0001104659-05-000447 Sample Contracts

December 28, 2004 Mr. Lewis A. Sanders Alliance Capital Management Corporation New York, NY 10105 Dear Lew:
Alliance Capital Management Holding Lp • January 6th, 2005 • Investment advice • New York

This letter sets forth the terms of your agreement with Alliance Capital Management Corporation (the “Company”) and Alliance Capital Management L.P. (the “Partnership”).

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