• Chinese, Nigerian presidents satisfied with bilateral ties • Pang Yuliang Acquired German Parchim Airport

Investment Management Division ("PIM") provides investment management and

fiduciary services, including trust and estate administration, primarily to

high net-worth individuals and families. CGTC considers proxy voting an

important part of those management services, and as such, CGTC seeks to vote

the proxies of securities held by clients in accounts for which it has proxy

voting authority in the best interest of those clients. The procedures that

govern this activity are reasonably designed to ensure that proxies are voted

in the best interest of CGTC's clients.
Fiduciary Responsibility and Long-term Shareholder Value
CGTC's fiduciary obligation to manage its accounts in the best interest of its

clients extends to proxy voting. When voting proxies, CGTC considers those

factors which would affect the value of its clients' investment and acts solely

in the interest of, and for the exclusive purpose of providing benefits to, its

clients. As required by ERISA, CGTC votes proxies solely in the interest of the

participants and beneficiaries of retirement plans and does not subordinate the

interest of participants and beneficiaries in their retirement income to

unrelated objectives.
CGTC believes the best interests of clients are served by voting proxies in a

way that maximizes long-term shareholder value. Therefore, the investment

professionals responsible for voting proxies have the discretion to make the

best decision given the individual facts and circumstances of each issue. Proxy

issues are evaluated on their merits and considered in the context of the

analyst's knowledge of a company, its current management, management's past

record, and CGTC's general position on the issue. In addition, many proxy

issues are reviewed and voted on by a proxy voting committee comprised

primarily of investment professionals, bringing a wide range of experience and

views to bear on each decision.

Document MFPE000020070625e35u005xy
EQ/Money Market Portfolio - Class IB - Part 9
16,226 words

30 May 2007

Mutual Fund Prospectus Express

MFPE

English

(c) 2007 NewRiver Format. Data Licensing LLC. All Rights Reserved.
Family: EQ Advisors Funds
Nasdaq-Symbol: No
Fund Type: NRMF
Filing: May 30, 2007
Effective: May 01, 2007
Type: Statement Of Additional Information
Sequence: 1

Compensation is a critical element in our ability to attract investment

professionals with the appropriate skills and experience to manage portfolios

consistent with our expectations of outstanding results. Base salary is

determined using marketplace base salary levels. We continually look for the

highest qualified candidates and frequently are in competition for these

individuals. As a result, we offer a highly competitive compensation package.
Included in the compensation package is an annual incentive bonus. The

aggregate incentive bonus pool is ultimately dependent on the profitability of

the firm. Thus, it is directly related to the firm's investment performance,

client retention and growth. An individual associate's incentive bonus depends

on the contributions of that individual to those factors affecting the firm's

profitability, one of which is investment performance.
For key senior staff, an additional valued part of the compensation package is

a long-term incentive plan where each participant shares in the profitability

of the firm. This plan is designed to incent key staff to remain with Mellon

Equity as awards are deferred and paid out three years in arrears. Both the

incentive bonus and long-term incentive plans are based upon a profit sharing

agreement between Mellon Equity and Mellon. These plans have worked well to

retain our senior investment professionals.
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Mellon Equity also participates in several Mellon plans designed to offer

employees a greater stake in Mellon's future and its potential rewards,

including:
* Mellon's defined benefit (pension) plan. The defined benefit plan has a

five-year vesting period
* Mellon's 401(k) plan through which Mellon provides a contribution match in

Mellon stock valued at sixty-five cents for each contribution dollar up to

6% of an employee's salary
* Mellon's Share Success Employee Stock Option Plan
* Mellon's Employee Stock Purchase Plan
Ownership of Securities
Portfolio None $1- $10,001- $50,001- $100,001- $500,001- over

Manager $50,000 $100,000 $500,000 $1,000,000

$10,000 $1,000,000
Thomas J. X

Durante
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APPENDIX D
PROXY VOTING POLICIES AND PROCEDURES
ALLIANCEBERNSTEIN L.P.
October 2006
Statement of Policies and Procedures for Proxy Voting
1. Introduction
As a registered investment adviser, AllianceBernstein L.P.

("AllianceBernstein", "we" or "us") has a fiduciary duty to act solely in the

best interests of our clients. We recognize that this duty requires us to vote

client securities in a timely manner and make voting decisions that are in the

best interests of our clients. Consistent with these obligations, we will

disclose our clients' voting records only to them and as required by mutual

fund vote disclosure regulations. In addition, the proxy committees may, after

careful consideration, choose to respond to surveys regarding past votes.
This statement is intended to comply with Rule 206(4)-6 of the Investment

Advisers Act of 1940. It sets forth our policies and procedures for voting

proxies for our discretionary investment advisory clients, including investment

companies registered under the Investment Company Act of 1940. This statement

applies to AllianceBernstein's growth, value and blend investment groups

investing on behalf of clients in both US and non-US securities.
2. Proxy Policies
This statement is designed to be responsive to the wide range of proxy voting

subjects that can have a significant effect on the investment value of the

securities held in our clients' accounts. These policies are not exhaustive due

to the variety of proxy voting issues that we may be required to consider.

AllianceBernstein reserves the right to depart from these guidelines in order

to avoid voting decisions that we believe may be contrary to our clients' best

interests. In reviewing proxy issues, we will apply the following general

policies:
2.1. Corporate Governance
AllianceBernstein's proxy voting policies recognize the importance of good

corporate governance in ensuring that management and the board of directors

fulfill their obligations to the shareholders. We favor proposals promoting

transparency and accountability within a company. We will vote for proposals

providing for equal access to the proxy materials so that shareholders can

express their views on various proxy issues. We also support the appointment of

a majority of independent directors on key committees and separating the

positions of chairman and chief executive officer. Finally, because we believe

that good corporate governance requires shareholders to have a meaningful voice

in the affairs of the company, we will support shareholder proposals that

request that companies amend their by-laws to provide that director nominees be

elected by an affirmative vote of a majority of the votes cast.
2.2. Elections of Directors
Unless there is a proxy fight for seats on the Board or we determine that there

are other compelling reasons for withholding votes for directors, we will vote

in favor of the management proposed slate of directors. That said, we believe

that directors have a duty to respond to shareholder actions that have received

significant shareholder support. We may withhold votes for directors (or vote

against in non-US markets) that fail to act on key issues such as failure to

implement proposals to declassify boards, failure to implement a majority vote

requirement, failure to submit a rights plan to a shareholder vote or failure

to act on tender offers where a majority of shareholders have tendered their

shares. In addition, we will
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withhold votes for directors who fail to attend at least seventy-five percent

of board meetings within a given year without a reasonable excuse. Finally, we

may abstain or vote against directors of non-U.S. issuers where there is

insufficient information about the nominees disclosed in the proxy statement.
2.3. Appointment of Auditors
AllianceBernstein believes that the company remains in the best position to

choose the auditors and will generally support management's recommendation.

However, we recognize that there may be inherent conflicts when a company's

independent auditor performs substantial non-audit related services for the

company. The Sarbanes-Oxley Act of 2002 prohibited certain categories of

services by auditors to US issuers, making this issue less prevalent in the US.

Nevertheless, in reviewing a proposed auditor, we will consider the fees paid

for non-audit services relative to total fees as well as if there are other

reasons to question the independence of the auditors.
2.4. Changes in Legal and Capital Structure
Changes in a company's charter, articles of incorporation or by-laws are often

technical and administrative in nature. Absent a compelling reason to the

contrary, AllianceBernstein will cast its votes in accordance with the

company's management on such proposals. However, we will review and analyze on

a case-by-case basis any non-routine proposals that are likely to affect the

structure and operation of the company or have a material economic effect on

the company. For example, we will generally support proposals to increase

authorized common stock when it is necessary to implement a stock split, aid in

a restructuring or acquisition or provide a sufficient number of shares for an

employee savings plan, stock option or executive compensation plan.
However, a satisfactory explanation of a company's intentions must be disclosed

in the proxy statement for proposals requesting an increase of greater than one

hundred percent of the shares outstanding. We will oppose increases in

authorized common stock where there is evidence that the shares will be used to

implement a poison pill or another form of anti-takeover device. We will

support shareholder proposals that seek to eliminate dual class voting

structures.
2.5. Corporate Restructurings, Mergers and Acquisitions
AllianceBernstein believes proxy votes dealing with corporate reorganizations

are an extension of the investment decision. Accordingly, we will analyze such

proposals on a case-by-case basis, weighing heavily the views of our research

analysts that cover the company and our investment professionals managing the

portfolios in which the stock is held.
2.6. Proposals Affecting Shareholder Rights
AllianceBernstein believes that certain fundamental rights of shareholders must

be protected. We will generally vote in favor of proposals that give

shareholders a greater voice in the affairs of the company and oppose any

measure that seeks to limit those rights. However, when analyzing such

proposals we will weigh the financial impact of the proposal against the

impairment of shareholder rights.
2.7. Anti-Takeover Measures
AllianceBernstein believes that measures that impede corporate transactions

such as takeovers or entrench management not only infringe on the rights of

shareholders but may also have a detrimental effect on the value of the

company. We will generally oppose proposals, regardless of whether they are

advanced by management or shareholders, the purpose or effect of which is to

entrench management or excessively or inappropriately dilute shareholder

ownership. Conversely, we support proposals that would restrict or otherwise

eliminate anti-takeover or anti-shareholder measures that have already been

adopted by corporate issuers. For example, we will support shareholder

proposals that seek to require the company to submit a shareholder rights plan

to a shareholder vote. We will evaluate, on a case-by-case basis, proposals to

completely redeem or eliminate such plans. Furthermore, we will generally

oppose proposals put
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forward by management (including the authorization of blank check preferred

stock, classified boards and supermajority vote requirements) that appear to be

anti-shareholder or intended as management entrenchment mechanisms.
2.8. Executive Compensation
AllianceBernstein believes that company management and the compensation

committee of the board of directors should, within reason, be given latitude to

determine the types and mix of compensation and benefit awards offered to

company employees. Whether proposed by a shareholder or management, we will

review proposals relating to executive compensation plans on a case-by-case

basis to ensure that the long-term interests of management and shareholders are

properly aligned. In general, we will analyze the proposed plan to ensure that

shareholder equity will not be excessively diluted taking into account shares

available for grant under the proposed plan as well as other existing plans. We

generally will oppose plans that have below market value grant or exercise

prices on the date of issuance or permit repricing of underwater stock options

without shareholder approval. Other factors such as the company's performance

and industry practice will generally be factored into our analysis. We

generally will support shareholder proposals seeking additional disclosure of

executive and director compensation. This policy includes proposals that seek

to specify the measurement of performance based compensation. In addition, we

will support proposals requiring managements to submit severance packages that

exceed 2.99 times the sum of an executive officer's base salary plus bonus that

are triggered by a change in control to a shareholder vote. Finally, we will

support shareholder proposals requiring companies to expense stock options

because we view them as a large corporate expense that should be appropriately

accounted for.
2.9. Social and Corporate Responsibility
AllianceBernstein will review and analyze on a case-by-case basis proposals

relating to social, political and environmental issues to determine whether

they will have a financial impact on shareholder value. We will vote against

proposals that are unduly burdensome or result in unnecessary and excessive

costs to the company. We may abstain from voting on social proposals that do

not have a readily determinable financial impact on shareholder value.
3. Proxy Voting Procedures
3.1. Proxy Voting Committees
Our growth and value investment groups have formed separate proxy voting

committees to establish general proxy policies for AllianceBernstein and

consider specific proxy voting matters as necessary. These committees

periodically review these policies and new types of corporate governance

issues, and decide how we should vote on proposals not covered by these

policies. When a proxy vote cannot be clearly decided by an application of our

stated policy, the proxy committee will evaluate the proposal. In addition, the

committees, in conjunction with the analyst that covers the company, may

contact corporate management and interested shareholder groups and others as

necessary to discuss proxy issues. Members of the committee include senior

investment personnel and representatives of the Legal and Compliance

Department. The committees may also evaluate proxies where we face a potential

conflict of interest (as discussed below). Finally, the committees monitor

adherence to these policies.
3.2. Conflicts of Interest
AllianceBernstein recognizes that there may be a potential conflict of interest

when we vote a proxy solicited by an issuer whose retirement plan we manage, or

we administer, who distributes AllianceBernstein sponsored mutual funds, or

with whom we or an employee has another business or personal relationship that

may affect how we vote on the issuer's proxy. Similarly, AllianceBernstein may

have a potential material conflict of interest when deciding how to vote on a

proposal sponsored or supported by a shareholder group that is a client. We

believe that centralized management of proxy voting, oversight by the proxy

voting committees and adherence to these policies ensures that proxies are

voted
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with only our clients' best interests in mind. Additionally, we have

implemented procedures to ensure that our votes are not the product of a

material conflict of interests, including: (i) on an annual basis, the proxy

committees will take reasonable steps to evaluate the nature of

AllianceBernstein's and our employees' material business and personal

relationships (and those of our affiliates) with any company whose equity

securities are held in client accounts and any client that has sponsored or has

material interest in a proposal upon which we will be eligible to vote; (ii)

requiring anyone involved in the decision making process to disclose to the

chairman of the appropriate proxy committee any potential conflict that they

are aware of (including personal relationships) and any contact that they have

had with any interested party regarding a proxy vote; (iii) prohibiting

employees involved in the decision making process or vote administration from

revealing how we intend to vote on a proposal in order to reduce any attempted

influence from interested parties; and (iv) where a material conflict of

interests exists, reviewing our proposed vote by applying a series of objective

tests and, where necessary, considering the views of third party research

services to ensure that our voting decision is consistent with our clients'

best interests.
Because under certain circumstances AllianceBernstein considers the

recommendation of third party research services, the proxy committees will take

reasonable steps to verify that any third party research service is in fact

independent based on all of the relevant facts and circumstances. This includes

reviewing the third party research service's conflict management procedures and

ascertaining, among other things, whether the third party research service (i)

has the capacity and competency to adequately analyze proxy issues; and (ii)

can make such recommendations in an impartial manner and in the best interests

of our clients.
3.3. Proxies of Certain Non-US Issuers
Proxy voting in certain countries requires "share blocking." Shareholders

wishing to vote their proxies must deposit their shares shortly before the date

of the meeting with a designated depositary. During this blocking period,

shares that will be voted at the meeting cannot be sold until the meeting has

taken place and the shares are returned to the clients' custodian banks. Absent

compelling reasons to the contrary, AllianceBernstein believes that the benefit

to the client of exercising the vote does not outweigh the cost of voting (i.e.

not being able to sell the shares during this period). Accordingly, if share

blocking is required we generally abstain from voting those shares.
In addition, voting proxies of issuers in non-US markets may give rise to a

number of administrative issues that may prevent AllianceBernstein from voting

such proxies. For example, AllianceBernstein may receive meeting notices

without enough time to fully consider the proxy or after the cut-off date for

voting. Other markets require AllianceBernstein to provide local agents with

power of attorney prior to implementing AllianceBernstein's voting

instructions. Although it is AllianceBernstein's policy to seek to vote all

proxies for securities held in client accounts for which we have proxy voting

authority, in the case of non-US issuers, we vote proxies on a best efforts

basis.
3.4. Loaned Securities
Many clients of AllianceBernstein have entered into securities lending

arrangements with agent lenders to generate additional revenue.

AllianceBernstein will not be able to vote securities that are on loan under

these types of arrangements. However, under rare circumstances, for voting

issues that may have a significant impact on the investment, we may request

that clients recall securities that are on loan if we determine that the

benefit of voting outweighs the costs and lost revenue to the client or fund

and the administrative burden of retrieving the securities.
3.5. Proxy Voting Records
Clients may obtain information about how we voted proxies on their behalf by

contacting their AllianceBernstein administrative representative.

Alternatively, clients may make a written request for proxy voting information

to: Mark R. Manley, Senior Vice President & Chief Compliance Officer,

AllianceBernstein L.P., 1345 Avenue of the Americas, New York, NY 10105.
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ARIEL CAPITAL MANAGEMENT, LLC
Summary of Proxy Policies and Procedures
In accordance with applicable regulations and law, Ariel Capital Management,

LLC ("Ariel"), a federally registered investment adviser, is providing this

summary of its Proxy Voting Policies and Procedures (the "Proxy Policies")

concerning proxies voted by Ariel on behalf of each investment advisory client

who delegates proxy voting authority and delivers the proxies to us. A client

may retain proxy voting powers, give particular proxy voting instructions to

us, or have a third party fiduciary vote proxies. Our Proxy Policies are

subject to change as necessary to remain current with applicable rules and

regulations and our internal policies and procedures.
As part of our investment process, Ariel places extraordinary emphasis on a

company's management, its Board and its activities. Ariel looks for companies

with high quality managements, as represented by their industry experience, and

their reputations within the community. Furthermore, Ariel strives to invest

with management teams who show integrity, candor, and foster open and honest

communication with their shareholders. As a result, it is generally Ariel's

policy to vote in favor of proposals recommended by the Board.
Ariel has established general guidelines for voting proxies on behalf of

clients. While these generally guide Ariel's decision-making, all issues are

analyzed by the Ariel Investment Committee member who follows the company as

well as Ariel's Director of Research. As a result, there may be cases in which

particular circumstances lead Ariel to vote an individual proxy differently

than otherwise stated within Ariel's general proxy voting guidelines. In such

cases, Ariel will document its reasoning. Ariel may be required to vote shares

in securities of regulated companies (such as banks) in conformance with

conditions specified by the industry's regulator. In certain circumstances,

this may mean that Ariel will refrain from voting shares.
If it is determined that a material conflict of interest may exist, such as a

business relationship with a portfolio company, it is Ariel's policy to

generally vote in accordance with the recommendations of ISS. If, in a conflict

situation, Ariel decides to vote differently than ISS, the proxy will be

referred to Ariel's Proxy Resolution Committee. The Proxy Resolution Committee

is charged with determining whether the Ariel Investment Committee members' and

Director of Research's decisions regarding proxy voting are based on the best

interests of Ariel's clients and are not the product of a conflict.
For each proxy, Ariel maintains records as required by applicable law. Proxy

voting information will be provided to clients in accordance with their

agreement with us or upon request. A client may request a copy of Ariel's Proxy

Voting Policies and Procedures, or a copy of the specific voting record for

their account, by calling Ariel at 1-800-725-0140, or writing to Ariel Capital

Management, LLC at 200 East Randolph Drive, Suite 2900, Chicago, IL 60601.
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AXA ROSENBERG INVESTMENT MANAGEMENT LLC
PROXY VOTING PROCEDURES AND POLICIES
Statement of Proxy Voting
Proxy voting is an important right of the shareholders. Consequently, it is AXA

Rosenberg Investment Management LLC's and its advisory affiliates'

(collectively, "AXA Rosenberg") policy to vote proxy proposals on behalf of its

clients in a manner which is reasonably anticipated to further the best

economic interests of those clients and consistent with enhancing shareholder

value.
The client relationships in which AXA Rosenberg will vote the proxies include:
* Employee benefit plans and other clients subject to ERISA;
* Institutional clients, not subject to ERISA, which have delegated proxy-

voting responsibility to AXA Rosenberg;
* Certain registered investment companies advised or sub-advised by AXA

Rosenberg; and
* Limited partnerships and other commingled funds advised by AXA Rosenberg.
AXA Rosenberg will also accommodate clients who delegate proxy voting

responsibility to AXA Rosenberg, but who wish to retain the right to exercise

proxy voting rights associated with their portfolio on specific proxy issues.
For those advisory clients who have not delegated or who have expressly

retained proxy-voting responsibility, AXA Rosenberg has no authority and will

not vote any proxies for those client portfolios.
Proxy Voting Procedures
AXA Rosenberg has retained third party service providers (the "Service

Providers") to assist AXA Rosenberg in coordinating and voting proxies with

respect to client securities. Once it is deemed that AXA Rosenberg will vote

proxies on behalf of a client, AXA Rosenberg notifies Service Providers of this

delegation, thereby enabling Service Providers to automatically receive proxy

information. AXA Rosenberg monitors Service Providers to assure that the

proxies are being properly voted and appropriate records are being retained.
Service Providers will:
1. Keep a record of each proxy received;
2. Determine which accounts managed by AXA Rosenberg hold the security to

which the proxy relates;
3. Compile a list of accounts that hold the security, together with the number

of votes each account controls and the date by which AXA Rosenberg must

vote the proxy in order to allow enough time for the completed proxy to be

returned to the issuer prior to the vote taking place.
Other than the recommendations from the Service Providers, AXA Rosenberg will

not accept direction as to how to vote individual proxies for whom it has

voting responsibility from any other person or organization, except from a

client to vote proxies for that client's account.
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Conflicts of Interest
AXA Rosenberg realizes that situations may occur whereby an actual or apparent

conflict of interest could arise. For example, AXA Rosenberg may manage a

portion of assets of a pension plan of a company whose management is soliciting

proxies. We believe our duty is to vote proxies in the best interests of our

clients. Therefore, in situations where there is a conflict of interest, we

will instruct the Service Providers to vote proxies in our clients' best

interests unless specifically instructed by a client to vote proxies for that

client's account in a particular manner.
Proxies of Certain Non-US Issuers
Proxy voting procedures in certain countries can be complicated, expensive, and

impede AXA Rosenberg's ability to vote proxies for our clients. For example,

countries that require "share blocking," require manual voting, require

providing local agents with power of attorney to facilitate voting

instructions, etc. Accordingly, if we determine that in certain situations the

responsibility/cost of voting exceeds the expected benefit to the client, we

may abstain from voting those shares.
Disclosure
AXA Rosenberg will include a copy of these policies and procedures in its Form

ADV Part II. Additionally, upon request, on an annual basis, AXA Rosenberg will

provide its clients with the proxy voting record for that client's account.
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Proxy Voting Policies and Procedures
For BlackRock Advisors, LLC
And Its Affiliated SEC Registered Investment Advisers
Proxy Voting Policies and Procedures
The Manager has adopted policies and procedures (the "Proxy Voting Procedures")

with respect to the voting of proxies related to the portfolio securities held

in the account of one or more of its clients, including a Fund. Pursuant to

these Proxy Voting Procedures, the Adviser's primary objective when voting

proxies is to make proxy voting decisions solely in the best interests of each

Fund and its shareholders, and to act in a manner that the Adviser believes is

most likely to enhance the economic value of the securities held by the Fund.

The Proxy Voting Procedures are designed to ensure that the Adviser considers

the interests of its clients, including each Fund, and not the interests of the

Adviser, when voting proxies and that real (or perceived) material conflicts

that may arise between the Adviser's interest and those of the Adviser's

clients are properly addressed and resolved.
In order to implement the Proxy Voting Procedures, the Adviser has formed a

Proxy Voting Committee (the "Committee"). The Committee, which is a

subcommittee of the Adviser's Equity Investment Policy Oversight Committee

("EIPOC"), is comprised of a senior member of the Adviser's equity management

group who is also a member of EIPOC, one or more other senior investment

professionals appointed by EIPOC, portfolio managers and investment analysts

appointed by EIPOC and any other personnel EIPOC deems appropriate. The

Committee will also include two non-voting representatives from the Adviser's

Legal Department appointed by the Adviser's General Counsel. The Committee's

membership shall be limited to full-time employees of the Adviser. No person

with any investment banking, trading, retail brokerage or research

responsibilities for the Adviser's affiliates may serve as a member of the

Committee or participate in its decision making (except to the extent such

person is asked by the Committee to present information to the Committee on the

same basis as other interested knowledgeable parties not affiliated with the

Adviser might be asked to do so). The Committee determines how to vote the

proxies of all clients, including a Fund, that have delegated proxy voting

authority to the Adviser and seeks to ensure that all votes are consistent with

the best interests of those clients and are free from unwarranted and

inappropriate influences. The Committee establishes general proxy voting

policies for the Adviser and is responsible for determining how those policies

are applied to specific proxy votes, in light of each issuer's unique

structure, management, strategic options and, in certain circumstances,

probable economic and other anticipated consequences of alternate actions. In

so doing, the Committee may determine to vote a particular proxy in a manner

contrary to its generally stated policies. In addition, the Committee will be

responsible for ensuring that all reporting and recordkeeping requirements

related to proxy voting are fulfilled.
The Committee may determine that the subject matter of a recurring proxy issue

is not suitable for general voting policies and requires a case-by-case

determination. In such cases, the Committee may elect not to adopt a specific

voting policy applicable to that issue. The Adviser believes that certain proxy

voting issues require investment analysis - such as approval of mergers and

other significant corporate transactions - akin to investment decisions, and

are, therefore, not suitable for general guidelines. The Committee may elect to

adopt a common position for the Adviser on certain proxy votes that are akin to