As filed with the Securities and Exchange Commission on July 30, 1997.
Registration Nos. 333-1043
811-7543
============================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. ____ [ ]
Post-Effective Amendment No. 5 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 11 [X]
Variable Account A
(Exact name of Registrant)
Keyport Life Insurance Company
(Name of Depositor)
125 High Street, Boston Massachusetts 02110
(Address of Depositor's Principal Executive Offices (Zip Code)
Depositor's Telephone Number, including Area Code: 617-526-1400
Bernard R. Beckerlegge, Esq.
Senior Vice President and General Counsel
Keyport Life Insurance Company
125 High Street, Boston, Massachusetts 02110
(Name and Address of Agent for Service)
copy to:
Joan E. Boros, Esq.
Katten Muchin & Zavis
1025 Thomas Jefferson Street, N.W.
Washington, DC 20007
It is proposed that this filing will become effective:
( ) immediately upon filing pursuant to paragraph (b) of Rule 485
( ) on [date] pursuant to paragraph (b) of Rule 485
(X) 60 days after filing pursuant to paragraph (a) of Rule 485
( ) on [date] pursuant to paragraph (a) of Rule 485
Registrant has registered an indefinite number or amount of securities under
the Securities Act of 1933 pursuant to Investment Company Act Rule 24f-2 (17
CFR 270.24f-2) and the Rule 24f-2 Notice for Registrant's fiscal year 1996
was filed on February 28, 1997.
============================================================================
Exhibit Index on Page ____
<PAGE>
CONTENTS OF REGISTRATION STATEMENT
The Facing Sheet
The Contents Page
Cross-Reference Sheet
Supplement to Prospectus
PART A
Prospectus
PART B
Statement of Additional Information
PART C
Items 24 - 32
The Signatures
Exhibits
<PAGE>
VARIABLE ACCOUNT A
KEYPORT LIFE INSURANCE COMPANY
CROSS REFERENCE TO ITEMS REQUIRED
BY FORM N-4
N-4 Item Caption in Prospectus
1. . . . . . . . . .Cover Page
2. . . . . . . . . .Glossary of Special Terms
3. . . . . . . . . .Summary of Expenses
4. . . . . . . . . .Condensed Financial Information
Performance Information
5. . . . . . . . . .Keyport and the Variable Account
Eligible Funds
6. . . . . . . . . .Deductions
7. . . . . . . . . .Allocations of Purchase Payments
Transfer of Variable Account Value
Substitution of Eligible Funds and Other Variable
Account Changes
Modification of the Certificate
Death Provisions for Non-Qualified Certificates
Death Provisions for Qualified Certificates
Certificate Ownership
Assignment
Partial Withdrawals and Surrenders
Annuity Benefits
Suspension of Payments
Inquiries by Certificate Owners
8. . . . . . . . . .Annuity Provisions
9. . . . . . . . . .Death Provisions for Non-Qualified Certificates
Death Provisions for Qualified Certificates
Settlement Options
10. . . . . . . . . .Purchase Payments and Applications
Variable Account Value
Valuation Periods
Net Investment Factor
Distribution of the Certificates
11. . . . . . . . . .Partial Withdrawals and Surrenders
Option 1: Income For a Fixed Number of Years
Right to Revoke
12. . . . . . . . . .Tax Status
13. . . . . . . . . .Legal Proceedings
14. . . . . . . . . .Table of Contents - Statement of Additional Information
Caption in Statement of Additional Information
15. . . . . . . . . .Cover Page
16. . . . . . . . . .Table of Contents
17. . . . . . . . . .Keyport Life Insurance Company
18. . . . . . . . . .Experts
19. . . . . . . . . .Not applicable
20. . . . . . . . . .Principal Underwriter
21. . . . . . . . . .Investment Performance
22. . . . . . . . . .Variable Annuity Benefits
23. . . . . . . . . .Financial Statements
<PAGE>
This Amendment No. 5 to the Registration Statement on Form N-4 which
initially became effective on October 18, 1996 (the "Registration
Statement") is being filed pursuant to Rule 485(a) under the Securities Act
of 1933, as amended. The prospectus, SAI and exhibits which are amended
hereby initially became effective on October 25, 1996, in Post-Effective
Amendment No. 1. This Amendment relates only to the prospectus, SAI and
exhibits included in this Amendment and does not otherwise delete, amend, or
supersede any information contained in Post-Effective Amendment No. 3 to the
Registration Statement.
KEYPORT ADVISOR
GROUP FLEXIBLE PURCHASE PAYMENT
DEFERRED VARIABLE ANNUITY CONTRACT
ISSUED BY
Variable Account A
OF
KEYPORT LIFE INSURANCE COMPANY
SUPPLEMENT DATED ____________, 1997
TO
PROSPECTUS DATED MAY 1, 1997
- --------------------------------------------------------------------------
This Supplement updates certain information contained in the above dated
Prospectus. You should retain both the supplement and Prospectus for future
reference. You may obtain an additional copy of the Prospectus, free of
charge, by calling the Client Service Hotline at the number mentioned below.
The following is added to "SALES OF CERTIFICATES" on page 26:
Certificates may be sold with lower or no dealer compensation as part of an
exchange program for other variable annuity contracts previously issued by
Keyport ("Old VA"). Such a Certificate will be issued with an exchange
endorsement. One effect of the endorsement is that no Contingent Deferred
Sales Charge will be assessed under the Old VA at the time of the exchange
and that any Contingent Deferred Charge assessed under the Certificate in
relation to the initial Purchase Payment (i.e., the amount exchanged) will
be calculated based on the actual time of each purchase payment under the
Old VA. The endorsement also provides that the refund amount described in
"Right to Revoke" will not be made if the Certificate is returned. Instead,
Keyport will return the Old VA to the owner and treat it as if no exchange
had occurred.
- --------------------------------------------------------------------------
Client Service Hotline
800-367-3653 (press 3)
Distributed by:
Keyport Financial Services Corp.
125 High Street
Boston, Massachusetts 02110
<PAGE>
PARTS A AND B
Pursuant to Rule 411 under the Securities Act of 1933, as amended, and
Rules O-4 and 8b-23 under the Investment Company Act of 1940, as amended,
the information required to be included in Part A and Part B of this
Registration Statement is incorporated herein by reference to the Prospectus
and Statement of Additional Information dated May 1, 1997, included in Post-
Effective Amendment No. 4 to the Registration Statement as filed in
electronic format via EDGAR with the Securities and Exchange Commission on
May 1, 1997. This Amendment No. 5 does not delete, amend, or supersede any
information contained in Post-Effective Amendment No. 4 to the Registration
Statement, except to the extent provided herein.
<PAGE>
PART C
<PAGE>
Item 24. Financial Statements and Exhibits
(a) Financial Statements:
Included in Part B:
Keyport Life Insurance Company:
Consolidated Balance Sheets - December 31, 1996 and 1995
Consolidated Income Statements for the years ended December 31,
1996, 1995 and 1994
Consolidated Statements of Stockholder's Equity for the years
ended December 31, 1996, 1995 and 1994
Consolidated Statements of Cash Flows for the years ended
December 31, 1996, 1995 and 1994
Notes to Consolidated Financial Statements
Variable Account A:
Statements of Assets and Liabilities - December 31, 1996
Statements of Operations and Changes in Net Assets for the period
ended December 31, 1996
Notes to Financial Statements
(b) Exhibits:
* (1) Resolution of the Board of Directors establishing
Variable
Account A
(2) Not applicable
* (3a) Principal Underwriter's Agreement
* (3b) Specimen Agreement between Principal Underwriter
and Dealer
*** (3c) Manning & Napier Broker/Dealer's Agreement
* (4a) Form of Group Variable Annuity Contract of Keyport
Life Insurance Company
* (4b) Form of Variable Annuity Certificate of Keyport
Life Insurance Company
* (4c) Form of Tax-Sheltered Annuity Endorsement
* (4d) Form of Individual Retirement Annuity Endorsement
* (4e) Form of Corporate/Keogh 401(a) Plan Endorsement
*** (4f) Specimen Group Variable Annuity Contract of Keyport
Life Insurance Company (M&N)
*** (4g) Specimen Variable Annuity Certificate of Keyport
Life Insurance Company (M&N)
+ (4h) Specimen Group Variable Annuity Contract of Keyport
Life Insurance Company (KA)
+ (4i) Specimen Variable Annuity Certificate of Keyport
Life Insurance Company (KA)
(4j) Form of Individual Variable Annuity Contract of
Keyport Life Insurance Company
(4k) Specimen Individual Variable Annuity Contract of
Keyport Life Insurance Company(KA)
(4l) Specimen Group Exchange Program Endorsement (KA)
(4m) Specimen Individual Exchange Program Endorsement
(KA)
* (5a) Form of Application for a Group Variable Annuity
Contract
* (5b) Form of Application for a Group Variable Annuity
Certificate
* (6a) Articles of Incorporation of Keyport Life Insurance
Company
* (6b) By-Laws of Keyport Life Insurance Company
(7) Not applicable
** (8a) Form of Participation Agreement
*** (8b) Participation Agreement Among Manning & Napier Insurance
Fund, Inc., Manning & Napier Investor Services, Inc., Manning
& Napier Advisors, Inc., and Keyport Life Insurance Company
+ (8c) Participation Agreement Among MFS Variable Insurance Trust,
Keyport Life Insurance Company, and Massachusetts Financial
Services Corp.
+ (8d) Participation Agreement Among The Alger American Fund,
Keyport Life Insurance Company, and Fred Alger and Company,
Incorporated
+ (8e) Participation Agreement Among Alliance Variable Products
Series Fund, Inc., Alliance Fund Distributors, Inc., Alliance
Capital Management L.P., and Keyport Life Insurance Company
++ (9) Opinion and Consent of Counsel
(10) Consents of Independent Auditors
(11) Not applicable
(12) Not applicable
(13) Schedule for Computations of Performance Quotations
(To be filed)
** (15) Chart of Affiliations
** (16) Powers of Attorney
++ (27) Financial Data Schedule
* Incorporated by reference to Registration Statement (File No. 333-1043)
filed on or about February 16, 1996.
** Incorporated by reference to Pre-Effective Amendment No. 1 to
Registration Statement (File No.333-1043) filed on or about August 22,
1996.
*** Incorporated by reference to Pre-Effective Amendment No. 3 to
Registration Statement (File No. 333-1043) filed on or about October
15, 1996.
**** Incorporated by reference to Pre-Effective Amendment No. 6 to
Registration Statement (File No. 333-1043) filed on or about October
24, 1996.
+ Incorporated by reference to Post-Effective Amendment No. 1 to the
Registration Statement (File No. 333-1043) filed on or about October
18, 1996.
++ Incorporated by reference to Post-Effective Amendment No. 4 to the
Registration Statement (File No. 333-1043) filed on or about May 1,
1997.
Item 25. Directors and Officers of the Depositor.
Name and Principal Positions and Offices
Business Address* with Depositor
Kenneth R. Leibler, President Director and Chairman of the Board
Liberty Financial Companies Inc.
Federal Reserve Plaza, 24th Floor
600 Atlantic Avenue
Boston, MA 02110
F. Remington Ballou Director
B. A. Ballou & Company, Inc.
800 Waterman Avenue
East Providence, RI 02914
Frederick Lippitt Director
The Providence Plan
740 Hospital Trust Building
15 Westminster Street
Providence, RI 02903
Mr. Robert C. Nyman Director
Chairman and CEO
Nyman Mfg. Co.
275 Ferris Avenue
E. Providence, RI 02910-1001
John W. Rosensteel President, Chief Executive Officer
and Director
Paul H. LeFevre, Jr. Executive Vice President and Chief
Financial Officer
John E. Arant, III Senior Vice President and Chief
Sales Officer
Bernard R. Beckerlegge Senior Vice President and General
Counsel
Stephen B. Bonner Senior Vice President - Income
Markets
Stewart R. Morrison Senior Vice President and Chief
Investment Officer
Francis E. Reinhart Senior Vice President and Chief
Information Officer
William L. Dixon Vice President-Compliance and
Assistant Secretary
James P. Greaton Vice President and Corporate
Actuary
Jacob M. Herschler Vice President - Variable Products
Kenneth M. Hughes Vice President, National Director
of Bank Sales
James J. Klopper Vice President, Counsel and
Secretary
Leslie J. Laputz Vice President, Strategic Planning
Jeffrey J. Lobo Vice President - Risk Management
Suzanne E. Lyons Vice President - Human Resources
Deborah A. Re Vice President, Administrative
Operations
Mark R. Tully Vice President, National Director
of Traditional Sales
Jeffery J. Whitehead Vice President and Treasurer
Peter E. Berkeley Assistant Vice President - Human
Resource Development
John G. Bonvouloir Assistant Vice President &
Assistant Treasurer
Judith A. Brookins Assistant Vice President, Sales
Promotion
Clifford O. Calderwood Assistant Vice President, Network
Systems
Paul R. Coady Assistant Vice President, Marketing
Systems
Alan R. Downey Assistant Vice President
Jeremy C. Jaffe Assistant Vice President -
Strategic Planning
Kenneth M. LeClair Assistant Vice President
Gregory L. Lapsley Assistant Vice President,
Administrative Services (Rhode
Island Operations)
Edward P. Mangini Assistant Vice President
Scott E. Morin Assistant Vice President and
Controller
Michael J. Mulkern Assistant Vice President-Variable
Products
Sean O'Brien Assistant Vice President -
Administrative Operations
Robert J. Scheinerman Assistant Vice President
Edward M. Shea Assistant Vice President and
Counsel
Teresa M. Shumila Assistant Vice President-
Administrative Operations
Daniel T. Smyth Assistant Vice President
Donald A. Truman Assistant Vice President and
Counsel
Ellen L. Wike Assistant Vice President
Daniel Yin Assistant Vice President-
Investments
Frederick Lippitt Assistant Secretary
*125 High Street, Boston, Massachusetts 02110, unless noted otherwise.
Item 26. Persons Controlled by or Under Common Control with the Depositor or
Registrant.
The Depositor controls the Registrant, KMA Variable Account, Keyport
401 Variable Account, Keyport Variable Account I, and Keyport Variable
Account II, under the provisions of Rhode Island law governing the
establishment of these separate accounts of the Company.
The Depositor controls Keyport Financial Services Corp. (KFSC), a
Massachusetts corporation functioning as a broker/dealer of securities,
through 100% stock ownership. KFSC files separate financial statements.
The Depositor controls Keyport Advisory Services Corp. (KASC), a
Massachusetts corporation functioning as an investment adviser, through 100%
stock ownership. KASC files separate financial statements.
The Depositor controls Independence Life and Annuity Company
("Independence Life")(formerly Keyport America Life Insurance Company), a
Rhode Island corporation functioning as a life insurance company, through
100% stock ownership. Independence Life files separate financial
statements.
The chart for the affiliations of the Depositor is incorporated by
reference to Pre-Effective Amendment No. 1 to Registration Statement (File
No. 333-1043) filed on or about August 22, 1996.
Item 27. Number of Contract Owners.
At June 30, 1997, there were 507 Qualified Contract Owners and 710 Non-
Qualified Contract Owners.
Item 28. Indemnification.
Directors and officers of the Depositor and the principal underwriter
are covered persons under Directors and Officers/Errors and Omissions
liability insurance policies issued by ICI Mutual Insurance Company, Federal
Insurance Company, Firemen's Fund Insurance Company, CNA and Lumberman's
Mutual Casualty Company. Insofar as indemnification for liability arising
under the Securities Act of 1933 may be permitted to directors and officers
under such insurance policies, or otherwise, the Depositor 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 Depositor of
expenses incurred or paid by a director or officer in the successful defense
of any action, suit or proceeding) is asserted by such director or officer
in connection with the variable annuity contracts, the Depositor 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.
Keyport Financial Services Corp. is also principal underwriter of the
SteinRoe Variable Investment Trust and Keyport Variable Investment Trust,
which offer eligible funds for variable annuity and variable life insurance
contracts.
The directors and officers are:
Name and Principal Position and Offices
Business Address* with Underwriter
John W. Rosensteel President, Director and Chairman of the
Board
Francis E. Reinhart Director and Vice President,
Administration
John E. Arant, III Director, Vice President, and Chief
Sales Officer
William L. Dixon Vice President, Compliance Officer
Rogelio P. Japlit Treasurer
James J. Klopper Clerk
Donald A. Truman Assistant Clerk
*125 High Street, Boston, Massachusetts 02110.
Item 30. Location of Accounts and Records.
Keyport Life Insurance Company, 125 High Street, Boston, Massachusetts
02110.
Item 31. Management Services.
Not applicable.
Item 32. Undertakings.
(a) Registrant undertakes 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) Registrant undertakes 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 post card or similar written communication affixed to or included in
the prospectus that the applicant can remove to send for a Statement of
Additional Information; and
(c) Registrant undertakes 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.
Representation
Depositor represents that the fees and charges deducted under the
contract, in the aggregate, are reasonable in relation to the services
rendered, the expenses expected to be incurred, and the risks assumed by the
Depositor. Further, this representation applies to each form of the
contract described in a prospectus and statement of additional information
included in this registration statement.
<PAGE>
SIGNATURES
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Registrant has duly caused this Registration Statement to
be signed on its behalf, in the City of Boston and State of Massachusetts,
on this 30th day of July, 1997.
Variable Account A
(Registrant)
BY: Keyport Life Insurance Company
(Depositor)
BY: /s/ John W. Rosensteel*
John W. Rosensteel
President
*BY: /s/James J. Klopper July 30, 1997
James J. Klopper Date
Attorney-in-Fact
* James J. Klopper has signed this document on the indicated date on
behalf of Mr. Rosensteel pursuant to power of attorney duly executed by
him and included as part of Exhibit 16 in Pre-Effective Amendment No. 1
to the Registration Statement on Form N-4 filed on or about August 22,
1996 (File Nos. 333-1043; 811-7573).
<PAGE>
As required by the Securities Act of 1933, this Registration Statement
has been signed below by the following persons in the capacities and on the
dates indicated.
/s/ Kenneth R. Leibler* /s/ John W. Rosensteel*
Kenneth R. Leibler John W. Rosensteel
Director and Chairman of the Board President
(Principal Executive Officer)
/s/ F. Remington Ballou* /s/ Paul H. LeFevre, Jr.*
F. Remington Ballou Paul H. LeFevre, Jr.
Director Executive Vice President
(Chief Financial Officer)
/s/ Frederick Lippitt*
Frederick Lippitt
Director
/s/ Robert C. Nyman*
Robert C. Nyman
Director
/s/ John W. Rosensteel*
John W. Rosensteel
Director
*BY: /s/ James J. Klopper July 30, 1997
James J. Klopper Date
Attorney-in-Fact
* James J. Klopper has signed this document on the indicated date on
behalf of each of the above Directors and Officers of the Depositor
pursuant to powers of attorney duly executed by such persons and
included as Exhibit 16 in Pre-Effective Amendment No. 1 to the
Registration Statement on Form N-4 filed on or about August 22, 1996
(File Nos. 333-1043; 811-7573).
<PAGE>
EXHIBIT INDEX
Item Page
(4j) Form of Individual Variable Annuity Contract of Keyport
Life Insurance Company
(4k) Specimen Individual Variable Annuity Contract of Keyport
Life Insurance Company (KA)
(4l) Specimen Group Exchange Program Endorsement (KA)
(4m) Specimen Individual Exchange Program Endorsement (KA)
(10) Consents of Independent Auditors
<PAGE>
EXHIBIT 4(j)
<PAGE>
Keyport
Life Insurance Company
A Stock Company
If this Contract is In Force on the Income Date, We will begin making Income
Payments to the Annuitant. We will make such payments according to the
terms of this Contract.
RIGHT TO EXAMINE CONTRACT: You may return this Contract to Us or the agent
through whom You purchased it within 10 days after You receive it. If so
returned, We will treat the Contract as though it were never issued. Upon
receipt We will promptly refund the Contract Value as of the date the
returned Contract is received by Us plus any charges We may have previously
deducted.
This is a legal contract between You and Us.
Read This Contract Carefully.
Signed: ________________________ ________________________
Secretary President
Variable Annuity Contract
Flexible Purchase Payments
Deferred Income Payments
Nonparticipating -- No Dividends
INCOME PAYMENTS AND OTHER VALUES, WHEN BASED ON THE INVESTMENT EXPERIENCE OF
A SEPARATE ACCOUNT, ARE VARIABLE AND ARE NOT GUARANTEED AS TO DOLLAR AMOUNT.
THIS IS EXPLAINED FURTHER ON PAGES 11 AND 18.
Table of Contents
Page
Right to Examine Contract 1
Definitions 2
Contract Schedule 3
General Provisions 5
Variable Account Provisions 10
Transfers 13
Partial Withdrawals and Total Surrender 14
Death Provisions 15
Annuity Provisions 16
Endorsements (if any) are before page 22
Definitions
Accumulation Period: The period prior to the Income Date during which
Purchase Payments may be made by a Contract Owner.
Accumulation Unit: An accounting unit used to calculate a Contract Owner's
interest in a Sub-account of the Variable Account during the Accumulation
Period.
Adjusted Contract Value: The Contract Value less the Contract Maintenance
Charge and any applicable taxes relating to the Contract. This amount is
applied to the Annuity Tables to determine Income Payments.
Annuitant: The natural person on whose life Income Payments are based, and
to whom any Income Payments will be made starting on the Income Date.
Annuity Options: Options available for Income Payments.
Income Payments: The series of payments made to the Annuitant, starting on
the Income Date, under the Annuity Option selected.
Annuity Period: The period after the Income Date during which Income
Payments are made.
Annuity Unit: An accounting unit used to calculate Variable Annuity
payments during the Annuity Period.
Beneficiary: The person(s) or entity(ies) who controls the Contract if any
Contract Owner dies before the Income Date.
(Definitions continue on Page 4)
KEYPORT LIFE INSURANCE COMPANY
125 High Street, Boston, MA 02110
Contract Schedule*
CONTRACT OWNER: DOB John Doe, male, 1/1/40
JOINT CONTRACT OWNER: DOB Jane Doe, female, 2/29/40
ANNUITANT:DOB John Doe, male 1/1/40
CONTIGENT ANNUITANT: DOB None
CONTRACT NUMBER: 99999999
INITIAL PURCHASE PAYMENT: $10,000
MINIMUM INITIAL PAYMENT: $5,000
MINIMUM ADDITIONAL PAYMENT: $1,000
CONTRACT DATE: 4/1/95
ISSUE STATE: Rhode Island
IRS PLAN TYPE: Non-Qualified
INCOME DATE: 11/1/2010
Charges
Distribution Charge [We deduct [0.000411%] of the assets in each Variable
Account Sub-Account on a daily basis (equivalent to an annual rate of
[0.15%]) to compensate Us for a portion of Our distribution costs.]
Administrative Charge [We deduct [0.000411%] of the assets in each Variable
Account Sub-account on a daily basis (equivalent to an annual rate of
[0.15%]) to compensate Us for a portion of Our administrative expenses.]
Mortality and Expense Risk Charge [We deduct [0.003863%] of the assets in
each Variable Account Sub-account on a daily basis (equivalent to an annual
rate of [1.40%]) for Our mortality and expense risks.]
Contract Maintenance Charge [We deduct [$36] to cover a portion of Our
ongoing Contract maintenance expenses. The charge is incurred at the
beginning of the Contract Year and is deducted on each Contract Anniversary
and at the time of total surrender.]
Transfer Charge [Currently none; however, We reserve the right to charge
[$25] for a transfer if You make more than [12] transfers per Contract
Year.]
Surrender Charge [At the time of each partial withdrawal or at total
surrender a surrender charge is imposed as a percentage of each Purchase
Payment during the [seven] years after the date of its payment, as follows:
Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7
7% 6% 5% 4% 3% 2% 1%
Thereafter 0%].
* Schedule entries are as of the Contract Date. Named owners and annuitants
may change later through new designations or deaths (see Page 15).
Initial Purchase Payment Allocation
Currently, You may select [7] Sub-accounts [and the Fixed Account]. We
reserve the right to increase or decrease the number of available Sub-
accounts. The minimum You may allocate to any Sub-account [or the Fixed
Account] is [10%] of any Purchase Payment. Your initial Purchase Payment
has been invested as follows:
[Manning & Napier Moderate Growth x%
Manning & Napier Growth x%
Manning & Napier Maximum Horizon x%
Manning & Napier Equity x%
Manning & Napier Small Cap x%
Manning & Napier Bond x%
SteinRoe Cash Income Fund x%
Fixed Account x%]
Transfer Guidelines
Number of Transfers and Transfer Charge: [Currently, You are permitted [12]
transfers per Contract Year during the Accumulation Period and [1] transfer
every [6] months during the Annuity Period. We reserve the right to change,
upon notice, the frequency of transfers You may make. We also reserve the
right to impose a charge for any transfer in excess of [12] per Contract
Year. The transfer charge is shown in the Charges section on the Contract
Schedule.]
Minimum amount to be transferred: [None]
Minimum amount which must remain in a Sub-account after transfer: [None]
[Limitations on transfers from Fixed Account: Transfers during a Contract
Year from the Fixed Account to the Variable Account are limited to
[25%] of the Fixed Account Value at the beginning of the Contract Year.
This limitation will be waived if a systematic program of monthly transfers
has been established.
Partial Withdrawals
You may make partial withdrawals during the Accumulation Period without
incurring a surrender charge[, as follows:
(1) In any Contract Year You may withdraw an aggregate amount not
to exceed,at the time of withdrawal:
(a) the Contract Value, less
(b) the portion of Your Purchase Payments not previously
withdrawn; and
(2) In any Contract Year after the first, You may also
withdraw the positive difference, if any, between the
amount withdrawn pursuant to (1) above in any such
subsequent year and 10% of Your Contract Value as of
the preceding Contract Anniversary.
We will collect the surrender charge shown on the Contract Schedule with
respect to partial withdrawals in excess of the amounts described in (1) and
(2) above].
Minimum withdrawal amount: [$300], unless the withdrawal is made pursuant to
Our systematic withdrawal program, in which case the minimum withdrawal is
[$100].
Minimum Contract Value which must remain after a partial withdrawal:
[$2,500].
Death Benefits
Adjustment of Contract Value
When We receive due proof of death of the Contract Owner, [any Joint
Contract Owner,] or the Annuitant if the Contract Owner is a non-natural
Person, We will compare, as of the date of death, the Contract Value to the
Death Benefit amount defined in this Schedule. If the Contract Value is
less than the Death Benefit, We will increase the current Contract Value by
the amount of the difference. Any amount credited will be allocated to the
Variable Account [and/or the Fixed Account] based on the Purchase Payment
allocation that is in effect when We receive due proof of death.
[Waiver of Surrender Charges
If the Contract is surrendered within [90] days of the date of death of the
Contract Owner, [any Joint Contract Owner,] or the Annuitant if the Contract
Owner is a non-natural Person, any applicable surrender charges will not be
deducted from the Contract Surrender Value.]
Death Benefit Amount
[Purchase Payment Death Benefit
On the Contract Date, the Death Benefit is the initial Purchase Payment. On
subsequent Valuation Dates, the Death Benefit is calculated as follows:
(1) Start with the Death Benefit from the prior Valuation Date;
(2) Add to (1) any additional Purchase Payments paid during the
current Valuation Period and subtract from (1) any partial
withdrawals (including any associated surrender charge
incurred) made during the current Valuation Period.]
[Contract Anniversary Death Benefit
On the Contract Date, the Death Benefit is the initial Purchase Payment. On
subsequent Valuation Dates, the Death Benefit is calculated as follows:
(1) (a) Start with the Death Benefit from the Contract
Date;
(b) Add to (a) any additional Purchase Payments paid
since the Contract Date and subtract from (a) any partial
withdrawals (including any associated surrender charge
incurred) made since the Contract Date;
(2) (a) Determine the Contract Value for each Contract
Anniversary (the "Anniversary Value") before the [81st]
birthday of the Contract Owner or, if the Contract Owner is a
non-natural Person, the Annuitant;
(b) Increase each "Anniversary Value" by any Purchase
Payments made after that Value's Anniversary;
(c) Decrease each "Anniversary Value" by the following
amount calculated at the time of each partial withdrawal made
after that Value's Anniversary: (i) the partial withdrawal
amount (including any associated surrender charge incurred)
divided by the Contract Value immediately preceding the
withdrawal, (ii) multiplied by the "Anniversary Value"
immediately preceding the withdrawal;
(d) Select the highest "Anniversary Value" after the
adjustments in (b) and (c) above;
(3) Set the Death Benefit equal to the greater of (1) and (2).]
[If there is a change of Contract Owner, the new Contract Owner's age will
be used to determine the amount in (2) above.]
[Interest Accumulating Death Benefit
On the Contract Date, the Death Benefit is the initial Purchase Payment. On
subsequent Valuation Dates, the Death Benefit is calculated as follows:
(1) Start with the Death Benefit from the prior Valuation
Date;
(2) Calculate interest on (1) for the current Valuation
Period at the Death Benefit Interest Rate;
(3) Add (1) and (2);
(4) Add any additional Purchase Payments paid during the
current Valuation Period to (3);
(5) Subtract partial withdrawals made during the current
Valuation Period from (3);
Each accumulated initial or additional Purchase Payment, reduced by any
partial withdrawals (including any associated surrender charge incurred)
allocated to such Purchase Payment, will continue to grow at the Death
Benefit Interest Rate until reaching its Maximum Guaranteed
Death Benefit.
The Death Benefit is accumulated at the Death Benefit Interest Rate of [7%]
compounded annually, except:
(1) Amounts in the [CIF Sub-account] are accumulated at the net rate
of return for such Sub-account during the current Valuation
Period if less than [7%] compounded annually; and
(2) Amounts in the [Manning & Napier Bond Sub-account] are accumulated
at the net rate of return for such Sub-account during the
current Valuation Period if less than [7%]compounded annually; and
(3) Amounts in a Fixed Allocation are accumulated at the interest rate
being credited to such Fixed Allocation during the current
Valuation Period if less than [7%] compounded annually.
The net rate of return used in (1) and (2) equals the net investment factor
defined on Page 11 less 1.0.
The Maximum Guaranteed Death Benefit is initially equal to [two] times the
initial or additional Purchase Payment paid. Thereafter, the Maximum
Guaranteed Death Benefit as of the effective date of a partial withdrawal is
reduced first by the amount of any partial withdrawal representing earnings
and second in proportion to the reduction in Contract Value for any partial
withdrawal representing Purchase Payments (in each case, including any
associated surrender charge incurred).]
[If there is a change of Contract Owner and the new Contract Owner's age is
less than or equal to 75, the Death Benefit described above will remain in
effect. If the new Contract Owner's age is greater than 75, the Death
Benefit in effect will not apply; the Death Benefit will be the sum of the
Purchase Payments less any partial withdrawals (including any associated
surrender charge incurred) made since the Contract Date.]
The Variable Separate Account[s]
[Sub-accounts investing in shares of mutual funds
Variable Account [A] is a unit investment trust variable separate account,
organized in and governed by the laws of the State of Rhode Island.
Variable Account [A] is divided into Sub-accounts. Each Sub-account listed
below invests in shares of the corresponding Portfolio of the Eligible Fund
shown.
Sub-account Eligible Fund and Portfolio
[Manning & Napier Insurance Fund, Inc.
Moderate Growth Manning & Napier Moderate Growth Portfolio
Sub-account seeks with equal emphasis long-term growth and
preservation of capital.
Growth Sub-account Manning & Napier Growth Portfolio - seeks long-
term growth of capital. The
secondary objective is the preservation of capital.
Maximum Horizon Manning & Napier Maximum Horizon Portfolio -
Sub-account seeks to achieve the high level of long-term capital
growth typically associated with the stock market.
Equity Sub-account Manning & Napier Equity Portfolio- seeks long-term
growth of capital.
Small Cap Sub- Manning & Napier Small Cap Portfolio - seeks to
account achieve long term growth of capital by investing
principally in the equity securities of small issuers.
Bond Sub-account Manning & Napier Bond Portfolio - seeks to maximize
total return in the form of both income and capital
appreciation by investing in fixed income securities
without regard to maturity.
SteinRoe Variable Investment Trust
CIF Sub-account Cash Income Fund - seeks high current income
("Money Market" from short-term money market investments while
Sub-account) emphasizing preservation of capital and
maintaining excellent liquidity.] ]
[Sub-accounts investing directly in securities
Variable Account [B] is an investment company variable separate account
which invests directly in securities and is organized in and governed by the
laws of the State of Rhode Island. Variable Account [B] is divided into Sub-
accounts. The investment advisor to each Sub-account is set forth opposite
each Sub-account shown below:
Sub-account Investment Advisor
[Currently, none] [Currently, none] ]
The Fixed Account
[The Fixed Account is part of Our General Account, which consists of all of
Our assets except the assets of the Variable Account and the assets of
other separate accounts that We maintain.
Subject to applicable law, We have sole discretion over investments of the
assets of the Fixed Account. If You allocate assets to the Fixed Account,
Your accumulation values and Income Payments will have guaranteed minimums.
Before the Income Date, Your interest in the Fixed Account is measured by
the Fixed Account Value. When Income Payments begin, the payee's interest
in the Fixed Account is measured by the amount of each periodic payment.
Benefits from the Fixed Account will not be less than the minimum values
required by any law of the jurisdiction where the Contract is delivered.
Purchase Payments will be allocated to the Fixed Account in accordance with
Your selection at the Contract Date. You may change such selection by
Written Request.
The Fixed Account Value at any time is equal to:
(1) all Purchase Payments allocated to the Fixed Account plus the
interest subsequently credited on those payments; plus
(2) any Variable Account Value transferred to the Fixed Account plus
the interest subsequently credited on the transferred
value; less
(3) any prior partial withdrawals from the Fixed Account;less
(4) any Fixed Account Value transferred to the Variable Account.
We will credit interest to Purchase Payments allocated to the Fixed Account
at rates declared by Us for Guarantee Periods of one [or more] year[s] from
the month and day of allocation. The minimum Guaranteed Interest Rate is
[3%] per year.]
Definitions (continued)
Contract Anniversary: An anniversary of the Contract Date.
Contract Date: The date a Contract is issued to a Contract Owner. The
Contract Date is shown on the Contract Schedule.
Contract Owner: The Person who owns the Contract. Any Joint Contract
Owners and the Contract Owner own the Contract equally with rights of
survivorship.
Contract Value: The sum of the Contract Owner's interest in the Sub-
accounts of the Variable Account and the Fixed Account, if available, during
the Accumulation Period.
Contract Year: The first Contract Year is the annual period which begins on
the Contract Date. Subsequent Contract Years begin on each Contract
Anniversary.
Eligible Fund: An investment entity shown on the Contract Schedule.
Fixed Account: The account We establish to support Fixed Allocations. The
Contract Schedule shows whether the Fixed Account is available under the
Contract.
Fixed Account Value: The value of all Fixed Account amounts accumulated
under this Contract prior to the Income Date.
Fixed Allocation: An amount allocated to the Fixed Account that is credited
with a Guaranteed Interest Rate for a specified Guarantee Period.
Fixed Annuity: An annuity with a series of payments made during the Annuity
Period which are guaranteed as to dollar amount by Us.
General Account: Our general investment account which contains all of Our
assets except those in the Variable Account and Our other separate accounts.
Guaranteed Interest Rate: The effective annual interest rate which We will
credit for a specified Guarantee Period.
Guarantee Period: The period of year(s) a rate of interest is guaranteed to
be credited within the Fixed Account.
Income Date: The date on which Income Payments begin. The Income Date is
shown on the Contract Schedule.
In Force: The status of a Contract before the Income Date so long as it has
not been totally surrendered and there has not been a death of a Contract
Owner or Joint Contract Owner that will cause the Contract to end within
five years of the date of death.
Office: Our executive office shown on the Contract Schedule.
Person: A human being, trust, corporation, or any other legally recognized
entity.
Portfolio: A series of an Eligible Fund which constitutes a separate and
distinct class of shares.
Purchase Payment: A payment made by or on behalf of a Contract Owner with
respect to a Contract.
Sub-account: Variable Account assets are divided into Sub-accounts. Assets
of each Sub-account will be invested in shares of a Portfolio of an Eligible
Fund, or directly in portfolio securities.
Valuation Date: Each day on which We and the New York Stock Exchange
("NYSE") are open for business, or any other day that the Securities and
Exchange Commission requires that mutual funds, unit investment trusts or
other investment portfolios be valued.
Valuation Period: The period of time beginning at the close of business of
the NYSE on each Valuation Date and ending at the close of business on the
next succeeding Valuation Date.
Variable Account: Our Variable Account(s) shown on the Contract Schedule.
Variable Account Value: The value of all amounts in the Sub-accounts
accumulated under this Contract prior to the Income Date.
Variable Annuity: An annuity with payments which vary as to dollar amount
in relation to the investment performance of specified Sub-accounts of the
Variable Account.
We, Us, Our: Keyport Life Insurance Company.
Written Request: A request in writing, in a form satisfactory to Us, and
received by Us at Our Office.
You, Your: The Contract Owner and any Joint Contract Owners.
General Provisions
Purchase Payments
The initial Purchase Payment is due on the Contract Date. It must be paid
at Our Office in United States currency. Coverage under a Contract does not
take effect until We have accepted the initial Purchase Payment during Your
lifetime. Each Purchase Payment after the Contract Date must be at least
the amount shown on the Contract Schedule. Provided the Contract Value
under a Contract does not go to zero, a Contract will stay in force until
the Income Date even if You make no payments after the initial one. We
reserve the right to reject any subsequent Purchase Payment.
Allocation of Purchase Payments
Your initial Purchase Payment is allocated to the Sub-accounts of the
Variable Account and to the Fixed Account, if available, in accordance with
the selections made by You at the Contract Date. Unless otherwise changed
by You, subsequent Purchase Payments are allocated in the same manner as the
initial Purchase Payment. Allocation of Purchase Payments is subject to the
terms and conditions imposed by Us. We reserve the right to allocate
initial Purchase Payments to the Money Market Sub-account until the
expiration of the Right to Examine Contract period set forth on Page 1 of
the Contract.
The Contract
This contract form, any attached copy of the application, and any attached
riders or endorsements make up the entire contract between You and Us. All
statements made by the Contract Owner or any Annuitant will be deemed
representations and not warranties. No such statement will be used in any
contest unless it is contained in the application signed by You, a copy of
which has been furnished to You, or to the Beneficiary.
Only Our President or Secretary may agree to change any of the terms of the
Contract. Any changes must be in writing. Any change to the terms of a
Contract must be in writing and with Your Consent, unless provided otherwise
by the Contract.
To assure that the Contract will maintain its status as a variable annuity
under the Internal Revenue Code, We reserve the right to change this
Contract to comply with future changes in the Internal Revenue Code, any
regulations or rulings issued thereunder, and any requirements otherwise
imposed by the Internal Revenue Service. You will be sent a copy of any
such amendment as well as a copy of the regulatory change requiring the
amendment. If the issue state shown on Page 3 is Connecticut or
Massachusetts, such amendment will be filed for approval with the state's
insurance supervisory official.
We reserve the right, subject to compliance with the law as currently
applicable or subsequently changed, to: (a) operate the Variable Account in
any form permitted under the Investment Company Act of 1940, as amended,
(the "1940 Act"), or in any other form permitted by law; (b) take any action
necessary to comply with or obtain and continue any exemptions from the 1940
Act, or to comply with any other applicable law; (c) transfer any assets in
any Sub-account to another Sub-account, or to one or more separate
investment accounts, or the General Account; or to add, combine or remove
Sub-accounts in the Variable Account; and (d) change the way We assess
charges, so long as We do not increase the aggregate amount beyond that
currently charged to the Variable Account and the Eligible Funds in
connection with this Contract. If the shares of any of the Eligible Funds
should become unavailable for investment by the Variable Account or if in
Our judgment further investment in such Portfolio shares should become
inappropriate in view of the purpose of the Contract, We may add or
substitute shares of another mutual fund for the Portfolio shares already
purchased under the Contract. No substitution of Portfolio shares in any
Sub-account may take place without prior approval of the Securities and
Exchange Commission and notice to the affected Contract Owners, to the
extent required by the 1940 Act.
Contract Owner
The Contract Owner and any Joint Contract Owner are shown on Page 3. They
may be changed by You. If You change an owner who is also the Annuitant,
the owner being changed will still be the Annuitant.
You may exercise all rights of this Contract while it is In Force, subject
to the rights of: (a) any assignee under an assignment filed with Us; and
(b) any irrevocably-named beneficiary.
Joint Contract Owner
A Contract may be owned by Joint Contract Owners. Upon the death of any
Contract Owner or Joint Contract Owner, the surviving owner(s) will be the
primary Beneficiary(ies). Any other beneficiary designation will be treated
as a Contingent Beneficiary unless otherwise indicated in a Written Request
filed with Us.
Annuitant
The Annuitant is the natural Person on whose life Income Payments are based.
The Annuitant is the natural Person designated by You at the Contract Date,
unless changed prior to the Income Date. Any change of Annuitant is subject
to Our underwriting rules then in effect. The Annuitant may not be changed
in a Contract which is owned by a non-natural Person. You may name a
Contingent Annuitant. The Contingent Annuitant becomes the Annuitant if the
Annuitant dies while this Contract is In Force. If the Annuitant dies and
no Contingent Annuitant has been named, We will allow You sixty days to
designate someone other than Yourself as Annuitant. You will be the
Contingent Annuitant unless You name someone else. If the Contract is owned
by a non-natural Person, the death of the Annuitant will be treated as the
death of the Contract Owner and a new Annuitant may not be designated.
Beneficiary
The Beneficiary is the person who controls the Contract if any Contract
Owner dies prior to the Income Date. If the Contract is owned by Joint
Contract Owners, upon the death of any Contract Owner or Joint Contract
Owner, the surviving owner(s) will become the primary Beneficiary. Any
other beneficiary designation will be treated as a Contingent Beneficiary
unless otherwise indicated in a Written Request filed with Us. If You name
more than one Person as Beneficiary or as Contingent Beneficiary, and do not
state otherwise on an application or in a Written Request to Us, any non-
survivors will not receive a benefit. The survivors will receive equal
shares. Subject to the rights of any irrevocable Beneficiary, You may
change the Beneficiary or Contingent Beneficiary. A change must be made by
Written Request and will be effective as of the date the Written Request is
signed. We will not be liable for any payment We make or action We take
before We receive the Written Request.
Change of Contract Owner, Beneficiary or Contingent Annuitant
While this Contract is In Force, You may by Written Request change the
Contract Owner, Joint Contract Owner, Beneficiary, Contingent Beneficiary,
Contingent Annuitant, or in certain instances, the Annuitant. An
irrevocably named Person may be changed only with the written consent of
such Person. The change will be effective, following Our receipt of the
Written Request, as of the date the Written Request was signed. The change
will not affect any payments We make or actions We take prior to the time We
receive the Written Request.
Assignment of the Contract
You may assign this Contract at any time while it is In Force. The
assignment must be in writing and a copy must be filed at Our Office. Your
rights and those of any revocably named Person will be subject to the
assignment. An assignment will not affect any payments We make or actions
We take before We receive the assignment. We are not responsible for the
validity of any assignment.
Misstatement of Age or Sex
If the age or sex of the Annuitant or any payee has been misstated, We will
compute the amount payable based on the correct age and sex. If Income
Payments have begun, any underpayment(s) that have been made will be paid in
full with the next Income Payment. Any overpayment, unless repaid to Us in
one sum, will be deducted from future Income Payments otherwise due until We
are repaid in full.
Non-Participating
This Contract does not participate in Our divisible surplus.
Evidence of Death, Age, Sex or Survival
If a Contract provision relates to the death of a natural Person, We will
require proof of death before We will act under that provision. Proof of
death shall be: (a) a certified death certificate; or (b) a certified decree
of a court of competent jurisdiction as to the finding of death; or (c) a
written statement by a medical doctor who attended the deceased; or (d) any
other document constituting due proof of death under applicable state law.
If Our action under a Contract provision is based on the age, sex, or
survival of any Person, We may require evidence of the particular fact
before We act under that provision.
Protection of Proceeds
No Beneficiary or payee may commute or assign any payments under a Contract
before they are due. To the extent permitted by law, no payments shall be
subject to the debts of any Beneficiary or payee or to any judicial process
for payment of those debts.
Reports
We will send You a report that shows the Contract Value at least once each
Contract Year. We will send any other reports that may be required by law.
Taxes
Any taxes paid to any governmental entity relating to the Contract will be
deducted from the Purchase Payments or Contract Value. We may, in Our sole
discretion, delay the deduction until a later date. By not deducting tax
payments at the time of Our payment, We do not waive any right We may have
to deduct amounts at a later date. We will, in Our sole discretion,
determine when taxes relate to the Contract or to the operation of the
Variable Account. We reserve the right to establish a provision for federal
income taxes if We determine, in Our sole discretion, that We will incur a
tax as a result of the operation of the Variable Account. Such a provision
will be reflected in the Accumulation and Annuity Unit Values. We will
deduct for any income taxes incurred by Us as a result of the operation of
the Variable Account whether or not there was a provision for taxes and
whether or not it was sufficient. We will deduct from any payment under
this Contract any withholding taxes required by applicable law.
Regulatory Requirements
All values payable under the Contract will not be less than the minimum
benefits required by the laws and regulations of the states in which the
Contract is delivered.
Suspension or Deferral of Payments
We reserve the right to suspend or postpone payments for a withdrawal,
transfer, surrender or death benefit for any period when:
(1) the New York Stock Exchange is closed (other than customary
weekend and holiday closings); or
(2) trading on the New York Stock Exchange is restricted; or
(3) an emergency exists as a result of which valuation or
disposal of the assets and securities of the Variable Account is
not reasonably practicable; or
(4) the Securities and Exchange Commission, by order or
pronouncement, so permits for the protection of Contract Owners;
provided that applicable rules and regulations of the Securities and
Exchange Commission govern as to whether the conditions described in (2) and
(3) above exist.
We reserve the right to delay payment of amounts allocated to the Fixed
Account for up to six months.
Variable Account Provisions
The Variable Account
The Variable Account(s) is designated on the Contract Schedule and consists
of assets set aside by Us, which are kept separate from Our general assets
and all other variable account assets We maintain. We own the assets of the
Variable Account. Variable Account assets equal to reserves and other
contract liabilities will not be chargeable with liabilities arising out of
any other business We may conduct. We may transfer to Our General Account
assets which exceed the reserves and other liabilities of the Variable
Account. Income and realized and unrealized gains or losses from assets in
the Variable Account are credited to or charged against the account without
regard to other income, gains or losses in Our other investment accounts.
The Variable Account assets are divided into Sub-accounts. The Sub-accounts
which are available under the Contract are shown on the Contract Schedule.
The assets of the Sub-accounts of the unit investment trust variable
separate account are allocated to the Eligible Fund(s) and the Portfolio(s),
if applicable, within an Eligible Fund shown on the Contract Schedule. The
assets of the Sub-accounts of the investment company variable separate
account, if applicable, are invested in portfolios of securities designed to
meet the objectives of the Sub-Account shown on the Contract Schedule. We
may, from time to time, add additional Sub-accounts, Eligible Funds or
Portfolios to those shown on the Contract Schedule. You may be permitted to
transfer Contract Values or allocate Purchase Payments to the additional Sub-
Accounts, Eligible Funds or Portfolios. However, the right to make such
transfers or allocations will be limited by the terms and conditions imposed
by Us.
We also have the right to eliminate Sub-accounts from the Variable Account,
to combine two or more Sub-accounts or to substitute a new Portfolio for the
Portfolio in which a Sub-account invests. A substitution may become
necessary if, in Our discretion, a Portfolio or Sub-account no longer suits
the purposes of the Contract. This may happen: due to a change in laws or
regulations or a change in a Portfolio's investment objectives or
restrictions; because the Portfolio or Sub-account is no longer available
for investment; or for some other reason. We will obtain any prior
approvals that may be required from the insurance department of Our state of
domicile, and from the SEC or any other governmental entity before making
such a substitution.
When permitted by law, We reserve the right to:
(1) Deregister a Variable Account under the 1940 Act;
(2) Operate a Variable Account as a management company under the
1940 Act, if it is operating as a unit investment trust;
(3) Operate a Variable Account as a unit investment trust under
the 1940 Act, if it is operating as a management company;
(4) Restrict or eliminate any voting rights as to the account;
(5) Combine the Variable Account with any other variable account.
Valuation of Assets
The assets of the Variable Account are valued at their fair market value in
accordance with Our procedures.
Accumulation Units
Your Variable Account Value will fluctuate in accordance with the investment
results of the Sub-accounts to which You have allocated Your Purchase
Payments or Contract Value. In order to determine how these fluctuations
affect Your Contract Value, We use an Accumulation Unit value. Accumulation
Units are used to account for all amounts allocated to or withdrawn from the
Sub-accounts of the Variable Account as a result of Purchase Payments,
partial withdrawals, transfers, or charges deducted from the Contract
Value. We determine the number of Accumulation Units of a Sub-account
purchased or cancelled by dividing the amount allocated to, or withdrawn
from, the Sub-account by the dollar value of one Accumulation Unit of the
Sub-account as of the end of the Valuation Period during which We receive
the request for the transaction.
Accumulation Unit Value
The Accumulation Unit Value for each Sub-account was initially set at $10.
Subsequent Accumulation Unit Values for each Sub-account are determined by
multiplying the Accumulation Unit Value for the immediately preceding
Valuation Period by a net investment factor for the Sub-account for the
current period. This factor may be greater or less than 1.0; therefore, the
Accumulation Unit Value may increase or decrease from Valuation Period to
Valuation Period.
We calculate the net investment factor for each Sub-account investing in
shares of mutual funds by dividing (a) by (b) and then subtracting (c)
where:
(a) is equal to:
(i) the net asset value per share of the Portfolio in
which the Sub-account invests at the end of the Valuation
Period; plus
(ii) any dividend per share declared for the Portfolio that
has an ex-dividend date within the current Valuation
Period.
(b) is the net asset value per share of the Portfolio at the end of
the preceding Valuation Period.
(c) is equal to:
(i) the sum of each Valuation Period equivalent of the
annual rate for the Mortality and Expense Risk Charge, for
the Administrative Charge, and for the Distribution
Charge, if any, which are shown on the Contract Schedule; plus
(ii) a charge factor, if any, for any tax provision
established by Us a result of the operation of the Sub-account.
We calculate the net investment factor for each Sub-account investing
directly in securities with the same formula, except:
(a) is equal to:
(i) the value of the assets in the Sub-account at the
end of the preceding Valuation Period; plus
(ii) any investment income and capital gains, realized
or unrealized, credited to the assets during the
current Valuation Period; less
(iii) any capital losses, realized or unrealized,
charged against the assets during the current Valuation Period;
less
(iv) all operating and investment expenses relating to
the assets that are incurred during the current Valuation
Period.
(b) is the value of the assets in the Sub-account at the end of
the preceding Valuation Period.
Mortality and Expense Risk Charge
Each Valuation Period We deduct a Mortality and Expense Risk Charge from
each Sub-account of the Variable Account which is equal, on an annual basis,
to the amount shown on the Contract Schedule. The Mortality and Expense
Risk Charge compensates Us for assuming the mortality and expense risks with
respect to the Contracts We issue. We guarantee the dollar amount of each
Income Payment after the first Income Payment will not be affected by
variations in mortality or expense experience.
Administrative Charge
Each Valuation Period We deduct an Administrative Charge from the Variable
Account which is equal, on an annual basis, to the amount shown on the
Contract Schedule. The Administrative Charge compensates Us for the costs
associated with administration of the Variable Account and the Contracts We
issue.
Distribution Charge
Each Valuation Period We deduct a Distribution Charge from the Variable
Account which is equal, on an annual basis, to the amount shown on the
Contract Schedule. The Distribution Charge compensates Us for the costs
associated with the distribution of the Contracts We issue.
Contract Maintenance Charge
We deduct a Contract Maintenance Charge from the Variable Account Value by
cancelling Accumulation Units from each applicable Sub-account to reimburse
Us for expenses relating to the maintenance of the Contract. We will deduct
the Contract Maintenance Charge from the Sub-accounts of the Variable
Account in the same proportion that the amount of Variable Contract Value in
each Sub-account bears to the Variable Contract Value. The Contract
Maintenance Charge is shown on the Contract Schedule. The Contract
Maintenance Charge will be deducted from the Variable Contract Value on each
Contract Anniversary during the Accumulation Period.
If a total surrender is made on a date other than a Contract Anniversary,
the Contract Maintenance Charge will be deducted at the time of surrender.
During the Annuity Period, the Contract Maintenance Charge will be deducted
on a pro-rata basis from each Annuity Payment.
Transfers
Subject to any limitation We impose on the number of transfers permitted in
a Contract Year, You may transfer all or part of Your Contract Value among
the Sub-accounts and the Fixed Account, if any, by Written Request or by
telephone without the imposition of any fees or charges. Transfers among
the Sub-accounts and the Fixed Account are permitted only during the
Accumulation Period. The number of permitted transfers, and the charge for
transfers in excess of that number, are shown on the Contract Schedule. All
transfers are subject to the following:
(1) If more than the number of free transfers, shown on the Contract
Schedule, are made in a Contract Year, We will deduct a transfer charge,
shown on the Contract Schedule, for each subsequent transfer. The transfer
fee will be deducted from the Sub-account from which the transfer is made.
However, if You transfer Your entire interest in a Sub-account, the transfer
fee will be deducted from the amount transferred. If You make a transfer
from more than one Sub-account, any transfer fee will be allocated pro-rata
among such Sub-accounts in proportion to the amount transferred from each.
(2) During the Annuity Period, transfers of values between Sub-
accounts will be made by converting the number of Annuity Units being
transferred to the number of Annuity Units in the Sub-account to which a
transfer is made, so that the next Income Payment, if it were made at that
time, would be the same amount that it would have been without the transfer.
Thereafter, Income Payments will reflect changes in the value of the new
Annuity Units.
(3) The minimum amount which you may transfer is shown on the Contract
Schedule. The minimum amount which must remain in a Sub-account after a
transfer is shown on the Contract Schedule.
(4) If 100% of the value of any Sub-account is transferred and the
current allocation for Purchase Payments includes that Sub-account, the
allocation for future Purchase Payments will change to reflect Your
allocation of Contract Value following the transfer.
(5) We reserve the right, at any time and without prior notice to any
party, to terminate, suspend or modify the transfer privileges described
above.
We will not be liable for transfers made in accordance with Your
instructions. All amounts and Accumulation Units will be determined as of
the end of the Valuation Period in which We
receive the request for transfer.
Partial Withdrawals and Total Surrender
Partial Withdrawals
During the Accumulation Period while the Contract is In Force, You may, upon
Written Request, make a partial withdrawal, subject to the provisions and
limitations shown on the Contract Schedule. For purposes of determining
whether a surrender charge is applicable to Your partial withdrawal:
(1) Your partial withdrawal will first be taken from the portion
of Your Contract Value which is in excess of Your Purchase
Payments, and then from Your Purchase Payments; and
(2) We will allocate partial withdrawals to Purchase Payments in the
order in which the Purchase Payments were made, starting with
the first.
A withdrawal will result in the cancellation of Accumulation Units from each
applicable Sub-account in the ratio that Your interest in the Sub-account
bears to Your Variable Account Value. You must specify by Written Request in
advance if You want Accumulation Units to be cancelled in a manner other
than the method described above. If there is no value or insufficient value
in the Variable Account, then the amount withdrawn, or the insufficient
portion, will be deducted from the Fixed Account. If You have multiple
Guarantee Periods, We will deduct such amount from each Guarantee Period's
values in the ratio that each Period's values bears to the total Fixed
Account Value. You must specify by Written Request in advance if You want
multiple Guarantee Periods to be reduced in a manner other than the method
described above.
Each partial withdrawal must be for an amount not less than the amount shown
on the Contract Schedule. The Contract Value which must remain in the
Contract is shown on the Contract Schedule. The Contract Schedule also
shows any charge.
Total Surrender
During the Accumulation Period while the Contract is In Force, You may, upon
Written Request, make a total surrender of the Contract. We will pay You the
Contract Surrender Value which equals:
(1) the Contract Value as of the end of the Valuation Period during
which We receive a Written Request for a withdrawal or
surrender; less
(2) any applicable taxes not previously deducted; less
(3) any surrender charge; less
(4) any Contract Maintenance Charge.
We will pay the amount of any withdrawal or surrender within seven days
unless the Suspension or Deferral of Payments Provision is in effect.
Death Provisions
Death of Contract Owner
These provisions apply if, during the Accumulation Period while the Contract
is In Force, the Contract Owner or any Joint Contract Owner dies (whether or
not the decedent is also the Annuitant) or the Annuitant dies under a
Contract owned by a non-natural Person. The "designated beneficiary" will
control the Contract after such a death. This "designated beneficiary" will
be the first Person among the following who is alive on the date of death:
Contract Owner; Joint Contract Owner; primary Beneficiary; Contingent
Beneficiary; and Contract Owner's estate. If the Contract Owner and Joint
Contract Owner are both alive, they shall be the "designated beneficiary"
together.
If the decedent's surviving spouse (if any) is the sole "designated
beneficiary", the surviving spouse will automatically become the new sole
Contract Owner as of the date of the death. And, if the Annuitant is the
decedent, the new Annuitant will be any living Contingent Annuitant,
otherwise the surviving spouse. The Contract may stay in force until
another death occurs (i.e., until the death of the Contract Owner or Joint
Contract Owner). Except for this paragraph, all of "Death Provisions" will
apply to that subsequent death.
In all other cases, the Contract may stay in force up to five years from the
date of death. During this period, the "designated beneficiary" may
exercise all ownership rights, including the right to make transfers or
partial withdrawals or the right to surrender the Contract for its Contract
Surrender Value. If this Contract is still in force at the end of the five-
year period, We will automatically end it then by paying to the "designated
beneficiary" the Contract Surrender Value without the deduction of any
applicable surrender charges. If the "designated beneficiary" is not alive
then, We will pay any Person(s) named by the "designated beneficiary" in a
Written Request; otherwise the "designated beneficiary's" estate.
Death of Annuitant
These provisions apply if during the Accumulation Period while the Contract
is In Force, (a) the Annuitant dies, (b) the Annuitant is neither the
Contract Owner nor a Joint Contract Owner, and (c) the Contract Owner is a
natural Person. The Contract will continue in force after the Annuitant's
death. The new Annuitant will be any living Contingent Annuitant. We will
allow You sixty days to designate someone other than Yourself as Annuitant.
You will be the Contingent Annuitant unless You name someone else.
Payment of Benefits
Instead of receiving a lump sum, You or any "designated beneficiary" may by
Written Request direct that We pay any benefit of $5,000 or more under an
Annuity Option that meets the following: (a) the first payment to the
"designated beneficiary" must be made no later than one year after the date
of death; (b) payments must be made over the life of the "designated
beneficiary" or over a period not extending beyond that person's life
expectancy; and (c) any Annuity Option that provides for payments to
continue after the death of the "designated beneficiary" will not allow the
successor payee to extend the period of time over which the remaining
payments are to be made.
Annuity Provisions
General
If the Contract is In Force on the Income Date, the Adjusted Contract Value
will be applied under the Annuity Option selected by You. Income Payments
may be made on a fixed or variable basis or both.
Income Date
The Income Date may be selected by You. It is shown on the Contract
Schedule. The Income Date can be any time after the Contract Date for
variable payments and any time after the first Contract Anniversary for
fixed payments. The Income Date may not be later than the earlier of when
the Annuitant reaches attained age 90 or that required under state law. If
no Income Date is selected, it will be the earlier of when the Annuitant
reaches attained age 90 or the maximum date permitted under state law, if
any.
Prior to the Income Date, You may change the Income Date by Written Request.
Any change must be requested at least 30 days prior to the new Income Date.
Selection of an Annuity Option
An Annuity Option may be selected by You. If no Annuity Option is selected,
Option B will automatically be applied. Prior to the Income Date, You may
change the Annuity Option selected by Written Request. Any change must be
requested at least 30 days prior to the Income Date.
Frequency and Amount of Income Payments
Income Payments are paid in monthly installments unless quarterly, semi-
annual or annual payments are chosen. The Adjusted Contract Value is
applied to the Annuity Table for the Annuity Option selected. If the
Adjusted Contract Value to be applied under an Annuity Option is less than
$5,000, We reserve the right to make a lump sum payment in lieu of Income
Payments. If the Income Payment would be or becomes less than $100, We will
reduce the frequency of payments to a longer interval which will result in
each payment being at least $100.
Annuity Options
The following Annuity Options or any other Annuity Option acceptable to Us
may be selected:
OPTION A. ANNUITY FOR A FIXED NUMBER OF YEARS: Income Payments for a
chosen number of years, not fewer than 5. If the payee dies during the
payment period and the Beneficiary does not desire payments to continue
for the remainder of the period, he/she may elect to have the present
value of the remaining payments commuted and paid in a lump sum.
During the payment period of a Variable Annuity, the payee may elect by
Written Request to receive the following amount: (a) the present value
of the remaining payments commuted; less (b) any surrender charge that
may be due by treating the value defined in (a) as a surrender.
Instead of receiving a lump sum, the payee may elect another Annuity
Option. The amount applied to that Option would not be reduced by the
charge defined in (b).
OPTION B. LIFE ANNUITY WITH PERIOD CERTAIN OF 10 YEARS: Income Payments
during the lifetime of the payee and in any event for 10 years certain.
If the payee dies during the guaranteed payment period and the
Beneficiary does not desire payments to continue for the remainder of
the guaranteed period, he/she may elect to have the present value of
the guaranteed payments remaining commuted and paid in a lump sum.
OPTION C. JOINT AND SURVIVOR ANNUITY: Income Payments payable during
the joint lifetime of the payee and a designated second natural person
and then during the lifetime of the survivor.
Unless the Annuity Option provides for commutation by the payee, a payee may
not withdraw or otherwise end an Annuity Option after it begins. Payments
will end upon the payee's death unless the Annuity Option provides for
payments continuing to a successor payee. No successor payee may extend the
period of time over which the remaining payments are to be made.
Annuity
If You select a Fixed Annuity, the Adjusted Contract Value is allocated to
the General Account and the Annuity is paid as a Fixed Annuity. If You
select a Variable Annuity, the Adjusted Contract Value will be allocated to
the Sub-accounts of the Separate Account in accordance with the selection
You make, and the Annuity will be paid as a Variable Annuity. You may also
select a combination of a Fixed and Variable Annuity and the Adjusted
Contract Value will be allocated accordingly. If You do not select between
a Fixed Annuity and a Variable Annuity, any Adjusted Contract Value in the
Variable Account will be applied to a Variable Annuity and any Adjusted
Contract Value in the Fixed Account will be applied to a Fixed Annuity.
The Adjusted Contract Value will be applied to the applicable Annuity Table
contained in the Contract based upon the Annuity Option You select. If, as
of the Income Date, the current Annuity Option rates provide an initial
Income Payment greater than the initial Income Payment guaranteed under the
applicable Annuity Table in the Contract, the greater payment will be made.
Fixed Annuity
The minimum dollar amount of each Fixed Annuity Income Payment for each
$1,000 of Adjusted Contract Value is shown in the Annuity Tables. After the
initial Fixed Annuity Income Payment, the payments will not change
regardless of investment, mortality or expense experience.
Variable Annuity
Variable Annuity payments reflect the investment performance of the Variable
Account in accordance with the allocation of the Adjusted Contract Value to
the Sub-accounts during the Annuity Period. Variable Annuity Income
Payments are not guaranteed as to dollar amount.
The dollar amount of the first Variable Annuity Income Payment for each
$1,000 of Adjusted Contract Value is shown in the Annuity Tables. The
dollar amount of Variable Annuity Income Payments for each applicable Sub-
account after the first Variable Annuity Income Payment is determined as
follows:
(1) the dollar amount of the first Variable Annuity Income
Payment is divided by the value of an Annuity Unit for each
applicable Sub-account as of the Income Date. This sets the
number of Annuity Units for each monthly payment for the
applicable Sub-account. The number of Annuity Units for each
applicable Sub-account remains fixed during the Annuity Period;
(2) the fixed number of Annuity Units per payment in each Sub-
account is multiplied by the Annuity Unit Value for that Sub-
account for the Valuation Period for which the payment is due.
This result is the dollar amount of the payment for each
applicable Sub-account.
The total dollar amount of each Variable Annuity Income Payment is the sum
of all Sub-account Variable Annuity payments reduced by the applicable
portion of the Contract Maintenance Charge.
Annuity Unit
The value of any Annuity Unit for each Sub-Account of the Separate Account
was initially set at $10.
The Sub-account Annuity Unit Value at the end of any subsequent Valuation
Period is determined as follows:
(1) the net investment factor calculated as set forth on Pages 11-
12 (but without the Distribution Charge, if any) for the current
Valuation Period is multiplied by the value of the Annuity Unit
for the Sub-account for the immediately preceding Valuation
Period.
(2) the result in (1) is then divided by the Assumed Investment Rate
Factor which equals 1.00 plus the Valuation Period
equivalent of the Assumed Investment Rate for the number of days
in the current Valuation Period. The Assumed Investment Rate is
equal to 6% per year.
The value of an Annuity Unit may increase or decrease from Valuation Period
to Valuation Period.
Using the Tables
Tables 2, 3, 5, and 6 are age-dependent. The amount of the first Income
Payment will be based on an age a specified number of years younger than the
person's then-attained age (i.e., age last birthday). This age setback is as
follows:
Date of First Payment Age Setback
1996-1999 1 year
2000-2009 2 years
2010-2019 4 years
2020-2029 5 years
2030 or later 6 years
We will calculate the amount for a payment frequency other than monthly and
for any ages not shown in Tables 2, 3, 5, and 6 in accordance with the next
section. Upon request, We will tell You any such amount.
Basis of Calculation
Tables 1 and 4 are based on interest at 6% and 3%, respectively. Tables 2,
3, 5, and 6 are based on the 1983 Individual Annuity Valuation Tables,
weighted 40% male and 60% female, with interest at 6% (Tables 2 and 3) and
3% (Tables 5 and 6), projected dynamically with Projection Scale G.
TABLE 1: FIRST MONTHLY PAYMENT PAYABLE UNDER VARIABLE OPTION A FOR EACH $1,000
APPLIED
Years Payment Years Payment Years Payment Years Payment
5 $19.17 12 $9.63 19 $7.24 25 $6.32
6 16.42 13 9.12 20 7.04 26 6.21
7 14.46 14 8.69 21 6.86 27 6.11
8 13.00 15 8.31 22 6.70 28 6.02
9 11.87 16 7.99 23 6.56 29 5.94
10 10.97 17 7.71 24 6.43 30 5.87
11 10.24 18 7.46
TABLE 2: FIRST MONTHLY PAYMENT PAYABLE UNDER VARIABLE OPTION B FOR EACH $1,000
APPLIED
Age Payment Age Payment Age Payment Age Payment Age Payment
30 $5.09 43 $5.40 56 $6.06 69 $7.47 82 $ 9.72
31 5.11 44 5.44 57 6.13 70 7.63 83 9.87
32 5.13 45 5.47 58 6.21 71 7.79 84 10.02
33 5.14 46 5.51 59 6.30 72 7.95 85 10.15
34 5.16 47 5.55 60 6.39 73 8.12 86 10.27
35 5.18 48 5.60 61 6.48 74 8.30 87 10.38
36 5.20 49 5.64 62 6.59 75 8.48 88 10.48
37 5.23 50 5.69 63 6.69 76 8.66 89 10.57
38 5.25 51 5.74 64 6.81 77 8.84 90 10.65
39 5.28 52 5.80 65 6.93 78 9.03 91 10.72
40 5.31 53 5.86 66 7.05 79 9.21 92 10.77
41 5.34 54 5.92 67 7.19 80 9.38 93 10.82
42 5.37 55 5.99 68 7.33 81 9.55 94 10.86
95 10.89
TABLE 3: FIRST MONTHLY PAYMENT PAYABLE UNDER VARIABLE OPTION C FOR EACH $1,000
APPLIED
COMBINATION OF AGES
30 35 40 45 50 55 60 65 70 75 80 85 90 95
30$4.97$4.99$5.00$5.02$5.04$5.05$5.06$5.07$5.08$5.09$5.09 $5.09 $5.10 $5.10
35 5.01 5.04 5.07 5.09 5.11 5.13 5.15 5.16 5.17 5.18 5.18 5.19 5.19
40 5.08 5.12 5.16 5.19 5.22 5.25 5.27 5.29 5.30 5.31 5.31 5.32
45 5.18 5.23 5.29 5.34 5.38 5.41 5.44 5.46 5.48 5.49 5.49
50 5.32 5.40 5.47 5.54 5.60 5.64 5.68 5.70 5.72 5.72
55 5.51 5.62 5.73 5.85 5.90 5.96 6.00 6.02 6.04
60 5.79 5.95 6.11 6.24 6.34 6.41 6.45 6.48
65 6.20 6.44 6.66 6.84 6.97 7.05 7.10
70 6.80 7.15 7.47 7.71 7.87 7.97
75 7.69 8.22 8.66 8.99 9.20
80 9.03 9.81 10.43 10.87
85 11.02 12.11 12.98
90 13.82 15.34
95 17.66
TABLE 4: MINIMUM MONTHLY PAYMENT PAYABLE UNDER FIXED OPTION A FOR EACH
$1,000 APPLIED
Years Payment Years Payment Years Payment Years Payment
5 $17.91 12 $8.24 19 $5.73 25 $4.71
6 15.14 13 7.71 20 5.51 26 4.59
7 13.16 14 7.26 21 5.32 27 4.47
8 11.68 15 6.87 22 5.15 28 4.37
9 10.53 16 6.53 23 4.99 29 4.27
10 9.61 17 6.23 24 4.84 30 4.18
11 8.86 18 5.96
TABLE 5: MINIMUM MONTHLY PAYMENT PAYABLE UNDER FIXED OPTION B FOR EACH
$1,000 APPLIED
Age Payment Age Payment Age Payment Age Payment Age Payment
30 $3.05 43 $3.46 56 $4.24 69 $5.79 82 $8.24
31 3.07 44 3.50 57 4.32 70 5.96 83 8.41
32 3.09 45 3.55 58 4.41 71 6.13 84 8.57
33 3.12 46 3.60 59 4.51 72 6.31 85 8.72
34 3.15 47 3.65 60 4.61 73 6.50 86 8.85
35 3.18 48 3.70 61 4.71 74 6.69 87 8.97
36 3.21 49 3.76 62 4.82 75 6.88 88 9.08
37 3.24 50 3.82 63 4.94 76 7.08 89 9.18
38 3.27 51 3.88 64 5.07 77 7.28 90 9.27
39 3.31 52 3.94 65 5.20 78 7.48 91 9.34
40 3.34 53 4.01 66 5.34 79 7.68 92 9.40
41 3.38 54 4.08 67 5.48 80 7.87 93 9.46
42 3.42 55 4.16 68 5.63 81 8.06 94 9.50
95 9.53
TABLE 6: MINIMUM MONTHLY PAYMENT PAYABLE UNDER FIXED OPTION C FOR EACH $1,
000 APPLIED
COMBINATION OF AGES
30 35 40 45 50 55 60 65 70 75 80 85 90 95
30 $2.88$2.92$2.95$2.98$3.00$3.01$3.02$3.03$3.04$3.04$3.04$3.05$3.05$3.05
35 2.97 3.02 3.06 3.09 3.12 3.14 3.15 3.16 3.17 3.17 3.18 3.18 3.18
40 3.09 3.15 3.20 3.24 3.27 3.30 3.32 3.33 3.34 3.34 3.34 3.35
45 3.24 3.31 3.38 3.44 3.48 3.51 3.53 3.54 3.55 3.56 3.56
50 3.43 3.53 3.62 3.69 3.74 3.78 3.80 3.82 3.83 3.83
55 3.68 3.81 3.93 4.02 4.09 4.13 4.16 4.18 4.19
60 4.01 4.19 4.35 4.47 4.56 4.61 4.65 4.66
65 4.47 4.73 4.94 5.11 5.21 5.28 5.32
70 5.11 5.48 5.78 6.00 6.13 6.21
75 6.04 6.57 6.99 7.28 7.46
80 7.40 8.16 8.75 9.15
85 9.3810.4611.29
90 12.1813.68
95 16.02
Endorsements
To be inserted only by Us
Keyport
Life Insurance Company
Providence, Rhode Island
Variable Annuity Contract
Flexible Purchase Payments
Deferred Income Payments
Nonparticipating -- No Dividends
<PAGE>
EXHIBIT 4(k)
<PAGE>
Keyport
Life Insurance Company
A Stock Company
If this Contract is In Force on the Income Date, We will begin making
Income Payments to the Annuitant. We will make such payments according to
the terms of this Contract.
RIGHT TO EXAMINE CONTRACT: You may return this Contract to Us or the agent
through whom You purchased it within 10 days after You receive it. If so
returned, We will treat the Contract as though it were never issued. Upon
receipt We will promptly refund the Contract Value as of the date the
returned Contract is received by Us plus any charges We may have
previously deducted.
This is a legal contract between You and Us.
Read This Contract Carefully.
Signed: ________________________ ________________________
Secretary President
Variable Annuity Contract
Flexible Purchase Payments
Deferred Income Payments
Nonparticipating -- No Dividends
INCOME PAYMENTS AND OTHER VALUES, WHEN BASED ON THE INVESTMENT EXPERIENCE
OF A SEPARATE ACCOUNT, ARE VARIABLE AND ARE NOT GUARANTEED AS TO DOLLAR
AMOUNT. THIS IS EXPLAINED FURTHER ON PAGES 11 AND 18.
Table of Contents
Page
Right to Examine Contract 1
Definitions 2
Contract Schedule 3
General Provisions 5
Variable Account Provisions 10
Transfers 13
Partial Withdrawals and Total Surrender 14
Death Provisions 15
Annuity Provisions 16
Endorsements (if any) are before page 22
Definitions
Accumulation Period: The period prior to the Income Date during which
Purchase Payments may be made by a Contract Owner.
Accumulation Unit: An accounting unit used to calculate a Contract Owner's
interest in a Sub-account of the Variable Account during the Accumulation
Period.
Adjusted Contract Value: The Contract Value less the Contract Maintenance
Charge and any applicable taxes relating to the Contract. This amount is
applied to the Annuity Tables to determine Income Payments.
Annuitant: The natural person on whose life Income Payments are based, and
to whom any Income Payments will be made starting on the Income Date.
Annuity Options: Options available for Income Payments.
Income Payments: The series of payments made to the Annuitant, starting on
the Income Date, under the Annuity Option selected.
Annuity Period: The period after the Income Date during which Income
Payments are made.
Annuity Unit: An accounting unit used to calculate Variable Annuity
payments during the Annuity Period.
Beneficiary: The person(s) or entity(ies) who controls the Contract if any
Contract Owner dies before the Income Date.
(Definitions continue on Page 4)
KEYPORT LIFE INSURANCE COMPANY
125 High Street, Boston, MA 02110
Contract Schedule
CONTRACT OWNER: John Doe, male, 1/1/40
JOINT CONTRACT OWNER: Jane Doe, female, 2/29/40
ANNUITANT: John Doe, male 1/1/40
CONTINGENT ANNUITANT: Jane Doe, female, 2/29/40
COVERED PERSONS: Contract Owner, Joint Contract Owner,
Annuitant
CONTRACT NUMBER: 99999999
INITIAL PURCHASE PAYMENT: $10,000
MINIMUM INITIAL PAYMENT: $5,000
MINIMUM ADDITIONAL PAYMENT: $1,000
CONTRACT DATE: 4/1/95
ISSUE STATE:
IRS PLAN TYPE: Non-Qualified
INCOME DATE: 11/1/2010
Charges
Distribution Charge: We deduct 0.000411% of the assets in each Variable
Account Sub-Account on a daily basis (equivalent to an annual rate of
0.15%) to compensate Us for a portion of Our distribution costs.
Administrative Charge: None.
Mortality and Expense Risk Charge: We deduct 0.003403% of the assets in
each Variable Account Sub-account on a daily basis (equivalent to an annual
rate of 1.25%) for Our mortality and expense risks.
Contract Maintenance Charge: We charge $36 to cover a portion of Our
ongoing Contract maintenance expenses. The charge is incurred at the
beginning of the Contract Year and is deducted on each Contract Anniversary
and at the time of total surrender.
Transfer Charge: Currently none; however, We reserve the right to charge
$25 for a transfer if You make more than 12 transfers per Contract Year.
Surrender Charge: At the time of each partial withdrawal or at total
surrender a surrender charge is imposed as a percentage of each Purchase
Payment during the seven years after the date of its payment, as follows:
Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7
7% 6% 5% 4% 3% 2% 1%
Thereafter 0%.
Initial Purchase Payment Allocation
Currently, You may select 17 Sub-accounts and the Fixed Account. We
reserve the right to increase or decrease the number of available Sub-
accounts. The minimum You may allocate to any Sub-account or the Fixed
Account is 5% of any Purchase Payment. Your initial Purchase Payment has
been invested as follows:
Alger Growth x%
Alger Small Cap x%
Alliance Global Bond x%
Alliance Premier Growth x%
Colonial Growth & Income x%
Colonial Int'l Fund for Growth x%
Colonial Strategic Income x%
Colonial U.S. Fund for Growth x%
Colonial Utilities x%
MFS Emerging Growth x%
MFS Research x%
Newport Tiger x%
SteinRoe Cap Appreciation x%
SteinRoe Cash Income x%
SteinRoe Managed Assets x%
SteinRoe Managed Growth Stock x%
SteinRoe Mortgage Sec Income x%
Fixed Account - 1 Year x%
Fixed Account - 3 Years x%
Fixed Account - 5 Years x%
Fixed Account - 7 Years x%
Transfer Guidelines
Number of Transfers and Transfer Charge: Currently, You are permitted
unlimited transfers per Contract Year during the Accumulation Period and
unlimited transfers every 12 months during the Annuity Period. We reserve
the right to change, upon notice, the frequency of transfers You may make.
We also reserve the right to impose a charge for any transfer in excess of
12 per Contract Year. The transfer charge is shown in the Charges section
of the Contract Schedule.
Minimum amount to be transferred: None.
Minimum amount which must remain in a Sub-account after transfer: None.
Partial Withdrawals
You may make partial withdrawals during the Accumulation Period without
incurring a surrender charge, as follows:
(1) In any Contract Year You may withdraw an aggregate
amount not to exceed, at the time of withdrawal:
(a) the Contract Value, less
(b) the portion of Your Purchase Payments not
previously withdrawn; and
(2) In any Contract Year after the first, You may also withdraw the
positive difference, if any, between the amount withdrawn pursuant to (1)
above in any such subsequent year and 10% of Your Contract Value as of the
preceding Contract Anniversary.
We will collect the surrender charge shown on the Contract Schedule with
respect to partial withdrawals in excess of the amounts described in (1)
and (2) above.
Minimum withdrawal amount: $300, unless the withdrawal is made pursuant to
Our systematic withdrawal program, in which case the minimum withdrawal is $100.
Minimum Contract Value which must remain after a partial withdrawal:
$2,500.
Death Benefits
Adjustment of Contract Value
When We receive due proof of death of the Contract Owner, any Joint
Contract Owner, or the Annuitant if the Contract Owner is a non-natural
Person, We will compare, as of the date of death, the Contract Value to the
Death Benefit amount defined in this Schedule. If the Contract Value is
less than the Death Benefit, We will increase the current Contract Value by
the amount of the difference. Any amount credited will be allocated to the
Variable Account and/or the Fixed Account based on the Purchase Payment
allocation that is in effect when We receive due proof of death.
Waiver of Surrender Charges
If the Contract is surrendered within 90 days of the date of death of the
Contract Owner, any Joint Contract Owner, or the Annuitant if the Contract
Owner is a non-natural Person, any applicable surrender charges will not be
deducted from the Contract Surrender Value.
Death Benefit Amount
Contract Anniversary Death Benefit
On the Contract Date, the Death Benefit is the initial Purchase Payment.
On subsequent Valuation Dates, the Death Benefit is calculated as follows:
(1) (a) Start with the Death Benefit from the Contract
Date;
(b) Add to (a) any additional Purchase Payments paid
since the Contract Date and subtract from (a) any partial
withdrawals (including any associated surrender charge
incurred) made since the Contract Date;
(2) (a) Determine the Contract Value for each Contract
Anniversary (the "Anniversary Value") before the 81st
birthday of the Contract Owner or, if the Contract Owner is
a non-natural Person, the Annuitant;
(b) Increase each "Anniversary Value" by any Purchase
Payments made after that Value's Anniversary;
(c) Decrease each "Anniversary Value" by the following
amount calculated at the time of each partial withdrawal
made after that Value's Anniversary: (i) the partial
withdrawal amount (including any associated surrender charge
incurred) divided by the Contract Value immediately
preceding the withdrawal, (ii) multiplied by the
"Anniversary Value" immediately preceding the withdrawal;
(d) Select the highest "Anniversary Value" after the
adjustments in (b) and (c) above;
(3) Set the Death Benefit equal to the greater of (1) and (2).
If there is a change of Contract Owner, the new Contract Owner's age will
be used to determine the amount in (2) above.
The Variable Separate Account
Sub-accounts investing in shares of mutual funds
Variable Account A is a unit investment trust variable separate account,
organized in and governed by the laws of the State of Rhode Island. Variable
Account A is divided into Sub-accounts. Each Sub-account listed below invests
in shares of the corresponding Portfolio of the Eligible Fund shown.
Sub-account Eligible Fund and Portfolio
The Alger American Fund
Alger Growth Alger American Growth Portfolio - seeks
Sub-account long-term capital appreciation.
Alger Small Cap Alger American Small Capitalization
Sub-account Portfolio - seeks long-term capital
appreciation.
Alliance Variable Products Series Fund, Inc.
Alliance Global Bond Global Bond Portfolio - seeks a high level of
Sub-account return from a combination of current income
and capital appreciation by investing in a
globally diversified portfolio of high
quality debt securities denominated in the
U.S. Dollar and a range of foreign
currencies.
Alliance Premier Growth Premier Growth Portfolio - seeks growth of
Sub-account capital rather than current income.
Keyport Variable Investment Trust
Colonial Growth & Income Colonial-Keyport Growth and Income
Sub-account Fund - seeks primarily income and long-
term capital growth and, secondarily,
preservation of capital.
Colonial Strategic Income Colonial-Keyport Strategic Income Fund -
Sub-account seeks a high level of current income, as is
consistent with prudent risk and maximizing
total return, by diversifying investments
primarily in U.S. and foreign government and
high yield, high risk corporate debt
securities.
Colonial Int'l Fund for Colonial-Keyport International Fund for
Growth Sub-account Growth - seeks long-term capital growth, by
investing primarily in non-U.S. equity
securities.
Colonial U.S. Fund for Colonial-Keyport U.S. Fund for Growth -
Growth Sub-account seeks growth exceeding over time the S&P
500 Index (Standard & Poor's Corporation
Composite Price Index) performance.
Colonial Utilities Colonial-Keyport Utilities Fund - seeks
Sub-account primarily current income and, secondarily,
long-term capital growth.
Newport Tiger Newport-Keyport Tiger Fund - seeks long-
Sub-account term capital growth by investing primarily
in equity securities of companies located in
the four Tigers of Asia (Hong Kong,
Singapore, South Korea and Taiwan) and the
other mini-Tigers of East Asia (Malaysia,
Thailand, Indonesia, China and the
Philippines).
MFS Variable Insurance Trust
MFS Emerging Growth MFS Emerging Growth Series - seeks to provide
Sub-account long-term growth of capital.
MFS Research MFS Research Series - seeks to provide long-
Sub-account term growth of capital and future income.
SteinRoe Variable Investment Trust
SteinRoe Cap Appreciation Capital Appreciation Fund - seeks capital
Sub-account growth by investing primarily in common
stocks, convertible securities, and other
securities selected for prospective capital
growth.
SteinRoe Cash Income Cash Income Fund - seeks high current income
Sub-account from short-term money market instruments
("Money Market" Sub-account) while emphasizing preservation of capital and
maintaining excellent liquidity.
SteinRoe Managed Assets Managed Assets Fund - seeks high total inves-
Sub-account tment return through investment in a changing
mix of securities.
SteinRoe Managed Growth Managed Growth Stock Fund - seeks long-term
Stock Sub-account growth of capital through investment
primarily in common stocks.
SteinRoe Mortgage Securities Mortgage Securities Income Fund - seeks
Income Sub-account highest possible level of current income
consistent with safety of principal and
maintenance of liquidity through investment
primarily in mortgage-backed securities.
Sub-accounts investing directly in securities: None.
The Fixed Account
The Fixed Account is part of Our General Account, which consists of all of
Our assets except the assets of the Variable Account and the assets of
other separate accounts that We maintain.Subject to applicable law, We
have sole discretion over investments of the assets of the Fixed Account.
If You allocate assets to the Fixed Account, Your accumulation values and
Income Payments will have guaranteed minimums.
Before the Income Date, Your interest in the Fixed Account is measured by
the Fixed Account Value. When Income Payments begin, the payee's interest
in the Fixed Account is measured by the amount of each periodic payment.
Benefits from the Fixed Account will not be less than the minimum values
required by any law of the jurisdiction where the Contract is delivered.
Purchase Payments will be allocated to the Fixed Account in accordance with
Your selection on the Contract Date. You may change such selection by
Written Request.
The Fixed Account Value at any time is equal to:
(1) all Purchase Payments allocated to the Fixed
Account plus the interest subsequently credited on those
payments; plus
(2) any Variable Account Value transferred to the
Fixed Account plus the interest subsequently credited on the
transferred value; less
(3) any prior partial withdrawals from the Fixed
Account;less
(4) any Fixed Account Value transferred to the Variable Account.
We will credit interest to Purchase Payments allocated to the Fixed Account
at rates declared by Us for Guarantee Periods of one or more years from the
month and day of allocation. The minimum Guaranteed Interest Rate is 3%
per year.
Definitions (continued)
Contract Anniversary: An anniversary of the Contract Date.
Contract Date: The date a Contract is issued to a Contract Owner. The
Contract Date is shown on the Contract Schedule.
Contract Owner: The Person who owns the Contract. Any Joint Contract
Owners and the Contract Owner own the Contract equally with rights of
survivorship.
Contract Value: The sum of the Contract Owner's interest in the Sub-
accounts of the Variable Account and the Fixed Account, if available,
during the Accumulation Period.
Contract Year: The first Contract Year is the annual period which begins
on the Contract Date. Subsequent Contract Years begin on each Contract
Anniversary.
Eligible Fund: An investment entity shown on the Contract Schedule.
Fixed Account: The account We establish to support Fixed Allocations. The
Contract Schedule shows whether the Fixed Account is available under the
Contract.
Fixed Account Value: The value of all Fixed Account amounts accumulated
under this Contract prior to the Income Date.
Fixed Allocation: An amount allocated to the Fixed Account that is
credited with a Guaranteed Interest Rate for a specified Guarantee Period.
Fixed Annuity: An annuity with a series of payments made during the
Annuity Period which are guaranteed as to dollar amount by Us.
General Account: Our general investment account which contains all of Our
assets except those in the Variable Account and Our other separate
accounts.
Guaranteed Interest Rate: The effective annual interest rate which We will
credit for a specified Guarantee Period.
Guarantee Period: The period of year(s) a rate of interest is guaranteed
to be credited within the Fixed Account.
Income Date: The date on which Income Payments begin. The Income Date is
shown on the Contract Schedule.
In Force: The status of a Contract before the Income Date so long as it
has not been totally surrendered and there has not been a death of a
Contract Owner or Joint Contract Owner that will cause the Contract to end
within five years of the date of death.
Office: Our executive office shown on the Contract Schedule.
Person: A human being, trust, corporation, or any other legally recognized
entity.
Portfolio: A series of an Eligible Fund which constitutes a separate and
distinct class of shares.
Purchase Payment: A payment made by or on behalf of a Contract Owner with
respect to a Contract.
Sub-account: Variable Account assets are divided into Sub-accounts.
Assets of each Sub-account will be invested in shares of a Portfolio of an
Eligible Fund, or directly in portfolio securities.
Valuation Date: Each day on which We and the New York Stock Exchange
("NYSE") are open for business, or any other day that the Securities and
Exchange Commission requires that mutual funds, unit investment trusts or
other investment portfolios be valued.
Valuation Period: The period of time beginning at the close of business of
the NYSE on each Valuation Date and ending at the close of business on the
next succeeding Valuation Date.
Variable Account: Our Variable Account(s) shown on the Contract Schedule.
Variable Account Value: The value of all amounts in the Sub-accounts
accumulated under this Contract prior to the Income Date.
Variable Annuity: An annuity with payments which vary as to dollar amount
in relation to the investment performance of specified Sub-accounts of the
Variable Account.
We, Us, Our: Keyport Life Insurance Company.
Written Request: A request in writing, in a form satisfactory to Us, and
received by Us at Our Office.
You, Your: The Contract Owner and any Joint Contract Owners.
General Provisions
Purchase Payments
The initial Purchase Payment is due on the Contract Date. It must be paid
at Our Office in United States currency. Coverage under a Contract does
not take effect until We have accepted the initial Purchase Payment during
Your lifetime. Each Purchase Payment after the Contract Date must be at
least the amount shown on the Contract Schedule. Provided the Contract
Value under a Contract does not go to zero, a Contract will stay in force
until the Income Date even if You make no payments after the initial one.
We reserve the right to reject any subsequent Purchase Payment.
Allocation of Purchase Payments
Your initial Purchase Payment is allocated to the Sub-accounts of the
Variable Account and to the Fixed Account, if available, in accordance with
the selections made by You at the Contract Date. Unless otherwise changed
by You, subsequent Purchase Payments are allocated in the same manner as
the initial Purchase Payment. Allocation of Purchase Payments is subject
to the terms and conditions imposed by Us. We reserve the right to
allocate initial Purchase Payments to the Money Market Sub-account until
the expiration of the Right to Examine Contract period set forth on Page 1
of the Contract.
The Contract
This contract form, any attached copy of the application, and any attached
riders or endorsements make up the entire contract between You and Us. All
statements made by the Contract Owner or any Annuitant will be deemed
representations and not warranties. No such statement will be used in any
contest unless it is contained in the application signed by You, a copy of
which has been furnished to You, or to the Beneficiary.
Only Our President or Secretary may agree to change any of the terms of the
Contract. Any changes must be in writing. Any change to the terms of a
Contract must be in writing and with Your Consent, unless provided
otherwise by the Contract.
To assure that the Contract will maintain its status as a variable annuity
under the Internal Revenue Code, We reserve the right to change this
Contract to comply with future changes in the Internal Revenue Code, any
regulations or rulings issued thereunder, and any requirements otherwise
imposed by the Internal Revenue Service. You will be sent a copy of any
such amendment as well as a copy of the regulatory change requiring the
amendment. If the issue state shown on Page 3 is Connecticut or
Massachusetts, such amendment will be filed for approval with the state's
insurance supervisory official.
We reserve the right, subject to compliance with the law as currently
applicable or subsequently changed, to: (a) operate the Variable Account
in any form permitted under the Investment Company Act of 1940, as
amended, (the "1940 Act"), or in any other form permitted by law; (b) take
any action necessary to comply with or obtain and continue any exemptions
from the 1940 Act, or to comply with any other applicable law; (c) transfer
any assets in any Sub-account to another Sub-account, or to one or more
separate investment accounts, or the General Account; or to add, combine or
remove Sub-accounts in the Variable Account; and (d) change the way We
assess charges, so long as We do not increase the aggregate amount beyond
that currently charged to the Variable Account and the Eligible Funds in
connection with this Contract. If the shares of any of the Eligible Funds
should become unavailable for investment by the Variable Account or if in
Our judgment further investment in such Portfolio shares should become
inappropriate in view of the purpose of the Contract, We may add or
substitute shares of another mutual fund for the Portfolio shares already
purchased under the Contract. No substitution of Portfolio shares in any
Sub-account may take place without prior approval of the Securities and
Exchange Commission and notice to the affected Contract Owners, to the
extent required by the 1940 Act.
Contract Owner
The Contract Owner and any Joint Contract Owner are shown on Page 3. They
may be changed by You. If You change an owner who is also the Annuitant,
the owner being changed will still be the Annuitant.
You may exercise all rights of this Contract while it is In Force, subject
to the rights of: (a) any assignee under an assignment filed with Us; and
(b) any irrevocably-named beneficiary.
Joint Contract Owner
A Contract may be owned by Joint Contract Owners. Upon the death of any
Contract Owner or Joint Contract Owner, the surviving owner(s) will be the
primary Beneficiary(ies). Any other beneficiary designation will be
treated as a Contingent Beneficiary unless otherwise indicated in a Written
Request filed with Us.
Annuitant
The Annuitant is the natural Person on whose life Income Payments are
based. The Annuitant is the natural Person designated by You at the
Contract Date, unless changed prior to the Income Date. Any change of
Annuitant is subject to Our underwriting rules then in effect. The
Annuitant may not be changed in a Contract which is owned by a non-natural
Person. You may name a Contingent Annuitant. The Contingent Annuitant
becomes the Annuitant if the Annuitant dies while this Contract is In
Force. If the Annuitant dies and no Contingent Annuitant has been named,
We will allow You sixty days to designate someone other than Yourself as
Annuitant. You will be the Contingent Annuitant unless You name someone
else. If the Contract is owned by a non-natural Person, the death of the
Annuitant will be treated as the death of the Contract Owner and a new
Annuitant may not be designated.
Beneficiary
The Beneficiary is the person who controls the Contract if any Contract
Owner dies prior to the Income Date. If the Contract is owned by Joint
Contract Owners, upon the death of any Contract Owner or Joint Contract
Owner, the surviving owner(s) will become the primary Beneficiary. Any
other beneficiary designation will be treated as a Contingent Beneficiary
unless otherwise indicated in a Written Request filed with Us. If You name
more than one Person as Beneficiary or as Contingent Beneficiary, and do
not state otherwise on an application or in a Written Request to Us, any
non-survivors will not receive a benefit. The survivors will receive equal
shares. Subject to the rights of any irrevocable Beneficiary, You may
change the Beneficiary or Contingent Beneficiary. A change must be made by
Written Request and will be effective as of the date the Written Request is
signed. We will not be liable for any payment We make or action We take
before We receive the Written Request.
Change of Contract Owner, Beneficiary or Contingent Annuitant
While this Contract is In Force, You may by Written Request change the
Contract Owner, Joint Contract Owner, Beneficiary, Contingent Beneficiary,
Contingent Annuitant, or in certain instances, the Annuitant. An
irrevocably named Person may be changed only with the written consent of
such Person. The change will be effective, following Our receipt of the
Written Request, as of the date the Written Request was signed. The change
will not affect any payments We make or actions We take prior to the time
We receive the Written Request.
Assignment of the Contract
You may assign this Contract at any time while it is In Force. The
assignment must be in writing and a copy must be filed at Our Office. Your
rights and those of any revocably named Person will be subject to the
assignment. An assignment will not affect any payments We make or actions
We take before We receive the assignment. We are not responsible for the
validity of any assignment.
Misstatement of Age or Sex
If the age or sex of the Annuitant or any payee has been misstated, We will
compute the amount payable based on the correct age and sex. If Income
Payments have begun, any underpayment(s) that have been made will be paid
in full with the next Income Payment. Any overpayment, unless repaid to Us
in one sum, will be deducted from future Income Payments otherwise due
until We are repaid in full.
Non-Participating
This Contract does not participate in Our divisible surplus.
Evidence of Death, Age, Sex or Survival
If a Contract provision relates to the death of a natural Person, We will
require proof of death before We will act under that provision. Proof of
death shall be: (a) a certified death certificate; or (b) a certified
decree of a court of competent jurisdiction as to the finding of death; or
(c) a written statement by a medical doctor who attended the deceased; or
(d) any other document constituting due proof of death under applicable
state law. If Our action under a Contract provision is based on the age,
sex, or survival of any Person, We may require evidence of the particular
fact before We act under that provision.
Protection of Proceeds
No Beneficiary or payee may commute or assign any payments under a Contract
before they are due. To the extent permitted by law, no payments shall be
subject to the debts of any Beneficiary or payee or to any judicial process
for payment of those debts.
Reports
We will send You a report that shows the Contract Value at least once each
Contract Year. We will send any other reports that may be required by law.
Taxes
Any taxes paid to any governmental entity relating to the Contract will be
deducted from the Purchase Payments or Contract Value. We may, in Our sole
discretion, delay the deduction until a later date. By not deducting tax
payments at the time of Our payment, We do not waive any right We may have
to deduct amounts at a later date. We will, in Our sole discretion,
determine when taxes relate to the Contract or to the operation of the
Variable Account. We reserve the right to establish a provision for
federal income taxes if We determine, in Our sole discretion, that We will
incur a tax as a result of the operation of the Variable Account. Such a
provision will be reflected in the Accumulation and Annuity Unit Values.
We will deduct for any income taxes incurred by Us as a result of the
operation of the Variable Account whether or not there was a provision for
taxes and whether or not it was sufficient. We will deduct from any
payment under this Contract any withholding taxes required by applicable
law.
Regulatory Requirements
All values payable under the Contract will not be less than the minimum
benefits required by the laws and regulations of the states in which the
Contract is delivered.
Suspension or Deferral of Payments
We reserve the right to suspend or postpone payments for a withdrawal,
transfer, surrender or death benefit for any period when:
(1) the New York Stock Exchange is closed (other than customary
weekend and holiday closings); or
(2) trading on the New York Stock Exchange is restricted; or
(3) an emergency exists as a result of which valuation or
disposal of the assets and securities of the Variable Account is
not reasonably practicable; or
(4) the Securities and Exchange Commission, by order or
pronouncement, so permits for the protection of Contract Owners;
provided that applicable rules and regulations of the Securities and
Exchange Commission govern as to whether the conditions described in (2)
and (3) above exist.
We reserve the right to delay payment of amounts allocated to the Fixed
Account for up to six months.
Variable Account Provisions
The Variable Account
The Variable Account(s) is designated on the Contract Schedule and consists
of assets set aside by Us, which are kept separate from Our general assets
and all other variable account assets We maintain. We own the assets of
the Variable Account. Variable Account assets equal to reserves and other
contract liabilities will not be chargeable with liabilities arising out of
any other business We may conduct. We may transfer to Our General Account
assets which exceed the reserves and other liabilities of the Variable
Account. Income and realized and unrealized gains or losses from assets in
the Variable Account are credited to or charged against the account without
regard to other income, gains or losses in Our other investment accounts.
The Variable Account assets are divided into Sub-accounts. The Sub-
accounts which are available under the Contract are shown on the Contract
Schedule. The assets of the Sub-accounts of the unit investment trust
variable separate account are allocated to the Eligible Fund(s) and the
Portfolio(s), if applicable, within an Eligible Fund shown on the Contract
Schedule. The assets of the Sub-accounts of the investment company
variable separate account, if applicable, are invested in portfolios of
securities designed to meet the objectives of the Sub-Account shown on the
Contract Schedule. We may, from time to time, add additional Sub-accounts,
Eligible Funds or Portfolios to those shown on the Contract Schedule. You
may be permitted to transfer Contract Values or allocate Purchase Payments
to the additional Sub-Accounts, Eligible Funds or Portfolios. However, the
right to make such transfers or allocations will be limited by the terms
and conditions imposed by Us.
We also have the right to eliminate Sub-accounts from the Variable Account,
to combine two or more Sub-accounts or to substitute a new Portfolio for
the Portfolio in which a Sub-account invests. A substitution may become
necessary if, in Our discretion, a Portfolio or Sub-account no longer suits
the purposes of the Contract. This may happen: due to a change in laws or
regulations or a change in a Portfolio's investment objectives or
restrictions; because the Portfolio or Sub-account is no longer available
for investment; or for some other reason. We will obtain any prior
approvals that may be required from the insurance department of Our state
of domicile, and from the SEC or any other governmental entity before
making such a substitution.
When permitted by law, We reserve the right to:
(1) Deregister a Variable Account under the 1940 Act;
(2) Operate a Variable Account as a management company under the
1940 Act, if it is operating as a unit investment trust;
(3) Operate a Variable Account as a unit investment trust under the 1940
Act, if it is operating as a management company;
(4) Restrict or eliminate any voting rights as to the account;
(5) Combine the Variable Account with any other variable
account.
Valuation of Assets
The assets of the Variable Account are valued at their fair market value in
accordance with Our procedures.
Accumulation Units
Your Variable Account Value will fluctuate in accordance with the
investment results of the Sub-accounts to which You have allocated Your
Purchase Payments or Contract Value. In order to determine how these
fluctuations affect Your Contract Value, We use an Accumulation Unit value.
Accumulation Units are used to account for all amounts allocated to or
withdrawn from the Sub-accounts of the Variable Account as a result of
Purchase Payments, partial withdrawals, transfers, or charges deducted
from the Contract Value. We determine the number of Accumulation Units of
a Sub-account purchased or cancelled by dividing the amount allocated to,
or withdrawn from, the Sub-account by the dollar value of one Accumulation
Unit of the Sub-account as of the end of the Valuation Period during which
We receive the request for the transaction.
Accumulation Unit Value
The Accumulation Unit Value for each Sub-account was initially set at $10.
Subsequent Accumulation Unit Values for each Sub-account are determined by
multiplying the Accumulation Unit Value for the immediately preceding
Valuation Period by a net investment factor for the Sub-account for the
current period. This factor may be greater or less than 1.0; therefore,
the Accumulation Unit Value may increase or decrease from Valuation Period
to Valuation Period.
We calculate the net investment factor for each Sub-account investing in
shares of mutual funds by dividing (a) by (b) and then subtracting (c)
where:
(a) is equal to:
(i) the net asset value per share of the Portfolio in
which the Sub-account invests at the end of the Valuation
Period; plus
(ii) any dividend per share declared for the Portfolio that has an
ex-dividend date within the current Valuation
Period.
(b) is the net asset value per share of the Portfolio at the end of
the preceding Valuation Period.
(c) is equal to:
(i) the sum of each Valuation Period equivalent of the
annual rate for the Mortality and Expense Risk Charge, for
the Administrative Charge, and for the Distribution Charge,
if any, which are shown on the Contract Schedule; plus
(ii) a charge factor, if any, for any tax provision
established by Us a result of the operation of the Sub-
account.
We calculate the net investment factor for each Sub-account investing
directly in securities with the same formula, except:
(a) is equal to:
(i) the value of the assets in the Sub-account at the
end of the preceding Valuation Period; plus
(ii) any investment income and capital gains, realized
or unrealized, credited to the assets during the current
Valuation Period; less
(iii) any capital losses, realized or unrealized,
charged against the assets during the current Valuation
Period; less
(iv) all operating and investment expenses relating to
the assets that are incurred during the current Valuation
Period.
(b) is the value of the assets in the Sub-account at the end of
the preceding Valuation Period.
Mortality and Expense Risk Charge
Each Valuation Period We deduct a Mortality and Expense Risk Charge from
each Sub-account of the Variable Account which is equal, on an annual
basis, to the amount shown on the Contract Schedule. The Mortality and
Expense Risk Charge compensates Us for assuming the mortality and expense
risks with respect to the Contracts We issue. We guarantee the dollar
amount of each Income Payment after the first Income Payment will not be
affected by variations in mortality or expense experience.
Administrative Charge
Each Valuation Period We deduct an Administrative Charge from the Variable
Account which is equal, on an annual basis, to the amount shown on the
Contract Schedule. The Administrative Charge compensates Us for the costs
associated with administration of the Variable Account and the Contracts We
issue.
Distribution Charge
Each Valuation Period We deduct a Distribution Charge from the Variable
Account which is equal, on an annual basis, to the amount shown on the
Contract Schedule. The Distribution Charge compensates Us for the costs
associated with the distribution of the Contracts We issue.
Contract Maintenance Charge
We deduct a Contract Maintenance Charge from the Variable Account Value by
cancelling Accumulation Units from each applicable Sub-account to reimburse
Us for expenses relating to the maintenance of the Contract. We will
deduct the Contract Maintenance Charge from the Sub-accounts of the
Variable Account in the same proportion that the amount of Variable
Contract Value in each Sub-account bears to the Variable Contract Value.
The Contract Maintenance Charge is shown on the Contract Schedule. The
Contract Maintenance Charge will be deducted from the Variable Contract
Value on each Contract Anniversary during the Accumulation Period.
If a total surrender is made on a date other than a Contract Anniversary,
the Contract Maintenance Charge will be deducted at the time of surrender.
During the Annuity Period, the Contract Maintenance Charge will be deducted
on a pro-rata basis from each Annuity Payment.
Transfers
Subject to any limitation We impose on the number of transfers permitted in
a Contract Year, You may transfer all or part of Your Contract Value among
the Sub-accounts and the Fixed Account, if any, by Written Request or by
telephone without the imposition of any fees or charges. Transfers among
the Sub-accounts and the Fixed Account are permitted only during the
Accumulation Period. The number of permitted transfers, and the charge for
transfers in excess of that number, are shown on the Contract Schedule.
All transfers are subject to the following:
(1) If more than the number of free transfers, shown on the Contract
Schedule, are made in a Contract Year, We will deduct a transfer charge,
shown on the Contract Schedule, for each subsequent transfer. The transfer
fee will be deducted from the Sub-account from which the transfer is made.
However, if You transfer Your entire interest in a Sub-account, the
transfer fee will be deducted from the amount transferred. If You make a
transfer from more than one Sub-account, any transfer fee will be allocated
pro-rata among such Sub-accounts in proportion to the amount transferred
from each.
(2) During the Annuity Period, transfers of values between Sub-
accounts will be made by converting the number of Annuity Units being
transferred to the number of Annuity Units in the Sub-account to which a
transfer is made, so that the next Income Payment, if it were made at that
time, would be the same amount that it would have been without the
transfer. Thereafter, Income Payments will reflect changes in the value of
the new Annuity Units.
(3) The minimum amount which you may transfer is shown on the
Contract Schedule. The minimum amount which must remain in a Sub-account
after a transfer is shown on the Contract Schedule.
(4) If 100% of the value of any Sub-account is transferred and the
current allocation for Purchase Payments includes that Sub-account, the
allocation for future Purchase Payments will change to reflect Your
allocation of Contract Value following the transfer.
(5) We reserve the right, at any time and without prior notice to any
party, to terminate, suspend or modify the transfer privileges described
above.
We will not be liable for transfers made in accordance with Your
instructions. All amounts and Accumulation Units will be determined as of
the end of the Valuation Period in which We
receive the request for transfer.
Partial Withdrawals and Total Surrender
Partial Withdrawals
During the Accumulation Period while the Contract is In Force, You may,
upon Written Request, make a partial withdrawal, subject to the provisions
and limitations shown on the Contract Schedule. For purposes of
determining whether a surrender charge is applicable to Your partial
withdrawal:
(1) Your partial withdrawal will first be taken from the portion
of Your Contract Value which is in excess of Your Purchase
Payments, and then from Your Purchase Payments; and
(2) We will allocate partial withdrawals to Purchase Payments in the
order in which the Purchase Payments were made, starting
with the first.
A withdrawal will result in the cancellation of Accumulation Units from
each applicable Sub-account in the ratio that Your interest in the Sub-
account bears to Your Variable Account Value. You must specify by Written
Request in advance if You want Accumulation Units to be cancelled in a
manner other than the method described above. If there is no value or
insufficient value in the Variable Account, then the amount withdrawn, or
the insufficient portion, will be deducted from the Fixed Account. If You
have multiple Guarantee Periods, We will deduct such amount from each
Guarantee Period's values in the ratio that each Period's values bears to
the total Fixed Account Value. You must specify by Written Request in
advance if You want multiple Guarantee Periods to be reduced in a manner
other than the method described above.
Each partial withdrawal must be for an amount not less than the amount
shown on the Contract Schedule. The Contract Value which must remain in
the Contract is shown on the Contract Schedule. The Contract Schedule also
shows any charge.
Total Surrender
During the Accumulation Period while the Contract is In Force, You may,
upon Written Request, make a total surrender of the Contract. We will pay
You the Contract Surrender Value which equals:
(1) the Contract Value as of the end of the Valuation Period during
which We receive a Written Request for a withdrawal or
surrender; less
(2) any applicable taxes not previously deducted; less
(3) any surrender charge; less
(4) any Contract Maintenance Charge.
We will pay the amount of any withdrawal or surrender within seven days
unless the Suspension or Deferral of Payments Provision is in effect.
Death Provisions
Death of Contract Owner
These provisions apply if, during the Accumulation Period while the
Contract is In Force, the Contract Owner or any Joint Contract Owner dies
(whether or not the decedent is also the Annuitant) or the Annuitant dies
under a Contract owned by a non-natural Person. The "designated
beneficiary" will control the Contract after such a death. This
"designated beneficiary" will be the first Person among the following who
is alive on the date of death: Contract Owner; Joint Contract Owner;
primary Beneficiary; Contingent Beneficiary; and Contract Owner's estate.
If the Contract Owner and Joint Contract Owner are both alive, they shall
be the "designated beneficiary" together.
If the decedent's surviving spouse (if any) is the sole "designated
beneficiary", the surviving spouse will automatically become the new sole
Contract Owner as of the date of the death. And, if the Annuitant is the
decedent, the new Annuitant will be any living Contingent Annuitant,
otherwise the surviving spouse. The Contract may stay in force until
another death occurs (i.e., until the death of the Contract Owner or Joint
Contract Owner). Except for this paragraph, all of "Death Provisions" will
apply to that subsequent death.
In all other cases, the Contract may stay in force up to five years from
the date of death. During this period, the "designated beneficiary" may
exercise all ownership rights, including the right to make transfers or
partial withdrawals or the right to surrender the Contract for its Contract
Surrender Value. If this Contract is still in force at the end of the five-
year period, We will automatically end it then by paying to the "designated
beneficiary" the Contract Surrender Value without the deduction of any
applicable surrender charges. If the "designated beneficiary" is not alive
then, We will pay any Person(s) named by the "designated beneficiary" in a
Written Request; otherwise the "designated beneficiary's" estate.
Death of Annuitant
These provisions apply if during the Accumulation Period while the Contract
is In Force, (a) the Annuitant dies, (b) the Annuitant is neither the
Contract Owner nor a Joint Contract Owner, and (c) the Contract Owner is a
natural Person. The Contract will continue in force after the Annuitant's
death. The new Annuitant will be any living Contingent Annuitant. We will
allow You sixty days to designate someone other than Yourself as Annuitant.
You will be the Contingent Annuitant unless You name someone else.
Payment of Benefits
Instead of receiving a lump sum, You or any "designated beneficiary" may by
Written Request direct that We pay any benefit of $5,000 or more under an
Annuity Option that meets the following: (a) the first payment to the
"designated beneficiary" must be made no later than one year after the date
of death; (b) payments must be made over the life of the "designated
beneficiary" or over a period not extending beyond that person's life
expectancy; and (c) any Annuity Option that provides for payments to
continue after the death of the "designated beneficiary" will not allow the
successor payee to extend the period of time over which the remaining
payments are to be made.
Annuity Provisions
General
If the Contract is In Force on the Income Date, the Adjusted Contract Value
will be applied under the Annuity Option selected by You. Income Payments
may be made on a fixed or variable basis or both.
Income Date
The Income Date may be selected by You. It is shown on the Contract
Schedule. The Income Date can be any time after the Contract Date for
variable payments and any time after the first Contract Anniversary for
fixed payments. The Income Date may not be later than the earlier of when
the Annuitant reaches attained age 90 or that required under state law. If
no Income Date is selected, it will be the earlier of when the Annuitant
reaches attained age 90 or the maximum date permitted under state law, if
any.
Prior to the Income Date, You may change the Income Date by Written
Request. Any change must be requested at least 30 days prior to the new
Income Date.
Selection of an Annuity Option
An Annuity Option may be selected by You. If no Annuity Option is
selected, Option B will automatically be applied. Prior to the Income
Date, You may change the Annuity Option selected by Written Request. Any
change must be requested at least 30 days prior to the Income Date.
Frequency and Amount of Income Payments
Income Payments are paid in monthly installments unless quarterly, semi-
annual or annual payments are chosen. The Adjusted Contract Value is
applied to the Annuity Table for the Annuity Option selected. If the
Adjusted Contract Value to be applied under an Annuity Option is less than
$5,000, We reserve the right to make a lump sum payment in lieu of Income
Payments. If the Income Payment would be or becomes less than $100, We
will reduce the frequency of payments to a longer interval which will
result in each payment being at least $100.
Annuity Options
The following Annuity Options or any other Annuity Option acceptable to Us
may be selected:
OPTION A. ANNUITY FOR A FIXED NUMBER OF YEARS: Income Payments for a
chosen number of years, not fewer than 5. If the payee dies during
the payment period and the Beneficiary does not desire payments to
continue for the remainder of the period, he/she may elect to have the
present value of the remaining payments commuted and paid in a lump
sum. During the payment period of a Variable Annuity, the payee may
elect by Written Request to receive the following amount: (a) the
present value of the remaining payments commuted; less (b) any
surrender charge that may be due by treating the value defined in (a)
as a surrender. Instead of receiving a lump sum, the payee may elect
another Annuity Option. The amount applied to that Option would not
be reduced by the charge defined in (b).
OPTION B. LIFE ANNUITY WITH PERIOD CERTAIN OF 10 YEARS: Income
Payments during the lifetime of the payee and in any event for 10
years certain. If the payee dies during the guaranteed payment period
and the Beneficiary does not desire payments to continue for the
remainder of the guaranteed period, he/she may elect to have the
present value of the guaranteed payments remaining commuted and paid
in a lump sum.
OPTION C. JOINT AND SURVIVOR ANNUITY: Income Payments payable during
the joint lifetime of the payee and a designated second natural person
and then during the lifetime of the survivor.
Unless the Annuity Option provides for commutation by the payee, a payee
may not withdraw or otherwise end an Annuity Option after it begins.
Payments will end upon the payee's death unless the Annuity Option provides
for payments continuing to a successor payee. No successor payee may
extend the period of time over which the remaining payments are to be made.
Annuity
If You select a Fixed Annuity, the Adjusted Contract Value is allocated to
the General Account and the Annuity is paid as a Fixed Annuity. If You
select a Variable Annuity, the Adjusted Contract Value will be allocated to
the Sub-accounts of the Separate Account in accordance with the selection
You make, and the Annuity will be paid as a Variable Annuity. You may also
select a combination of a Fixed and Variable Annuity and the Adjusted
Contract Value will be allocated accordingly. If You do not select between
a Fixed Annuity and a Variable Annuity, any Adjusted Contract Value in the
Variable Account will be applied to a Variable Annuity and any Adjusted
Contract Value in the Fixed Account will be applied to a Fixed Annuity.
The Adjusted Contract Value will be applied to the applicable Annuity Table
contained in the Contract based upon the Annuity Option You select. If, as
of the Income Date, the current Annuity Option rates provide an initial
Income Payment greater than the initial Income Payment guaranteed under the
applicable Annuity Table in the Contract, the greater payment will be made.
Fixed Annuity
The minimum dollar amount of each Fixed Annuity Income Payment for each
$1,000 of Adjusted Contract Value is shown in the Annuity Tables. After
the initial Fixed Annuity Income Payment, the payments will not change
regardless of investment, mortality or expense experience.
Variable Annuity
Variable Annuity payments reflect the investment performance of the
Variable Account in accordance with the allocation of the Adjusted Contract
Value to the Sub-accounts during the Annuity Period. Variable Annuity
Income Payments are not guaranteed as to dollar amount.
The dollar amount of the first Variable Annuity Income Payment for each
$1,000 of Adjusted Contract Value is shown in the Annuity Tables. The
dollar amount of Variable Annuity Income Payments for each applicable Sub-
account after the first Variable Annuity Income Payment is determined as
follows:
(1) the dollar amount of the first Variable Annuity Income
Payment is divided by the value of an Annuity Unit for each
applicable Sub-account as of the Income Date. This sets the
number of Annuity Units for each monthly payment for the
applicable Sub-account. The number of Annuity Units for each
applicable Sub-account remains fixed during the Annuity Period;
(2) the fixed number of Annuity Units per payment in each Sub-
account is multiplied by the Annuity Unit Value for that Sub-
account for the Valuation Period for which the payment is due.
This result is the dollar amount of the payment for each
applicable Sub-account.
The total dollar amount of each Variable Annuity Income Payment is the sum
of all Sub-account Variable Annuity payments reduced by the applicable
portion of the Contract Maintenance Charge.
Annuity Unit
The value of any Annuity Unit for each Sub-Account of the Separate Account
was initially set at $10.
The Sub-account Annuity Unit Value at the end of any subsequent Valuation
Period is determined as follows:
(1) the net investment factor calculated as set forth on Pages
11-12 (but without the Distribution Charge, if any) for the
current Valuation Period is multiplied by the value of the
Annuity Unit for the Sub-account for the immediately preceding
Valuation Period.
(2) the result in (1) is then divided by the Assumed Investment
Rate Factor which equals 1.00 plus the Valuation Period equivalent of
the Assumed Investment Rate for the number of days in the current
Valuation Period. The Assumed Investment Rate is equal to 6% per
year.
The value of an Annuity Unit may increase or decrease from Valuation Period
to Valuation Period.
Using the Tables
Tables 2, 3, 5, and 6 are age-dependent. The amount of the first Income
Payment will be based on an age a specified number of years younger than
the person's then-attained age (i.e., age last birthday). This age setback
is as follows:
Date of First Payment Age Setback
1996-1999 1 year
2000-2009 2 years
2010-2019 4 years
2020-2029 5 years
2030 or later 6 years
We will calculate the amount for a payment frequency other than monthly and
for any ages not shown in Tables 2, 3, 5, and 6 in accordance with the next
section. Upon request, We will tell You any such amount.
Basis of Calculation
Tables 1 and 4 are based on interest at 6% and 3%, respectively. Tables 2,
3, 5, and 6 are based on the 1983 Individual Annuity Valuation Tables,
weighted 40% male and 60% female, with interest at 6% (Tables 2 and 3) and
3% (Tables 5 and 6), projected dynamically with Projection Scale G.
TABLE 1: FIRST MONTHLY PAYMENT PAYABLE UNDER VARIABLE OPTION A FOR EACH $1,000
APPLIED
Years Payment Years Payment Years Payment Years Payment
5 $19.17 12 $9.63 19 $7.24 25 $6.32
6 16.42 13 9.12 20 7.04 26 6.21
7 14.46 14 8.69 21 6.86 27 6.11
8 13.00 15 8.31 22 6.70 28 6.02
9 11.87 16 7.99 23 6.56 29 5.94
10 10.97 17 7.71 24 6.43 30 5.87
11 10.24 18 7.46
TABLE 2: FIRST MONTHLY PAYMENT PAYABLE UNDER VARIABLE OPTION B FOR EACH $1,000
APPLIED
Age Payment Age Payment Age Payment Age Payment Age Payment
30 $5.09 43 $5.40 56 $6.06 69 $7.47 82 $ 9.72
31 5.11 44 5.44 57 6.13 70 7.63 83 9.87
32 5.13 45 5.47 58 6.21 71 7.79 84 10.02
33 5.14 46 5.51 59 6.30 72 7.95 85 10.15
34 5.16 47 5.55 60 6.39 73 8.12 86 10.27
35 5.18 48 5.60 61 6.48 74 8.30 87 10.38
36 5.20 49 5.64 62 6.59 75 8.48 88 10.48
37 5.23 50 5.69 63 6.69 76 8.66 89 10.57
38 5.25 51 5.74 64 6.81 77 8.84 90 10.65
39 5.28 52 5.80 65 6.93 78 9.03 91 10.72
40 5.31 53 5.86 66 7.05 79 9.21 92 10.77
41 5.34 54 5.92 67 7.19 80 9.38 93 10.82
42 5.37 55 5.99 68 7.33 81 9.55 94 10.86
95 10.89
TABLE 3: FIRST MONTHLY PAYMENT PAYABLE UNDER VARIABLE OPTION C FOR EACH $1,000
APPLIED
COMBINATION OF AGES
30 35 40 45 50 55 60 65 70 75 80 85 90 95
30 $4.97$4.99$5.00$5.02$5.04$5.05$5.06$5.07$5.08$5.09$5.09$5.09 $5.10 $5.10
35 5.01 5.04 5.07 5.09 5.11 5.13 5.15 5.16 5.17 5.18 5.18 5.19 5.19
40 5.08 5.12 5.16 5.19 5.22 5.25 5.27 5.29 5.30 5.31 5.31 5.32
45 5.18 5.23 5.29 5.34 5.38 5.41 5.44 5.46 5.48 5.49 5.49
50 5.32 5.40 5.47 5.54 5.60 5.64 5.68 5.70 5.72 5.72
55 5.51 5.62 5.73 5.85 5.90 5.96 6.00 6.02 6.04
60 5.79 5.95 6.11 6.24 6.34 6.41 6.45 6.48
65 6.20 6.44 6.66 6.84 6.97 7.05 7.10
70 6.80 7.15 7.47 7.71 7.87 7.97
75 7.69 8.22 8.66 8.99 9.20
80 9.03 9.81 10.43 10.87
85 11.02 12.11 12.98
90 13.82 15.34
95 17.66
TABLE 4: MINIMUM MONTHLY PAYMENT PAYABLE UNDER FIXED OPTION A FOR EACH
$1,000 APPLIED
Years Payment Years Payment Years Payment Years Payment
5 $17.91 12 $8.24 19 $5.73 25 $4.71
6 15.14 13 7.71 20 5.51 26 4.59
7 13.16 14 7.26 21 5.32 27 4.47
8 11.68 15 6.87 22 5.15 28 4.37
9 10.53 16 6.53 23 4.99 29 4.27
10 9.61 17 6.23 24 4.84 30 4.18
11 8.86 18 5.96
TABLE 5: MINIMUM MONTHLY PAYMENT PAYABLE UNDER FIXED OPTION B FOR EACH
$1,000 APPLIED
Age Payment Age Payment Age Payment Age Payment Age Payment
30 $3.05 43 $3.46 56 $4.24 69 $5.79 82 $8.24
31 3.07 44 3.50 57 4.32 70 5.96 83 8.41
32 3.09 45 3.55 58 4.41 71 6.13 84 8.57
33 3.12 46 3.60 59 4.51 72 6.31 85 8.72
34 3.15 47 3.65 60 4.61 73 6.50 86 8.85
35 3.18 48 3.70 61 4.71 74 6.69 87 8.97
36 3.21 49 3.76 62 4.82 75 6.88 88 9.08
37 3.24 50 3.82 63 4.94 76 7.08 89 9.18
38 3.27 51 3.88 64 5.07 77 7.28 90 9.27
39 3.31 52 3.94 65 5.20 78 7.48 91 9.34
40 3.34 53 4.01 66 5.34 79 7.68 92 9.40
41 3.38 54 4.08 67 5.48 80 7.87 93 9.46
42 3.42 55 4.16 68 5.63 81 8.06 94 9.50
95 9.53
TABLE 6: MINIMUM MONTHLY PAYMENT PAYABLE UNDER FIXED OPTION C FOR EACH $1,
000 APPLIED
COMBINATION OF AGES
30 35 40 45 50 55 60 65 70 75 80 85 90 95
30 $2.88$2.92$2.95$2.98$3.00$3.01$3.02$3.03$3.04$3.04$3.04$3.05 $3.05 $3.05
35 2.97 3.02 3.06 3.09 3.12 3.14 3.15 3.16 3.17 3.17 3.18 3.18 3.18
40 3.09 3.15 3.20 3.24 3.27 3.30 3.32 3.33 3.34 3.34 3.34 3.35
45 3.24 3.31 3.38 3.44 3.48 3.51 3.53 3.54 3.55 3.56 3.56
50 3.43 3.53 3.62 3.69 3.74 3.78 3.80 3.82 3.83 3.83
55 3.68 3.81 3.93 4.02 4.09 4.13 4.16 4.18 4.19
60 4.01 4.19 4.35 4.47 4.56 4.61 4.65 4.66
65 4.47 4.73 4.94 5.11 5.21 5.28 5.32
70 5.11 5.48 5.78 6.00 6.13 6.21
75 6.04 6.57 6.99 7.28 7.46
80 7.40 8.16 8.75 9.15
85 9.38 10.46 11.29
90 12.18 13.68
95 16.02
Endorsements
To be inserted only by Us
Keyport
Life Insurance Company
Providence, Rhode Island
Variable Annuity Contract
Flexible Purchase Payments
Deferred Income Payments
Nonparticipating -- No Dividends
<PAGE>
EXHIBIT 4(l)
<PAGE>
INTERNAL VA EXCHANGE
ENDORSEMENT
We have issued this endorsement as part of the Certificate to which it is
attached.
For purposes of this endorsement, the term "VA" shall mean Your Keyport
Life Insurance Company variable annuity contract that You exchanged for
this variable annuity Certificate on the Certificate Date.
The third paragraph on page one is changed to read:
RIGHT TO EXAMINE CERTIFICATE: You may return this Certificate to
Us or the agent through whom You purchased it within 10 days
after You receive it. If so returned, We will treat the
Certificate as though it were never issued. Upon receipt We will
return Your VA and treat it as though it were never exchanged.
For purposes of the "Purchase Payments" section, the initial Purchase
Payment shall equal the full contract value of Your VA on the Certificate
Date of this Certificate less the contract maintenance charge amount
deducted from the VA.
For purposes of calculating any applicable contingent deferred sales charge
under the "Surrender Charge" and "Partial Withdrawals" sections:
(a) the initial Purchase Payment under this Certificate shall be
ignored;
(b) the Purchase Payments You made under Your VA shall be
treated as if they were made under this Certificate upon the
actual dates they were made to the VA; and
(c) if You made one or more withdrawals under your VA, any
withdrawal You make under this Certificate shall treat such
prior withdrawals as if they were made under this
Certificate upon the actual dates they were made from the
VA.
Signed for the Company:____________________________________________
Secretary
<PAGE>
EXHIBIT 4(m)
<PAGE>
INTERNAL VA EXCHANGE
ENDORSEMENT
We have issued this endorsement as part of the Contract to which it is
attached.
For purposes of this endorsement, the term "VA" shall mean Your Keyport
Life Insurance Company variable annuity contract that You exchanged for
this variable annuity Contract on the Contract Date.
The third paragraph on page one is changed to read:
RIGHT TO EXAMINE CONTRACT: You may return this Contract to Us or
the agent through whom You purchased it within 10 days after You
receive it. If so returned, We will treat the Contract as though
it were never issued. Upon receipt We will return Your VA and
treat it as though it were never exchanged.
For purposes of the "Purchase Payments" section, the initial Purchase
Payment shall equal the full contract value of Your VA on the Contract Date
of this Contract less the contract maintenance charge amount deducted from
the VA.
For purposes of calculating any applicable contingent deferred sales charge
under the "Surrender Charge" and "Partial Withdrawals" sections:
(a) the initial Purchase Payment under this Contract shall be
ignored;
(b) the Purchase Payments You made under Your VA shall be
treated as if they were made under this Contract upon the
actual dates they were made to the VA; and
(c) if You made one or more withdrawals under your VA, any
withdrawal You make under this Contract shall treat such
prior withdrawals as if they were made under this Contract
upon the actual dates they were made from the VA.
Signed for the Company:____________________________________________
Secretary
<PAGE>
EXHIBIT 10
<PAGE>
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption "Experts" in
the Statement of Additional Information and to the use of our reports dated
February 5, 1997, with respect to the consolidated financial statements of
Keyport Life Insurance Company, and March 14, 1997, with respect to the
financial statements of Keyport Life Insurance Company-Variable Account A,
included in this Post-Effective Amendment No. 5 to the Registration
Statement (Form N-4, Nos. 333-1043 and 811-7543).
/s/ERNST & YOUNG LLP
Boston, Massachusetts
July 30, 1997
<PAGE>
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
The Board of Directors
Keyport Life Insurance Company:
We consent to the use of our report and to the reference to our firm
under the heading "Experts" in the Statement of Additional Information,
both incorporated by reference into the Keyport Life Insurance Company Form
N-4 Post-Effective Amendment No. 5 (Registration Nos. 333-1043 and 811-
7543).
Our report dated February 16, 1996 contains an explanatory paragraph that
refers to a change in accounting by the Company to adopt the provisions of
Statement of Financial Accounting Standards No. 115, "Accounting for
Certain Investments in Debt and Equity Securities".
/s/KPMG Peat Marwick LLP
KPMG Peat Marwick LLP
Boston, Massachusetts
July 30, 1997
