UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2006 Commission File Number: 1-14410 AXA (Exact name of Registrant as specified in its charter) N/A The Republic of France (Translation of Registrant’s name into English) (Jurisdiction of incorporation or organization) 25, avenue Matignon - 75008 Paris - France (Address of registrant’s principal executive offices) Securities registered or to be registered pursuant to Section 12 (b) of the Act: Title of each class: Name of each exchange on which registered: Ordinary shares New York Stock Exchange American Depositary Shares (as evidenced by American Depositary Receipts), each representing one Ordinary Share New York Stock Exchange Securities registered or to be registered pursuant to Section 12 (g) of the Act: None Securities for which there is a reporting obligation pursuant to Section 15 (d) of the Act: None The number of outstanding shares of each of the issuer’s classes of capital or common stock as of December 31, 2006 was: 2,092,888,000 Ordinary Shares of euro 2.29 nominal value per share, including 83,666,378 American Depositary Shares (as evidenced by American Depositary Receipts), each representing one Ordinary Share. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes IX No I If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934. Yes I No IX Note – Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 from their obligations under those Sections. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes IX No I Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act (Check one): Large accelerated filer IX Accelerated filer I Non-accelerated filer I Indicate by check mark which financial statement item the registrant has elected to follow: . : 07/20-F - DESIGN MEDIA : +33 1 40 55 16 66 Item 17 I Item 18 IX REF If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes I No IX WorldReginfo - ad712049-4636-4b12-8847-f260c0f2ef4e Table of contents: Presentation of Information..................................................................... 1 Exchange Rate Information..................................................................... 2 Special Note Regarding Forward-Looking Statements............................................. 2 PART I Item 01 Identity of Directors, Senior Management and Advisers. 4 Item 02 Offer Statistics and Expected Timetable................................................ 4 Item 03 Key Information...................................................................... 4 Item 04 Information on the Company......................................................... 24 Item 05 Operating and Financial Review and Prospects . 66 Item 06 Directors, Senior Management and Employees . 166 Item 07 Major Shareholders and Related Party Transactions . 207 Item 08 Financial Information............................................................... 212 Item 09 The Offer and Listing............................................................... 213 Item 10 Additional Information.............................................................. 216 Item 11 Quantitative and Qualitative Disclosures About Market Risk. 238 Item 12 Description of Securities other than Equity Securities. 241 PART II Item 13 Defaults, Dividend Arrearages and Delinquencies. 242 Item 14 Material Modifications to the Rights of Security Holders and Use of Proceeds......... 242 Item 15 DisclosureControls and Procedures ............................................... 242 Item 16 a) Audit Committee Financial expert.................................................. 243 b) Code of Ethics.................................................................... 243 c) Principal Accountant fees and services............................................. 244 d) Exemptions from the listing standards for Audit Committees . 245 e) Purchase of Equity Securities by the Issuer and Affiliated Purchasers . 246 PART III Item 17 Financial Statements............................................................... 248 Item 18 Financial Statements................................................................ F-1 Item 19 Exhibits............................................................................ E-1 Signatures ........................................................................... SS-1 WorldReginfo - ad712049-4636-4b12-8847-f260c0f2ef4e Presentation of Information This Annual Report on Form 20-F (referred to herein as the “annual report”) has been filed with the United States Securities and Exchange Commission (referred to in this annual report as the “US SEC” or “SEC”). In this annual report and unless provided otherwise, the “Company” refers to AXA SA, a société anonyme organized under the laws of France which is the publicly traded parent company of the AXA Group, and “AXA”, “AXA Group”, “the Group” or “we” refers to the Company together with its direct and indirect subsidiaries. The Company’s ordinary shares are referred to in this annual report as “Shares”, “ordinary shares”, or “AXA ordinary shares”. The principal trading market for the Company’s ordinary shares is the Premier Marché of Euronext Paris SA, which we refer to in this annual report as “Euronext Paris” or the “Paris Bourse”. The Company’s American Depositary Shares and American Depositary Receipts are referred to in this annual report as “ADSs” and “ADRs”, respectively. The ADSs and ADRs are listed on the New York Stock Exchange (referred to in this annual report as “NYSE”). One ADS represents one ordinary share. This annual report includes AXA’s consolidated financial statements for the years ended December 31, 2006, 2005 and 2004. AXA’s consolidated financial statements, including the notes thereto, are included in “Item 18 – Financial Statements” and have been prepared in accordance with International Financial Reporting Standards (referred to in this Annual Report as “IFRS”) as adopted by the European Union (“E.U.”). As it relates to the financial statements included in this Form 20-F there is no difference between IFRS as adopted by the E.U. and IFRS as adopted by the International Accounting Standard Board. IFRS differs from accounting principles generally accepted in the United States which we refer to in this annual report as “U.S. GAAP”. See notes 31 and 32 to the consolidated financial statements included in Item 18 for a description of the main differences between IFRS and U.S. GAAP, a reconciliation of net income and shareholders’ equity from IFRS to U.S. GAAP and additional U.S. GAAP disclosures. Various amounts in this document are shown in million for presentation purposes. Such amounts have been rounded and, accordingly, may not total. Rounding differences may also exist for percentages. 1 WorldReginfo - ad712049-4636-4b12-8847-f260c0f2ef4e Exchange Rate Information The Company publishes its consolidated financial statements in Euro (“Euro”, “euro” or “?”). Unless noted otherwise, all amounts in this annual report are expressed in Euro. The currency of the United States will be referred to as “U.S. dollars” or “U.S.$” or “$”. For historical exchange rate information, refer to “Item 3 – Key Information-Exchange Rate Information”. For a discussion of the impact of foreign currency fluctuations on AXA’s financial condition and results of operations, see “Item 5 – Operating and Financial Review and Prospects-Market Conditions in 2006”. Special note Regarding Forward-Looking Statements This annual report and other publicly available documents concerning AXA may include, and AXA’s officers and representatives may from time to time make, statements which may constitute “forward looking statements” within the meaning of the U.S. Securities Litigation Reform Act of 1995. These statements are not historical facts but instead represent AXA’s belief regarding future events, many of which, by their nature, are inherently uncertain and outside of AXA’s control. These statements may address among other things, AXA’s financial condition, results of operations and business, including its strategy for growth, product development, regulatory approvals, market position, embedded value and reserves. All statements other than statements of historical facts are, or may be deemed to be, forward-looking statements. Forward-looking statements are statements of future expectations that are based on management’s current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements, including those discussed elsewhere