EXHIBIT 13
FORM OF STOCK SUBSCRIPTION AGREEMENT
THIS AGREEMENT by and between The Equitable Life Assurance Society of the
United States ("Equitable Life") and the 787 Trust, a business trust organized
and existing under and by virtue of the laws of the State of Delaware.
In consideration of the mutual promises set forth herein, the parties
agree as follows:
1. The 787 Trust agrees to sell to Equitable Life and Equitable Life
hereby subscribes to purchase the specified number of Class IA shares of
beneficial interest of the following five series of the 787 Trust: 2,000 Class
IA shares of the X. Xxxx Price International Stock Portfolio; 2,000 Class IA
shares of the X. Xxxx Price Equity Income Portfolio; 2,000 Class IA shares of
the Xxxxxx Growth and Income Portfolio; 2,000 Class IA shares of the Xxxxxx
International Growth Portfolio; and 2,000 Class IA shares of the MFS Research
Portfolio (together, the "Shares"), each with a par value of $.01 per Share,
at a price of ten dollars ($10.00) per each Share.
2. Equitable Life agrees to pay $100,000 for such Shares at the time
of their issuance, which shall occur upon call of the President of the 787
Trust, at any time on or before the effective date of the 787 Trust's
Registration Statement filed by the 787 Trust on Form N-1A with the Securities
and Exchange Commission ("Registration Statement") on December 3, 1996.
3. Equitable Life acknowledges that the Shares have not been, and
will not be, registered under the federal securities laws and that, therefore,
the 787 Trust is relying on certain exemptions from such registration
requirements, including exemptions dependent on the intent of the undersigned
in acquiring the Shares. Equitable Life also understands that any resale of
the Shares, or any part thereof, may be subject to restrictions under the
federal securities laws, and that Equitable Life may be required to bear the
economic risk of any investment in the Shares for an indefinite period of
time.
4. Equitable Life represents and warrants that it is acquiring the
Shares solely for its own account and solely for investment purposes and not
with a view to the resale or disposition of all or any part thereof, and that
it has no present plan or intention to sell or otherwise dispose of the Shares
or any part thereof.
5. Equitable Life agrees that it will not sell or dispose of the
Shares or any part thereof unless the Registration Statement with respect to
such Shares is then in effect under the Securities Act of 1933, as amended.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement
by their duly authorized representatives this ______ day of ________, 1997.
THE EQUITABLE LIFE ASSURANCE SOCIETY
OF THE UNITED STATES
By:__________________________________
Xxxxx X. Xxxxx
Title: Executive Vice President
and Chief Investment Officer
787 TRUST
By:___________________________________
Xxxxx X. Xxxxx
Title: President and Trustee