checks endorsed to us except for rollover contributions, tax-free
exchanges or trustee checks that involve no refund. All checks are subject to
our ability to collect the funds. We reserve the right to reject a payment if it
is received in an unacceptable form.

You may also make contributions by wire transfer or our automatic investment
program. See "About other methods of payment" under "More information" later in
this prospectus.

Your initial contribution must generally be accompanied by an application and
any other form we need to process the payments. If any information is missing or
unclear, we will try to obtain that information. If we are unable to obtain all
of the information we require within five business days after we receive an
incomplete application or form, we will inform the Equitable associate
submitting the application on your behalf. We will then return the contribution
to you unless you specifically direct us to keep your contribution until we
receive the required information.

Generally, you may make additional contributions at any time. You may do so in
single sum amounts, on a regular basis, or as your financial situation permits.

- --------------------------------------------------------------------------------
Generally our "business day" is any day on which Equitable Life is open and the
New York Stock Exchange is open for trading.
- --------------------------------------------------------------------------------

SECTION 1035 EXCHANGES


You may apply the value of an existing nonqualified deferred annuity contract
(or life insurance or endowment contract) to purchase an NQ contract in a
tax-free exchange if you follow certain procedures as shown in the form that we
require you to use. Also see "Tax information" later in this prospectus.


WHAT ARE YOUR INVESTMENT OPTIONS UNDER THE CONTRACT?

Your investment options are the variable investment options, the guaranteed
interest option and the fixed maturity options.


VARIABLE INVESTMENT OPTIONS

Your investment results in any one of the 30 variable investment options will
depend on the investment performance of the underlying Portfolios. Listed below
are the currently available Portfolios, their investment objectives, and their
advisers.

- --------------------------------------------------------------------------------
You can choose from among 30 variable investment options.
- --------------------------------------------------------------------------------


<PAGE>

- --------------------------------------------------------------------------------
20   CONTRACT FEATURES AND BENEFITS
- --------------------------------------------------------------------------------

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

PORTFOLIOS OF THE HUDSON RIVER TRUST



<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
PORTFOLIO NAME                     OBJECTIVE                                          ADVISER
- ------------------------------------------------------------------------------------------------------------------------
<S>                               <C>                                                <C>
Alliance Aggressive Stock         Long-term growth of capital                        Alliance Capital Management L.P.
- ------------------------------------------------------------------------------------------------------------------------
Alliance Balanced                 High return through a combination of current       Alliance Capital Management L.P.
                                  income and capital appreciation
- ------------------------------------------------------------------------------------------------------------------------
Alliance Common Stock             Long-term growth of capital and increasing         Alliance Capital Management L.P.
                                  income
- ------------------------------------------------------------------------------------------------------------------------
Alliance Conservative Investors   High total return without, in the adviser's        Alliance Capital Management L.P.
                                  opinion, undue risk to principal
- ------------------------------------------------------------------------------------------------------------------------
Alliance Equity Index             Total return (before The Hudson River Trust and    Alliance Capital Management L.P.
                                  Separate Account A annual expenses) that
                                  approximates the total return performance of the
                                  Standard & Poor's 500 Composite Stock Price
                                  Index
- ------------------------------------------------------------------------------------------------------------------------
Alliance Global                   Long-term growth of capital                        Alliance Capital Management L.P.
- ------------------------------------------------------------------------------------------------------------------------
Alliance Growth & Income          High total return through a combination of         Alliance Capital Management L.P.
                                  current income and capital appreciation
- ------------------------------------------------------------------------------------------------------------------------
Alliance Growth Investors         High total return consistent with the adviser's    Alliance Capital Management L.P.
                                  determination of reasonable risk
- ------------------------------------------------------------------------------------------------------------------------
Alliance High Yield               High return by maximizing current income and,      Alliance Capital Management L.P.
                                  to the extent consistent with that objective,
                                  capital appreciation
- ------------------------------------------------------------------------------------------------------------------------
Alliance Intermediate             High current income consistent with relative       Alliance Capital Management L.P.
Government Securities             stability of principal
- ------------------------------------------------------------------------------------------------------------------------
Alliance International            Long-term growth of capital                        Alliance Capital Management L.P.
- ------------------------------------------------------------------------------------------------------------------------
Alliance Money Market             High level of current income while preserving      Alliance Capital Management L.P.
                                  assets and maintaining liquidity
- ------------------------------------------------------------------------------------------------------------------------
Alliance Small Cap Growth         Long-term growth of capital                        Alliance Capital Management L.P.
- ------------------------------------------------------------------------------------------------------------------------
Alliance Quality Bond             High current income consistent with preservation   Alliance Capital Management L.P.
                                  of capital
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

- --------------------------------------------------------------------------------
                                              CONTRACT FEATURES AND BENEFITS  21
- --------------------------------------------------------------------------------


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

PORTFOLIOS OF EQ ADVISORS TRUST

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------------------
 Portfolio Name                      Objective                                          Adviser
- --------------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>                                                <C>
 EQ/Alliance Premier Growth         Long-term growth of capital                        Alliance Capital Management L.P.
- --------------------------------------------------------------------------------------------------------------------------------
 Capital Guardian Research          Long-term growth of capital                        Capital Guardian Trust Company
- --------------------------------------------------------------------------------------------------------------------------------
 Capital Guardian U.S. Equity       Long-term growth of capital                        Capital Guardian Trust Company
- --------------------------------------------------------------------------------------------------------------------------------
 EQ/Evergreen                       Capital appreciation                               Evergreen Asset Management Corp.
- --------------------------------------------------------------------------------------------------------------------------------
 EQ/Evergreen Foundation            In order of priority, reasonable income,           Evergreen Asset Management Corp.
                                    conservation of capital, and capital appreciation
- --------------------------------------------------------------------------------------------------------------------------------
 MFS Emerging Growth                Long-term growth of capital                        Massachusetts Financial Services Company
 Companies
- --------------------------------------------------------------------------------------------------------------------------------
 MFS Growth with Income             Reasonable current income and long-term            Massachusetts Financial Services Company
                                    growth of capital and income
- --------------------------------------------------------------------------------------------------------------------------------
 MFS Research                       Long-term growth of capital and future income      Massachusetts Financial Services Company
- --------------------------------------------------------------------------------------------------------------------------------
 Merrill Lynch Basic Value Equity   Capital appreciation and, secondarily, income      Merrill Lynch Asset Management, L.P.
- --------------------------------------------------------------------------------------------------------------------------------
 Merrill Lynch World Strategy       High total investment return                       Merrill Lynch Asset Management, L.P.
- --------------------------------------------------------------------------------------------------------------------------------
 Morgan Stanley Emerging            Long-term capital appreciation                     Morgan Stanley Asset Management
- --------------------------------------------------------------------------------------------------------------------------------
 Markets Equity
- --------------------------------------------------------------------------------------------------------------------------------
 EQ/Putnam Balanced                 Balanced investment                                Putnam Investment Management, Inc.
- --------------------------------------------------------------------------------------------------------------------------------
 EQ/Putnam Growth & Income          Capital growth, current income is a secondary      Putnam Investment Management, Inc.
 Value                              objective
- --------------------------------------------------------------------------------------------------------------------------------
 T. Rowe Price Equity Income        Substantial dividend income and also capital       T. Rowe Price Associates, Inc.
                                    appreciation
- --------------------------------------------------------------------------------------------------------------------------------
 T. Rowe Price International        Long-term growth of capital                        Rowe Price-Fleming International, Inc.
 Stock
- --------------------------------------------------------------------------------------------------------------------------------
 Warburg Pincus Small Company       Long-term capital appreciation                     Warburg Pincus Asset Management, Inc.
 Value
- --------------------------------------------------------------------------------------------------------------------------------
</TABLE>

Other important information about the Portfolios is included in the separate
prospectuses for The Hudson River Trust and EQ Advisors Trust attached at the
end of this prospectus. See "Proposed substitution of Portfolios" under "More
information" for information regarding the proposed substitution of newly
created Portfolios of EQ Advisors Trust for the Portfolios of The Hudson River
Trust currently available under the variable investment options.

<PAGE>

- --------------------------------------------------------------------------------
22   CONTRACT FEATURES AND BENEFITS
- --------------------------------------------------------------------------------


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

GUARANTEED INTEREST OPTION

The guaranteed interest option is part of our general account and pays interest
at guaranteed rates. We discuss our general account under "More information."

We assign an interest rate to each amount allocated to the guaranteed interest
option. This rate is guaranteed for a specified period, depending on when the
allocation is made. Therefore, different interest rates may apply to different
amounts in the guaranteed interest option.

We credit interest daily to amounts in the guaranteed interest option. There are
three levels of interest in effect at the same time in the guaranteed interest
option:

(1) the minimum interest rate guaranteed over the life of the contract,

(2) the yearly guaranteed interest rate for the calendar year, and

(3) the current interest rate.

We set current interest rates periodically, according to our procedures that we
have in effect at the time. All interest rates are effective annual rates, but
before deduction of annual administrative charges or any withdrawal charges.

The yearly guaranteed interest rate is 4% for 1999 and 4% for the year 2000. The
yearly rates we set will never be less than the minimum guaranteed interest rate
of 3% for the life of the contract. A 4% minimum may apply under some contracts.
Current interest rates will never be less than the yearly guaranteed interest
rate.


FIXED MATURITY OPTIONS

We offer fixed maturity options with maturity dates ranging from one to ten
years. You can allocate your contributions to one or more of these fixed
maturity options. However, you may not allocate more than one contribution to
any one fixed maturity option. These amounts become part of our general account
assets. They will accumulate interest at the "rate to maturity" for each fixed
maturity option. The total amount you allocate to and accumulate in each fixed
maturity option is called the "fixed maturity amount." The fixed maturity
options are not available in contracts issued in Maryland. For contracts issued
in New York see "Charges and expenses" for information on withdrawal charges
when amounts are allocated to the fixed maturity options.

- --------------------------------------------------------------------------------
Fixed maturity options range from one to ten years to maturity
- --------------------------------------------------------------------------------

The rate to maturity you will receive for each fixed maturity option is the rate
to maturity in effect for new contributions allocated to that fixed maturity
option on the date we apply your contribution. This rate will never be less than
3%. If you make any withdrawals or transfers from a fixed maturity option before
the maturity date, we will make a market value adjustment that may increase or
decrease any fixed maturity amount you have left in that fixed maturity option.
We discuss the market value adjustment below and in greater detail later in this
prospectus under "More information."

On the maturity date of a fixed maturity option your fixed maturity amount,
assuming you have not made any withdrawals or transfers, will equal your
contribution to that fixed maturity option plus interest, at the rate to
maturity for that contribution, to the date of the calculation. This is the
fixed maturity option's "maturity value." Before maturity, the current value we
will report for your fixed maturity amount will reflect a market value
adjustment. Your current value will reflect the market value adjustment that we
would make if you were to withdraw all of your fixed maturity amounts on the
date of the report. We call this your "market adjusted amount."

FIXED MATURITY OPTIONS AND MATURITY DATES. We currently offer fixed maturity
options ending on June 15th for each of the maturity years 2000 through 2009.
See "Allocating your contributions" below. As fixed maturity options expire, we
expect to add maturity years so that generally 10 fixed maturity options are
available at any time.

We will not accept allocations to a fixed maturity option if on the date the
contribution is to be applied:
<PAGE>

- --------------------------------------------------------------------------------
                                              CONTRACT FEATURES AND BENEFITS  23
- --------------------------------------------------------------------------------


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

o  you previously allocated a contribution or made a transfer to the same
   fixed maturity option; or

o  the fixed maturity option's maturity date is within the current calendar
   year; or

o  the fixed maturity option's maturity date is later than the date annuity
   payments are to begin.

YOUR CHOICES AT THE MATURITY DATE. We will notify you at least 45 days before
each of your fixed maturity options is scheduled to mature. At that time, you
may choose to have one of the following take place on the maturity date, as long
as none of the conditions listed above or in "Allocating your contributions,"
below would apply:

(a) transfer the maturity value into another available fixed maturity option,
    or into any of the variable investment options; or

(b) withdraw the maturity value (there may be a withdrawal charge).

If we do not receive your choice on or before the fixed maturity option's
maturity date, we will automatically transfer your maturity value into the
Alliance Money Market option, or another investment option if we are required to
do so by any state regulation. Such a case is the State of New York where a
different rule applies. See "Contracts issued in New York - fixed maturity
options."


MARKET VALUE ADJUSTMENT. If you make any withdrawals (including transfers,
surrender or termination of your contract, or when we make deductions for
charges) from a fixed maturity option before it matures we will make a market
value adjustment, which will increase or decrease any fixed maturity amount you
have in that fixed maturity option. The amount of the adjustment will depend on
two factors:

(a)   the difference between the rate to maturity that applies to the amount
      being withdrawn and the rate to maturity in effect at that time for new
      allocations to that same fixed maturity option, and

(b) the length of time remaining until the maturity date.

In general, if interest rates rise from the time that you originally allocate an
amount to a fixed maturity option to the time that you take a withdrawal, the
market value adjustment will be negative. Likewise, if interest rates drop at
the end of that time, the market value adjustment will be positive. Also, the
amount of the market value adjustment, either up or down, will be greater the
longer the time remaining until the fixed maturity option's maturity date.
Therefore, it is possible that the market value adjustment could greatly reduce
your value in the fixed maturity options, particularly in the fixed maturity
options with later maturity dates.

We provide an illustration of the market adjusted amount of specified maturity
values, an explanation of how we calculate the market value adjustment, and
information concerning our general account and investments purchased with
amounts allocated to the fixed maturity options, under "More information" later
in this prospectus. Appendix II provides an example of how the market value
adjustment is calculated.


SELECTING YOUR INVESTMENT METHOD

You can choose either of the following two methods for selecting your investment
options:

o MAXIMUM INVESTMENT OPTIONS CHOICE. Under this method you may allocate
  contributions to any of the available investment options listed in A and B in
  the chart on the next page. You can make transfers whenever you choose.
  However, there will be restrictions on the amount you can transfer out of the
  guaranteed interest option listed in A.

o MAXIMUM TRANSFER FLEXIBILITY. Under this method you may allocate contributions
  to any of the investment options listed in A in the chart on the next page and
  no transfer restrictions will apply.

<PAGE>

- --------------------------------------------------------------------------------
24   CONTRACT FEATURES AND BENEFITS
- --------------------------------------------------------------------------------


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

- --------------------------------------------------------------------------------
                               INVESTMENT OPTIONS
                                        A
- --------------------------------------------------------------------------------
o Guaranteed Interest Option
- --------------------------------------------------------------------------------
DOMESTIC EQUITY                              INTERNATIONAL EQUITY
- --------------------------------------------------------------------------------
o Alliance Common Stock                      o Alliance Global
o Alliance Equity Index                      o Alliance International
o Alliance Growth & Income                   o Morgan Stanley Emerging
o EQ/Alliance Premier Growth                   Markets Equity
o Capital Guardian Research                  o T. Rowe Price International
o Capital Guardian U.S. Equity                 Stock
o MFS Growth with Income
o MFS Research
o Merrill Lynch Basic Value
  Equity
o EQ/Putnam Growth & Income
  Value
o T. Rowe Price Equity Income
- --------------------------------------------------------------------------------
ASSET ALLOCATION                             AGGRESSIVE EQUITY
- --------------------------------------------------------------------------------
o Alliance Balanced                          o Alliance Aggressive Stock
o EQ/Evergreen Foundation                    o Alliance Small Cap Growth
o Alliance Growth Investors                  o EQ/Evergreen
o Merrill Lynch World Strategy               o MFS Emerging Growth
o EQ/Putnam Balanced                           Companies
                                             o Warburg Pincus Small
                                               Company Value
- --------------------------------------------------------------------------------
                                        B
- --------------------------------------------------------------------------------
AGGRESSIVE FIXED INCOME
- --------------------------------------------------------------------------------
o Alliance High Yield
- --------------------------------------------------------------------------------
DOMESTIC FIXED INCOME                       ASSET ALLOCATION
- --------------------------------------------------------------------------------
o Alliance Intermediate                     o Alliance Conservativ
  Government Securities                       Investors
o Alliance Money Market
o Alliance Quality Bond
- --------------------------------------------------------------------------------
FIXED MATURITY OPTIONS
- --------------------------------------------------------------------------------
Transfer restrictions apply as indicated above under "Fixed maturity
options and maturity dates."
- --------------------------------------------------------------------------------

ALLOCATING YOUR CONTRIBUTIONS

Once you have made your investment method choice, you may allocate your
contributions to one or more, or all of the investment options that you have
chosen. However, you may not allocate more than one contribution to any one
fixed maturity option. Allocations must be in whole percentages and you may
change your allocation percentages at any time. However, the total of your
allocations must equal 100%. After your contract is issued, you may request that
we add or eliminate any variable investment options that result in transfer
restrictions. We reserve the right to deny your request. See "Transferring your
money among investment options."


YOUR RIGHT TO CANCEL WITHIN A CERTAIN NUMBER OF DAYS

If for any reason you are not satisfied with your contract, you may return it to
us for a refund. To exercise this cancellation right you must mail the contract
directly to our Processing Office within 10 days after you receive it. In some
states, this "free look" period may be longer.

For contributions allocated to the variable investment options, your refund will
equal your contributions, reflecting any investment gain or loss which also
reflects the daily charges we deduct. For contributions allocated to the
guaranteed interest option, your refund will equal the amount of the
contributions but will not include interest. For contributions allocated to the
fixed maturity options, your refund will equal the amount of the contribution
allocated to the fixed maturity options reflecting any positive or negative
market value adjustments. However, some states require that we refund the full
amount of your contribution (not including any investment gain or loss,
interest, or market value adjustment). For IRA contracts returned to us within
seven days after you receive it, we are required to refund the full amount of
your contribution.

We may require that you wait six months before you apply for a contract with us
again if:

o you cancel your contract during the free look period; or

o you change your mind before you receive your contract whether we have
  received your contribution or not.

Please see "Tax information" for possible consequences of cancelling your
contract.

If you fully or partially convert an existing Traditional IRA contract to a Roth
IRA contract, you may cancel your Roth IRA contract and return to a Traditional
IRA contract. Our Processing Office, or your Equitable associate, can provide
you with the cancellation instructions. Ask for the form entitled "EQUI-VEST
Roth IRA Re-Characterization Form."

<PAGE>


- --------------------------------------------------------------------------------
                                              CONTRACT FEATURES AND BENEFITS  25
- --------------------------------------------------------------------------------


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

DEATH BENEFIT

Your contract provides a death benefit. The death benefit is equal to (i) your
account value, or (ii) the "minimum death benefit" or, if elected, (iii) the
ratcheted death benefit, whichever provides the highest amount. The minimum
death benefit is equal to your total contributions, less withdrawals and any
withdrawal charges, and any taxes that apply.


RATCHETED DEATH BENEFIT

For an additional fee you may elect the ratcheted death benefit. You may only
elect the ratcheted death benefit at the time you apply for a contract. Once you
elect this benefit, you may not cancel it as long as the contract is in effect.
On the contract date, your ratcheted death benefit equals your initial
contribution. Then, on each third contract date anniversary, until the annuitant
is age 90, we will determine your ratcheted death benefit by comparing your
current ratcheted death benefit to your account value on that third contract
date anniversary. If your account value is higher than your ratcheted death
benefit, we will increase your ratcheted death benefit to equal your account
value. On the other hand, if your account value on the third contract date
anniversary is less than your ratcheted death benefit, we will not adjust your
ratcheted death benefit either up or down.

If you make additional contributions, we will increase your current ratcheted
death benefit by the dollar amount of the contribution on the date the
contribution is allocated to your investment options. If you take a withdrawal
from your contract, we will adjust your death benefit on the date you take the
withdrawal.

Each withdrawal you make will reduce the amount of your current ratcheted death
benefit on a pro rata basis. Reduction on a pro rata basis means that we
calculate the percentage of your current account value that is being withdrawn
and we reduce your current ratcheted death benefit by that same percentage. For
example, if your account value is $30,000 and you withdraw $12,000, you have
withdrawn 40% of your account value. If your ratcheted death benefit was $40,000
before the withdrawal, it would be reduced by $16,000 ($40,000 x .40) and your
new ratcheted death benefit after the withdrawal would be $24,000 ($40,000 -
$16,000).

See Appendix III for an example of how we calculate the death benefit.

<PAGE>

- --------------------------------------------------------------------------------
26   DETERMINING YOUR CONTRACT'S VALUE
- --------------------------------------------------------------------------------


2
Determining your contract's value


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

YOUR ACCOUNT VALUE

Your "account value" is the total of the values you have in the (i) variable
investment options, (ii) guaranteed interest option, and (iii) the market
adjusted amount you have in the fixed maturity options. These amounts are
subject to certain fees and charges discussed under "Charges and expenses."

Your contract also has a "cash value." At any time before annuity payments
begin, your contract's cash value is equal to the account value, less any
withdrawal charge that may apply, and less the total amount or a pro rata
portion of the annual administrative charge. Please see "Surrendering your
contract to receive its cash value" below.


YOUR CONTRACT'S VALUE IN THE VARIABLE INVESTMENT OPTIONS

Each variable investment option invests in shares of a corresponding Portfolio.
Your value in each variable investment option is measured by "units." The value
of your units will increase or decrease as though you had invested it in the
corresponding Portfolio's shares directly. Your value, however, will be reduced
by the amount of the fees and charges that we deduct under the contract. The
number of units you own will also be reduced by the dollar amount of any
withdrawals that you make.

- --------------------------------------------------------------------------------
Units measure your value in each variable investment option.
- --------------------------------------------------------------------------------

The unit value for each variable investment option depends on the investment
performance of that option minus daily charges for mortality and expense risks
and other expenses. On any day, your value in any variable investment option
equals the number of units credited to your contract under that option,
multiplied by that day's value for one unit. The number of your contract units
in any variable investment option does not change unless you make additional
contributions, make a withdrawal, or transfer amounts among investment options.
In addition, when we deduct the withdrawal charge, the annual administrative
charge, third-party transfer or exchange charge, or the ratcheted death benefit
charge, the number of units credited to your contract will be reduced. A
description of how unit values are calculated is found in the SAI.


YOUR CONTRACT'S VALUE IN THE GUARANTEED INTEREST OPTION

Your value in the guaranteed interest option at any time will equal: your
contributions and transfers to that option, plus interest, minus withdrawals and
transfers out of the option, and charges we deduct.


YOUR CONTRACT'S VALUE IN THE FIXED MATURITY OPTIONS

Your value in each fixed maturity option at any time before the maturity date is
the market adjusted amount in each option. This is equivalent to your fixed
maturity amount increased or decreased by the market value adjustment. Your
value, therefore, may be higher or lower than your contributions (less
withdrawals) accumulated at the rate to maturity. At the maturity date, your
value in the fixed maturity option will equal its maturity value.


<PAGE>
- --------------------------------------------------------------------------------
                           TRANSFERRING YOUR MONEY AMONG INVESTMENT OPTIONS   27
- --------------------------------------------------------------------------------


3
Transferring your money among investment options


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

TRANSFERRING YOUR ACCOUNT VALUE

At any time before the date annuity payments are to begin, you can transfer some
or all of your account value among the investment options, subject to the
following:

o  You must transfer at least $300 of account value or, if less, the entire
   amount in the investment option. We may waive the $300 requirement.

o  You may not transfer to a fixed maturity option in which you already have
   value.

o  You may not transfer to a fixed maturity option if its maturity date is
   later than the date annuity payments are to begin.

o  If you make transfers out of a fixed maturity option other than at its
   maturity date the transfer may cause a market value adjustment.

o  If you choose the maximum investment options choice method for selecting
   investment options, the maximum amount you may transfer in any contract year
   from the guaranteed interest option to any other investment option is (a)
   25% of the amount you had in the guaranteed interest option on the last day
   of the prior contract year or, if greater, (b) the total of all amounts you
   transferred from the guaranteed interest option to any other investment
   option in the prior contract year.

If you transfer money from another financial institution into the guaranteed
interest option during your first contract year, and if you have selected
maximum investment options choice, you may, during the balance of that contract
year, transfer up to 25% of such initial guaranteed interest option balance to
any other investment option.

Subject to the terms of your contract, upon advance notice, we may change or
establish additional restrictions on transfers among the investment options. A
transfer request does not change your percentages for allocating current or
future contributions among the investment options.

You may request a transfer in writing or by telephone using TOPS. You must send
in all signed written requests directly to our Processing Office. Transfer
requests should specify:

(1) the contract number,

(2) the dollar amounts to be transferred, and

(3) the investment options to and from which you are transferring.

We will confirm all transfers in writing.


AUTOMATIC TRANSFER OPTIONS INVESTMENT SIMPLIFIER

You may choose from two automatic options for transferring amounts from the
guaranteed interest option to the variable investment options. The transfer
options are the "fixed-dollar option" and the "interest sweep." You may select
one or the other, but not both.

FIXED-DOLLAR OPTION. Under this option you may elect to have a fixed-dollar
amount transferred out of the guaranteed interest option and into the variable
investment options of your choice on a monthly basis. You can specify the number
of monthly transfers or instruct us to continue to make monthly transfers until
all available amounts in the guaranteed interest option have been transferred
out.

In order to elect the fixed-dollar option you must have a minimum of $5,000 in
the guaranteed interest option on the date we receive your election form at our
Processing Office. You also must elect to transfer at least $50 per month. The
fixed-dollar option is subject to the guaranteed interest option transfer
limitation described above.

The fixed-dollar option is a form of dollar-cost averaging. Dollar-cost
averaging allows you to gradually allocate amounts to the variable investment
options by periodically transferring approximately the same dollar amount to the
variable investment options you select. This will cause you to purchase more
units if the unit's value is low and fewer units if the unit's value is high.
Therefore, you may get a lower average cost per unit over the long term. This
plan of

<PAGE>

- --------------------------------------------------------------------------------
28   TRANSFERRING YOUR MONEY AMONG INVESTMENT OPTIONS
- --------------------------------------------------------------------------------


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

investing, however, does not guarantee that you will earn a profit or be
protected against losses.

INTEREST SWEEP. Under the interest sweep, we will make transfers on a monthly
basis from amounts in the guaranteed interest option. The amount we will
transfer will be the interest credited to amounts you have in the guaranteed
interest option from the last business day of the prior month to the last
business day of the current month. You must have at least $7,500 in the
guaranteed interest option on the date we receive your election and on the last
business day of each month thereafter to participate in the interest sweep
option.

WHEN YOUR PARTICIPATION IN AN AUTOMATIC TRANSFER OPTION WILL END. Your
participation in an automatic transfer option will end:

o  Under the fixed-dollar option, when either the number of designated monthly
   transfers have been completed or the amount you have available in the
   guaranteed interest option has been transferred out.

o  Under the interest sweep, when the amount you have in the guaranteed
   interest option falls below $7,500 (determined on the last business day of
   the month) for two months in a row.

o  Under either option, on the date we receive at our Processing Office, your
   written request to cancel automatic transfers, or on the date your contract
   terminates.


REBALANCING YOUR ACCOUNT VALUE

We currently offer a rebalancing program that you can use to automatically
reallocate your account value among the variable investment options. You must
tell us:

(a)   the percentage you want invested in each variable investment option
      (whole percentages only), and

(b)   how often you want the rebalancing to occur (quarterly, semiannually, or
      annually).

While your rebalancing program is in effect, we will transfer amounts among each
variable investment option so that the percentage of your account value that you
specify is invested in each option at the end of each rebalancing date. You may
not rebalance only a portion of your account value in the variable investment
options.

- -----------------------------------------------------------------------------
Rebalancing does not assure a profit or protect against loss. You should
periodically review your allocation percentages as your needs change. You may
want to discuss the rebalancing program with your Equitable associate and/or
financial adviser before electing the program.
- -----------------------------------------------------------------------------

You may elect the rebalancing program at any time. To be eligible, you must have
at least $5,000 of account value in the variable investment options. Rebalancing
is not available for amounts you have allocated in the guaranteed interest
option or in the fixed maturity options.

You may change your allocation instructions or cancel the program at any time.

<PAGE>

- --------------------------------------------------------------------------------
                                                       ACCESSING YOUR MONEY   29
- --------------------------------------------------------------------------------


4
Accessing your money


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

WITHDRAWING YOUR ACCOUNT VALUE

You have several ways to withdraw your account value before annuity payments
begin. The table below shows the methods available under each type of contract.
More information follows the table. For the tax consequences of taking
withdrawals, see "Tax information."

- --------------------------------------------------------------------------------
                                 METHOD OF WITHDRAWAL
- --------------------------------------------------------------------------------
                                                        MINIMUM
CONTRACT               LUMP SUM       SYSTEMATIC     DISTRIBUTION
- --------------------------------------------------------------------------------
NQ                       Yes             Yes              No
- --------------------------------------------------------------------------------
Traditional IRA          Yes             Yes             Yes
- --------------------------------------------------------------------------------
QP IRA                   Yes             Yes             Yes
- --------------------------------------------------------------------------------
Roth IRA                 Yes             Yes              No
- --------------------------------------------------------------------------------

LUMP SUM WITHDRAWALS
(All Contracts)

You may take lump sum withdrawals from your account value at any time while the
annuitant is living and before annuity payments begin. The minimum amount you
may withdraw at any time is $300. If your account value is less than $500 after
a withdrawal, we may terminate your contract and pay you its cash value.

Lump sum withdrawals in excess of the 15% free withdrawal amount may be subject
to a withdrawal charge.

SYSTEMATIC WITHDRAWALS
(All Contracts)

If you have at least $20,000 of account value in the variable investment options
and the guaranteed interest option you may elect systematic withdrawals. You may
elect to have your systematic withdrawals made on a monthly or quarterly basis.
The minimum amount you may take for each withdrawal is $300. We will make the
withdrawals on any day of the month that you select as long as it is not later
than the 28th day of the month. If you do not select a date, your withdrawals
will be made on the first day of the month. A check for the amount of the
withdrawal will be mailed to you or, if you prefer, we will electronically
transfer the money to your checking account.

You may withdraw either the amount of interest earned in the guaranteed interest
option or a fixed-dollar amount from either the variable investment options or
the guaranteed interest option. If you elect the interest option, a minimum of
$20,000 must be maintained in the guaranteed interest option. If you elect the
fixed-dollar option you do not have to maintain a minimum amount. You may elect
to have the amount of the withdrawal subtracted from your account value in one
of three ways:

(1)  pro rata from more than one variable investment option (without using up
     your total value in those options); or

(2)  pro rata from more than one variable investment option (until your value in
     those options is used up); or

(3)  you may specify a dollar amount from only one variable investment option.

You can cancel the systematic withdrawal option at any time.

Amounts withdrawn in excess of the 15% free withdrawal amount may be subject to
a withdrawal charge.


MINIMUM DISTRIBUTION WITHDRAWALS
(Traditional IRA and QP IRA contracts -- See
"Tax information")

We offer the minimum distribution withdrawal option to help you meet required
minimum distributions under federal income tax rules. You may elect this option
in the year in which you reach age 70 1/2 and have account value in the
variable investment options and the guaranteed interest option of at least
$2,000. The minimum amount we will pay out is $300, or if less, your account
value. If your account value is less than $500 after the withdrawal, we may
terminate your contract and pay you its cash value. You elect the method you
want us to use to calculate your minimum distribution withdrawal from the
choices we offer. Currently, minimum distribution withdrawal payments will be
made annually.

Unless you specify otherwise, we will subtract your withdrawals on a pro rata
basis from your values in the variable investment options and the guaranteed
interest


<PAGE>
- --------------------------------------------------------------------------------
30   ACCESSING YOUR MONEY
- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
option. If those amounts are insufficient, we will make up required amounts from
the fixed maturity options to the extent you have value in those options. A
market value adjustment may apply. We will calculate your payment each year
based on your account value at the end of each prior calendar year, based on the
method you choose.

- -----------------------------------------------------------------------------
We will send to Traditional IRA and QP IRA owners a form outlining the minimum
distribution options available before you reach age 70 1/2 (if you have not
begun your annuity payments before that time).
- -----------------------------------------------------------------------------

AUTOMATIC NQ DEPOSIT SERVICE

If you are receiving required minimum distribution payments from a Traditional
IRA or QP IRA contract you may use our automatic NQ deposit service.

Under this service we will automatically deposit the required minimum
distribution payment from your Traditional IRA or QP IRA contract directly into
an existing EQUI-VEST NQ or an existing EQUI-VEST Express NQ contract according
to your allocation instructions.


DEPOSIT OPTION FOR NQ CONTRACTS ONLY

You can elect the deposit option for your benefit while you live, or for the
benefit of your beneficiary.

Proceeds from your NQ contract can be deposited with us for a period you select
(including one for as long as the annuitant lives). We will hold the amounts in
our general account. We will credit interest on the amounts at a guaranteed rate
for the specified period. We will pay out the interest on the amount deposited
at least once each year.

If you elect this option for your benefit, you deposit the amount with us that
you would otherwise apply to an annuity payout option. If you elect this option
for your beneficiary before the annuitant's death, death benefit proceeds can be
left on deposit with us subject to certain restrictions, instead of being paid
out to the beneficiary.

Other restrictions apply to the deposit option. Your Equitable associate can
provide more information about this option, or you may call our Processing
Office.

SURRENDER OF YOUR CONTRACT TO RECEIVE ITS CASH VALUE

You may surrender your contract to receive its cash value at any time while the
annuitant is living and before you begin to receive annuity payments. For a
surrender to be effective, we must receive your written request and your
contract at our Processing Office. We will determine your cash value on the date
we receive the required information. All benefits under the contract will
terminate as of that date.

You may receive your cash value in a single sum payment or apply it to one or
more of the annuity payout options. See "Choosing your annuity payout options"
below. We will usually pay the cash value within seven calendar days, but we may
delay payment as described in "When to expect payments," below. For the tax
consequences of surrenders, see "Tax information."


WHEN WE MAY TERMINATE YOUR CONTRACT

We may terminate your contract and pay you the cash value if:

(1)   your account value is less than $500 and you have not made contributions
      to your contract for a period of three years; or

(2)   you request a lump sum withdrawal that reduces your account value to an
      amount less than $500; or

(3)   you have not made any contributions within 120 days from your contract
      date.


WHEN TO EXPECT PAYMENTS

Generally, we will fulfill requests for payments out of the variable investment
options within seven calendar days after the date of the transaction to which
the request relates. These transactions may include applying proceeds to a
variable annuity payout option, payment of a death benefit, payment of any
amount you withdraw (less any withdrawal charge) and, upon surrender or
termination, payment of the cash value. We may postpone such payments or
applying proceeds for any period during which:

<PAGE>

- --------------------------------------------------------------------------------
                                                       ACCESSING YOUR MONEY   31
- --------------------------------------------------------------------------------


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

(1) the New York Stock Exchange is closed or restricts trading,

(2) sales of securities or determination of the fair value of a variable
    investment option's assets is not reasonably practicable because of an
    emergency, or

(3) the SEC, by order, permits us to defer payment to protect people
    remaining in the variable investment options.

We can defer payment of any portion of your values in the guaranteed interest
option and the fixed maturity options (other than for death benefits) for up to
six months while you are living. We also may defer payments for a reasonable
amount of time (not to exceed 15 days) while we are waiting for a contribution
check to clear.

All payments are made by check and are mailed to you (or the payee named in a
tax-free exchange) by U.S. mail, unless you request that we use an express
delivery service at your expense.


CHOOSING YOUR ANNUITY PAYOUT OPTIONS

The EQUI-VEST contract offers you several choices for receiving retirement
income. Each choice enables you to receive fixed or, in some cases, variable
annuity payments.

You can choose from among the different forms of annuity payout options listed
below. Restrictions apply, depending on the type of contract you own.


ANNUITY PAYOUT OPTIONS

You can choose from among the following annuity payout options:

o  Life annuity: An annuity that guarantees payments for the rest of the
   annuitant's life. Payments end with the last monthly payment before the
   annuitant's death. Because there is no continuation of benefits following
   the annuitant's death with this payout option, it provides the highest
   monthly payment of any of the life annuity options, so long as the annuitant
   is living.

o  Life annuity -- period certain: An annuity that guarantees payments for the
   rest of the annuitant's life. If the annuitant dies before the end of a
   selected period of time ("period certain"), payments continue to the
   beneficiary for the balance of the period certain. Under IRAs, the period
   certain cannot exceed your life expectancy or the joint life expectancy of
   you and your spouse.

o  Life annuity -- refund certain:  An annuity that guarantees payments for the
   rest of the annuitant's life. If the annuitant dies before the amount
   applied to purchase the annuity option has been recovered, payments to the
   beneficiary will continue until that amount has been recovered. This payout
   option is available only as a fixed annuity.

o  Period certain annuity: An annuity that guarantees payments for a specific
   period of time, usually 5, 10, 15 or 20 years. This option does not
   guarantee payments for the rest of the annuitant's life. It does not permit
   any repayment of the unpaid principal, so you cannot elect to receive part
   of the payments as a single sum payment with the rest paid in monthly
   annuity payments. Currently, this payout option is available only as a fixed
   annuity.

All of the above payout options are available as fixed annuities. With fixed
annuities, we guarantee fixed annuity payments that will be based either on the
tables of guaranteed annuity payments in your contract or on our then current
annuity rates, whichever is more favorable for you.

The life annuity, life annuity -- period certain, and life annuity -- refund
certain payout options are available on a single life or joint and survivor life
basis. The joint and survivor life annuity guarantees payments for the rest of
the annuitant's life and, after the annuitant's death, payments continue to the
survivor.

The following annuity payout options are available as variable annuities:

o  Life annuity (except in New York).

o  Life annuity -- period certain.

o  Joint and survivor life annuity (100% to survivor).

<PAGE>

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32   ACCESSING YOUR MONEY
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o Joint and survivor life period certain annuity (100% to survivor).

Variable annuities may be funded through your choice of variable investment
options investing in Portfolios of The Hudson River Trust. The contract also
offers a fixed annuity payout option which can be elected in combination with
the variable annuity payout options. The amount of each variable annuity payment
will fluctuate, depending upon the performance of the variable investment
options, and whether the actual rate of investment return is higher or lower
than an assumed base rate. Please see "Annuity unit values" in the SAI.

We also make the variable annuity payout options available to owners of our
single premium deferred annuity ("SPDA") contract and certain other combination
fixed and variable annuity contracts. Such contractholders who are considering
purchasing a variable payout option should also review the information in this
prospectus relating to the variable investment options. The Hudson River Trust
prospectus (directly following this prospectus), and the sections of the SAI
which discuss the variable annuity payout option should also be reviewed.

We may offer other payout options not outlined here. Your Equitable associate
can provide details.


SELECTING AN ANNUITY PAYOUT OPTION

When you select a payout option, we will issue you a separate written agreement
confirming your right to receive annuity payments. Unless you choose a different
payout option, we will pay annuity payments under a life annuity with a period
certain of 10 years. We require you to return your contract before annuity
payments begin.

You can choose the date annuity payments are to begin. You can change the date
your annuity payments are to begin anytime before that date as long as you do
not choose a date later than the 28th day of any month. Also, that date may not
be later than the contract date anniversary that follows the annuitant's 90th
birthday. This may be different in some states.

Before your annuity payments are to begin, we will notify you by letter that the
annuity payout options are available. Once you have selected a payout option and
payments have begun, no change can be made, other than transfers (if permitted
in the future) among the variable investment options if a variable annuity is
selected.

The amount of the annuity payments will depend on the amount applied to purchase
the annuity, the type of annuity chosen and whether it is fixed or variable,
and, in the case of a life annuity, the annuitant's age (or the annuitant's and
joint annuitant's ages) and in certain instances, the sex of the annuitant(s).
In no event will you ever receive less than the minimum amounts guaranteed by
the contract.

If, at the time you elect a payout option, the amount to be applied is less than
$2,000 or the initial payment under the form elected is less than $20 monthly,
we reserve the right to pay the account value in a single sum rather than as
payments under the payout option chosen.

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                                                       CHARGES AND EXPENSES   33
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5
Charges and expenses


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CHARGES THAT EQUITABLE LIFE DEDUCTS

We deduct the following charges each day from the net assets of each variable
investment option. These charges are reflected in the unit values of each
variable investment option:

o  A mortality and expense risks charge

o  An expense charge

We deduct the following charges from your account value. When we deduct these
charges from your variable investment options, we reduce the number of units
credited to your contract:

o  An annual administrative charge, if applicable.

o  Third-party transfer or exchange fee.

o  At the time you make certain withdrawals or surrender your contract, or your
   contract is terminated -- a withdrawal charge.

o  A ratcheted death benefit charge, if you elect the benefit.

o  At the time annuity payments are to begin -- charges for any state premium
   or other applicable taxes. An annuity administrative fee may also apply.

More information about these charges appears below.


MORTALITY AND EXPENSE RISKS CHARGE

We deduct a daily charge from the net assets in each variable investment option
to compensate us for mortality and expense risks, including the death benefit.
The daily charge is equivalent to an annual rate of 0.95% of net assets in each
variable investment option.

The mortality risk we assume is the risk that annuitants as a group will live
for a longer time than our actuarial tables predict. If that happens, we would
be paying more in annuity benefits than we planned. We also assume a risk that
the mortality assumptions reflected in our guaranteed annuity payment tables,
shown in each contract, will differ from actual mortality experience. We may
change the actuarial basis for our guaranteed annuity payment tables, but only
for new contributions and only at five year intervals from the contract date.
Lastly, we assume a mortality risk to the extent that at the time of death, the
guaranteed death benefit exceeds the cash value of the contract. In addition, we
waive any withdrawal charge upon payment of a death benefit.

The expense risk we assume is the risk that it will cost us more to issue and
administer the contracts than we expect.

To the extent that the mortality and expense risk charges are not needed to
cover the actual expenses incurred, they may be considered an indirect
reimbursement for certain sales and promotional expenses relating to the
contracts.


CHARGE FOR OTHER EXPENSES

We deduct this daily charge from the net assets in each variable investment
option. This charge, together with the annual administrative charge described
below, is for providing administrative and financial accounting services under
the contracts. The daily charge is equivalent to a maximum annual rate of 0.25%
of net assets in each variable investment option.


TOTAL MAXIMUM SEPARATE ACCOUNT A CHARGES. The total annual rate for Separate
Account A charges is 1.20%. We may increase or decrease this total annual rate,
but we may not increase it above a maximum rate of 2.00%. Any increase will
apply only to contributions you may make after the date of the change. Any
changes we make will reflect differences in costs and anticipated expenses, and
will not be unfairly discriminatory.


ANNUAL ADMINISTRATIVE CHARGE

We deduct an administrative charge from your account value on the last business
day of each contract year. We will deduct a pro rata portion of the charge if
you surrender your contract, elect an annuity payout option, or the annuitant
dies during the contract year. We deduct the charge if your account value on the
last business day of the contract year, is less than $25,000 under NQ and QP IRA
contracts and $20,000 under Traditional IRA and Roth IRA contracts. If

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34   CHARGES AND EXPENSES
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- --------------------------------------------------------------------------------

your account value on such date is $25,000 or more for NQ and QP IRA ($20,000 or
more for Traditional IRA and Roth IRA) contracts, we do not deduct the charge.
During the first two contract years, the charge is equal to $30 or, if less, 2%
of your current account value. The charge is $30 for contract years three and
later.

Unless you tell us otherwise the charge is deducted pro rata from the variable
investment options and the guaranteed interest option. If those amounts are
insufficient, we will make up the required amounts from the fixed maturity
options to the extent you have value in those options.

We may increase this charge if our administrative costs rise, but the charge
will never exceed $65 annually. We reserve the right to deduct this charge on a
quarterly, rather than annual basis.


CHARGE FOR THIRD-PARTY TRANSFER OR EXCHANGE

We impose a charge for making a direct transfer of amounts from your contract to
a third party, or if you request that your contract be exchanged for a contract
issued by another insurance company. In either case, we will deduct from your
account value any withdrawal charge that applies and a charge of $25 for each
direct transfer or exchange. We reserve the right to increase this charge to a
maximum of $65.


WITHDRAWAL CHARGE

A withdrawal charge may apply in three circumstances: (1) you make one or more
withdrawals during a contract year; (2) you surrender your contract to receive
its cash value; or (3) we terminate your contract. The amount of the charge will
depend on whether the free withdrawal amount applies, and the availability of
one or more exceptions.

In order to give you the exact dollar amount of the withdrawal you request, we
deduct the amount of the withdrawal and the amount of the withdrawal charge from
your account value. Any amount deducted to pay withdrawal charges is also
subject to a withdrawal charge. We deduct the withdrawal amount and the
withdrawal charge pro rata from the variable investment options and the
guaranteed interest option. If those amounts are insufficient, we will make up
the required amounts from the fixed maturity options to the extent you have
value in those options.

The amount of the withdrawal charge we deduct is equal to 6% of contributions
withdrawn that were made in the current and five prior contract years. In the
case of surrenders, we will pay you the greater of (i) the account value after
any withdrawal charge has been imposed (cash value), or (ii) the free withdrawal
amount plus 94% of the remaining account value.

For purposes of calculating the withdrawal charge, amounts withdrawn up to the
free withdrawal amount are not considered a withdrawal of any contribution. We
also treat contributions that have been invested the longest as being withdrawn
first. We treat contributions as withdrawn before earnings for purposes of
calculating the withdrawal charge. However, the federal income tax rules treat
earnings under most NQ contracts as withdrawn first. See "Tax information."

We reserve the right to change the amount of the withdrawal charge, but it will
not exceed 6% of the contributions withdrawn.

Any change would not be unfairly discriminatory. We may also reduce the
withdrawal charge in order to comply with any state law requirement. See
"Contracts issued in New York -- fixed maturity options" below.

The withdrawal charge does not apply in the circumstances described below.

15% FREE WITHDRAWAL AMOUNT. Each contract year you can withdraw up to 15% of
your account value without paying a withdrawal charge. The 15% free withdrawal
amount is determined using your account value at the time you request a
withdrawal, minus any other withdrawals made during the contract year.

DEATH OR PURCHASE OF ANNUITY. The withdrawal charge does not apply:

o If the annuitant dies and a death benefit is payable to the beneficiary.

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                                                        CHARGES AND EXPENSES  35
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o  If we receive a properly completed election form providing for the account
   value to be used to buy a life contingent annuity or a non-life annuity with
   a period certain for a term of at least ten years.

DISABILITY, TERMINAL ILLNESS, OR CONFINEMENT TO NURSING HOME. The withdrawal
charge also does not apply:

o  If the annuitant has qualified to receive social security disability
   benefits as certified by the Social Security Administration; or

o  If we receive proof satisfactory to us (including certification by a
   licensed physician) that the annuitant's life expectancy is six months or
   less; or

o  If the annuitant has been confined to a nursing home for more than 90 days
   (or such other period, as required in your state) as verified by a licensed
   physician. A nursing home for this purpose means one that is (a) approved by
   Medicare as a provider of skilled nursing care service, or (b) licensed as a
   skilled nursing home by the state or territory in which it is located (it
   must be within the United States, Puerto Rico, U.S. Virgin Islands, or Guam)
   and meets all of the following:

   - its main function is to provide skilled, intermediate, or custodial
      nursing care;

   - it provides continuous room and board to three or more persons;

   - it is supervised by a registered nurse or licensed practical nurse;

   - it keeps daily medical records of each patient;

   - it controls and records all medications dispensed; and

   - its primary service is other than to provide housing for residents.

We reserve the right to impose a withdrawal charge, in accordance with your
contract and applicable state law, if the disability is caused by a preexisting
condition or a condition that began within 12 months of the contract date. Some
states may not permit us to waive the withdrawal charge in the above
circumstances, or may limit the circumstances for which the withdrawal charge
may be waived. Your Equitable associate can provide more information or you may
contact our Processing Office.

For Traditional IRA, QP IRA, and Roth IRA contracts the withdrawal charge also
does not apply:

o  after six contract years and the annuitant is at least age 59 1/2; or

o  if you request a refund of a contribution in excess of amounts allowed to be
   contributed under the federal income tax rules within one month of the date
   on which you made the contribution.


CONTRACTS ISSUED IN NEW YORK -- FIXED MATURITY OPTIONS

For contracts issued in New York, the withdrawal charge that applies to
withdrawals taken from amounts in the fixed maturity options will never exceed
6%.

The withdrawal charge will be the greater of the charge determined by applying
the New York Declining Scale ("declining scale") and the New York Alternative
Scale ("alternative scale") method of accessing withdrawal charges, not to
exceed 6%. If you withdraw amounts that have been transferred from one fixed
maturity option to another, we use the alternative scale if it produces a higher
charge than the declining scale.

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36   CHARGES AND EXPENSES
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- --------------------------------------------------------------------------------
    Declining scale              Alternative scale
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    Year of investment           Year of transfer within
    in fixed maturity option*    fixed maturity option*
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  Within year 1     6%          Within year 1        5%
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        2           6%                2              4%
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        3           5%                3              3%
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        4           4%                4              2%
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        5           3%                5              1%
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        6           2%          After year 5         0%
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   After year 6     0%     Not to exceed 1%
                           times the number of
                           years remaining in the
                           fixed maturity option,
                           rounded to the higher
                           number of years. In
                           other words, if 4.3
                           years remain, it would
                           be a 5% charge.
- --------------------------------------------------------------------------------


* Measured from the contract date anniversary prior to the date of the
  contribution or transfer.


In the following example we compare the withdrawal charge that would apply to a
withdrawal from a NQ, Traditional IRA or QP IRA contract that has an account
value of $10,000; $8,000 from a contribution made three years ago and $2,000
from positive investment performance.

o  If you were to withdraw the total amount of the contribution within the
   first six years after it was made the withdrawal charge that generally
   applies would be $480 (6% of $8,000). However, if when you made your
   contribution you allocated it to a fixed maturity option, the withdrawal
   charge would be lower. According to the declining scale method described
   above, the withdrawal charge would be limited to 5% of the $8,000, or $400
   in the third year.

o  The withdrawal charge may be different if when you made your contribution
   three years ago, you allocated it to a fixed maturity option and then in
   the third year, you transfer the amounts that apply to such contribution
   to a new fixed maturity option. In this example we assume that there is
   one year remaining in the new fixed maturity option. Because you made a
   transfer among the fixed maturity options, the alternative scale may now
   apply. Based on this alternative scale, a contribution that is transferred
   will be subject to a 5% withdrawal charge if you withdraw that
   contribution in the same year that you make the transfer. However, the
   withdrawal charge may not exceed 1% for each year remaining in the new
   fixed maturity option. Since, in this example, the time remaining in the
   new fixed maturity option is one year, the withdrawal charge under the
   alternative scale would be limited to 1%. Because New York regulations
   permit us to use the greater of the declining scale or the alternative
   scale, the withdrawal charge would be 5%, or $400, based on the declining
   scale.

o  The withdrawal charge may not exceed the charge that would normally apply
   under the contract. Use of a New York scale can only result in a lower
   charge. If your contribution has been in the contract for more than six
   years and therefore would not have a withdrawal charge associated with it,
   no withdrawal charge would apply.

o  If you take a withdrawal from an investment option other than the fixed
   maturity options, the amount available for withdrawal without a withdrawal
   charge is reduced. It will be reduced by the amount of the contribution in
   the fixed maturity options to which no withdrawal charge applies.

o  As of any date on which 50% or more of your account value is held in fixed
   maturity options, the free withdrawal amount is zero.

For contracts issued in New York, you should consider that on the maturity date
of a fixed maturity option if we have not received your instructions for
allocation of your maturity value, we will transfer your maturity value to the
fixed maturity option scheduled to mature next. If we are not offering other
fixed maturity options, we will transfer your maturity value to the Alliance
Money Market option.

The potential for lower withdrawal charges for withdrawals from the fixed
maturity options and the potential for a lower free withdrawal amount than those
that would normally apply, should be taken into account when deciding whether to
allocate amounts to, or transfer amounts to or from, the fixed maturity options.

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                                                       CHARGES AND EXPENSES   37
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We will deduct the annual administrative charge and the withdrawal charge from
the variable investment options and the guaranteed interest option as discussed
above. If the amounts in those options are insufficient to cover the charges, we
reserve the right to deduct the charges from the fixed maturity options. Charges
deducted from the fixed maturity options are considered withdrawals and, as
such, will result in a market value adjustment.


CHARGES FOR STATE PREMIUM AND OTHER APPLICABLE TAXES

We deduct a charge for applicable taxes such as premium taxes that may be
imposed in your state. Generally, we deduct the charge from the amount applied
to provide an annuity payout. The current tax charge that might be imposed
varies by state and ranges from 0% to 3.5% (1% in Puerto Rico and 5% in the U.S.
Virgin Islands).

We reserve the right to deduct any applicable charges for taxes such as premium
taxes from each contribution, or from withdrawals, or for surrender and
termination of your contract. If we have deducted any applicable charges from
contributions, we will not deduct a charge for the same taxes later. If,
however, an additional tax charge is later imposed upon us when you make a
withdrawal, or surrender your contract, or it is terminated, or you elect to
begin receiving annuity payments, we reserve the right to deduct a charge at
that time.


ANNUITY ADMINISTRATIVE FEE

We generally deduct a fee of up to $350 from the amount to be applied to
purchase a life annuity payout option.


RATCHETED DEATH BENEFIT CHARGE

If you elect the ratcheted death benefit we deduct a charge annually from your
account value on each contract date anniversary. The charge is equal to 0.15% of
your account value on the contract date anniversary.

We will deduct this charge from your investment options beginning first with
your value in the guaranteed interest option. If there is not enough value in
the guaranteed interest option we will deduct all or a portion of the charge
from your value in the variable investment options next, followed by your value
in the fixed maturity options in order of the earliest maturity date(s) first. A
market value adjustment may apply.


CHARGES THAT THE TRUSTS DEDUCT

The Hudson River Trust and EQ Advisors Trust each deducts charges for the
following types of fees and expenses:

o Investment advisory fees ranging from 0.31% to 1.15%.

o  12b-1 fees of 0.25%.

o  Operating expenses, such as trustees' fees, independent auditors' fees,
   legal counsel fees, administrative service fees, custodian fees, and
   liability insurance.

o  Investment-related expenses, such as brokerage commissions.

These charges are reflected in the daily share price of each Portfolio. Since
shares of each trust are purchased at their net asset value, these fees and
expenses are, in effect, passed on to the variable investment options and are
reflected in their unit values. For more information about these charges, please
refer to the prospectuses for The Hudson River Trust and EQ Advisors Trust
following this prospectus.


GROUP OR SPONSORED ARRANGEMENTS

For certain group or sponsored arrangements, we may reduce the withdrawal charge
or the mortality and expense risks charge, or change the minimum contribution
requirements. We also may change the minimum death benefit or offer variable
investment options that invest in shares of The Hudson River Trust or EQ
Advisors Trust that are not subject to the 12b-1 fee. Group arrangements include
those in which a trustee or an employer, for example, purchases contracts
covering a group of individuals on a group basis. Group arrangements are not
available for Traditional IRA and Roth IRA contracts. Sponsored arrangements
include those in which an employer allows us to sell contracts to its employees
or retirees on an individual basis.

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38   CHARGES AND EXPENSES
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- --------------------------------------------------------------------------------

Our costs for sales, administration, and mortality generally vary with the size
and stability of the group or sponsoring organization, among other factors. We
take all these factors into account when reducing charges. To qualify for
reduced charges, a group or sponsored arrangement must meet certain
requirements, such as requirements for size and number of years in existence.
Group or sponsored arrangements that have been set up solely to buy contracts or
that have been in existence less than six months will not qualify for reduced
charges.

We also may establish different rates to maturity for the fixed maturity options
under different classes of contracts for group or sponsored arrangements.

We will make these and any similar reductions according to our rules in effect
when we approve a contract for issue. We may change these rules from time to
time. Any variation in the withdrawal charge will reflect differences in costs
or services and will not be unfairly discriminatory.

Group or sponsored arrangements may be governed by federal income tax rules, the
Employee Retirement Income Security Act of 1974, or both. We make no
representations with regard to the impact of these and other applicable laws on
such programs. We recommend that employers, trustees, and others purchasing or
making contracts available for purchase under such programs seek the advice of
their own legal and benefits advisers.


OTHER DISTRIBUTION ARRANGEMENTS

We may reduce or eliminate charges when sales are made in a manner that results
in savings of sales and administrative expenses, such as sales through persons
who are compensated by clients for recommending investments and who receive no
commission or reduced commissions in connection with the sale of the contracts.
We will not permit a reduction or elimination of charges where it will be
unfairly discriminatory.

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                                                    PAYMENT OF DEATH BENEFIT  39
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6
Payment of death benefit


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

YOUR BENEFICIARY AND PAYMENT OF BENEFIT

You designate your beneficiary when you apply for your contract. You may change
your beneficiary at any time by writing to our Processing Office. The change
will be effective on the date the written request for the change is received in
our Processing Office. We are not responsible for any beneficiary change request
that we do not receive.

We determine the amount of the death benefit as of the date we receive
satisfactory proof of the annuitant's death and any required instructions for
the method of payment. We describe the death benefit in "Contract features and
benefits" earlier in this prospectus.

On the date we determine the death benefit, your account value will be deducted
from the investment options. We will hold this amount in our general account and
credit it with interest at a rate not less than the rate required by law. If you
have transferred the value of another annuity contract that we issue to your
EQUI-VEST contract, the value of the other contract's minimum death benefit
calculated as of the time of the transfer will be included in the total
contributions for the purpose of calculating the minimum death benefit.

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

EFFECT OF THE ANNUITANT'S DEATH

If the annuitant dies before the annuity payments begin, we will pay the death
benefit to your beneficiary.

Generally, the death of the annuitant terminates the contract. However, a
beneficiary who is the surviving spouse of the owner/annuitant can choose to be
treated as the successor owner/annuitant and continue the contract. Only a
spouse can be a successor owner/annuitant.

For Traditional IRA and QP IRA contracts, a beneficiary who is not a surviving
spouse may be able to have limited ownership as discussed under "Beneficiary
continuation option under Traditional IRA and QP IRA contracts" below.

WHEN AN NQ CONTRACT OWNER DIES BEFORE THE ANNUITANT

Under certain conditions the owner can change after the original owner's death.
When you are not the annuitant under an NQ contract and you die before annuity
payments begin, the beneficiary named to receive the death benefit upon the
annuitant's death will automatically become the successor owner. If you do not
want the person named to receive the death benefit upon the annuitant's death to
be the successor owner, you should name a specific successor owner. You may name
a different person that will become the successor owner at any time by sending
satisfactory notice to our Processing Office.

Unless the surviving spouse of the owner who has died is the successor owner for
this purpose, the entire interest in the contract must be distributed under the
following rules:

o  The cash value of the contract must be fully paid to the designated
   beneficiary (new owner) by December 31st of the fifth calendar year after
   your death.

o  The successor owner may instead elect to receive the cash value as a life
   annuity (or payments for a period certain of not longer than the new owner's
   life expectancy). Payments must begin no later than December 31st following
   the calendar year of the non-annuitant owner's death. Unless this
   alternative is elected, we will pay any cash value on December 31st of the
   fifth calendar year following the year of your death.

o  If the surviving spouse is the successor owner, the spouse may elect to
   continue the contract. No distributions are required as long as the
   surviving spouse and annuitant are living.


HOW DEATH BENEFIT PAYMENT IS MADE

We will pay the death benefit to the beneficiary in the form of the annuity
payout option you have chosen. If you have not chosen an annuity payout option
as of the time of the annuitant's death, the beneficiary will receive the death
benefit in a single sum. However, subject to any exceptions in the contract, our
rules and any applicable requirements

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 40  PAYMENT OF DEATH BENEFIT
- --------------------------------------------------------------------------------

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

 under federal income tax rules, the beneficiary may elect to apply the death
 benefit to one or more annuity payout options we offer at the time. See
 "Choosing your annuity payout options" earlier in this prospectus. Please note
 that if you are both the contract owner and the annuitant, you may elect only a
 life annuity or an annuity that does not extend beyond the life expectancy of
 the beneficiary.

 Single sum payments generally are paid through the Equitable Life Access
 Account(TM), an interest bearing checking account. Beneficiaries have immediate
 access to the proceeds by writing a check on the account. We pay interest from
 the date the single sum is deposited into the Access Account until the account
 is closed.

 BENEFICIARY CONTINUATION OPTION UNDER TRADITIONAL IRA AND QP IRA CONTRACTS

 Upon your death, a non-spouse beneficiary may generally elect to keep the
 contract in your name and receive distributions under the contract instead of
 the death benefit being paid in a single sum. The account value used to provide
 the distributions will be increased to equal the amount of the death benefit.

 The beneficiary's choices depend in part on whether or not you were taking
 required minimum distributions under the contract prior to your death.

 (1)   If you were taking required minimum distributions under the contract, the
       distributions to the beneficiary must continue to be made at least as
       rapidly as prior to your death.

 (2)   If you die before you must take required minimum distributions under the
       contract, the beneficiary may begin taking minimum distributions under
       the contract, but such withdrawals must be based on the beneficiary's
       life expectancy. The withdrawals must begin by December 31st of the
       calendar year following your death. If there is more than one
       beneficiary, the shortest life expectancy must be used.

 (3)   The withdrawals must be taken annually. There will not be a withdrawal
       charge for these withdrawals. The beneficiary along with his or her tax
       adviser will be responsible for determining the amount of the
       withdrawals.

 (4)   The designated beneficiary must be a natural person and of legal age at
       the time of election. The beneficiary must elect this option within 30
       days following the date we receive proof of your death. If no election is
       made within 30 days to: (1) receive the death benefit, or (2) continue
       the contract and take annual withdrawals as described above, or (3) defer
       payment of the account value for five years, the death benefit will be
       paid to the beneficiary according to our standard procedures.

 (5)   While the contract continues in your name, the beneficiary may transfer
       the contract's account value among the investment options. However,
       additional contributions will not be permitted and the death benefit
       provisions will no longer be in effect. Although the only withdrawals
       that will be permitted are minimum distribution withdrawals, the
       beneficiary may choose at any time to withdraw all of the account value
       and no withdrawal charges will apply.


<PAGE>


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                                                             41  TAX INFORMATION
- --------------------------------------------------------------------------------


7
Tax information


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

 OVERVIEW

 In this part of the prospectus, we discuss the current federal income tax rules
 that generally apply to EQUI-VEST contracts owned by United States taxpayers.
 The tax rules can differ, depending on the type of contract, whether NQ,
 Traditional IRA, QP IRA, or Roth IRA. Therefore, we discuss the tax aspects of
 each type of contract separately.

 Federal income tax rules include the United States laws in the Internal Revenue
 Code, and Treasury Department Regulations and Internal Revenue Service ("IRS")
 interpretations of the Internal Revenue Code. These tax rules may change. We
 cannot predict whether, when, or how these rules could change. Any change could
 affect contracts purchased before the change.

 We cannot provide detailed information on all tax aspects of the contracts.
 Moreover, the tax aspects that apply to a particular person's contract may vary
 depending on the facts applicable to that person. We do not discuss state
 income and other state taxes, federal income tax and withholding rules for
 non-U.S. taxpayers, or federal gift and estate taxes. Transfers of the
 contract, rights under the contract, or payments under the contract may be
 subject to gift or estate taxes. You should not rely only on this document, but
 should consult your tax adviser before your purchase.

 If you are buying a contract to fund a retirement plan that already provides
 tax deferral under the Internal Revenue Code (any type of IRA) you should do so
 for the contract's features and benefits other than tax deferral. In such
 situations, the tax deferral of the contract does not provide additional
 benefits.

 TRANSFERS AMONG INVESTMENT OPTIONS

 You can make transfers among investment options inside the contract without
 triggering taxable income.

 TAXATION OF NONQUALIFIED ANNUITIES

 CONTRIBUTIONS

 You may not deduct the amount of your contributions to a nonqualified annuity
 contract.

 CONTRACT EARNINGS

 Generally, you are not taxed on contract earnings until you receive a
 distribution from your contract, whether as a withdrawal or as an annuity
 payment. However, earnings are taxable, even without a distribution:

 o  if a contract fails investment diversification requirements as specified in
    federal income tax rules (these rules are based on or are similar to those
    specified for mutual funds under securities laws);

 o  if you transfer a contract, for example, as a gift to someone other than
    your spouse (or former spouse);

 o  if you use a contract as security for a loan (in this case, the amount
    pledged will be treated as a distribution); and

 o  if the owner is other than an individual (such as a corporation,
    partnership, trust, or other non-natural person).

 All nonqualified deferred annuity contracts that Equitable Life and its
 affiliates issue to you during the same calendar year are linked together and
 treated as one contract for calculating the taxable amount of any distribution
 from any of those contracts.

 ANNUITY PAYMENTS

 Once annuity payments begin, a portion of each payment is taxable as ordinary
 income. You get back the remaining portion without paying taxes on it. This is
 your "investment in the contract." Generally, your investment in the contract
 equals the contributions you made, less any amounts you previously withdrew
 that were not taxable.

 For fixed annuity payments, the tax-free portion of each payment is determined
 by (1) dividing your investment in the contract by the total amount you are
 expected to receive out of the contract, and (2) multiplying the result by the
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 of the payment. For variable annuity payments, your investment in the contract
 divided by the number of expected payments is your tax-free portion of each
 payment.

 Once you have received the amount of your investment in the contract, all
 payments after that are fully taxable. If payments under a life annuity stop
 because the annuitant dies, there is an income tax deduction for any
 unrecovered investment in the contract.

 PAYMENTS MADE BEFORE ANNUITY PAYMENTS BEGIN

 If you make withdrawals before annuity payments begin under your contract, they
 are taxable to you as ordinary income if there are earnings in the contract.
 Generally, earnings are your account value less your investment in the
 contract. If you withdraw an amount which is more than the earnings in the
 contract as of the date of the withdrawal, the balance of the distribution is
 treated as a return of your investment in the contract and is not taxable.

 CONTRACTS PURCHASED THROUGH EXCHANGES

 You may purchase your NQ contract through an exchange of another contract.
 Normally, exchanges of contracts are taxable events. The exchange will not be
 taxable under Section 1035 of the Internal Revenue Code if:

 o  The contract which is the source of the funds you are using to purchase the
    NQ contract is another nonqualified deferred annuity contract (or life
    insurance or endowment contract).

 o  The owner and the annuitant are the same under the source contract and the
    EQUI-VEST NQ contract. If you are using a life insurance or endowment
    contract the owner and the insured must be the same on both sides of the
    exchange transaction.

 The tax basis of the source contract carries over to the EQUI-VEST NQ contract.

 SURRENDERS

 If you surrender or cancel the contract, the distribution is taxable as
 ordinary income (not capital gain) to the extent it exceeds your investment in
 the contract.

 DEATH BENEFIT PAYMENTS MADE TO A BENEFICIARY AFTER YOUR DEATH

 For the rules applicable to death benefits, see "Payment of death benefit" and
 "When an NQ contract owner dies before the annuitant" earlier in this
 prospectus. The tax treatment of a death benefit taken as a single sum is
 generally the same as the tax treatment of a withdrawal from or surrender of
 your contract. The tax treatment of a death benefit taken as annuity payments
 is generally the same as the tax treatment of annuity payments under your
 contract.

 EARLY DISTRIBUTION PENALTY TAX

 If you take distributions before you are age 59 1/2 a penalty tax of 10% of
 the taxable portion of your distribution applies in addition to the income tax.
 The extra penalty tax does not apply to pre-age 59 1/2 distributions made:

 o  on or after your death; or

 o  because you are disabled (special federal income tax definition); or

 o  in the form of substantially equal periodic annuity payments for your life
    (or life expectancy) or the joint lives (or joint life expectancy) of you
    and a beneficiary.

 SPECIAL RULES FOR NQ CONTRACTS ISSUED IN PUERTO RICO

 Under current law we treat income from NQ contracts as U.S. source. A Puerto
 Rico resident is subject to U.S. taxation on such U.S.-source income. Only
 Puerto Rico-source income of Puerto Rico residents is excludable from U.S.
 taxation. Income from NQ contracts is also subject to Puerto Rico tax. The
 calculation of the taxable portion of amounts distributed from a contract may
 differ in the two jurisdictions. Therefore, you might have to file both U.S.
 and Puerto Rico tax returns, showing different amounts of income from the
 contract for each tax return. Puerto Rico generally provides a credit against
 Puerto Rico tax for U.S. tax paid. Depending on your


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 personal situation and the timing of the different tax liabilities, you may not
 be able to take full advantage of this credit.

 INDIVIDUAL RETIREMENT ARRANGEMENTS ("IRAS")

 GENERAL

 "IRA" stands for individual retirement arrangement. There are two basic types
 of such arrangements, individual retirement accounts and individual retirement
 annuities. In an individual retirement account, a trustee or custodian holds
 the assets for the benefit of the IRA owner. The assets can include mutual
 funds and certificates of deposit. In an individual retirement annuity, an
 insurance company issues an annuity contract that serves as the IRA.

 There are two basic types of IRAs, as follows:

 o  "Traditional IRAs," typically funded on a pre-tax basis including SEP-IRAs
    and SIMPLE-IRAs, issued and funded in connection with employer-sponsored
    retirement plans. EQUIT-VEST Traditional IRA and QP IRA are traditional
    IRAs.

 o  Roth IRAs, first available in 1998, funded on an after-tax basis. EQUI-VEST
    Roth IRA.

 Regardless of the type of IRA, your ownership interest in the IRA cannot be
 forfeited. You or your beneficiaries who survive you are the only ones who can
 receive the IRA's benefits or payments.

 You can hold your IRA assets in as many different accounts and annuities as you
 would like, as long as you meet the rules for setting up and making
 contributions to IRAs. However, if you own multiple IRAs, you may be required
 to combine IRA values or contributions for tax purposes. For further
 information about individual retirement arrangements, you can read Internal
 Revenue Service Publication 590 ("Individual Retirement Arrangements (IRAs)").
 This publication is usually updated annually, and can be obtained from any IRS
 district office or the IRS website (www.irs.ustreas.gov).

 Equitable Life designs its traditional IRA contracts to qualify as "individual
 retirement annuities" under Section 408(b) of the Internal Revenue Code. This
 prospectus contains the information that the IRS requires you to have before
 you purchase an IRA. This section of the prospectus covers some of the special
 tax rules that apply to IRAs. The next section covers Roth IRAs. Education IRAs
 are not discussed in this prospectus because they are not available in
 individual retirement annuity form.

 The EQUI-VEST IRA contract has been approved by the IRS as to form for use as a
 Traditional IRA. We have submitted the Roth IRA version for formal IRS
 approval. This IRS approval is a determination only as to the form of the
 annuity. It does not represent a determination of the merits of the annuity as
 an investment. The IRS approval does not address every feature possibly
 available under the EQUI-VEST IRA contract.

 CANCELLATION

 You can cancel any version of the EQUI-VEST IRA contract (Traditional IRA, QP
 IRA, or Roth IRA) by following the directions under "Your right to cancel
 within a certain number of days" earlier in the prospectus. You can cancel an
 EQUI-VEST Roth IRA contract issued as a result of a full or partial conversion
 of any EQUI-VEST Traditional IRA contract by following the instructions in the
 "EQUI-VEST Roth IRA Re-Characterization Form." The form is available from our
 Processing Office or your Equitable associate. If you cancel a Traditional IRA
 or Roth IRA contract, we may have to withhold tax, and we must report the
 transaction to the IRS. A contract cancellation could have an unfavorable tax
 impact.

 TRADITIONAL INDIVIDUAL RETIREMENT ANNUITIES (TRADITIONAL IRAS)

 CONTRIBUTIONS TO TRADITIONAL IRAS. Individuals may make three different types
 of contributions to a traditional IRA:

 o  regular contributions out of earned income or compensation; or
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 o  tax-free "rollover" contributions; or

 o  direct custodian-to-custodian transfers from other traditional IRAs ("direct
    transfers").

 REGULAR CONTRIBUTIONS TO TRADITIONAL IRAS.

 The EQUI-VEST Traditional IRA is intended to receive regular contributions.

 LIMITS ON CONTRIBUTIONS TO TRADITIONAL IRAS. Generally, $2,000 is the maximum
 amount that you may contribute to all IRAs (including Roth IRAs) in any taxable
 year. When your earnings are below $2,000, your earned income or compensation
 for the year is the most you can contribute. This $2,000 limit does not apply
 to rollover contributions or direct custodian-to-custodian transfers into a
 traditional IRA. You cannot make regular contributions for the tax year in
 which you reach age 70 1/2 or any tax year after that.

 SPECIAL RULES FOR SPOUSES. If you are married and file a joint income tax
 return, you and your spouse may combine your compensation to determine the
 amount of regular contributions you are permitted to make to traditional IRAs
 (and Roth IRAs discussed below). Even if one spouse has no compensation or
 compensation under $2,000, married individuals filing jointly can contribute up
 to $4,000 for any taxable year to any combination of traditional IRAs and Roth
 IRAs. (Any contributions to Roth IRAs reduce the ability to contribute to
 traditional IRAs and vice versa.) The maximum amount may be less if earned
 income is less and the other spouse has made IRA contributions. No more than a
 combined total of $2,000 can be contributed annually to either spouse's
 traditional IRAs and Roth IRAs. Each spouse owns his or her traditional IRAs
 and Roth IRAs even if the other spouse funded the contributions. A working
 spouse age 70 1/2 or over can contribute up to the lesser of $2,000 or 100% of
 "earned income" to a traditional IRA for a nonworking spouse until the year in
 which the nonworking spouse reaches age 70 1/2.

 DEDUCTIBILITY OF CONTRIBUTIONS. The amount of traditional IRA contributions
 that you can deduct for a tax year depends on whether you are covered by an
 employer-sponsored tax-favored retirement plan, as defined under special
 federal income tax rules. Your Form W-2 will indicate whether or not you are
 covered by such a retirement plan.

 IF YOU ARE NOT COVERED BY A RETIREMENT PLAN DURING ANY PART OF THE YEAR, you
 can make fully deductible contributions to your traditional IRAs for each tax
 year up to $2,000 or, if less, your earned income.

 IF YOU ARE COVERED BY A RETIREMENT PLAN DURING ANY PART OF THE YEAR, and your
 adjusted gross income (AGI) is BELOW THE LOWER DOLLAR FIGURE IN A PHASE-OUT
 RANGE, you can make fully deductible contributions to your traditional IRAs.
 For each tax year your fully deductible contribution can be up to $2,000 or, if
 less, your earned income.

 IF YOU ARE COVERED BY A RETIREMENT PLAN DURING ANY PART OF THE YEAR, and your
 AGI falls within a PHASE-OUT range, you can make partially deductible
 contributions to your traditional IRAs.

 IF YOU ARE COVERED BY A RETIREMENT PLAN DURING ANY PART OF THE YEAR, and your
 AGI falls ABOVE THE HIGHER FIGURE IN THE PHASE-OUT RANGE, you may not deduct
 any of your regular contributions to your traditional IRAs.

 If you are single and covered by a retirement plan during any part of the
 taxable year, the deduction for traditional IRA contributions phases out with
 AGI between $31,000 and $41,000 in 1999. This range will increase every year
 until 2005 when the range is $50,000-$60,000.

 If you are married and file a joint return, and you are covered by a retirement
 plan during any part of the taxable year, the deduction for traditional IRA
 contributions phases out with AGI between $51,000 and $61,000 in 1999. This
 range will increase every year until 2007 when the range is $80,000-$100,000.

 Married individuals filing separately and living apart at all times are not
 considered married for purposes of this deductible contribution calculation.
 Generally, the active participation in an employer-sponsored retirement plan of
 an individual is determined independently for each spouse.


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 Where spouses have "married filing jointly" status, however, the maximum
 deductible traditional IRA contribution for an individual who is not an active
 participant (but whose spouse is an active participant) is phased out for
 taxpayers with AGI of between $150,000 and $160,000.

 To determine the deductible amount of the contribution in 1999, you determine
 AGI and subtract $31,000 if you are single, or $51,000 if you are married and
 file a joint return with your spouse. The resulting amount is your Excess AGI.
 You then determine the limit on the deduction for traditional IRA contributions
 using the following formula:


($10,000-excess AGI)      times    $2,000 (or earned     Equals     the adjusted
- ----------------------      x       income, if less)        =       deductible
  divided by $10,000                                                contribution
                                                                    limit


 NONDEDUCTIBLE REGULAR CONTRIBUTIONS. If you are not eligible to deduct part or
 all of the traditional IRA contribution, you may still make nondeductible
 contributions on which earnings will accumulate on a tax-deferred basis. The
 combined deductible and nondeductible contributions to your traditional IRA (or
 the nonworking spouse's traditional IRA) may not, however, exceed the maximum
 $2,000 per person limit. See "Excess Contributions" below. You must keep your
 own records of deductible and nondeductible contributions in order to prevent
 double taxation on the distribution of previously taxed amounts. See
 "Withdrawals, payments and transfers of funds out of traditional IRAs" below.

 If you are making nondeductible contributions in any taxable year, or you have
 made nondeductible contributions to a traditional IRA in prior years and are
 receiving distributions from any traditional IRA, you must file the required
 information with the IRS. Moreover, if you are making nondeductible traditional
 IRA contributions, you must retain all income tax returns and records
 pertaining to such contributions until interests in all traditional IRAs are
 fully distributed.

 WHEN YOU CAN MAKE REGULAR CONTRIBUTIONS. If you file your tax returns on a
 calendar year basis like most taxpayers, you have until the April 15th return
 filing deadline (without extensions) of the following calendar year to make
 your regular contributions for a tax year.

 EXCESS CONTRIBUTIONS

 Excess contributions to IRAs are subject to a 6% excise tax for the year in
 which made and for each year after until withdrawn. The following are excess
 contributions to IRAs:

 o  regular contributions of more than $2,000; or

 o  regular contributions of more than earned income for the year, if that
    amount is under $2,000; or

 o  regular contributions to a traditional IRA made after you reach age
    70 1/2; or

 o  rollover contributions of amounts which are not eligible to be rolled over.
    For example, after-tax contributions to a qualified plan or minimum
    distributions required to be made after age 70 1/2.

 You can avoid the excise tax by withdrawing an excess contribution (rollover or
 regular) before the due date (including extensions) for filing your federal
 income tax return for the year. If it is an excess regular contribution, you
 cannot take a tax deduction for the amount withdrawn. You do not have to
 include the excess contribution withdrawn as part of your income. It is also
 not subject to the 10% additional penalty tax on early distributions discussed
 below under "Early distribution penalty tax." You do have to withdraw any
 earnings that are attributed to the excess contribution. The withdrawn earnings
 would be included in your gross income and could be subject to the 10% penalty
 tax.

 Even after the due date for filing your return, you may withdraw an excess
 rollover contribution, without income inclusion or 10% penalty, if:

 (1) the rollover was from a qualified retirement plan to a traditional IRA;

 (2) the excess contribution was due to incorrect information that the plan
     provided; and

 (3) you took no tax deduction for the excess contribution.


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 RECHARACTERIZATIONS

 You may also change your mind about amounts contributed as Roth IRA funds to
 traditional IRA funds, in accordance with special federal income tax rules, if
 you use the forms we prescribe. This is referred to as having "recharacterized"
 your contribution.

 ROLLOVERS AND TRANSFERS

 Rollover contributions may be made to a traditional IRA from these sources:

 o  qualified plans;

 o  TSAs (including Internal Revenue Code Section 403(b)(7) custodial
    accounts); and

 o  other traditional IRAs.

 Any amount contributed to a traditional IRA after you reach age 70 1/2 must be
 net of your required minimum distribution for the year in which the rollover or
 direct transfer contribution is made.

 ROLLOVERS FROM QUALIFIED PLANS OR TSAS

 There are two ways to do rollovers:

 o  Do it yourself

    You actually receive a distribution that can be rolled over and you roll it
    over to a traditional IRA within 60 days after the date you receive the
    funds. The distribution from your qualified plan or TSA will be net of 20%
    mandatory federal income tax withholding. If you want, you can replace the
    withheld funds yourself and roll over the full amount.

 o  Direct rollover

    You tell your qualified plan trustee or TSA issuer/custodian/fiduciary to
    send the distribution directly to your traditional IRA issuer. Direct
    rollovers are not subject to mandatory federal income tax withholding.

 All distributions from a TSA or qualified plan are eligible rollover
 distributions, unless the distribution is:

 o  only after-tax contributions you made to the plan; or

 o  "required minimum distributions" after age 70 1/2 or separation from
    service; or

 o  substantially equal periodic payments made at least annually for your life
    (or life expectancy) or the joint lives (or joint life expectancies) of you
    and your designated beneficiary; or

 o  a hardship withdrawal; or

 o  substantially equal periodic payments made for a specified period of 10
    years or more; or

 o  corrective distributions which fit specified technical tax rules; or

 o  loans that are treated as distributions; or

 o  a death benefit payment to a beneficiary who is not your surviving spouse;
    or

 o  a qualified domestic relations order distribution to a beneficiary who is
    not your current spouse or former spouse.

 ROLLOVERS FROM TRADITIONAL IRAS TO TRADITIONAL IRAS

 You may roll over amounts from one traditional IRA to one or more of your other
 traditional IRAs if you complete the transaction within 60 days after you
 receive the funds. You may make such a rollover only once in every 12-month
 period for the same funds. Trustee-to-trustee or custodian-to-custodian direct
 transfers are not rollover transactions. You can make these more frequently
 than once in every 12-month period.

 The surviving spouse beneficiary of a deceased individual can roll over or
 directly transfer an inherited traditional IRA to one or more other traditional
 IRAs. Also, in some cases, traditional IRAs can be transferred on a tax-free
 basis between spouses or former spouses as a result of a court ordered divorce
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 WITHDRAWALS, PAYMENTS AND TRANSFERS OF FUNDS OUT OF TRADITIONAL IRAS

 NO FEDERAL INCOME TAX LAW RESTRICTIONS ON WITHDRAWALS. You can withdraw any or
 all of your funds from a traditional IRA at any time. You do not need to wait
 for a special event like retirement.

 TAXATION OF PAYMENTS. Earnings in traditional IRAs are not subject to federal
 income tax until you or your beneficiary receives them. Taxable payments or
 distributions include withdrawals from your contract, surrender of your
 contract and annuity payments from your contract. Death benefits are also
 taxable. Except as discussed below, the total amount of any distribution from a
 traditional IRA must be included in your gross income as ordinary income.

 If you have ever made nondeductible IRA contributions to any traditional IRA
 (it does not have to be to this particular traditional IRA contract), those
 contributions are recovered tax free when you get distributions from any
 traditional IRA. You must keep permanent tax records of all of your
 nondeductible contributions to traditional IRAs. At the end of any year in
 which you have received a distribution from any traditional IRA, you calculate
 the ratio of your total nondeductible traditional IRA contributions (less any
 amounts previously withdrawn tax free) to the total account balances of all
 traditional IRAs you own at the end of the year plus all traditional IRA
 distributions made during the year. Multiply this by all distributions from the
 traditional IRA during the year to determine the nontaxable portion of each
 distribution.

 In addition, a distribution is not taxable if:

 o  the amount received is a withdrawal of excess contributions, as described
    under "Excess contributions" above; or

 o  the entire amount received is rolled over to another traditional IRA (see
    "Rollovers and transfers" above); or

 o  in certain limited circumstances, where the traditional IRA acts as a
    conduit, you roll over the entire amount into a qualified plan or TSA that
    accepts rollover contributions. To get this conduit traditional IRA
    treatment:

 o  the source of funds you used to establish the traditional IRA must have
    been a rollover contribution from a qualified plan, and

 o  the entire amount received from the traditional IRA (including any
    earnings on the rollover contribution) must be rolled over into another
    qualified plan within 60 days of the date received.

 Similar rules apply in the case of a TSA.

 However, you may lose conduit treatment, if you make an eligible rollover
 distribution contribution to a traditional IRA and you commingle this
 contribution with other contributions. In that case, you may not be able to
 roll over these eligible rollover distribution contributions and earnings to
 another qualified plan or TSA at a future date.

 Distributions from a traditional IRA are not eligible for favorable five-year
 averaging (or, in some cases, ten-year averaging and long-term capital gain
 treatment) available to certain distributions from qualified plans.

 The EQUI-VEST QP IRA contract can be used as a conduit IRA however,
 non-rollover contributions cannot be commingled.

 REQUIRED MINIMUM DISTRIBUTIONS

 LIFETIME REQUIRED MINIMUM DISTRIBUTIONS.  You must start taking annual
 distributions from your Traditional IRAs beginning at age 70 1/2.

 WHEN YOU HAVE TO TAKE THE FIRST REQUIRED MINIMUM DISTRIBUTION. The first
 required minimum distribution is for the calendar year in which you turn age
 70 1/2. You have the choice to take this first required minimum distribution
 during the calendar year you actually reach age 70 1/2, or to delay taking it
 until the first three-month period in the next calendar year (January 1 - April
 1). Distributions must start no later than your "Required Beginning Date,"
 which is April 1st of the calendar year after the calendar year in which you
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 first annual minimum distribution, then you will have to take two minimum
 distributions in that year - the delayed one for the first year and the one
 actually for that year. Once minimum distributions begin, they must be made at
 some time each year.

 HOW YOU CALCULATE REQUIRED MINIMUM DISTRIBUTIONS.  There are two approaches to
 taking required minimum distributions - "account-based" or "annuity-based."

 Account-based method. If you choose an account-based method, you divide the
 value of your traditional IRA as of December 31st of the past calendar year by
 a life expectancy factor from IRS tables. This gives you the required minimum
 distribution amount for that particular IRA for that year. The required minimum
 distribution amount will vary each year as the account value and your life
 expectancy factors change.

 You have a choice of life expectancy factors, depending on whether you choose a
 method based only on your life expectancy, or the joint life expectancies of
 you and another individual. You can decide to "recalculate" your life
 expectancy every year by using your current life expectancy factor. You can
 decide instead to use the "term certain" method, where you reduce your life
 expectancy by one every year after the initial year. If your spouse is your
 designated beneficiary for the purpose of calculating annual account-based
 required minimum distributions, you can also annually recalculate your spouse's
 life expectancy if you want. If you choose someone who is not your spouse as
 your designated beneficiary for the purpose of calculating annual account-based
 required minimum distributions, you have to use the term certain method of
 calculating that person's life expectancy. If you pick a nonspouse designated
 beneficiary, you may also have to do another special calculation.

 You can later apply your traditional IRA funds to a life annuity-based payout.
 You can only do this if you already chose to recalculate your life expectancy
 annually (and your spouse's life expectancy if you select a spousal joint
 annuity). For example, if you anticipate selecting any form of life annuity
 payout after you are age 70 1/2, you must have elected to recalculate life
 expectancies.

 Annuity-based method. If you choose an annuity-based method you do not have to
 do annual calculations. You apply the account value to an annuity payout for
 your life or the joint lives of you and a designated beneficiary, or for a
 period certain not extending beyond applicable life expectancies.

 DO YOU HAVE TO PICK THE SAME METHOD TO CALCULATE YOUR REQUIRED MINIMUM
 DISTRIBUTIONS FOR ALL OF YOUR TRADITIONAL IRAS AND OTHER RETIREMENT PLANS? No.
 If you want, you can choose a different method and a different beneficiary for
 each of your traditional IRAs and other retirement plans. For example, you can
 choose an annuity payout from one IRA, a different annuity payout from a
 qualified plan, and an account-based annual withdrawal from another IRA.

 WILL WE PAY YOU THE ANNUAL AMOUNT EVERY YEAR FROM YOUR TRADITIONAL IRA BASED ON
 THE METHOD YOU CHOOSE? No, unless you affirmatively select an annuity payout
 option or an account-based withdrawal option such as our minimum distribution
 withdrawal option. Because the options we offer do not cover every option
 permitted under federal income tax rules, you may prefer to do your own
 required minimum distribution calculations for one or more of your traditional
 IRAs.

 WHAT IF YOU TAKE MORE THAN YOU NEED TO FOR ANY YEAR? The required minimum
 distribution amount for your traditional IRAs is calculated on a year-by-year
 basis. There are no carry-back or carry-forward provisions. Also, you cannot
 apply required minimum distribution amounts you take from your qualified plans
 to the amounts you have to take from your traditional IRAs and vice-versa.
 However, the IRS will let you calculate the required minimum distribution for
 each traditional IRA that you maintain, using the method that you picked for
 that particular IRA. You can add these required minimum distribution amount
 calculations together. As long as the total amount you take out every year
 satisfies your overall traditional IRA required minimum distribution amount,
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 required minimum distribution from any one or more Traditional IRAs that you
 own.

 WHAT IF YOU TAKE LESS THAN YOU NEED TO FOR ANY YEAR? Your IRA could be
 disqualified, and you could have to pay tax on the entire value. Even if your
 IRA is not disqualified, you could have to pay a 50% penalty tax on the
 shortfall (required amount for traditional IRAs less amount actually taken). It
 is your responsibility to meet the required minimum distribution rules. We will
 remind you when our records show that your age 70 1/2 is approaching. If you
 do not select a method with us, we will assume you are taking your required
 minimum distribution from another traditional IRA that you own.

 WHAT ARE THE REQUIRED MINIMUM DISTRIBUTION PAYMENTS AFTER YOU DIE? If you die
 after either (a) the start of annuity payments, or (b) your Required Beginning
 Date, your beneficiary must receive payment of the remaining values in the
 contract at least as rapidly as under the distribution method before your
 death. In some circumstances, your surviving spouse may elect to become the
 owner of the traditional IRA and halt distributions until he or she reaches age
 70 1/2.

 If you die before your Required Beginning Date and before annuity payments
 begin, federal income tax rules require complete distribution of your entire
 value in the contract within five years after your death. Payments to a
 designated beneficiary over the beneficiary's life or over a period certain
 that does not extend beyond the beneficiary's life expectancy are also
 permitted, if these payments start within one year of your death. A surviving
 spouse beneficiary can also (a) delay starting any payments until you would
 have reached age 70 1/2 or (b) roll over your traditional IRA into his or her
 own traditional IRA.

 SUCCESSOR ANNUITANT AND OWNER

 If your spouse is the sole primary beneficiary and elects to become the
 successor annuitant and owner, no death benefit is payable until your surviving
 spouse's death.

 PAYMENTS TO A BENEFICIARY AFTER YOUR DEATH

 IRA death benefits are taxed the same as IRA distributions.

 BORROWING AND LOANS ARE PROHIBITED TRANSACTIONS

 You cannot get loans from a traditional IRA. You cannot use a traditional IRA
 as collateral for a loan or other obligation. If you borrow against your IRA or
 use it as collateral, its tax-favored status will be lost as of the first day
 of the tax year in which this prohibited event occurs. If this happens, you
 must include the value of the traditional IRA in your federal gross income.
 Also, the early distribution penalty tax of 10% will apply if you have not
 reached age 59 1/2 before the first day of that tax year.

 EARLY DISTRIBUTION PENALTY TAX

 A penalty tax of 10% of the taxable portion of a distribution applies to
 distributions from a traditional IRA made before you reach age 59 1/2. The
 extra penalty tax does not apply to pre-age 59 1/2 distributions made:

 o  on or after your death; or

 o  because you are disabled (special federal income tax definition); or

 o  to pay for certain extraordinary medical expenses (special federal income
    tax definition); or

 o  to pay medical insurance premiums for unemployed individuals (special
    federal income tax definition); or

 o  to pay certain first-time home buyer expenses (special federal income tax
    definition); or

 o  to pay certain higher education expenses (special federal income tax
    definition); or

 o  in the form of substantially equal periodic payments made at least annually
    over your life (or your life expectancy), or over the joint lives of you and
    your beneficiary (or your joint life expectancy) using an IRS-approved
    distribution method.


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 ILLUSTRATION OF GUARANTEED INTEREST RATES

 In the following two tables, we provide information that the IRS requires us to
 furnish to prospective IRA contract owners. In the tables we illustrate the 3%
 minimum guaranteed interest rate for contributions we assume are allocated
 entirely to the guaranteed interest option. In Table I we assume a $1,000
 contribution made annually on the contract date and on each anniversary after
 that. We assume no withdrawals or transfers were made under the contract. In
 Table II we assume a single initial contribution of $1,000, and no additional
 contributions. We also assume no withdrawals or transfers. The 3% guaranteed
 interest rate is in the contract.

 The values shown assume the withdrawal charge applies. These values reflect the
 effect of the annual administrative charge deducted at the end of each contract
 year in which the account value is less than $20,000.

 To find the appropriate value for the end of the contract year at any
 particular age, you subtract the age (nearest birthday) at issue of the
 contract from the current age and find the corresponding year in the table.
 Years that correspond to a current age over 70, should be ignored, unless the
 contract is a Roth IRA.

 You should consider the information shown in the tables in light of your
 present age. Also, with respect to Table I, you should consider your ability to
 contribute $1,000 annually. Any change in the amounts contributed annually, or
 in the amount of the single contribution would, of course, change the results
 shown.
<PAGE>


- --------------------------------------------------------------------------------
                                                             51  TAX INFORMATION
- --------------------------------------------------------------------------------

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

                                    TABLE I
                         ACCOUNT VALUES AND CASH VALUES
                  (assuming $1,000 contributions made annually
                     at the beginning of the contract year)

- --------------------------------------------------------------------------------
                             3% MINIMUM GUARANTEE
- --------------------------------------------------------------------------------
   CONTRACT                  ACCOUNT                          CASH
   YEAR END                   VALUE                           VALUE
- --------------------------------------------------------------------------------
       1                   $ 1,009.40                     $   954.89
       2                   $ 2,039.68                     $ 1,929.54
       3                   $ 3,100.87                     $ 2,933.43
       4                   $ 4,193.90                     $ 3,967.43
       5                   $ 5,319.72                     $ 5,032.45
       6                   $ 6,479.31                     $ 6,129.42
       7                   $ 7,673.69                     $ 7,313.69
       8                   $ 8,903.90                     $ 8,543.90
       9                   $10,171.01                     $ 9,811.01
      10                   $11,476.14                     $11,116.14
      11                   $12,820.43                     $12,460.43
      12                   $14,205.04                     $13,845.04
      13                   $15,631.19                     $15,271.19
      14                   $17,100.13                     $16,740.13
      15                   $18,613.13                     $18,253.13
      16                   $20,201.53                     $19,841.53
      17                   $21,837.57                     $21,477.57
      18                   $23,522.70                     $23,162.70
      19                   $25,258.38                     $24,898.38
      20                   $27,046.13                     $26,686.13
      21                   $28,887.52                     $28,527.52
      22                   $30,784.14                     $30,424.14
      23                   $32,737.67                     $32,377.67
      24                   $34,749.80                     $34,389.80
      25                   $36,822.29                     $36,462.29


- --------------------------------------------------------------------------------
                             3% MINIMUM GUARANTEE
- --------------------------------------------------------------------------------
   CONTRACT                  ACCOUNT                          CASH
   YEAR END                   VALUE                           VALUE
- --------------------------------------------------------------------------------
      26                   $ 38,956.96                    $ 38,596.96
      27                   $ 41,155.67                    $ 40,795.67
      28                   $ 43,420.34                    $ 43,060.34
      29                   $ 45,752.95                    $ 45,392.95
      30                   $ 48,155.53                    $ 47,795.53
      31                   $ 50,630.20                    $ 50,270.20
      32                   $ 53,179.11                    $ 52,819.11
      33                   $ 55,804.48                    $ 55,444.48
      34                   $ 58,508.61                    $ 58,148.61
      35                   $ 61,293.87                    $ 60,933.87
      36                   $ 64,162.69                    $ 63,802.69
      37                   $ 67,117.57                    $ 66,757.57
      38                   $ 70,161.10                    $ 69,801.10
      39                   $ 73,295.93                    $ 72,935.93
      40                   $ 76,524.81                    $ 76,164.81
      41                   $ 79,850.55                    $ 79,490.55
      42                   $ 83,276.07                    $ 82,916.07
      43                   $ 86,804.35                    $ 86,444.35
      44                   $ 90,438.48                    $ 90,078.48
      45                   $ 94,181.64                    $ 93,821.64
      46                   $ 98,037.08                    $ 97,677.08
      47                   $102,008.20                    $101,648.20
      48                   $106,098.44                    $105,738.44
      49                   $110,311.40                    $109,951.40
      50                   $114,650.74                    $114,290.74


<PAGE>


- --------------------------------------------------------------------------------
 52  TAX INFORMATION
- --------------------------------------------------------------------------------

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

                                    TABLE II
                         ACCOUNT VALUES AND CASH VALUES
                 (assuming a single contribution of $1,000 and
                            no further contribution)

- --------------------------------------------------------------------------------
                             3% MINIMUM GUARANTEE
- --------------------------------------------------------------------------------
   CONTRACT                  ACCOUNT                          CASH
   YEAR END                   VALUE                           VALUE
- --------------------------------------------------------------------------------
       1                   $1,009.40                      $  954.89
       2                   $1,018.89                      $  963.87
       3                   $1,019.46                      $  964.40
       4                   $1,020.04                      $  964.96
       5                   $1,020.64                      $  965.53
       6                   $1,021.26                      $  966.11
       7                   $1,021.90                      $1,021.90
       8                   $1,022.55                      $1,022.55
       9                   $1,023.23                      $1,023.23
      10                   $1,023.93                      $1,023.93
      11                   $1,024.65                      $1,024.65
      12                   $1,025.38                      $1,025.38
      13                   $1,026.15                      $1,026.15
      14                   $1,026.93                      $1,026.93
      15                   $1,027.74                      $1,027.74
      16                   $1,028.57                      $1,028.57
      17                   $1,029.43                      $1,029.43
      18                   $1,030.31                      $1,030.31
      19                   $1,031.22                      $1,031.22
      20                   $1,032.16                      $1,032.16
      21                   $1,033.12                      $1,033.12
      22                   $1,034.11                      $1,034.11
      23                   $1,035.14                      $1,035.14
      24                   $1,036.19                      $1,036.19
      25                   $1,037.28                      $1,037.28


- --------------------------------------------------------------------------------
                             3% MINIMUM GUARANTEE
- --------------------------------------------------------------------------------
   CONTRACT                  ACCOUNT                          CASH
   YEAR END                   VALUE                           VALUE
- --------------------------------------------------------------------------------
      26                   $1,038.40                      $1,038.40
      27                   $1,039.55                      $1,039.55
      28                   $1,040.73                      $1,040.73
      29                   $1,041.96                      $1,041.96
      30                   $1,043.22                      $1,043.22
      31                   $1,044.51                      $1,044.51
      32                   $1,045.85                      $1,045.85
      33                   $1,047.22                      $1,047.22
      34                   $1,048.64                      $1,048.64
      35                   $1,050.10                      $1,050.10
      36                   $1,051.60                      $1,051.60
      37                   $1,053.15                      $1,053.15
      38                   $1,054.74                      $1,054.74
      39                   $1,056.39                      $1,056.39
      40                   $1,058.08                      $1,058.08
      41                   $1,059.82                      $1,059.82
      42                   $1,061.61                      $1,061.61
      43                   $1,063.46                      $1,063.46
      44                   $1,065.37                      $1,065.37
      45                   $1,067.33                      $1,067.33
      46                   $1,069.35                      $1,069.35
      47                   $1,071.43                      $1,071.43
      48                   $1,073.57                      $1,073.57
      49                   $1,075.78                      $1,075.78
      50                   $1,078.05                      $1,078.05


<PAGE>


- --------------------------------------------------------------------------------
                                                             53  TAX INFORMATION
- --------------------------------------------------------------------------------

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

 ROTH INDIVIDUAL RETIREMENT ANNUITIES (ROTH IRAS)

 This section of the prospectus covers some of the special tax rules that apply
 to Roth IRAs. If the rules are the same as those that apply to the Traditional
 IRA, we will refer you to the same topic under "Traditional IRAs."

 The EQUI-VEST Roth IRA contracts are designed to qualify as Roth individual
 retirement annuities under Sections 408A and 408(b) of the Internal Revenue
 Code.

 CONTRIBUTIONS TO ROTH IRAS

 Individuals may make four different types of contributions to a Roth IRA:

 o  regular after-tax contributions out of earnings; or

 o  taxable rollover contributions from Traditional IRAs ("conversion"
    contributions); or

 o  tax-free rollover contributions from other Roth IRAs; or

 o  tax-free direct custodian-to-custodian transfers from other Roth IRAs
    ("direct transfers").

 If you use the forms we require, we will also accept traditional IRA funds
 which are subsequently recharacterized as Roth IRA funds following special
 federal income tax rules.

 REGULAR CONTRIBUTIONS TO ROTH IRAS

 LIMITS ON REGULAR CONTRIBUTIONS. Generally, $2,000 is the maximum amount that
 you may contribute to all IRAs (including Roth IRAs) in any taxable year. This
 $2,000 limit does not apply to rollover contributions or direct
 custodian-to-custodian transfers into a Roth IRA. Any contributions to Roth
 IRAs reduce your ability to contribute to traditional IRAs and vice versa. When
 your earnings are below $2,000, your earned income or compensation for the year
 is the most you can contribute. If you are married and file a joint income tax
 return, you and your spouse may combine your compensation to determine the
 amount of regular IRA and after-tax contributions you are permitted to make to
 Roth IRAs and traditional IRAs. See the discussion above under traditional
 IRAs.

 With a Roth IRA, you can make regular contributions when you reach 70 1/2, as
 long as you have sufficient earnings. But, you cannot make contributions for
 any year that:

 o  your federal income tax filing status is "married filing jointly" and your
    adjusted gross income is over $160,000; or,

 o  your federal income tax filing status is "single" and your adjusted gross
    income is over $110,000.

 However, you can make regular Roth IRA contributions in reduced amounts when:

 o  your federal income tax filing status is "married filing jointly" and your
    adjusted gross income is between $150,000 and $160,000; or

 o  your federal income tax filing status is "single" and your adjusted gross
    income is between $95,000 and $110,000.

 If you are married and filing separately and your adjusted gross income is
 between $0 and $10,000 the amount of regular contribution you are permitted to
 make is phased out. If your adjusted gross income is more than $10,000 you
 cannot make a regular Roth IRA contribution.

 WHEN YOU CAN MAKE CONTRIBUTIONS? Same as traditional IRAs.

 DEDUCTIBILITY OF CONTRIBUTIONS. Roth IRA contributions are not tax deductible.

 ROLLOVERS AND DIRECT TRANSFERS

 WHAT IS THE DIFFERENCE BETWEEN ROLLOVER AND DIRECT TRANSFER TRANSACTIONS? You
 may make rollover contributions to a Roth IRA from only two sources:

 o  another Roth IRA ("tax-free rollover contribution"); or

 o  another traditional IRA, including a SEP-IRA or SIMPLE-IRA, in a taxable
    "conversion" rollover ("conversion contribution").

 You may not make contributions to a Roth IRA from a qualified plan under
 Section 401(a) of the Internal Revenue Code, or a TSA under Section 403(b) of
 the Internal Revenue


<PAGE>


- --------------------------------------------------------------------------------
 54  TAX INFORMATION
- --------------------------------------------------------------------------------

 Code. You may make direct transfer contributions to a Roth IRA only from
 another Roth IRA.

 The difference between a rollover transaction and a direct transfer transaction
 is the following. In a rollover transaction you actually take possession of the
 funds rolled over, or are considered to have received them under tax law in the
 case of a change from one type of plan to another. In a direct transfer
 transaction, you never take possession of the funds, but direct the first Roth
 IRA custodian, trustee, or issuer to transfer the first Roth IRA funds directly
 to Equitable Life, as the Roth IRA issuer. You can make direct transfer
 transactions only between identical plan types (for example, Roth IRA to Roth
 IRA). You can also make rollover transactions between identical plan types.
 However, you can only use rollover transactions between different plan types
 (for example, traditional IRA to Roth IRA).

 You may make both Roth IRA to Roth IRA rollover transactions and Roth IRA to
 Roth IRA direct transfer transactions. This can be accomplished on a completely
 tax-free basis. However, you may make Roth IRA to Roth IRA rollover
 transactions only once in any 12-month period for the same funds.
 Trustee-to-trustee or custodian-to-custodian direct transfers can be made more
 frequently than once a year. Also, if you send us the rollover contribution to
 apply it to a Roth IRA, you must do so within 60 days after you receive the
 proceeds from the original IRA to get rollover treatment.

 The surviving spouse beneficiary of a deceased individual can roll over or
 directly transfer an inherited Roth IRA to one or more other Roth IRAs. In some
 cases, Roth IRAs can be transferred on a tax-free basis between spouses or
 former spouses as a result of a court ordered divorce or separation decree.

 CONVERSION CONTRIBUTIONS TO ROTH IRAS

 In a conversion rollover transaction, you withdraw (or are considered to have
 withdrawn) all or a portion of funds from a traditional IRA you maintain and
 convert it to a Roth IRA within 60 days after you receive (or are considered to
 have received) the traditional IRA proceeds. Unlike a rollover from a
 traditional IRA to another traditional IRA, the conversion rollover transaction
 is not tax-free. Instead, the distribution from the traditional IRA is
 generally fully taxable. For this reason, we are required to withhold 10%
 federal income tax from the amount converted unless you elect out of such
 withholding. (If you have ever made nondeductible regular IRA contributions to
 any traditional IRA - whether or not it is the traditional IRA you are
 converting - a pro rata portion of the distribution is tax-free.)

 There is, however, no early distribution penalty tax on the Traditional IRA
 withdrawal that you are converting to a Roth IRA, even if you are under age
 59 1/2.

 You cannot make conversion contributions to a Roth IRA for any taxable year in
 which your adjusted gross income exceeds $100,000. (For this purpose, your
 adjusted gross income is calculated without the gross income stemming from the
 traditional IRA conversion.) You also cannot make conversion contributions to a
 Roth IRA for any taxable year in which your federal income tax filing status is
 "married filing separately."

 Finally, you cannot make conversion contributions to a Roth IRA to the extent
 that the funds in your traditional IRA are subject to the annual required
 minimum distribution rule applicable to traditional IRAs beginning at age
 70 1/2.

 WITHDRAWALS, PAYMENTS AND TRANSFERS OF FUNDS OUT OF ROTH IRAS

 NO FEDERAL INCOME TAX LAW RESTRICTIONS ON WITHDRAWALS. You can withdraw any or
 all of your funds from a Roth IRA at any time; you do not need to wait for a
 special event like retirement.

 DISTRIBUTIONS FROM ROTH IRAS

 Distributions include withdrawals from your contract, surrender and
 termination of your contract and annuity payments from your contract. Death
 benefits are also distributions.

 The following distributions from Roth IRAs are free of income tax:


<PAGE>


- --------------------------------------------------------------------------------
                                                             55  TAX INFORMATION
- --------------------------------------------------------------------------------

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

 o  Rollovers from a Roth IRA to another Roth IRA;

 o  Direct transfers from a Roth IRA to another Roth IRA;

 o  "Qualified Distributions" from Roth IRAs; and

 o  Return of excess contributions or amounts recharacterized to a traditional
    IRA.

 QUALIFIED DISTRIBUTIONS FROM ROTH IRAS

 Qualified distributions from Roth IRAs made because of one of the following
 four qualifying events or reasons are not includable in income:

 o  you reach age 59 1/2; or

 o  you die; or

 o  you become disabled (special federal income tax definition); or

 o  your distribution is a "qualified first-time homebuyer distribution"
    (special federal income tax definition; $10,000 lifetime total limit for
    these distributions from all of your traditional and Roth IRAs).

 You also have to meet a five-year aging period. A qualified distribution is any
 distribution made after the five-taxable year period beginning with the first
 taxable year for which you made any contribution to any Roth IRA (whether or
 not the one from which the distribution is being made). It is not possible to
 have a tax-free qualified distribution before the year 2003 because of the
 five-year aging requirement.

 NONQUALIFIED DISTRIBUTIONS FROM ROTH IRAS

 Nonqualified distributions from Roth IRAs are distributions that do not meet
 the qualifying event and five-year aging period tests described above. Such
 distributions are potentially taxable as ordinary income. Nonqualified
 distributions receive return-of-investment-first treatment. Only the difference
 between the amount of the distribution and the amount of contributions to all
 of your Roth IRAs is taxable. You have to reduce the amount of contributions to
 all of your Roth IRAs to reflect any previous tax-free recoveries.

 You must keep your own records of regular and conversion contributions to all
 Roth IRAs to assure appropriate taxation. You may have to file information on
 your contributions to and distributions from any Roth IRA on your tax return.
 You may have to retain all income tax returns and records pertaining to such
 contributions and distributions until your interests in all Roth IRAs are
 distributed.

 Like traditional IRAs, taxable distributions from a Roth IRA are not entitled
 to the special favorable five-year averaging method (or, in certain cases,
 favorable ten-year averaging and long-term capital gain treatment) available in
 certain cases to distributions from qualified plans.

 REQUIRED MINIMUM DISTRIBUTIONS AT DEATH

 Same as traditional IRA under "What are the required minimum distribution
 payments after you die?" Lifetime required minimum distributions do not apply.

 PAYMENTS TO A BENEFICIARY AFTER YOUR DEATH

 Distributions to a beneficiary generally receive the same tax treatment as if
 the distribution had been made to you.

 BORROWING AND LOANS ARE PROHIBITED TRANSACTIONS

 Same as traditional IRA.

 EXCESS CONTRIBUTIONS

 Same as traditional IRA, except that regular contributions made after age
 70 1/2 are not "excess contributions."

 Excess rollover contributions to Roth IRAs are contributions not eligible to be
 rolled over (for example, conversion contributions from a traditional IRA if
 your adjusted gross income is in excess of $100,000 in the conversion year).


<PAGE>


- --------------------------------------------------------------------------------
 56  TAX INFORMATION
- --------------------------------------------------------------------------------

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

 You can withdraw or recharacterize any contribution to a Roth IRA before the
 due date (including extensions) for filing your federal income tax return for
 the tax year. If you do this, you must also withdraw or recharacterize any
 earnings attributable to the contribution.

 EARLY DISTRIBUTION PENALTY TAX

 Same as traditional IRA.

 For Roth IRAs, special penalty rules may apply to amounts withdrawn
 attributable to 1998 conversion rollovers.

 FEDERAL AND STATE INCOME TAX WITHHOLDING AND INFORMATION REPORTING

 We must withhold federal income tax from distributions from annuity contracts.
 You may be able to elect out of this income tax withholding in some cases.
 Generally, we do not have to withhold if your distributions are not taxable.
 The rate of withholding will depend on the type of distribution and, in certain
 cases, the amount of your distribution. Any income tax withheld is a credit
 against your income tax liability. If you do not have sufficient income tax
 withheld or do not make sufficient estimated income tax payments, you may incur
 penalties under the estimated income tax rules.

 You must file your request not to withhold in writing before the payment or
 distribution is made. Our Processing Office will provide forms for this
 purpose. You cannot elect out of withholding unless you provide us with your
 correct taxpayer Identification Number and a United States residence address.
 You cannot elect out of withholding if we are sending the payment out of the
 United States.

 You should note the following special situations:

 o  We might have to withhold on amounts we pay under a o free look or
    cancellation.

 o  We are generally required to withhold on conversion o rollovers of
    traditional IRAs to Roth IRAs, as it is considered a withdrawal from the
    traditional IRA and is taxable.

 o  We are required to withhold on the gross amount of a o distribution from a
    Roth IRA unless you elect out of withholding. This may result in tax being
    withheld even though the Roth IRA distribution is not taxable in whole or in
    part.

 Special withholding rules apply to foreign recipients and United States
 citizens residing outside the United States. We do not discuss these rules
 here. Certain states have indicated that state income tax withholding will also
 apply to payments from the contracts made to residents. In some states, you may
 elect out of state withholding, even if federal withholding applies. Generally,
 an election out of federal withholding will also be considered an election out
 of state withholding. If you need more information concerning a particular
 state or any required forms, call our Processing Office at the toll-free
 number.

 FEDERAL INCOME TAX WITHHOLDING ON PERIODIC ANNUITY PAYMENTS

 We withhold differently on "periodic" and "non-periodic" payments. For a
 periodic annuity payment, for example, unless you specify a different number of
 withholding exemptions, we withhold assuming that you are married and claiming
 three withholding exemptions. If you do not give us your correct Taxpayer
 Identification Number, we withhold as if you are single with no exemptions.

 Based on the assumption that you are married and claiming three withholding
 exemptions, if you receive less than $14,700 in periodic annuity payments in
 1999 your payments will generally be exempt from federal income tax
 withholding. You could specify a different choice of withholding exemption or
 request that tax be withheld. Your withholding election remains effective
 unless and until you revoke it. You may revoke or change your withholding
 election at any time.

 FEDERAL INCOME TAX WITHHOLDING ON NON-PERIODIC ANNUITY PAYMENTS (WITHDRAWALS)

 For a non-periodic distribution (total surrender, termination, or partial
 withdrawal), we generally withhold at a flat 10%


<PAGE>


- --------------------------------------------------------------------------------
                                                             57  TAX INFORMATION
- --------------------------------------------------------------------------------

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

 rate. We apply that rate to the taxable amount in the case of nonqualified
 contracts, and to the payment amount in the case of IRAs and Roth IRAs.

 IMPACT OF TAXES TO EQUITABLE LIFE

 The contracts provide that we may charge Separate Account A for taxes. We do
 not now, but may in the future set up reserves for such taxes.
<PAGE>


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 58  MORE INFORMATION
- --------------------------------------------------------------------------------


8
More information


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

 ABOUT OUR SEPARATE ACCOUNT A

 Each variable investment option is a subaccount of our Separate Account A. We
 established Separate Account A in 1968 under special provisions of the New York
 Insurance Law. These provisions prevent creditors from any other business we
 conduct from reaching the assets we hold in our variable investment options for
 owners of our variable annuity contracts. We are the legal owner of all of the
 assets in Separate Account A and may withdraw any amounts that exceed our
 reserves and other liabilities with respect to variable investment options
 under our contracts. The results of Separate Account A's operations are
 accounted for without regard to Equitable Life's other operations.

 Separate Account A is registered under the Investment Company Act of 1940 and
 is classified by that act as a "unit investment trust." The SEC, however, does
 not manage or supervise Equitable Life or Separate Account A.

 Each subaccount (variable investment option) within Separate Account A invests
 solely in Class IB shares issued by the corresponding Portfolios of The Hudson
 River Trust and EQ Advisors Trust.

 We reserve the right subject to compliance with laws that apply:

 (1) to add variable investment options to, or to remove variable investment
     options from, Separate Account A, or to add other separate accounts;

 (2) to combine any two or more variable investment options;

 (3) to transfer the assets we determine to be the shares of the class of
     contracts to which the contracts belong from any variable investment
     option to another variable investment option;

 (4) to operate Separate Account A or any variable investment option as a
     management investment company under the Investment Company Act of 1940
     (in which case, charges and expenses that otherwise would be assessed
     against an underlying mutual fund would be assessed against Separate
     Account A or a variable investment option directly);

 (5) to deregister Separate Account A under the Investment Company Act of 1940;


 (6) to restrict or eliminate any voting rights as to Separate Account A; and

 (7) to cause one or more variable investment options to invest some or all of
     their assets in one or more other trusts or investment companies.

 ABOUT THE HUDSON RIVER TRUST AND EQ ADVISORS TRUST

 The Hudson River Trust and EQ Advisors Trust are registered under the
 Investment Company Act of 1940. They are classified as "open-end management
 investment companies," more commonly called mutual funds. Each trust issues
 different shares relating to each Portfolio.

 The Hudson River Trust and EQ Advisors Trust do not impose sales charges or
 "loads" for buying and selling their shares. All dividends and other
 distributions on a trust's shares are reinvested in full. The Boards of Trustee
 of The Hudson River Trust and EQ Advisors Trust each may establish additional
 Portfolios or eliminate existing Portfolios at any time. More detailed
 information about The Hudson River Trust and EQ Advisors Trust, their
 investment objectives, policies, restrictions, risks, expenses, the Rule 12b-1
 plans relating to the Class IB shares of The Hudson River Trust and EQ Advisors
 Trust, and other aspects of their operations, appears in their prospectuses
 attached at the end of this prospectus, or in their SAIs which are available
 upon request.

 PROPOSED SUBSTITUTION OF PORTFOLIOS. We are asking the SEC to approve the
 substitution of newly created Portfolios of the EQ Advisors Trust for each of
 The Hudson River Trust Portfolios currently available under the variable
 investment options (the "Substitution"). The EQ Advisors Trust Portfolios will
 have substantially identical investment objectives, strategies, and policies as
 those of The Hudson


<PAGE>


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                                                            59  MORE INFORMATION
- --------------------------------------------------------------------------------

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

 River Trust Portfolios they would replace. The assets of any Portfolio of The
 Hudson River Trust underlying your contract would be transferred to the
 substituted EQ Advisors Trust Portfolio.

 We believe that this Substitution will be in your best interest because you
 would have a single set of variable investment options with similar advisory
 structures. You also will have a single EQ Advisors Trust prospectus for all
 the Portfolios, rather than the two separate prospectuses you now receive. EQ
 Financial Consultants Inc. will be the manager of the new EQ Advisors Trust
 Portfolios, and Alliance Capital Management L.P. will continue to provide the
 day-to-day advisory services to each of the new Portfolios.

 You should note that:

 o  No action is required on your part. You will not need to vote a proxy, file
    a new election, or take any other action if the SEC approves the
    Substitution.

 o  The elections you have on file for allocating your account value and
    contributions will remain unchanged until you direct us otherwise.

 o  We will bear all expenses directly relating to the Substitution transaction.

 o  The management fees for the new Portfolios will be the same as those for the
    corresponding Portfolios of The Hudson River Trust. Certain of the new EQ
    Advisors Trust Portfolios may have slightly higher expense ratios.

 o  On the effective date of the Substitution transaction, your account value
    (i.e., the units you own) in the variable investment options will be the
    same as before the transaction.

 o  The Substitution will have no tax consequences for you.

 Please review the EQ Advisors Trust prospectus that accompanies this
 prospectus. It contains more information about EQ Advisors Trust, including its
 management structure, advisory arrangements, and general fees and expenses that
 will be of interest to you.

 Subject to SEC approval, we expect the Substitution to be completed in the fall
 of 1999. It will affect everyone who has a balance in The Hudson River Trust
 Portfolios at that time. Of course, you may transfer your account value among
 the investment options, as usual.

 We will notify you when we receive SEC approval, and again when the
 Substitution is complete.

 ABOUT OUR FIXED MATURITY OPTIONS

 RATES TO MATURITY AND PRICE PER $100 OF MATURITY VALUE

 We can determine the amount required to be allocated to one or more fixed
 maturity options in order to produce specified maturity values. For example, we
 can tell you how much you need to allocate per $100 of maturity value.

 The rates to maturity for new allocations as of April 1, 1999 and the related
 price per $100 of maturity value were as follows:

- --------------------------------------------------------------------------------
   Fixed Maturity
      Options
  With June 15th
   Maturity Date            Rate to Maturity as              Price
        of                          of                    Per $100 of
   Maturity Year               April 1, 1999            Maturity Value
- --------------------------------------------------------------------------------
        2000                      3.25%                    $96.21
        2001                      4.04%                    $91.63
        2002                      4.33%                    $87.29
        2003                      4.46%                    $83.24
        2004                      4.52%                    $79.44
        2005                      4.67%                    $75.33
        2006                      4.77%                    $71.48
        2007                      4.79%                    $68.12
        2008                      4.87%                    $64.54
        2009                      4.97%                    $60.95
- --------------------------------------------------------------------------------

 HOW WE DETERMINE THE MARKET VALUE ADJUSTMENT

 We use the following procedure to calculate the market value adjustment (up or
 down) we make if you withdraw all of your value from a fixed maturity option
 before its maturity date.

 (1) We determine the market adjusted amount on the date of the withdrawal as
     follows:
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 60  MORE INFORMATION
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- --------------------------------------------------------------------------------

     (a) We determine the fixed maturity amount that would be payable on the
         maturity date, using the rate to maturity for the fixed maturity
         option.

     (b) We determine the period remaining in your fixed maturity option
         (based on the withdrawal date) and convert it to fractional years
         based on a 365-day year. For example, three years and 12 days becomes
         3.0329.

     (c) We determine the current rate to maturity that applies on the
         withdrawal date to new allocations to the same fixed maturity option.

     (d) We determine the present value of the fixed maturity amount payable
         at the maturity date, using the period determined in (b) and the rate
         determined in (c).

 (2) We determine the fixed maturity amount as of the current date.

 (3) We subtract (2) from the result in (1)(d). The result is the market value
     adjustment applicable to such fixed maturity option, which may be
     positive or negative.

- --------------------------------------------------------------------------------
 Your market adjusted amount is the present value of the maturity value
 discounted at the rate to maturity in effect for new contributions to that same
 fixed maturity option on the date of the calculation.
- --------------------------------------------------------------------------------

 If you withdraw only a portion of the amount in a fixed maturity option, the
 market value adjustment will be a percentage of the market value adjustment
 that would have applied if you had withdrawn the entire value in that fixed
 maturity option. This percentage is equal to the percentage of the value in the
 fixed maturity option that you are withdrawing. Any withdrawal charges that are
 deducted from a fixed maturity option will result in a market value adjustment
 calculated in the same way. See Appendix II for an example.

 For purposes of calculating the rate to maturity for new allocations to a fixed
 maturity option (see (1)(c) above), we use the rate we have in effect for new
 allocations to that fixed maturity option. We use this rate even if new
 allocations to that option would not be accepted at that time. This rate will
 not be less than 3%. If we do not have a rate to maturity in effect for a fixed
 maturity option to which the "current rate to maturity" in (1)(c) above would
 apply, we will use the rate at the next closest maturity date. If we are no
 longer offering new fixed maturity options, the "current rate to maturity" will
 be determined in accordance with our procedures then in effect. We reserve the
 right to add up to 0.50% to the current rate in (1)(c) above for purposes of
 calculating the market value adjustment only.

 INVESTMENTS UNDER THE FIXED MATURITY OPTIONS

 Amounts allocated to the fixed maturity options are held in a "nonunitized"
 separate account we have established under the New York Insurance Law. This
 separate account provides an additional measure of assurance that we will make
 full payment of amounts due under the fixed maturity options. Under New York
 Insurance Law, the portion of the separate account's assets equal to the
 reserves and other contract liabilities relating to the contracts are not
 chargeable with liabilities from any other business we may conduct. We own the
 assets of the separate account, as well as any favorable investment performance
 on those assets. You do not participate in the performance of the assets held
 in this separate account. We may, subject to state law that applies, transfer
 all assets allocated to the separate account to our general account. We
 guarantee all benefits relating to your value in the fixed maturity options,
 regardless of whether assets supporting fixed maturity options are held in a
 separate account or our general account.

 We have no specific formula for establishing the rates to maturity for the
 fixed maturity options. We expect the rates to be influenced by, but not
 necessarily correspond to, among other things, the yields that we can expect to
 realize on the separate account's investments from time to time. Our current
 plans are to invest in fixed-income obligations, including corporate bonds,
 mortgage-backed and asset-backed securities and government and agency issues
 having durations in the aggregate consistent with those of the fixed maturity
 options.


<PAGE>


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                                                           MORE INFORMATION 61
- --------------------------------------------------------------------------------

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

Although the above generally describes our plans for investing the assets
supporting our obligations under the fixed maturity options under the contracts,
we are not obligated to invest those assets according to any particular plan
except as we may be required to by state insurance laws. We will not determine
the rates to maturity we establish by the performance of the nonunitized
separate account.


ABOUT THE GENERAL ACCOUNT

Our general account supports all of our policy and contract guarantees,
including those that apply to the guaranteed interest option and the fixed
maturity options, as well as our general obligations.

The general account is subject to regulation and supervision by the Insurance
Department of the State of New York and to the insurance laws and regulations of
all jurisdictions where we are authorized to do business. Because of exemptions
and exclusionary provisions that apply, interests in the general account have
not been registered under the Securities Act of 1933, nor is the general account
an investment company under the Investment Company Act of 1940. However, the
market value adjustment interests under the contracts are registered under the
Securities Act of 1933.

We have been advised that the staff of the SEC has not reviewed the portions of
this prospectus that relate to the general account (other than market value
adjustment interests). The disclosure with regard to general accounts, however,
may be subject to certain provisions of the federal securities laws relating to
the accuracy and completeness of statements made in prospectuses.


ABOUT OTHER METHODS OF PAYMENT


AUTOMATIC INVESTMENT PROGRAM - FOR NQ, TRADITIONAL IRA, AND ROTH IRA CONTRACTS


You may use our automatic investment program, or "AIP," to have a specified
amount automatically deducted from a bank checking account, bank money market
account, or credit union checking account and contributed as an additional
contribution into an NQ, Traditional IRA, or Roth IRA contract on a monthly
basis.

AIP additional contributions may be allocated to any of the variable investment
options and the guaranteed interest option, but not the fixed maturity options.
Our minimum contribution amount requirement is $20. You choose the day of the
month you wish to have your account debited. However, you may not choose a date
later than the 28th day of the month.

You may cancel AIP at any time by notifying our Processing Office. We are not
responsible for any debits made to your account before the time written notice
of cancellation is received at our Processing Office.

PAYROLL DEDUCTION PROGRAM. You can authorize your employer to remit your IRA
contributions to us if your employer has a payroll deduction program. Those
contributions are still your contributions, not your employer's.

WIRE TRANSFERS. You may also send your contributions by wire transfer from your
bank.


DATES AND PRICES AT WHICH CONTRACT EVENTS OCCUR

We describe below the general rules for when, and at what prices, events under
your contract will occur. Other portions of this prospectus describe
circumstances that may cause exceptions. We generally do not repeat those
exceptions below.

Our "business day" is any day on which Equitable Life is open and the New York
Stock Exchange is open for trading. We are closed on national business holidays
including Martin Luther King, Jr. Day and the Friday after Thanksgiving.
Additionally, we may choose to close on the day immediately preceding or
following a national business holiday or due to emergency conditions. Our
business day ends at 4:00 p.m., Eastern Time for purposes of determining the
date when contributions are applied and any other transaction requests are
processed. Contributions will be applied and any other transaction requests will
be processed when they are



<PAGE>

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  62  MORE INFORMATION
- --------------------------------------------------------------------------------

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

received along with all the required information unless another date applies as
indicated below.

o    If your contribution, transfer or any other transaction request, containing
     all the required information, reaches us on a non-business day or after
     4:00 p.m. on a business day, we will use the next business day.

o    When a charge is to be deducted on a contract date anniversary that is a
     non-business day, we will deduct the charge on the next business day.

o    Quarterly rebalancing will be processed on a calendar year basis and
     semiannual or annual rebalancing will be processed on the first business
     day of the month. Rebalancing will not be done retroactively.


CONTRIBUTIONS AND TRANSFERS

o    Contributions allocated to the variable investment options are invested at
     the unit value next determined after the close of the business day.

o    Contributions allocated to a fixed maturity option will receive the rate to
     maturity in effect for that fixed maturity option on that business day.

o    Contributions allocated to the guaranteed interest option will receive the
     guaranteed interest rate in effect on that business day.

o    If a fixed maturity option is scheduled to mature on June 15th and June
     15th is a non-business day, that fixed maturity option will mature on the
     prior business day.

o    Transfers to or from variable investment options will be made at the unit
     value next determined after the close of the business day.

o    Transfers to the guaranteed interest option will receive the guaranteed
     interest rate in effect on that business day.

o    Transfers to a fixed maturity option will receive the rate to maturity in
     effect for that fixed maturity option on that business day.

o    Transfers out of a fixed maturity option will be at the market adjusted
     amount on that business day.

o    For the fixed-dollar option, the first monthly transfer will occur on the
     last business day of the month in which we receive your election form at
     our Processing Office.

o    For the interest sweep, the first monthly transfer will occur on the last
     business day of the following month we receive your election form at our
     Processing Office.

ABOUT YOUR VOTING RIGHTS

As the owner of the shares of The Hudson River Trust and EQ Advisors Trust we
have the right to vote on certain matters involving the Portfolios, such as:

o    The election of trustees.

o    The formal approval of independent auditors selected for each trust.

o    Any other matters described in the prospectuses for the trusts or requiring
     a shareholders' vote under the Investment Company Act of 1940.

We will give contract owners the opportunity to instruct us how to vote the
number of shares attributable to their contracts if a shareholder vote is taken.
If we do not receive instructions in time from all contract owners, we will vote
the shares of a Portfolio for which no instructions have been received in the
same proportion as we vote shares of that Portfolio for which we have received
instructions. We will also vote any shares that we are entitled to vote directly
because of amounts we have in a Portfolio in the same proportions that contract
owners vote.

VOTING RIGHTS OF OTHERS

Currently, we control each trust. EQ Advisors Trust shares are sold only to our
separate accounts and an affiliated qualified plan trust. The Hudson River Trust
shares are also held by separate accounts of ours and by separate accounts of
insurance companies unaffiliated with us. Shares held by these separate accounts
will probably be voted according to the instructions of the owners of insurance
policies and contracts issued by those insurance companies. While this will
dilute the effect of the voting instructions of the contract owners, we
currently do not foresee any disadvantages
<PAGE>
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                                                           MORE INFORMATION 63
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- --------------------------------------------------------------------------------

because of this. The Hudson River Trust Board of Trustees intends to monitor
events in order to identify any material irreconcilable conflicts that may arise
and to determine what action, if any, should be taken in response. If we believe
that a response to any of those events insufficiently protects our contract
owners, we will see to it that appropriate action is taken.


SEPARATE ACCOUNT A VOTING RIGHTS

If actions relating to Separate Account A require contract owner approval,
contract owners will be entitled to one vote for each unit they have in the
variable investment options. Each contract owner who has elected a variable
annuity payout option may cast the number of votes equal to the dollar amount of
reserves we are holding for that annuity in a variable investment option divided
by the annuity unit value for that option. We will cast votes attributable to
any amounts we have in the variable investment options in the same proportion as
votes cast by contract owners.


CHANGES IN APPLICABLE LAW

The voting rights we describe in this prospectus are created under applicable
federal securities laws. To the extent that those laws or the regulations
published under those laws eliminate the necessity to submit matters for
approval by persons having voting rights in separate accounts of insurance
companies, we reserve the right to proceed in accordance with those laws or
regulations.


ABOUT OUR YEAR 2000 PROGRESS

Equitable Life relies upon various computer systems in order to administer your
contract and operate the 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 contract owners and on
operations of the investment options. 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 by June 30,
1999 as year 2000 compliant or be the subject of a satisfactory plan for
compliance. If such confirmation is not received by June 30, 1999, the system or
service will be replaced, eliminated or the subject of contingency plans.
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 completed 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 contract 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).


ABOUT LEGAL PROCEEDINGS

Equitable Life and its affiliates are parties to various legal proceedings. In
our view, none of these proceedings is likely to have a material adverse effect
upon Separate Account A,
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  64  MORE INFORMATION
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- --------------------------------------------------------------------------------

our ability to meet our obligations under the contracts, or the distribution of
the contracts.


ABOUT OUR INDEPENDENT ACCOUNTANTS

The financial statements of Equitable Life incorporated in this prospectus by
reference to the Annual Report on Form 10-K at December 31, 1998 and 1997, and
for the three years ended December 31, 1998, have been so incorporated in
reliance on the report of PricewaterhouseCoopers LLP, independent accountants,
given on the authority of said firm as experts in auditing and accounting.


TRANSFERS OF OWNERSHIP, COLLATERAL ASSIGNMENTS, LOANS, AND BORROWING

You can transfer ownership of an NQ contract at any time before annuity payments
begin. We will continue to treat you as the owner until we receive written
notification of any change at our Processing Office. You cannot assign your NQ
contract as collateral or security for a loan. Loans are also not available
under your NQ contract. In some cases, an assignment or change of ownership may
have adverse tax consequences. See "Tax information" earlier in this prospectus.

You cannot assign or transfer ownership of a Traditional IRA, QP IRA or Roth IRA
contract except by surrender to us. Loans are not available and you cannot
assign Traditional IRA, QP IRA and Roth IRA contracts as security for a loan or
other obligation.

For limited transfers of ownership after the owner's death see "Payment of death
benefit" and "Beneficiary continuation option under Traditional IRA and QP IRA
contracts." You may direct the transfer of the values under your Traditional
IRA, QP IRA and Roth IRA contract to another similar arrangement.


DISTRIBUTION OF THE CONTRACTS

Equitable Financial Consultants, Inc. ("EQF"), an indirect, wholly owned
subsidiary of Equitable Life, is the distributor of the contracts and has
responsibility for sales and marketing functions for Separate Account A. During
1999, EQF plans to change its name to AXA Advisors, Inc. EQF serves as the
principal underwriter of Separate Account A. EQF is registered with the SEC as a
broker-dealer and is a member of the National Association of Securities Dealers,
Inc. EQF's principal business address is 1290 Avenue of the Americas, New York,
NY 10104. Under a Distribution and Servicing Agreement between EQF, Equitable
life, and certain of Equitable Life's separate accounts, including Separate
Account A, Equitable Life paid EQF fees of $325,380 for 1998 and $325,380 for
1997, as distributor of certain contracts and as the principal underwriter of
certain separate accounts, including Separate Account A.

The contracts will be sold by registered representatives of EQF and its
affiliates, who are also our licensed insurance agents. EQF may also receive
compensation and reimbursement for its marketing services under the terms of its
distribution agreements with Equitable Life. The offering of the contracts is
intended to be continuous.




<PAGE>
- --------------------------------------------------------------------------------
                                                      INVESTMENT PERFORMANCE  65
- --------------------------------------------------------------------------------


9
Investment performance

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



We provide the following tables to show five different measurements of the
investment performance of the variable investment options and/or the Portfolios
in which they invest. We include these tables because they may be of general
interest to you. THE RESULTS SHOWN REFLECT PAST PERFORMANCE. THEY DO NOT
INDICATE HOW THE VARIABLE INVESTMENT OPTIONS MAY PERFORM IN THE FUTURE. THEY
ALSO DO NOT REPRESENT THE RESULTS EARNED BY ANY PARTICULAR INVESTOR. YOUR
RESULTS WILL DIFFER.

Table 1 shows the average annual total return of the variable investment
options. Average annual total return is the annual rate of growth that would be
necessary to achieve the ending value of a contribution invested in the variable
investment options for the periods shown.

Table 2 shows the growth of a hypothetical $1,000 investment in the variable
investment options over the periods shown. Both Tables 1 and 2 take into account
all fees and charges under the contract, but do not reflect the charges for any
applicable taxes such as premium taxes, or any applicable annuity administrative
fee.

Tables 3, 4 and 5 show the rates of return of the variable investment options on
an annualized, cumulative, and year-by-year basis. These tables take into
account all fees and charges under the contract, but do not reflect the annual
administrative charge, any withdrawal charge, ratcheted death benefit charge,
charges for any applicable taxes such as premium taxes, or any applicable
annuity administrative fee. If the charges were reflected they would effectively
reduce the rates of return shown.

In all cases the results shown are based on the actual historical investment
experience of the Portfolios in which the variable investment options invest. In
some cases, the results shown relate to periods when the variable investment
options and/or the contracts were not available. In those cases, we adjusted the
results of the Portfolios to reflect the charges under the contracts that would
have applied had the investment options and/or contracts been available. The
contracts are being offered for the first time as of the date of this
prospectus.

In addition, we have adjusted the results prior to October 1996, when The Hudson
River Trust Class 1B shares were not available, to reflect the 12b-1 fees
currently imposed. Finally, the results shown for the Alliance Money Market,
Alliance Balanced, Alliance Common Stock and Alliance Aggressive Stock options
for periods before those options were operated as part of a unit investment
trust reflect the results of the separate accounts that preceded them. The
"Since portfolio inception" figures for these options are based on the date of
inception of the preceding separate accounts. We have adjusted these results to
reflect the fee and expense structure in effect for Separate Account A as a unit
investment trust. See "The Reorganization" in the SAI for additional
information.

All rates of return presented are time-weighted and include reinvestment of
investment income, including interest and dividends.


BENCHMARKS

Tables 3 and 4 compare the performance of variable investment options to market
indices that serve as benchmarks. Market indices are not subject to any charges
for investment advisory fees, brokerage commission or other operating expenses
typically associated with a managed portfolio. Also, they do not reflect other
charges such as the mortality and expense risks and other expense charges,
administrative charge, or any withdrawal charge or ratcheted death benefit
charge, under the contracts. Comparisons with these benchmarks, therefore, may
be of limited use. We include them because they are widely known and may help
you to understand the universe of securities from which each Portfolio is likely
to select its holdings. Benchmark data reflect the reinvestment of dividend
income. The benchmarks include:



<PAGE>

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  66  INVESTMENT PERFORMANCE
- --------------------------------------------------------------------------------

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


- --------------------------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK: 50% Russell 2000 Small Stock Index and 50% Standard &
     Poor's Mid-Cap Total Return Index.

ALLIANCE BALANCED: 50% Standard & Poor's 500 and 50% Lehman Government/Corporate
     Bond Index.

ALLIANCE COMMON STOCK: Standard & Poor's 500 Index.

ALLIANCE CONSERVATIVE INVESTORS: 70% Lehman Treasury Bond Composite Index and
     30% Standard & Poor's 500 Index.

ALLIANCE EQUITY INDEX: Standard & Poor's 500 Index.

ALLIANCE GLOBAL: Morgan Stanley Capital International World Index.

ALLIANCE GROWTH & INCOME: 75% Standard & Poor's 500 Index and 25% Value Line
     Convertibles Index.

ALLIANCE GROWTH INVESTORS: 30% Lehman Government/Corporate Bond Index and 70%
     Standard & Poor's 500 Index.

ALLIANCE HIGH YIELD: Merrill Lynch High Yield Master Index.

ALLIANCE INTERMEDIATE GOVERNMENT SECURITIES: Lehman Intermediate Government Bond
     Index.

ALLIANCE INTERNATIONAL: Morgan Stanley Capital International Europe, Australia,
     Far East Index.

ALLIANCE MONEY MARKET: Salomon Brothers Three-Month T-Bill Index.

ALLIANCE QUALITY BOND: Lehman Aggregate Bond Index.

ALLIANCE SMALL CAP GROWTH: Russell 2000 Growth Index.

EQ/ALLIANCE PREMIER GROWTH: Standard & Poor's 500 Index.

CAPITAL GUARDIAN RESEARCH: Standard & Poor's 500 Index.

CAPITAL GUARDIAN U.S. EQUITY: Standard & Poor's 500 Index.

EQ/EVERGREEN: Russell 2000 Index.

EQ/EVERGREEN FOUNDATION: 60% Standard & Poor's 500 Index/40% Lehman Brothers
     Aggregate Bond Index.

MFS EMERGING GROWTH COMPANIES: Russell 2000 Index.

MFS GROWTH WITH INCOME: Standard & Poor's 500 Index.

MFS RESEARCH: Standard & Poor's 500 Index.

MERRILL LYNCH BASIC VALUE EQUITY: Standard & Poor's 500 Index.

MERRILL LYNCH STRATEGY: 36% Standard & Poor's 500 Index/24% Morgan Stanley
     Capital International Europe, Australia, Far East Index/21% Salomon
     Brothers U.S. Treasury Bond 1 Year+ 14% Salomon Brothers World Government
     Bond (excluding U.S.)/and 5% Three-Month U.S. Treasury Bill.

MORGAN STANLEY EMERGING MARKETS EQUITY: Morgan Stanley Capital International
     Emerging Markets Free Price Return Index.

EQ/PUTNAM BALANCED: 60% Standard & Poor's 500 Index and 40% Lehman
     Government/Corporate Bond Index.

EQ/PUTNAM GROWTH & INCOME VALUE: Standard & Poor's 500 Index.

T. ROWE PRICE EQUITY INCOME: Standard & Poor's 500 Index.

T. ROWE PRICE INTERNATIONAL STOCK: Morgan Stanley Capital
     International Europe, Australia, Far East Index.

WARBURG PINCUS SMALL COMPANY VALUE: Russell 2000 Index.
- --------------------------------------------------------------------------------

LIPPER SURVEY. The Lipper Variable Insurance Products Performance Analysis
Survey (Lipper Survey) records the performance of a large group of variable
annuity products, including managed separate accounts of insurance companies.
According to Lipper Analytical Services, Inc., the data are presented net of
investment management fees, direct operating expenses and asset-based charges
applicable under annuity contracts. Lipper data provide a more accurate picture
than market benchmarks of the EQUI-VEST performance relative to other variable
annuity products.



<PAGE>

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                                                      INVESTMENT PERFORMANCE  67
- --------------------------------------------------------------------------------

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

                                    TABLE 1
 AVERAGE ANNUAL TOTAL RETURN UNDER A CONTRACT SURRENDERED ON DECEMBER 31, 1998



<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
                                                                  Length of investment period
                                               --------------------------------------------------------------------
                                                                                  Since       Since     Portfolio
                                                  1      3       5       10     option     portfolio   inception
 Variable Investment Options                   year   years   years   years   inception*   inception      date
- -------------------------------------------------------------------------------------------------------------------
<S>                                           <C>    <C>     <C>     <C>     <C>          <C>         <C>
Alliance Aggressive Stock                                                                                5/1/84
- -------------------------------------------------------------------------------------------------------------------
Alliance Balanced                                                                                        5/1/84
- -------------------------------------------------------------------------------------------------------------------
Alliance Common Stock                                                                                    8/1/68
- -------------------------------------------------------------------------------------------------------------------
Alliance Conservative Investors                                                                         10/2/89
- -------------------------------------------------------------------------------------------------------------------
Alliance Equity Index                                                                                    3/1/94
- -------------------------------------------------------------------------------------------------------------------
Alliance Global                                                                                         8/27/87
- -------------------------------------------------------------------------------------------------------------------
Alliance Growth & Income                                                                                10/1/93
- -------------------------------------------------------------------------------------------------------------------
Alliance Growth Investors                                                                               10/2/89
- -------------------------------------------------------------------------------------------------------------------
Alliance High Yield                                                                                      1/2/87
- -------------------------------------------------------------------------------------------------------------------
Alliance Intermediate Government Securities                                                              4/1/97
- -------------------------------------------------------------------------------------------------------------------
Alliance International                                                                                   4/3/95
- -------------------------------------------------------------------------------------------------------------------
Alliance Money Market                                                                                   5/11/82
- -------------------------------------------------------------------------------------------------------------------
Alliance Quality Bond                                                                                   10/1/93
- -------------------------------------------------------------------------------------------------------------------
Alliance Small Cap Growth                                  [To be inserted by Amendment]                 5/1/97
- -------------------------------------------------------------------------------------------------------------------
MFS Emerging Growth Companies                                                                            5/1/97
- -------------------------------------------------------------------------------------------------------------------
MFS Research                                                                                             5/1/97
- -------------------------------------------------------------------------------------------------------------------
Merrill Lynch Basic Value Equity                                                                         5/1/97
- -------------------------------------------------------------------------------------------------------------------
Merrill Lynch World Strategy                                                                             5/1/97
- -------------------------------------------------------------------------------------------------------------------
Morgan Stanley Emerging Markets Equity                                                                  8/20/97
- -------------------------------------------------------------------------------------------------------------------
E/Q Putnam Balanced                                                                                      5/1/97
- -------------------------------------------------------------------------------------------------------------------
E/Q Putnam Growth & Income Value                                                                         5/1/97
- -------------------------------------------------------------------------------------------------------------------
T. Rowe Price Equity Income                                                                              5/1/97
- -------------------------------------------------------------------------------------------------------------------
T. Rowe Price International Stock                                                                        5/1/97
- -------------------------------------------------------------------------------------------------------------------
Warburg Pincus Small Company Value                                                                       5/1/97
- -------------------------------------------------------------------------------------------------------------------
</TABLE>

*     The contracts described in this prospectus are being offered for the
      first time as of the date of this prospectus. The variable investment
      options became available under another contract offered under Separate
      Account A, with the same asset based charge, on July 13, 1998. The
      inception dates for the Portfolios that became available on or after
      December 31, 1998 and are therefore not shown in the tables are:
      EQ/Evergreen, EQ/Evergreen Foundation, and MFS Growth with Income
      (December 31, 1998), EQ/Alliance Premiere Growth, Capital Guardian
      Research, and Capital Guardian U.S. Equity (May 1, 1999).



<PAGE>

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  68  INVESTMENT PERFORMANCE
- --------------------------------------------------------------------------------

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

                                    TABLE 2
      GROWTH OF $1,000 UNDER A CONTRACT SURRENDERED ON DECEMBER 31, 1998


<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------
                                                     Length of investment period
                                               -----------------------------------------
                                                                                 Since
                                                  1       3       5      10   portfolio
 Variable Investment Options                   year   years   years   years   inception
- ----------------------------------------------------------------------------------------
<S>                                           <C>    <C>     <C>     <C>     <C>
Alliance Aggressive Stock
- ----------------------------------------------------------------------------------------
Alliance Balanced
- ----------------------------------------------------------------------------------------
Alliance Common Stock
- ----------------------------------------------------------------------------------------
Alliance Conservative Investors
- ----------------------------------------------------------------------------------------
Alliance Equity Index
- ----------------------------------------------------------------------------------------
Alliance Global
- ----------------------------------------------------------------------------------------
Alliance Growth & Income
- ----------------------------------------------------------------------------------------
Alliance Growth Investors
- ----------------------------------------------------------------------------------------
Alliance High Yield
- ----------------------------------------------------------------------------------------
Alliance Intermediate Government Securities
- ----------------------------------------------------------------------------------------
Alliance International
- ----------------------------------------------------------------------------------------
Alliance Money Market
- ----------------------------------------------------------------------------------------
Alliance Quality Bond                          [To be inserted by Amendment]
- ----------------------------------------------------------------------------------------
Alliance Small Cap Growth
- ----------------------------------------------------------------------------------------
MFS Emerging Growth Companies
- ----------------------------------------------------------------------------------------
MFS Research
- ----------------------------------------------------------------------------------------
Merrill Lynch Basic Value Equity
- ----------------------------------------------------------------------------------------
Merrill Lynch World Strategy
- ----------------------------------------------------------------------------------------
Morgan Stanley Emerging Markets Equity
- ----------------------------------------------------------------------------------------
E/Q Putnam Balanced
- ----------------------------------------------------------------------------------------
E/Q Putnam Growth & Income Value
- ----------------------------------------------------------------------------------------
T. Rowe Price Equity Income
- ----------------------------------------------------------------------------------------
T. Rowe Price International Stock
- ----------------------------------------------------------------------------------------
Warburg Pincus Small Company Value
- ----------------------------------------------------------------------------------------
</TABLE>

*     Portfolio inception dates are shown in Table 1.


<PAGE>

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                                                      INVESTMENT PERFORMANCE  69
- --------------------------------------------------------------------------------

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

                                    TABLE 3
        ANNUALIZED RATES OF RETURN FOR PERIODS ENDED DECEMBER 31, 1998



<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
                                                                                                    Since
                                                                                                 portfolio
                                       1 year      3 years     5 years    10 years    20 years   inception*
- --------------------------------------------------------------------------------------------------------------
<S>                                <C>          <C>         <C>         <C>         <C>         <C>
 ALLIANCE AGGRESSIVE STOCK          (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Mid-Cap Growth                 12.16%       16.33%      14.87%      15.44%          -       13.95%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              8.28%       17.77%      15.56%      16.49%          -       15.78%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE BALANCED                  (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Balanced                       13.48%       15.79%      13.84%      12.97%          -       13.56%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             19.02%       18.70%      16.88%      15.21%          -       15.37%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE COMMON STOCK              (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Growth                         22.86%       22.23%      18.63%      16.72%      16.30%      11.34%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             28.58%       28.23%      24.06%      19.21%      17.76%      12.75%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE CONSERVATIVE INVESTORS    (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Income                         14.20%       15.62%      14.31%          -           -       12.55%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             15.59%       14.45%      13.37%          -           -       12.08%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE EQUITY INDEX              (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper S&P 500 Index Funds            28.05%       27.67%          -           -           -       24.31%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             28.58%       28.23%          -           -           -       24.79%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE GLOBAL                    (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Global                         14.34%       14.67%      11.98%      11.21%          -        9.64%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             24.34%       17.77%      15.68%      10.66%          -        9.55%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE GROWTH & INCOME           (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Growth & Income                15.61%       21.25%      18.35%          -           -       17.89%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             20.10%       23.99%      21.07%          -           -       20.48%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE GROWTH INVESTORS          (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Flexible Portfolio             14.20%       15.62%      14.31%          -           -       12.55%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             22.85%       22.69%      19.96%          -           -       15.55%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE HIGH YIELD                (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper High Yield                     (0.44)%       8.21%       7.37%       9.34%          -        8.97%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              3.66%        9.11%       9.01%      11.08%          -       10.72%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE INTERMEDIATE GOVERNMENT
  SECURITIES                        (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper U.S. Government                 7.68%        6.21%       5.91%          -           -        7.25%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              8.49%        6.74%       6.45%          -           -        7.60%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE INTERNATIONAL             (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper International                  13.02%        9.94%          -           -           -       10.74%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             20.00%        9.00%          -           -           -        9.68%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE MONEY MARKET              (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Money Market                    4.84%        4.87%       4.77%       5.20%          -        6.34%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              5.05%        5.18%       5.11%       5.44%                   6.41%
- --------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>
- --------------------------------------------------------------------------------
  70  INVESTMENT PERFORMANCE
- --------------------------------------------------------------------------------

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

                              TABLE 3 (CONTINUED)
        ANNUALIZED RATES OF RETURN FOR PERIODS ENDED DECEMBER 31, 1998



<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
                                                                                                       Since
                                                                                                    portfolio
                                         1 year      3 years     5 years    10 years    20 years    inception*
- --------------------------------------------------------------------------------------------------------------
<S>                                  <C>          <C>         <C>         <C>         <C>         <C>
 ALLIANCE QUALITY BOND                (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Corporate Bond A-Rated            7.47%       6.38%       6.54%   -           -                 6.21%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                                8.69%       7.29%       7.27%   -           -                 6.92%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE SMALL CAP GROWTH            (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Small-Cap                       ( 0.33)%         -           -    -           -                16.72%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                                1.23%          -           -    -           -                16.58%
- --------------------------------------------------------------------------------------------------------------
 MFS EMERGING GROWTH COMPANIES        (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Mid-Cap                          15.97%          -           -    -           -                22.72%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              ( 2.54)%         -           -    -           -                14.53%
- --------------------------------------------------------------------------------------------------------------
 MFS RESEARCH                         (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Growth                           25.82%          -           -    -           -                28.73%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                               28.58%          -           -    -           -                31.63%
- --------------------------------------------------------------------------------------------------------------
 MERRILL LYNCH BASIC VALUE EQUITY     (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Growth & Income                  15.54%          -           -    -           -                21.32%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                               28.58%          -           -    -           -                31.63%
- --------------------------------------------------------------------------------------------------------------
 MERRILL LYNCH WORLD STRATEGY         (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Global Flexible Portfolio         9.34%          -           -    -           -                11.15%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                               19.55%          -           -    -           -                20.00%
- --------------------------------------------------------------------------------------------------------------
 MORGAN STANLEY EMERGING MARKETS
  EQUITY                              (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Emerging Markets                (30.50)%         -           -    -           -               (36.28)%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              (25.34)%         -           -    -           -               (28.92)%
- --------------------------------------------------------------------------------------------------------------
 EQ/PUTNAM BALANCED                   (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Balanced                         14.61%          -           -    -           -                17.83%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                               21.36%          -           -    -           -                23.48%
- --------------------------------------------------------------------------------------------------------------
 EQ/PUTNAM GROWTH & INCOME VALUE      (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Growth & Income                  15.54%          -           -    -           -                21.32%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                               28.58%          -           -    -           -                31.63%
- --------------------------------------------------------------------------------------------------------------
 T. ROWE PRICE EQUITY INCOME          (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Equity Income                    10.76%          -           -    -           -                19.07%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                               28.58%          -           -    -           -                31.63%
- --------------------------------------------------------------------------------------------------------------
 T. ROWE PRICE INTERNATIONAL STOCK    (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper International                    12.17%          -           -    -           -                 9.06%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                               20.00%          -           -    -           -                13.43%
- --------------------------------------------------------------------------------------------------------------
 WARBURG PINCUS SMALL COMPANY
  VALUE                               (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Small-Cap                         1.53%          -           -    -           -                16.77%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              ( 2.54)%         -           -    -           -                14.53%
- --------------------------------------------------------------------------------------------------------------
</TABLE>

*     Portfolio inception dates are shown in Table 1.


<PAGE>

- --------------------------------------------------------------------------------
                                                      INVESTMENT PERFORMANCE  71
- --------------------------------------------------------------------------------

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

                                    TABLE 4
        CUMULATIVE RATES OF RETURN FOR PERIODS ENDED DECEMBER 31, 1998



<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
                                                                                                        Since
                                                                                                      portfolio
                                       1 year      3 years     5 years    10 years      20 years     inception*
- --------------------------------------------------------------------------------------------------------------
<S>                                <C>          <C>         <C>         <C>         <C>            <C>
 ALLIANCE AGGRESSIVE STOCK          (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Mid-Cap Growth                 12.16%       58.64%     102.73%     334.88%             -       613.05%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              8.28%       63.35%     106.12%     360.30%             -       759.55%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE BALANCED                  (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Balanced                       13.48%       55.60%      91.92%     240.69%             -       553.21%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             19.02%       67.24%     118.08%     311.86%             -       715.64%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE COMMON STOCK              (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Growth                         22.86%       84.52%     138.97%     388.00%      2,185.68%    1,203.81%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             28.58%      110.85%     193.91%     479.62%      2,530.43%    3,755.68%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE CONSERVATIVE INVESTORS    (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Income                         14.20%       55.28%      97.15%          -              -       202.48%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             15.59%       49.92%      87.28%          -              -       187.40%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE EQUITY INDEX              (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper S&P 500 Index Funds            28.05%      108.12%          -           -              -       186.34%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             28.58%      110.85%          -           -              -       192.17%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE GLOBAL                    (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Global                         14.34%       51.58%      77.94%     194.96%             -       188.08%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             24.34%       63.34%     107.19%     175.31%             -       181.57%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE GROWTH & INCOME           (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Growth & Income                15.61%       79.05%     133.95%          -              -       139.10%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             20.10%       90.62%     160.09%          -              -       166.00%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE GROWTH INVESTORS          (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Flexible Portfolio             14.20%       55.28%      97.15%          -              -       202.45%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             22.85%       84.68%     148.41%          -              -       280.88%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE HIGH YIELD                (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper High Yield                     (0.44)%      26.80%      43.00%     145.62%             -       182.21%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              3.66%       29.90%      53.96%     186.01%             -       239.69%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE INTERMEDIATE
  GOVERNMENT SECURITIES             (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper U.S. Government                 7.68%       19.84%      33.36%          -              -        72.35%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              8.49%       21.61%      36.71%          -              -        76.55%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE INTERNATIONAL             (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper International                  13.02%       33.62%          -           -              -        47.74%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             20.00%       29.52%          -           -              -        41.40%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE MONEY MARKET              (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Money Market                    4.84%       15.34%      26.25%      66.09%             -       178.83%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              5.05%       16.35%      28.27%      69.88%             -       181.74%
- --------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

- --------------------------------------------------------------------------------
  72  INVESTMENT PERFORMANCE
- --------------------------------------------------------------------------------

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

                              TABLE 4 (CONTINUED)
        CUMULATIVE RATES OF RETURN FOR PERIODS ENDED DECEMBER 31, 1998



<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
                                                                                                       Since
                                                                                                     portfolio
                                         1 year      3 years     5 years    10 years    20 years    inception*
- --------------------------------------------------------------------------------------------------------------
<S>                                  <C>          <C>         <C>         <C>         <C>         <C>
 ALLIANCE QUALITY BOND                (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Corporate Bond A-Rated          7.47%     20.42%      37.37%      -           -             37.26%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              8.69%     23.51%      42.06%      -           -             42.14%
- --------------------------------------------------------------------------------------------------------------
 ALLIANCE SMALL CAP GROWTH            (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Small-Cap                     ( 0.33)%        -           -       -           -             28.98%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                              1.23%         -           -       -           -             29.23%
- --------------------------------------------------------------------------------------------------------------
 MFS EMERGING GROWTH COMPANIES        (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Mid-Cap                        15.97%         -           -       -           -             42.16%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                            ( 2.54)%        -           -       -           -             25.40%
- --------------------------------------------------------------------------------------------------------------
 MFS RESEARCH                         (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Growth                         25.82%         -           -       -           -             52.86%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             28.58%         -           -       -           -             57.60%
- --------------------------------------------------------------------------------------------------------------
 MERRILL LYNCH BASIC VALUE EQUITY     (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Growth & Income                15.54%         -           -       -           -             15.59%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             28.58%         -           -       -           -             57.60%
- --------------------------------------------------------------------------------------------------------------
 MERRILL LYNCH WORLD STRATEGY         (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Global Flexible Portfolio       9.34%         -           -       -           -             19.41%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             19.55%         -           -       -           -             33.33%
- --------------------------------------------------------------------------------------------------------------
 MORGAN STANLEY EMERGING MARKETS
  EQUITY                              (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Emerging Markets              (30.50)%        -           -       -           -            (45.67)%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                            (25.34)%        -           -       -           -            (36.71)%
- --------------------------------------------------------------------------------------------------------------
 EQ/PUTNAM BALANCED                   (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Balanced                       14.61%         -           -       -           -             31.59%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             21.36%         -           -       -           -             42.22%
- --------------------------------------------------------------------------------------------------------------
 EQ/PUTNAM GROWTH & INCOME VALUE      (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Growth & Income                15.54%         -           -       -           -             38.49%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             28.58%         -           -       -           -             57.60%
- --------------------------------------------------------------------------------------------------------------
 T. ROWE PRICE EQUITY INCOME          (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Equity Income                  10.76%         -           -       -           -             33.92%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             28.58%         -           -       -           -             57.60%
- --------------------------------------------------------------------------------------------------------------
 T. ROWE PRICE INTERNATIONAL STOCK    (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper International                  12.17%         -           -       -           -             15.88%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                             20.00%         -           -       -           -             23.42%
- --------------------------------------------------------------------------------------------------------------
 WARBURG PINCUS SMALL COMPANY
  VALUE                               (To be inserted by Amendment)
- --------------------------------------------------------------------------------------------------------------
 Lipper Small-Cap                       1.53%         -           -       -           -             29.95%
- --------------------------------------------------------------------------------------------------------------
 Benchmark                            ( 2.54)%        -           -       -           -             25.40%
- --------------------------------------------------------------------------------------------------------------
</TABLE>

*     Portfolio inception dates are shown in Table 1.


<PAGE>

- --------------------------------------------------------------------------------
 73  INVESTMENT PERFORMANCE
- --------------------------------------------------------------------------------

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

                                    TABLE 5
                         YEAR-BY-YEAR RATES OF RETURN


<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
                                      1989    1990    1991    1992    1993    1994    1995    1996    1997       1998
- ------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>       <C>
Alliance Aggressive Stock
- ------------------------------------------------------------------------------------------------------------------------
Alliance Balanced
- ------------------------------------------------------------------------------------------------------------------------
Alliance Common Stock
- ------------------------------------------------------------------------------------------------------------------------
Alliance Conservative Investors
- ------------------------------------------------------------------------------------------------------------------------
Alliance Equity Index
- ------------------------------------------------------------------------------------------------------------------------
Alliance Global
- ------------------------------------------------------------------------------------------------------------------------
Alliance Growth & Income
- ------------------------------------------------------------------------------------------------------------------------
Alliance Growth Investors
- ------------------------------------------------------------------------------------------------------------------------
Alliance High Yield
- ------------------------------------------------------------------------------------------------------------------------
Alliance Intermediate Government
  Securities
- ------------------------------------------------------------------------------------------------------------------------
Alliance International
- ------------------------------------------------------------------------------------------------------------------------
Alliance Money Market
- ------------------------------------------------------------------------------------------------------------------------
Alliance Quality Bond                                                       [To be inserted by Amendment]
- ------------------------------------------------------------------------------------------------------------------------
Alliance Small Cap Growth
- ------------------------------------------------------------------------------------------------------------------------
MFS Emerging Growth Companies
- ------------------------------------------------------------------------------------------------------------------------
MFS Research
- ------------------------------------------------------------------------------------------------------------------------
Merrill Lynch Basic Value Equity
- ------------------------------------------------------------------------------------------------------------------------
Merrill Lynch World Strategy
- ------------------------------------------------------------------------------------------------------------------------
Morgan Stanley Emerging Markets
  Equity
- ------------------------------------------------------------------------------------------------------------------------
E/Q Putnam Balanced
- ------------------------------------------------------------------------------------------------------------------------
E/Q Putnam Growth & Income Value
- ------------------------------------------------------------------------------------------------------------------------
T. Rowe Price Equity Income
- ------------------------------------------------------------------------------------------------------------------------
T. Rowe Price International Stock
- ------------------------------------------------------------------------------------------------------------------------
Warburg Pincus Small Company
  Value
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>

*     Returns for these Portfolios represent less than 12 months of performance.
      The returns are as of each Portfolio inception date as shown in Table 1.


<PAGE>

- --------------------------------------------------------------------------------
   74  INVESTMENT PERFORMANCE
- --------------------------------------------------------------------------------

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

COMMUNICATING PERFORMANCE DATA

In reports or other communications to contract owners 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., VARDS, 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 contract owners 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 Annuity     Investment Dealers Digest
- ---------------------------------------------------------------
  Sourcebook                        National Underwriter
- ---------------------------------------------------------------
 Business Week                      Pension & Investments
- ---------------------------------------------------------------
 Forbes                             USA Today
- ---------------------------------------------------------------
 Fortune                            Investor's Business Daily
- ---------------------------------------------------------------
 Institutional Investor             The New York Times
- ---------------------------------------------------------------
 Money                              The Wall Street Journal
- ---------------------------------------------------------------
 Kiplinger's Personal Finance       The Los Angeles Times
- ---------------------------------------------------------------
 Financial Planning                 The Chicago Tribune
- ---------------------------------------------------------------
 Investment Adviser
- ---------------------------------------------------------------
 Investment Management Weekly
- ---------------------------------------------------------------

Lipper Analytical Services, Inc. (Lipper) compiles performance data for peer
universes of funds with similar investment objectives in its 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 life 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 Variable Annuity/Life Report consists of nearly 700 variable
life and annuity funds, all of which report their data net of investment
management fees, direct operating expenses and separate account level charges.
VARDS is a monthly reporting service that monitors approximately 2,500 variable
life and variable annuity funds on performance and account information.


YIELD INFORMATION

Current yield for the Alliance Money Market option will be based on net changes
in a hypothetical investment over a given seven-day period, exclusive of capital
changes, and then "annualized" (assuming that the same seven-day result would
occur each week for 52 weeks). Current yield for the other options will be based
on net changes in a hypothetical investment over a given 30-day period,
exclusive of capital changes, and then "annualized" (assuming that the same
30-day result would occur each month for 12 months).

"Effective yield" is calculated in a similar manner, but when annualized, any
income earned by the investment is assumed to be reinvested. The "effective
yield" will be slightly higher than the "current yield" because any earnings are
compounded weekly for the Alliance Money Market option. The yields and effective
yields assume the deduction of all



<PAGE>

- --------------------------------------------------------------------------------
                                                      INVESTMENT PERFORMANCE  75
- --------------------------------------------------------------------------------

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

contract charges and expenses other than the annual administrative charge,
withdrawal charge, ratcheted death benefit charge, and any charge for taxes such
as premium tax. For more information, see "Alliance Money Market Option and
other Yield information" in the SAI.



<PAGE>
- --------------------------------------------------------------------------------
  76 INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
- --------------------------------------------------------------------------------

10
Incorporation of certain documents by reference

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



Equitable Life's annual report on Form 10-K for the year ended December 31, 1998
and a current report on Form 8-K dated April 9, 1999, are considered to be a
part of this prospectus because they are incorporated by reference.

After the date of this prospectus and before we terminate the offering of the
securities under this prospectus, all documents or reports we file with the SEC
under the Securities Exchange Act of 1934 ("Exchange Act") will be considered to
become part of this prospectus because they are incorporated by reference.

Any statement contained in a document that is or becomes part of this
prospectus, will be considered changed or replaced for purposes of this
prospectus if a statement contained in this prospectus changes or is replaced.
Any statement that is considered to be a part of this prospectus because of its
incorporation, will be considered changed or replaced for the purpose of this
prospectus if a statement contained in any other subsequently filed document
that is considered to be part of this prospectus changes or replaces that
statement. After that, only the statement that is changed or replaced will be
considered to be part of this prospectus.

We file our Exchange Act documents and reports, including our annual and
quarterly reports on Form 10-K and Form 10-Q, electronically according to EDGAR
under CIK No. 0000727920. The SEC maintains a website that contains reports,
proxy and information statements and other information regarding registrants
that file electronically with the SEC. The address of the site is
http://www.sec.gov.

Upon written or oral request, we will provide, free of charge, to each person to
whom this prospectus is delivered a copy of any or all of the documents
considered to be part of this prospectus because they are incorporated herein.
This does not include exhibits not specifically incorporated by reference into
the text of such documents. Requests for documents should be directed to The
Equitable Life Assurance Society of the United States, 1290 Avenue of the
Americas, New York, New York 10104. Attention: Corporate Secretary (telephone:
(212) 554-1234).


<PAGE>
- --------------------------------------------------------------------------------
                                             CONDENSED FINANCIAL INFORMATION A-1
- --------------------------------------------------------------------------------


Appendix I: Condensed financial information

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

The contracts described in this prospectus are being offered for the first time
as of the date of this prospectus. The unit values and number of units
outstanding shown below are for another contract offered under Separate Account
A with the same asset based charge of 1.20%.


UNIT VALUES AND NUMBER OF UNITS OUTSTANDING AT YEAR END FOR EACH VARIABLE
INVESTMENT OPTION


- --------------------------------------------------------------------------------
                                                      December  31,
                                                        1998
- --------------------------------------------------------------------------------
 The Hudson River Trust Options
- --------------------------------------------------------------------------------
 Alliance Aggressive Stock
- --------------------------------------------------------------------------------
 Unit value                                          $  90.25
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                        -
- --------------------------------------------------------------------------------
 Alliance Balanced
- --------------------------------------------------------------------------------
 Unit value                                          $ 102.39
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                        -
- --------------------------------------------------------------------------------
 Alliance Common Stock
- --------------------------------------------------------------------------------
 Unit value                                          $ 102.87
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                        -
- --------------------------------------------------------------------------------
 Alliance Conservative Investors
- --------------------------------------------------------------------------------
 Unit value                                          $ 102.74
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                        -
- --------------------------------------------------------------------------------
 Alliance Equity Index
- --------------------------------------------------------------------------------
 Unit value                                          $ 103.69
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                        -
- --------------------------------------------------------------------------------
 Alliance Global
- --------------------------------------------------------------------------------
 Unit value                                          $  98.37
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                        -
- --------------------------------------------------------------------------------
 Alliance Growth & Income
- --------------------------------------------------------------------------------
 Unit value                                          $ 102.73
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                        -
- --------------------------------------------------------------------------------
 Alliance Growth Investors
- --------------------------------------------------------------------------------
 Unit value                                          $ 101.93
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                        -
- --------------------------------------------------------------------------------
 Alliance High Yield
- --------------------------------------------------------------------------------
 Unit value                                          $  89.20
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                        -
- --------------------------------------------------------------------------------
 Alliance Intermediate Government Securities
- --------------------------------------------------------------------------------
 Unit value                                          $ 103.32
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                        -
- --------------------------------------------------------------------------------


<PAGE>

- --------------------------------------------------------------------------------
  A-2  CONDENSED FINANCIAL INFORMATION
- --------------------------------------------------------------------------------

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

UNIT VALUES AND NUMBER OF UNITS OUTSTANDING AT YEAR END FOR EACH VARIABLE
INVESTMENT
OPTION (CONTINUED)




- --------------------------------------------------------------------------------
                                                 December  31,
                                                   1998
- --------------------------------------------------------------------------------
 Alliance International
- --------------------------------------------------------------------------------
 Unit value                                     $  93.00
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                   -
- --------------------------------------------------------------------------------
 Alliance Money Market
- --------------------------------------------------------------------------------
 Unit value                                     $ 101.68
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                   -
- --------------------------------------------------------------------------------
 Alliance Quality Bond
- --------------------------------------------------------------------------------
 Unit value                                     $ 103.62
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                   -
- --------------------------------------------------------------------------------
 Alliance Small Cap Growth
- --------------------------------------------------------------------------------
 Unit value                                     $  86.94
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                   -
- --------------------------------------------------------------------------------
 EQ Advisors Trust Options
- --------------------------------------------------------------------------------
 MFS Emerging Growth Companies
- --------------------------------------------------------------------------------
 Unit value                                     $ 103.53
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                   -
- --------------------------------------------------------------------------------
 MFS Research
- --------------------------------------------------------------------------------
 Unit value                                     $  99.10
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                   -
- --------------------------------------------------------------------------------
 Merrill Lynch Basic Value Equity
- --------------------------------------------------------------------------------
 Unit value                                     $  97.91
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                   -
- --------------------------------------------------------------------------------
 Merrill Lynch World Strategy
- --------------------------------------------------------------------------------
 Unit value                                     $  94.96
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                   -
- --------------------------------------------------------------------------------
 Morgan Stanley Emerging Markets Equity
- --------------------------------------------------------------------------------
 Unit value                                     $  81.49
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                   -
- --------------------------------------------------------------------------------
 EQ/Putnam Balanced
- --------------------------------------------------------------------------------
 Unit value                                     $ 101.17
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                   -
- --------------------------------------------------------------------------------

<PAGE>

- --------------------------------------------------------------------------------
                                            CONDENSED FINANCIAL INFORMATION  A-3
- --------------------------------------------------------------------------------

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

UNIT VALUES AND NUMBER OF UNITS OUTSTANDING AT YEAR END FOR EACH VARIABLE
INVESTMENT
OPTION (CONTINUED)




- --------------------------------------------------------------------------------
                                              December  31,
                                                1998
- --------------------------------------------------------------------------------
 EQ/Putnam Growth & Income Value
- --------------------------------------------------------------------------------
 Unit value                                   $ 100.60
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                 -
- --------------------------------------------------------------------------------
 T. Rowe Price Equity Income
- --------------------------------------------------------------------------------
 Unit value                                   $ 101.12
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                 -
- --------------------------------------------------------------------------------
 T. Rowe Price International Stock
- --------------------------------------------------------------------------------
 Unit value                                   $  94.15
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                 -
- --------------------------------------------------------------------------------
 Warburg Pincus Small Company Value
- --------------------------------------------------------------------------------
 Unit value                                   $  82.88
- --------------------------------------------------------------------------------
 Number of units outstanding (000's)                 -
- --------------------------------------------------------------------------------

<PAGE>
- --------------------------------------------------------------------------------
                                APPENDIX II MARKET VALUE ADJUSTMENT EXAMPLE  B-1
- --------------------------------------------------------------------------------


Appendix II: Market value adjustment example

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



The example below shows how the market value adjustment would be determined and
how it would be applied to a withdrawal, assuming that $100,000 had been
invested on June 14, 1999 to a fixed maturity option with a maturity date of
June 15, 2008 (i.e., nine years later) at a rate to maturity of 7.00%, resulting
in a maturity value at the maturity date of $183,846. We further assume that a
withdrawal of $50,000 is made four years later, on June 15, 2003.

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
                                                                        Assumed Rate to
                                                                    maturity on June 15, 2003
                                                                  --------------------------------
                                                                        5.00%        9.00%
- --------------------------------------------------------------------------------------------------
<S>                                                                 <C>        <C>
 As of June 15, 2003 (before withdrawal)
- --------------------------------------------------------------------------------------------------
(1) Market adjusted amount                                           $144,048    $ 119,487
- --------------------------------------------------------------------------------------------------
(2) Fixed maturity amount                                            $131,080    $ 131,080
- --------------------------------------------------------------------------------------------------
(3) Market value adjustment:
   (1) - (2)                                                         $ 12,968    $ (11,593)
- --------------------------------------------------------------------------------------------------
 On June 15, 2003 (after withdrawal)
- --------------------------------------------------------------------------------------------------
(4) Portion of market value adjustment associated with withdrawal:
   (3) x [$50,000/(1)]                                               $  4,501    $  (4,851)
- --------------------------------------------------------------------------------------------------
(5) Reduction in fixed maturity amount
   [$50,000 - (4)]                                                   $ 45,499    $  54,851
- --------------------------------------------------------------------------------------------------
(6) Fixed maturity amount (2) - (5)                                  $ 85,581    $  76,229
- --------------------------------------------------------------------------------------------------
(7) Maturity value                                                   $120,032    $ 106,915
- --------------------------------------------------------------------------------------------------
(8) Market adjusted amount of (7)                                    $ 94,048    $  69,487
- --------------------------------------------------------------------------------------------------
</TABLE>

You should note that under this example if a withdrawal is made when rates have
increased from 7.00% to 9.00% (right column), a negative market value adjustment
is realized. On the other hand, if a withdrawal is made when rates have
decreased from 7.00% to 5.00% (left column), a positive market value adjustment
is realized.

<PAGE>
- --------------------------------------------------------------------------------
APPENDIX III: DEATH BENEFIT EXAMPLE  C-1
- --------------------------------------------------------------------------------

Appendix III: Death benefit example

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


The death benefit under the contracts is equal to (i) the account value or, (ii)
the minimum death benefit or, if elected, (iii) the ratcheted death benefit,
whichever provides the highest amount.

The following illustrates the death benefit calculation. Assuming $100,000 is
allocated to the variable investment options, no additional contributions, no
transfers and no withdrawals, the death benefit for an annuitant age 45 would be
calculated as follows:


- --------------------------------------------------------------------------------
   End of
 contract                                                    Ratcheted
   year         Account value(1)        Contribution      death benefit
- --------------------------------------------------------------------------------
  1             $  105,000(2)           $100,000         $  100,000
- --------------------------------------------------------------------------------
  2             $  115,500(2)                            $  100,000
- --------------------------------------------------------------------------------
  3             $  129,360(2)                            $  129,360(2)
- --------------------------------------------------------------------------------
  4             $  103,488                               $  129,360(3)
- --------------------------------------------------------------------------------
  5             $  113,837                               $  129,360(3)
- --------------------------------------------------------------------------------
  6             $  127,497                               $  129,360(3)
- --------------------------------------------------------------------------------
  7             $  127,497                               $  129,360(3)
- --------------------------------------------------------------------------------
  8             $  133,872                               $  129,360(3)
- --------------------------------------------------------------------------------
  9             $  147,259                               $  147,259(4)
- --------------------------------------------------------------------------------

The account values for contract years 1 through 9 are based on hypothetical
rates of return of 5.00%, 10.00%, 12.00%, (20.00)%, 10.00%, 12.00%, 0.00%, 5%
and 10%. We are using these rates solely to illustrate how the benefit is
determined. The return rates bear no relationship to past or future investment
results.

(1)   If the ratcheted death benefit was not elected, the death benefit on each
      contract date anniversary would be equal to the account value, since it is
      higher than the contribution.

(2)   If the ratcheted death benefit was elected at the end of contract year 1,
      2, 3 and 8, the death benefit will be equal to the account value. Also in
      year 3, the ratcheted death benefit is increased to equal the account
      value.
(3)   At the end of contract years 4, 5, 6 and 7, the death benefit would be
      equal to the ratcheted death benefit since it is higher than the account
      value. Also, at the end of contract year six, no adjustment would be made
      to the ratcheted death benefit, since the ratcheted death benefit is
      higher than the account value.

(4)   At the end of contract year 9, the ratcheted death benefit would be
      increased to the account value, since the account value on the contract
      date anniversary is higher than the current ratcheted death benefit.



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

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

Statement of additional information

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


TABLE OF CONTENTS

                                                    Page
Required Minimum Distributions Option                2
Accumulation Unit Values                             2
Calculation of Annuity Payments                      3
The Reorganization                                   3
Custodian and Independent Accountants                4
Alliance Money Market Option Yield Information       4
Other Yield Information                              5
Key Factors in Retirement Planning                   5
Long-Term Market Trends                             10
Financial Statements                                12

HOW TO OBTAIN AN EQUI-VEST STATEMENT OF ADDITIONAL INFORMATION FOR SEPARATE
  ACCOUNT A

Call 1-800-628-6673 or send this request form to:
  EQUI-VEST
  Processing Office
  The Equitable Life
  P.O. Box 2996
  New York, NY 10116-2996


Please send me an EQUI-VEST Statement of Additional Information dated , 1999.
(Combination variable and fixed deferred annuity)


- ------------------------------------------------------------------------------
Name:


- ------------------------------------------------------------------------------
Address:


- ------------------------------------------------------------------------------
City            State    Zip







888-



<PAGE>

EQUI-VEST(R)

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

A Combination Variable and Fixed Deferred
Annuity Contract

STATEMENT OF ADDITIONAL INFORMATION
DATED _________, 1999


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

This statement of additional information ("SAI") is not a prospectus. It should
be read in conjunction with the related prospectus for EQUI-VEST, dated ____ __,
1999. That prospectus provides detailed information concerning the contracts and
the variable investment options, as well as the fixed maturity options, that
fund the contracts. Each variable investment option is a subaccount of Equitable
Life's Separate Account A. The fixed maturity options are part of Equitable
Life's general account. Definitions of special terms used in the SAI are found
in the prospectus.

A copy of the prospectus is available free of charge by writing the Processing
Office (P.O. Box 2996, New York, NY 10116-2996), by calling toll-free,
1-800-628-6673, or by contacting your Equitable associate.


TABLE OF CONTENTS

Required minimum distributions option                  2
Unit values                                            2
Calculation of annuity payments                        3
The Reorganization                                     3
Custodian and independent accountants                  4
Alliance Money Market option yield information         4
Other yield information                                5
Key factors in retirement planning                     5
Long-term market trends                               10
Financial statements                                  12






Copyright 1999
The Equitable Life Assurance of the United States
New York, New York 10104
All rights reserved.
888-

Cat. No.
<PAGE>


- --------------------------------------------------------------------------------
2
- --------------------------------------------------------------------------------


REQUIRED MINIMUM DISTRIBUTIONS
OPTION

If you elect this feature designed for annuitants age 70 1/2 or older, described
in the prospectus, each year we calculate your minimum distribution based on the
account value as of December 31 of the prior calendar year and then calculate
the minimum distribution amount based on the various choices you make. This does
not apply to Roth IRA or NQ contracts.

You may choose whether the required minimum distribution will be calculated
based on your life expectancy alone, or based on the joint life expectancies of
you and your spouse. You may also choose (1) to have us recalculate your life
expectancy (or joint life expectancy) each year, or (2) not recalculate your
life expectancy. If you have chosen a joint life expectancy method of
calculation with your spouse, you may choose to either have both lives
recalculated or not recalculated.

When we recalculate life expectancy, that means that each calendar year we see
what each individual's life expectancy is under Treasury Regulations. If life
expectancy is not recalculated, it means that it is determined once, for the
initial year, and in every subsequent year that number is reduced by one more
year.

If you do not specify a method, IRS regulations require us to base a calculation
on your life expectancy alone, recalculating it each year. If you do not specify
that we should recalculate life expectancy, you cannot later apply your account
value to an annuity payout.

The minimum distribution calculation takes into account partial withdrawals made
during the current calendar year but prior to the date we determine your minimum
distribution amount, except that when the required minimum distribution is
elected in the year in which the annuitant attains age 71 1/2, no adjustment for
partial withdrawals will be made for any withdrawals made between January 1 and
April 1 of the year in which the election is made.

Please note that our required minimum distribution option does not provide for
all the flexibility provided by federal law. For example, federal law permits
you to recalculate your life expectancy and not your spouse's and to choose the
joint life expectancy method with a beneficiary other than your spouse. See your
tax adviser.

UNIT VALUES

Unit values are determined at the end of each "valuation period" for each of the
variable investment options. A valuation period is each business day together
with any consecutive preceding non-business day. The unit values for EQUI-VEST
may vary. The method of calculating unit values is set forth below.

The unit value for a variable investment option for any valuation period is
equal to the unit value for the preceding valuation period multiplied by the
"net investment factor" for the variable investment option for that valuation
period. The net investment factor is:

     (a/b) - c

     where:

(a)  is the value of the variable investment option's shares of the
     corresponding Portfolio at the end of the valuation period before giving
     effect to any amounts allocated to or withdrawn from the variable
     investment options for the valuation period. For this purpose, we use the
     share value reported to us by The Hudson River Trust. This share value is
     after deduction for investment advisory fees and direct expenses of The
     Hudson River Trust.

(b)  is the value of the variable investment option's shares of the
     corresponding Portfolio at the end of the preceding valuation period (after
     any amounts allocated or withdrawn for that valuation period).

(c)  is the daily Separate Account A asset charge for the expenses of the
     contracts times the number of calendar days in the valuation period, plus
     any charge for taxes or amounts set aside as a reserve for taxes.
<PAGE>


- --------------------------------------------------------------------------------
                                                                               3
- --------------------------------------------------------------------------------

CALCULATION OF ANNUITY PAYMENTS

The calculation of monthly annuity payments under a contract takes into account
the number of annuity units of each variable investment option credited under a
contract, their respective annuity unit values, and a net investment factor. The
annuity unit values used for EQUI-VEST may vary, although the method of
calculating annuity unit values set forth below applies to all contracts.
Annuity unit values will also vary by variable investment option.

For each valuation period, the adjusted net investment factor is equal to the
net investment factor for the variable investment option reduced for each day in
the valuation period by:

o    .00013366 of the net investment factor for a contract with an assumed base
     rate of net investment return of 5% a year; or

o    .00009425 of the net investment factor for a contract with an assumed base
     rate of net investment return of 3 1/2%.

Because of this adjustment, the annuity unit value rises and falls depending on
whether the actual rate of net investment return (after charges) is higher or
lower than the assumed base rate.

The assumed base rate will be 5%, except in states where that rate is not
permitted. Annuity payments based upon an assumed base rate of 3 1/2% will at
first be smaller than those based upon a 5% assumed base rate. Payments based
upon a 3 1/2% rate, however, will rise more rapidly when unit values are rising,
and payments will fall more slowly when unit values are falling than those based
upon a 5% rate.

The amounts of variable annuity payments are determined as follows:

Payments normally start on the business day specified on your election form, or
on such other future date as specified therein. The first three monthly payments
are the same. The initial payment will be calculated using the basis guaranteed
in the applicable EQUI-VEST contract or our current basis, whichever would
provide the higher initial benefit.

The first three payments depend on the assumed base rate of net investment
return and the form of annuity chosen (and any fixed period). If the annuity
involves a life contingency, the risk class and the age of the annuitants will
affect payments.

Payments after the first three will vary according to the investment performance
of the variable investment option(s) selected to fund the variable payments.
After that, each monthly payment will be calculated by multiplying the number of
annuity units credited by the average annuity unit value for the selected fund
for the second calendar month immediately preceding the due date of the payment.
The number of units is calculated by dividing the first monthly payment by the
annuity unit value for the valuation period which includes the due date of the
first monthly payment. The average annuity unit value is the average of the
annuity unit values for the valuation periods ending in that month.

Illustration of calculation of annuity payments

To show how we determine variable annuity payments, assume that the account
value for an EQUI-VEST contract on a retirement date is enough to fund an
annuity with a monthly payment of $100 and that the annuity unit value of the
selected variable investment option for the valuation period that includes the
due date of the first annuity payment is $3.74. The number of annuity units
credited under the contract would be 26.74 (100 divided by 3.74 = 26.74). Based
on a hypothetical average annuity unit value of $3.56 in October 1998, the
annuity payment due in December 1998 would be $95.19 (the number of units
(26.74) times $3.56).

THE REORGANIZATION

Equitable Life established Separate Account A as a stock account on August 1,
1968. It was one of four separate investment accounts used to fund retirement
benefits under variable annuity certificates issued by us. Each of these
separate accounts, which included the predecessors to the Alliance Money Market
Fund, Alliance Balanced Fund, Alliance
<PAGE>


- --------------------------------------------------------------------------------
4
- --------------------------------------------------------------------------------

Common Stock Fund and Alliance Aggressive Stock Fund, was organized as an
open-end management investment company with its own investment objectives and
policies. Collectively these separate accounts, as well as two other separate
accounts which had been used to fund retirement benefits under certain other
annuity contracts, are called the "predecessor separate accounts."

On December 18, 1987, the predecessor separate accounts were combined in part
and reorganized into the Alliance Money Market, Alliance Balanced, Alliance
Common Stock and Alliance Aggressive Stock Funds of Separate Account A. In
connection with the Reorganization, all of the assets and investment-related
liabilities of the predecessor separate accounts were transferred to a
corresponding portfolio of The Equitable Trust in exchange for shares of the
portfolios of The Equitable Trust, which were issued to these corresponding
Funds of Separate Account A. On September 6, 1991, all of the shares of The
Equitable Trust held by these Funds were replaced by shares of Portfolios of The
Hudson River Trust corresponding to these Funds of Separate Account A.

CUSTODIAN AND INDEPENDENT ACCOUNTANTS

Equitable Life is the custodian for the shares of The Hudson River Trust and EQ
Advisors Trust owned by Separate Account A.

The financial statement of Separate Account A as at December 31, 1998 and for
the periods ended December 31, 1998 and 1997, and the consolidated financial
statements of Equitable Life as at December 31, 1998 and 1997 and for each of
the three years ended December 31, 1998 included in this SAI have been so
included in reliance on the reports of PricewaterhouseCoopers LLP, independent
accountants, given on the authority of such firm as experts in auditing and
accounting.

ALLIANCE MONEY MARKET OPTION YIELD INFORMATION

The Alliance Money Market option calculates yield information for seven-day
periods. To determine the seven-day rate of return, the net change in a unit
value is computed by subtracting the unit value at the beginning of the period
from the unit value, exclusive of capital changes, at the end of the period.

The net change is then reduced by the average administrative charge factor for
your contract. This reduction is made to recognize the deduction of the annual
administrative charge, which is not reflected in the unit value. See the
applicable "Annual administrative charge" section under "Charges and expenses"
in the prospectus. Unit values reflect all other accrued expenses of the
Alliance Money Market option.

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

The actual dollar amount of the annual administrative charge for EQUI-VEST that
is deducted from the Alliance Money Market option will vary for each contract
and the percentage of the aggregate account value allocated to the Alliance
Money Market option. To determine the effect of the annual administrative charge
on the yield, we start with the actual aggregate annual administrative charges,
as a percentage of total assets held under EQUI-VEST. This amount is multiplied
by 365/7 to produce an average administrative charge factor which is used in
weekly yield computations for the ensuing year. The average administrative
charge is then divided by the number of Alliance Money Market option units for
the EQUI-VEST contract as of the end of the prior calendar year, and the
resulting quotient is deducted from the net change in unit value for the
seven-day period.

The effective yield is obtained by modifying the current yield to give effect to
the compounding nature of the Alliance Money Market option's investments, as
follows: the unannualized adjusted base period return is compounded by adding
one to the adjusted base period return, raising the sum to a power equal to 365
divided by 7, and subtracting one from the
<PAGE>


- --------------------------------------------------------------------------------
                                                                               5
- --------------------------------------------------------------------------------


result, i.e., effective yield = (base period return + 1)[Superscript:365/7] - 1.
The Alliance Money Market option yields will fluctuate daily. Accordingly,
yields for any given period are not necessarily representative of future
results. In addition, the value of units of the Alliance Money Market option
will fluctuate and not remain constant.

The Alliance Money Market option yields reflect charges that are not normally
reflected in the yields of other investments and therefore may be lower when
compared with yields of other investments. Alliance Money Market option yields
should not be compared to the return on fixed-rate investments which guarantee
rates of interest for specified periods, such as the guaranteed interest account
or bank deposits. The yield should not be compared to the yield of money market
funds made available to the general public because their yields usually are
calculated on the basis of a constant $1 price per share and they pay out
earnings in dividends which accrue on a daily basis.

The seven-day current yield for the Alliance Money Market Option was for the
period ended December 31, 1998. The effective yield for the Alliance Money
Market Option for that period was 3.31%. Because these yields reflect the
deduction of Separate Account A expenses, including the annual or quarterly
administrative charge, they are lower than the corresponding yield figures for
the Alliance Money Market Portfolio which reflect only the deduction of
Trust-level expenses.

OTHER YIELD INFORMATION

The effective yield is obtained by giving effect to the compounding nature of
the variable investment option's investments, as follows: the sum of the 30-day
adjusted return, plus one, is raised to a power equal to 365 divided by 30, and
subtracting one from the result.

The 30-day yields for EQUI-VEST Contracts for the period ended December 31, 1998
were 3.27% for the Alliance Intermediate Government Securities Option, 3.65% for
the Alliance Quality Bond Option and 13.09% for the Alliance High Yield Option.
Because these yields reflect the deduction of Separate Account A expenses,
including the annual administrative charge, they are lower than the yield
figures for the corresponding Portfolios which reflect only the deduction of
Trust-level expenses.

KEY FACTORS IN RETIREMENT PLANNING

INTRODUCTION
Equitable Life offers retirement programs that are available to help meet the
retirement needs of individuals and of employers, businesses, and certain
tax-exempt organizations. In assessing these retirement needs, some key factors
need to be addressed: (1) the impact of inflation on fixed retirement incomes;
(2) the importance of starting to plan early for retirement; (3) the benefits of
tax deferral; and (4) the selection of an appropriate investment strategy. Each
of these factors is addressed below.

- --------------------------------------------------------------------------------
Unless otherwise noted, all of the following presentations use an assumed annual
rate of return of 7.5% compounded annually. This rate of return is for
illustrative purposes only and is not intended to represent an expected or
guaranteed rate of return for any investment vehicle. In addition, unless
otherwise noted, none of the illustrations reflect any charges that may be
applied under a particular investment vehicle. Such charges would effectively
reduce the actual return under any investment vehicle.
- --------------------------------------------------------------------------------

All earnings in these presentations are assumed to accumulate tax deferred
unless otherwise noted. Most programs designed for retirement savings offer tax
deferral. Amounts withdrawn generally are taxable and a 10% penalty tax may
apply to premature withdrawals. Certain retirement programs prohibit early
withdrawals. See "Tax information" in the prospectus. Where taxes are taken into
consideration in these presentations, a 28% tax rate is assumed.

The source of the data used by us to compile the charts which appear in this
section (other than charts 1, 2, 3 and 4) is Ibbotson Associates, Inc., Chicago,
Stocks, Bonds, Bills and Inflation 1999 Yearbook.(TM) All rights reserved.
<PAGE>


- --------------------------------------------------------------------------------
6
- --------------------------------------------------------------------------------


In reports or other communications or in advertising material, we may make use
of these or other graphic or numerical illustrations that we prepare showing the
impact of inflation, planning early for retirements, tax deferral,
diversification and other concepts important to retirement planning.

INFLATION

Inflation erodes purchasing power. This means that, in an inflationary period,
the dollar is worth less as time passes. Because many people live on a fixed
income during retirement, inflation is of particular concern to them. The charts
on the next page illustrate the detrimental impact of inflation over an extended
period of time. Between 1968 and 1998, the average annual inflation rate was
5.24%. As demonstrated in Chart 1, this 5.24% average annual rate of inflation
would cause the purchasing power of $35,000 to decrease to only $7,562 after 30
years.

In Chart 2, the impact of inflation is examined from another perspective.
Specifically, the chart illustrates the additional income needed to maintain the
purchasing power of $35,000 over a thirty-year period. Again, the 1968-1998
historical inflation rate of 5.24% is used. In this case, an additional $126,992
would be required to maintain the purchasing power of $35,000 after 30 years.


                                   CHART 1

[THE FOLLOWING DATA WAS REPRESENTED AS A
SHADED VERTICAL BAR GRAPH IN THE PRINTED DOCUMENT:]

                        (Income)
Today                   35,000
10 Years                21,002
20 Years                12,602
30 Years                 7,562

[END OF GRAPHICALLY REPRESENTED DATA]

                                    CHART 2

[THE FOLLOWING DATA WAS REPRESENTED AS A SHADED
VERTICAL BAR GRAPH IN THE PRINTED DOCUMENT:]

                      Annual
                      Income             Increase
                      Needed               Needed
Today                  35,000                   -
10 Years               58,328              23,325
20 Years               97,204              62,204
30 Years              161,992             126,992

[END OF GRAPHICALLY REPRESENTED DATA]



STARTING EARLY

The impact of inflation accentuates the need to begin a retirement program
early. The value of starting early is illustrated in the following charts. As
shown in Chart 3, if an individual makes annual contributions of $2,500 to his
<PAGE>


- --------------------------------------------------------------------------------
                                                                               7
- --------------------------------------------------------------------------------


retirement program beginning at age 30, he would accumulate $414,551 by age 65
under the assumptions described earlier. If that individual waited until age 50,
he would only accumulate $70,193 by age 65 under the same assumptions.

                                     CHART 3

[THE FOLLOWING DATA WAS REPRESENTED AS A SHADED
AREA GRAPH IN THE PRINTED DOCUMENT:]

<TABLE>
<S>       <C>         <C>    <C>         <C>         <C>         <C>          <C>          <C>          <C>
[BLACK:]  Age 50      $0          $0          $0          $0           $0      $15,610      $38,020      $70,193
[WHITE:]  Age 40      $0          $0          $0     $15,610      $38,020      $70,193     $116,381     $182,691
[GRAY:]   Age 30      $0     $15,610     $38,020     $70,193     $116,381     $182,691     $277,886     $414,551
</TABLE>

[END OF GRAPHICALLY REPRESENTED DATA]

In Table 1, the impact of starting early is demonstrated in another format. For
example, if an individual invests $300 monthly, he would accumulate $387,193 in
thirty years under our assumptions. In contrast, if that individual invested the
same $300 per month for 15 years, he would accumulate only $97,804 under our
assumptions.

                                     TABLE 1

- ---------------------------------------------------------
 MONTHLY
 CONTRI-   YEAR     YEAR     YEAR      YEAR     YEAR
 BUTION    10       15       20        25       30
- ---------------------------------------------------------
  $ 20     $ 3,532  $ 6,520  $ 10,811  $16,970  $ 25,813
- ---------------------------------------------------------
    50      8,829   16,301    27,027    42,425   64,532
- ---------------------------------------------------------
   100     17,659   32,601    54,053    84,851  129,064
- ---------------------------------------------------------
   200     35,317   65,202   108,107   169,701  258,129
- ---------------------------------------------------------
   300     52,976   97,804   162,160   254,552  387,193
- ---------------------------------------------------------

Chart 4 presents an additional way to demonstrate the significant impact of
starting to make contributions to a retirement program earlier rather than
later. It assumes that an individual had a goal to accumulate $250,000 (pre-tax)
by age 65. If he starts at age 30, under our assumptions he could reach the goal
by making a monthly pre-tax contribution of $130 (equivalent to $93 after
taxes). The total net cost for the 30-year-old in this hypothetical example
would be $39,265. If the individual in this hypothetical example waited until
age 50, he would have to make a monthly pre-tax contribution of $747 (equivalent
to $552 after taxes) to attain the goal, illustrating the importance of starting
early.

                                    CHART 4

[THE FOLLOWING DATA WAS REPRESENTED AS A BLACK AND WHITE
VERTICAL BAR GRAPH IN THE PRINTED DOCUMENT:]

                            GOAL: $250,000 BY AGE 65

                                                         Tax Savings
                                                     and Tax-deferred
                                        Net Cost     Earnings at 7.5%
 $93 per month        Age 30           $ 39,265             $ 210,735
$212 per month        Age 40             63,641               186,359
$552 per month        Age 50             99,383               150,617

[END OF GRAPHICALLY REPRESENTED DATA]

TAX DEFERRAL

Contributing to a retirement plan early is part of an effective strategy for
addressing the impact of inflation. Another part of such a strategy is to
carefully select the types of retirement programs in which to invest. In
deciding where to invest retirement contributions, there are three basic types
of programs.

The first type offers the most tax benefits and, therefore, is potentially the
most beneficial for accumulating funds for retirement. Contributions are made
with pre-tax dollars or are
<PAGE>
- --------------------------------------------------------------------------------
8
- --------------------------------------------------------------------------------


tax deductible and earnings grow income tax deferred. Examples of this type of
program that permit individuals to make contributions through personal savings
or indirectly through employer-offered salary deferrals are deductible
Individual Retirement Annuities (IRAs); Tax-Sheltered Annuities (TSAs).

The second type of program also provides for tax-deferred earnings growth;
however, contributions are made with after-tax dollars. Examples of this type of
program are non-deductible Traditional IRAs and non-qualified annuities.

The third approach to retirement savings is fully taxable. Contributions are
made with after-tax dollars and earnings are taxed each year. Examples of this
type of program include certificates of deposit, savings accounts and taxable
stock, bond or mutual fund investments.

Consider an example. For the type of retirement program that offers both pre-tax
contributions and tax deferral, assume that a $2,500 annual pre-tax contribution
is made for thirty years. In this example, the retirement funds would be
_____after thirty years (assuming a 7.5% rate of return, no withdrawals, the
deduction of a 1.20% Separate Account daily asset and Trust annual expense
charge, the deduction of a 0.15% ratcheted death benefit annual charge and a $30
administrative charge--but no contingent withdrawal charge) and such funds would
be $277,886 without the effect of any charges. Assuming a lump sum withdrawal
was made in year thirty and a 28% tax bracket, these amounts would be ______ and
$200,078, respectively.

For the type of program that offers only tax deferral, assume an after-tax
annual contribution of $1,800 for thirty years and the same rate of return. This
after-tax contribution is derived by taxing the $2,500 pre-tax contribution,
again assuming a 28% tax bracket. In this example, the retirement funds would be
_______ after thirty years assuming the deduction of charges and no withdrawals,
and $200,078 without the effect of charges. Assuming a lump sum withdrawal in
year thirty, the total after-tax amount would be _______ with charges deducted
and $159,176 without charges.

For the fully taxable investment, assume an after-tax contribution of $1,800 for
thirty years. Earnings are taxed annually. After thirty years, the amount of
this fully taxable investment is $135,058. Keep in mind that taxable investments
have fees and charges, too (investment advisory fees, administrative charges,
12b-1 fees, sales loads, brokerage commissions, etc). We have not attempted to
apply these fees and charges to the fully taxable amounts since this is intended
merely as an example of tax deferral. Were such charges applied, the amounts in
the fully taxable example would be lower. Again, it must be emphasized that the
assumed rate of return of 7.5% compounded annually used in these examples is for
illustrative purposes only and is not intended to represent a guaranteed or
expected rate of return on any investment vehicle. Moreover, early withdrawals
of tax-deferred investments are generally subject to a 10% penalty tax.

INVESTMENT OPTIONS

Selecting an appropriate retirement program is clearly an important part of an
effective retirement planning strategy. Carefully choosing among investment
options is another essential component.

As demonstrated in Chart 5, during the 1968-1998 period, common stock average
annual returns outperformed the average annual returns of fixed investments,
such as long-term government bonds and Treasury Bills (T-bills). See "Notes" at
the end of this section. Common stocks earned an average annual return of 12.67%
over this period, in contrast to 9.09% and 6.76% for the other two investment
categories, respectively. Significantly, common stock returns also outpaced
inflation, which grew at 5.24% over this period.
<PAGE>


- --------------------------------------------------------------------------------
                                                                              9
- --------------------------------------------------------------------------------


                                     CHART 5
                              [FOR EQUI-VEST SAI]

[THE FOLLOWING DATA WAS REPRESENTED AS A SHADED
VERTICAL BAR GRAPH IN THE PRINTED DOCUMENT:]

Average Annual Returns
1968-1998

Inflation 5.24%

T-bills                                   6.76%
Long-Term Government Bonds                9.09%
Common Stock (S&P 500)                   12.67%

[END OF GRAPHICALLY REPRESENTED DATA]

While Chart 5 illustrates that investments in common stocks outperformed
fixed-income investments for the 1968-1998 period, many people prefer to
diversify their investments by selecting a mix of fixed-income and growth
investments. In Chart 6, the growth of a $1,000 investment is shown given
various mixes of fixed-income and growth investments. See "Notes" at the end of
this section.


                                     CHART 6
                              [FOR EQUI-VEST SAI]

[THE FOLLOWING DATA WAS REPRESENTED AS A SHADED
VERTICAL BAR GRAPH IN THE TYPESET DOCUMENT:]

Growth of $1,000
1968-1998

100% T-bills                                       $7,113
70% Long-Term Government Bonds/30% Common Stock   $19,579
50% Long-Term Government Bonds/50% Common Stock   $24,118
100% Common Stock                                 $35,814

[END OF GRAPHICALLY REPRESENTED DATA]

NOTES

1.   Common Stocks: Standard & Poor's (S&P) Composite Index is an unmanaged
     weighted index of the stock performance of 500 industrial, transportation,
     utility and financial companies. Results shown assume reinvestment of
     dividends. Both market value and return on common stock will vary.

2.   U.S. Government Securities: Long-Term Government Bonds are measured using a
     one-bond portfolio constructed each year containing a bond with
     approximately a 20-year maturity and a reasonably current coupon. U.S.
     Treasury Bills are 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. U.S. Government securities are guaranteed
     as to principal and interest and, if held to maturity, offer a fixed rate
     of return.

     However, market value and return on such securities will fluctuate prior to
     maturity.
<PAGE>


- --------------------------------------------------------------------------------
10
- --------------------------------------------------------------------------------


EQUI-VEST(R) can be effective for diversifying ongoing investments between
various asset categories. In addition, for individuals investing a lump sum,
special features are offered which help address the risk associated with timing
the equity markets. Specifically, an interest sweep function is offered whereby
an individual can initially contribute a lump sum in the guaranteed interest
option and then sweep the interest generated by the investment into any of the
growth-oriented options over a specified period of time. In addition, a
fixed-dollar transfer function is offered whereby an individual can contribute a
lump sum in the guaranteed interest option and then transfer a fixed-dollar
amount into the growth-oriented options over a specified period of time. Neither
of these features can guarantee a profit or assure against loss in a declining
market.

LONG-TERM MARKET TRENDS

As a tool for understanding how different investment strategies may affect
long-term results, it may be useful to consider the historical returns on
different types of assets. The following charts present historical return trends
for various types of securities. The information presented, while not directly
related to the performance of the investment options, helps to provide a
perspective on the potential returns of different asset classes over different
periods of time. By combining this information with your knowledge of your own
financial needs (e.g., the length of time until you retire, your financial
requirements at retirement), you may be able to better determine how you wish to
allocate plan contributions among the investment options available under your
plan.

Historically, the long-term investment performance of common stocks has
generally been superior to that of long- or short-term debt securities. For
those investors who have many years until retirement, or whose primary focus is
on long-term growth potential and protection against inflation, there may be
advantages to allocating some or all of their account value to those variable
investment options that invest in stocks.

                    GROWTH OF $1 INVESTED ON JANUARY 1, 1958
                      (VALUES ARE AS OF LAST BUSINESS DAY)

                                [OBJECT OMITTED]

Over shorter periods of time, however, common stocks tend to be subject to more
dramatic changes in value than fixed-income (debt) securities. Investors who are
nearing retirement age, or who have a need to limit short-term risk, may find it
preferable to allocate a smaller percentage of their account value to those
variable investment options that invest in common stocks. The following graph
illustrates the monthly fluctuations in value of $1 based on monthly returns of
the Standard & Poor's 500 during 1990, a year that reflects the volatility
inherent in the investment of common stocks.


<PAGE>

- --------------------------------------------------------------------------------
                                                                              11
- --------------------------------------------------------------------------------


                    GROWTH OF $1 INVESTED ON JANUARY 1, 1990
                      (VALUES ARE AS OF LAST BUSINESS DAY)

                                [GRAPHIC OMITTED]

The following chart illustrates average annual rates of return over selected
time periods between December 31, 1926 and December 31, 1998 for different types
of securities: common stocks, long-term government bonds, long-term corporate
bonds, intermediate-term government bonds and U.S. Treasury Bills. For
comparison purposes, the Consumer Price Index is shown as a measure of
inflation. The average annual returns shown in the chart reflect capital
appreciation and assume the reinvestment of dividends and interest. No
investment management fees or expenses, and no charges typically associated with
deferred annuity products, are reflected. The information presented is merely a
summary of past experience for unmanaged groups of securities and is neither an
estimate nor guarantee of future performance. Any investment in securities,
whether equity or debt, involves varying degrees of potential risk, in addition
to offering varying degrees of potential reward.

- --------------------------------------------------------------------------------
The rates of return illustrated do not represent returns of Separate Account A.
In addition, there is no assurance that the performance of the investment
options will correspond to rates of return such as those illustrated in the
chart.
- --------------------------------------------------------------------------------

For a comparative illustration of performance results of the Options (which
reflect The Hudson River Trust and Separate Account A charges), see "Investment
performance" in the prospectus or the Trust prospectuses for The Hudson River
Trust and EQ Advisors Trust (which do not reflect Separate Account A charges).
<PAGE>


- --------------------------------------------------------------------------------
12
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------
MARKET TRENDS:
ILLUSTRATIVE ANNUAL RATES OF RETURN
- -----------------------------------------------------------------------------------------------------------------------


- -----------------------------------------------------------------------------------------------------------------------
                                            LONG-TERM      LONG-TERM      INTERMEDIATE-     U.S.
FOR THE FOLLOWING PERIODS      COMMON       GOVERNMENT     CORPORATE      TERM GOV'T.       TREASURY     CONSUMER
ENDING DECEMBER 31, 1998       STOCKS       BONDS          BONDS          BONDS             BILLS        PRICE INDEX
- -----------------------------------------------------------------------------------------------------------------------
<C>                            <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 12/31/26                 11.21        5.29           5.78           5.32              3.78         3.15
- -----------------------------------------------------------------------------------------------------------------------
Inflation Adjusted Since 1926  7.82         2.08           2.55           2.11              0.62          --
- -----------------------------------------------------------------------------------------------------------------------

<S>                                                           <C>
SOURCE: Ibbotson, Roger G., and Rex A. Sinquefield,           INTERMEDIATE-TERM GOVERNMENT BONDS-- Measured by a
Stocks, Bonds, Bills, and Inflation (SBBI), 1982,             one-bond portfolio constructed each year containing a
updated in Stocks, Bonds, Bills and Inflation 1999            bond with approximately a five-year maturity.
Yearbook(TM) Ibbotson Associates, Inc., Chicago. All
rights reserved.

COMMON STOCKS (S&P 500) -- Standard and Poor's                U.S. TREASURY BILLS -- Measured by rolling over each
Composite Index, an unmanaged weighted index of the           month a one-bill portfolio containing, at the beginning
stock performance of 500 industrial,                          of each month, the bill having the shortest maturity not
transportation, utility and financial companies.              less than one month.

LONG-TERM GOVERNMENT BONDS -- Measured using a one-bond       INFLATION -- Measured by the Consumer Price Index for
portfolio constructed each year containing a bond with        all Urban Consumers (CPI-U), not seasonally adjusted.
approximately a twenty-year maturity and a reasonably
current coupon.


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
Brothers for 1969-1998; for the period 1927-1945,
the Standard and Poor's monthly High-Grade
Corporate Composite yield data were used, assuming
a 4 percent coupon and a twenty-year maturity.

- -----------------------------------------------------------------------------------------------------------------------
FINANCIAL STATEMENTS

The consolidated financial statements of Equitable
Life included herein should be considered only as
bearing upon the ability of Equitable Life to meet
its obligations under the contracts.

[Financials to be filed by amendment.]
</TABLE>


<PAGE>

                                     PART C

                               OTHER INFORMATION
                               -----------------


Item 24.  Financial Statements and Exhibits
          ---------------------------------

          (a)  Financial Statements included in Part B.*

          (b)  Exhibits.

The following exhibits are filed herewith:

          1.   (a)  Resolutions of the Board of Directors of The Equitable Life
                    Assurance Society of the United States ("Equitable")
                    authorizing the establishment of the Registrant,
                    incorporated herein by reference to Exhibit No. 1(a) to
                    Registration Statement File No. 2-30070, originally filed on
                    October 27, 1987, refiled electronically on July 10, 1998.

               (b)  Resolutions of the Board of Directors of Equitable dated
                    October 16, 1986 authorizing the reorganization of Separate
                    Accounts A, C, D, E, J and K into one continuing separate
                    account, incorporated herein by reference to Exhibit No.
                    1(b) to Registration Statement File No. 2-30070 on Form
                    N-4, originally filed on April 24, 1995, refiled
                    electronically on July 10, 1998.

          2.   Not applicable.

          3.   (a)  Sales Agreement, dated as of July 22, 1992, among Equitable,
                    Separate Account A and Equitable Variable Life Insurance
                    Company, as principal underwriter for the Hudson River
                    Trust, incorporated herein by reference to Exhibit 3(b) to
                    Registration Statement No. 2-30070, originally filed on
                    April 26, 1993, refiled electronically on July 10, 1998.



*    To be filed by amendment.

                                      C-1
<PAGE>

               (b)  Distribution and Servicing Agreement among Equico
                    Securities, Inc. (now EQ Financial Consultants, Inc.)
                    Equitable and Equitable Variable Life Insurance Company,
                    dated as of May 1, 1994, incorporated herein by reference to
                    Exhibit 3(c) to Registration Statement No. 2-30070
                    originally filed February 14, 1995, refiled electronically
                    on July 10, 1998.

               (c)  Distribution Agreement dated as of January 1, 1995 by and
                    between The Hudson River Trust and Equico Securities, Inc.
                    (now EQ Financial Consultants, Inc.), incorporated herein by
                    reference to Exhibit 3(d) to Registration Statement No.
                    2-30070 originally filed on April 24, 1995, refiled
                    electronically on July 10, 1998.

          4.   (a)  Form of Group Annuity Contract No. 1050-94IC, incorporated
                    herein by reference to Exhibit No. 4(f) to Registration
                    Statement No. 2-30070 originally filed on April 24, 1995,
                    refiled electronically on July 10, 1998.

               (b)  Forms of Group Annuity Certificate Nos. 94ICA and 94ICB,
                    incorporated herein by reference to Exhibit No. 4(g) to
                    Registration Statement No. 2-30070 originally filed on April
                    24, 1995, refiled electronically on July 10, 1998.

               (c)  Forms of Endorsement nos. 94ENIRAI, 94 ENNQI and 94ENMVAI to
                    contract no. 1050-94IC, incorporated herein by reference to
                    Exhibit No. 4(h) to Registration Statement No. 2-30070
                    originally filed on April 24, 1995, refiled electronically
                    on July 10, 1998.

                                      C-2

<PAGE>

               (d)  Form of Supplementary Contract No. SC96MDSB, incorporated
                    herein by reference to Exhibit No. 4(j) to Registration
                    Statement No. 2-30070 filed on April 26, 1996.

               (e)  Form of Endorsement for Standard Roth IRA Certificates,
                    incorporated herein by reference to Exhibit 4(n) to
                    Registration Statement on Form N-4. File No. 2-30070 filed
                    June 9, 1998.

               (f)  Form of Endorsement (No. 98ENIRAI) Applicable to IRA
                    Certificates, incorporated herein by reference to Exhibit
                    No. 4(q) to Registration Statement File No. 2-30070, filed
                    May 4, 1999.

               (g)  Form of Guaranteed Death Benefit Rider, Form No. 99GDB.

               (h)  Form of EQUI-VEST Data Pages, Form No. 94ICA/B(8/99).

          5.   (a)  Form of EQUI-VEST(R) Tax-Deferred Variable Individual
                    Annuity Application Form No. 180-1009

          6.   (a)  Copy of the Restated Charter of Equitable, as amended
                    January 1, 1997, incorporated herein by reference to Exhibit
                    No. 6(a) to the Registration Statement on Form N-4 (File No.
                    2-30070), filed April 28, 1997.

               (b)  By-Laws of Equitable, as amended November 21, 1996,
                    incorporated herein by reference to Exhibit No. 6(b) to the
                    Registration Statement on Form N-4 (File No. 2-30070) filed
                    April 28, 1997.

          7.   Not applicable.

          8.   Form of Participation Agreement among EQ Advisors Trust,
               Equitable, Equitable Distributors, Inc. and EQ Financial
               Consultants, Inc., incorporated by reference to the EQ Advisors
               Trust Registration Statement on Form N-1A (File Nos. 33-17217 and
               811-07953).


                                      C-3

<PAGE>

          9.   Opinion and Consent of Counsel (to be filed by amendment).

          10.  (a)  Powers of Attorney.

               (b)  Consent of PricewaterhouseCoopers LLP (to be filed by
                    amendment).

          11.  Not applicable.

          12.  Not applicable.

          13.  (a)  Schedules for computation of Money Market Fund Yield
                    quotations, incorporated herein by reference to Exhibit No.
                    13(a) to Registration Statement No. 2-30070 originally filed
                    on April 28, 1994, refiled electronically on July 10, 1998.

               (b)  Formulae for Determining "30-Day Yields" for EQUI-VEST
                    Series Contracts Invested In One Investment Fund
                    (Intermediate Government Securities, Quality Bond or High
                    Yield) of The Hudson River Trust, incorporated herein by
                    reference to Exhibit 13(b) to the Registration Statement No.
                    2-30070, originally filed on April 24, 1995, refiled
                    electronically on July 10, 1998.

               (c)  Separate Account A Performance Values Worksheets One-Year
                    Standardized Performance, incorporated herein by reference
                    to Exhibit 13(c) to the Registration Statement No. 2-30070
                    originally filed on April 28, 1994, refiled electronically
                    on July 10, 1998.


                                      C-4

<PAGE>
Item 25: Directors and Officers of Equitable.

         Set forth below is information regarding the directors and principal
         officers of Equitable. Equitable's address is 1290 Avenue of Americas,
         New York, New York 10104. The business address of the persons whose
         names are preceded by an asterisk is that of Equitable.

                                            POSITIONS AND
NAME AND PRINCIPAL                          OFFICES WITH
BUSINESS ADDRESS                            EQUITABLE
- ----------------                            ---------

DIRECTORS



Francoise Colloc'h                          Director
AXA
23, Avenue Matignon
75008 Paris, France

Henri de Castries                           Director
AXA
23, Avenue Matignon
75008 Paris, France

Joseph L. Dionne                            Director
The McGraw-Hill Companies
1221 Avenue of the Americas
New York, NY 10020

Denis Duverne                               Director
AXA
23, Avenue Matignon
75008 Paris, France

Jean-Rene Fourtou                           Director
Rhone-Poulenc S.A.
25 Quai Paul Doumer
92408 Courbevoie Cedex,
France

Norman C. Francis                           Director
Xavier University of Louisiana
7325 Palmetto Street
New Orleans, LA 70125

                                      C-5
<PAGE>

                                            POSITIONS AND
NAME AND PRINCIPAL                          OFFICES WITH
BUSINESS ADDRESS                            EQUITABLE
- ----------------                            ---------

Donald J. Greene                            Director
LeBouef, Lamb, Greene & MacRae
125 West 55th Street
New York, NY 10019-4513

John T. Hartley                             Director
Harris Corporation
1025 NASA Boulevard
Melbourne, FL 32919

John H.F. Haskell, Jr.                      Director
SBC Warburg Dillon Read LLC
535 Madison Avenue
New York, NY 10028

Mary R. (Nina) Henderson                    Director
CPC Specialty Markets Group
CPC International Plaza
P.O. Box 8000
Englewood Cliffs, NJ 07632-9976

W. Edwin Jarmain                            Director
Jarmain Group Inc.
121 King Street West
Suite 2525
Toronto, Ontario M5H 3T9,
Canada

George T. Lowy                              Director
Cravath, Swaine & Moore
825 Eighth Avenue
New York, NY 10019

                                      C-6
<PAGE>

                                            POSITIONS AND
NAME AND PRINCIPAL                          OFFICES WITH
BUSINESS ADDRESS                            EQUITABLE
- ----------------                            ---------

Didier Pineau-Valencienne                   Director
Schneider S.A.
64-70 Avenue Jean-Baptiste Clement
92646 Boulogne-Billancourt Cedex
France

George J. Sella, Jr.                        Director
P.O. Box 397
Newton, NJ 07860

Peter J. Tobin                              Director
St. John's University
8000 Utopia Parkway
Jamaica, NY  11439

Dave H. Williams                            Director
Alliance Capital Management Corporation
1345 Avenue of the Americas
New York, NY 10105

OFFICER-DIRECTORS
- -----------------

*Michael Hegarty                            President, Chief Operating
                                            Officer and Director

*Edward D. Miller                           Chairman of the Board,
                                            Chief Executive Officer
                                            and Director

*Stanley B. Tulin                           Vice Chairman of the Board,
                                            Chief Financial Officer and Director

OTHER OFFICERS
- --------------

*Leon Billis                                Executive Vice President
                                            and Chief Information Officer

*Harvey Blitz                               Senior Vice President


*Kevin R. Byrne                             Senior Vice President and Treasurer

*Alvin H. Fenichel                          Senior Vice President and
                                            Controller

                                      C-7
<PAGE>

                                            POSITIONS AND
NAME AND PRINCIPAL                          OFFICES WITH
BUSINESS ADDRESS                            EQUITABLE
- ----------------                            ---------

*Paul J. Flora                              Senior Vice President and Auditor

*Robert E. Garber                           Executive Vice President and
                                            General Counsel

*Jerome S. Golden                           Executive Vice President

 James D. Goodwin                           Vice President

*Edward J. Hayes                            Senior Vice President

*Mark A. Hug                                Senior Vice President

*Donald R. Kaplan                           Vice President and Chief Compliance
                                            Officer and Associate General
                                            Counsel

*Michael S. Martin                          Executive Vice President and Chief
                                            Marketing Officer

*Douglas Menkes                             Senior Vice President and
                                            Corporate Actuary

*Peter D. Noris                             Executive Vice President and Chief
                                            Investment Officer

*Anthony C. Pasquale                        Senior Vice President

*Pauline Sherman                            Senior Vice President, Secretary
                                            and Associate General Counsel

*Samuel B. Shlesinger                       Senior Vice President

*Richard V. Silver                          Senior Vice President and Deputy
                                            General Counsel

*Jose Suquet                                Senior Executive Vice President and
                                            Chief Distribution Officer

*Naomi Weinstein                            Vice President

*Maureen K. Wolfson                         Vice President


                                      C-8
<PAGE>

Item 26. Persons Controlled by or Under Common Control with the Insurance
         Company or Registrant.

         Separate Account No. A of The Equitable Life Assurance Society of the
United States (the "Separate Account") is a separate account of Equitable.
Equitable, a New York stock life insurance company, is a wholly owned
subsidiary of The Equitable Companies Incorporated (the "Holding Company"), a
publicly traded company.

         The largest stockholder of the Holding Company is AXA which as of
March 31, 1999 beneficially owned 58.3% of the Holding Company's outstanding
common stock. AXA is able to exercise significant influence over the
operations and capital structure of the Holding Company and its subsidiaries,
including Equitable. AXA, a French company, is the holding company for an
international group of insurance and related financial services companies.


                                      C-9
<PAGE>

                  ORGANIZATION CHART OF EQUITABLE'S AFFILIATES

The Equitable Companies Incorporated (l991) (Delaware)

    Donaldson, Lufkin & Jenrette, Inc. (1993) (Delaware) (41.8%) (See
    Addendum B(1) for subsidiaries)

    The Equitable Life Assurance Society of the United States (1859)
    (New York) (a)(b)

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

              EVLICO, INC. (1995) (Delaware)

              EVLICO East Ridge, Inc. (1995) (California)

              GP/EQ Southwest, Inc. (1995) (Texas)

              Franconom, Inc. (1985) (Pennsylvania)

              Frontier Trust Company (1987) (North Dakota)

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

              Equitable Deal Flow Fund, L.P.

                   Equitable Managed Assets (Delaware)

              EREIM LP Associates (99%)

                   EML Associates, L.P. (19.8%)


              Alliance Capital Management L.P. (2.7% limited partnership
              interest)

              ACMC, Inc. (1991) (Delaware)(s)

                   Alliance Capital Management L.P. (1988) (Delaware)
                   (39.3% limited partnership interest)

              EVCO, Inc. (1991) (New Jersey)

              EVSA, Inc. (1992) (Pennsylvania)

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

              Wil Gro, Inc. (1992) (Pennsylvania)

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

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

                                     C-10
<PAGE>
The Equitable Companies Incorporated (cont.)
    Donaldson Lufkin & Jenrette, Inc.
    The Equitable Life Assurance Society of the United States (cont.)

         Fox Run, Inc. (1994) (Massachusetts)

         STCS, Inc. (1992) (Delaware)

         CCMI Corporation (1994) (Maryland)

         FTM Corporation (1994) (Maryland)

         Equitable BJVS, Inc. (1992) (California)

         Equitable Rowes Wharf, Inc. (1995) (Massachusetts)

         Camelback JVS, Inc. (1995) (Arizona)

         ELAS Realty, Inc. (1996) (Delaware)

         100 Federal Street Realty Corporation (Massachusetts)

         Equitable Structured Settlement Corporation (1996) (Delaware)

         Prime Property Funding II, Inc. (1997) (Delaware)

         Sarasota Prime Hotels, Inc. (1997) (Florida)

         ECLL, Inc. (1997) (Michigan)



         Equitable Holdings LLC (1997) (New York) (into which Equitable Holding
         Corporation was merged in 1997)
              EQ Financial Consultants, Inc. (l97l) (Delaware) (a) (b)

              ELAS Securities Acquisition Corp. (l980) (Delaware)

              100 Federal Street Funding Corporation (Massachusetts)

              EquiSource of New York, Inc. (1986) (New York)  (See
              Addendum A for subsidiaries)

              Equitable Casualty Insurance Company (l986) (Vermont)

              EREIM LP Corp. (1986) (Delaware)

                   EREIM LP Associates (1%)

                        EML Associates (.02%)

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


              Equitable Distributors, Inc. (1988) (Delaware) (a)


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

                                     C-11
<PAGE>

The Equitable Companies Incorporated (cont.)
    Donaldson Lufkin & Jenrette, Inc.
    The Equitable Life Assurance Society of the United States (cont.)
         Equitable Holdings, LLC (cont.)

              Equitable JVS, Inc. (1988) (Delaware)

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

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

                   PC Landmark, Inc. (1990) (Texas)

                   Equitable JVS II, Inc. (1994) (Maryland)


                   EJSVS, Inc. (1995) (New Jersey)

              Donaldson, Lufkin & Jenrette, Inc. (1985 by EIC; 1993 by EQ and
              EHC) (Delaware) (34.4%) (See Addendum B(1) for
              subsidiaries)

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

              Equitable Investment Corporation (l97l) (New York)


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

                   Equitable JV Holding Corporation (1989) (Delaware)

                   Alliance Capital Management Corporation (l991) (Delaware) (b)
                   (See Addendum B(2) for subsidiaries)

                   Equitable Capital Management Corporation (l985)
                   (Delaware) (b)
                      Alliance Capital Management L.P. (1988)
                      (Delaware) (14.8% limited partnership interest)

                   EQ Services, Inc. (1992) (Delaware)

                   EREIM Managers Corp. (1986) (Delaware)

                      ML/EQ Real Estate Portfolio, L.P.

                          EML Associates, L.P.

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


                                     C-12
<PAGE>

                 ORGANIZATION CHART OF EQUITABLE'S AFFILIATES


                            ADDENDUM A - SUBSIDIARY
                        OF EQUITABLE HOLDINGS, LLC
                       HAVING MORE THAN FIVE SUBSIDIARIES

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

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

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

      EquiSource of Puerto Rico, Inc. (1997) (Puerto Rico)

      EquiSource Insurance Agency of Utah, Inc. (1986) (Utah)
      EquiSource of Washington, Inc. (1987) (Washington)
      EquiSource of Wyoming, Inc. (1986) (Wyoming)


                                     C-13
<PAGE>

                  ORGANIZATION CHART OF EQUITABLE'S AFFILIATES
                      ADDENDUM B - INVESTMENT SUBSIDIARIES
                       HAVING MORE THAN FIVE SUBSIDIARIES

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

Donaldson, Lufkin & Jenrette, Inc. has the following subsidiaries, and
approximately 150 other subsidiaries, most of which are special purpose
subsidiaries (the number fluctuates according to business needs):

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

Alliance Capital Management Corporation (as general partner) (b) has the
following subsidiaries:

         Alliance Capital Management L.P. (1988) (Delaware) (b)
              Alliance Capital Management Corporation of Delaware, Inc.
             (Delaware)
                   Alliance Fund Services, Inc. (Delaware) (a)
                   Alliance Fund Distributors, Inc. (Delaware) (a)
                   Alliance Capital Oceanic Corp. (Delaware)
                   Alliance Capital Management Australia Pty. Ltd.
                   (Australia)
                   Meiji - Alliance Capital Corp. (Delaware) (50%)
                   Alliance Capital (Luxembourg) S.A. (99.98%)
                   Alliance Eastern Europe Inc. (Delaware)
                   Alliance Barra Research Institute, Inc. (Delaware)
                   (50%)
                   Alliance Capital Management Canada, Inc. (Canada)
                   (99.99%)
                   Alliance Capital Management (Brazil) Llda
                   Alliance Capital Global Derivatives Corp. (Delaware)
                   Alliance International Fund Services S.A.
                   (Luxembourg)
                   Alliance Capital Management (India) Ltd. (Delaware)
                   Alliance Capital Mauritius Ltd.
                   Alliance Corporate Finance Group, Incorporated
                   (Delaware)
                        Equitable Capital Diversified Holdings, L.P. I
                        Equitable Capital Diversified Holdings, L.P. II
                   Curisitor Alliance L.L.C. (Delaware)
                        Curisitor Holdings Limited (UK)
                        Alliance Capital Management (Japan), Inc.
                        Alliance Capital Management (Asia) Ltd.
                        Alliance Capital Management (Turkey), Ltd.
                        Cursitor Alliance Management Limited (UK)

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


                                     C-14
<PAGE>



                               AXA GROUP CHART

The information listed below is dated as of January 1, 1999; percentages
shown represent voting power. The name of the owner is noted when AXA
indirectly controls the company.

                  AXA INSURANCE AND REINSURANCE BUSINESS HOLDING

COMPANY                           COUNTRY        VOTING POWER
- -------                           -------        ------------
AXA Assurances IARD               France         100% by AXA France Assurance

AXA Assurances Vie                France         88.1% by AXA France Assurance
                                                 and 11.9% by AXA Collectives

AXA Courtage IARD                 France         100% by AXA France Assurance
                                                 and AXA Global Risks

AXA Conseil Vie                   France         100% by AXA France Assurance

AXA Conseil IARD                  France         100% by AXA France Assurance

AXA Direct                        France         100% by AXA

Direct Assurances IARD            France         100% by AXA Direct

Direct Assurances Vie             France         100% by AXA Direct

Tellit Vie                        Germany        100% by AKA-CKAG

Axiva                             France         100% by AXA France Assurance
                                                 and AXA Conseil Vie

Juridica                          France         100% by AXA France Assurance

AXA Assistance France             France         100% by AXA Assistance SA

AXA Collectives                   France         AXA France Assurance, AXA
                                                 Assurances IARD and AXA
                                                 Courtage IARD Mutuelle

Societe Beaujon                   France         100% by AXA

Lor Finance                       France         99.3% by AXA

Jour Finance                      France         100% by AXA Conseil and
                                                 by AXA Assurances IARD

Financiere 45                     France         99.8% by AXA

Mofipar                           France         99.9% by AXA

NSM Vie                           France         40.1% by AXA France Assurance

Saint Georges Re                  France         100% by France Assurance

AXA Global Risks                  France         100% owned by AXA France
                                                 Assurance, AXA Courtage
                                                 Assurance Mutuelle, and AXA
                                                 Assurances IARD Mutuelle

Argovie                           France         94% by Axiva

AXA Assistance SA                 France         76.8% by AXA and 23.2% by AXA
                                                 France Assurance

S.P.S. Reassurance                France         69.9% by AXA Reassurance

AXA Participations                France         50% by AXA, 25% by AXA Global
                                                 Risks and 25% by AXA Courtage
                                                 IARD

Colisee Excellence                France         100% by Financiere Mermoz

Financiere Mermoz                 France         100% by AXA

                                      C-15
<PAGE>

COMPANY                           COUNTRY        VOTING POWER
- -------                           -------        ------------

AXA Assistance SA                 France         76.8% by AXA and 23.2% by AXA
                                                 France Assurance

S.P.S. Reassurance                France         69.9% by AXA Reassurance

AXA Participations                France         50% by AXA, 25% by AXA Global
                                                 Risks and 25% by AXA Courtage
                                                 IARD

Colisee Excellence                France         100% by Financiere Mermoz

Financiere Mermoz                 France         100% by AXA

AXA France Assurance              France         100% by AXA

Thema Vie                         France         99.6% by Axiva

AXA-Colonia Konzern AG (AXA-
CKAG)                             Germany        39.7% by Vinci BV, 25.6% by
                                                 Kolnische Verwaltungs and
                                                 9.4% by AXA

Finaxa Belgium                    Belgium        100% by AXA

AXA Belgium                       Belgium        86.1% by Royale Belge and 13.9%
                                                 by Parcolvi

De Kortrijske Verzekering         Belgium        99.8% by AXA Belgium

Juris                             Belgium        100% owned by AXA Belgium

Royale Belge                      Belgium        51.2% by AXA Holdings Belgium,
                                                 44.5% by AXA and 3.2% by AKA
                                                 Global Risks

Royale Belge 1994                 Belgium        97.8% by Royale Belge and 2%
                                                 by UAB

UAB                               Belgium        100% by Royale Belge

Ardenne Prevoyante                Belgium        99.4% by Royale Belge

GB Lex                            Belgium        55% by Royale Belge, 25% by
                                                 Royale Belge 1994, 10% by
                                                 Juridica and 10% by AXA
                                                 Conseil IARD

Royale Belge Re                   Belgium        100% by Royale Belge

Parcolvi                          Belgium        100% by Vinci Belgium Holding
                                                 BV

Vinci Belgium                     Belgium        99.5% by Vinci BV

Finaxa Luxembourg                 Luxembourg     100%


AXA Assurance IARD Luxembourg     Luxembourg     100% by AXA Holding Luxembourg

AXA Assurance Vie Luxembourg      Luxembourg     100% by AXA Holding Luxembourg

Royale UAP                        Luxembourg     100% by AXA Holding Luxembourg

Paneurolife                       Luxembourg     90% by different companies of
                                                 the AXA Group

Paneurore                         Luxembourg     100% by different companies of
                                                 the AXA Group

Crealux                           Luxembourg     100% by Royale Belge

Futur Re                          Luxembourg     100% by AXA Global Risks

AXA Holding Luxembourg            Luxembourg     100% by Royale Belge

AXA Aurora                        Spain          30% owned by AXA and 40%
                                                 by AXA Participations

Reaseguros Aurora Vida SA de      Spain          97% owned by Aurora Iberica SA
Seguros y Reaseguros                             de Seguros y Reaseguros and
                                                 1.5% by AXA

Hilo Direct Seguros y Reaseguros  Spain          71.4% by AXA Aurora

Ayuda Legal                       Spain          88% by AXA Aurora Iberica SA de
                                                 Seguros y Reaseguros and 12% by
                                                 Aurora Vida

AXA Aurora Iberica SA de          Spain          99.8% by AXA Aurora
Seguros y Reaseguros

AXA Assicurazioni                 Italy          83.7% owned by AXA, 12% by
                                                 Grupo UAP Italiana, 2.2% by
                                                 AXA Conseil Vie and 2.1%
                                                 by AXA Collectives

Eurovita                          Italy          30% owned by AXA Assicurazioni,
                                                 19% by AXA Conseil Vie and 19%
                                                 by AXA Collectives

Gruppo UAP Italia (GUI)           Italy          97% by AXA Participations and
                                                 3% by AXA Collectives

UAP Vita                          Italy          62% by AXA

Allsecures Vita                   Italy          100% by AXA

AXA Equity & Law Plc              U.K.           99.9% by AXA

AXA Equity & Law Life             U.K.           100% by Sun Life Holdings Plc
Assurance Society

Sun Life lle de Man               U.K.           100% owned by Sun Life
                                                 Assurance

AXA Global Risks                  U.K.           51% owned by AXA Global
                                                 Risks (France) and 49% by
                                                 AXA Courtage IARD

Sun Life and Provincial           U.K.           71.6% by AXA and AXA
Holdings (SLPH)                                  Equity & Law Plc

Sun Life Corporation Plc          U.K.           100% by AXA Sun Life Holdings
                                                 Plc

Sun Life Assurance Society Plc    U.K.           100% by AXA Sun Life Holdings
                                                 Plc

AXA Provincial Insurance          U.K.           100% by SLPH

English & Scottish                U.K.           100% by AXA UK

AXA UK                            U.K.           100% by AXA

Servco                            U.K.           100% by AXA Sun Life Holdings
                                                 Plc

AXA Sun Life Plc                  U.K.           100% by AXA Sun Life Holdings
                                                 Plc

AXA Leven                         The Nether-    100% by Nieuw Rotterdam
                                  lands          Verzekeringen

AXA Nederland BV                  The Nether-    55.4% by Royale Belge and 38.9%
                                  lands          by Gelderland BV

UNIROBE Groep BV                  The Nether-    100% by UAP Nieuw Rotterdam
                                  lands          Holding

AXA Levensverzekeringen           The Nether-    100% by UAP Nieuw Rotterdam
                                  lands          Verzekeringen

AXA Schade                        The Nether-    100% by UAP Nieuw Rotterdam
                                  lands          Verzekeringen

Societe Generale d'Assistance     The Nether-    100% by AXA Assistance Holding
                                  lands

Gelderland BV                     The Nether-    100% by Royale Belge
                                  lands

AXA Zorg                          The Nether-    100% by UAP Nieuw Rotterdam
                                  lands          Verzekeringen

Vinci BV                          The Nether-    100% by AXA
                                  lands

AXA Portugal Companhia de         Portugal       96.2% by different companies
Serguros SA                                      of the AXA Group

AXA Portugal Companhia de         Portugal       87.6% by AXA Conseil Vie and
Serguros de Vida SA                              7.5% by AXA Participations

AXA Compagnie d' Assurances       Switzerland    100% by AXA Participations

AXA Compagnie d' Assurances       Switzerland    95% by AXA Participations
sur la Vie

AXA Al Amane Assurances           Morocco        52% by AXA Participations and
                                                 15% by Empargne Croissance

AXA Canada Inc.                   Canada         100% by AXA

Empargne Croissance               Morocco        99.3% by AXA Al Amane
                                                 Assurances

Colonia Nordstern Leben           Germany        50% by AXA-CKAG and 50% by
                                                 Colonia Nordstern Versicherungs

Kolnische Verwaltungs             Germany        67.7% by Vinci BV, 23% by AXA
                                                 Colonia Konzern AG and 8.8% by
                                                 AXA

Sicher Direkt Versicherung        Germany        50% by AXA Direct and 50% by
                                                 AXA-CKAG

AXA Colonia Krankenversicherung   Germany        51% by AXA-CKAG, 39.6% by AXA
                                                 Colonia Lebenversicherung and
                                                 12% by Deutsche
                                                 Arzleversicherung

Colonia Nordstern Versicherungs   Germany        100% by AXA-CKAG


                                      C-16
<PAGE>

COMPANY                           COUNTRY        VOTING POWER
- -------                           -------        ------------

AXA non life Insurance Cy. Ltd.   Japan          100% by AXA Direct

AXA Life Insurance                Japan          100% by AXA

Dongbu AXA Life                   Korea          50% by AXA
Insurance Co. Ltd.

Sime AXA Berhad                   Malaysia       30% owned by AXA and
                                                 AXA Reassurance

AXA Insurance Investment          Singapore      88.7% by AXA and 11.41% by AXA
Holdings Pte Ltd                                 Courtage IARD

AXA Life Insurance                Singapore      100% owned by AXA

AXA Insurance                     Hong Kong      82.5% owned by AXA Investment
                                                 Holdings Pte Ltd and 17.5%
                                                 by AXA

National Mutual Asia Ltd          Hong Kong      53.8% by National Mutual
                                                 Holdings, Ltd and 20% by Detura

The Equitable Companies           U.S.A.         43% by AXA, Financiere 45
Incorporated                                     3.2%, Lorfinance 6.4%, AXA
                                                 Equity & Law Life Association
                                                 Society 4.1% and AXA
                                                 Reassurance 2.9% and 0.4% by
                                                 Societe Beaujon

The Equitable Life Assurance      U.S.A.         100% owned by The Equitable
Society of the United States                     Companies Incorporated
(ELAS)

National Mutual Holdings Ltd      Australia      42.1% by AXA and 8.9% by
                                                 AXA Equity & Law Life
                                                 Assurance Society

The National Mutual Life          Australia      100% owned by National Mutual
Association of Australasia                       Holdings Ltd

National Mutual International     Australia      100% owned by National Mutual
                                                 Holdings Ltd

Australian Casualty & Life Ltd    Australia      100% owned by National Mutual
                                                 Holdings Ltd

National Mutual Health            Australia      100% owned by National Mutual
Insurance Pty Ltd                                Holdings Ltd

Detura                            Hong Kong      75% by National Mutual Holdings

AXA Insurance Pte Ltd             Singapore      100% by AXA Insurance
                                                 Investment Holdings Pte Ltd

AXA Reinsurance Asia Pte Ltd      Singapore      100% by AXA Reassurance

                                      C-17
<PAGE>

COMPANY                           COUNTRY        VOTING POWER
- -------                           -------        ------------

AXA Reassurance                   France         100% owned by AXA, AXA
                                                 Assurances IARD and AXA Global
                                                 Risks

AXA Re Finance                    France         79% owned by AXA Reassurance

AXA Cessions                      France         100% by AXA

AXA Reinsurance U.K. Plc          U.K.           100% owned by AXA Re U.K.
                                                 Holding

AXA Re U.K. Company Limited       U.K.           100% owned by AXA Reassurance

AXA Reinsurance Company           U.S.A.         100% owned by AXA America


AXA America                       U.S.A.         100% owned by AXA Reassurance

AXA Gobal Risks US                U.S.A.         96.4% by AXA Global Risks and
                                                 3.6% by Colonia Nordstern
                                                 Versicherungs AG

AXA Re Life Insurance Company     U.S.A.         100% owned by AXA America

C.G.R.M.                          Monaco         100% owned by AXA Reassurance

Nordstern Colonia Osterreich      Austria        88.5% by Colonia Nordstern
                                                 Versicherungs and 11.5% by
                                                 Colonia Nordstern Leben

Royale Belge International        Belgium        100% by Royale Belge
                                                 Investissement

AXA Holding Belgium               Belgium        75% by AXA, 17.7% by AXA Global
                                                 Risks and 7.4% by Various
                                                 Companies of the Group

Assurances de la Poste            Belgium        50% by Royale Belge

Assurances de la Poste Vie        Belgium        50% by Royale Belge

AXA Asset Management LTD          U.K.           91% by AXA Investment Managers
                                                 and 9% by National Mutual
                                                 Funds Management

AXA Sun Life Holdings Plc         U.K.           100% by SLPH


                                      C-18
<PAGE>

                             AXA FINANCIAL BUSINESS

COMPANY                           COUNTRY        VOTING POWER
- -------                           -------        ------------

Compagnie Financiere de Paris     France         100% AXA and the Mutuelles
(C.F.P.)

AXA Banque                        France         98.7% owned by Compagnie
                                                 Financiere de Paris

AXA Credit                        France         65% owned by Compagnie
                                                 Financiere de Paris

AXA Gestion FCP                   France         100% owned by AXA Investment
                                                 Managers Paris

Sofapi                            France         100% owned by Compagnie
                                                 Financiere de Paris

Soffim Holding                    France         100% owned by Compagnie
                                                 Financiere de Paris

Sofinad                           France         100% by Compagnie
                                                 Financiere de Paris

Banque des Tuileries              France         100% by Compagnie
                                                 Financiere de Paris

Banque de marches et d'arbitrage  France         18.5% by AXA and 8.2% by AXA
                                                 Courtage IARD

AXA Investment Managers           France         100% by various companies

AXA Investment Managers Paris     France         100% owned by AXA Investment
                                                 Managers

Colonia Bausbykasse               Germany        66.7% by AXA-CKAG and 31.1% by
                                                 Colonia Nordstern Leben

Banque IPPA                       Belgium        99.9% by Royale Belge

Royal Belge Investissement        Belgium        100% by Royale Belge

ANHYP                             Belgium        98.8% by Royale Belge

AXA Sun Life Asset Management     U.K.           66.7% owned by SLPH and 33.3%
                                                 by AXA Asset Management Ltd.


                                      C-19
<PAGE>

COMPANY                           COUNTRY        VOTING POWER
- -------                           -------        ------------

Alliance Capital Management       U.S.A.         57.7% held by ELAS

Donaldson Lufkin & Jenrette       U.S.A.         70.9% owned by Equitable
                                                 Holdings Corp. and ELAS

National Mutual Funds             Australia      100% owned by National
Management (Global) Ltd                          Mutual Holdings Ltd


                                      C-20
<PAGE>

                            AXA REAL ESTATE BUSINESS

COMPANY                           COUNTRY        VOTING POWER
- -------                           -------        ------------

S.G.C.I.                          France         100% by AXA

Transaxim                         France         100% owned by Compagnie
                                                 Parisienne de Participations

Compagnie Parisienne de           France         100% owned by Sofinad
Participations (C.P.P.)

Monte Scopeto                     France         100% owned by Compagnie
                                                 Parisienne de Participations

Colisee Jeuneurs                  France         99.9% by Colisee Suresnes

Colisee Delcasse                  France         100% by Colisee Suresnes

Colisee Victoire                  France         99.7% by S.G.C.I.

Colisee Suresnes                  France         100% by Various Companies and
                                                 the Mutuelles

Colisee 21 Matignon               France         99.4% by S.G.C.I. and 0.6% by
                                                 AXA


                                      C-21
<PAGE>


COMPANY                           COUNTRY        VOTING POWER
- -------                           -------        ------------

Colisee Saint Georges             France         100% by SGCI

AXA Millesimes                    France         92.9% owned by AXA and the
                                                 Mutuelles

AXA Immobiller                    France         100% by AXA



                                      C-22
<PAGE>

                               OTHER AXA BUSINESS

COMPANY                           COUNTRY        VOTING POWER
- -------                           -------        ------------



                                     C-23


<PAGE>
                  ORGANIZATION CHART OF EQUITABLE'S AFFILIATES

                                     NOTES
                                     -----

1.   The year of formation or acquisition and state or country of incorporation
     of each affiliate is shown.

2.   The chart omits certain relatively inactive special purpose real estate
     subsidiaries, partnerships, and joint ventures formed to operate or
     develop a single real estate property or a group of related properties,
     and certain inactive name-holding corporations.

3.   All ownership interests on the chart are 100% common stock ownership
     except: (a) The Equitable Companies Incorporated's 41.8% interest in
     Donaldson, Lufkin & Jenrette, Inc. and Equitable Holdings, LLC's
     34.4% interest in same; (b) as noted for certain partnership interests; (c)
     Equitable Life's ACMC, Inc.'s and Equitable Capital Management
     Corporation's limited partnership interests in Alliance Capital Management
     L.P.; and (d) as noted for certain subsidiaries of Alliance Capital
     Management Corp. of Delaware, Inc.

4.   The following  entities are not included in this chart because,  while they
     have an  affiliation  with The  Equitable,  their  relationship  is not the
     ongoing  equity-based  form of control and ownership that is characteristic
     of the  affiliations  on the  chart,  and,  in the  case of the  first  two
     entities,  they are under the direction of at least a majority of "outside"
     trustees:

                             The Hudson River Trust
                               EQ Advisors Trust
                               Separate Accounts

5.   This chart was last revised on March 15, 1999.


                                     C-24

<PAGE>


Item 27. Number of Contractowners

         Currently, there are no holders of the contracts to be offered.


Item 28. Indemnification

         Indemnification of Principal Underwriter

         To the extent permitted by law of the State of New York and subject to
all applicable requirements thereof, Equitable Distributors, Inc. has
undertaken to indemnify each of its directors and officers who is made or
threatened to be made a party to any action or proceeding, whether civil or
criminal, by reason of the fact the director or officer, or his or her testator
or intestate, is or was a director or officer of Equitable Distributors, Inc.

         Undertaking

         Insofar as indemnification for liability arising under the Securities
Act of 1933 ("Act") may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.


Item 29. Principal Underwriters

         (a) EQ Financial Consultants, Inc. ("EQ Financial"), a wholly owned
subsidiary of Equitable, is the principal underwriter for Separate Account A,
Separate Account No. 301, Separate Account I and Separate Account FP. EQ
Financial's principal business address is 1290 Avenue of the Americas, New York,
NY 10104.

         (b) Set forth below is certain information regarding the directors and
principal officers of EQ Financial. The business address of the persons whose
names are preceded by an asterisk is that of EQ Financial.


                                       C-25
<PAGE>

NAME AND PRINCIPAL                     POSITIONS AND OFFICES WITH UNDERWRITER
BUSINESS ADDRESS                       (EQ FINANCIAL CONSULTANTS)
- ----------------                       --------------------------

*Michael S. Martin                     Chairman of the Board and Director

*Richard J. Matteis                    Vice Chairman of the Board and Director

*Michael F. McNelis                    President, Chief Operating Officer
                                       and Director

*Martin J. Telles                      Executive Vice President and Chief
                                       Marketing Officer

*Derry E. Bishop                       Executive Vice President and Director

*Harvey E. Blitz                       Executive Vice President and Director

*Michael J. Laughlin                   Director

*Richard V. Silver                     Director

*Mark R. Wutt                          Director

*William J. Green                      Executive Vice President

 Edward J. Hayes                       Executive Vice President
 200 Plaza Drive
 Secaucus, NJ 07096

*Craig A. Junkins                      Executive Vice President

*Peter D. Noris                        Executive Vice President

*Mark A. Silberman                     Senior Vice President and Chief
                                       Financial Officer

Stephen T. Burnthall                   Senior Vice President
6435 Shiloh Road
Suite A
Alpharetta, GA 30005

Richard Magaldi                        Senior Vice President
6435 Shiloh Road
Suite A
Alpharetta, GA 30005

*Theresa A. Nurge-Alws                 Senior Vice President

*Donna M. Dazzo                        First Vice President

*Robin K. Murray                       First Vice President

*Michael Brzozowski                    Vice President and Compliance Director

*Marie D. Godolsky                     Vice President and Controller

*Janet E. Hannon                       Secretary

*Linda J. Galasso                      Assistant Secretary

         (c) Not Applicable

Item 30. Location of Accounts and Records


                                       C-26

<PAGE>

         The records required to be maintained by Section 31(a) of the
Investment Company Act of 1940 and Rules 31a-1 to 31a-3 thereunder are
maintained by Equitable at 1290 Avenue of the Americas, New York, New York
10104, 135 West 50th Street, New York, NY 10020, and 200 Plaza Drive, Secaucus,
NJ 07096. The contract files will be kept at Vantage Computer System, Inc., 301
W. 11th Street, Kansas City, Mo. 64105.


Item 31. Management Services

         Not applicable.


Item 32. Undertakings

The Registrant hereby undertakes:

         (a)  to file a post-effective amendment to this registration statement
              as frequently as is necessary to ensure that the audited
              financial statements in the registration statement are never more
              than 16 months old for so long as payments under the variable
              annuity contracts may be accepted;

         (b)  to include either (1) as part of any application to purchase a
              contract offered by the prospectus, a space that an applicant can
              check to request a Statement of Additional Information, or (2) a
              postcard or similar written communication affixed to or included
              in the prospectus that the applicant can remove to send for a
              Statement of Additional Information;

         (c)  to deliver any Statement of Additional Information and any
              financial statements required to be made available under this
              Form promptly upon written or oral request.

Equitable represents that the fees and charges deducted under the Certificates
described in this Registration Statement, in the aggregate, in each case, are
reasonable in relation to the services rendered, the expenses to be incurred,
and the risks assumed by Equitable under the respective Certificates. 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 Certificates 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 certificates 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,
endorsements, data pages, or riders to any Certificate or prospectus, or
otherwise.


                                      C-27

<PAGE>

                                   SIGNATURES


         As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Registrant has caused this Registration Statement to be signed
on its behalf, in the City and State of New York, on this 24th day of
June, 1999.



                                           SEPARATE ACCOUNT A OF
                                           THE EQUITABLE LIFE ASSURANCE SOCIETY
                                           OF THE UNITED STATES
                                                    (Registrant)

                                           By: The Equitable Life Assurance
                                               Society of the United States
                                                    (Depositor)

                                           By: /s/ Naomi J. Weinstein
                                              ---------------------------------
                                              Naomi J. Weinstein
                                              Vice President,
                                              The Equitable Life Assurance
                                              Society of the United States


                                       C-28
<PAGE>

                                   SIGNATURES


         As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Depositor, has caused this Registration Statement to be signed
on its behalf, in the City and State of New York, on this 24th day of
June, 1999.


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


                                           By: /s/ Naomi J. Weinstein
                                              ---------------------------------
                                              Naomi J. Weinstein
                                              Vice President,
                                              The Equitable Life Assurance
                                              Society of the United States


         As required by the Securities Act of 1933, this Registration Statement
has been signed by the following persons in the capacities and on the date
indicated:

PRINCIPAL EXECUTIVE OFFICERS:

Michael Hegarty                            President, Chief Operating Officer
                                           and Director

Edward D. Miller                           Chairman of the Board, Chief
                                           Executive Officer and Director

PRINCIPAL FINANCIAL OFFICER:

Stanley B. Tulin                           Vice Chairman of the Board
                                           Chief Financial Officer and Director

PRINCIPAL ACCOUNTING OFFICER:

/s/ Alvin H. Fenichel                      Senior Vice President and Controller
- ------------------------
Alvin H. Fenichel

June 24, 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/ Naomi J. Weinstein
   ------------------------
        Naomi J. Weinstein
        Attorney-in-Fact

June 24, 1999

                                       C-29
<PAGE>

                                 EXHIBIT INDEX

EXHIBIT NO.                                                   TAG VALUE
- -----------                                                   ---------

    4.(g)    Form of Guaranteed Death Benefit Rider           EX-99.4g

    4.(h)    Form of data pages for EQUI-VEST
             No. 94ICA/B(8/99)                                EX-99.4h

    5.(a)    Form of Application                              EX-99.5a

   10.(a)    Powers of Attorney                               EX-99.10a



                                     C-30


                         GUARANTEED DEATH BENEFIT RIDER
                           (RATCHETED DEATH BENEFIT)

IN THIS RIDER "YOU" MEANS THE OWNER OF THE CONTRACT/CERTIFICATE AT THE TIME AN
OWNER'S RIGHT IS EXERCISED. REFERENCE TO "CONTRACT" IN THIS RIDER ALSO INCLUDES
"CERTIFICATE."

THIS RIDER'S BENEFIT

The Guaranteed Death Benefit is equal to the initial Contribution on the
Contract Date. Thereafter, the Guaranteed Death Benefit will be reset every
[three years] on the Contract Anniversary Date to the Annuity Account Value if
greater than the previously established Guaranteed Death Benefit (adjusted for
contributions and withdrawals), up to the date the Annuitant attains age [90].
Provided that the Contract remains in force, the Guaranteed Death Benefit at any
time will be equal to the greater of:

a)   the Annuity Account Value as of the date of receipt of proof of death minus
     any outstanding loans and accrued loan interest, as of the date of receipt
     of proof of death; or

b)   the previously established Guaranteed Death Benefit amount minus any
     outstanding loans and accrued loan interest as of the date of receipt of
     proof of death. The previously established Guaranteed Death Benefit will be
     adjusted for any contributions and withdrawals made between the date it was
     last established and the date of receipt of proof of death.

THE COST OF THIS RIDER

The charge for this benefit, as shown in the Data Pages, will be a percentage of
the Annuity Account Value. This charge will be deducted on each Contract
Anniversary Date form the [Guaranteed Interest Account, if elected.] If the
Guaranteed Interest Account has not been elected, then the charge will be
prorated among the Variable Investment Options selected. If you do not have
funds in the Variable Investment Options] this charge will then be deducted from
any of the [Guarantee Period Accounts] selected. If you have not selected any of
the [Guarantee Period Accounts] but have funds available in the [Principal
Guarantee Fund] then the charge will be deducted from this Fund.

GENERAL PROVISIONS OF THIS RIDER

This Rider is part of the Contract. Its benefit is subject to all the terms of
this Rider and the Contract.

This Rider is in effect if you elected it at issue of the Contract and may not
be elected after issue. This Rider terminates only when the Contract
terminates.

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES


/s/ Edward Miller
- -------------------------                    ---------------------------
Edward Miller                                Pauline Sherman
Chairman and Chief                           Senior Vice President, Secretary
Executive Officer                            and Associate General Counsel


No. 99GDB


                                      DATA
                                      ----

PART A - THIS PART LISTS YOUR PERSONAL DATA
- ------

OWNER:         [John Doe]  Age: [45]  Sex:[Male]   [if Owner is not Annuitant]

ANNUITANT:     [Annuitant is same as Owner for IRAs]  [John Doe]
               [Annuitant may or may not be the same as Owner for Non-Qualified]

               Age:[60]       Sex:[Male]

CERTIFICATE NUMBER:  [XXXX]

     ENDORSEMENTS ATTACHED:   [INSERT ONE OR MORE I.E., ENDORSEMENT APPLICABLE
                              TO IRA CERTIFICATES; ENDORSEMENT APPLICABLE TO
                              ROTH IRA CERTIFICATES; ENDORSEMENT APPLICABLE TO
                              NON-QUALIFIED CERTIFICATES; ENDORSEMENT APPLICABLE
                              TO MARKET VALUE ADJUSTMENT TERMS AND GUARANTEED
                              DEATH BENEFIT RIDER]

CONTRACT: GROUP ANNUITY CONTRACT NO. AC [0000]

     ISSUE DATE:    [March 8, 1999]

     CONTRACT DATE: [March 8, 1999]

ANNUITY COMMENCEMENT DATE:  [March 8, 2017]

     THE MAXIMUM MATURITY AGE IS AGE [90] - SEE SECTION 7.03

BENEFICIARY:   [Jane Doe]

PLAN:     [NOT APPLICABLE]



No. 94ICA/B (8/99)                                                  Data Page 1

<PAGE>
TABLE OF GUARANTEED VALUES

     [Issue Age: 38, Male                    $1,000 ANNUAL CONTRIBUTION

     Number of Years                                  Guaranteed
     Since First Contribution                         Cash Value
     ------------------------                         ----------

                1                                        $913
                2                                       1,840
                3                                       2,795
                4                                       3,778
                5                                       4,791
                6                                       5,834
                7                                       6,908
                8                                       8,015
                9                                       9,155
               10                                      10,329
               11                                      11,538
               12                                      12,783
               13                                      14,133
               14                                      15,550
               15                                      17,011
               16                                      18,515
               17                                      20,064
               18                                      21,660
               19                                      23,303
               20                                      24,996
               21                                      26,740
               22                                      28,536
               23                                      31,346
               24                                      33,251
               25                                      35,214
               26                                      37,235
               27(age 65)                              39,317

The table illustrates minimum guaranteed values.  It assumes a $1,000
Contribution made each year on the first month which follows the Contract Date.
The table reflects (a) the maximum annual administrative charge of $65 and (b)
the maximum withdrawal charge of 8% of Contributions made in the current and
prior eleven Contract years, as provided in Section 8.01, with waiver at 59 1/2
and completion of at least 6 Contract Years.  The table assumes that 100% of all
Contributions and earnings are in the Guaranteed Interest Account.

Your actual values may differ from those shown above based on the level and
frequency of your Contributions and election of any optional benefits.

Based on the above assumptions, the Guaranteed Paid-Up Monthly Annuity at age 65
is [$145.08].  This amount assumes a fixed benefit 100% joint & survivor life
annuity (Sex distinct table).  It will be reduced by any charge we make for any
taxes (see Section 7.05).  Other forms of Annuity Benefits may be available.]


No. 94ICA/B (8/99)                                                  Data Page 2

<PAGE>

DATA Pages (Cont'd.)

PART B - This part lists the Certificate terms which affect the type of
- ------   Certificate you have.

[Initial Guaranteed Interest Rate       6.00% through July 31, 1999]
[Minimum Guaranteed Interest Rate       4% through December 31, 1999
                                        3% after December 31, 1999]

Investment Options available (See Part II); your allocation percentage (until
changed) is also shown:

[Investment Option*                          Type      Allocation Percentage**
- -------------------                          ----      -----------------------

o    Alliance Equity Index                   Type A
o    Alliance Growth & Income                Type A
o    Alliance Common Stock                   Type A
o    Alliance Global                         Type A
o    Alliance International                  Type A
o    Alliance Aggressive Stock               Type A
o    Alliance Growth Investors               Type A
o    Alliance Balanced                       Type A
o    Alliance Small Cap Growth               Type A
o    EQ/Alliance Premier Growth              Type A
o    Alliance Conservative Investors         Type B
o    Alliance Money Market                   Type B
o    Alliance Intermediate Gov't. Securities Type B
     o    Alliance Quality Bond              Type B
o    Alliance High Yield                     Type B
o    Capital Guardian Research               Type A
o    Capital Guardian US Equity              Type A
o    EQ/Evergreen Fund                       Type A
o    EQ/Evergreen Foundation Fund            Type A
o    T. Rowe Price International Stock       Type A
o    T. Rowe Price Equity Income             Type A
o    EQ/Putnam Growth & Income Value         Type A
o    EQ/Putnam Balanced                      Type A
o    MFS Research                            Type A
o    MFS Growth With Income                  Type A
o    MFS Emerging Growth Companies           Type A
o    Morgan Stanley Emerging Markets Equity  Type A
o    Warburg Pincus Small Company Value      Type A
o    Merrill Lynch World Strategy            Type A
o    Merrill Lynch Basic Value Equity        Type A
o    GUARANTEED INTEREST ACCOUNT             N/A

                                             Total:              100%]

GUARANTEED PERIOD ACCOUNT (FIXED MATURITY OPTION):
[Guarantee Periods***]
     Expiration Date and Guaranteed Rate
[*Investment Options shown are Investment Funds of our Separate Account [A],
  except the Guaranteed Period Account which is Separate Account No. [48].
**See Section 3.01
***Guarantee Periods are offered with varying expiration dates spanning an
   approximate 10 year period.
We reserve the right to limit the availability of Investment Options to not less
than four Investment Funds as described in Section 2.04.



No. 94ICA/B (8/99)                                                  Data Page 3

<PAGE>

PROCESSING DATES (SEE SECTION 1.20):

A Processing Date is generally [the last Business Day of each Contract Year],
but may be any other date on which a fee is deducted from the Annuity Account
Value in accordance with Section 8.02.

CONTRIBUTION LIMITS (SEE SECTION 3.02):

APPLICABLE TO IRA CERTIFICATES

[In addition to the maximum limits set by law as described in the Endorsement
Applicable to IRA Certificates, we may refuse to accept any Contribution that is
less than $50.]

APPLICABLE TO QP IRA CERTIFICATES ONLY

[The only Contributions [permitted are those which are "rollover contributions"
as defined in the Endorsement.] [The minimum initial Contribution is $2,500.]

APPLICABLE TO NON-QUALIFIED CERTIFICATES

[Initial Contribution minimum $1,000].  [$250 for pre-authorized bank check]
[We may refuse to accept any Contribution which is less than [$50] or if the
Annuitant's current age at last birthday is 80 or greater, or if the total
Contributions made would exceed:]

(a)  [$500,000, if the current age at last birthday is 75 or less;
(b)  $250,000, if the current age at last birthday is 76-79.]

TRANSFER RULES (SEE SECTION 4.02):

[If you have elected the Guaranteed Interest Account and any Type B Investment
Option, whether or not amounts have actually been placed in any such Option,
then the maximum amount that may be transferred from the Guaranteed Interest
Account to any other Investment Option in any Contract Year is:

(a)  25% of the amount you have in the Guaranteed Interest Account on the last
     day of the prior Contract Year or, if greater,
(b)  the total of all amounts transferred at your request from the Guaranteed
     Interest Account to any of the other Investment Options in the prior
     Contract Year.]

For a direct transfer to a third party of amounts under your Certificate or an
exchange for another contract of another carrier, we will deduct a [$25] charge
per occurrence.

We may raise the transfer charge up to a maximum of $65 for each direct transfer
to a third party of amounts under your Certificate or for an exchange of
another carrier's contract.

MINIMUM TRANSFER AMOUNT [$300 or the Annuity Account Value in an investment
option if less.]

MINIMUM WITHDRAWAL AMOUNT (SEE SECTION 5.01):  [$300 or the Annuity Account
Value if less.] or [See Endorsement Applicable to Market Value Adjustment
Terms.]

MINIMUM AMOUNT OF ANNUITY ACCOUNT VALUE AFTER A WITHDRAWAL (SEE SECTION
5.02(a)):  [$500].



No. 94ICA/B (8/99)                                                  Data Page 4

<PAGE>

DEATH BENEFIT AMOUNT (SEE SECTION 6.01); SUBJECT TO THE TERMS, IF ANY, IN THE
ENDORSEMENT CONCERNING A SUCCESSOR ANNUITANT/OWNER.

If you have elected the Guaranteed Death Benefit refer to the "Guaranteed Death
Benefit Rider."

If you have not elected the Guaranteed Death Benefit then your Death Benefit
amount will be:

The Annuity Account Value or, if greater, the sum of all Contributions made,
less
(a)  any tax charge that applies and
(b)  the sum of all prior withdrawals and associated withdrawal charges if any.

NORMAL FORM OF ANNUITY (SEE SECTION 7.02):

     [Joint and Survivor Annuity Form] or [Life Period Certain Annuity Form] or
     [Life Annuity Form] or [Any form of payment that may be available as per
     Equitable's rules at the time]

MINIMUM AMOUNT TO BE APPLIED FOR AN ANNUITY (SEE SECTION 7.06):

     [$2,000], as well as minimum of [$20] for initial monthly annuity payment.

INTEREST RATE TO BE APPLIED OR MISSTATEMENT OF AGE OR SEX (SEE SECTION 7.06):

     [6% per year.]

WITHDRAWAL CHARGE (SEE SECTION 8.01):

6% of the amount withdrawn attributable to contributions made during the current
and five prior Contract Years measured from the date of withdrawal.  We reserve
the right to change this percentage for future contributions, but it will never
exceed 8% of the amount withdrawn attributable to contributions made during the
current and eleven Contract Years prior to the withdrawal.

The first-in, first-out basis described in Section 8.01 applies.

FREE CORRIDOR AMOUNT (SEE SECTION 8.01):

     [15%] of Annuity Account Values as of the Transaction Date minus
withdrawals made in current Contact Year. Amounts withdrawn up to the Free
Corridor Amount will not be deemed a withdrawal of Contributions.]



No. 94ICA/B (8/99)                                                  Data Page 5

<PAGE>
NO WITHDRAWAL CHARGES WILL APPLY IN THESE EVENTS, EACH OF WHICH OCCURS AFTER THE
CONTRACT DATE:

     [(1) the Annuitant has completed at least 6 Contract Years and has attained
          age 59 1/2;

     (2)  the Annuitant dies and a death benefit is payable to the beneficiary;

     (3)  the receipt by us of a properly completed election form providing for
          the Annuity Account Value to be used to buy a life annuity as
          described in the Contract; and

     (4)  in the event any of these conditions apply:

          a.   the Annuitant has qualified to receive Social Security disability
               benefits as certified by the Social Security Administration;

          b.   you give us proof that the Annuitant's life expectancy is six
               months or less (such proof must include, but is not limited to,
               certification by a licensed physician);

          c.   the Annuitant has been confined to a nursing home for more than
               90 days as verified by a licensed physician. A nursing home for
               this purpose means one which is (i) approved by Medicare as a
               provider of skilled nursing care service, or (ii) licensed as a
               skilled nursing home by the state or territory in which it is
               located (it must be within the United States, Puerto Rico, U.S.
               Virgin Islands, or Guam and meets all of the following:

               o    its main function is to provide skilled, intermediate or
                    custodial care;

               o    it provides continuous room and board to three or more
                    persons;

               o    it is supervised by a registered nurse or practical nurse;

               o    it keeps daily medical records of each patient;

               o    it controls and records all medications dispensed; and

               o    its primary service is other than to provide housing for
                    residents.

     The withdrawal charge will apply with respect to a Contribution if the
     condition as described in this item (4) existed at the time the
     Contribution was remitted or if the condition began within the 12 month
     period following remittance.

     (5)  request is made for a refund of a contribution in excess of amounts
          allowed to be contributed under Section 408 of the Code within one
          month of the date on which the contribution is made.]

ADMINISTRATIVE AND OTHER CHARGES (SEE SECTION 8.02):

     [The lesser of $30 or 2% of the Annuity Account Value for the first two
     Contract Years and $30 for each Contact Year thereafter. This amount may be
     increased to a maximum of $65 in accordance with Section 8.02.]

     [No Administrative Charge will apply if the Annuity Account Value is more
     than [$20,000] for IRAs or is more than [$25,000] for NQ and QP IRA.]

     [The Administrative Charges will be deducted on a pro rata basis among
     Investment Options. Also, the charges will be prorated for the Contract
     Year or portion thereof in which the Contract Date occurs or in which the
     Annuity Account Value is withdrawn or applied to provide an Annuity Benefit
     or death benefit.]

     [A charge of [.15%] will be deducted from the Annuity Account Value in
     accordance with the terms of the Guaranteed Death Benefit Rider.] We
     reserve the right to increase this charge but it will not exceed .30%.

TRANSFER CHARGE (SEE SECTION 8.03):

We have the right in accordance with Section 8.03 to impose a charge with
respect to any transfer among the Investment Options of [$25] after [12] free
transfers in a Contract Year.

DAILY SEPARATE ACCOUNT CHARGE (SEE SECTION 8.04):

[1.20%; this is subject to change as described in Sections 8.04 and 8.05,
subject to a maximum of 2.00%.  This charge is for financial accounting and for
death benefits, mortality risk, expenses and expense risk that we assume.



No. 94ICA/B (8/99)                                                  Data Page 6

<PAGE>

PART C - THIS PART LISTS THE TERMS WHICH APPLY TO THE MARKET VALUE ADJUSTMENT
- ------   TERMS ENDORSEMENT.

[DEATH BENEFIT AMOUNT:  The larger of (a) the Annuity Account Value in Separate
Account No. [48] and (b) the Guaranteed Period Amount.]

TRANSFER RULES (SEE SECTION 4.02):

[The minimum amount which may be transferred from the Guaranteed Period Account,
after the initial allocation, is $300 or the Guaranteed Period Amount, if less.]

Transfers at Expiration Date (see item 1 of Endorsement):  If no election is
made with respect to amounts in the Guaranteed Period Account as of the
Expiration Date, such amounts will be transferred into the Money Market Fund.

MVA FORMULA (SEE ITEM 3 OF ENDORSEMENT):

The current rate percentage we use in Item (c) of the formula is a maximum of
[.50%].

[If we are no longer offering new Guarantee Periods, we will use a rate equal to
the most recent Moody's Corporate Bond Yield Average-Monthly Average Corporates,
for the duration required, as published by Moody's Investor Services, Inc.  If
such Moody's rate is not available, a rate based on a substantially similar
average will be used.]



No. 94ICA/B (8/99)                                                  Data Page 7



            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

                            New York, New York 10019

        EQUI-VEST(R) TAX-DEFERRED VARIABLE INDIVIDUAL ANNUITY APPLICATION

            Application Number: _______________________ (Page 1 of 5)

<TABLE>

<S>                                                          <C>
 1.   EQUI-VEST PROGRAM (CHECK ONE)                           INDIVIDUAL
      TAX-EXEMPT                                              SELECT EITHER: |_| EQUI-VEST OR |_| EQUI-VEST EXPRESS FOR:
      A. |_| TSA Public School                                I. |_| TRADITIONAL IRA
      B. |_| TSA 501(c)(3)                                    J.  ROTH IRA:
      C. |_| TSA UNIVERSITY                                         |_| Conversion Rollover from Traditional IRA
      D. |_| EDC                                                    |_| Direct Transfer or Rollover from another ROTH IRA
      BUSINESS                                                      |_| Recurring Contributory ROTH IRA
      E. |_| KEOGH                                            K. |_| QP-IRA (Pension Distributions)
              (HR-10 Individual)                              L. |_| UNIT-BILLED TRADITIONAL IRA
      F. |_| SEP                                              M. |_| UNIT-BILLED ROTH IRA
      G. |_| SARSEP                                           N. |_| NQ (Non-Qualified Variable Annuity)
      H. |_| SIMPLE IRA                                       O. |_| UNIT-BILLED NQ
- ------------------------------------------------------------------------------------------------------------------------------
 2.   EMPLOYER UNIT INFORMATION (COMPLETE FOR ALL PROGRAMS EXCEPT FOR I, J, K, AND N)

      _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_
      CLIENT/EMPLOYER NAME

      (Select one) |_|  _|_|_|_|_|_|_|-|_|_|_       OR     NEW UNIT |_| (Must Complete Plan Enrollment Kit)
                       EXISTING UNIT NUMBER LOCATION
- ------------------------------------------------------------------------------------------------------------------------------
 3.   ANNUITANT INFORMATION (CHECK APPROPRIATE BOXES)
      |_| Mr.  |_| Mrs.  |_| Miss  |_| Ms.  |_| Other _____________ |_| Male  |_| Female   _|_|_|_|_|_|_|_|_
                                                                                          SOCIAL SECURITY NO. (REQUIRED)

      _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_
      FIRST NAME                         MIDDLE INITIAL ONLY              LAST NAME

 Birth    _|_|_|_|_|_|_|_        _______________________      (_|_|_)|_|_|_|-|_|_|_|_         |_| Home |_| Work
 Date:     YEAR  MONTH   DAY     AGE AT NEAREST BIRTHDAY      AREA CODE  DAYTIME PHONE NUMBER

        _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_
        STREET ADDRESS
        _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_

        _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|-|_|_|_|_
        CITY                                                 STATE   ZIP
- ------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------
 4.   ANNUITY COMMENCEMENT DATE (WHEN ANNUITANT ANTICIPATES DISTRIBUTIONS TO BEGIN)

      ________________________ (Maximum age: which is subject to state approval is 90 except Keogh, which is 85. For EDC this
                               should be the normal retirement age under the plan.)
- ------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------
 5.   BENEFICIARY(IES) INFORMATION (FOR EDC, IF THIS IS NOT COMPLETED THE BENEFICIARY IS THE OWNER.)
      INCLUDE FULL NAME(S) AND RELATIONSHIP(S) TO OWNER. USE #14 IF YOU NEED MORE SPACE.
      PRIMARY_______________________________________________________________________________________________________

             _______________________________________________________________________________________________________

      CONTINGENT (IF ANY): _________________________________________________________________________________________
- ------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------
 6.   SUCCESSOR ANNUITANT/OWNER INFORMATION
      (AVAILABLE FOR SEP, SARSEP, SIMPLE IRA, ROTH IRA AND NQ CONTRACTS, EXCEPT IN OREGON. FOR TRADITIONAL IRA AND QP IRA,
      THE SPOUSAL BENEFICIARY CAN ELECT THIS FEATURE AT THE DEATH OF THE OWNER.)

      SUCCESSOR ANNUITANT AND OWNER MUST BE ANNUITANT/OWNER'S SPOUSE AND THE
      SOLE PRIMARY BENEFICIARY NAMED IN #5.
      |_| NO, I don't elect a Successor Annuitant/Owner.   |_| YES, I do elect a Successor Annuitant/Owner.

      If YES, complete the following:   _|_|_|_|_|_|_|_|_                     Spouse's Birth Date:   _|_|_|_|_|_|_|_
                                         Spouse's Social Security No.                                 Year    Month    Day
- ------------------------------------------------------------------------------------------------------------------------------
Form #180-1009                                                                                           Cat. #127124 (6/99)
</TABLE>

<PAGE>


Application Number: _______________________ (Page 2 of 5)
<TABLE>
<CAPTION>

- ------------------------------------------------------------------------------------------------------------------------------
<S>                            <C>
 7.   OWNER INFORMATION (COMPLETE FOR EDC AND NQ IF THE OWNER WILL BE DIFFERENT
                        FROM THE ANNUITANT NAMED IN #3.)
      |_| Individual  |_| Guardian  |_| Custodian (See below) *  |_| Trustee (For an entity)**  |_| Trustee (For an individual)
      |_| Employer***   |_| 457 Plan Trust (Equitable/Frontier)***  |_| Other Trust (Provide name and address below)***

      _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_
      FIRST NAME                 MIDDLE INITIAL                LAST NAME

      ___________________________________________
      RELATIONSHIP TO ANNUITANT
      _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_
      STREET ADDRESS
      _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_

      _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|-|_|_|_|_
      CITY                                                 STATE   ZIP
      _|_|_|_|_|_|_|_|_         (IF GUARDIAN OR CUSTODIAN,    BIRTH DATE:   _|_|_|_|_|_|_|_
      Tax ID or Owner S.S. No.  USE MINOR'S S.S. NO.)                       Year   Month  Day

      *As Custodian under the _____________ Uniform Gifts to Minors Act (UGMA) or Uniform Transfer to Minors Act (UTMA).
                                 STATE      Please note if issued under UGMA or UTMA, the beneficiary named in #5 must
      **Inside build-up is taxable.         be the Estate of the Annuitant.
      ***Ownership option for EDC Plans only.
- ------------------------------------------------------------------------------------------------------------------------------
 8.   NQ SUCCESSOR OWNER INFORMATION
      (NOT AVAILABLE FOR NQ CONTRACTS IN OREGON)
      AVAILABLE ONLY FOR NQ CONTRACTS AND ONLY IF ANNUITANT AND OWNER IN #3 AND #7 ARE DIFFERENT PARTIES.
      |_| NO, I don't elect a Successor/Owner                  |_| YES, I do elect a Successor/Owner

      _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_
      FIRST NAME                 MIDDLE INITIAL                LAST NAME
      _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_
      STREET ADDRESS
      _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_

      _|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|-|_|_|_|_
      CITY                                                 STATE   ZIP
      _|_|_|_|_|_|_|_|_                                   BIRTH DATE:   _|_|_|_|_|_|_|_
       SOCIAL SECURITY NUMBER                                           YEAR  MONTH  DAY
- ------------------------------------------------------------------------------------------------------------------------------
 9.   ENHANCED DEATH BENEFIT OPTION (ONLY AVAILABLE FOR SERIES 800 EQUI-VEST TRADITIONAL IRA, QP-IRA, ROTH IRA, NQ IN STATES
      WHERE APPROVED.)
      WOULD YOU LIKE TO ELECT A 3-YEAR RATCHETED DEATH BENEFIT FOR AN ADDITIONAL .15% CHARGE?
      |_| YES, I would like to elect the enhanced death benefit.
      |_| NO, I would like to have only the sum of contributions as Guaranteed Minimum Death Benefit.
      Once this Ratcheted Death Benefit is elected, it can't be terminated.
- ------------------------------------------------------------------------------------------------------------------------------
10.  CONTRIBUTION INFORMATION (COMPLETE #10A ONLY IF A PAYMENT IS PROVIDED WHEN THE APPLICATION IS SIGNED. IF PAYMENT WILL BE
     FORWARDED AT A LATER DATE, YOU MUST COMPLETE ONLY #10B.)

      A.    AMOUNT PROVIDED WITH THIS APPLICATION:
            (i) Total amount for investment options listed in #12.
                (Do not include amounts for the Fixed Maturity Account.)                           $ _______________________
            (ii) Total amount for Fixed Maturity Period(s) listed in #13.                          $ _______________________
            (iii) If TSA (#1A, 1B or 1C) or SARSEP (#1G) or SIMPLE IRA (#1H) has been checked, provide
            a monthly breakdown of employee and employer contributions.

            $                      $
              -----------------      -----------------
                  Employee               Employer
            (iv) Total Amount Remitted.                                                            $ _______________________
      B.    EXPECTED FIRST YEAR CONTRIBUTION:
            Indicate the amount expected to be contributed in the first year of this contract.     $ _______________________
- ------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

             Appplication Number:____________________ (Page 3 of 5)

- --------------------------------------------------------------------------------
11. REMINDER/CONTRIBUTION STATEMENTS INFORMATION
    (COMPLETE #11A, 11B OR 11C AS APPLICABLE.)

     A.   INDIVIDUAL REMINDER NOTICE: (COMPLETE ONLY IF YOU CHECKED THE
          TRADITIONAL OR ROTH IRA OR NQ BOX IN #1.)

          (i)  Indicate if a Contribution Reminder Notice is desired.
               |_| YES |_| NO

          (ii) If Yes, complete the reminder frequency: |_| Annually
               |_| Semi-Annually |_| Quarterly

          (iii) Date of First Reminder __________/__________ (not past the 28th)
                                         MONTH       DAY

          (iv) Contribution Reminder Notice Amount $ _______________

     B.   PLAN CONTRIBUTION STATEMENT FREQUENCY (UNIT-BILLED/SALARY DEDUCTION
          CASES) Complete only if you checked Unit-Billed Traditional or Roth
          IRA or Unit-Billed NQ.

          (i)    |_| Annually  |_| Semi-Annually  |_| Quarterly
                 |_| Monthly   |_| Semi-Monthly   |_| Bi-Weekly

          (ii)   |_| YES |_| NO  I want to be included on the Contribution
                                 Statement sent to my employer. (Each
                                 Contribution Statement will show the amount
                                 of the last contribution made.)

          Initial Contribution Statement Reminder Amount. $ _________________

     C.   FOR TSA UNITS ONLY:
          Months to be excluded, if any, from Plan Contribution Statement
          (months must be consecutive and from May to September
          only). ______________________
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
12.  SELECTION OF INVESTMENT OPTIONS AND ALLOCATION PERCENTAGES
     (CHECK EITHER BOX A OR BOX B BUT NOT BOTH, BOXES A AND B ARE NOT APPLICABLE
     TO EQUI-VEST EXPRESS.)

     A.   |_| MAXIMUM TRANSFER FLEXIBILITY. By checking this box, you may
          only invest in those options listed below which have been SHADED.
          Transfers out of the GIA will not be limited.

     B.   |_| MAXIMUM FUND CHOICE. By checking this box, you may invest in
          any of the options listed below (shaded or not shaded). Transfers
          out of the GIA will be limited (see Prospectus for details).

          CURRENT ALLOCATION (APPLIES TO ALL PROGRAMS): Select the
          allocation for the amount indicated in #10A(i) or any amounts
          that you may invest in these options in the future. You can
          change this allocation for future contributions at any time. You
          must allocate your contributions below by entering percentages in
          whole numbers totalling 100% for funds you have chosen.

          Note: If you are investing in the Fixed Maturity Account (FMA)
          you must be certain that you have entered an amount in #10A(ii),
          checked box #12B, and complete #13. There is no need to complete
          the allocation below if you intend to use only the FMA under your
          EQUI-VEST contract.

          Guaranteed Interest Account*              ________ %

          Alliance Equity Index                     ________ %

          Alliance Growth & Income                  ________ %

          Alliance Common Stock                     ________ %

          Alliance Global                           ________ %

          Alliance International                    ________ %

          Alliance Aggressive Stock                 ________ %

          Alliance Growth Investors                 ________ %

          Alliance Balanced                         ________ %

          Alliance Small Cap Growth                 ________ %

          Alliance Conservative Investors           ________ %

          Alliance High Yield                       ________ %

          Alliance Intermediate Gov't. Securities   ________ %

          Alliance Money Market                     ________ %

          Alliance Quality Bond                     ________ %

          Calvert Socially Responsible Portfolio**  ________ %

          Capital Guardian Research                 ________ %

          Capital Guardian U.S. Equity              ________ %

          EQ/Alliance Premier Growth                ________ %

          EQ/Evergreen                              ________ %

          EQ/Evergreen Foundation                   ________ %

          EQ/Putnam Balanced                        ________ %

          EQ/Putnam Growth & Income Value           ________ %

          MFS Emerging Growth Companies             ________ %

          MFS Growth with Income                    ________ %

          MFS Research                              ________ %

          Morgan Stanley Emerging Markets Equity    ________ %

          Warburg Pincus Small Company Value        ________ %

          Merrill Lynch World Strategy              ________ %

          Merrill Lynch Basic Value Equity          ________ %

          T. Rowe Price International Stock         ________ %

          T. Rowe Price Equity Income               ________ %

          TOTAL (FOR BOTH COLUMNS)                      100%


*Not available for EQUI-VEST Express.  **Only available for TSA and EDC.

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

           Application Number: _______________________ (Page 4 of 5)

- --------------------------------------------------------------------------------
13.  FIXED MATURITY ACCOUNT ELECTIONS
     (AVAILABLE ONLY FOR SERIES 400, 700 AND 800 IRA, QP IRA, AND NQ CONTRACTS,
     BUT NOT AVAILABLE IN MARYLAND)

     For the amount shown in #10A(ii), please allocate by whole percentages to
     the following Fixed Maturity Period(s). (Do not select a Maturity Date that
     has already expired.)

                  MATURITY DATES           PERCENTAGE OF AMOUNT SHOWN IN 10A(ii)

                  |_|June 15, 2000                   ______________  %
                  |_|June 15, 2001                   ______________  %
                  |_|June 14, 2002                   ______________  %
 -----------      |_|June 13, 2003                   ______________  %
  USE WHOLE       |_|June 15, 2004                   ______________  %
 PERCENTAGES      |_|June 15, 2005                   ______________  %
    ONLY          |_|June 15, 2006                   ______________  %
 -----------      |_|June 15, 2007                   ______________  %
                  |_|June 13, 2008                   ______________  %
                  |_|June 15, 2009                   ______________  %
                                            TOTAL        100         %
                                                     --------------

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

- --------------------------------------------------------------------------------
14.  INFORMATION TO SATISFY REGULATORY REQUIREMENTS

     A.   THE OWNER RECEIVED THE FOLLOWING EQUI-VEST/EQUI-VEST EXPRESS
          PROSPECTUS AND ANY APPLICABLE SUPPLEMENT:

          --------------------------     ---------------------------------------
          DATE OF PROSPECTUS             DATE(S) OF ANY SUPPLEMENT(S) TO
                                         PROSPECTUS

     B.   WILL ANY EXISTING INSURANCE OR ANNUITY BE (OR HAS IT BEEN) REPLACED OR
          CHANGED, ASSUMING THE CONTRACT APPLIED FOR WILL BE ISSUED?
          |_| Yes  |_| No  If Yes, complete the following:

          -------------       -------------     ------------  ------------------
          YEAR ISSUED         TYPE OF PLAN      COMPANY       CONTRACT NUMBER

          ----------------------------------------------------------------------
          COMPANY ADDRESS
          NQ Only: Contribution basis (check one):|_| Before 8/14/82 |_| 8/14/82
          or later  Net cost:
                              ---------------
                    (attach illustration)

     C.   NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC. (NASD) INFORMATION
          (AS REQUIRED BY THE NASD).

                                                 | | | | | | | | | | | | | | |
          ----------------------------           -----------------------------
          EMPLOYER'S NAME                        OWNER'S OCCUPATION

          ----------------------------------------------------------------------
          EMPLOYER'S STREET ADDRESS

          ----------------------------------------------------------------------
          CITY                                      STATE       ZIP

          ----------------------------------------------------------------------
          ESTIMATED ANNUAL FAMILY INCOME                    ESTIMATED NET WORTH

          Investment objective: |_| Income |_| Income & Growth |_| Growth
          |_| Aggressive Growth |_| Safety of Principal
          Is Owner or Annuitant associated with or employed by a member of the
          NASD? |_| Yes |_| No
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
15.  SPECIAL INSTRUCTIONS (FOR BENEFICIARY, REPLACEMENT, OR TRANSFER
     INFORMATION)

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

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

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

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

<PAGE>
                       EQUI-VEST(R) REPRESENTATIVE REPORT
                                    (PART II)

                           PLEASE PRINT IN BLACK INK.

- --------------------------------------------------------------------------------
A.   |_|  I (WE) CERTIFY THAT A PROSPECTUS FOR THE CONTRACT HAS BEEN GIVEN TO
          THE PROPOSED OWNER, AND THAT NO WRITTEN SALES MATERIALS OTHER THAN
          THOSE APPROVED BY EQUITABLE LIFE HAVE BEEN USED.

B.   WAS OR WILL AN EXISTING ANNUITY OR INSURANCE CERTIFICATE BE REPLACED,
     ASSUMING THE CONTRACT WILL BE ISSUED? |_| YES |_| NO (IF YES, ATTACH COPY
     OF OLD/NEW APPROPRIATENESS FORM.)

C.   COMPENSATION METHOD: ELECT ONE OF THE FOLLOWING FOR THIS APPLICATION ONLY.
     (IF THERE ARE MULTIPLE AGENTS ON THE CONTRACT, THIS ELECTION MUST BE THE
     SAME FOR ALL.) REFER TO AIG 98-15 IF YOU HAVE QUESTIONS.

     |_|  I (WE) ELECT THE TRADITIONAL PREMIUM-BASED COMPENSATION METHOD WHICH
          PROVIDES FOR AN UP-FRONT PREMIUM-BASED COMPENSATION PAYMENT, PLUS PCS.

                                       OR

     |_|  I (WE) ELECT THE VOLUNTARY TRADE-OFF COMPENSATION METHOD WHICH
          INCLUDES A REDUCED UP-FRONT PREMIUM-BASED COMPENSATION PAYMENT WITH
          PCs PLUS AN ANNUAL ASSET-BASED PAYMENT BEGINNING AFTER YEAR ONE (1)
          WITH PCs. (THE VOLUNTARY TRADE-OFF IS AVAILABLE ONLY FOR SERIES 300,
          400, 700 AND 800 EQUI-VEST CONTRACTS IN THE IRA, QP IRA, ROTH IRA AND
          NQ MARKETS AND FOR SERIES 200 CONTRACTS (IN OREGON ONLY) IN THE NQ
          MARKET.)

     EQUI-VEST ISSUES MUST ADEQUATELY REFLECT THE COMMISSION INTEREST OF ALL
     REPRESENTATIVES ON PREVIOUS CONTRACTS. (ALL REPRESENTATIVES MUST SIGN)

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------------------

               PRINT               LAST   REPRESENTATIVE REPRESENTATIVE  AGENCY    DISTRICT  REPRESENTATIVE     REPRESENTATIVE(S)
      REPRESENTATIVE(S) NAME(S)    NAME       NUMBER           %          CODE     MGR. CODE       INS.           SIGNATURE(S)
   (SERVICE REPRESENTATIVE FIRST) INITIAL                                                       LICENSE#*
- ----------------------------------------------------------------------------------------------------------------------------------
    <S>                           <C>     <C>            <C>             <C>       <C>        <C>               <C>

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

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

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

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

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

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

- ----------------------------------------------------------------------------------------------------------------------------------
*WHERE REQUIRED BY STATE REGULATIONS
- ----------------------------------------------------------------------------------------------------------------------------------

- ----------------------------------------------------------------------------------------------------------------------------------
FOR EQUI-VEST ADMINISTRATION OFFICE USE

REPRESENTATIVE(S) SHOWN ABOVE IS (ARE) EQUITY QUALIFIED AND LICENSED IN THE STATE IN WHICH THE REQUEST IS SIGNED.

   APPLICATION NO.                                                           EAO REC'D.
                  ----------------------------------------------                       -------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------------




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

   PROCESSING:
              ---------------------         ---------------------         ---------------------        ---------------------
              CONTRACT NUMBER               BATCH NUMBER                  INQUIRY NUMBER               PROCESSOR
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>



           Application Number: _______________________ (Page 5 of 5)

16.  AGREEMENT

All information and statements furnished in this application are true and
complete to the best of my knowledge and belief. I understand and acknowledge
that no Associate has the authority to make or modify any contract on Equitable
Life's behalf, or to waive or alter any of Equitable Life's rights and
regulations. I understand that amounts withdrawn from the contract may be
subject to a withdrawal charge. I UNDERSTAND THAT THE ANNUITY ACCOUNT VALUE
ATTRIBUTABLE TO ALLOCATIONS TO THE INVESTMENT FUNDS OF THE SEPARATE ACCOUNT OR
VARIABLE ANNUITY BENEFIT PAYMENTS MAY INCREASE OR DECREASE AND ARE NOT
GUARANTEED AS TO DOLLAR AMOUNT. For the Fixed Maturity Account, amounts payable
under the contract before the Maturity Date selected in Item 13, are subject to
market value adjustments.


<TABLE>
<CAPTION>
<S>                                                            <C>              <C>                     <C>
- -------------------------------------------------------------------------       ---------------------------------------------------
PROPOSED ANNUITANT'S SIGNATURE                                 DATE             CITY                    STATE


- -------------------------------------------------------------------------       ---------------------------------------------------
SIGNATURE OF OWNER (IF OTHER THAN PROPOSED ANNUITANT)          DATE             CITY                    STATE
</TABLE>


(NEW YORK AND OREGON RESIDENTS SIGN ABOVE, ALL OTHER RESIDENTS SIGN BELOW.)
- --------------------------------------------------------------------------------
In Colorado:      It is unlawful to knowingly provide false, incomplete, or
                  misleading facts or information to an insurance company for
                  the purpose of defrauding or attempting to defraud the
                  company. Penalties may include imprisonment, fines, denial of
                  insurance, and civil damages. Any insurance company or agent
                  of an insurance company who knowingly provides false,
                  incomplete or misleading facts or information to a
                  policyholder or claimant for the purpose of defrauding or
                  attempting to defraud the policy holder or claimant with
                  regard to a settlement or award payable from insurance
                  proceeds shall be reported to the Colorado Division of
                  Insurance within the Department of Regulatory Agencies.



In Florida:       Any person who knowingly and with intent to injure, defraud,
                  or deceive any insurer files a statement of claim or an
                  application containing any false, incomplete, or misleading
                  information is guilty of a felony of the third degree.



In Maine:         It is a crime to knowingly provide false, incomplete or
                  misleading information to an insurance company for the purpose
                  of defrauding the company. Penalties may include imprisonment,
                  fines, or a denial of insurance benefits.



In New Jersey:    Any person who knowingly files a statement of claim containing
                  any false or misleading information is subject to criminal and
                  civil penalties.


In Arkansas,      Any person who knowingly and with intent to defraud any
Kentucky,         insurance company or other person files an application for
Pennsylvania and  insurance or statement of claim containing any materially
New Mexico        false information or conceals for the purpose of misleading,
                  information concerning any fact material thereto commits a
                  fraudulent insurance act, which is a crime and subjects such
                  person to criminal and civil penalties.


All Other States: Laws in your state may make it a crime to fill out an
                  insurance or annuity application with information you know is
                  false or to leave out material facts.
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
<S>                                                            <C>              <C>                     <C>
- -------------------------------------------------------------------------       ---------------------------------------------------
PROPOSED ANNUITANT'S SIGNATURE                                 DATE             CITY                    STATE


- -------------------------------------------------------------------------       ---------------------------------------------------
SIGNATURE OF OWNER (IF OTHER THAN PROPOSED ANNUITANT)          DATE             CITY                    STATE
</TABLE>


Form #180-1009                                               Cat. #127124 (6/99)

                                EQUITABLE (LOGO)
                           Member of the Global AXA (LOGO) Group

<PAGE>

                          APPLICATION INSTRUCTIONS FOR
           REPRESENTATIVE PLEASE READ BEFORE COMPLETING APPLICATION.

A.   GENERAL

<TABLE>
<CAPTION>
     <S>                                                                <C>
     O NO APPLICATION WILL BE PROCESSED WITHOUT AN EQUI-VEST            O DO NOT ABBREVIATE.
       REPRESENTATIVE'S REPORT.                                         O ANY CORRECTIONS MUST BE INITIALED BY THE OWNER.
     O ALL CHECKS MUST BE MADE PAYABLE TO EQUITABLE LIFE.               O UNLESS OTHERWISE INDICATED, COMPLETE ALL SECTIONS.
     O PRINT NEATLY OR TYPE (EXCEPT WHERE SIGNATURES ARE REQUIRED).
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
B.   BY ITEM

1.   EQUI-VEST PROGRAM
     For TSA, EDC, Keogh (for existing non-trusteed units only), SEP, SARSEP,
     Simple IRA, EQUI-VEST/EQUI-VEST Express (Check a box for either EQUI-VEST
     or EQUI-VEST Express): Traditional or Roth IRA, QP-IRA, NQ and unit-billed
     Traditional or Roth IRA and NQ. For a conversion rollover from a
     Traditional IRA to an EQUI-VEST Roth, it is the current carrier's
     responsibility to issue a 1099-R for the conversion rollover amount. Unless
     otherwise noted, instructions pertaining to markets common to both
     EQUI-VEST and EQUI-VEST Express apply to both products.

2.   EMPLOYER UNIT INFORMATION
     For new unit-billed plans, a Plan Enrollment Kit must also be completed.

3.   ANNUITANT
     The individual on whose life annuity benefits are determined and upon whose
     death a death benefit is payable.

4.   ANNUITY COMMENCEMENT DATE
     The date on which the Annuitant anticipates distributions to begin. Maximum
     age: which is subject to state approval is 90 except Keogh, which is 85.

5.   BENEFICIARY(IES)
     The individual who will receive the death benefit upon the death of the
     Annuitant. Your client must name a primary beneficiary(ies) and may also
     name a contingent beneficiary.

     For EDC: Specify the individual beneficiary, otherwise the beneficiary will
     be the owner. For NQ only: If the Owner and the Annuitant are not the same
     person, the beneficiary will succeed as the new Owner upon the death of the
     Owner. (If this is not desired, complete #8.)

6.   SUCCESSOR ANNUITANT/OWNER
     (Optional feature for NQ, SEP, SARSEP and SIMPLE IRA contracts when
     Annuitant and Owner are the same person.) To elect this option, your
     client's spouse must be named both the sole primary beneficiary in #5 and
     the Successor Annuitant/Owner in this item. This means that in the event
     of your client's death, his/her spouse will succeed as both Owner and
     Annuitant. The contract will remain in force upon the death of the
     Annuitant, and no death benefit is paid. For Traditional IRA and QP-IRA
     this feature can be elected at the death of the Annuitant/Owner.

7.   OWNER
     The person or entity who owns the contract and will exercise all contract
     rights. The Owner will name the beneficiary, Annuitant and Successor Owner,
     if applicable. Complete for NQ contracts, if Owner will be different from
     Annuitant named in #3. Must complete for all EDC contracts. If the contract
     is to be owned by a custodian for the benefit of a minor under a UGMA or
     UTMA, complete this section with the custodian's name and the minor's
     Social Security number. The beneficiary under a UGMA or UTMA must be the
     estate of the Annuitant.

8.   NQ SUCCESSOR OWNER
     Under an NQ contract only, if the Owner and the Annuitant are different
     parties, your client may name someone to succeed him/her as contract owner
     in the event of death. Otherwise, the beneficiary named in #5 will succeed
     as Owner.

9.   OPTIONAL DEATH BENEFIT
     This is an optional feature for Series 800 EQUI-VEST Traditional IRA,
     QP-IRA, Roth IRA and NQ plans, in states where approved. It is not
     available for EQUI-VEST Express. This option resets the guaranteed death
     benefit on the contract anniversary date to the annuity account value, if
     greater than the previously established guaranteed death benefit (adjusted
     for withdrawals and contributions). It has a 15 basis point charge that is
     deducted annually from the annuity account value. If this is not elected,
     the regular death benefit explained in the contract will apply. Only
     available at issue.

10.  CONTRIBUTION INFORMATION
     Part 10A is ONLY completed when payment is made at the time the application
     is signed. If payment is to be made after the application is signed, then
     the signed application must be submitted and payment must be forwarded
     promptly upon receipt. Part 10B must be completed in all cases. The
     Automatic Investment Program can be used to contribute money directly into
     the investment options shown in accordance with the allocations in #12.

11.  REMINDER/CONTRIBUTION STATEMENTS INFORMATION
     Complete 11A, 11B or 11C as applicable.

12.  SELECTION OF INVESTMENT OPTIONS
     Check either 12A MAXIMUM TRANSFER FLEXIBILITY or 12B MAXIMUM FUND CHOICE,
     but not both. The Calvert Socially Responsible Fund is only available for
     TSA and EDC contracts. GIA is not available for EQUI-VEST Express.

13.  FIXED MATURITY ACCOUNT ELECTIONS
     Complete only if amounts are entered in #10A(ii). A whole percentage must
     be indicated for each date chosen. The total must equal 100% and the amount
     entered in #10A(ii). Be careful not to pick a Maturity Date which has
     expired. We recommend not selecting any Maturity Date less than one month
     away or after the annuity benefits are expected to begin under this
     contract.

14.  INFORMATION TO SATISFY REGULATORY REQUIREMENTS
     Complete #14B if the Owner is establishing an EQUI-VEST/EQUI-VEST Express
     contract by replacing an existing annuity or insurance contract. For NQ,
     please provide contribution basis and net cost illustration from previous
     carrier.

15.  SPECIAL INSTRUCTIONS
     Use this section for any additional details regarding beneficiary,
     replacement, or transfer information.

16.  AGREEMENT
     Owner (and Annuitant, if different) must sign the application.
- --------------------------------------------------------------------------------
<PAGE>

                       EQUI-VEST(R) REPRESENTATIVE REPORT

                                    (PART I)

                        (ALL QUESTIONS MUST BE ANSWERED)


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

1. MARITAL STATUS:  |_| Single   |_| Married   |_| Widowed   |_| Divorced


- --------------------------------------------------------------------------------
2. NUMBER OF DEPENDENTS
                        ----------------------

3. FEDERAL TAX BRACKET                        %
                        ----------------------


4. PURPOSE OF INVESTMENT
                         ------------------------------------------------------

5. INVESTMENT HORIZON:  |_| < 3 years   |_| 3-7 years   |_| > 7 years


6. RISK TOLERANCE:  |_| Conservative   |_| Moderate   |_| Aggressive

7. Investments/Assets (Prior to this Investment)

        Cash (includes checking, savings, money market)     $________________

        Certificate of Deposit (CD's)                       $________________

        Bonds                                               $________________

        Annuities                                           $________________

        Mutual Funds   Income         $__________

                       Growth         $__________

                       Aggressive     $__________

                       Other          $__________

                       Total          $__________           $________________

        Stocks                                              $________________

        Other                                               $________________

                                                   Total    $________________


8. Has client purchased a Financial Plan from EQ Financial? |_| Yes   |_| No


9. Source of Funds (If more than one box is checked, provide percentage of
   breakdown)

   |_| Cash   |_| Existing Investment (identify)   |_| Borrowing (source)

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

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

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

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

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



                               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


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