<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 13, 1998
FILE NO. 333-01741
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 5 TO
REGISTRATION STATEMENT
ON
FORM S-6
FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933
OF SECURITIES OF UNIT INVESTMENT TRUSTS
REGISTERED ON FORM N-8B-2
CG CORPORATE INSURANCE VARIABLE LIFE SEPARATE
ACCOUNT 02
(EXACT NAME OF REGISTRANT)
CONNECTICUT GENERAL LIFE INSURANCE COMPANY
(NAME OF DEPOSITOR)
900 Cottage Grove Road, Hartford, Connecticut 06152
(ADDRESS OF DEPOSITOR'S PRINCIPAL EXECUTIVE OFFICES)
Depositor's Telephone Number, including Area Code
(860) 726-7276
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Mark A. Parsons, Esquire COPY TO:
Connecticut General Life Insurance George N. Gingold,
Company Esquire
900 Cottage Grove Road 197 King Philip Drive
Hartford, Connecticut 06152 West Hartford, CT
(NAME AND ADDRESS OF AGENT FOR 06117-1409
SERVICE)
</TABLE>
Approximate date of proposed public offering: Continuous
INDEFINITE NUMBER OF UNITS OF INTEREST IN VARIABLE LIFE INSURANCE CONTRACTS
(TITLE AND AMOUNT OF SECURITIES BEING REGISTERED)
An indefinite amount of the securities being offered by the Registration
Statement has been registered pursuant to Rule 24f-2 under the Investment
Company Act of 1940. The initial registration fee of $500 was paid with the
declaration.
Form 24F-2 was filed on February 27, 1998 for Registrant's fiscal year ended
December 31, 1997.
It is proposed that this filing will become effective:
_________ immediately upon filing pursuant to paragraph (b) of Rule 485
_________ on , pursuant to paragraph (b) of Rule 485
____X____ 60 days after filing pursuant to paragraph (a) of Rule 485
_________ on _______, pursuant to paragraph (a) of Rule 485
<PAGE>
CROSS REFERENCE SHEET
(RECONCILIATION AND TIE)
REQUIRED BY INSTRUCTION 4 TO FORM S-6
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ITEM OF FORM N-8B-2 LOCATION IN PROSPECTUS
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1 Cover Page Highlights
2 Cover Page
3 *
4 Distribution of Policies
5 The Company
6(a) The Variable Account
6(b) *
9 Legal Proceedings
10(a)-(c) Short-Term Right to Cancel the Policy; Surrenders;
Accumulation Value; Reports to Policy Owners
10(d) Right to Exchange for a Fixed Benefit Policy; Policy
Loans; Surrenders; Allocation of Net Premium Payments
10(e) Lapse and Reinstatement
10(f) Voting Rights
10(g)-(h) Substitution of Securities
10(i) Premium Payments; Transfers; Death Benefit; Policy
Values; Settlement Options
11 The Funds
12 The Funds
13 Charges; Fees
14 Issuance
15 Premium Payments; Transfers
16 The Variable Account
17 Surrenders
18 The Variable Account
19 Reports to Policy Owners
20 *
21 Policy Loans
22 *
23 The Company
24 Incontestability; Suicide; Misstatement of Age
25 The Company
26 Fund Participation Agreements
27 The Variable Account
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ITEM OF FORM N-8B-2 LOCATION IN PROSPECTUS
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28 Directors and Officers of the Company
29 The Company
30 *
31 *
32 *
33 *
34 *
35 *
37 *
38 Distribution of Policies
39 Distribution of Policies
40 *
41(a) Distribution of Policies
42 *
43 *
44 The Funds; Premium Payments
45 *
46 Surrenders
47 The Variable Account; Surrenders, Transfers
48 *
49 *
50 The Variable Account
51 Cover Page; Highlights; Premium Payments; Right to
Exchange for a Fixed Benefit Policy
52 Substitution of Securities
53 Tax Matters
54 *
55 *
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* Not Applicable
<PAGE>
INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A
REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION. THESE SECURITIES MAY NOT BE SOLD NOR MAY
OFFERS TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOMES
EFFECTIVE. THIS PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE
SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES
IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR
TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE.
<PAGE>
CONNECTICUT GENERAL LIFE INSURANCE COMPANY
[LOGO]
CG CORPORATE INSURANCE VARIABLE LIFE SEPARATE ACCOUNT 02
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HOME OFFICE LOCATION: MAILING ADDRESS:
900 COTTAGE GROVE ROAD CIGNA
BLOOMFIELD, CONNECTICUT CORPORATE VARIABLE PRODUCTS SERVICE CENTER
ROUTING S-324
HARTFORD, CT 06152-2324
(860) 726-7276
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THE CORPORATE FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY II
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This prospectus describes a flexible premium variable life insurance
contract ("Policy") offered in an individual form by Connecticut General Life
Insurance Company ("the Company"). This Policy is intended to provide life
insurance benefits. It allows flexible premium payments, a choice of underlying
funding options, and a choice of three death benefit options. Its value will
vary with the investment performance of the underlying funding options selected,
as may the death benefit payable by the Company upon the death of the Insured.
Policy values may be used to continue the Policy in force, may be borrowed
within certain limits, and may be fully or partially surrendered. Annuity
settlement options equivalent to the Death Benefit may be available for payment
to the Beneficiary upon the death of the Insured.
The Company offers seventeen funding vehicles under a Policy through the
Separate Account, each a diversified open-end management investment company
(commonly called a mutual fund) with a different investment objective: Alger
American Fund -- Small Capitalization Portfolio, MidCap Growth Portfolio and
Growth Portfolio; BT Insurance Funds Trust -- EAFE-Registered Trademark- Equity
Index Fund and Small Cap Index Fund; CIGNA Variable Products Group -- Money
Market Fund and S&P 500 Index Fund; Fidelity Variable Insurance Products Fund --
Equity-Income Portfolio and High Income Portfolio; Fidelity Variable Insurance
Products Fund II -- Investment Grade Bond Portfolio; Janus Aspen Series --
Worldwide Growth Portfolio; MFS-Registered Trademark- Variable Insurance
Trust-Registered Trademark- -- MFS Emerging Growth Series and MFS Total Return
Series; Templeton Variable Products Series Fund -- Templeton International Fund
Class 1; OCC Accumulation Trust -- OCC Equity Portfolio, OCC Managed Portfolio
and OCC Small Cap Portfolio.
The fixed interest option offered under the Policy is the Fixed Account.
Amounts held in the Fixed Account are guaranteed and will earn interest at a
rate guaranteed to be at least equal to the lesser of 4% per year or the
prevailing 30 day Treasury Bill Rate as of the last day of the preceding
calendar month. Unless specifically mentioned, this prospectus only describes
the variable investment options.
It may not be advantageous to replace existing insurance or supplement an
existing flexible premium variable life insurance policy with this Policy. This
entire Prospectus, and those of the Funds, should be read carefully to
understand the Policy being offered.
THIS PROSPECTUS IS VALID ONLY WHEN ACCOMPANIED BY THE CURRENT PROSPECTUSES OF
THE MUTUAL FUNDS AVAILABLE AS FUNDING OPTIONS FOR THE POLICIES OFFERED BY THIS
PROSPECTUS. ALL PROSPECTUSES SHOULD BE RETAINED FOR FUTURE REFERENCE.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION, NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
PRELIMINARY PROSPECTUS DATED: MARCH 13, 1998
<PAGE>
TABLE OF CONTENTS
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PAGE
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Definitions..................................... 3
Highlights...................................... 5
Initial Choices............................... 5
Charges and Fees.............................. 5
The Company..................................... 6
The Variable Account............................ 6
The Funds....................................... 7
General....................................... 12
Substitution of Securities.................... 12
Voting Rights................................. 12
Fund Participation Agreements................. 12
Death Benefit................................... 13
Death Benefit Options....................... 13
Changes in Death Benefit Option............. 13
Payment of Death Benefit.................... 14
Changes in Specified Amount................. 15
Premium Payments; Transfers..................... 15
Premium Payments............................ 15
Allocation of Net Premium Payments.......... 16
Transfers................................... 16
Charges; Fees................................... 17
Premium Load................................ 17
Policy Issue Fee............................ 17
Monthly Deductions.......................... 17
Administrative Fee.......................... 18
Transaction Fee for Excess Transfers........ 18
Mortality and Expense Risk Charge........... 18
Surrenders During First Three Policy Years
-- Refund of Portion of Premium Load....... 18
The Fixed Account............................... 19
Policy Values................................... 19
Accumulation Value.......................... 19
Variable Accumulation Unit Value............ 20
Surrender Value............................. 20
Surrenders...................................... 20
Partial Surrenders.......................... 20
Full Surrenders............................. 21
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Deferral of Payment and Transfers........... 21
Lapse and Reinstatement......................... 21
Lapse of a Policy........................... 21
Reinstatement of a Lapsed Policy............ 21
Policy Loans.................................... 21
Settlement Options.............................. 22
Additional Insurance Benefit.................... 22
Other Policy Provisions......................... 23
Issuance.................................... 23
Short-Term Right to Cancel the Policy....... 23
Policy Owner................................ 23
Beneficiary................................. 23
Right to Exchange for a Fixed Benefit
Policy..................................... 24
Incontestability............................ 24
Misstatement of Age......................... 24
Suicide..................................... 24
Nonparticipating Policies................... 24
Tax Matters..................................... 24
Policy Proceeds............................. 25
Taxation of the Company..................... 26
Section 848 Charges......................... 26
Other Matters................................... 27
Directors and Officers of the Company....... 27
Distribution of Policies.................... 27
Changes of Investment Policy................ 28
Other Contracts Issued by the Company....... 28
State Regulation............................ 28
Reports to Policy Owners.................... 28
Advertising................................. 29
Legal Proceedings........................... 29
Experts..................................... 29
Registration Statement...................... 29
Financial Statements........................ 30
Appendix 1...................................... 56
Illustration of Accumulation Values,
Surrender Values, and Death Benefits....... 56
</TABLE>
2
<PAGE>
DEFINITIONS
ACCUMULATION VALUE: The sum of the Fixed Account Value, Variable Account Value
and the Loan Account Value.
ACCUMULATION UNIT: A unit of measure used to calculate the value of a Variable
Account Sub-Account.
ADDITIONAL INSURANCE BENEFIT: A benefit that can be added to the Policy to
provide annually renewable term life insurance on the life of the Insured. This
benefit is excluded from the Specified Amount when calculating the charges and
fees for the Policy and when calculating the Guideline Annual Premium and the
Target Premium.
ADDITIONAL PREMIUMS: Any premium paid in addition to Planned Premiums.
CASE: A group of Policies covering individuals with common employment or other
relationship, independent of the Policies.
CERTIFICATE: The document which evidences the coverage of an Insured in a Case.
CODE: The Internal Revenue Code of 1986, as amended.
CORPORATE VARIABLE PRODUCTS SERVICE CENTER: The office of the Company to which
Premium Payments should be sent, notices given and any customer service requests
made. Mailing address: CIGNA, Corporate Variable Products Service Center,
Routing S-324, Hartford, CT 06152-2324.
CORRIDOR DEATH BENEFIT: The Death Benefit calculated as a percentage of the
Accumulation Value rather than by reference to the Specified Amount to satisfy
the Internal Revenue Service definition of "life insurance." (See "Payment of
Death Benefit").
COST OF INSURANCE: The portion of the Monthly Deduction designed to compensate
the Company for the anticipated cost of paying Death Benefits in excess of the
Accumulation Value, not including riders, supplemental benefits or monthly
expense charges.
DEATH BENEFIT: The amount payable to the beneficiary upon the death of the
Insured in accordance with the Death Benefit Option elected, before deduction of
the amount necessary to repay any loans in full and overdue deductions.
DEATH BENEFIT OPTION: Any of three methods for determining the Death Benefit.
FIXED ACCOUNT: The account under which principal is guaranteed and interest is
guaranteed to be credited at a rate at least equal to the lesser of 4% per year
or the prevailing 30 day Treasury Bill Rate as of the last day of the preceding
calendar month. Fixed Account assets are general assets of the Company held in
the Company's General Account.
FIXED ACCOUNT VALUE: The portion of the Accumulation Value, other than the Loan
Account Value, held in the Company's General Account.
FUND(S): One or more of Alger American Fund -- Small Capitalization Portfolio,
MidCap Growth Portfolio and Growth Portfolio; BT Insurance Funds Trust --
EAFE-Registered Trademark- Equity Index Fund and Small Cap Index Fund; CIGNA
Variable Products Group -- Money Market Fund and S&P 500 Index Fund; Variable
Insurance Products Fund -- Equity-Income Portfolio and High Income Portfolio;
Variable Insurance Products Fund II -- Investment Grade Bond Portfolio; Janus
Aspen Series -- Worldwide Growth Portfolio; MFS-Registered Trademark- Variable
Insurance Trust-Registered Trademark- -- MFS Emerging Growth Series and MFS
Total Return Series; Templeton Variable Products Series Fund -- Templeton
International Fund Class 1; OCC Accumulation Trust -- OCC Equity Portfolio, OCC
Managed Portfolio and OCC Small Cap Portfolio. Each of them is an open-end
management investment company (mutual fund) whose shares are available to fund
the benefits provided by the Policy.
GENERAL ACCOUNT: The Company's general asset account, in which assets
attributable to the non-variable portion of Policies are held.
GRACE PERIOD: The 61-day period following a Monthly Anniversary Day on which the
Policy's Net Accumulation Value is insufficient to cover the current Monthly
Deduction. The Company will send notice at least 31 days before the end of the
Grace Period that the Policy will lapse without value unless a sufficient
payment (described in the notification letter) is received by the Company.
GUIDELINE ANNUAL PREMIUM: The level amount of premium payment, calculated in
accordance with Rule 6e-3(T) under the Investment Company Act of 1940, required
to mature the Policy, excluding any Additional Insurance Benefit, under
guaranteed mortality and expense charges and an annual interest rate of 5%.
INSURED: The person on whose life the Policy is issued.
ISSUE AGE: The age of the Insured, to the nearest birthday, on the Issue Date.
ISSUE DATE: The date on which the Policy becomes effective, as shown in the
Policy Specifications.
LOAN ACCOUNT VALUE: An amount equal to the sum of all unpaid Policy loans and
loan interest.
3
<PAGE>
MONTHLY ANNIVERSARY DAY: The day of the month as shown in the Policy
Specifications, or the next Valuation Day if that day is not a Valuation Day or
is nonexistent for that month, when the Company makes the Monthly Deduction.
MONTHLY DEDUCTION: The monthly deduction made from the Net Accumulation Value;
this deduction includes the cost of insurance, an administrative expense charge,
and charges for supplemental riders or benefits, if applicable.
NET ACCUMULATION VALUE: The Accumulation Value less the Loan Account Value.
NET AMOUNT AT RISK: The Death Benefit before subtraction of outstanding loans,
if any, minus the Accumulation Value.
NET PREMIUM PAYMENT: The portion of a Premium Payment, after deduction of the
Premium Load, available for allocation to the Fixed Account and the Variable
Account Sub-Accounts.
OWNER: The Owner on the Date of Issue will be the person designated in the
Policy Specifications as having all ownership rights under the Policy. If no
person is designated as Owner, the Insured will be the Owner.
PLANNED PREMIUM: The amount of premium the Policy Owner chooses to pay the
Company on a scheduled basis.
POLICY: The life insurance contract described in this Prospectus, i.e., either
an individual Policy or a Certificate evidencing an Insured's coverage in a Case
under which flexible premium payments are permitted and the death benefit and
contract values may vary with the investment performance of the funding
option(s) selected.
POLICY YEAR: Each twelve-month period, beginning on the Issue Date, during which
the Policy is in effect.
PREMIUM LOAD: An amount equal to 6.5% of each Premium Payment, plus 45% of the
Premium Payment(s) in the first Policy Year up to Target Premium, plus 12% of
the Premium Payment(s) in Policy Years two through ten up to Target Premium. In
the event that the Specified Amount under a Policy is increased, other than
through a change in the Death Benefit Option, Premium Load also includes an
amount equal to 25% of the increase in the Target Premium, which will be
deducted from Premium Payments received during the 12 months following the
increase.
PREMIUM PAYMENT: A premium payment made under the Policy.
RIGHT-TO-EXAMINE PERIOD: The period of time following the issuance of the Policy
during which the Owner may return the Policy and receive a refund of premiums
paid, 10 days after the Policy is received by the Owner, unless otherwise
stipulated by state law requirements.
SETTLEMENT OPTION(S): Several ways in which the Beneficiary may receive a Death
Benefit, or in which the Owner may choose to receive payments upon surrender of
the Policy, through the attachment of a rider.
SPECIFIED AMOUNT: The amount (at least $50,000), including any additional
Insurance Benefit, originally chosen by the Policy Owner, which is used in the
determination of the Death Benefit, and which may be increased or decreased as
described in this Prospectus. The Additional Insurance Benefit is excluded from
the Specified Amount when calculating charges and fees for the Policy and when
calculating the Guideline Annual Premium and the Target Premium.
SUB-ACCOUNT: That portion of the Variable Account which is invested in shares of
a specific Fund.
SURRENDER VALUE: The amount an Owner can receive in cash by surrendering the
Policy. This equals the Net Accumulation Value plus any Premium Load credits if
a surrender occurs within 36 months of issue. All of the Surrender Value may be
applied to one or more of the Settlement Options.
TARGET PREMIUM: An amount of premium specified in the Policy which varies based
on the Insured's Issue Age, sex, and Specified Amount. The Premium Load applied
to premiums paid in the first ten Policy Years and the Premium Load credit at
surrender in the first three Policy Years is higher on premium paid up to Target
Premium and lower on premium paid above Target Premium.
VALUATION DAY: Every day on which Accumulation Units are valued; any day on
which the New York Stock Exchange is open, except any day on which trading on
the Exchange is restricted, or on which an emergency exists, as determined by
the Securities and Exchange Commission, so that valuation or disposal of
securities is not practicable.
VALUATION PERIOD: The period of time beginning on the day following a Valuation
Day and ending on the next Valuation Day. A Valuation Period may be more than
one day in length.
VARIABLE ACCOUNT: CG Corporate Insurance Variable Life Separate Account 02.
Consists of all Sub-Accounts invested in shares of the Funds. Variable Account
assets are kept separate from the general assets of the Company and are not
chargeable with the general liabilities of the Company.
VARIABLE ACCOUNT VALUE: The portion of the Accumulation Value attributable to
the Variable Account.
4
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HIGHLIGHTS
The Policy is a flexible premium variable life insurance
policy. Its values may be accumulated on a fixed or variable
basis or a combination of fixed and variable bases. The
Policy's provisions may vary in some states.
INITIAL CHOICES
TO BE MADE
When purchasing a Policy, the Owner makes three important
choices:
1) Selecting one of the three Death Benefit Options;
2) Selecting the amount of Premium Payments to make; and
3) Selecting how Net Premium Payments will be allocated
among the available funding options.
LEVEL OR VARYING
DEATH BENEFIT
At the time of purchase, the Policy Owner (also called the
"Owner" in this Prospectus) must choose among the three
Death Benefit Options. The amount payable under any option
will be determined as of the date of the Insured's death.
Under the level Death Benefit Option, the Death Benefit will
be the greater of the Specified Amount, or the Corridor
Death Benefit. Under the "return of premium" Death Benefit
Option, the Death Benefit payable will be the greater of the
Specified Amount plus total Premium Payments made, or the
Corridor Death Benefit. Under the varying Death Benefit
Option, the Death Benefit will be the greater of the
Specified Amount plus the Accumulation Value, or the
Corridor Death Benefit (See "Death Benefit").
AMOUNT OF
PREMIUM PAYMENT
At the time of purchase, the Policy Owner must also choose
the amount of premium to be paid. The Owner may vary Premium
Payments to some extent and still keep the Policy in force.
If the Policy lapses it may be reinstated (See "Lapse and
Reinstatement"). Premium Payments are refundable during the
Right-to-Examine Period.
SELECTION OF
FUNDING
VEHICLE(S)
The Policy Owner must choose how to allocate Net Premium
Payments. Net Premium Payments allocated to the Variable
Account may be allocated to one or more Sub-Accounts of the
Variable Account, each of which invests in shares of a
particular Fund. The Fixed Account may also be elected as an
allocation option. The Initial Premium Payment will be
allocated to CIGNA Variable Products Group's Money Market
Fund of the Variable Account following the expiration of the
Right-to-Examine Period as described in "Short-Term Right to
Cancel the Policy" at page 23 of this Prospectus. The
variable portion of a Policy is supported by the Fund(s)
selected as funding vehicle(s). The portion of the Variable
Account Value attributable to a particular Fund through the
Sub-Account of the Variable Account is not guaranteed and
will vary with the investment performance of that Fund.
CHARGES
AND FEES
There is a 6.5% Premium Load on all Premium Payments, and an
additional 45% Premium Load on Premium Payments of up to
Target Premium in the first Policy Year, and an additional
12% Premium Load on Premium Payments up to Target Premium in
Policy Years two through ten. In the event that the
Specified Amount under a Policy is increased, other than
through a change in Death Benefit Option, an additional 25%
Premium Load on Premium Payments up to the increase in the
Target Premium will be deducted from premiums received
during the 12 months following the increase, to the extent
such Premium Payments are attributable to the increase in
Specified Amount rather than to the previously existing
Specified Amount. Of the 6.5% Premium Load, the Company
estimates that 1.25% is for certain tax liabilities, 2.25%
will be used for premium taxes, and 3.0% is for sales load.
See "Charges; Fees -- Premium Load" at page 17 of this
Prospectus.
Monthly deductions are made for the Cost of Insurance and
any Additional Insurance Benefits.
A one-time policy issue charge of $175 and monthly
deductions of $8 per month are also made for administrative
expenses.
Daily charges from Variable Account Value and Fixed Account
Value are made for the mortality and expense risk, currently
at the annual rate of .70% during the first fifteen Policy
Years and .25% thereafter.
5
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Daily charges from Variable Account Value and Fixed Account
Value are made for administrative expenses, currently at the
annual rate of .10% during the first fifteen Policy Years.
Investment results for each Sub-Account are affected by each
Fund's daily charge for investment advisory fees; these
charges vary by Fund and are shown at pp. 10-11 of this
Prospectus.
A transaction fee of $25 is imposed for each partial
surrender and for certain transfers in excess of four per
Policy Year.
Interest is charged on Policy loans. The net interest spread
(the amount by which interest charged exceeds interest
credited) is currently .80% per year in the first fifteen
Policy Years and .25% per year thereafter.
See also "Expense Data" at pages 10-11 of this Prospectus.
REDUCTION OF
CHARGES
This Policy is available for purchase by corporations and
other groups or sponsoring organizations on a Case basis.
The Company reserves the right to reduce premium loads or
any other charges on certain Cases where it is expected that
the amount or nature of such Cases will result in savings of
sales, underwriting, administrative or other costs.
Eligibility for these reductions and the amount of
reductions will be determined by a number of factors,
including the number of lives to be insured, the total
premiums expected to be paid, total assets under management
for the Policy Owner, the nature of the relationship among
the insured individuals, the purpose for which the Policies
are being purchased, expected persistency of the individual
Policies, and any other circumstances which the Company
believes to be relevant to the expected reduction of its
expenses. Some of these reductions may be guaranteed and
others may be subject to withdrawal or modification by the
Company on a uniform Case basis. Reductions in charges will
not be unfairly discriminatory to any Policy Owners.
THE COMPANY
The Company is a stock life insurance company incorporated
in Connecticut in 1865. Its Home Office mailing address is
Hartford, Connecticut 06152, Telephone (860) 726-7276. It
has obtained authorization to do business in fifty states,
the District of Columbia and Puerto Rico. The Company issues
group and individual life and health insurance policies and
annuities. The Company has various wholly-owned subsidiaries
which are generally engaged in the insurance business. The
Company is a wholly-owned subsidiary of Connecticut General
Corporation, Bloomfield, Connecticut. Connecticut General
Corporation is wholly-owned by CIGNA Holdings Inc.,
Philadelphia, Pennsylvania which is in turn wholly-owned by
CIGNA Corporation, Philadelphia, Pennsylvania. Connecticut
General Corporation is the holding company of various
insurance companies, one of which is Connecticut General
Life Insurance Company.
Effective January 1, 1998, the individual life insurance and
annuity business of CIGNA's Individual Insurance division
was sold to subsidiaries of Lincoln National Corporation,
principally through an indemnity reinsurance transaction,
for approximately $1.4 billion in cash. The Policies
described in this Prospectus are not part of or affected by
that transaction.
The Company markets the Policies through licensed insurance
brokers and agents who are registered representatives of
broker-dealers which are members of the National Association
of Securities Dealers, Inc.
The Company, in common with other insurance companies, is
subject to regulation and supervision by the regulatory
authorities of the states in which it is licensed to do
business. A license from the state insurance department is a
prerequisite to the transaction of insurance business in
that state. In general, all states have statutory
administrative powers. Such regulation relates, among other
things, to licensing of insurers and their agents, the
approval of policy forms, the methods of computing reserves,
the form and content of statutory financial statements, the
amount of policyholders' and stockholders' dividends, and
the type of distribution of investments permitted. A blanket
bond for $100 million covers all of the officers and
employees of the Company.
6
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THE VARIABLE
ACCOUNT
CG Corporate Insurance Variable Life Separate Account 02
("Variable Account") was established pursuant to a February
23, 1996 resolution of the Board of Directors of the
Company. Under Connecticut insurance law, the income, gains
or losses of the Variable Account are credited without
regard to the other income, gains or losses of the Company.
The Company serves as the custodian of the assets of the
Variable Account. These assets are held for the Policies.
Although the assets maintained in the Variable Account will
not be charged with any liabilities arising out of any other
business conducted by the Company, all obligations arising
under the Policies are general corporate liabilities of the
Company. Any and all distributions made by the Funds with
respect to shares held by the Variable Account will be
reinvested in additional shares at net asset value.
Deductions and surrenders from the Variable Account will, in
effect, be made by surrendering shares of the Funds at net
asset value. On each Valuation Day of each Fund, the
Variable Account purchases or redeems Fund shares based on a
netting of all transactions for that day. Shares of the
Funds held in the Variable Account are held by the Company
through an open account system, which makes unnecessary the
issuance and delivery of stock certificates.
The Variable Account is registered with the Securities and
Exchange Commission ("Commission") as a unit investment
trust under the Investment Company Act of 1940 ("1940 Act").
Such registration does not involve supervision of the
Variable Account or the Company's management or investment
practices or policies by the Commission. The Company does
not guarantee the Variable Account's investment performance.
The Company has other separate accounts registered as unit
investment trusts with the Commission for the purpose of
funding the Company's variable annuity contracts and other
variable life insurance policies.
THE FUNDS
Each of the seventeen Sub-Accounts of the Variable Account
is invested solely in the shares of one of the seventeen
Funds available as funding vehicles under the Policies. Each
of the Funds is a series of one of nine entities, all
Massachusetts or Delaware business trusts. Each such entity
is registered as an open-end, diversified management
investment company under the 1940 Act. These entities are
collectively referred to herein as the "Trusts."
The nine Trusts and their Investment advisers and
distributors are:
Alger American Fund ("Alger Trust"), managed by Fred
Alger Management, Inc., 75 Maiden Lane, New York, NY
10038 and distributed by Fred Alger & Company,
Incorporated, 30 Montgomery Street, Jersey City, NJ
07302;
BT Insurance Funds Trust ("BT Trust"), managed by
Bankers Trust Company, 130 Liberty Street, New York, NY
10006; and distributed by First Data Distributors, Inc.,
4400 Computer Drive, Westborough, MA 01581;
CIGNA Variable Products Group ("CIGNA Group"), managed
by CIGNA Investments, Inc. and distributed by CIGNA
Financial Advisors, Inc., 900 Cottage Grove Road,
Hartford, CT 06152;
Variable Insurance Products Fund ("Fidelity VIP"), and
Variable Insurance Products Fund II ("Fidelity VIP II"),
managed by Fidelity Management & Research Company and
distributed by Fidelity Distribution Corporation, 82
Devonshire Street, Boston, MA 02103;
Janus Aspen Series ("Janus Series"), managed by Janus
Capital Corporation, 100 Fillmore Street, Denver, CO
80206-4923, and self-distributed;
MFS-Registered Trademark- Variable Insurance
Trust-Registered Trademark- ("MFS Trust"), managed by
Massachusetts Financial Services Company and distributed
by MFS Fund Distributors, Inc., 500 Boylston Street,
Boston, MA 02116;
7
<PAGE>
OCC Accumulation Trust ("OCC Trust") (formerly Quest for
Value Accumulation Trust), managed by OpCap Advisors
(formerly Quest for Value Advisors) and distributed by
OCC Distributors (formerly Quest for Value
Distributors), One World Financial Center, New York, NY
10281.
Templeton Variable Products Series Fund ("Templeton
Trust"), International Fund managed by Templeton
Investment Counsel, Inc., 500 E. Broward Blvd., Broward
Financial Centre, Fort Lauderdale, FL 33394-3091; and
distributed by Franklin Templeton Distributors, Inc.,
P.O. Box 33030, St. Petersburg, FL 33733-8030;
Three Funds of ALGER TRUST are available under the Policies:
Alger American Small Capitalization Portfolio;
Alger American MidCap Growth Portfolio;
Alger American Growth Portfolio.
Two Funds of BT TRUST are available under the Policies:
EAFE-Registered Trademark- Equity Index Fund;
Small Cap Index Fund.
Two Funds of the CIGNA GROUP are available under the
Policies:
CIGNA VP Money Market Fund;
CIGNA VP S&P 500 Index Fund.
Two Funds of FIDELITY VIP are available under the Policies:
Equity-Income Portfolio ("Fidelity Equity-Income
Portfolio");
High Income Portfolio ("Fidelity High Income
Portfolio").
One Fund of FIDELITY VIP II is available under the Policies.
Investment Grade Bond Portfolio ("Fidelity VIP II
Investment Grade Bond Portfolio").
One Fund of JANUS ASPEN Series is available under the
Policies:
Worldwide Growth Portfolio.
Two Funds of MFS Trust are available under the Policies:
MFS Emerging Growth Series;
MFS Total Return Series.
Three Funds of OCC Trust are available under the Policies:
OCC Equity Portfolio;
OCC Managed Portfolio;
OCC Small Cap Portfolio.
One Fund of the TEMPLETON TRUST is available under the
Policies:
Templeton International Fund, Class 1.
The investment advisory fees charged the Funds by their
advisers are shown on pages 10 and 11 of this Prospectus.
There follows a brief description of the investment
objective and program of each Fund. There can be no
assurance that any of the stated investment objectives will
be achieved.
ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO (SMALL CAP
STOCKS): Seeks long-term capital appreciation by investing
in a diversified, actively managed portfolio of equity
securities, primarily of companies whose total market
capitalization lies within the range of companies included
in the Russell 2000 Growth Index or the S&P Small Cap 600
Index.
ALGER AMERICAN MIDCAP GROWTH PORTFOLIO (SMALL CAP STOCKS):
Seeks long-term capital appreciation by investing in a
diversified, actively managed portfolio of equity
securities, primarily of companies whose total market
capitalization is within the range of companies included in
the S&P MidCap 400 Index.
ALGER AMERICAN GROWTH PORTFOLIO (LARGE CAP STOCKS): Seeks
long-term capital appreciation by investing in a
diversified, actively managed portfolio of equity
securities, primarily of companies whose total market
capitalization is $1 billion or greater.
8
<PAGE>
BT TRUST EAFE-REGISTERED TRADEMARK- EQUITY INDEX FUND
(INTERNATIONAL STOCKS): Seeks to replicate as closely as
possible (before deduction of fund expenses) the total
return of the Europe, Australia, Far East Index.
BT TRUST SMALL CAP INDEX FUND (SMALL CAP STOCKS): Seeks to
replicate as closely as possible (before deduction of fund
expenses) the total return of the Russell 2000 Small Stock
Index.
CIGNA VP MONEY MARKET FUND (MONEY MARKET): Seeks to provide
as high a level of current income as is consistent with the
preservation of capital and liquidity and the maintenance of
a stable $1.00 per share net asset value by investing in
short-term money market instruments.
CIGNA VP S&P 500 INDEX FUND (LARGE CAP STOCKS): Seeks to
achieve its objective of long-term growth of capital by
attempting to replicate the composition and total return,
reduced by fund expenses, of the Standard & Poor's 500
Composite Stock Price Index.
FIDELITY VIP HIGH INCOME PORTFOLIO (HIGH YIELD BONDS): Seeks
high current income by investing mainly in high-yielding
debt securities with an emphasis on lower quality
securities.
FIDELITY VIP EQUITY-INCOME PORTFOLIO (LARGE CAP STOCKS):
Seeks reasonable income by investing primarily in
income-producing equity securities, with some potential for
capital appreciation, seeking a yield that exceeds the
composite yield on the securities comprising the Standard
and Poor's Composite Index of 500 Stocks.
FIDELITY VIP II INVESTMENT GRADE BOND PORTFOLIO (FIXED
INCOME -- INTERMEDIATE TERM BONDS): Seeks as high a level of
current income as is consistent with the preservation of
capital in a broad range of investment grade fixed income
securities.
JANUS ASPEN SERIES WORLDWIDE GROWTH PORTFOLIO (GLOBAL
STOCKS): Seeks long-term growth of capital by investing
primarily in common stocks of foreign and domestic issuers.
MFS EMERGING GROWTH SERIES (LARGE CAP STOCKS): Seeks
long-term growth of capital by investing primarily in common
stocks of companies management believes to be early in their
life cycle but which have the potential to become major
enterprises.
MFS TOTAL RETURN SERIES (BALANCED OR TOTAL RETURN): Seeks
primarily to obtain above average income (compared to a
portfolio entirely invested in equity securities) consistent
with the prudent employment of capital, and secondarily to
provide a reasonable opportunity for growth of capital and
income.
OCC SMALL CAP PORTFOLIO (SMALL CAP STOCKS): Seeks capital
appreciation through investments in a diversified portfolio
of equity securities of companies with market
capitalizations of under $1 billion.
OCC MANAGED PORTFOLIO (BALANCED OR TOTAL RETURN): Seeks
growth of capital over time through investment in a
portfolio of common stocks, bonds and cash equivalents, the
percentage of which will vary based on management's
assessment of relative investment values.
OCC EQUITY PORTFOLIO (LARGE CAP STOCKS): Seeks long-term
capital appreciation through investment in a diversified
portfolio of equity securities on the basis of a value
oriented approach to investing.
TEMPLETON INTERNATIONAL FUND CLASS 1 (INTERNATIONAL STOCKS):
Seeks long-term capital growth through a flexible policy of
investing in stocks and debt obligations of companies and
governments outside the United States.
The Fidelity VIP Equity-Income Portfolio, Fidelity VIP High
Income Portfolio, MFS Total Return Series, MFS Emerging
Growth Series, Janus Aspen Series Worldwide Growth
Portfolio, OCC Equity Portfolio, OCC Managed Portfolio, OCC
Small Cap Portfolio, and Templeton International Fund Class
1 portfolios may invest in non-investment grade, high yield,
high-risk debt securities (commonly referred to as "junk
bonds"), as detailed in the individual Fund prospectuses.
9
<PAGE>
EXPENSE DATA
The purpose of the following Table is to help Purchasers and prospective
purchasers understand the costs and expenses that are borne, directly and
indirectly, by Purchasers assuming that all Net Premium Payments are allocated
to the Variable Account. The table reflects expenses of the Variable Account as
well as of the Individual Funds underlying the Variable Sub-Accounts. The
Mortality and Expense Risk Charge shown is the currently charged rate during the
first fifteen Policy Years. It currently declines to .25% per year in the
sixteenth Policy Year. The Mortality and Expense Risk Charge is guaranteed not
to exceed .90% per year. The Administrative Expense Charge shown is the
currently charged rate during the first fifteen Policy Years. It is guaranteed
not to exceed .30% per year. (Continued on Page 11)
FEE TABLE
<TABLE>
<CAPTION>
FIDELITY VARIABLE INSURANCE MFS-REGISTERED TRADEMARK-
PRODUCTS FUNDS VARIABLE INSURANCE
ALGER AMERICAN FUNDS ----------------------------- TRUST-REGISTERED TRADEMARK-
--------------------------- INVESTMENT ----------------------
SMALL MIDCAP HIGH EQUITY- GRADE EMERGING TOTAL
CAP GROWTH GROWTH INCOME INCOME BOND GROWTH RETURN
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO SERIES SERIES
------- ------- ------- ------- --------- ------- --------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
SEPARATE ACCOUNT
ANNUAL EXPENSES
Mortality and
Expense Risk
Charge............. 0.70% 0.70% 0.70% 0.70% 0.70% 0.70% 0.70% 0.70%
Administrative
Expense Charge..... 0.10% 0.10% 0.10% 0.10% 0.10% 0.10% 0.10% 0.10%
------- ------- ------- ------- --- ------- --- ---
TOTAL SEPARATE
ACCOUNT ANNUAL
EXPENSES........... 0.80% 0.80% 0.80% 0.80% 0.80% 0.80% 0.80% 0.80%
FUND PORTFOLIO
ANNUAL OPERATING
EXPENSES
Management Fees..... 0.85% 0.80% 0.75% 0.59% 0.51%(1) 0.45% 0.75% 0.75%
Other Expenses...... 0.03% 0.04% 0.04% 0.12% 0.07% 0.13% 0.25%(2) 0.25%(2)
------- ------- ------- ------- --- ------- --- ---
TOTAL FUND PORTFOLIO
ANNUAL OPERATING
EXPENSES........... 0.88% 0.84% 0.79% 0.71% 0.58% 0.58% 1.00%(3) 1.00%(3)
</TABLE>
- ------------------------------
(1) A portion of the brokerage commissions that certain funds pay was used to
reduce funds expenses. In addition, certain funds have entered into
arrangements with their custodian and transfer agent whereby interest
earned on uninvested cash balances was used to reduce custodian and
transfer agent expenses. Including these reductions, the total operating
expenses presented in the table would have been .56% for the Equity Income
Portfolio.
(2) Each Series has an expense offset arrangement which reduces the Series'
custodian fee based upon the amount of cash maintained by the Series with
its custodian and dividend disbursing agent, and may enter into other such
arrangements and directed brokerage arrangements (which would also have the
effect of reducing the Series' expenses). Any such fee reductions are not
reflected under "Other Expenses".
(3) The Adviser has agreed to bear expenses for each Series, subject to
reimbursement by each Series, such that each Series' "Other Expenses" shall
not exceed 0.25% of the average daily net assets of the Series during the
current fiscal year. Otherwise, "Other Expenses" for the Emerging Growth
Series and MFS Total Return Series would be 0.41% and 1.35% respectively
and "Total Operating Expenses" would be 1.16% and 2.10% respectively. See
"Information Concerning Shares of Each Series -- Expenses" in the
applicable fund's prospectus.
10
<PAGE>
The table does not reflect the monthly deductions for the cost of insurance
and any riders, nor does it reflect the administrative expense monthly
deduction of $8 or the $175 policy issue charge. It also does not reflect
premium loads, administrative charges for transfers and partial surrenders,
and any policy loan interest. The information set forth should be considered
together with the information provided in this Prospectus under the heading
"Charges and Fees", and in each Fund's Prospectus. All expenses are
expressed as a percentage of average account value.
FEE TABLE (CONTINUED)
<TABLE>
<CAPTION>
TEMPLETON
JANUS VARIABLE BT TRUST
ASPEN PRODUCTS ------------------------- CIGNA VARIABLE
SERIES ------------- EAFE- PRODUCTS
OCC TRUST --------- TEMPLETON REGISTERED ------------------
- ------------------------------- WORLDWIDE INTERNATIONAL TRADEMARK- MONEY S&P 500
SMALL CAP MANAGED EQUITY GROWTH FUND EQUITY INDEX SMALL CAP MARKET INDEX
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO CLASS 1 FUND INDEX FUND FUND FUND
- --------- ------- --------- --------- ------------- ------------ ---------- -------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
0.70 % 0.70% 0.70% 0.70% 0.70% 0.70% 0.70% 0.70% 0.70%
0.10 % 0.10% 0.10% 0.10% 0.10% 0.10% 0.10% 0.10% 0.10%
- --- ------- --- --- --- --- ----- --- -------
0.80 % 0.80% 0.80% 0.80% 0.80% 0.80% 0.80% 0.80% 0.80%
0.80 % 0.80% 0.80% 0.66% 0.70% 0.34% 0.22% 0.35% 0.25%
0.22 % 0.10% 0.22% 0.14% 0.18% 0.31% 0.23% 0.15% 0.00%
- --- ------- --- --- --- --- ----- --- -------
1.02 %(4) 0.90%(4) 1.02%(4) 0.80%(5) 0.88%(6) 0.65%(7) 0.45%(7) 0.50%(8) 0.25%(8)
</TABLE>
- ------------------------------
(4) The annual expenses of OCC Accumulation Trust Portfolios (the "Portfolios")
as of December 31, 1996 have been restated to reflect new management fee
and expense limitation arrangements in effect as of May 1, 1996.
Additionally, Other Expenses are shown gross of certain expense offsets
afforded the Portfolios which effectively lowered overall custody expenses.
Effective May 1, 1996, the expenses of the Portfolios were contractually
limited by OpCap Advisors so that their respective annualized operating
expenses (net of any expense offsets) do not exceed 1.25% of their
respective average daily net assets. Furthermore, through December 31,
1997, the annualized operating expenses of the Managed, Equity, and Small
Cap Portfolios will be voluntarily limited by OpCap Advisors so that
annualized operating expenses (net of any expense offsets) of these
Portfolios do not exceed 1.00% of their respective average daily net
assets. Without such contractual and voluntary expense limitations and
without giving effect to any expense offsets, the Management Fees, Other
Expenses and Total Portfolio Annual Expenses incurred for the fiscal year
ended December 31, 1996 would have been: .80%, .10% and .90%, respectively,
for the Managed Portfolio; and .80%, .26% and 1.06%, respectively, for the
Small Cap Portfolio, and .80%, .31%, and 1.11%, respectively, for the
Equity Portfolio.
(5) The fees and expenses in the table above are based on gross expenses before
expense offset arrangements for the fiscal year ended December 31, 1996.
The information for each Portfolio is net of fee waivers or reductions from
Janus Capital. Fee reductions for the Worldwide Growth Portfolio reduce the
management fee to the level of the corresponding Janus retail fund. Other
waivers, if applicable, are first applied against the management fee and
then against other expenses. Without such waivers or reductions, the
Management Fee, Other Expenses and Total Operating Expenses would have been
0.77%, 0.14%, and 0.91%. Janus Capital may modify or terminate the waivers
or reductions at any time upon at least 90 days notice to the Trustees.
(6) Management Fees and Total Operating Expenses have been restated to reflect
the management fee schedule approved by shareholders and effective on May
1, 1997. See fund prospectus for details. Actual management fees and total
fund operating expenses before May 1, 1997 were lower.
(7) Without expense waivers and reimbursements, the total operating expenses
for EAFE-Registered Trademark- Equity Index Fund and Small Cap Index Fund
would have been 0.85% and 0.73%, respectively.
(8) The Funds' investment adviser has voluntarily agreed to waive such portion
of its management fee as is necessary to cause the Total Fund Portfolio
Annual Expenses of the Fund not to exceed .50% of the Money Market Fund's
average daily net asset value and .25% of the S&P 500 Index Fund's average
daily net asset value. If this is not sufficient to cause the Total Fund
Portfolio Annual Expenses of the VP Money Market Fund and VP S&P 500 Index
Fund not to exceed the applicable percentage of average daily net asset
value, the adviser has agreed to pay such other expenses of the Funds as is
necessary to keep Total Fund Portfolio Annual Expenses from exceeding the
applicable percentage. This arrangement will continue in effect until May
1, 1998 and afterwards to the extent described in the Funds' then current
prospectus. To the extent management fees are waived by the adviser, or
expenses of a Fund are paid by the adviser, the total return to
shareholders will increase. Total return to shareholders will decrease to
the extent management fees are no longer waived or expenses of the Fund are
no longer paid. Total Fund Portfolio Annual Expenses would have been 1.53%
and 0.64% for VP Money Market and VP S&P 500 Index Fund, respectively,
prior to reimbursement by the adviser.
11
<PAGE>
GENERAL
There is no assurance that the investment objective of any
of the Funds will be met. A Policy Owner bears the complete
investment risk for Accumulation Values allocated to a
Sub-Account. Each of the Sub-Accounts involves inherent
investment risk, and such risk varies significantly among
the Sub-Accounts. Policy Owners should read each Fund's
prospectus carefully and understand the Funds' relative
degrees of risk before making or changing investment
choices. Additional Funds may, from time to time, be made
available as investments to underlie the Policies. However,
the right to make such selections will be limited by the
terms and conditions imposed on such transactions by the
Company (See "Premium Payments").
SUBSTITUTION OF SECURITIES
If the shares of any Fund should no longer be available for
investment by the Variable Account or if, in the judgment of
the Company, further investment in such shares should become
inappropriate in view of the investment objectives of the
Policies, the Company may substitute shares of another Fund.
No substitution of securities in any Sub-Account may take
place without prior approval of the Commission and under
such requirements as it may impose.
VOTING RIGHTS
In accordance with its view of present applicable law, the
Company will vote the shares of each Fund held in the
Variable Account at special meetings of the shareholders of
the particular Series Fund in accordance with written
instructions received from persons having the voting
interest in the Variable Account. The Company will vote
shares for which it has not received instructions, as well
as shares attributable to it, in the same proportion as it
votes shares for which it has received instructions. The
Series Funds do not hold regular meetings of shareholders.
The number of shares which a person has a right to vote will
be determined as of a date to be chosen by the appropriate
Series Fund not more than sixty (60) days prior to the
meeting of the particular Series Fund. Voting instructions
will be solicited by written communication at least fourteen
(14) days prior to the meeting.
The Funds' shares are issued and redeemed only in connection
with variable annuity contracts and variable life insurance
policies issued through separate accounts of the Company and
other life insurance companies and in some cases, qualified
plans. The Series Funds do not foresee any disadvantage to
Policy Owners arising out of the fact that shares may be
made available to separate accounts which are used in
connection with both variable annuity and variable life
insurance products, and with both the separate accounts of
the Company and those of other life insurance companies.
Nevertheless, the Series Funds' Boards intend to monitor
events in order to identify any material irreconcilable
conflicts which may possibly arise and to determine what
action, if any, should be taken in response thereto. If such
a conflict were to occur, one of the separate accounts might
withdraw its investment in a Fund. This might force a Fund
to sell portfolio securities at disadvantageous prices.
FUND PARTICIPATION AGREEMENTS
The Company has entered into agreements with the various
Trusts and their advisers or distributors under which the
Company makes the Funds available under the Policies and
performs certain administrative services. In some cases, the
advisers or distributors may compensate the Company
therefor.
12
<PAGE>
DEATH BENEFIT
DEATH BENEFIT OPTIONS
Three different Death Benefit Options are available. The
amount payable under each option will be determined as of
the date of the Insured's death. Option B will be in effect
unless Option A or Option C has been elected in the
application for the Policy or unless a change has been
allowed.
Under OPTION A the Death Benefit will be the greater of the
Specified Amount (a minimum of $50,000 as of the date of
this Prospectus) plus the Accumulation Value, or the
Corridor Death Benefit. Option A provides a varying Death
Benefit which increases or decreases over time, depending on
the amount of premium paid and the investment performance of
the underlying funding options chosen.
Under OPTION B the Death Benefit will be the greater of the
Specified Amount or Corridor Death Benefit. Option B
provides a level Death Benefit until the Corridor Death
Benefit exceeds the Specified Amount.
Under OPTION C, the Death Benefit will be the greater of the
Specified Amount plus Premium Payments made, or the Corridor
Death Benefit. Option C provides a Death Benefit which
increases based on Premium Payments.
Under each of Option A, Option B, and Option C the amount
payable upon death will be the Death Benefit, reduced by
partial surrenders and by the amount necessary to repay any
loans in full.
CHANGES IN DEATH BENEFIT OPTION
A Death Benefit Option change will be allowed upon the
Owner's written request to the Corporate Variable Products
Service Center in form satisfactory to the Company, subject
to the following conditions:
- The change will take effect on the Monthly Anniversary
Day following the date of receipt of the request.
- No change in the Death Benefit Option may reduce the
Specified Amount below $50,000.
- For changes from Option B to Option A, the new Specified
Amount will equal the Death Benefit less the Accumulation
Value at the time of the change.
- For changes from Option B to Option C, the new Specified
Amount will equal the Death Benefit less premiums paid at
the time of the change.
- For changes from Option A to Option B, the new Specified
Amount will equal the Death Benefit at the time of the
change.
- For changes from Option A to Option C, the new Specified
Amount will equal the Death Benefit less premiums paid at
the time of the change.
- For changes from Option C to Option A, the new Specified
Amount will equal the Death Benefit less the Accumulation
Value at the time of the change.
- For changes from Option C to Option B, the new Specified
Amount will equal the Death Benefit at the time of the
change.
13
<PAGE>
PAYMENT OF DEATH BENEFIT
The Death Benefit under the Policy, computed as of the date
of the Insured's death, will be paid in a lump sum within
seven days after receipt at the Corporate Variable Products
Service Center of due proof of the Insured's death (a
certified copy of the death certificate), unless the Owner
or the Beneficiary has elected that it be paid under one or
more of any Settlement Options (See "Settlement Options")
which the Company may make available. Payment of the Death
Benefit may be delayed if the Policy is being contested.
While the Insured is living, the Owner may elect a
Settlement Option, if available, for the Beneficiary and
deem it irrevocable, and may revoke or change a prior
election. The Beneficiary may make or change an election
within 90 days of the death of the Insured, unless the Owner
has made an irrevocable election.
All or a part of the Death Benefit may be applied under one
or more of the Settlement Options as the Company may make
available.
If the Policy is assigned as collateral security, the
Company will pay any amount due the assignee in one lump
sum. Any excess Death Benefit due will be paid as elected.
A Policy must satisfy either of two testing methods to
qualify as a life insurance contract for tax purposes under
Section 7702 of the Code. At the time of purchase, the Owner
must choose a Policy which uses either the Guideline Premium
test or the Cash Value Accumulation test. Both methods
require a life insurance Policy to meet minimum ratios of
life insurance coverage to Accumulation Value ("Applicable
Percentages"). The selection cannot be changed after the
Policy's Issue Date.
The Applicable Percentages for the Guideline Premium test
are 250% through Attained Age 40, decreasing over time to
150% at Attained Age 55, 120% at Attained Age 65 and 101% at
Attained Age 94 and above. The Guideline Premium test also
restricts the maximum premiums that may be paid into a life
insurance policy for a specified Death Benefit. The Cash
Value Accumulation test does not limit premiums which may be
paid but has higher required Applicable Percentages.
Applicable Percentages under the Cash Value Accumulation
Test for Non-Smokers decrease over time from 727% at
Attained Age 20, to 378% at Attained Age 40, and to 101% at
Attained Age 100.
See also "Tax Matters" at pages 25-26 of this Prospectus.
14
<PAGE>
CHANGES IN SPECIFIED AMOUNT
Changes in the Specified Amount of a Policy can be made by
submitting a written request to the Corporate Variable
Products Service Center in form satisfactory to the Company.
Changes in the Specified Amount are subject to the following
conditions:
- Satisfactory evidence of insurability and a supplemental
application may be required for an increase in the
Specified Amount.
- An increase in the Specified Amount, other than through a
change in the Death Benefit Option, will result in an
additional 25% Premium Load on Premium Payments up to the
increase in the Target Premium on Premium Payments
received during the 12 months following the increase, to
the extent such Premium Payments are attributable to the
increase in Specified Amount rather than to the
previously existing Specified Amount.
- No decrease may reduce the Specified Amount to less than
$50,000.
- No decrease may reduce the Specified Amount below the
minimum required to maintain the Policy's status under
the Code as a life insurance policy.
PREMIUM
PAYMENTS;
TRANSFERS
PREMIUM PAYMENTS
The Policies provide for flexible premium payments. Premium
Payments are payable in the frequency and in the amount
selected by the Policy Owner. The initial Premium Payment is
due on the Issue Date and is payable in advance. The minimum
payment is the amount necessary to maintain a positive Net
Accumulation Value. The Company reserves the right to
decline any application or Premium Payment.
After the initial Premium Payment, all Premium Payments must
be sent directly to the Corporate Variable Products Service
Center and will be deemed received when actually received
there.
The Policy Owner may elect to increase, decrease or change
the frequency of Premium Payments.
PLANNED PREMIUMS are Premium Payments scheduled when a
Policy is applied for.
ADDITIONAL PREMIUMS are any Premium Payments made ($500
minimum) in addition to Planned Premiums.
PREMIUM INCREASES. At any time, the Owner may increase
Planned Premiums, or pay Additional Premiums, but:
- Evidence of insurability may be required if the
Additional Premium or the new Planned Premium during the
current Policy Year would increase the difference between
the Death Benefit and the Accumulation Value. If
satisfactory evidence of insurability is requested and
not provided, the increase in premium will be refunded
without interest and without participation of such
amounts in any underlying funding options.
- In no event may the total of all Premium Payments exceed
the then-current maximum premium limitations established
by federal law for a Policy to qualify as life insurance.
If, at any time, a Premium Payment would result in total
Premium Payments exceeding such maximum premium
limitation, the Company will only
15
<PAGE>
accept that portion of the Premium Payment which will
make total premiums equal the maximum. Any part of the
Premium Payment in excess of that amount will be returned
or applied as otherwise agreed and no further Premium
Payments will be accepted until allowed by the
then-current maximum premium limitations prescribed by
law.
- If there is any Policy indebtedness, any additional Net
Premium Payments will be used first as a loan repayment
with any excess applied as an additional Net Premium
Payment.
ALLOCATION OF NET PREMIUM PAYMENTS
At the time of purchase of the Policy, the Owner must decide
how to allocate Net Premium Payments among the Sub-Accounts
and the Fixed Account. For each Variable Account
Sub-Account, the Net Premium Payments are converted into
Accumulation Units. The number of Accumulation Units
credited to the Policy is determined by dividing the Net
Premium Payment allocated to the Sub-Account by the value of
the Accumulation Unit for the Sub-Account.
During the Right-to-Examine Period, the Net Premium Payment
will be allocated to the CIGNA VP Group Money Market Fund of
the Variable Account, and earnings will be credited from the
later of the Issue Date or the date the Premium Payment was
received. The Company will allocate the initial Net Premium
Payment directly to the Sub-Account(s) selected by the Owner
after expiration of the Right-to-Examine Period as described
under "Short-Term Right to Cancel the Policy" at page 23 of
this Prospectus.
Unless the Company is directed otherwise by the Policy
Owner, subsequent Net Premium Payments will be allocated on
the same basis as the most recent previous Net Premium
Payment. Such allocation will occur as of the next Valuation
Period after each payment is received.
The allocation for future Premium Payments may be changed at
any time free of charge. Any new allocation will apply to
Premium Payments made more than one week after the Company
receives the notice of the new allocation.
TRANSFERS
Values may, at any time, be transferred ($500 minimum) from
one Sub-Account to another. Within the 30 days prior to each
Policy Anniversary, the Owner may also transfer a portion of
one or more Sub-Accounts to the Fixed Account. Transfers
from the Fixed Account are allowed in the 30-day period
following a Policy Anniversary and will be effective as of
the next Valuation Day after a request is received in good
order at the Corporate Variable Products Service Center. The
cumulative amount of transfers from the Fixed Account within
any such 30-day period cannot exceed 20% of the Fixed
Account Value on the most recent Policy Anniversary. If the
Fixed Account Value as of any Policy Anniversary is less
than $5,000, however, this condition will not apply. The
Company may further limit transfers from the Fixed Account
at any time.
Subject to the above restrictions, up to four transfers may
be made in any Policy Year without charge, and any value
remaining in the Fixed Account or a Sub-Account after a
transfer must be at least $500. Transfers must be made in
writing unless other arrangements have been previously
approved by the Company. A charge of $25 may be imposed for
the fifth and succeeding transfers in any Policy Year.
Any transfer among the Funds or to the Fixed Account will
result in the crediting and cancellation of Accumulation
Units based on the Accumulation Unit values next determined
after a written request is received at the Corporate
Variable Products Service Center. Transfer requests must be
received by the Corporate Variable Products Center by
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4:00 p.m. Eastern Time in order to be effective that day.
Any transfer made which causes the remaining value of
Accumulation Units for a Sub-Account to be less than $500
will result in those remaining Accumulation Units being
cancelled and their aggregate value reallocated
proportionately among the other funding options chosen. The
Policy Owner should carefully consider current market
conditions and each Fund's investment policies and related
risks before allocating money to the Sub-Accounts. See pages
8-11 of this Prospectus.
The Company, at its sole discretion, may waive minimum
balance requirements on the Sub-Accounts.
CHARGES;
FEES
PREMIUM LOAD
A deduction of 6.5% from every Premium Payment will be made
to cover the premium load. An additional 45% on Premium
Payments up to Target Premium will be deducted in the first
Policy Year and an additional 12% on Premium Payments up to
Target Premium will be deducted in Policy Years two through
ten. In the event that the Specified Amount under a Policy
is increased, other than through a change in the Death
Benefit Option, an additional 25% Premium Load on Premium
Payments up to the increase in the Target Premium will be
deducted from Premium Payments received during the 12 months
following the increase, to the extent such Premium Payments
are attributable to the increase in Specified Amount rather
than to the previously existing Specified Amount. This load
represents state taxes and federal income tax liabilities
and a portion of the sales expenses incurred by the Company.
The Company estimates that 2.25% of this deduction will be
used for premium taxes, which may be higher or lower than
the actual tax imposed by the applicable jurisdiction; it is
in the mid-range of state premium taxes, which range from
1.75% to 5.0%. The Company estimates 1.25% of each Premium
Payment will be used to meet federal income tax liabilities
attributable to the treatment of deferred acquisition costs.
The remaining 3.0% of the deduction (plus 45% of up to
Target Premium during the first Policy Year and 12% of up to
Target Premium during Policy Years two through ten) is for
sales load. There is no deferred sales charge.
POLICY ISSUE FEE
A one-time policy issue fee of $175 is deducted from the
Accumulation Value for a portion of the Company's
administrative expenses.
MONTHLY DEDUCTIONS
A Monthly Deduction of $8 is made from the Net Accumulation
Value for administrative expenses. This charge is for items
such as premium billing and collection, policy value
calculation, confirmations and periodic reports and will not
exceed the Company's costs.
A Monthly Deduction is also made from the Net Accumulation
Value for the Cost of Insurance and any charges for
supplemental riders. The Cost of Insurance depends on the
attained age, years since issue and risk class (in
accordance with state law) of the Insured and the current
Net Amount at Risk.
The Cost of Insurance is determined by subtracting the
Accumulation Value at the previous Monthly Anniversary Day
from the Death Benefit at the previous Monthly Anniversary
Day, and multiplying the result (the Net Amount at Risk) by
the applicable
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<PAGE>
Cost of Insurance Rate as determined by the Company. The
Guaranteed Maximum Cost of Insurance Rates, per $1,000 of
Net Amount at Risk, for standard risks are based on the 1980
Commissioners Standard Ordinary Mortality Tables, Age
Nearest Birthday (1980 CSO).
These Monthly Deductions are deducted proportionately from
the value of each funding option. This is accomplished for
the Sub-Accounts by canceling Accumulation Units and
withdrawing the value of the canceled Accumulation Units
from each funding option in the same proportion as their
respective values have to the Net Accumulation Value. The
Monthly Deductions are made on the Monthly Anniversary Day.
ADMINISTRATIVE FEE
For administrative costs a daily deduction, currently
equivalent to .10% per year during the first fifteen Policy
Years, is made from amounts held in the Variable Account and
the Fixed Account. This deduction is guaranteed not to
exceed .30% per year.
TRANSACTION FEE FOR EXCESS TRANSFERS
There will be a $25 transaction fee for each transfer
between funding options in excess of four during any Policy
Year.
MORTALITY AND EXPENSE RISK CHARGE
For mortality and expense risks, a daily deduction,
currently equivalent to .70% per year during the first
fifteen Policy Years and .25% thereafter, is made from
amounts held in the Variable Account and the Fixed Account.
This deduction is guaranteed not to exceed .90% per year.
SURRENDERS DURING FIRST THREE POLICY YEARS -- REFUND OF
PORTION OF PREMIUM LOAD
If the Policy is fully surrendered during the first 12
months after issue a credit will be paid equal to 100% of
all Premium Loads previously deducted in excess of 3.5% of
all premiums paid. If the Policy is fully surrendered during
the months 13 through 24, the credit will equal 50% of all
Premium Loads previously deducted in excess of 3.5% of all
premiums paid. If the Policy is fully surrendered during the
months 25 through 36, the credit will equal 33% of all
Premium Loads previously deducted in excess of 3.5% of all
premiums paid.
In no event, however, in the event of a Policy surrender
during the first two Policy Years, will the Aggregate
Premium Load retained by the Company for sales and
promotional expense exceed 30% of the sum of Premium
Payments in the first two Policy Years up to one Guideline
Annual Premium, plus 10% of Premium Payments in the first
two Policy Years between one and two times one Guideline
Annual Premium plus 9% of Premium Payments in the first two
Policy Years in excess of two times one Guideline Annual
Premium. Any surrenders may result in tax implications. See
"Tax Matters".
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<PAGE>
Based on its actuarial determination, the Company is not
certain whether the Premium Load, the policy issue fee and
the monthly administrative expense deduction will cover all
sales and administrative expenses which the Company will
incur in connection with the Policy. Any shortfall,
including but not limited to payment of sales and
distribution expenses, would be available for recovery from
the General Account of the Company, which supports insurance
and annuity obligations.
THE FIXED
ACCOUNT
The Fixed Account is funded by the assets of the Company's
General Account. Amounts held in the Fixed Account will be
credited with interest at rates declared by the Company from
time to time. The minimum rate which will be credited is the
lesser of 4% per year or the prevailing 30 day Treasury Bill
Rate as of the last day of the preceding calendar month.
THE FIXED ACCOUNT IS MADE UP OF THE GENERAL ASSETS OF THE
COMPANY OTHER THAN THOSE ALLOCATED TO ANY SEPARATE ACCOUNT.
THE FIXED ACCOUNT IS PART OF THE COMPANY'S GENERAL ACCOUNT.
BECAUSE OF APPLICABLE EXEMPTIVE AND EXCLUSIONARY PROVISIONS,
INTERESTS IN THE FIXED ACCOUNT HAVE NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933 (THE "1933 ACT"), AND
NEITHER THE FIXED ACCOUNT NOR THE COMPANY'S GENERAL ACCOUNT
HAS BEEN REGISTERED UNDER THE 1940 ACT. THEREFORE, NEITHER
THE FIXED ACCOUNT NOR ANY INTEREST THEREIN IS GENERALLY
SUBJECT TO REGULATION UNDER THE PROVISIONS OF THE 1933 ACT
OR THE 1940 ACT. ACCORDINGLY, THE COMPANY HAS BEEN ADVISED
THAT THE STAFF OF THE SECURITIES AND EXCHANGE COMMISSION HAS
NOT REVIEWED THE DISCLOSURE IN THIS PROSPECTUS RELATING TO
THE FIXED ACCOUNT.
POLICY VALUES
ACCUMULATION VALUE
Once a Policy has been issued, each Net Premium Payment
allocated to a Sub-Account of the Variable Account is
credited in the form of Accumulation Units, representing the
Fund in which assets of that Sub-Account are invested. Each
Net Premium Payment will be credited to the Policy as of the
end of the Valuation Period in which it is received at the
Corporate Variable Products Service Center (or portion
thereof allocated to a particular Sub-Account). The number
of Accumulation Units credited is determined by dividing the
Net Premium Payment by the value of an Accumulation Unit
next computed after receipt. Since each Sub-Account has a
unique Accumulation Unit value, a Policy Owner who has
elected a combination of funding options will have
Accumulation Units credited from more than one source.
The Accumulation Value of a Policy is determined by: (a)
multiplying the total number of Accumulation Units credited
to the Policy for each applicable Sub-Account by its
appropriate current Accumulation Unit value; (b) if a
combination of Sub-Accounts is elected, totaling the
resulting values; and (c) adding any values attributable to
the General Account (i.e., the Fixed Account Value and the
Loan Account Value).
The number of Accumulation Units credited to a Policy will
not be changed by any subsequent change in the value of an
Accumulation Unit. Such value may vary from Valuation Period
to Valuation Period to reflect the investment experience of
the Fund used in a particular Sub-Account.
The Fixed Account Value reflects amounts allocated to the
General Account through payment of premiums or transfers
from the Variable Account. The Fixed Account Value is
guaranteed; however, there is no assurance that the Variable
Account Value of the Policy will equal or exceed the Net
Premium Payments allocated to the Variable Account.
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<PAGE>
Each Policy Owner will be advised at least annually as to
the number of Accumulation Units which remain credited to
the Policy, the current Accumulation Unit values, the
Variable Account Value, the Fixed Account Value and the Loan
Account Value.
Accumulation Value will be affected by Monthly Deductions.
VARIABLE ACCUMULATION UNIT VALUE
The value of a Variable Accumulation Unit for any Valuation
Period is determined by multiplying the value of that
Variable Accumulation Unit for the immediately preceding
Valuation Period by the Net Investment Factor for the
current period for the appropriate Sub-Account. The Net
Investment Factor is determined separately for each
Sub-Account by dividing (a) by (b) and subtracting (c) from
the results where (a) equals the net asset value per share
of the Fund held in the Sub-Account at the end of a
Valuation Period plus the per share amount of any
distribution declared by the Fund if the "ex-dividend" date
is during the Valuation Period plus or minus taxes or
provisions for taxes, if any, attributable to the operation
of the Sub-Account during the Valuation Period; (b) equals
the net asset value per share of the Fund held in the
Sub-Account at the beginning of that Valuation Period, and
(c) is the daily charge for mortality and expense risk plus
the daily fee for administration multiplied by the number of
days in the Valuation Period.
SURRENDER VALUE
The Surrender Value of a Policy is the amount the Owner can
receive in cash by surrendering the Policy. All or part of
the Surrender Value may be applied to one or more of any
Settlement Options available through a rider attached to the
Policy.
SURRENDERS
PARTIAL SURRENDERS
A partial surrender may be made at any time by written
request to the Corporate Variable Products Service Center
during the lifetime of the Insured and while the Policy is
in force. A $25 transaction fee is charged.
The amount of a partial surrender may not exceed 90% of the
Net Accumulation Value at the end of the Valuation Period in
which the election becomes or would become effective, and
may not be less than $500.
For Option B and C Policies (See "Death Benefit"): A partial
surrender will reduce the Accumulation Value, Death Benefit,
and Specified Amount. The Specified Amount and Accumulation
Value will be reduced by equal amounts and will reduce any
past increases in the reverse order in which they occurred.
For an Option A Policy (See "Death Benefit"): A partial
surrender will reduce the Accumulation Value and the Death
Benefit, but it will not reduce the Specified Amount.
The Specified Amount remaining in force after a partial
surrender may not be less than $50,000. Any request for a
partial surrender that would reduce the Specified Amount
below this amount will not be granted. In addition, if,
following the partial surrender and the corresponding
decrease in the Specified Amount, the Policy would not
comply with the maximum premium limitations required by
federal tax law, the decrease may be limited to the extent
necessary to meet the federal tax law requirements.
If, at the time of a partial surrender, the Net Accumulation
Value is attributable to more than one funding option, the
$25 transaction charge and the amount paid upon the
surrender will be taken proportionately from the values in
each funding option, unless the Policy Owner and the Company
agree otherwise.
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<PAGE>
FULL SURRENDERS
A full surrender may be made at any time. The Company will
pay the Surrender Value next computed after receiving the
Owner's written request at the Corporate Variable Products
Service Center in a form satisfactory to the Company.
Payment of any amount from the Variable Account on a full
surrender will usually be made within seven calendar days
thereafter.
DEFERRAL OF PAYMENT AND TRANSFERS
Payment of the surrendered amount from the Variable Account
may be postponed when the New York Stock Exchange is closed
and for such other periods as the Commission may require.
Payment or transfer from the Fixed Account may be deferred
up to six months at the Company's option. If the Company
exercises its right to defer such payments or transfers
interest will be added as required by law.
LAPSE AND
REINSTATEMENT
LAPSE OF A POLICY
A lapse occurs if a Monthly Deduction is greater than the
Net Accumulation Value and no payment to cover the Monthly
Deduction is made within the Grace Period. The Company will
send the Owner a lapse notice at least 31 days before the
Grace Period expires.
The Net Accumulation Value may be insufficient to keep this
Policy in force, particularly if there have been any loans
or partial surrenders, and depending on the investment
performance of the funding options. Payment of an additional
premium may be necessary.
REINSTATEMENT OF A LAPSED POLICY
The Owner can apply for reinstatement at any time during the
Insured's lifetime. To reinstate a Policy, the Company will
require satisfactory evidence of insurability and an amount
sufficient to pay for the current Monthly Deduction plus
twelve additional Monthly Deductions.
POLICY LOANS
A Policy loan requires that a loan agreement be executed and
that the Policy be assigned to the Company. The loan may be
for any amount up to 90% of the then current Net
Accumulation Value. The amount of a loan, together with
subsequent accrued but not paid interest on the loan,
becomes part of the Loan Account Value. If Policy values are
held in more than one funding option, withdrawals from each
funding option will be made in proportion to the assets in
each funding option at the time of the loan for transfer to
the Loan Account, unless the Company is instructed otherwise
in writing at the Corporate Variable Products Service
Center.
Interest on loans will accrue at an annual rate of 5%, and
net loan interest (interest charged less interest credited
as described below) is payable once a year in arrears on
each anniversary of the loan, or earlier upon full surrender
or other payment of proceeds of a Policy. Any interest not
paid when due becomes part of the loan and the net interest
will be withdrawn proportionately from the values in each
funding option.
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<PAGE>
The Company will credit interest on the Loan Account Value.
During the first fifteen Policy Years, the Company's current
practice is that interest will be credited at an annual rate
equal to the interest rate charged on the loan minus .80%
(guaranteed not to exceed 1.2%). Beginning with the
sixteenth Policy Year, the Company's current practice is
that interest will be credited at an annual rate equal to
the interest rate charged on the loan, less .25% annually
(guaranteed not to exceed 1.2%). In no case will the annual
credited interest rate be less than 3.8%.
Repayments on the loan will be allocated among the funding
options according to current Net Premium Payment
allocations. However, the Company maintains the right to
require that amounts loaned from the Fixed Account be
allocated to the Fixed Account upon repayment. The Loan
Account Value will be reduced by the amount of any loan
repayment.
A Policy loan, whether or not repaid, will affect the
proceeds payable upon the Insured's death and the
Accumulation Value because the investment results of the
Variable Account or the Fixed Account will apply only to the
non-loaned portion of the Accumulation Value. The longer a
loan is outstanding, the greater the effect is likely to be.
Depending on the investment results of the Variable Account
or the Fixed Account while the loan is outstanding, the
effect could be favorable or unfavorable.
SETTLEMENT OPTIONS
Proceeds in the form of Settlement Options may be payable by
the Company at the Beneficiary's election upon the Insured's
death, or while the Insured is alive, upon election by the
Owner of one of the Settlement Options which the Company may
make available through the addition of a rider.
A written request may be made to elect, change, or revoke a
Settlement Option before payments begin under any Settlement
Option. This request must be in form satisfactory to the
Company, and will take effect upon its receipt at the
Corporate Variable Products Service Center. Payments after
the first payment will be made on the first day of each
month.
Examples of possible Settlement Options are:
FIRST OPTION -- Payments for a stated number of years.
SECOND OPTION -- Payments for the lifetime of the payee,
guaranteed for a specified number of months;
THIRD OPTION -- Payment of interest annually on the sum left
with the Company at a rate of at least 3% per year, and upon
the payee's death the amount on deposit will be paid.
FOURTH OPTION -- Installments of specified amounts payable
until the proceeds with any interest thereon are exhausted.
ADDITIONAL OPTIONS -- Policy proceeds may also be settled
under any other method of settlement offered by the Company
at the time the request is made.
ADDITIONAL INSURANCE BENEFIT
The Policy can be issued with an Additional Insurance
Benefit as a portion of the total Death Benefit. The benefit
provides annually renewable term life insurance on the life
of the Insured. This benefit is excluded from the Specified
Amount when calculating the charges and fees for the Policy
and when calculating the Guideline Annual Premium and the
Target Premium.
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<PAGE>
The cost of the benefit is added to the Monthly Deduction,
and is dependent on the attained age, years since issue,
risk class and gender classification. The Company may adjust
the monthly benefit rate from time to time, but the rate
will never exceed the guaranteed cost of insurance rate for
the benefit for that Policy Year.
The benefit provides a vehicle for a Policy Owner to
increase the insurance protection under the Policy.
OTHER POLICY PROVISIONS
ISSUANCE
A Policy may only be issued upon receipt of satisfactory
evidence of insurability, and generally only where the
Insured is below the age of 75.
SHORT-TERM RIGHT TO CANCEL THE POLICY
A Policy may be returned for cancellation and a full refund
of premium within 10 days after the Policy is received,
unless otherwise stipulated by state law requirements. The
Initial Premium Payment made when the Policy is issued will
be held in the CIGNA VP Money Market Fund of the Variable
Account and not allocated to any other Variable Sub-Accounts
even if the Policy Owner may have so directed until the
fifteenth day after the Policy is mailed to the Owner, if
the state law Right-to-Examine Period is 10 days after the
Policy is received by the Owner (the twenty-fifth day, if
the state law Right-to-Examine Period is 20 days, or the
thirty-fifth day, if the state law Right-to-Examine Period
is 30 days). If the Policy is returned for cancellation in a
timely fashion, the refund of premiums paid, without
interest, will usually occur within seven days of notice of
cancellation, although a refund of premiums paid by check
may be delayed until the check clears.
POLICY OWNER
While the Insured is living, all rights in this Policy are
vested in the Policy Owner named in the application or as
subsequently changed, subject to assignment, if any.
The Policy Owner may name a new Policy Owner while the
Insured is living. Any such change in ownership must be in a
written form satisfactory to the Company and recorded at the
Corporate Variable Products Service Center. Once recorded,
the change will be effective as of the date signed; however,
the change will not affect any payment made or action taken
by the Company before it was recorded. The Company may
require that the Policy be submitted for endorsement before
making a change.
If the Policy Owner is other than the Insured and dies
before the Insured, the Policy Owner's rights in this Policy
belong to the Policy Owner's estate.
BENEFICIARY
The Beneficiary(ies) shall be as named in the application or
as subsequently changed, subject to assignment, if any.
The Policy Owner may name a new Beneficiary while the
Insured is living. Any change must be in a written form
satisfactory to the Company and recorded at the Corporate
Variable Products Service Center. Once recorded, the change
will be effective as of the date signed; however, the change
will not affect any payment made or action taken by the
Company before it was recorded.
If any Beneficiary predeceases the Insured, that
Beneficiary's interest passes to any surviving
Beneficiary(ies), unless otherwise provided. Multiple
Beneficiaries will be paid
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<PAGE>
in equal shares, unless otherwise provided. If no named
Beneficiary survives the Insured, the death proceeds shall
be paid to the Policy Owner or the Policy Owner's
executor(s), administrator(s) or assigns.
RIGHT TO EXCHANGE FOR A FIXED BENEFIT POLICY
The Policy Owner may, within the first two Policy Years,
exchange the Policy for a flexible premium adjustable life
insurance policy then being offered by the Company's
Corporate Insurance Department. The benefits for the new
policy will not vary with the investment experience of a
separate account. The exchange must be elected within 24
months from the Issue Date. No evidence of insurability will
be required.
The Policy Owner, the Insured and the Beneficiary under the
new policy will be the same as those under the exchanged
Policy on the effective date of the exchange. The new policy
will have a Death Benefit on the exchange date not more than
the Death Benefit of the original Policy immediately prior
to the exchange date. The new policy will have the same
Issue Date and Issue Age as the original Policy. The initial
Specified Amount and any increases in Specified Amount will
have the same rate class as those of the original Policy.
Any indebtedness may be transferred to the new policy.
INCONTESTABILITY
The Company will not contest payment of the death proceeds
based on the Initial Specified Amount after the Policy has
been in force during the Insured's lifetime for two years
from the Issue Date. For any increase in Specified Amount
requiring evidence of insurability, the Company will not
contest payment of the death proceeds based on such an
increase after it has been in force during the Insured's
lifetime for two years from its effective date.
MISSTATEMENT OF AGE
The Company will adjust the Death Benefit and Accumulation
Value if the Insured's age has been misstated. The
adjustment process will recalculate all such benefits and
values to the amount that would have been calculated using
the rates that were in effect at the time of each monthly
anniversary. The process will begin with the recalculation
based on the rates in effect on the Issue Date. Each
succeeding recalculation will be based on the rates in
effect on the corresponding monthly anniversary.
SUICIDE
If the Insured dies by suicide, while sane or insane, within
two years from the Issue Date, the Company will pay no more
than the sum of the premiums paid, less any indebtedness. If
the Insured dies by suicide, while sane or insane, within
two years from the date an application is accepted for an
increase in the Specified Amount, the Company will pay no
more than a refund of the monthly charges for the cost of
such additional benefit.
NONPARTICIPATING POLICIES
These are nonparticipating Policies on which no dividends
are payable. These Policies do not share in the profits or
surplus earnings of the Company.
TAX MATTERS
The following discussion is general and is not intended as
tax advice. Counsel and other competent advisers should be
consulted for more complete information. This discussion
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<PAGE>
is based on the Company's understanding of Federal income
tax laws as they are currently interpreted by the Internal
Revenue Service. No representation is made as to the
likelihood of continuation of these current laws and
interpretations.
POLICY PROCEEDS
Section 7702 of the Code provides a definition of a life
insurance policy for federal tax purposes. This definition
can be satisfied by complying with either the cash value
test or the guideline premium test set forth in Section
7702. The Company will monitor compliance with these tests.
The Policy should thus receive the same federal income tax
treatment as fixed benefit life insurance. As a result, the
death proceeds payable under a Policy are excludable from
gross income of the Beneficiary under Section 101 of the
Code. However, if a Policy were determined not to be a life
insurance contract for purposes of Section 7702, such Policy
would not afford the tax advantage normally provided by a
life insurance policy.
A life insurance policy may be treated as a modified
endowment contract depending upon the amount of premiums
paid in relation to the death benefit provided under the
Policy. The premium limitation rules for determining whether
a Policy is a modified endowment contract are extremely
complex. In general, however, Section 7702A of the Code
defines modified endowment contracts as those policies
issued or materially changed on or after June 21, 1988 on
which the total premiums paid during the first seven years
exceed the amount that would have been paid if the policy
provided for paid up benefits after seven level annual
premiums. The Code provides for taxation of surrenders,
partial surrenders, loans, collateral assignments and other
pre-death distributions from modified endowment contracts to
the extent the cash value of the policy exceeds, at the time
of distribution, the premiums paid into the policy. A 10%
tax penalty generally applies to the taxable portion of such
distributions unless the Policy Owner is over age 59 1/2 or
disabled.
It may not be advantageous to replace existing insurance
with Policies described in this Prospectus. It may also be
disadvantageous to purchase a Policy to obtain additional
insurance protection if the purchaser already owns another
variable life insurance policy.
The Policies offered by this Prospectus may or may not be
issued as modified endowment contracts. If a Policy is not a
modified endowment contract, a cash distribution during the
first 15 years after a policy is issued which causes a
reduction in death benefits may still become fully or
partially taxable to the Owner pursuant to Section
7702(f)(7) of the Code. The Policy Owner should carefully
consider this potential effect and seek further information
before initiating any changes in the terms of the Policy.
Under certain conditions, a Policy may become a modified
endowment contract as a result of a material change or a
reduction in benefits as defined by Section 7702A(c) of the
Code. Because the Policy provides for flexible Premium
Payments, the Company will monitor whether additional
Premium Payments or other changes result in a Policy's
becoming a modified endowment contract.
In addition to meeting the tests required under Section 7702
and Section 7702A, Section 817(h) of the Code requires that
the investments of separate accounts such as the Variable
Account be adequately diversified. Treasury regulation
1.817-5 issued by the Secretary of the Treasury set the
standards for measuring the adequacy of this
diversification. Generally, no more than 55 percent of the
value of the total assets may be represented by any one (1)
investment; no more than 70 percent of such value may be
represented by any two (2) investments; no more than 80
percent of such value may be represented by any three (3)
investments; and no more than 90 percent of such value may
be represented by any four (4) investments. U.S. Treasury
Securities are not subject to the diversification test and
to the extent that assets include such securities,
25
<PAGE>
somewhat less stringent requirements may apply. A variable
life insurance policy that is not adequately diversified
under these regulations would not be treated as life
insurance under Section 7702 of the Code. The Company
believes the Variable Account investments meet the
applicable diversification standards.
Should the Secretary of the Treasury issue additional rules
or regulations limiting the number of funds, transfers
between funds, exchanges of funds or changes in investment
objectives of funds such that the Policy would no longer
qualify as life insurance under Section 7702 of the Code,
the Company will take whatever steps are available to remain
in compliance.
A total surrender or termination of the Policy by lapse, a
change in the Specified Amount, payment of Additional
Premiums, a Policy Loan, a change in Death Benefit Option,
the exchange of a Policy for a fixed-benefit policy, or the
assignment of a Policy may have adverse tax consequences. If
the amount received by the Policy Owner upon surrender or
termination plus total Policy indebtedness exceeds the
premiums paid into the Policy, the excess will generally be
treated as taxable income, regardless of whether or not the
Policy is a modified endowment contract.
Federal estate and state and local estate, inheritance and
other tax consequences of ownership or receipt of Policy
proceeds depend on the circumstances of each Policy Owner or
Beneficiary.
TAXATION OF THE COMPANY
The Company is taxed as a life insurance company under the
Code. Since the Variable Account is not a separate entity
from the Company and its operations form a part of the
Company, it will not be taxed separately as a "regulated
investment company" under Sub-chapter M of the Code.
Investment income and realized capital gains on the assets
of the Variable Account are reinvested and taken into
account in determining the value of Accumulation Units.
The Company does not initially expect to incur any Federal
income tax liability that would be chargeable directly to
the Variable Account. Based upon these expectations, no
charge is currently being made against the Variable Account
for federal income taxes. If, however, the Company
determines that on a separate company basis such taxes may
be incurred, it reserves the right to assess a charge for
such taxes against the Variable Account.
The Company may also incur state and local taxes in addition
to premium taxes in several states. At present, these taxes
are not significant. If they increase, however, additional
charges for such taxes may be made.
SECTION 848 CHARGES
The premium load is assessed to cover state taxes, federal
income tax liabilities and a portion of the sales expenses
incurred by the Company. The Company estimates that the
portion of the premium load other than for sales expenses is
made up of 2.25% for state taxes and 1.25% for the
additional federal income tax burden under Section 848 of
the Code relating to the tax treatment of deferred
acquisition costs. The 1.25% charge for federal income tax
liabilities is reasonable in relation to the Company's
increased taxes under this Section of the Code.
26
<PAGE>
OTHER MATTERS
DIRECTORS AND OFFICERS OF THE COMPANY
The following persons are Directors and Officers of the
Company. The address of each is 900 Cottage Grove Road,
Hartford, CT 06152 and each has been employed by the Company
or its affiliates for more than five years except Mr. Jones,
Mr. Pacy and Dr. Schaffer. Prior to February 1994, Mr. Jones
was Executive Vice President, Chief Administrative Officer,
Chief Operating Officer and Director, NAC Re Corporation and
NAC Reinsurance Corporation (Chief Operating Officer of NAC
Re Corporation beginning June 1993). Prior to 1997, Mr.
DellaVolpe was Manager, Coopers & Lybrand. Prior to January
1995, Mr. Pacy was Senior Manager-IT Infrastructure and
Technology Management Officer, Digital Equipment
Corporation. Prior to May 1993, Dr. Schaffer was Vice
President, Professional Affairs, Aetna Health Plans, Aetna
Life & Casualty.
<TABLE>
<CAPTION>
POSITIONS AND OFFICES
NAME WITH THE COMPANY
- ------------------------------ ------------------------------------
<S> <C>
Thomas C. Jones President and Director
(Principal Executive Officer)
John Wilkinson Vice President and Actuary
(Principal Financial Officer)
Dominic A. DellaVolpe Assistant Vice President
(Principal Accounting Officer)
David C. Kopp Corporate Secretary
Andrew G. Helming Secretary
Stephen C. Stachelek Vice President and Treasurer
H. Edward Hanway Director and Chairman of the Board
Harold W. Albert Director
Robert W. Burgess Director
John G. Day Director and Chief Counsel
Joseph M. Fitzgerald Director and Senior Vice President
Carol M. Olsen Director and Senior Vice President
John E. Pacy Director and Senior Vice President
Patricia L. Rowland Director and Senior Vice President
W. Allen Schaffer, M.D. Director and Senior Vice President
Marc L. Preminger Director, Senior Vice President and
Chief Financial Officer
</TABLE>
DISTRIBUTION OF POLICIES
The Policies will be sold by licensed insurance agents in
those states where the Policies may lawfully be sold. Such
agents will be registered representatives of broker-dealers
registered under the Securities Exchange Act of 1934 who are
members of the National Association of Securities Dealers,
Inc. (NASD). The Policies will be distributed by the
Company's principal underwriter, CIGNA Financial Services,
Inc. ("CFS"), whose address is 280 Trumbull Street,
Hartford, Connecticut. CFS is a Delaware corporation
organized in 1995.
Gross first year commissions paid by the Company, on the
sale of the Policies will not exceed 45% of Target Premium,
plus 3% of any Premium Payment in excess of Target Premium.
Gross commissions for years two through ten paid by the
Company will not exceed 15% of Target Premium, plus 3% of
any Premium Payment in excess of Target Premium. Gross
renewal commissions paid by the Company will not exceed 3%
of
27
<PAGE>
Premium Payments, plus 25% of any increase in Target
Premium. In addition, annual renewal compensation of up to
.10% of Net Accumulation Value may be paid beginning in the
second year.
CHANGES OF INVESTMENT POLICY
The Company may materially change the investment policy of
the Variable Account. The Company must inform the Policy
Owners and obtain all necessary regulatory approvals. Any
change must be submitted to the various state insurance
departments which shall disapprove it if deemed detrimental
to the interests of the Policy Owners or if it renders the
Company's operations hazardous to the public. If a Policy
Owner objects, the Policy may be converted to a
substantially comparable fixed benefit life insurance policy
offered by the Company on the life of the Insured. The
Policy Owner has the later of 60 days (6 months in
Pennsylvania) from the date of the investment policy change
or 60 days (6 months in Pennsylvania) from being informed of
such change to make this conversion. The Company will not
require evidence of insurability for this conversion.
The new policy will not be affected by the investment
experience of any separate account. The new policy will be
for an amount of insurance not exceeding the Death Benefit
of the Policy converted on the date of such conversion.
OTHER CONTRACTS ISSUED BY THE COMPANY
The Company does presently and will, from time to time,
offer other variable annuity contracts and variable life
insurance policies with benefits which vary in accordance
with the investment experience of a separate account of the
Company.
STATE REGULATION
The Company is subject to the laws of Connecticut governing
insurance companies and to regulation by the Connecticut
Insurance Department. An annual statement in a prescribed
form is filed with the Insurance Department each year
covering the operation of the Company for the preceding year
and its financial condition as of the end of such year.
Regulation by the Insurance Department includes periodic
examination to determine the Company's contract liabilities
and reserves so that the Insurance Department may certify
the items are correct. The Company's books and accounts are
subject to review by the Insurance Department at all times
and a full examination of its operations is conducted
periodically by the Connecticut Department of Insurance.
Such regulation does not, however, involve any supervision
of management or investment practices or policies.
REPORTS TO POLICY OWNERS
The Company maintains Policy records and will mail to each
Policy Owner, at the last known address of record, an annual
statement showing the amount of the current death benefit,
the Accumulation Value, and Surrender Value, premiums paid
and monthly charges deducted since the last report, the
amounts invested in the Fixed Account and in the Variable
Account and in each Sub-Account of the Variable Account, and
any Loan Account Value.
Policy Owners will also be sent annual reports containing
financial statements for the Variable Account and annual and
semi-annual reports of the Funds to the extent required by
the 1940 Act.
In addition, Policy Owners will receive statements of
significant transactions, such as changes in Specified
Amount, changes in Death Benefit Option, changes in future
premium allocation, transfers among Sub-Accounts, Premium
Payments, loans, loan repayments, reinstatement and
termination.
28
<PAGE>
ADVERTISING
The Company is also ranked and rated by independent
financial rating services, including Moody's, Standard &
Poor's, Duff & Phelps and A.M. Best Company. The purpose of
these ratings is to reflect the financial strength or
claims-paying ability of the Company. The ratings are not
intended to reflect the investment experience or financial
strength of the Variable Account. The Company may advertise
these ratings from time to time. In addition, the Company
may include in certain advertisements, endorsements in the
form of a list of organizations, individuals or other
parties which recommend the Company or the Policies.
Furthermore, the Company may occasionally include in
advertisements comparisons of currently taxable and tax
deferred investment programs, based on selected tax
brackets, or discussions of alternative investment vehicles
and general economic conditions.
LEGAL PROCEEDINGS
There are no material legal or administrative proceedings
pending or known to be contemplated, other than ordinary
routine litigation incidental to the business, to which the
Company and the Variable Account are parties or to which any
of their property is subject. The principal underwriter,
CFS, is not engaged in any material litigation of any
nature.
EXPERTS
An actuarial opinion regarding the representativeness of
illustrations in this Prospectus has been rendered by
Michelle L. Kunzman, FSA, MAAA, 900 Cottage Grove Road,
Hartford, CT 06152, as stated in the opinion filed as an
Exhibit to the Registration Statement given on her authority
as an expert in actuarial matters.
Legal matters in connection with the Policies described
herein are being passed upon by Mark A. Parsons, Esq., Chief
Counsel, CIGNA Retirement & Investment Services, 900 Cottage
Grove Road, Hartford, CT 06152, in the opinion filed as an
Exhibit to the Registration Statement given on his authority
as an expert in these matters.
The consolidated financial statements of Connecticut General
Life Insurance Company as of December 31, 1996 and 1995 and
for each of the three years in the period ended December 31,
1996 included in this Prospectus as well as the financial
statements of the Variable Account as of December 31, 1996
and for the period December 24, 1996 (inception) through
December 31, 1996 have been so included in reliance on the
reports of Price Waterhouse LLP, independent accountants,
given on the authority of said firm as experts in auditing
and accounting.
REGISTRATION STATEMENT
A Registration Statement has been filed with the Securities
and Exchange Commission under the Securities Act of 1933, as
amended, with respect to the Policies offered hereby. This
Prospectus does not contain all the information set forth in
the Registration Statement and amendments thereto and
exhibits filed as a part thereof, to all of which reference
is hereby made for further information concerning the
Variable Account, the Company, and the Policies offered
hereby. Statements contained in this Prospectus as to the
content of Policies and other legal instruments are
summaries. For a complete statement of the terms thereof,
reference is made to such instruments as filed.
29
<PAGE>
FINANCIAL STATEMENTS
There follow the consolidated balance sheets of the Company
and its subsidiaries as of December 31, 1996 and 1995 and
related consolidated statements of income and retained
earnings and cash flows for the years ended December 31,
1996, 1995 and 1994. They should be considered only as
bearing upon the ability of the Company to meet its
obligations under the Policies.
There also follow the Statement of Assets and Liabilities of
the Variable Account at December 31, 1996 and related
Statements of Operations and of Changes in Net Assets for
the period December 24, 1996 through December 31, 1996. The
Variable Account commenced operations on December 24, 1996.
The most current available financial statements of the
Company (depositor) are those as of the end of 1996. The
Company does not prepare financial statements more often
than annually and believes that any incremental benefit to
prospective policy holders that may result from preparing
and delivering more current financial statements, though
unaudited, does not justify the additional cost that would
be incurred. In addition, the Company represents that there
have been no adverse changes in the financial condition or
operations of the Company between the end of 1996 and the
date of this prospectus.
30
<PAGE>
One Financial Plaza Telephone 860 240 2000
Hartford, CT 06103
PRICE WATERHOUSE LLP [LOGO]
REPORT OF INDEPENDENT ACCOUNTANTS
February 11, 1997
The Board of Directors and Shareholder of
Connecticut General Life Insurance Company
In our opinion, the accompanying consolidated balance sheets and the related
consolidated statements of income and retained earnings and of cash flows
present fairly, in all material respects, the financial position of Connecticut
General Life Insurance Company and its subsidiaries at December 31, 1996 and
1995, and the results of their operations and their cash flows for each of the
three years in the period ended December 31, 1996, in conformity with generally
accepted accounting principles. These financial statements are the
responsibility of the Company's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with generally accepted auditing
standards which require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed above.
/s/Price Waterhouse LLP
31
<PAGE>
CONNECTICUT GENERAL LIFE INSURANCE COMPANY
CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
(IN MILLIONS)
- -----------------------------------------------------------------------------------------------------
FOR THE YEARS ENDED DECEMBER 31, 1996 1995 1994
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
REVENUES
Premiums and fees................................................... $ 5,314 $ 4,998 $ 4,960
Net investment income............................................... 3,199 3,138 2,805
Realized investment gains (losses).................................. 37 (7) 27
Other revenues...................................................... 9 9 8
--------- --------- ---------
Total revenues.................................................. 8,559 8,138 7,800
--------- --------- ---------
BENEFITS, LOSSES AND EXPENSES
Benefits, losses and settlement expenses............................ 6,069 5,892 5,574
Policy acquisition expenses......................................... 143 127 89
Other operating expenses............................................ 1,477 1,358 1,363
--------- --------- ---------
Total benefits, losses and expenses............................. 7,689 7,377 7,026
--------- --------- ---------
INCOME BEFORE INCOME TAXES.......................................... 870 761 774
--------- --------- ---------
Income taxes (benefits):
Current........................................................... 394 301 220
Deferred.......................................................... (81) (44) 45
--------- --------- ---------
Total taxes..................................................... 313 257 265
--------- --------- ---------
NET INCOME.......................................................... 557 504 509
Dividends declared.................................................. (600) (252) (300)
Retained earnings, beginning of year................................ 3,220 2,968 2,759
- -----------------------------------------------------------------------------------------------------
RETAINED EARNINGS, END OF YEAR...................................... $ 3,177 $ 3,220 $ 2,968
- -----------------------------------------------------------------------------------------------------
-------------------------------
</TABLE>
THE NOTES TO FINANCIAL STATEMENTS ARE AN INTEGRAL PART OF THESE STATEMENTS.
32
<PAGE>
CONNECTICUT GENERAL LIFE INSURANCE COMPANY
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
(IN MILLIONS)
- ------------------------------------------------------------------------------------------------
AS OF DECEMBER 31, 1996 1995
- ------------------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Investments:
Fixed maturities, at fair value (amortized cost, $19,882; $20,147)...... $ 20,816 $ 22,162
Mortgage loans.......................................................... 10,152 10,218
Equity securities, at fair value (cost, $59; $54)....................... 41 66
Policy loans............................................................ 7,133 6,925
Real estate............................................................. 1,025 1,158
Other long-term investments............................................. 193 193
Short-term investments.................................................. 417 138
--------- ---------
Total investments................................................... 39,777 40,860
Cash and cash equivalents................................................. -- --
Accrued investment income................................................. 619 626
Premiums and accounts receivable.......................................... 817 991
Reinsurance recoverables.................................................. 1,303 1,258
Deferred policy acquisition costs......................................... 780 689
Property and equipment, net............................................... 276 319
Current income taxes...................................................... 12 21
Deferred income taxes, net................................................ 639 403
Goodwill.................................................................. 488 503
Other assets.............................................................. 249 149
Separate account assets................................................... 22,555 18,177
- ------------------------------------------------------------------------------------------------
Total assets........................................................ $ 67,515 $ 63,996
- ------------------------------------------------------------------------------------------------
--------------------
LIABILITIES
Contractholder deposit funds.............................................. $ 29,621 $ 29,762
Future policy benefits.................................................... 8,187 8,547
Unpaid claims and claim expenses.......................................... 1,170 1,151
Unearned premiums......................................................... 200 95
--------- ---------
Total insurance and contractholder liabilities...................... 39,178 39,555
Accounts payable, accrued expenses and other liabilities.................. 1,808 1,872
Separate account liabilities.............................................. 22,365 18,075
- ------------------------------------------------------------------------------------------------
Total liabilities................................................... 63,351 59,502
- ------------------------------------------------------------------------------------------------
CONTINGENCIES -- NOTE 11
SHAREHOLDER'S EQUITY
Common stock (6 shares outstanding)....................................... 30 30
Additional paid-in capital................................................ 766 766
Net unrealized appreciation on investments................................ 188 476
Net translation of foreign currencies..................................... 3 2
Retained earnings......................................................... 3,177 3,220
- ------------------------------------------------------------------------------------------------
Total shareholder's equity.......................................... 4,164 4,494
- ------------------------------------------------------------------------------------------------
Total liabilities and shareholder's equity.......................... $ 67,515 $ 63,996
- ------------------------------------------------------------------------------------------------
--------------------
</TABLE>
THE NOTES TO FINANCIAL STATEMENTS ARE AN INTEGRAL PART OF THESE STATEMENTS.
33
<PAGE>
CONNECTICUT GENERAL LIFE INSURANCE COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------
(IN MILLIONS)
- ---------------------------------------------------------------------------------------------------
FOR THE YEARS ENDED DECEMBER 31, 1996 1995 1994
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income........................................................ $ 557 $ 504 $ 509
Adjustments to reconcile net income to net cash provided by
operating activities:
Insurance liabilities........................................... 57 (90) (249)
Reinsurance recoverables........................................ (11) 1,201 282
Premiums and accounts receivable................................ 77 32 (188)
Deferred income taxes, net...................................... (82) (44) 45
Other assets.................................................... 43 (14) 68
Accounts payable, accrued expenses, other liabilities and
current income taxes........................................... (113) 212 (192)
Other, net...................................................... (149) 22 (24)
--------- --------- ---------
Net cash provided by operating activities..................... 379 1,823 251
--------- --------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from investments sold:
Fixed maturities -- available for sale.......................... 1,589 1,070 1,389
Fixed maturities -- held to maturity............................ -- -- 12
Mortgage loans.................................................. 640 383 496
Equity securities............................................... 13 119 41
Real estate..................................................... 345 299 242
Other (primarily short-term investments)........................ 3,613 2,268 1,005
Investment maturities and repayments:
Fixed maturities -- available for sale.......................... 2,634 478 686
Fixed maturities -- held to maturity............................ -- 1,756 1,764
Mortgage loans.................................................. 630 420 194
Investments purchased:
Fixed maturities -- available for sale.......................... (3,834) (3,054) (2,390)
Fixed maturities -- held to maturity............................ -- (1,385) (1,788)
Mortgage loans.................................................. (1,300) (1,908) (882)
Equity securities............................................... (3) (20) (12)
Policy loans.................................................... (207) (2,129) (1,614)
Other (primarily short-term investments)........................ (3,930) (2,334) (1,093)
Other, net........................................................ (94) (119) (129)
--------- --------- ---------
Net cash provided by (used in) investing activities........... 96 (4,156) (2,079)
--------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Contractholder deposit funds:
Deposits and interest credited.................................. 7,260 7,489 6,388
Withdrawals and benefit payments................................ (7,135) (4,985) (4,216)
Dividends paid to Parent.......................................... (600) (252) (300)
Other, net........................................................ -- 1 36
--------- --------- ---------
Net cash (used in) provided by financing activities......... (475) 2,253 1,908
- ---------------------------------------------------------------------------------------------------
Net (decrease) increase in cash and cash equivalents.............. -- (80) 80
Cash and cash equivalents, beginning of year...................... -- 80 --
- ---------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of year............................ $ -- $ -- $ 80
- ---------------------------------------------------------------------------------------------------
-------------------------------
Supplemental Disclosure of Cash Information:
Income taxes paid, net of refunds............................... $ 385 $ 211 $ 411
Interest paid................................................... $ 7 $ 7 $ 5
- ---------------------------------------------------------------------------------------------------
</TABLE>
THE NOTES TO FINANCIAL STATEMENTS ARE AN INTEGRAL PART OF THESE STATEMENTS.
34
<PAGE>
CONNECTICUT GENERAL LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
NOTE 1 -- DESCRIPTION OF BUSINESS
Connecticut General Life Insurance Company and its subsidiaries (the Company)
provide insurance and related financial services throughout the United States
and in many locations worldwide. Principal products and services include group
life and health insurance, individual life insurance and annuity products, and
retirement and investment products and services. The Company is a wholly-owned
subsidiary of Connecticut General Corporation, which is an indirect wholly-owned
subsidiary of CIGNA Corporation (CIGNA).
NOTE 2 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A) BASIS OF PRESENTATION: The consolidated financial statements include the
accounts of the Company and all significant subsidiaries. These consolidated
financial statements have been prepared in conformity with generally accepted
accounting principles, and reflect management's estimates and assumptions, such
as those regarding medical costs and interest rates, that affect the recorded
amounts. Significant estimates used in determining insurance and contractholder
liabilities, related reinsurance recoverables, and valuation allowances for
investment assets are discussed throughout the Notes to Financial Statements.
Certain reclassifications have been made to prior years' amounts to conform with
the 1996 presentation.
B) RECENT ACCOUNTING PRONOUNCEMENTS: In 1996, the Company implemented
Statement of Financial Accounting Standards (SFAS) No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of."
SFAS No. 121 requires write-down to fair value when long-lived assets to be held
and used are impaired. Long-lived assets to be disposed of, including real
estate held for sale, must be carried at the lower of cost or fair value less
costs to sell. Depreciation of assets to be disposed of is prohibited. The
effect of implementing SFAS No. 121 was not material to the Company.
In 1993, the Company implemented SFAS No. 115, "Accounting for Certain
Investments in Debt and Equity Securities," which required that debt and equity
securities be classified into different categories and carried at fair value if
they are not classified as held-to-maturity. During the fourth quarter of 1995,
the Financial Accounting Standards Board (FASB) issued a guide to implementation
of SFAS No. 115, which permitted a one-time opportunity to reclassify securities
subject to SFAS No. 115. Consequently, the Company reclassified all held-to-
maturity securities to available-for-sale as of December 31, 1995. The non-cash
reclassification of these securities, which had an aggregate amortized cost of
$9.2 billion and fair value of $10.1 billion, resulted in an increase of
approximately $396 million, net of policyholder-related amounts and deferred
income taxes, in net unrealized appreciation included in Shareholder's Equity as
of December 31, 1995.
In 1993, the FASB issued SFAS No. 114, "Accounting by Creditors for Impairment
of a Loan," which provides guidance on the accounting and disclosure for
impaired loans. In 1994, the FASB issued SFAS No. 118, "Accounting by Creditors
for Impairment of a Loan -- Income Recognition and Disclosures," which
eliminates the income recognition requirements of SFAS No. 114. The Company
adopted SFAS Nos. 114 and 118 in the first quarter of 1995, which resulted in a
$6 million increase in net income.
C) FINANCIAL INSTRUMENTS: In the normal course of business, the Company
enters into transactions involving various types of financial instruments,
including investments such as fixed maturities and equity securities and off-
balance-sheet financial instruments such as investment and loan commitments and
financial guarantees. These instruments are subject to risk of loss due to
interest rate and market fluctuations and most have credit risk. The Company
evaluates and monitors each financial instrument individually and, where
appropriate, uses certain derivative instruments or obtains collateral or other
forms of security to minimize risk of loss.
Financial instruments that are subject to fair value disclosure requirements
(insurance contracts, real estate, goodwill and taxes are excluded) are carried
in the financial statements at amounts that approximate fair value, except for
Mortgage Loans and Contractholder Deposit Funds (non-insurance products). For
these financial instruments, the fair value was not materially different from
the carrying amount as of December 31, 1996 and 1995. Fair values of off-balance
sheet financial instruments as of December 31, 1996 and 1995 were not material.
35
<PAGE>
Fair values for financial instruments are estimates that, in many cases, may
differ significantly from the amounts that could be realized upon immediate
liquidation. In cases where market prices are not available, estimates of fair
value are based on discounted cash flow analyses which utilize current interest
rates for similar financial instruments with comparable terms and credit
quality. The fair value of liabilities for contractholder deposit funds was
estimated using the amount payable on demand, and for those not payable on
demand, discounted cash flow analyses.
D) INVESTMENTS: Investments in fixed maturities, which are classified as
available-for-sale, include bonds, asset-backed securities, including
collateralized mortgage obligations (CMOs), and redeemable preferred stocks.
Fixed maturities are carried at fair value, with unrealized appreciation or
depreciation included in Shareholder's Equity. Fixed maturities are considered
impaired and written down to fair value when a decline in value is considered to
be other than temporary.
Mortgage loans are carried principally at unpaid principal balances, net of
valuation reserves. Mortgage loans are considered impaired when it is probable
that the Company will not collect all amounts according to the contractual terms
of the loan agreement. If impaired, a valuation reserve is utilized to record
any change in the fair value of the underlying collateral below the carrying
value of the mortgage loan.
Fixed maturities and mortgage loans that are delinquent or restructured to
modify basic financial terms, typically to reduce the interest rate and, in
certain cases, extend the term, are placed on non-accrual status. Net investment
income on such investments is recognized only when payment is received.
Real estate investments are either held for the production of income or held
for sale. Real estate investments held for the production of income are carried
at depreciated cost less any write-downs to fair value. Depreciation is
generally calculated using the straight-line method based on the estimated
useful lives of these assets.
Real estate investments held for sale are generally those which are acquired
through the foreclosure of mortgage loans. The Company's policy is to
rehabilitate, re-lease and sell foreclosed properties, which generally takes two
to four years. At the time of foreclosure, properties are valued at fair value
less estimated costs to sell and reclassified from mortgage loans to real estate
held for sale. Subsequent to foreclosure, these investments are carried at the
lower of cost or current fair value less estimated costs to sell. Adjustments to
the carrying value as a result of changes in fair value subsequent to
foreclosure are recorded as valuation reserves, and reported in realized
investment gains and losses. The Company considers several methods in
determining fair value for real estate, with emphasis placed on the use of
discounted cash flow analyses and, in some cases, the use of third-party
appraisals. Effective with the implementation of SFAS No. 121, real estate held
for sale is no longer depreciated.
Equity securities, which include common and non-redeemable preferred stocks,
are carried at fair value, with unrealized appreciation or depreciation included
in Shareholder's Equity. Short-term investments are carried at fair value, which
approximates cost. Equity securities and short-term investments are classified
as available for sale.
Policy loans are generally carried at unpaid principal balances.
Realized investment gains and losses result from sales, investment asset
write-downs and changes in valuation reserves. Realized investment gains and
losses do not include amounts attributable to experience-rated pension
policyholders' contracts and participating life policies (policyholder share).
Realized investment gains and losses are based upon specific identification of
the investment assets.
Unrealized investment gains and losses for investments carried at fair value
are included in Shareholder's Equity net of policyholder-related amounts and
deferred income taxes.
See Note 3(F) for a discussion of the Company's accounting policies for
derivative financial instruments.
E) CASH AND CASH EQUIVALENTS: Short-term investments with a maturity of three
months or less at the time of purchase are reported as cash equivalents.
F) REINSURANCE RECOVERABLES: Reinsurance recoverables are estimates of
amounts to be received from reinsurers, including amounts under reinsurance
agreements with affiliated companies. Allowances are established for amounts
estimated to be uncollectible.
36
<PAGE>
G) DEFERRED POLICY ACQUISITION COSTS: Acquisition costs consist of
commissions, premium taxes and other costs, which vary with, and are primarily
related to, the production of revenues. Acquisition costs for universal life
products and contractholder deposit funds are deferred and amortized in
proportion to total estimated gross profits over the expected lives of the
contracts. Acquisition costs for annuity and other individual life insurance
products are deferred and amortized, generally in proportion to the ratio of
annual revenue to the estimated total revenues over the contract periods.
Deferred policy acquisition costs are reviewed to determine if they are
recoverable from future income, including investment income. If such costs are
estimated to be unrecoverable, they are expensed. If such costs are estimated to
be unrecoverable or are accelerated as a result of treating unrealized
investment gains and losses as though they had been realized, a deferred
acquisition cost valuation allowance may be established or adjusted, with a
comparable offset in net unrealized appreciation (depreciation).
H) PROPERTY AND EQUIPMENT: Property and equipment are carried at cost less
accumulated depreciation. When applicable, cost includes interest and real
estate taxes incurred during construction and other construction-related costs.
Depreciation is calculated principally on the straight-line method based on the
estimated useful lives of the assets. Accumulated depreciation was $427 million
and $387 million at December 31, 1996 and 1995, respectively.
I) OTHER ASSETS: Other Assets consists of various insurance-related assets,
principally ceded unearned premiums, reinsurance deposits and other amounts due
from affiliated companies.
J) GOODWILL: Goodwill represents the excess of the cost of businesses
acquired over the fair value of their net assets. Goodwill is amortized on
systematic bases over periods, not exceeding 40 years, that correspond with the
benefits estimated to be derived from the acquisitions. The Company evaluates
the carrying amount of goodwill by analyzing historical and estimated future
income and undiscounted estimated cash flows of the related businesses. Goodwill
is written down when impaired. Amortization periods are revised if it is
estimated that the remaining period of benefit of the goodwill has changed.
Accumulated amortization was $99 million and $84 million at December 31, 1996
and 1995, respectively.
K) SEPARATE ACCOUNTS: Separate account assets and liabilities are principally
carried at market value and represent policyholder funds maintained in accounts
having specific investment objectives. The investment income, gains and losses
of these accounts generally accrue to the policyholders and, therefore, are not
included in the Company's revenues and expenses.
L) CONTRACTHOLDER DEPOSIT FUNDS: Liabilities for Contractholder Deposit Funds
consist of deposits received from customers and investment earnings on their
fund balances, less administrative charges and, for universal life fund
balances, mortality charges.
M) FUTURE POLICY BENEFITS: Future policy benefits are liabilities for life,
health and annuity products. Such liabilities are established in amounts
adequate to meet the estimated future obligations of policies in force. These
liabilities are computed using premium assumptions for group annuity policies
and the net level premium method for individual life policies, and are based
upon estimates as to future investment yield, mortality and withdrawals that
include provisions for adverse deviation. Future policy benefits for individual
life insurance and annuity policies are computed using interest rates ranging
from 2% to 11%, generally graded down from 1 to 20 years. Mortality, morbidity,
and withdrawal assumptions are based on either the Company's own experience or
various actuarial tables.
N) UNPAID CLAIMS AND CLAIM EXPENSES: Liabilities for unpaid claims and claim
expenses are estimates of payments to be made on reported and incurred but not
reported insurance claims.
O) UNEARNED PREMIUMS: Premiums for group life, and accident and health
insurance are reported as earned on a pro rata basis over the contract period.
The unexpired portion of these premiums is recorded as Unearned Premiums.
P) OTHER LIABILITIES: Other Liabilities consist principally of postretirement
and postemployment benefits and various insurance-related liabilities, including
amounts related to reinsurance contracts. Also included in Other Liabilities are
liabilities for guaranty fund assessments that can be reasonably estimated.
37
<PAGE>
Q) TRANSLATION OF FOREIGN CURRENCIES: Foreign operations primarily utilize
the local currencies as their functional currencies, and assets and liabilities
are translated at the rates of exchange as of the balance sheet date. The
translation gain or loss on such functional currencies, net of applicable taxes,
is generally reflected in Shareholder's Equity. Revenues and expenses are
translated at the average rates of exchange prevailing during the year.
R) PREMIUM AND FEES, REVENUES AND RELATED EXPENSES: Premiums for group life
and accident and health insurance are recognized as revenue on a pro-rata basis
over their contract periods. Benefits, losses and settlement expenses are
recognized when incurred.
Premiums for individual life insurance as well as individual and group annuity
products, excluding universal life and investment-related products, are
recognized as revenue when due. Benefits, losses and settlement expenses are
matched with premiums.
Revenues for universal life products consist of net investment income and
mortality, administration and surrender fees assessed against the fund balances
during the period. Net investment income represents investment income on assets
supporting universal life products and is recognized as earned. Fees for
mortality are recognized ratably over the policy year. Administration fees are
recognized as services are provided, and surrender charges are recognized as
earned. Benefit expenses for universal life products consist of benefit claims
in excess of fund balances, which are recognized when claims are filed, and
interest credited in accordance with contract provisions.
Revenues for investment-related products consist of net investment income and
contract fees assessed against the fund balances during the period. Net
investment income represents investment income on assets supporting
investment-related products and is recognized as earned. Contract fees are based
upon related administrative expenses and are assessed ratably over the contract
year. Benefit expenses for investment-related products primarily consist of
interest credited in accordance with contract provisions.
S) PARTICIPATING BUSINESS: Certain life insurance policies contain dividend
payment provisions that enable the policyholder to participate in a portion of
the earnings of the Company's business. The participating insurance in force
accounted for approximately 7% of total insurance in force at December 31, 1996,
and 1995, and 5% at December 31, 1994.
T) INCOME TAXES: The Company and its domestic subsidiaries are included in
the consolidated United States federal income tax return filed by CIGNA. In
accordance with a tax sharing agreement with CIGNA, the provision for federal
income tax is computed as if the Company were filing a separate federal income
tax return, except that benefits arising from tax credits and net operating and
capital losses are allocated to those subsidiaries producing such attributes to
the extent they are utilized in CIGNA's consolidated federal income tax
provision.
Deferred income taxes are generally recognized when assets and liabilities
have different values for financial statement and tax reporting purposes. See
Note 6 for additional information.
NOTE 3 -- INVESTMENTS
A) FIXED MATURITIES: Fixed maturities are net of cumulative write-downs of
$95 million and $103 million, including policyholder share, as of December 31,
1996 and 1995, respectively.
The amortized cost and fair value by contractual maturity periods for fixed
maturities, including policyholder share, as of December 31, 1996 were as
follows:
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
Amortized Fair
(IN MILLIONS) Cost Value
- ------------------------------------------------------------------------------------------------
<S> <C> <C>
Due in one year or less.................................................. $ 936 $ 955
Due after one year through five years.................................... 5,252 5,419
Due after five years through ten years................................... 4,591 4,773
Due after ten years...................................................... 3,301 3,702
Asset-backed securities.................................................. 5,802 5,967
- ------------------------------------------------------------------------------------------------
Total.................................................................... $ 19,882 $ 20,816
- ------------------------------------------------------------------------------------------------
---------------------
</TABLE>
38
<PAGE>
Actual maturities could differ from contractual maturities because issuers may
have the right to call or prepay obligations with or without call or prepayment
penalties. Also, the Company may extend maturities in some cases.
Gross unrealized appreciation (depreciation) for fixed maturities, including
policyholder share, by type of issuer was as follows:
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------
December 31, 1996
- ---------------------------------------------------------------------------------
Amortized Unrealized Unrealized Fair
(IN MILLIONS) Cost Appreciation Depreciation Value
<S> <C> <C> <C> <C>
- ---------------------------------------------------------------------------------
Federal government bonds...... $ 475 $ 160 $ -- $ 635
State and local government
bonds........................ 174 13 (4) 183
Foreign government bonds...... 121 6 -- 127
Corporate securities.......... 13,310 742 (148) 13,904
Asset-backed securities....... 5,802 226 (61) 5,967
- ---------------------------------------------------------------------------------
Total......................... $19,882 $1,147 $(213) $20,816
- ---------------------------------------------------------------------------------
<CAPTION>
-------------------------------------------------
</TABLE>
<TABLE>
<S> <C> <C> <C> <C>
- ---------------------------------------------------------------------------------
December 31, 1995
- ---------------------------------------------------------------------------------
<CAPTION>
Amortized Unrealized Unrealized Fair
(IN MILLIONS) Cost Appreciation Depreciation Value
<S> <C> <C> <C> <C>
- ---------------------------------------------------------------------------------
Federal government bonds...... $ 503 $ 300 $ -- $ 803
State and local government
bonds........................ 207 24 (1) 230
Foreign government bonds...... 131 9 (1) 139
Corporate securities.......... 13,773 1,427 (73) 15,127
Asset-backed securities....... 5,533 371 (41) 5,863
- ---------------------------------------------------------------------------------
Total......................... $20,147 $2,131 $(116) $22,162
- ---------------------------------------------------------------------------------
<CAPTION>
-------------------------------------------------
</TABLE>
Asset-backed securities include investments in CMOs as of December 31, 1996 of
$2.2 billion carried at fair value (amortized cost, $2.1 billion), compared with
$2.1 billion carried at fair value (amortized cost, $2.0 billion) as of December
31, 1995. Certain of these securities are backed by Aaa/AAA-rated government
agencies. All other CMO securities have high quality ratings through use of
credit enhancements provided by subordinated securities or mortgage insurance
from Aaa/AAA-rated insurance companies. CMO holdings are concentrated in
securities with limited prepayment, extension and default risk, such as planned
amortization class bonds. The Company's investments in interest-only and
principal-only CMOs, which are subject to interest rate risk due to accelerated
prepayments, represented approximately 0.1% and 1.9% of total CMO investments at
December 31, 1996 and 1995, respectively.
At December 31, 1996, contractual fixed maturity investment commitments were
$93 million. The majority of investment commitments are for the purchase of
investment grade fixed maturities, bearing interest at a fixed market rate, and
require no collateral. These commitments are diversified by issuer and maturity
date, and it is estimated that approximately 75% will be disbursed in 1997.
B) MORTGAGE LOANS AND REAL ESTATE: The Company's mortgage loans and real
estate investments are diversified by property type and location and, for
mortgage loans, by borrower. Mortgage loans are collateralized by the related
properties and generally approximate 75% of the property's value at the time the
original loan is made.
39
<PAGE>
At December 31, the carrying values of mortgage loans and real estate
investments, including policyholder share, were as follows:
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995
- ------------------------------------------------------------------------------------------------
<S> <C> <C>
Mortgage Loans............................................................ $ 10,152 $ 10,218
--------- ---------
Real estate:
Held for sale........................................................... 586 671
Held for production of income........................................... 439 487
--------- ---------
Total real estate......................................................... 1,025 1,158
- ------------------------------------------------------------------------------------------------
Total..................................................................... $ 11,177 $ 11,376
- ------------------------------------------------------------------------------------------------
--------------------
</TABLE>
At December 31, mortgage loans and real estate investments comprised the
following property types and geographic regions:
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995
- ------------------------------------------------------------------------------------------------
<S> <C> <C>
Property type:
Retail facilities....................................................... $ 4,453 $ 4,327
Office buildings........................................................ 4,241 4,493
Apartment buildings..................................................... 1,272 1,246
Hotels.................................................................. 665 711
Other................................................................... 546 599
- ------------------------------------------------------------------------------------------------
Total..................................................................... $ 11,177 $ 11,376
- ------------------------------------------------------------------------------------------------
--------------------
Geographic region:
Central................................................................. $ 3,452 $ 4,032
Pacific................................................................. 3,132 2,580
Middle Atlantic......................................................... 1,920 1,951
South Atlantic.......................................................... 1,526 1,647
New England............................................................. 1,147 1,166
- ------------------------------------------------------------------------------------------------
Total..................................................................... $ 11,177 $ 11,376
- ------------------------------------------------------------------------------------------------
--------------------
</TABLE>
MORTGAGE LOANS
At December 31, 1996, scheduled mortgage loan maturities were as follows: 1997
- -- $.9 billion; 1998 -- $.7 billion; 1999 -- $1.3 billion; 2000 -- $1.5 billion;
2001 -- $1.2 billion; and $4.7 billion thereafter. Actual maturities could
differ from contractual maturities because borrowers may have the right to
prepay obligations with or without prepayment penalties; the maturity date may
be extended; and loans may be refinanced. During 1996 and 1995, the Company
refinanced at current market rates approximately $477 million and $379 million,
respectively, of its mortgage loans relating to borrowers that were unable to
obtain alternative financing.
At December 31, 1996, contractual commitments to extend credit under
commercial mortgage loan agreements amounted to approximately $397 million, all
of which were at a fixed market rate of interest. These commitments expire
within six months, and are diversified by property type and geographic region.
At December 31, 1996, the Company's impaired mortgage loans were $814 million,
including $442 million before valuation reserves totaling $94 million, and $372
million which had no valuation reserves. At December 31, 1995, the Company's
impaired mortgage loans were $838 million, including $447 million before
valuation reserves totaling $82 million, and $391 million which had no valuation
reserves.
40
<PAGE>
During the year ended December 31, changes in reserves for impaired mortgage
loans, including policyholder share, were as follows:
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995
- -----------------------------------------------------------------------------------------------------
<S> <C> <C>
Reserve balance -- January 1................................................... $ 82 $ 127
Transfers to foreclosed real estate............................................ (29) (27)
Charge-offs upon sales......................................................... (19) (33)
Net increase in valuation reserves............................................. 60 15
- -----------------------------------------------------------------------------------------------------
Reserve balance -- December 31................................................. $ 94 $ 82
- -----------------------------------------------------------------------------------------------------
--------------------
</TABLE>
During 1996 and 1995, impaired mortgage loans, before valuation reserves,
averaged approximately $852 million and $935 million, respectively. Interest
income recorded and cash received on these loans was approximately $73 million
and $71 million in 1996 and 1995, respectively.
REAL ESTATE
During 1996, 1995 and 1994, non-cash investing activities included real estate
acquired through foreclosure of mortgage loans, which totaled $107 million, $144
million and $127 million, respectively.
Valuation reserves and cumulative write-downs related to real estate,
including policyholder share, were $273 million and $310 million as of December
31, 1996 and 1995, respectively.
Net income for 1996 included $19 million and $1 million for net investment
income and write-downs upon foreclosures, respectively, for real estate held for
sale.
C) SHORT-TERM INVESTMENTS AND CASH EQUIVALENTS: At December 31, 1996 and
1995, short-term investments and cash equivalents, in the aggregate, primarily
included debt securities, principally corporate securities of $418 million and
$203 million, respectively.
D) NET UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENTS: Unrealized
appreciation (depreciation) for investments carried at fair value as of December
31 was as follows:
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995
- --------------------------------------------------------------------------------------------------
<S> <C> <C>
Unrealized appreciation:
Fixed maturities.......................................................... $ 1,147 $ 2,131
Equity securities......................................................... 8 23
--------- ---------
1,155 2,154
--------- ---------
Unrealized depreciation:
Fixed maturities.......................................................... (213) (116)
Equity securities......................................................... (26) (11)
--------- ---------
(239) (127)
--------- ---------
Less policyholder-related amounts........................................... 610 1,279
--------- ---------
Shareholder net unrealized appreciation..................................... 306 748
Less deferred income taxes.................................................. 118 272
- --------------------------------------------------------------------------------------------------
Net unrealized appreciation................................................. $ 188 $ 476
- --------------------------------------------------------------------------------------------------
--------------------
</TABLE>
Net unrealized appreciation for investments carried at fair value is included
as a separate component of Shareholder's Equity, net of policyholder-related
amounts and deferred income taxes. The net unrealized (depreciation)
appreciation for these investments, primarily fixed maturities, during 1996,
1995 and 1994 was ($288) million, $542 million and ($494) million, respectively.
During 1995 and 1994, certain fixed maturities were carried at amortized cost
in the financial statements. The change in net unrealized appreciation
(depreciation) for such investments was ($14) million and ($1.2) billion during
1995 and 1994, respectively.
41
<PAGE>
E) NON-INCOME PRODUCING INVESTMENTS: At December 31, the carrying values of
investments, including policyholder share, that were non-income producing during
the preceding 12 months were as follows:
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995
- -----------------------------------------------------------------------------------------------------
<S> <C> <C>
Fixed maturities............................................................... $ 52 $ 75
Mortgage loans................................................................. 14 17
Real estate.................................................................... 172 234
- -----------------------------------------------------------------------------------------------------
Total.......................................................................... $ 238 $ 326
- -----------------------------------------------------------------------------------------------------
--------------------
</TABLE>
F) DERIVATIVE FINANCIAL INSTRUMENTS: The Company's investment strategy is to
manage the characteristics of investment assets, such as liquidity, currency,
yield and duration, to reflect the underlying characteristics of the related
insurance and contractholder liabilities, which vary among the Company's
principal product lines. In connection with this investment strategy, the
Company's use of derivative instruments, including interest rate and currency
swaps, purchased options and futures contracts, is limited to hedging
applications to minimize market risk.
Hedge accounting treatment requires a probability of high correlation between
the changes in the market value or cash flows of the derivatives and the hedged
assets or liabilities. Under hedge accounting, the changes in market value or
cash flows of the derivatives and the hedged assets or liabilities are
recognized in net income in the same period. If the Company's use of derivatives
does not qualify for hedge accounting treatment, the derivative is recorded at
fair value and changes in its fair value are recognized in net income without
considering changes in the hedged asset or liability.
The Company routinely monitors, by individual counterparty, exposure to credit
risk associated with swap and option contracts and diversifies the portfolio
among approved dealers of high credit quality. Futures contracts are
exchange-traded and, therefore, credit risk is limited since the exchange
assumes the obligations. The Company manages legal risks by following industry
standardized documentation procedures and by monitoring legal developments.
Underlying contract, notional or principal amounts associated with derivatives
at December 31 were as follows:
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995
- -----------------------------------------------------------------------------------------------------
<S> <C> <C>
Interest rate swaps............................................................ $ 335 $ 508
Currency swaps................................................................. 275 335
Purchased options.............................................................. 632 --
Futures........................................................................ 45 22
- -----------------------------------------------------------------------------------------------------
</TABLE>
Under interest rate swaps, the Company agrees with other parties to
periodically exchange the difference between variable rate and fixed rate asset
cash flows to provide stable returns for related liabilities. The Company uses
currency swaps (primarily Canadian dollars, pounds sterling and Swiss francs) to
match the currency of investments to that of the associated liabilities. Under
currency swaps, the parties exchange principal and interest amounts in two
relevant currencies using agreed-upon exchange amounts.
The net interest cash flows from interest rate and currency swaps are
recognized currently as an adjustment to net investment income, and the fair
value of these swaps is reported as an adjustment to the related investments.
Using purchased options to reduce the effect of changes in interest rates or
equity indexes on liabilities, the Company pays an up-front fee to receive cash
flows from third parties when interest rates or equity indexes vary from
specified levels. Purchased options that qualify for hedge accounting are
recorded consistent with the related liabilities, at amortized cost plus
adjustments based on current equity indexes, and income is reported as an
adjustment to benefit expense. Purchased options are reported in other assets,
and fees paid are amortized to benefit expense over their contractual periods.
Purchased options with underlying notional amounts of $112 million at December
31, 1996 that are designated as hedges, but do not qualify for hedge accounting,
are reported in other long-term investments at fair value with changes in fair
value recognized as realized investment gains and losses.
42
<PAGE>
Interest rate futures are used to temporarily hedge against the changes in
market values of bonds and mortgage loans to be purchased or sold. Under futures
contracts, changes in the contract values are settled in cash daily with the
exchange on which the instrument is traded. These changes in contract values are
deferred and recorded as adjustments to the carrying value of the related bond
or mortgage loan. Deferred gains and losses are amortized into net investment
income over the life of the investments purchased or are recognized in full as
realized investment gains and losses if investments are sold. Gains and losses
on futures contracts deferred in anticipation of investment purchases were
immaterial at December 31, 1996 and 1995.
The effects of interest rate and currency swaps, purchased options and futures
on the components of net income for 1996, 1995 and 1994 were not material.
As of December 31, 1996 and 1995, the Company's variable interest rate
investments consisted of approximately $1.3 billion and $1.4 billion of fixed
maturities, respectively. As of December 31, 1996 and 1995, the Company's fixed
interest rate investments consisted of $19.5 billion and $20.6 billion,
respectively, of fixed maturities, and $10.2 billion and $10.0 billion,
respectively, of mortgage loans.
G) OTHER: As of December 31, 1996 and 1995, the Company had no concentration
of investments in a single investee exceeding 10% of Shareholder's Equity.
NOTE 4 -- INVESTMENT INCOME AND GAINS AND LOSSES
A) NET INVESTMENT INCOME: The components of net investment income, including
policyholder share, for the year ended December 31 were as follows:
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995 1994
- --------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Fixed maturities................................................................ $1,647 $1,663 $1,596
Equity securities............................................................... -- 15 20
Mortgage loans.................................................................. 921 866 776
Policy loans.................................................................... 548 499 365
Real estate..................................................................... 227 301 291
Other long-term investments..................................................... 23 33 23
Short-term investments.......................................................... 35 46 8
------ ------ ------
3,401 3,423 3,079
Less investment expenses........................................................ 202 285 274
- --------------------------------------------------------------------------------------------------------
Net investment income........................................................... $3,199 $3,138 $2,805
- --------------------------------------------------------------------------------------------------------
----------------------
</TABLE>
Net investment income attributable to policyholder contracts, which is
included in the Company's revenues and is primarily offset by amounts included
in Benefits, Losses and Settlement Expenses, was approximately $1.8 billion for
1996 and 1995, and $1.5 billion for 1994 . Net investment income for separate
accounts, which is not reflected in the Company's revenues, was $1.1 billion,
$885 million and $693 million for 1996, 1995 and 1994, respectively.
As of December 31, 1996, fixed maturities and mortgage loans on non-accrual
status, including policyholder share, were $160 million and $360 million,
including restructured investments of $88 million and $304 million,
respectively. As of December 31, 1995, fixed maturities and mortgage loans on
non-accrual status, including policyholder share, were $149 million and $523
million, including restructured investments of $105 million and $447 million,
respectively. If interest on these investments had been recognized in accordance
with their original terms, net income would have been increased by $15 million,
$18 million and $14 million in 1996, 1995 and 1994, respectively.
43
<PAGE>
B) REALIZED INVESTMENT GAINS AND LOSSES: Realized gains and losses on
investments, excluding policyholder share, for the year ended December 31 were
as follows:
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995 1994
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Realized investment gains (losses):
Fixed maturities.............................................................. $11 $(10) $ 4
Equity securities............................................................. 1 5 2
Mortgage loans................................................................ (12 ) (5 ) --
Real estate................................................................... 15 4 15
Other......................................................................... 22 (1 ) 6
---- ---- ----
37 (7 ) 27
Income tax expenses (benefits).................................................. 17 (2 ) 12
- --------------------------------------------------------------------------------------------------
Net realized investment gains (losses).......................................... $20 $(5 ) $15
- --------------------------------------------------------------------------------------------------
----------------
</TABLE>
Realized investment gains and losses include impairments in the value of
investments, net of recoveries, of $40 million, $27 million and $33 million in
1996, 1995 and 1994, respectively.
Realized investment gains (losses) for separate accounts, which are not
reflected in the Company's revenues, were $305 million, $412 million and ($51)
million for the years ended December 31, 1996, 1995 and 1994, respectively.
Realized investment gains (losses) attributable to policyholder contracts, which
also are not reflected in the Company's revenues, were $82 million and ($6)
million for the years ended December 31, 1996 and 1995, respectively. There were
no realized investment gains (losses) attributable to policyholder contracts for
the year ended December 31, 1994.
Sales of available-for-sale fixed maturities and equity securities, including
policyholder share, for the year ended December 31 were as follows:
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995 1994
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Proceeds from sales................................................. $ 4,236 $ 1,667 $ 2,116
Gross gains on sales................................................ $ 146 $ 78 $ 73
Gross losses on sales............................................... $ (70) $ (53) $ (70)
- -----------------------------------------------------------------------------------------------------
</TABLE>
Prior to the SFAS No. 115 reclassification described in Note 2(B), $171
million of fixed maturities classified as held-to-maturity, including
policyholder share, were transferred to the available-for-sale category in 1995
with no material effect on Shareholder's Equity.
NOTE 5 -- SHAREHOLDER'S EQUITY AND DIVIDEND RESTRICTIONS
The Connecticut Insurance Department (the Department) recognizes as net income
and surplus (shareholder's equity) those amounts determined in conformity with
statutory accounting practices prescribed or permitted by the Department, which
differ in certain respects from generally accepted accounting principles. As of
December 31, 1996, there were no permitted accounting practices utilized by the
Company that were materially different from those prescribed by the Department.
Capital stock of the Company at December 31, 1996 and 1995 consisted of
5,978,322 shares of common stock authorized, issued and outstanding (par value
$5.00).
The Company's statutory net income was $611 million, $390 million and $428
million for 1996, 1995 and 1994, respectively. Statutory surplus was $2.1
billion at December 31, 1996 and 1995. The Connecticut Insurance Holding Company
Act limits the amount of annual dividends or other distributions available to
shareholders of Connecticut insurance companies without the Department's prior
approval. During 1996, the Company paid a total of $600 million in dividends to
its Parent, of which $200 million received prior approval from the Department in
accordance with requirements. Under current law, the maximum dividend
distribution that may be made by the Company during 1997 without prior approval
is $629 million. The amount of restricted net assets as of December 31, 1996 was
approximately $3.5 billion.
44
<PAGE>
NOTE 6 -- INCOME TAXES
The Company's net deferred tax asset of $639 million and $403 million as of
December 31, 1996 and 1995, respectively, reflects management's belief that the
Company's taxable income in future years will be sufficient to realize the net
deferred tax asset based on the Company's earnings history and its future
expectations. In determining the adequacy of future taxable income, management
considered the future reversal of its existing taxable temporary differences and
available tax planning strategies that could be implemented, if necessary.
In accordance with the Life Insurance Company Income Tax Act of 1959, a
portion of the Company's statutory income was not subject to current income
taxation but was accumulated in an account designated Policyholders' Surplus
Account. Under the Tax Reform Act of 1984, no further additions may be made to
the Policyholders' Surplus Account for tax years ending after December 31, 1983.
The balance in the account of approximately $450 million at December 31, 1996
would result in a tax liability of $158 million only if distributed to the
shareholder or if the account balance exceeded a prescribed maximum. No income
taxes have been provided on this amount because, in management's opinion, the
likelihood that these conditions will be met is remote.
CIGNA's federal income tax returns are routinely audited by the Internal
Revenue Service (IRS), and provisions are made in CIGNA's financial statements
in anticipation of the results of these audits.
In management's opinion, adequate tax liabilities have been established for
all years.
The tax effect of temporary differences which give rise to deferred income tax
assets and liabilities as of December 31 were as follows:
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995
- -----------------------------------------------------------------------------------------------------
<S> <C> <C>
Deferred tax assets:
Other insurance and contractholder liabilities............................... $ 387 $ 324
Employee and retiree benefit plans........................................... 177 176
Investments, net............................................................. 228 225
Other........................................................................ 74 72
--- ---
Total deferred tax assets.................................................... 866 797
--- ---
Deferred tax liabilities:
Policy acquisition expenses.................................................. 21 25
Depreciation................................................................. 88 97
Unrealized appreciation on investments....................................... 118 272
--- ---
Total deferred tax liabilities............................................... 227 394
- -----------------------------------------------------------------------------------------------------
Net deferred income tax asset.................................................. $ 639 $ 403
- -----------------------------------------------------------------------------------------------------
--------------------
</TABLE>
Total income taxes for the year ended December 31 were less than the amount
computed using the nominal federal income tax rate of 35% for the following
reasons:
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995 1994
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Tax expense at nominal rate.............................................. $ 305 $ 266 $ 271
Tax-exempt interest income............................................... (5) (6) (7)
Dividends received deduction............................................. (7) (7) (3)
Amortization of goodwill................................................. 4 4 4
Resolved federal tax audit issues........................................ -- -- (2)
Other.................................................................... 16 -- 2
- ----------------------------------------------------------------------------------------------------------
Total income taxes....................................................... $ 313 $ 257 $ 265
- ----------------------------------------------------------------------------------------------------------
-------------------------------
</TABLE>
NOTE 7 -- PENSION AND OTHER POSTRETIREMENT AND POSTEMPLOYMENT BENEFITS PLANS
A) PENSION PLANS: The Company provides retirement benefits to eligible
employees and agents. These benefits are provided through a plan sponsored by
CIGNA covering most domestic employees (the Plan) and by several separate
pension plans for various subsidiaries, agents and foreign employees.
45
<PAGE>
The Plan is a non-contributory, defined benefit, trusteed plan available to
eligible domestic employees. Benefits are based on employees' years of service
and compensation during the highest three or, if service commenced after
December 31, 1988, five consecutive years of employment, offset by a portion of
the Social Security benefit for which they are eligible. CIGNA funds at least
the minimum amount required by the Employee Retirement Income Security Act of
1974. Allocated pension cost for the Company was $26 million, $23 million and
$31 million in 1996, 1995 and 1994, respectively.
The Plan, and several separate pension plans for various subsidiaries and
agents, had deposits with the Company totalling approximately $2.2 billion and
$2.0 billion at December 31, 1996 and 1995, respectively.
B) OTHER POSTRETIREMENT BENEFITS PLANS: In addition to providing pension
benefits, the Company provides certain health care and life insurance benefits
to retired employees, spouses and other eligible dependents through various
plans sponsored by CIGNA. A substantial portion of the Company's employees may
become eligible for these benefits upon retirement. CIGNA's contributions for
health care benefits depend upon a retiree's date of retirement, age, years of
service and other cost-sharing features, such as deductibles and coinsurance.
Under the terms of the benefit plans, benefit provisions and cost-sharing
features can be adjusted. In general, retiree health care benefits are not
funded by CIGNA, but are paid as covered expenses are incurred. Retiree life
insurance benefits are paid from plan assets or as covered expenses are
incurred.
In 1996, CIGNA amended its health care plan for certain current and future
retirees effective January 1, 1997, whereby health benefits will be provided
primarily through CIGNA's managed care networks in exchange for a fixed
reimbursement amount per retiree from Medicare. The effect of the plan amendment
was to reduce CIGNA's other postretirement benefit liability by $110 million.
The reduction of the liability is being amortized into income over the average
remaining employee service period, approximately 17 years, through a reduction
of the expense for postretirement benefits other than pensions allocated to the
Company.
An employer's postretirement benefit liability is primarily measured by
determining the present value of the projected future costs of health benefits
based on an estimate of health care cost trend rates. Expense for postretirement
benefits other than pensions allocated to the Company totalled $16 million for
1996, $20 million for 1995 and $28 million for 1994. The other postretirement
benefit liability included in Accounts Payable, Accrued Expenses and Other
Liabilities as of December 31, 1996 and 1995 was $424 million and $427 million,
including net intercompany payables of $40 million and $28 million,
respectively, for services provided by affiliates' employees.
C) OTHER POSTEMPLOYMENT BENEFITS: The Company provides certain salary
continuation (severance and disability), health care and life insurance benefits
to inactive and former employees, spouses and other eligible dependents through
various employee benefit plans sponsored by CIGNA.
Although severance benefits accumulate with additional service, the Company
recognizes severance expense when severance is probable and the costs can be
reasonably estimated. Postemployment benefits other than severance generally do
not vest or accumulate; therefore, the estimated cost of benefits is accrued
when determined to be probable and estimable, generally upon disability or
termination. See Note 10 for additional information regarding severance accrued
as part of cost reduction initiatives.
D) CAPITAL ACCUMULATION PLANS: CIGNA sponsors various capital accumulation
plans in which employee contributions on a pre-tax basis (401(k)) are
supplemented by CIGNA matching contributions. Contributions are invested, at the
election of the employee, in one or more of the following investments: CIGNA
common stock fund, several non-CIGNA stock and bond portfolios and a
fixed-income fund. The Company's allocated expense for such plans totaled $16
million for 1996 and $14 million for each of 1995 and 1994.
NOTE 8 -- REINSURANCE
In the normal course of business, the Company enters into agreements,
primarily relating to short-duration contracts, to assume and cede reinsurance
with other insurance companies. Reinsurance is ceded primarily to limit losses
from large exposures and to permit recovery of a portion of direct losses,
although ceded reinsurance does not relieve the originating insurer of
liability. The Company evaluates the financial condition of its reinsurers and
monitors concentrations of credit risk arising from similar geographic regions,
activities, or economic characteristic of its reinsurers.
46
<PAGE>
Failure of reinsurers to indemnify the Company, as a result of reinsurer
insolvencies and disputes, could result in losses. As of December 31, 1996 and
1995 there were no allowances for uncollectible amounts. While future charges
for unrecoverable reinsurance may materially affect results of operations in
future periods, such amounts are not expected to have a material adverse effect
on the Company's liquidity or financial condition.
The effects of reinsurance on net earned premiums and fees for the year ended
December 31 were as follows:
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995 1994
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
SHORT-DURATION CONTRACTS
Premiums and fees:
Direct............................................................ $ 3,709 $ 3,374 $ 3,419
Assumed........................................................... 571 818 716
Ceded............................................................. (193) (391) (291)
- -----------------------------------------------------------------------------------------------------
Net earned premiums and fees........................................ $ 4,087 $ 3,801 $ 3,844
- -----------------------------------------------------------------------------------------------------
-------------------------------
LONG-DURATION CONTRACTS
Premiums and fees:
Direct............................................................ $ 1,228 $ 1,189 $ 1,068
Assumed........................................................... 165 127 126
Ceded............................................................. (166) (119) (78)
- -----------------------------------------------------------------------------------------------------
Net earned premiums and fees........................................ $ 1,227 $ 1,197 $ 1,116
- -----------------------------------------------------------------------------------------------------
-------------------------------
</TABLE>
The effects of reinsurance on written premiums and fees for short-duration
contracts were not materially different from the amounts shown in the above
table. Benefits, losses and settlement expenses for 1996, 1995 and 1994 were net
of reinsurance recoveries of $359 million, $442 million and $415 million,
respectively.
NOTE 9 -- LEASES AND RENTALS
Rental expenses for operating leases, principally with respect to buildings,
amounted to $68 million, $60 million and $62 million in 1996, 1995 and 1994,
respectively.
As of December 31, 1996, future net minimum rental payments under
non-cancelable operating leases were $128 million, payable as follows: 1997 -
$42 million; 1998 - $31 million; 1999 - $27 million; 2000 - $13 million; 2001 -
$6 million; and $9 million thereafter.
NOTE 10 -- SEGMENT INFORMATION
The Company operates principally in three segments: Employee Life and Health
Benefits, Employee Retirement and Savings Benefits, and Individual Financial
Services. Other Operations consists principally of the results of the Company's
settlement annuity business.
47
<PAGE>
Summarized financial information with respect to the business segments for the
year ended and as of December 31 was as follows:
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
(IN MILLIONS) 1996 1995 1994
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
REVENUES
Employee Life and Health Benefits................................ $ 4,510 $ 4,243 $ 4,194
Employee Retirement and Savings Benefits......................... 1,899 1,914 1,887
Individual Financial Services.................................... 1,950 1,800 1,546
Other Operations................................................. 200 181 173
- --------------------------------------------------------------------------------------------------
Total............................................................ $ 8,559 $ 8,138 $ 7,800
- --------------------------------------------------------------------------------------------------
-------------------------------
INCOME (LOSS) BEFORE INCOME TAXES
Employee Life and Health Benefits................................ $ 287 $ 294 $ 323
Employee Retirement and Savings Benefits......................... 293 232 258
Individual Financial Services.................................... 298 252 237
Other Operations................................................. (8) (17) (44)
- --------------------------------------------------------------------------------------------------
Total............................................................ $ 870 $ 761 $ 774
- --------------------------------------------------------------------------------------------------
-------------------------------
IDENTIFIABLE ASSETS
Employee Life and Health Benefits................................ $ 7,065 $ 7,629 $ 7,197
Employee Retirement and Savings Benefits......................... 40,122 37,609 33,588
Individual Financial Services.................................... 17,930 16,189 12,612
Other Operations................................................. 2,398 2,569 2,111
- --------------------------------------------------------------------------------------------------
Total............................................................ $ 67,515 $ 63,996 $ 55,508
- --------------------------------------------------------------------------------------------------
-------------------------------
</TABLE>
During 1995, the Company recorded a $13 million pre-tax charge, included in
Other Operating Expenses, for cost reduction initiatives in the Employee Life
and Health Benefits segment. The charge consisted primarily of severance-related
expenses representing costs associated with nonvoluntary employee terminations
covering approximately 1,100 employees. The cash outlays associated with the
restructuring initiatives began in the third quarter of 1995 and will continue
through 1997, with $6 million paid in 1996. As of December 31, 1996, $7 million
of severance was paid to 625 terminated employees. The Company has funded, and
will continue to fund, these costs through liquid assets, and such funding has
not and will not have a material adverse effect on its liquidity.
NOTE 11 -- CONTINGENCIES
A) FINANCIAL GUARANTEES: The Company is contingently liable for financial
guarantees provided in the ordinary course of business on the repayment of
principal and interest on certain industrial revenue bonds. The contractual
amounts of financial guarantees reflect the Company's maximum exposure to credit
loss in the event of nonperformance. To limit the Company's exposure in the
event of default of any guaranteed obligation, various programs are in place to
ascertain the creditworthiness of guaranteed parties and to monitor this status
on a periodic basis.
The industrial revenue bonds guaranteed directly by the Company have remaining
maturities of up to 19 years. The guarantees provide for payment of debt service
only as it becomes due; consequently, an event of default would not cause an
acceleration of scheduled principal and interest payments. The principal amount
of the bonds guaranteed by the Company at December 31, 1996 and 1995 was $234
million and $266 million, respectively. Revenues in connection with industrial
revenue bond guarantees are derived principally from equity participations in
the related projects and are included in Net Investment Income as earned. Loss
reserves for financial guarantees are established when a default has occurred or
when the Company believes that a loss has been incurred. During 1994, losses for
industrial revenue bonds were $1 million. There were no such losses in 1996 and
1995.
48
<PAGE>
The Company also guarantees a minimum level of benefits for certain separate
account contracts and, in the event that separate account assets are
insufficient to fund minimum policy benefits, the Company is obligated to fund
the difference. As of December 31, 1996 and 1995, the amount of minimum benefit
guarantees for separate account contracts was $4.9 billion and $5.1 billion,
respectively. Reserves in addition to the separate account liabilities are
established when the Company believes a payment will be required under one of
these guarantees. No such reserves were required as of December 31, 1996 and
1995. Guarantee fees are part of the overall management fee charged to separate
accounts and are recognized in income as earned.
Although the ultimate outcome of any loss contingencies arising from the
Company's financial guarantees may adversely affect results of operations in
future periods, they are not expected to have a material adverse effect on the
Company's liquidity or financial condition.
B) REGULATORY AND INDUSTRY DEVELOPMENTS: The Company's businesses are subject
to a changing social, economic, legal, legislative and regulatory environment
that could affect them. Some of the changes include initiatives to: change
certain federal corporate tax laws; restrict insurance pricing and the
application of underwriting standards; reform health care; and expand
regulation. Some of the more significant issues are discussed below.
In August 1996, Congress passed legislation that phases out over a three-year
period the tax deductibility of policy loan interest for most leveraged
corporate-owned life insurance (COLI) products. For 1996, 31% of revenues and
29% of operating income for the Individual Financial Services segment were from
leveraged COLI products that are affected by this legislation. The effect of the
legislation on this segment's income is not expected to be material through
1998. Beginning in 1999, the effect of the legislation is uncertain; however, it
could have a material adverse effect on the segment's income. The Company does
not expect this legislation to have a material effect on its consolidated
results of operations, liquidity or financial condition.
The Company expects proposals for federal and state legislation seeking some
health care insurance reforms. Due to uncertainties associated with the timing
and content of any health care legislation, the effect on the Company's future
results of operations, liquidity or financial condition cannot be reasonably
estimated at this time.
The National Association of Insurance Commissioners is currently developing
standardized statutory accounting principles, which are scheduled to take effect
in 1999. The effect on the Company's statutory net income, surplus and liquidity
cannot be reasonably estimated at this time.
In recent years, the number of insurance companies that are impaired or
insolvent has increased. This is expected to result in an increase in mandatory
assessments by state guaranty funds of, or voluntary payments by, solvent
insurance companies to cover losses to policyholders of insolvent or
rehabilitated companies. Mandatory assessments, which are subject to statutory
limits, can be partially recovered through a reduction in future premium taxes
in some states. The Company recorded pre-tax charges of $53.9 million, $37.0
million and $27.9 million for 1996, 1995 and 1994, respectively, for guaranty
fund assessments that can be reasonably estimated before giving effect to future
premium tax recoveries. Although future assessments and payments may adversely
affect results of operations in future periods, such amounts are not expected to
have a material adverse effect on the Company's liquidity or financial
condition.
The eventual effect on the Company of the changing environment in which it
operates remains uncertain.
C) LITIGATION: The Company is routinely engaged in litigation incidental to
its business. While the outcome of all litigation involving the Company,
including insurance-related litigation, cannot be determined, litigation is not
expected to result in losses that differ from recorded reserves by amounts that
would be material to results of operations, liquidity or financial condition.
NOTE 12 -- RELATED PARTY TRANSACTIONS
The Company has assumed the settlement annuity and group pension business
written by Life Insurance Company of North America (LINA), an affiliate.
Reserves held by the Company with respect to this business were $1.7 billion at
December 31, 1996 and 1995.
The Company cedes long-term disability business to LINA. Reinsurance
recoverables from LINA at December 31, 1996 and 1995 were $917 million and $973
million, respectively.
49
<PAGE>
The Company had lines of credit available from affiliates totaling $600
million at both December 31, 1996 and 1995. All borrowings are payable upon
demand with interest rates equivalent to CIGNA's average monthly short-term
borrowing rate plus 1/4 of 1%. Interest expense was $1 million for 1996, 1995
and 1994. As of December 31, 1996 and 1995, there were no borrowings outstanding
under such lines.
The Company extended lines of credit to affiliates totalling $600 million at
December 31, 1996 and 1995. All loans are payable upon demand with interest
rates equivalent to CIGNA's average monthly short-term borrowing rate. There
were no amounts outstanding as of December 31, 1996 or 1995.
The Company, together with other CIGNA subsidiaries, has entered into a
pooling arrangement known as the CIGNA Corporate Liquidity Account (the Account)
for the purpose of maximizing earnings on funds available for short-term
investments. Withdrawals from the Account, up to the total amount of the
participant's investment in the Account, are allowed on a demand basis. As of
December 31, 1996 and 1995, the Company had a balance in the Account of $80
million and $212 million, respectively.
CIGNA allocates to the Company its share of operating expenses incurred at the
corporate level. The Company also allocates a portion of its operating expenses
to affiliated companies on whose behalf it performs certain administrative
services.
50
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors of Connecticut General
Life Insurance Company and Participants of the
CG Corporate Insurance Variable Life Separate Account 02
In our opinion, the accompanying statement of assets and liabilities and the
related statements of operations and of changes in net assets present fairly, in
all material respects, the financial position of the CIGNA Variable Products
Group -- CIGNA Variable Products Money Market Fund (constituting the CG
Corporate Insurance Variable Life Separate Account 02, hereafter referred to as
"the Account") at December 31, 1996, the results of operations and the changes
in net assets for the period December 24, 1996 (inception) through December 31,
1996, in conformity with generally accepted accounting principles. These
financial statements are the responsibility of the Account's management; our
responsibility is to express an opinion on these financial statements based on
our audit. We conducted our audit of these financial statements in accordance
with generally accepted auditing standards which require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audit, which included confirmation of securities at December
31, 1996 by correspondence with the custodian, provides a reasonable basis for
the opinion expressed above.
PRICE WATERHOUSE LLP
Hartford, Connecticut
February 20, 1997
51
<PAGE>
CG CORPORATE INSURANCE VARIABLE LIFE SEPARATE ACCOUNT 02
CIGNA VARIABLE PRODUCTS MONEY MARKET FUND SUB-ACCOUNT
- --------------------------------------------------------------------------------
FINANCIAL STATEMENTS
<TABLE>
<S> <C>
STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 1996
ASSETS:
Investment in CIGNA Variable
Products Money Market Fund at
value........................ $ 611,191
Receivable for fund shares
sold......................... 64
-----------
Total assets................ 611,255
-----------
LIABILITIES:
Payable to Connecticut General
Life Insurance Company....... 64
-----------
Total liabilities........... 64
-----------
Net assets.................. $ 611,191
-----------
-----------
Accumulation units
outstanding.................. 61,064
Net asset value per
accumulation unit............ $ 10.008961
STATEMENT OF OPERATIONS
PERIOD FROM DECEMBER 24, 1996* TO DECEMBER
31, 1996
INVESTMENT INCOME:
Dividends..................... $ 675
EXPENSES:
Mortality and expense risk and
administrative charges....... 112
-----------
Net investment income....... 563
-----------
INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS.... $ 563
-----------
-----------
</TABLE>
<TABLE>
<S> <C>
STATEMENT OF CHANGES IN NET ASSETS
PERIOD FROM DECEMBER 24, 1996* TO DECEMBER 31, 1996
OPERATIONS:
Net investment income........................................................... $ 563
----------
ACCUMULATION UNIT TRANSACTIONS:
Participant deposits, net of premium loads...................................... 621,412
Participant withdrawals......................................................... (10,784)
----------
Net increase from participant transactions.................................... 610,628
----------
Total increase in net assets................................................ 611,191
----------
NET ASSETS:
Beginning of period............................................................. --
----------
End of period................................................................... $ 611,191
----------
----------
PARTICIPANT ACCUMULATION UNIT TRANSACTIONS (IN UNITS):
Participant deposits............................................................ 62,141
Participant withdrawals......................................................... (1,077)
----------
Net increase in units from participant transactions........................... 61,064
----------
----------
</TABLE>
* Date deposits first received.
THE NOTES TO FINANCIAL STATEMENTS ARE AN INTEGRAL PART OF THESE STATEMENTS.
52
<PAGE>
CG CORPORATE INSURANCE VARIABLE LIFE SEPARATE ACCOUNT 02
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
- --------------------------------------------------------------------------------
1. ORGANIZATION
CG Corporate Insurance Variable Life Separate Account 02 (the Account) is
registered as a Unit Investment Trust under the Investment Company Act of 1940,
as amended. The operations of the Account are part of the operations of
Connecticut General Life Insurance Company (CG Life). The assets and liabilities
of the Account are clearly identified and distinguished from other assets and
liabilities of CG Life. The assets of the Account are not available to meet the
general obligations of CG Life and are held for the exclusive benefit of the
participants.
The assets of the Account are divided into variable sub-accounts each of
which is invested in shares of one of sixteen portfolios (mutual funds) of eight
diversified open-end management investment companies, each portfolio with its
own investment objective. The variable sub-accounts are:
<TABLE>
<S> <C>
ALGER AMERICAN FUND: --
Alger American Small Capitalization Portfolio*
Alger American MidCap Growth Portfolio*
Alger American Growth Portfolio*
CIGNA VARIABLE PRODUCTS GROUP: --
CIGNA Variable Products Money Market Fund
CIGNA Variable Products S&P 500 Index Fund*
FIDELITY VARIABLE INSURANCE PRODUCTS FUND: --
Equity-Income Portfolio*
High Income Portfolio*
FIDELITY VARIABLE INSURANCE PRODUCTS FUND II: --
Investment Grade Bond Portfolio*
JANUS ASPEN SERIES: --
Short-Term Bond Portfolio*
Worldwide Growth Portfolio*
MFS VARIABLE INSURANCE TRUST: --
MFS Emerging Growth Series*
MFS Total Return Series*
OCC ACCUMULATION TRUST: --
OCC Equity Portfolio*
OCC Managed Portfolio*
OCC Small Cap Portfolio*
TEMPLETON VARIABLE PRODUCTS SERIES FUND: --
Templeton International Fund*
</TABLE>
* Not active. As of December 31, 1996, deposits not received.
2. SIGNIFICANT ACCOUNTING POLICIES
These financial statements have been prepared in conformity with generally
accepted accounting principles. The following is a summary of significant
accounting policies consistently followed in the preparation of the Account's
financial statements.
A. INVESTMENT VALUATION: Investments held by the sub-account are valued at
the respective closing net asset value per share as determined by the mutual
fund as of December 31, 1996.
B. INVESTMENT TRANSACTIONS: Investment transactions are recorded on the trade
date (date the order to buy or sell is executed). Dividend distributions are
recorded on the ex-dividend date. Investment transactions are settled through CG
Life.
C. FEDERAL INCOME TAXES: The operations of the Account form a part of, and
are taxed with, the total operations of CG Life, which is taxed as a life
insurance company. Under existing federal income tax law, investment income
(dividends) attributable to the Account are not taxed.
53
<PAGE>
CG CORPORATE INSURANCE VARIABLE LIFE SEPARATE ACCOUNT 02
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
- --------------------------------------------------------------------------------
3. INVESTMENTS
Total shares held and cost of investments at December 31, 1996 were:
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------
Cost Of
Sub-Account Shares Held Investments
- ----------------------------------------------------------------------------------------------
<S> <C> <C>
CIGNA Variable Products Money Market Fund........................... 611,191 $ 611,191
- ----------------------------------------------------------------------------------------------
</TABLE>
Total purchases and sales of shares of the mutual fund, for the period
noted, amounted to:
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------
Sub-Account Period* Purchases Sales
- -------------------------------------------------------------------------------------------
<S> <C> <C> <C>
CIGNA Variable Products Money
Market Fund.................. December 24, 1996 to December 31, 1996 $621,975 $10,784
- -------------------------------------------------------------------------------------------
</TABLE>
* Date deposits first received.
4. CHARGES AND DEDUCTIONS
CG Life charges each variable sub-account for mortality and expense risks, a
daily deduction, currently equivalent to .85% per year during the first ten
policy years, .45% per year during the eleventh through fifteenth policy years
and .15% thereafter.
CG Life also charges each variable sub-account for administrative costs, a
daily deduction, currently equivalent to .10% per year during the first ten
policy years.
CG Life deducts a premium load of 6.5% of each premium payment to cover
sales loads, state taxes and federal income tax liabilities. An additional 40%
on premium payments, up to one guideline annual premium, will be deducted in the
first policy year. In the event that the specified amount under the policy is
increased, other than a change in the death benefit option, an additional 25%
premium load on premium payments up to the increase in the guideline annual
premium will be deducted from premium payments received during the twelve months
following the increase, to the extent such premium payments are attributable to
the increase in specified amount rather than to the previously existing
specified amount.
CG Life charges a policy fee of $250 from the accumulation value for a
portion of CG Life's administrative expenses.
CG Life charges a monthly administrative fee of $8 per month. This charge is
for items such as premium billing and collection, policy value calculation,
confirmations and periodic reports.
CG Life charges a monthly deduction for the cost of insurance and any
charges for supplemental riders. The cost of insurance charge depends on the
attained age, years since issue, risk classification (in accordance with state
law) and the current net amount at risk. On a monthly basis, the administrative
fee and the cost of insurance charge are deducted proportionately from the value
of each variable sub-account and/or the fixed account funding option. The fixed
account is part of the general account of CG Life and is not included in these
financial statements.
CG Life charges a $25 transaction fee for each transfer between funding
options in excess of four during the policy year. No transaction fee charges
were paid to CG Life for the period from December 24, 1996 to December 31, 1996.
54
<PAGE>
CG CORPORATE INSURANCE VARIABLE LIFE SEPARATE ACCOUNT 02
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
- --------------------------------------------------------------------------------
4. CHARGES AND DEDUCTIONS (CONTINUED)
The fees charged by CG Life for premium loads (deducted from premium
payments), policy issue fees (deducted from the initial premium payment),
administrative fees and cost of insurance, both of which are included in
participant withdrawals, from the variable sub-account for the period noted,
amounted to:
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
Cost of
Premium Policy Administrative Insurance
Sub-Account Period* Loads Issue Fees Fees Deduction
- ------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
December 24, 1996
CIGNA Variable Products to
Money Market Fund.......... December 31, 1996 $ 208,122 $ 7,750 $ 248 $ 2,786
- ------------------------------------------------------------------------------------------------------
</TABLE>
* Date deposits first received.
CG Life will refund 60% of all premium loads previously deducted if a policy
is surrendered during the first twelve months after issue. If a policy is
surrendered during the months thirteen through twenty-four after issue, the
refund will equal 30% of all premium loads previously deducted. For partial
surrenders, a transaction charge of $25 is imposed, allocated pro-rata among the
variable sub-accounts (and, where applicable, the fixed account) from which the
partial surrender proceeds are taken. No premium load refunds or partial
surrender transaction charges were paid by CG Life or to CG Life, respectively,
attributable to the variable sub-accounts, for the period December 24, 1996 to
December 31, 1996.
5. DISTRIBUTION OF NET INCOME
The Account does not expect to declare dividends to participants from
accumulated net income. The accumulated net income is distributed to
participants as part of death benefits, surrenders, and transfers to other fixed
or variable sub-accounts.
6. DIVERSIFICATION REQUIREMENTS
Under the provisions of Section 817(h) of the Internal Revenue Code of 1986
(the Code), a variable life insurance policy will not be treated as life
insurance under Section 7702 of the Code for any period for which the
investments of the segregated asset account, on which the policy is based, are
not adequately diversified. The Code provides that the "adequately diversified"
requirement may be met if the underlying investments satisfy either a statutory
safe harbor test or diversification requirements set forth in regulations issued
by the Secretary of the Treasury. CG Life believes, based on assurances from the
mutual fund manager, that the mutual funds satisfy the requirements of the
regulations.
55
<PAGE>
APPENDIX 1
ILLUSTRATIONS OF ACCUMULATION VALUES, SURRENDER VALUES,
AND DEATH BENEFITS
The illustrations in this Prospectus have been prepared to help show how values
under the Policies change with investment performance, assuming in separate
illustrations both the Company's current charges and the Company's guaranteed
charges under the Policies. The illustrations illustrate how Accumulation
Values, Surrender Values and Death Benefits under a Policy would vary over time
if the hypothetical gross investment rates of return were a uniform annual
effective rate of either 0%, 6% or 12%. If the hypothetical gross investment
rate of return averages 0%, 6%, or 12% over a period of years, but fluctuates
above or below those averages for individual years, the Accumulation Values,
Surrender Values and Death Benefits may be different. The illustrations also
assume there are no Policy loans, no additional Premium Payments are made other
than shown, no Accumulation Values are allocated to the Fixed Account, and there
are no changes in the Specified Amount or Death Benefit Option.
The amounts shown for the Accumulation Value, Surrender Value and Death Benefit
as of each Policy Anniversary reflect the fact that the net investment return on
the assets held in the Sub-Accounts is lower than the gross return. This is due
to the daily charges made against the assets of the Sub-Accounts for assuming
mortality and expense risks and for administrative expenses. The administrative
expense charge is currently at an annual effective rate of 0.10% of the daily
net asset value of the Variable Account during the first fifteen Policy Years,
and is guaranteed not to exceed 0.30% per year. The current mortality and
expense risk charges are equivalent to an annual effective rate of .70% of the
daily net asset value of the Variable Account. After the fifteenth Policy Year,
the mortality and expense risk charge is reduced to .25% on an annual basis of
the daily net assets of the Variable Account. The mortality and expense risk
charge is guaranteed not to exceed an annual effective rate of 0.90%. In
addition, the net investment returns also reflect the deduction of Fund
investment advisory fees and other expenses which will vary depending on which
funding vehicle is chosen but which are assumed for purposes of these
illustrations to be equivalent to an annual effective rate of 0.85% of the daily
net asset value of the Variable Account.
Assuming current charges for administration and mortality and expense risks,
gross annual rates of 0%, 6%, and 12% correspond to net experience at constant
annual rates of -1.65%, 4.35% and 10.35% during the first fifteen policy years
and constant annual rates of -1.10%, 4.90% and 10.90% thereafter. Assuming
guaranteed charges for administration and mortality and expense risks, gross
annual rates of 0%, 6% and 12% correspond to net experience at constant annual
rates of -2.05%, 3.95% and 9.95% in all policy years.
The illustrations also reflect the fact that the Company makes monthly charges
for providing insurance protection. Current values reflect current Cost of
Insurance charges and guaranteed values reflect the maximum Cost of Insurance
charges guaranteed in the Policy. The values shown are for Policies which are
issued as Guaranteed Issue. Medically underwritten policies issued on a standard
or substandard basis would result in different Accumulation Values and Death
Benefits than those illustrated.
The illustrations also reflect the fact that the Company deducts a premium load
from each Premium Payment. Current and guaranteed values reflect a deduction of
6.5% of each Premium Payment, plus an additional 45% of the first year's Premium
Payments up to Target Premium and an additional 12% of the second through tenth
years' Premium Payments up to Target Premium.
The Surrender Values shown in the illustrations reflect the fact that the
Company will refund a portion of the sales load for any Policy surrendered
during the first three years.
In addition, the illustrations reflect the fact that the Company deducts an $8
monthly administrative charge at the beginning of each Policy Month, as well as
an initial $175 policy issue charge.
Upon request, the Company will furnish a comparable illustration based on the
proposed insured's age, gender classification, smoking classification, risk
classification and premium payment requested.
56
<PAGE>
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY
UNISEX NON SMOKER ISSUE AGE 45
$4,935 ANNUAL PREMIUM
FACE AMOUNT $500,000
DEATH BENEFIT OPTION B
GUIDELINE TEST -- CURRENT CHARGES
<TABLE>
<CAPTION>
DEATH BENEFIT TOTAL ACCUMULATION VALUE SURRENDER VALUE
ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF
GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12%
NET NET NET NET NET NET NET NET NET
PREMIUMS -1.65% 4.35% 10.35% -1.65% 4.35% 10.35% -1.65% 4.35% 10.35%
ACCUMULATED IN YEARS 1-15 IN YEARS 1-15 IN YEARS 1-15
END OF AT NET NET NET NET NET NET NET NET NET
POLICY 5% INTEREST -1.10% 4.90% 10.90% -1.10% 4.90% 10.90% -1.10% 4.90% 10.90%
YEAR PER YEAR IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER
- ------ ----------- ------------------------------- ------------------------------- -------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 4,935 500,000 500,000 500,000 1,625 1,740 1,855 3,994 4,109 4,224
2 10,117 500,000 500,000 500,000 4,864 5,300 5,751 6,418 6,855 7,306
3 15,558 500,000 500,000 500,000 7,911 8,873 9,905 9,181 10,144 11,175
4 21,270 500,000 500,000 500,000 10,798 12,490 14,375 10,798 12,490 14,375
5 27,269 500,000 500,000 500,000 13,546 16,172 19,214 13,546 16,172 19,214
6 33,567 500,000 500,000 500,000 16,166 19,930 24,472 16,166 19,930 24,472
7 40,181 500,000 500,000 500,000 18,665 23,776 30,200 18,665 23,776 30,200
8 47,125 500,000 500,000 500,000 21,042 27,710 36,447 21,042 27,710 36,447
9 54,416 500,000 500,000 500,000 23,287 31,725 43,255 23,287 31,725 43,255
10 62,072 500,000 500,000 500,000 25,378 35,801 50,663 25,378 35,801 50,663
15 106,490 500,000 500,000 500,000 35,096 59,244 101,960 35,096 59,244 101,960
20 163,180 500,000 500,000 500,000 37,843 83,012 184,358 37,843 83,012 184,358
25 235,533 500,000 500,000 500,000 32,404 106,205 322,078 32,404 106,205 322,078
30 327,876 500,000 500,000 595,697 11,581 123,124 561,478 11,581 123,124 561,478
</TABLE>
If Premiums are paid more frequently than
annually, the Death Benefits, Accumulation
Values and Surrender Values would be less than
those illustrated.
Assumes no policy loans or partial surrenders
have been made. Current cost of insurance
rates are assumed. Current mortality and
expense risk charges, administrative fees and
premium load are assumed.
These investment results are illustrative only
and should not be considered a representation
of past or future investment results. Actual
investment results may be more or less than
those shown and will depend on a number of
factors, including the Policy Owner's
allocations and the Funds' rates of return.
Accumulation Values and Surrender Values for a
Policy would be different from those shown if
the actual investment rates of return averaged
0%, 6% and 12% over a period of years, but
fluctuated above or below those averages for
individual Policy Years. No representations
can be made that these rates of return will in
fact be achieved for any one year or sustained
over a period of time.
The "Net" percentages in these illustrations
reflect (1) the deduction of current mortality
and expense risk charges and administrative
expense charges and (2) assumed Fund total
expenses of 0.85% per year. See "Expense Data"
at pages 10-11 of this Prospectus.
57
<PAGE>
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY
UNISEX NONSMOKER ISSUE AGE 45
$4,935 ANNUAL PREMIUM
FACE AMOUNT $500,000
DEATH BENEFIT OPTION B
GUIDELINE TEST -- GUARANTEED CHARGES
<TABLE>
<CAPTION>
DEATH BENEFIT TOTAL ACCUMULATION VALUE SURRENDER VALUE
ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF
GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12%
NET NET NET NET NET NET NET NET NET
PREMIUMS -2.05% 3.95% 9.95% -2.05% 3.95% 9.95% -2.05% 3.95% 9.95%
ACCUMULATED IN YEARS 1-15 IN YEARS 1-15 IN YEARS 1-15
END OF AT NET NET NET NET NET NET NET NET NET
POLICY 5% INTEREST -2.05% 3.95% 9.95% -2.05% 3.95% 9.95% -2.05% 3.95% 9.95%
YEAR PER YEAR IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER
- ------ ----------- --------------------------------- --------------------------------- ---------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 4,935 500,000 500,000 500,000 1,512 1,624 1,736 3,881 3,993 4,105
2 10,117 500,000 500,000 500,000 3,606 3,996 4,400 5,161 5,550 5,955
3 15,558 500,000 500,000 500,000 5,532 6,334 7,199 6,803 7,604 8,470
4 21,270 500,000 500,000 500,000 7,275 8,617 10,129 7,275 8,617 10,129
5 27,269 500,000 500,000 500,000 8,833 10,841 13,198 8,833 10,841 13,198
6 33,567 500,000 500,000 500,000 10,197 12,989 16,410 10,197 12,989 16,410
7 40,181 500,000 500,000 500,000 11,337 15,024 19,745 11,337 15,024 19,745
8 47,125 500,000 500,000 500,000 12,232 16,918 23,194 12,232 16,918 23,194
9 54,416 500,000 500,000 500,000 12,854 18,632 26,738 12,854 18,632 26,738
10 62,072 500,000 500,000 500,000 13,168 20,121 30,351 13,168 20,121 30,351
15 106,490 500,000 500,000 500,000 12,209 26,295 52,988 12,209 26,295 52,988
20 163,180 0 500,000 500,000 0 19,658 75,835 0 19,658 75,835
25 235,533 0 0 500,000 0 0 89,380 0 0 89,380
30 327,876 0 0 500,000 0 0 70,710 0 0 70,710
</TABLE>
If Premiums are paid more frequently than
annually, the Death Benefits, Accumulation
Values and Surrender Values would be less than
those illustrated.
Assumes no policy loans or partial surrenders
have been made. Guaranteed cost of insurance
rates are assumed. Guaranteed mortality and
expense risk charges, administrative fees and
premium load are assumed.
These investment results are illustrative only
and should not be considered a representation
of past or future investment results. Actual
investment results may be more or less than
those shown and will depend on a number of
factors, including the Policy Owner's
allocations and the Funds' rates of return.
Accumulation Values and Surrender Values for a
Policy would be different from those shown if
the actual investment rates of return averaged
0%, 6% and 12% over a period of years, but
fluctuated above or below those averages for
individual Policy Years. No representations
can be made that these rates of return will in
fact be achieved for any one year or sustained
over a period of time.
The "Net" percentages in these illustrations
reflect (1) the deduction of guaranteed
administrative expense and mortality and
expense risk charges and (2) assumed Fund
total expenses of 0.85% per year. See "Expense
Data" at pages 10-11 of this Prospectus.
58
<PAGE>
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY
UNISEX NONSMOKER ISSUE AGE 45
$4,935 ANNUAL PREMIUM
FACE AMOUNT $500,000
DEATH BENEFIT OPTION B
CASH VALUE TEST -- CURRENT CHARGES
<TABLE>
<CAPTION>
DEATH BENEFIT TOTAL ACCUMULATION VALUE SURRENDER VALUE
ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF
GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12%
NET NET NET NET NET NET NET NET NET
PREMIUMS -1.65% 4.35% 10.35% -1.65% 4.35% 10.35% -1.65% 4.35% 10.35%
ACCUMULATED IN YEARS 1-15 IN YEARS 1-15 IN YEARS 1-15
END OF AT NET NET NET NET NET NET NET NET NET
POLICY 5% INTEREST -1.10% 4.90% 10.90% -1.10% 4.90% 10.90% -1.10% 4.90% 10.90%
YEAR PER YEAR IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER
- ------ ----------- ------------------------------- ------------------------------- -------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 4,935 500,000 500,000 500,000 1,625 1,740 1,855 3,994 4,109 4,224
2 10,117 500,000 500,000 500,000 4,864 5,300 5,751 6,418 6,855 7,306
3 15,558 500,000 500,000 500,000 7,911 8,873 9,905 9,181 10,144 11,175
4 21,270 500,000 500,000 500,000 10,798 12,490 14,375 10,798 12,490 14,375
5 27,269 500,000 500,000 500,000 13,546 16,172 19,214 13,546 16,172 19,214
6 33,567 500,000 500,000 500,000 16,166 19,930 24,472 16,166 19,930 24,472
7 40,181 500,000 500,000 500,000 18,665 23,776 30,200 18,665 23,776 30,200
8 47,125 500,000 500,000 500,000 21,042 27,710 36,447 21,042 27,710 36,447
9 54,416 500,000 500,000 500,000 23,287 31,725 43,255 23,287 31,725 43,255
10 62,072 500,000 500,000 500,000 25,378 35,801 50,663 25,378 35,801 50,663
15 106,490 500,000 500,000 500,000 35,096 59,244 101,960 35,096 59,244 101,960
20 163,180 500,000 500,000 500,000 37,843 83,012 184,358 37,843 83,012 184,358
25 235,533 500,000 500,000 514,033 32,404 106,205 322,042 32,404 106,205 322,042
30 327,876 500,000 500,000 784,168 11,581 123,124 547,061 11,581 123,124 547,061
</TABLE>
If Premiums are paid more frequently than
annually, the Death Benefits, Accumulation
Values and Surrender Values would be less than
those illustrated.
Assumes no policy loans or partial surrenders
have been made. Current cost of insurance
rates are assumed. Current mortality and
expense risk charges, administrative fees and
premium load are assumed.
These investment results are illustrative only
and should not be considered a representation
of past or future investment results. Actual
investment results may be more or less than
those shown and will depend on a number of
factors, including the Policy Owner's
allocations and the Funds' rates of return.
Accumulation Values and Surrender Values for a
Policy would be different from those shown if
the actual investment rates of return averaged
0%, 6% and 12% over a period of years, but
fluctuated above or below those averages for
individual Policy Years. No representations
can be made that these rates of return will in
fact be achieved for any one year or sustained
over a period of time.
The "Net" percentages in these illustrations
reflect (1) the deduction of current
administrative expense charges and mortality
and expense risk charges and (2) assumed Fund
total expenses of 0.85% per year. See "Expense
Data" at pages 10-11 of this Prospectus.
59
<PAGE>
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY
UNISEX NON SMOKER ISSUE AGE 45
$4,935 ANNUAL PREMIUM
FACE AMOUNT $500,000
DEATH BENEFIT OPTION B
CASH VALUE TEST -- GUARANTEED CHARGES
<TABLE>
<CAPTION>
DEATH BENEFIT TOTAL ACCUMULATION VALUE SURRENDER VALUE
ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF
GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12%
NET NET NET NET NET NET NET NET NET
PREMIUMS -2.05% 3.95% 9.95% -2.05% 3.95% 9.95% -2.05% 3.95% 9.95%
ACCUMULATED IN YEARS 1-15 IN YEARS 1-15 IN YEARS 1-15
END OF AT NET NET NET NET NET NET NET NET NET
POLICY 5% INTEREST -2.05% 3.95% 9.95% -2.05% 3.95% 9.95% -2.05% 3.95% 9.95%
YEAR PER YEAR IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER
- ------ ----------- ------------------------------- ------------------------------- -------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 4,935 500,000 500,000 500,000 1,512 1,624 1,736 3,881 3,993 4,105
2 10,117 500,000 500,000 500,000 3,606 3,996 4,400 5,161 5,550 5,955
3 15,558 500,000 500,000 500,000 5,532 6,334 7,199 6,803 7,604 8,470
4 21,270 500,000 500,000 500,000 7,275 8,617 10,129 7,275 8,617 10,129
5 27,269 500,000 500,000 500,000 8,833 10,841 13,198 8,833 10,841 13,198
6 33,567 500,000 500,000 500,000 10,197 12,989 16,410 10,197 12,989 16,410
7 40,181 500,000 500,000 500,000 11,337 15,024 19,745 11,337 15,024 19,745
8 47,125 500,000 500,000 500,000 12,232 16,918 23,194 12,232 16,918 23,194
9 54,416 500,000 500,000 500,000 12,854 18,632 26,738 12,854 18,632 26,738
10 62,072 500,000 500,000 500,000 13,168 20,121 30,351 13,168 20,121 30,351
15 106,490 500,000 500,000 500,000 12,209 26,295 52,988 12,209 26,295 52,988
20 163,180 0 500,000 500,000 0 19,658 75,835 0 19,658 75,835
25 235,533 0 0 500,000 0 0 89,380 0 0 89,380
30 327,876 0 0 500,000 0 0 70,710 0 0 70,710
</TABLE>
If Premiums are paid more frequently than
annually, the Death Benefits, Accumulation
Values and Surrender Values would be less than
those illustrated.
Assumes no policy loans or partial surrenders
have been made. Guaranteed cost of insurance
rates are assumed. Guaranteed mortality and
expense risk charges, administrative fees and
premium load are assumed.
These investment results are illustrative only
and should not be considered a representation
of past or future investment results. Actual
investment results may be more or less than
those shown and will depend on a number of
factors, including the Policy Owner's
allocations and the Funds' rates of return.
Accumulation Values and Surrender Values for a
Policy would be different from those shown if
the actual investment rates of return averaged
0%, 6% and 12% over a period of years, but
fluctuated above or below those averages for
individual Policy Years. No representations
can be made that these rates of return will in
fact be achieved for any one year or sustained
over a period of time.
The "Net" percentages in these illustrations
reflect (1) the deduction of guaranteed
administrative expense and mortality and
expense risk charges and (2) assumed Fund
total expenses of 0.85% per year. See "Expense
Data" at pages 10-11 of this Prospectus.
60
<PAGE>
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY
UNISEX UNISMOKER ISSUE AGE 45
$5,254 ANNUAL PREMIUM
FACE AMOUNT $500,000
DEATH BENEFIT OPTION B
GUIDELINE TEST -- CURRENT CHARGES
<TABLE>
<CAPTION>
DEATH BENEFIT TOTAL ACCUMULATION VALUE SURRENDER VALUE
ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF
GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12%
NET NET NET NET NET NET NET NET NET
PREMIUMS -1.65% 4.35% 10.35% -1.65% 4.35% 10.35% -1.65% 4.35% 10.35%
ACCUMULATED IN YEARS 1-15 IN YEARS 1-15 IN YEARS 1-15
END OF AT NET NET NET NET NET NET NET NET NET
POLICY 5% INTEREST -1.10% 4.90% 10.90% -1.10% 4.90% 10.90% -1.10% 4.90% 10.90%
YEAR PER YEAR IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER
- ------ ----------- ------------------------------- ------------------------------- -------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 5,254 500,000 500,000 500,000 1,724 1,847 1,970 4,246 4,369 4,492
2 10,771 500,000 500,000 500,000 5,148 5,612 6,091 6,803 7,267 7,746
3 16,563 500,000 500,000 500,000 8,358 9,380 10,474 9,711 10,732 11,827
4 22,645 500,000 500,000 500,000 11,394 13,187 15,185 11,394 13,187 15,185
5 29,032 500,000 500,000 500,000 14,276 17,055 20,277 14,276 17,055 20,277
6 35,737 500,000 500,000 500,000 17,017 20,998 25,804 17,017 20,998 25,804
7 42,778 500,000 500,000 500,000 19,626 25,028 31,821 19,626 25,028 31,821
8 50,171 500,000 500,000 500,000 22,101 29,144 38,377 22,101 29,144 38,377
9 57,934 500,000 500,000 500,000 24,432 33,339 45,520 24,432 33,339 45,520
10 66,084 500,000 500,000 500,000 26,595 37,592 53,287 26,595 37,592 53,287
15 113,374 500,000 500,000 500,000 36,495 61,922 106,995 36,495 61,922 106,995
20 173,729 500,000 500,000 500,000 38,586 86,073 193,092 38,586 86,073 193,092
25 250,758 500,000 500,000 500,000 31,353 108,821 337,419 31,353 108,821 337,419
30 349,070 500,000 500,000 625,239 6,899 123,862 589,314 6,899 123,862 589,314
</TABLE>
If Premiums are paid more frequently than
annually, the Death Benefits, Accumulation
Values and Surrender Values would be less than
those illustrated.
Assumes no policy loans or partial surrenders
have been made. Current cost of insurance
rates are assumed. Current mortality and
expense risk charges, administrative fees and
premium load are assumed.
These investment results are illustrative only
and should not be considered a representation
of past or future investment results. Actual
investment results may be more or less than
those shown and will depend on a number of
factors, including the Policy Owner's
allocations and the Funds' rates of return.
Accumulation Values and Surrender Values for a
Policy would be different from those shown if
the actual investment rates of return averaged
0%, 6% and 12% over a period of years, but
fluctuated above or below those averages for
individual Policy Years. No representations
can be made that these rates of return will in
fact be achieved for any one year or sustained
over a period of time.
The "Net" percentages in these illustrations
reflect (1) the deduction of current
administrative expense charges and mortality
and expense risk charges and (2) assumed Fund
total expenses of 0.85% per year. See "Expense
Data" at pages 10-11 of this Prospectus.
61
<PAGE>
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY
UNISEX UNISMOKER ISSUE AGE 45
$5,254 ANNUAL PREMIUM
FACE AMOUNT $500,000
DEATH BENEFIT OPTION B
GUIDELINE TEST -- GUARANTEED CHARGES
<TABLE>
<CAPTION>
DEATH BENEFIT TOTAL ACCUMULATION VALUE SURRENDER VALUE
ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF
GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12%
NET NET NET NET NET NET NET NET NET
PREMIUMS -2.05% 3.95% 9.95% -2.05% 3.95% 9.95% -2.05% 3.95% 9.95%
ACCUMULATED IN YEARS 1-15 IN YEARS 1-15 IN YEARS 1-15
END OF AT NET NET NET NET NET NET NET NET NET
POLICY 5% INTEREST -2.05% 3.95% 9.95% -2.05% 3.95% 9.95% -2.05% 3.95% 9.95%
YEAR PER YEAR IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER
- ------ ----------- ------------------------------- ------------------------------- -------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 5,254 500,000 500,000 500,000 1,588 1,706 1,825 4,110 4,228 4,347
2 10,771 500,000 500,000 500,000 3,352 3,749 4,163 5,007 5,404 5,818
3 16,563 500,000 500,000 500,000 4,906 5,697 6,554 6,259 7,049 7,907
4 22,645 500,000 500,000 500,000 6,251 7,540 9,000 6,251 7,540 9,000
5 29,032 500,000 500,000 500,000 7,362 9,246 11,477 7,362 9,246 11,477
6 35,737 500,000 500,000 500,000 8,227 10,795 13,976 8,227 10,795 13,976
7 42,778 500,000 500,000 500,000 8,818 12,146 16,465 8,818 12,146 16,465
8 50,171 500,000 500,000 500,000 9,109 13,261 18,916 9,109 13,261 18,916
9 57,934 500,000 500,000 500,000 9,062 14,087 21,282 9,062 14,087 21,282
10 66,084 500,000 500,000 500,000 8,641 14,570 23,518 8,641 14,570 23,518
15 113,374 500,000 500,000 500,000 3,232 13,971 35,703 3,232 13,971 35,703
20 173,729 0 0 500,000 0 0 38,382 0 0 38,382
25 250,758 0 0 500,000 0 0 11,730 0 0 11,730
30 349,070 0 0 0 0 0 0 0 0 0
</TABLE>
If Premiums are paid more frequently than
annually, the Death Benefits, Accumulation
Values and Surrender Values would be less than
those illustrated.
Assumes no policy loans or partial surrenders
have been made. Guaranteed cost of insurance
rates are assumed. Guaranteed mortality and
expense risk charges, administrative fees and
premium load are assumed.
These investment results are illustrative only
and should not be considered a representation
of past or future investment results. Actual
investment results may be more or less than
those shown and will depend on a number of
factors, including the Policy Owner's
allocations and the Funds' rates of return,
Accumulation Values and Surrender Values for a
Policy would be different from those shown if
the actual investment rates of return averaged
0%, 6% and 12% over a period of years, but
fluctuated above or below those averages for
individual Policy Years. No representations
can be made that these rates of return will in
fact be achieved for any one year or sustained
over a period of time.
The "Net" percentages in these illustrations
reflect (1) the deduction of guaranteed
administrative expense charges and mortality
and expense risk charges and (2) assumed Fund
total expenses of 0.85% per year. See "Expense
Data" at pages 10-11 of this Prospectus.
62
<PAGE>
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY
UNISEX UNISMOKER ISSUE AGE 45
$5,254 ANNUAL PREMIUM
FACE AMOUNT $500,000
DEATH BENEFIT OPTION B
CASH VALUE TEST -- CURRENT CHARGES
<TABLE>
<CAPTION>
DEATH BENEFIT TOTAL ACCUMULATION VALUE SURRENDER VALUE
ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF
GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12%
NET NET NET NET NET NET NET NET NET
PREMIUMS -1.65% 4.35% 10.35% -1.65% 4.35% 10.35% -1.65% 4.35% 10.35%
ACCUMULATED IN YEARS 1-15 IN YEARS 1-15 IN YEARS 1-15
END OF AT NET NET NET NET NET NET NET NET NET
POLICY 5% INTEREST -1.10% 4.90% 10.90% -1.10% 4.90% 10.90% -1.10% 4.90% 10.90%
YEAR PER YEAR IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER
- ------ ----------- ------------------------------- ------------------------------- -------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 5,254 500,000 500,000 500,000 1,724 1,847 1,970 4,246 4,369 4,492
2 10,771 500,000 500,000 500,000 5,148 5,612 6,091 6,803 7,267 7,746
3 16,563 500,000 500,000 500,000 8,358 9,380 10,474 9,711 10,732 11,827
4 22,645 500,000 500,000 500,000 11,394 13,187 15,185 11,394 13,187 15,185
5 29,032 500,000 500,000 500,000 14,276 17,055 20,277 14,276 17,055 20,277
6 35,737 500,000 500,000 500,000 17,017 20,998 25,804 17,017 20,998 25,804
7 42,778 500,000 500,000 500,000 19,626 25,028 31,821 19,626 25,028 31,821
8 50,171 500,000 500,000 500,000 22,101 29,144 38,377 22,101 29,144 38,377
9 57,934 500,000 500,000 500,000 24,432 33,339 45,520 24,432 33,339 45,520
10 66,084 500,000 500,000 500,000 26,595 37,592 53,287 26,595 37,592 53,287
15 113,374 500,000 500,000 500,000 36,495 61,922 106,995 36,495 61,922 106,995
20 173,729 500,000 500,000 500,000 38,586 86,073 193,092 38,586 86,073 193,092
25 250,758 500,000 500,000 530,280 31,353 108,821 337,255 31,353 108,821 337,255
30 349,070 500,000 500,000 811,972 6,899 123,862 571,405 6,899 123,862 571,405
</TABLE>
If Premiums are paid more frequently than
annually, the Death Benefits, Accumulation
Values and Surrender Values would be less than
those illustrated.
Assumes no policy loans or partial surrenders
have been made. Current cost of insurance
rates are assumed. Current mortality and
expense risk charges, administrative fees and
premium load are assumed.
These investment results are illustrative only
and should not be considered a representation
of past or future investment results. Actual
investment results may be more or less than
those shown and will depend on a number of
factors, including the Policy Owner's
allocations and the Funds' rates of return.
Accumulation Values and Surrender Values for a
Policy would be different from those shown if
the actual investment rates of return averaged
0%, 6% and 12% over a period of years, but
fluctuated above or below those averages for
individual Policy Years. No representations
can be made that these rates of return will in
fact be achieved for any one year or sustained
over a period of time.
The "Net" percentages in these illustrations
reflect (1) the deduction of current
administrative expense charges and mortality
and expense risk charges and (2) assumed Fund
total expenses of 0.85% per year. See "Expense
Data" at pages 10-11 of this Prospectus.
63
<PAGE>
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY
UNISEX UNISMOKER ISSUE AGE 45
$5,254 ANNUAL PREMIUM
FACE AMOUNT $500,000
DEATH BENEFIT OPTION B
CASH VALUE TEST -- GUARANTEED CHARGES
<TABLE>
<CAPTION>
DEATH BENEFIT TOTAL ACCUMULATION VALUE SURRENDER VALUE
ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF
GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12% GROSS 0% GROSS 6% GROSS 12%
NET NET NET NET NET NET NET NET NET
PREMIUMS -2.05% 3.95% 9.95% -2.05% 3.95% 9.95% -2.05% 3.95% 9.95%
ACCUMULATED IN YEARS 1-15 IN YEARS 1-15 IN YEARS 1-15
END OF AT NET NET NET NET NET NET NET NET NET
POLICY 5% INTEREST -2.05% 3.95% 9.95% -2.05% 3.95% 9.95% -2.05% 3.95% 9.95%
YEAR PER YEAR IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER IN YEARS 16 AND AFTER
- ------ ----------- ------------------------------- ------------------------------- -------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 5,254 500,000 500,000 500,000 1,588 1,706 1,825 4,110 4,228 4,347
2 10,117 500,000 500,000 500,000 3,352 3,749 4,163 5,007 5,404 5,818
3 16,563 500,000 500,000 500,000 4,906 5,697 6,554 6,259 7,049 7,907
4 22,645 500,000 500,000 500,000 6,251 7,540 9,000 6,251 7,540 9,000
5 29,032 500,000 500,000 500,000 7,362 9,246 11,477 7,362 9,246 11,477
6 35,737 500,000 500,000 500,000 8,227 10,795 13,976 8,227 10,795 13,976
7 42,778 500,000 500,000 500,000 8,818 12,146 16,465 8,818 12,146 16,465
8 50,171 500,000 500,000 500,000 9,109 13,261 18,916 9,109 13,261 18,916
9 57,934 500,000 500,000 500,000 9,062 14,087 21,282 9,062 14,087 21,282
10 66,084 500,000 500,000 500,000 8,641 14,570 23,518 8,641 14,570 23,518
15 113,374 500,000 500,000 500,000 3,232 13,971 35,703 3,232 13,971 35,703
20 173,729 0 0 500,000 0 0 38,382 0 0 38,382
25 250,758 0 0 500,000 0 0 11,730 0 0 11,730
30 349,070 0 0 0 0 0 0 0 0 0
</TABLE>
If Premiums are paid more frequently than
annually, the Death Benefits, Accumulation
Values and Surrender Values would be less than
those illustrated.
Assumes no policy loans or partial surrenders
have been made. Guaranteed cost of insurance
rates are assumed. Guaranteed mortality and
expense risk charges, administrative fees and
premium load are assumed.
These investment results are illustrative only
and should not be considered a representation
of past or future investment results. Actual
investment results may be more or less than
those shown and will depend on a number of
factors, including the Policy Owner's
allocations and the Funds' rates of return.
Accumulation Values and Surrender Values for a
Policy would be different from those shown if
the actual investment rates of return averaged
0%, 6% and 12% over a period of years, but
fluctuated above or below those averages for
individual Policy Years. No representations
can be made that these rates of return will in
fact be achieved for any one year or sustained
over a period of time.
The "Net" percentages in these illustrations
reflect (1) the deduction of guaranteed
administrative expense charges and mortality
and expense risk charges and (2) assumed Fund
total expenses of 0.85% per year. See "Expense
Data" at pages 10-11 of this Prospectus.
64
<PAGE>
[LOGO]
557003 (9/96)
<PAGE>
FEES AND CHARGES REPRESENTATION
The Company represents that the fees and charges deducted under the
Policies, in the aggregate, are reasonable in relation to the services rendered,
the expenses expected to be incurred, and the risks assumed by the Company.
UNDERTAKING TO FILE REPORTS
Subject to the terms and conditions of Section 15(d) of the Securities
Exchange Act of 1934, the undersigned registrant hereby undertakes to file with
the Securities and Exchange Commission such supplementary and periodic
information, documents, and reports as may be prescribed by any rule or
regulation of the Commission heretofore or hereafter duly adopted pursuant to
authority conferred in that section.
CONTENTS OF REGISTRATION STATEMENT
This Post-Effective Amendment No. 5 to this registration statement comprises
the following papers and documents:
The facing sheet;
A cross-reference sheet (reconciliation and tie);
The prospectus, consisting of 64 pages;
The Fees and Charges Representation;
The undertaking to file reports;
The signatures;
Opinion and consent of Mark A. Parsons, Esq.;
Opinion and consent of Michelle L. Kunzman, FSA, MAAA relating to
representativeness of illustrations
<TABLE>
<S> <C>
Exhibit 1. Principal Underwriting Agreement between
Connecticut General Life Insurance Company and
CIGNA Financial Services, Inc. dated as of
December 1, 1997.****
Exhibit 2. Fund Participation Agreements
Agreements between Connecticut General Life
Insurance Company and
(a) Alger American Fund
Incorporated by reference to Post-Effective
Amendment No. 2 to Registration Statement on Form
S-6 (File No. 33-84426) filed by CG Variable
Life Insurance Separate Account I on April 19,
1996.
(b) Fidelity Variable Products Fund*
(c) Fidelity Variable Products Fund II*
(d) MFS Variable Insurance Trust*
(e) OCC Accumulation Trust*
(f) Templeton Variable Product Series Fund*
(g) CIGNA Variable Products Group**
(h) Janus Aspen Series Trust***
(i) BT Insurance Funds Trust
Exhibit 3. Form LN621 -- Flexible Premium Variable Life
Insurance Policy
* -- Incorporated by reference to Post-Amendment
No. 1 to Registration Statement on Form S-6 (File
No. 33-89238) filed by CG Variable Life
Insurance Separate Account II on April 19,
1996.
** -- Incorporated by reference to Post-Effective
Amendment No. 1 to this Registration Statement
filed on April 22, 1997.
*** -- Incorporated by reference to Post-Effective
Amendment No. 2 to this Registration Statement
filed on October 31, 1997.
**** -- Incorporated by reference to
Post-Effective Amendment No. 3 to this
Registration Statement filed on December 29, 1997.
</TABLE>
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant has duly caused this Post-Effective Amendment No. 5 to its
Registration Statement on Form S-6 (File No. 333-01741) to be signed on its
behalf by the undersigned thereunto duly authorized, in the Town of Bloomfield
and State of Connecticut on the 13th day of March, 1998.
CG CORPORATE INSURANCE VARIABLE LIFE SEPARATE ACCOUNT 02
(REGISTRANT)
By /s/ IAN A. GLEW
--------------------------------------------------
Ian A. Glew
Senior Vice President
Connecticut General Life Insurance Company
CONNECTICUT GENERAL LIFE INSURANCE COMPANY
(DEPOSITOR)
By /s/ IAN A. GLEW
--------------------------------------------------
Ian A. Glew
Senior Vice President
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 5 to this Registration Statement (File No.
333-01741) has been signed below on March 12, 1998 by the following persons, as
officers and directors of the Depositor, in the capacities indicated:
<TABLE>
<CAPTION>
SIGNATURE TITLE
- ------------------------------------------------------ ------------------------------------
<C> <S>
*
------------------------------------------- President and Director
Thomas C. Jones (Principal Executive Officer)
------------------------------------------- Vice President and Actuary
John Wilkinson (Principal Financial Officer)
*
------------------------------------------- Assistant Vice President
Dominic A. DellaVolpe (Principal Accounting Officer)
*
------------------------------------------- Director
Harold W. Albert
*
------------------------------------------- Director
Robert W. Burgess
*
------------------------------------------- Director
John G. Day
*
------------------------------------------- Director
Joseph M. Fitzgerald
*
------------------------------------------- Director
H. Edward Hanway
*
------------------------------------------- Director
Carol M. Olsen
*
------------------------------------------- Director
John E. Pacy
*
------------------------------------------- Director
Marc L. Preminger
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SIGNATURE TITLE
- ------------------------------------------------------ ------------------------------------
<C> <S>
*
------------------------------------------- Director
Patricia L. Rowland
*
------------------------------------------- Director
W. Allen Schaffer, M.D.
By /s/ JOHN WILKINSON
-------------------------------------------
John Wilkinson
ATTORNEY-IN-FACT
(A Majority of the Directors)
</TABLE>
<PAGE>
POWER OF ATTORNEY
We, the undersigned directors and officers of Connecticut General Life
Insurance Company, hereby severally constitute and appoint David C. Kopp and
Robert A. Picarello, and each of them individually, our true and lawful
attorneys-in-fact, with full power to them and each of them to sign for us, in
our names and in the capacities indicated below, any and all amendments to
Registration Statement No. 333-01741 filed with the Securities and Exchange
Commission under the Securities Act of 1933, on behalf of the Company in its own
name or in the name of one of its Separate Accounts, hereby ratifying and
confirming our signatures as they may be signed by either of our
attorneys-in-fact to any such Registration Statement.
WITNESS our hands and common seal on this 17th day of December, 1997.
SIGNATURE TITLE
- ----------------------------------- -------------------------
/s/ THOMAS C. JONES
- ----------------------------------- President (Principal
Thomas C. Jones Executive Officer)
/s/ BRADLEY K. MILLER Assistant Vice President
- ----------------------------------- and Actuary (Principal
Bradley K. Miller Financial Officer)
/s/ DOMINIC A. DELLAVOLPE Assistant Vice President
- ----------------------------------- (Principal Accounting
Dominic A. DellaVolpe Officer)
/s/ HAROLD W. ALBERT
- ----------------------------------- Director
Harold W. Albert
/s/ ROBERT W. BURGESS
- ----------------------------------- Director
Robert W. Burgess
/s/ JOHN G. DAY
- ----------------------------------- Director
John G. Day
/s/ JOSEPH M. FITZGERALD
- ----------------------------------- Director
Joseph M. Fitzgerald
/s/ H. EDWARD HANWAY
- ----------------------------------- Director
H. Edward Hanway
/s/ CAROL M. OLSEN
- ----------------------------------- Director
Carol M. Olsen
/s/JOHN E. PACY
- ----------------------------------- Director
John E. Pacy
/s/ MARC L. PREMINGER
- ----------------------------------- Director
Marc L. Preminger
/s/ ARTHUR C. REEDS, III
- ----------------------------------- Director
Arthur C. Reeds, III
/s/ PATRICIA L. ROWLAND
- ----------------------------------- Director
Patricia L. Rowland
/s/ W. ALLEN SCHAFFER, M.D.
- ----------------------------------- Director
W. Allen Schaffer, M.D.
<PAGE>
<TABLE>
<S> <C>
MARK A. PARSONS
CHIEF COUNSEL [LOGO]
</TABLE>
Legal Department,
S-215
Hartford, CT
06152-2215
Telephone: (860)
726-7673
Facsimile: (860)
572-8885
March 13, 1998
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Re: CG Corporate Insurance Variable Life Separate Account 02
Connecticut General Life Insurance Company
Post-Effective Amendment Number 5, Form S-6: 333-01741
Dear Sirs:
As Chief Counsel of the CIGNA Retirement and Investment Services Division of the
CIGNA Companies, I am familiar with the actions of the Board of Directors of
Connecticut General Life Insurance Company (the "Company"), establishing the
Account and its method of operation and authorizing the filing of a Registration
Statement under the Securities Act of 1933, (and amendments thereto) for the
securities to be issued by the Account and the Investment Company Act of 1940
for the Account itself.
In the course of preparing this opinion, I have reviewed the Certificate of
Incorporation and the By-Laws of the Company, the Board actions with respect to
the Account, and such other matters as I deemed necessary or appropriate. Based
on such review, I am of the opinion that the variable life insurance policies
(and interests therein) which are the subject of Post-Effective Amendment No. 5
to said Registration Statement under the Securities Act of 1933 for the Account,
will, when issued, be legally issued and will represent binding obligations of
the Company, the depositor for the Account.
I further consent to the use of this opinion as an Exhibit to Post-Effective
Amendment No. 5 to said Registration Statement and to the reference to me under
the heading Experts in said Registration Statement, as amended.
Very truly yours,
Mark A. Parsons
Chief Counsel
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the use in the Prospectus constituting part of this
Post-Effective Amendment No. 5 to the registration statement of the CG Corporate
Insurance Variable Life Separate Account 02 on Form S-6 of our reports dated
February 11, 1997 and February 20, 1997, relating to the consolidated financial
statements of Connecticut General Life Insurance Company and the CG Corporate
Insurance Variable Life Separate Account 02 of Connecticut General Life
Insurance Company, respectively, which appear in such Prospectus. We also
consent to the reference to us under the heading "Experts" in such Prospectus.
PRICE WATERHOUSE LLP
Hartford, Connecticut
March 13, 1998
<PAGE>
<TABLE>
<S> <C>
MICHELLE L. KUNZMAN, FSA, MAAA
ASSISTANT VICE PRESIDENT [LOGO]
EXECUTIVE BENEFITS
</TABLE>
Corporate Insurance,
S-324
Hartford, CT
06152-2324
Telephone (860)
726-6763
Facsimile (860)
726-4733
October 29, 1997
Connecticut General Life Insurance Company
900 Cottage Grove Road
Hartford, CT 06152-2324
Re: CG Corporate Insurance Variable Life Separate Account 02
Registration Statement S-6 File No. 333-01741 -- Post-Effective Amendment
No. 2
Ladies and Gentlemen:
This opinion is furnished in connection with Post-Effective Amendment No. 2 to
the Registration Statement on Form S-6 filed by Connecticut General Life
Insurance Company under the Securities Act of 1933 recorded as File No.
333-01741. The prospectus included in said Post-Effective Amendment describes
flexible premium variable universal life insurance policies (the "Policies").
The forms of Policies were prepared under my direction, and I am familiar with
the Registration Statement, as amended, and Exhibits thereto.
In my opinion, the illustrations of benefits under the Policies included in the
Section entitled "Illustrations" in the prospectus, based on assumptions stated
in the illustrations, are consistent with the provisions of the respective forms
of the Policies. The age selected in the illustrations is representative of the
manner in which the Policies operate.
I hereby consent to the use of this opinion as an exhibit to the Registration
Statement and to the reference to me under the heading "Experts" in the
prospectus.
Very truly yours,
/s/ MICHELLE L. KUNZMAN
Michelle L. Kunzman, FSA, MAAA
Assistant Vice President
<PAGE>
POWER OF ATTORNEY
We, the undersigned directors and officers of Connecticut General Life
Insurance Company, hereby severally constitute and appoint John Wilkinson and
Mark A. Parsons, and each of them individually, our true and lawful attorneys-
in-fact, with full power to them and each of them to sign for us, in our names
and in the capacities indicated below, any and all amendments to Registration
Statement No. 333-01741 filed with the Securities and Exchange Commission under
the Securities Act of 1933, on behalf of the Company in its own name or in the
name of one of its Separate Accounts, hereby ratifying and confirming our
signatures as they may be signed by either of our attorneys-in-fact to any such
Registration Statement.
WITNESS our hands and common seal on this 12th day of March, 1998.
SIGNATURE TITLE
- ----------------------------------- -------------------------
/S/ THOMAS C. JONES
- ----------------------------------- President (Principal
Thomas C. Jones Executive Officer)
/S/ JOHN WILKINSON Vice President and
- ----------------------------------- Actuary (Principal
John Wilkinson Financial Officer)
/S/ DOMINIC A. DELLAVOLPE Assistant Vice President
- ----------------------------------- (Principal Accounting
Dominic A. DellaVolpe Officer)
/S/ HAROLD W. ALBERT
- ----------------------------------- Director
Harold W. Albert
/S/ ROBERT W. BURGESS
- ----------------------------------- Director
Robert W. Burgess
/S/ JOHN G. DAY
- ----------------------------------- Director
John G. Day
/S/ JOSEPH M. FITZGERALD
- ----------------------------------- Director
Joseph M. Fitzgerald
/S/ H. EDWARD HANWAY
- ----------------------------------- Director
H. Edward Hanway
/S/ CAROL M. OLSEN
- ----------------------------------- Director
Carol M. Olsen
/S/JOHN E. PACY
- ----------------------------------- Director
John E. Pacy
/S/ MARC L. PREMINGER
- ----------------------------------- Director
Marc L. Preminger
/S/ PATRICIA L. ROWLAND
- ----------------------------------- Director
Patricia L. Rowland
/S/ W. ALLEN SCHAFFER, M.D.
- ----------------------------------- Director
W. Allen Schaffer, M.D.
<PAGE>
<TABLE>
<S> <C>
MICHELLE L. KUNZMAN, FSA, MAAA
ASSISTANT VICE PRESIDENT [LOGO]
EXECUTIVE BENEFITS
</TABLE>
Corporate Insurance,
S-324
Hartford, CT
06152-2324
Telephone (860)
726-6763
Facsimile (860)
726-4733
March 12, 1998
Connecticut General Life Insurance Company
900 Cottage Grove Road
Hartford, CT 06152-2324
Re: CG Corporate Insurance Variable Life Separate Account 02
Registration Statement S-6 File No. 333-01741 -- Post-Effective Amendment
No. 5
Ladies and Gentlemen:
This opinion is furnished in connection with Post-Effective Amendment No. 5 to
the Registration Statement on Form S-6 filed by Connecticut General Life
Insurance Company under the Securities Act of 1933 recorded as File No.
333-01741. The prospectus included in said Post-Effective Amendment describes
flexible premium variable universal life insurance policies (the "Policies").
The forms of Policies were prepared under my direction, and I am familiar with
the Registration Statement, as amended, and Exhibits thereto.
In my opinion, the illustrations of benefits under the Policies included in the
Section entitled "Illustrations" in the prospectus, based on assumptions stated
in the illustrations, are consistent with the provisions of the respective forms
of the Policies. The age selected in the illustrations is representative of the
manner in which the Policies operate.
I hereby consent to the use of this opinion as an exhibit to the Registration
Statement and to the reference to me under the heading "Experts" in the
prospectus.
Very truly yours,
/s/ MICHELLE L. KUNZMAN
Michelle L. Kunzman, FSA, MAAA
Assistant Vice President
<PAGE>
FUND PARTICIPATION AGREEMENT
THIS AGREEMENT made as of the 23rd day of January, 1998, by and between BT
Insurance Funds Trust ("TRUST"), a Massachusetts business trust, Bankers Trust
Company ("ADVISER"), a New York banking corporation, and Connecticut General
Life Insurance Company ("LIFE COMPANY"), a life insurance company organized
under the laws of the State of Connecticut.
WHEREAS, TRUST is registered with the Securities and Exchange Commission
("SEC") under the Investment Company Act of 1940, as amended (the "40 Act"),
as an open-end, diversified management investment company; and
WHEREAS, TRUST is comprised of several series funds (each a "Portfolio"),
with those Portfolios currently available being listed on Appendix A hereto; and
WHEREAS, TRUST was organized to act as the funding vehicle for certain
variable life insurance and/or variable annuity contracts ("Variable Contracts")
offered by life insurance companies through separate accounts ("Separate
Accounts") of such life insurance companies ("Participating Insurance
Companies"); and
WHEREAS, TRUST may also offer its shares to certain qualified pension and
retirement plans ("Qualified Plans"); and
WHEREAS, TRUST has received an order from the SEC, granting Participating
Insurance Companies and their separate accounts exemptions from the provisions
of Sections 9(a), 13(a), 15(a) and 15(b) of the '40 Act, and Rules 6e-2(b)(15)
and 6e-3(T)(b)(15) thereunder, to the extent necessary to permit shares of the
Portfolios of the TRUST to be sold to and held by Variable Contract Separate
Accounts of both affiliated and unaffiliated Participating Insurance Companies
and Qualified Plans ("Exemptive Order"); and
WHEREAS, LIFE COMPANY has established or will establish one or more
Separate Accounts to offer Variable Contracts and is desirous of having TRUST as
one of the underlying funding vehicles for such Variable Contracts; and
WHEREAS, ADVISER is a "bank" as defined in the Investment Advisers Act of
1940, as amended (the "Advisers Act") and as such is excluded from the
definition of "Investment Adviser" and is not required to register as an
investment adviser pursuant to the Advisers Act; and
1
<PAGE>
WHEREAS, ADVISER serves as the TRUST's investment adviser; and
WHEREAS, to the extent permitted by applicable insurance laws and
regulations, LIFE COMPANY intends to purchase shares of TRUST to fund the
aforementioned Variable Contracts and TRUST is authorized to sell such shares to
LIFE COMPANY at such shares' net asset value;
NOW, THEREFORE, in consideration of their mutual promises, LIFE COMPANY,
TRUST, and ADVISER agree as follows:
Article I. SALE OF TRUST SHARES
1.1 TRUST agrees to make available to the Separate Accounts of LIFE COMPANY
shares of the selected Portfolios as listed on Appendix B for investment of
purchase payments of Variable Contracts allocated to the designated Separate
Accounts as provided in TRUST's Registration Statement.
1.2 TRUST agrees to sell to LIFE COMPANY those shares of the selected
Portfolios of TRUST which LIFE COMPANY orders, executing such orders on a daily
basis at the net asset value next computed after receipt by TRUST or its
designee of the order for the shares of TRUST. For purposes of this Section 1.2,
LIFE COMPANY shall be the designee of TRUST for receipt of such orders from the
designated Separate Account and receipt by such designee shall constitute
receipt by TRUST; provided that LIFE COMPANY receives the order by 4:00 p.m. New
York time and TRUST receives notice from LIFE COMPANY by telephone or facsimile
(or by such other means as TRUST and LIFE COMPANY may agree in writing) of such
order by 8:00 a.m. New York time on the next Business Day. "Business Day" shall
mean any day on which the New York Stock Exchange is open for trading and on
which TRUST calculates its net asset value pursuant to the rules of the SEC.
1.3 TRUST agrees to redeem on LIFE COMPANY's request, any full or
fractional shares of TRUST held by LIFE COMPANY, executing such requests on a
daily basis at the net asset value next computed after receipt by TRUST or its
designee of the request for redemption, in accordance with the provisions of
this Agreement and TRUST's Registration Statement. (In the event of a conflict
between the provisions of this Agreement and the Trust's Registration Statement,
the provisions of the Registration Statement shall govern.) For purposes of this
Section 1.3, LIFE COMPANY shall be the designee of TRUST for receipt of requests
for redemption from the designated Separate Account and receipt by such designee
shall constitute receipt by TRUST; provided that LIFE COMPANY receives the
request for redemption by 4:00 p.m. New York time and TRUST receives notice from
LIFE COMPANY by telephone or facsimile (or by such other means as TRUST and LIFE
COMPANY may agree in
2
<PAGE>
writing) of such request for redemption by 9:00 a.m. New York time on the next
Business Day.
1.4 TRUST shall furnish, on or before each ex-dividend date, notice to LIFE
COMPANY of any income dividends or capital gain distributions payable on the
shares of any Portfolio of TRUST. LIFE COMPANY hereby elects to receive all such
income dividends and capital gain distributions as are payable on a Portfolio's
shares in additional shares of the Portfolio. TRUST shall notify LIFE COMPANY or
its designee of the number of shares so issued as payment of such dividends and
distributions.
1.5 TRUST shall make the net asset value per share for the selected
Portfolio(s) available to LIFE COMPANY on a daily basis as soon as reasonably
practicable after the net asset value per share is calculated but shall use its
best efforts to make such net asset value available by 6:30 p.m. New York time.
If TRUST provides LIFE COMPANY with materially incorrect share net asset value
information through no fault of LIFE COMPANY, LIFE COMPANY on behalf of the
Separate Accounts, shall be entitled to an adjustment to the number of shares
purchased or redeemed to reflect the correct share net asset value. Any material
error in the calculation of net asset value per share, dividend or capital gain
information shall be reported promptly upon discovery to LIFE COMPANY.
1.6 At the end of each Business Day, LIFE COMPANY shall use the information
described in Section 1.5 to calculate Separate Account unit values for the day.
Using these unit values, LIFE COMPANY shall process each such Business Day's
Separate Account transactions based on requests and premiums received by it by
the close of trading on the floor of the New York Stock Exchange (currently 4:00
p.m. New York time) to determine the net dollar amount of TRUST shares which
shall be purchased or redeemed at that day's closing net asset value per share.
The net purchase or redemption orders so determined shall be transmitted to
TRUST by LIFE COMPANY by 8:00 a.m. New York Time on the Business Day next
following LIFE COMPANY's receipt of such requests and premiums in accordance
with the terms of Sections 1.2 and 1.3 hereof.
1.7 If LIFE COMPANY's order requests the purchase of TRUST shares, LIFE
COMPANY shall pay for such purchase by wiring federal funds to TRUST or its
designated custodial account on the day the order is transmitted by LIFE
COMPANY. If LIFE COMPANY's order requests a net redemption resulting in a
payment of redemption proceeds to LIFE COMPANY, TRUST shall use its best efforts
to wire the redemption proceeds to LIFE COMPANY by the next Business Day, unless
doing so would require TRUST to dispose of Portfolio securities or otherwise
incur additional costs. In any event, proceeds shall be wired to LIFE COMPANY
within the time period permitted by the '40 Act or the rules, orders or
regulations thereunder, and TRUST shall notify the person designated in writing
by LIFE COMPANY as the recipient for such notice of such delay by 3:00 p.m. New
York Time on the same Business Day that LIFE
3
<PAGE>
COMPANY transmits the redemption order to TRUST. IF LIFE COMPANY's order
requests the application of redemption proceeds from the redemption of shares to
the purchase of shares of another Fund advised by ADVISER, TRUST shall so apply
such proceeds on the same Business Day that LIFE COMPANY transmits such order to
TRUST.
1.8 TRUST agrees that all shares of the Portfolios of TRUST will be sold
only to Participating Insurance Companies which have agreed to participate in
TRUST to fund their Separate Accounts and/or to Qualified Plans, all in
accordance with the requirements of Section 817(h)(4) of the Internal Revenue
Code of 1986, as amended ("Code") and Treasury Regulation 1.817-5. Shares of
the TRUST's Portfolios will not be sold directly to the general public.
1.9 TRUST may refuse to sell shares of any Portfolio to any person, or
suspend or terminate the offering of the shares of or liquidate any Portfolio
of TRUST if such action is required by law or by regulatory authorities
having jurisdiction or is, in the sole discretion of the Board of Trustees of
the TRUST (the "Board"), acting in good faith and in light of its duties
under federal and any applicable state laws, deemed necessary, desirable or
appropriate and in the best interests of the shareholders of such Portfolios.
1.10 Issuance and transfer of Portfolio shares will be by book entry
only. Stock certificates will not be issued to LIFE COMPANY or the Separate
Accounts. Shares ordered from Portfolio will be recorded in appropriate book
entry titles for the Separate Accounts.
Article II. REPRESENTATIONS AND WARRANTIES
2.1 LIFE COMPANY represents and warrants that it is an insurance company
duly organized and in good standing under the laws of the State of
Connecticut and that it has legally and validly established each Separate
Account as a segregated asset account under such laws, and that CIGNA
Financial Services, Inc., the principal underwriter for the Variable
Contracts, is registered as a broker-dealer under the Securities Exchange Act
of 1934 (the "34 Act").
2.2 LIFE COMPANY represents and warrants that it has registered or,
prior to any issuance or sale of the Variable Contracts, will register each
Separate Account as a unit investment trust ("UIT") in accordance with the
provisions of the '40 Act and cause each Separate Account to remain so
registered to serve as a segregated asset account for the Variable Contracts,
unless an exemption from registration is available.
2.3 LIFE COMPANY represents and warrants that the Variable Contracts
will be registered under the Securities Act of 1933 (the "33 Act") unless an
exemption from registration is available prior to any issuance or sale of the
Variable Contracts, and that
4
<PAGE>
the Variable Contracts will be issued and sold in compliance in all material
respects with all applicable federal and state laws (including all applicable
blue sky laws) and further that the sale of the Variable Contracts shall comply
in all material respects with applicable state insurance law suitability
requirements.
2.4 LIFE COMPANY represents and warrants that the Variable Contracts are
currently and at the time of issuance will be treated as life insurance,
endowment or annuity contracts under applicable provisions of the Code, that it
will maintain such treatment and that it will notify TRUST immediately upon
having a reasonable basis for believing that the Variable Contracts have ceased
to be so treated or that they might not be so treated in the future.
2.5 TRUST represents and warrants that the Fund shares offered and sold
pursuant to this Agreement will be registered under the '33 Act and sold in
accordance with all applicable federal laws, and TRUST shall be registered under
the '40 Act prior to and at the time of any issuance or sale of such shares.
TRUST, subject to Section 1.9 above, shall amend its registration statement
under the '33 Act and the '40 Act from time to time as required in order to
effect the continuous offering of its shares. TRUST shall register and qualify
its shares for sale in accordance with the laws of the various states only if
and to the extent deemed advisable by TRUST.
2.6 TRUST represents and warrants that each Portfolio will comply with the
diversification requirements set forth in Section 817(h) of the Code, and the
rules and regulations thereunder, including without limitation Treasury
Regulation 1.817-5, and will notify LIFE COMPANY immediately upon having a
reasonable basis for believing any Portfolio has ceased to comply and will
immediately take all reasonable steps to adequately diversify the Portfolio to
achieve compliance.
2.7 TRUST represents and warrants that each Portfolio invested in by the
Separate Account will be treated as a "regulated investment company" under
Subchapter M of the Code, and will notify LIFE COMPANY immediately upon having a
reasonable basis for believing it has ceased to so qualify or might not so
qualify in the future.
2.8 ADVISER represents and warrants that it shall perform its obligations
hereunder in compliance in all material respects with any applicable state and
federal laws.
Article III. PROSPECTUS AND PROXY STATEMENTS
3.1 TRUST shall prepare and be responsible for filing with the SEC and any
state regulators requiring such filing all shareholder reports, notices, proxy
materials (or similar materials such as voting instruction solicitation
materials), prospectuses and
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statements of additional information of TRUST. TRUST shall bear the costs of
registration and qualification of shares of the Portfolios, preparation and
filing of the documents listed in this Section 3.1 and all taxes and filing fees
to which an issuer is subject on the issuance and transfer of its shares.
3.2 TRUST or its designee shall provide LIFE COMPANY, free of charge, with
as many copies of the current prospectus (or prospectuses), statements of
additional information, annual and semi-annual reports and proxy statements for
the shares of the Portfolios as LIFE COMPANY may reasonably request for
distribution to existing Variable Contract owners whose Variable Contracts are
funded by such shares. TRUST or its designee shall provide LIFE COMPANY, at LIFE
COMPANY's expense, with as many copies of the current prospectus (or
prospectuses) for the shares as LIFE COMPANY may reasonably request for
distribution to prospective purchasers of Variable Contracts. If requested by
LIFE COMPANY, TRUST or its designee shall provide such documentation (including
a "camera ready" copy of the current prospectus (or prospectuses) as set in type
or, at the request of LIFE COMPANY, as a diskette in the form sent to the
financial printer) and other assistance as is reasonably necessary in order for
the parties hereto once a year (or more frequently if the prospectus (or
prospectuses) for the shares is supplemented or amended) to have the prospectus
for the Variable Contracts and the prospectus (or prospectuses) for the TRUST
shares printed together in one document. The expenses of such printing will be
apportioned between LIFE COMPANY and TRUST in proportion to the number of pages
of the Variable Contract and TRUST prospectus, taking account of other relevant
factors affecting the expense of printing, such as covers, columns, graphs and
charts; TRUST shall bear the cost of printing the TRUST prospectus portion of
such document for distribution only to owners of existing Variable Contracts
funded by the TRUST shares and LIFE COMPANY shall bear the expense of printing
the portion of such documents relating to the Separate Account; provided,
however, LIFE COMPANY shall bear all printing expenses of such combined
documents where used for distribution to prospective purchasers or to owners of
existing Variable Contracts not funded by the shares. In the event that LIFE
COMPANY requests that TRUST or its designee provide TRUST's prospectus in a
"camera ready" or diskette format, TRUST shall be responsible for providing the
prospectus (or prospectuses) in the format in which it is accustomed to
formatting prospectuses and shall bear the expense of providing the prospectus
(or prospectuses) in such format (e.g. typesetting expenses), and LIFE COMPANY
shall bear the expense of adjusting or changing the format to conform with any
of its prospectuses.
3.3 TRUST will provide LIFE COMPANY with at least one complete copy of all
prospectuses, statements of additional information, annual and semi-annual
reports, proxy statements, exemptive applications and all amendments or
supplements to any of the above that relate to the Portfolios promptly after the
filing of each such document with the SEC or other regulatory authority. LIFE
COMPANY will provide TRUST with at
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least one complete copy of all prospectuses, statements of additional
information, annual and semi-annual reports, proxy statements, exemptive
applications and all amendments or supplements to any of the above that relate
to a Separate Account promptly after the filing of each such document with the
SEC or other regulatory authority.
Article IV. SALES MATERIALS
4.1 LIFE COMPANY will furnish, or will cause to be furnished, to TRUST and
ADVISER, each piece of sales literature or other promotional material in which
TRUST or ADVISER is named, at least fifteen (15) Business Days prior to its
intended use. No such material will be used if TRUST or ADVISER objects to its
use in writing within ten (10) Business Days after receipt of such material.
4.2 TRUST and ADVISER will furnish, or will cause to be furnished, to LIFE
COMPANY, each piece of sales literature or other promotional material in which
LIFE COMPANY or its Separate Accounts are named, at least fifteen (15) Business
Days prior to its intended use. No such material will be used if LIFE COMPANY
objects to its use in writing within ten (10) Business Days after receipt of
such material.
4.3 TRUST and its affiliates and agents shall not give any information or
make any representations on behalf of LIFE COMPANY or concerning LIFE COMPANY,
the Separate Accounts, or the Variable Contracts issued by LIFE COMPANY, other
than the information or representations contained in a registration statement or
prospectus for such Variable Contracts, as such registration statement and
prospectus may be amended or supplemented from time to time, or in reports of
the Separate Accounts or reports prepared for distribution to owners of such
Variable Contracts, or in sales literature or other promotional material
approved by LIFE COMPANY or its designee, except with the written permission of
LIFE COMPANY.
4.4 LIFE COMPANY and its affiliates and agents shall not give any
information or make any representations on behalf of TRUST or concerning TRUST
other than the information or representations contained in a registration
statement or prospectus for TRUST, as such registration statement and prospectus
may be amended or supplemented from time to time, or in sales literature or
other promotional material approved by TRUST or its designee, except with the
written permission of TRUST.
4.5 For purposes of this Agreement, the phrase "sales literature or other
promotional material" or words of similar import include, without limitation,
advertisements (such as material published, or designed for use, in a newspaper,
magazine or other periodical, radio, television, telephone or tape recording,
videotape display, signs or billboards, motion pictures or other public media),
sales literature (such as any written communication distributed or made
generally available to customers or
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the public, including brochures, circulars, research reports, market letters,
form letters, seminar texts, or reprints or excerpts of any other advertisement,
sales literature, or published article), educational or training materials or
other communications distributed or made generally available to some or all
agents or employees, registration statements, prospectuses, statements of
additional information, shareholder reports and proxy materials, and any other
material constituting sales literature or advertising under National Association
of Securities Dealers, Inc. ("NASD") rules, the '40 Act, the '33 Act or rules
thereunder.
Article V. POTENTIAL CONFLICTS
5.1 The parties acknowledge that TRUST has received an order from the SEC
granting relief from various provisions of the '40 Act and the rules thereunder
to the extent necessary to permit TRUST shares to be sold to and held by
Variable Contract separate accounts of both affiliated and unaffiliated
Participating Insurance Companies and Qualified Plans. The Exemptive Order
requires TRUST and each Participating Insurance Company to comply with
conditions and undertakings substantially as provided in this Section 5. The
TRUST will not enter into a participation agreement with any other Participating
Insurance Company unless it imposes the same conditions and undertakings as are
imposed on LIFE COMPANY hereby.
5.2 The Board will monitor TRUST for the existence of any material
irreconcilable conflict between the interests of Variable Contract owners of all
separate accounts and with participants of Qualified Plans investing in TRUST.
An irreconcilable material conflict may arise for a variety of reasons, which
may include: (a) an action by any state insurance regulatory authority; (b) a
change in applicable federal or state insurance, tax, or securities laws or
regulations, or a public ruling, private letter ruling or any similar action by
insurance, tax or securities regulatory authorities; (c) an administrative or
judicial decision in any relevant proceeding; (d) the manner in which the
investments of TRUST are being managed; (e) a difference in voting instructions
given by Variable Contract owners; (f) a decision by a Participating Insurance
Company to disregard the voting instructions of Variable Contract owners and (g)
if applicable, a decision by a Qualified Plan to disregard the voting
instructions of plan participants.
5.3 LIFE COMPANY will report any potential or existing conflicts of which
it becomes aware to the Board. LIFE COMPANY will be responsible for assisting
the Board in carrying out its duties in this regard by providing the Board with
all information reasonably necessary for the Board to consider any issues
raised. The responsibility includes, but is not limited to, an obligation by the
LIFE COMPANY to inform the Board whenever it has determined to disregard
Variable Contract owner voting instructions. These responsibilities of LIFE
COMPANY will be carried out with a view only to the interests of the Variable
Contract owners.
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5.4 If a majority of the Board or majority of its disinterested Trustees,
determines that a material irreconcilable conflict exists affecting LIFE
COMPANY, LIFE COMPANY, at its expense and to the extent reasonably practicable
(as determined by a majority of the Board's disinterested Trustees), will take
any steps necessary to remedy or eliminate the irreconcilable material conflict,
including; (a) withdrawing the assets allocable to some or all of the Separate
Accounts from TRUST or any Portfolio thereof and reinvesting those assets in a
different investment medium, which may include another Portfolio of TRUST, or
another investment company, (b) submitting the question as to whether such
segregation should be implemented to a vote of all affected Variable Contract
owners and as appropriate, segregating the assets of any appropriate group (i.e
variable annuity or variable life insurance Contract owners of one or more
Participating Insurance Companies) that votes in favor of such segregation, or
offering to the affected Variable Contract owners the option of making such a
change; and (c) establishing a new registered management investment company (or
series thereof) or managed separate account. If a material irreconcilable
conflict arises because of LIFE COMPANY's decision to disregard Variable
Contract owner voting instructions, and that decision represents a minority
position or would preclude a majority vote, LIFE COMPANY may be required, at the
election of TRUST, to withdraw the Separate Account's investment in TRUST, and
no charge or penalty will be imposed as a result of such withdrawal. The
responsibility to take such remedial action shall be carried out with a view
only to the interests of the Variable Contract owners.
For the purposes of this Section 5.4, a majority of the disinterested
members of the Board shall determine whether or not any proposed action
adequately remedies any irreconcilable material conflict, but in no event will
TRUST or ADVISER (or any other investment adviser of TRUST) be required to
establish a new funding medium for any Variable Contract. Further, LIFE COMPANY
shall not be required by this Section 5.4 to establish a new funding medium for
any Variable Contracts if any offer to do so has been declined by a vote of a
majority of Variable Contract owners materially and adversely affected by the
irreconcilable material conflict.
5.5 The Board's determination of the existence of an irreconcilable
material conflict and its implications shall be made known promptly and in
writing to LIFE COMPANY.
5.6 No less than annually, LIFE COMPANY shall submit to the Board such
reports, materials or data as the Board may reasonably request so that the Board
may fully carry out its obligations. Such reports, materials, and data shall be
submitted more frequently if deemed appropriate by the Board.
Article VI. VOTING
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6.1 LIFE COMPANY will provide pass-through voting privileges to all
Variable Contract owners so long as the SEC continues to interpret the '40 Act
as requiring pass-through voting privileges for Variable Contract owners.
Accordingly, LIFE COMPANY, where applicable, will vote shares of the Portfolio
held in its Separate Accounts in a manner consistent with voting instructions
timely received from its Variable Contract owners. LIFE COMPANY will be
responsible for assuring that each of its Separate Accounts that participates in
TRUST calculates voting privileges in a manner consistent with other
Participating Insurance Companies. LIFE COMPANY will vote shares for which it
has not received timely voting instructions, as well as shares it owns, in the
same proportion as its votes those shares for which it has received voting
instructions.
6.2 If and to the extent Rule 6e-2 and Rule 6e-3(T) are amended, or if Rule
6e-3 is adopted, to provide exemptive relief from any provision of the '40 Act
or the rules thereunder with respect to mixed and shared funding on terms and
conditions materially different from any exemptions granted in the Exemptive
Order, then TRUST, and/or the Participating Insurance Companies, as appropriate,
shall take such steps as may be necessary to comply with Rule 6e-2 and Rule
6e-3(T), as amended, and Rule 6e-3, as adopted, to the extent such Rules are
applicable.
Article VII. INDEMNIFICATION
7.1 INDEMNIFICATION BY LIFE COMPANY. LIFE COMPANY agrees to indemnify and
hold harmless TRUST, ADVISER and each of their Trustees, directors, principals,
officers, employees and agents and each person, if any, who controls TRUST or
ADVISER within the meaning of Section 15 of the '33 Act (collectively, the
"Indemnified Parties") against any and all losses, claims, damages, liabilities
(including amounts paid in settlement with the written consent of LIFE COMPANY,
which consent shall not be unreasonably withheld) or litigation or threatened
litigation (including legal and other expenses), to which the Indemnified
Parties may become subject under any statute, regulation, at common law or
otherwise, insofar as such losses, claims, damages, liabilities or expenses (or
actions in respect thereof) or settlements are related to the sale or
acquisition of TRUST's shares or the Variable Contracts and:
(a) arise out of or are based upon any untrue statements or alleged untrue
statements of any material fact contained in the Registration
Statement or prospectus for the Variable Contracts or contained in the
Variable Contracts (or any amendment or supplement to any of the
foregoing), or arise out of or are based upon the omission or the
alleged omission to state therein a material fact required to be
stated therein or necessary to make the statements therein not
misleading, provided that this agreement to indemnify shall not apply
as to any indemnified Party if such statement or omission or such
alleged statement or omission was made in reliance
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upon and in conformity with information furnished in writing to
LIFE COMPANY by or on behalf of TRUST for use in the registration
statement or prospectus for the Variable Contracts or in the
Variable Contracts or sales literature (or any amendment or
supplement) or otherwise for use in connection with the sale of the
Variable Contracts or TRUST shares; or
(b) arise out of or result from (i) statements or representations (other
than statements or representations contained in the registration
statement, prospectus or sales literature of TRUST not supplied by
LIFE COMPANY, or persons under its control) or (ii) wrongful conduct
of LIFE COMPANY or persons under its control, with respect to the sale
or distribution of the Variable Contracts or TRUST shares; or
(c) arise out of any untrue statement or alleged untrue statement of a
material fact contained in a registration statement, prospectus, or
sales literature of TRUST or any amendment thereof or supplement
thereto or the omission or alleged omission to state therein a
material fact required to be stated therein or necessary to make the
statements therein not misleading if such statement or omission or
such alleged statement or omission was made in reliance upon and in
conformity with information furnished in writing to TRUST by or on
behalf of LIFE COMPANY; or
(d) arise as a result of any failure by LIFE COMPANY to provide
substantially the services and furnish the materials under the terms
of this Agreement; or
(e) arise out of or result from any material breach of any representation
and/or warranty made by LIFE COMPANY in this Agreement or arise out of
or result from any other material breach of this Agreement by LIFE
COMPANY.
7.2 LIFE COMPANY shall not be liable under this indemnification provision
with respect to any losses, claims, damages, liabilities or litigation incurred
or assessed against an Indemnified Party to the extent that such losses, claims,
damages, liabilities or litigation are attributable to such Indemnified Party's
willful misfeasance, bad faith, or gross negligence in the performance of such
Indemnified Party's duties or by reason of such Indemnified Party's reckless
disregard of obligations or duties under this Agreement.
7.3 LIFE COMPANY shall not be liable under this indemnification provision
with respect to any claim made against an Indemnified Party unless such
Indemnified Party shall have notified LIFE COMPANY in writing within a
reasonable time after the summons or other first legal process giving
information of the nature of the claim shall
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have been served upon such Indemnified Party (or after such Indemnified Party
shall have received notice of such service on any designated agent), but failure
to notify LIFE COMPANY of any such claim shall not relieve LIFE COMPANY from any
liability which it may have to the Indemnified Party against whom such action is
brought otherwise than on account of this indemnification provision. In case any
such action is brought against an Indemnified Party, LIFE COMPANY shall be
entitled to participate at its own expense in the defense of such action. LIFE
COMPANY also shall be entitled to assume the defense thereof, with counsel
satisfactory to the party named in the action. After notice from LIFE COMPANY to
such party of LIFE COMPANY's election to assume the defense thereof, the
Indemnified Party shall bear the fees and expenses of any additional counsel
retained by it, and LIFE COMPANY will not be liable to such party under this
Agreement for any legal or other expenses subsequently incurred by such party
independently in connection with the defense thereof other than reasonable costs
of investigation.
7.4 INDEMNIFICATION BY TRUST. TRUST agrees to indemnify and hold harmless
LIFE COMPANY and each of its directors, officers, employees, and agents and each
person, if any, who controls LIFE COMPANY within the meaning of Section 15 of
the '33 Act (collectively, the "Indemnified Parties") against any and all
losses, claims, damages, liabilities (including amounts paid in settlement with
the written consent of TRUST which consent shall not be unreasonably withheld)
or litigation or threatened litigation (including legal and other expenses) to
which the Indemnified Parties may become subject under any statute, or
regulation, at common law or otherwise, insofar as such losses, claims, damages,
liabilities or expenses (or actions in respect thereof) or settlements are
related to the sale or acquisition of TRUST's shares or the Variable Contracts
and:
(a) arise out of or are based upon any untrue statement or alleged untrue
statement of any material fact contained in the registration statement
or prospectus or sales literature of TRUST (or any amendment or
supplement to any of the foregoing), or arise out of or are based upon
the omission or the alleged omission to state therein a material fact
required to be stated therein or necessary to make the statements
therein not misleading, provided that this agreement to indemnify
shall not apply as to any Indemnified Party if such statement or
omission or such alleged statement or omission was made in reliance
upon and in conformity with information furnished in writing to
ADVISER or TRUST by or on behalf of LIFE COMPANY for use in the
registration statement or prospectus for TRUST or in sales literature
(or any amendment or supplement) or otherwise for use in connection
with the sale of the Variable Contracts or TRUST shares; or
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(b) arise out of or result from (i) statements or representations (other
than statements or representations contained in the registration
statement, prospectus or sales literature for the Variable Contracts
not supplied by ADVISER or TRUST or persons under its control) or (ii)
gross negligence or wrongful conduct or willful misfeasance of TRUST
or persons under its control, with respect to the sale or distribution
of the Variable Contracts or TRUST shares; or
(c) arise out of any untrue statement or alleged untrue statement of a
material fact contained in a registration statement, prospectus, or
sales literature covering the Variable Contracts, or any amendment
thereof or supplement thereto or the omission or alleged omission to
state therein a material fact required to be stated therein or
necessary to make the statements therein not misleading, if such
statement or omission or such alleged statement or omission was made
in reliance upon and in conformity with information furnished in
writing to LIFE COMPANY for inclusion therein by or on behalf of
TRUST; or
(d) arise as a result of (i) a failure by TRUST to provide substantially
the services and furnish the materials under the terms of this
Agreement; or (ii) a failure by a Portfolio(s) invested in by the
Separate Account to comply with the diversification requirements of
Section 817(h) of the Code; or (iii) a failure by a Portfolio(s)
invested in by the Separate Account to qualify as a "regulated
investment company" under Subchapter M of the Code; or
(e) arise out of or result from any material breach of any representation
and/or warranty made by TRUST in this Agreement or arise out of or
result from any other material breach of this Agreement by TRUST.
7.5 TRUST shall not be liable under this indemnification provision with
respect to any losses, claims, damages, liabilities or litigation incurred or
assessed against an Indemnified Party to the extent that such losses, claims,
damages, liabilities or litigation are attributable to such Indemnified Party's
willful misfeasance, bad faith, or gross negligence in the performance of such
Indemnified Party's duties or by reason of such Indemnified Party's reckless
disregard of obligations and duties under this Agreement.
7.6 TRUST shall not be liable under this indemnification provision with
respect to any claim made against an Indemnified Party unless such Indemnified
Party shall have notified TRUST in writing within a reasonable time after the
summons or other first
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legal process giving information of the nature of the claim shall have been
served upon such Indemnified Party (or after such Indemnified Party shall have
received notice of such service on any designated agent), but failure to notify
TRUST of any such claim shall not relieve TRUST from any liability which it may
have to the Indemnified Party against whom such action is brought otherwise than
on account of this indemnification provision. In case any such action is brought
against the Indemnified Parties, TRUST shall be entitled to participate at its
own expense in the defense thereof. TRUST also shall be entitled to assume the
defense thereof, with counsel satisfactory to the party named in the action.
After notice from TRUST to such party of TRUST's election to assume the defense
thereof, the Indemnified Party shall bear the fees and expenses of any
additional counsel retained by it, and TRUST will not be liable to such party
under this Agreement for any legal or other expenses subsequently incurred by
such party independently in connection with the defense thereof other than
reasonable costs of investigation.
Article VIII. TERM; TERMINATION
8.1 This Agreement shall be effective as of the date hereof and shall
continue in force until terminated in accordance with the provisions herein.
8.2 This Agreement shall terminate in accordance with the following
provisions:
(a) At the option of LIFE COMPANY or TRUST at any time from the date
hereof upon 90 days' notice, unless a shorter time is agreed to
by the parties;
(b) At the option of LIFE COMPANY, if TRUST shares are not reasonably
available to meet the requirements of the Variable Contracts as
determined by LIFE COMPANY. Prompt notice of election to
terminate shall be furnished by LIFE COMPANY, said termination to
be effective ten days after receipt of notice unless TRUST makes
available a sufficient number of shares to reasonably meet the
requirements of the Variable Contracts within said ten-day
period;
(c) At the option of LIFE COMPANY, upon the institution of formal
proceedings against TRUST by the SEC, the NASD, or any other
regulatory body, the expected or anticipated ruling, judgment or
outcome of which would, in LIFE COMPANY's reasonable judgment,
materially impair TRUST's ability to meet and perform TRUST's
obligations and duties hereunder. Prompt notice of election to
terminate shall be furnished by LIFE COMPANY with said
termination to be effective upon receipt of notice;
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(d) At the option of TRUST, upon the institution of formal
proceedings against LIFE COMPANY and/or its broker-dealer
affiliates by the SEC, the NASD, or any other regulatory body,
the expected or anticipated ruling, judgment or outcome of which
would, in TRUST's reasonable judgment, materially impair LIFE
COMPANY's ability to meet and perform its obligations and duties
hereunder. Prompt notice of election to terminate shall be
furnished by TRUST with said termination to be effective upon
receipt of notice;
(e) In the event TRUST's shares are not registered, issued or sold in
accordance with applicable state or federal law, or such law
precludes the use of such shares as the underlying investment
medium of Variable Contracts issued or to be issued by LIFE
COMPANY. Termination shall be effective upon such occurrence
without notice;
(f) At the option of TRUST if the Variable Contracts cease to qualify
as annuity contracts or life insurance contracts, as applicable,
under the Code, or if TRUST reasonably believes that the Variable
Contracts may fail to so qualify. Termination shall be effective
upon receipt of notice by LIFE COMPANY;
(g) At the option of LIFE COMPANY, upon TRUST's breach of any
material provision of this Agreement, which breach has not been
cured to the satisfaction of LIFE COMPANY within ten days after
written notice of such breach is delivered to TRUST;
(h) At the option of TRUST, upon LIFE COMPANY's breach of any
material provision of this Agreement, which breach has not been
cured to the satisfaction of TRUST within ten days after written
notice of such breach is delivered to LIFE COMPANY;
(i) At the option of TRUST, if the Variable Contracts are not
registered, issued or sold in accordance with applicable federal
and/or state law. Termination shall be effective immediately upon
such occurrence without notice;
(j) In the event this Agreement is assigned without the prior written
consent of LIFE COMPANY, TRUST, and ADVISER, termination shall be
effective immediately upon such occurrence without notice.
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8.3 Notwithstanding any termination of this Agreement pursuant to Section
8.2 hereof, TRUST at its option may elect to continue to make available
additional TRUST shares, as provided below, for so long as TRUST desires
pursuant to the terms and conditions of this Agreement, for all Variable
Contracts in effect on the effective date of termination of this Agreement
(hereinafter referred to as "Existing Contracts"). Specifically, without
limitation, if TRUST so elects to make additional TRUST shares available, the
owners of the Existing Contracts or LIFE COMPANY, whichever shall have legal
authority to do so, shall be permitted to reallocate investments in TRUST,
redeem investments in TRUST and/or invest in TRUST upon the payment of
additional premiums under the Existing Contracts. In the event of a termination
of this Agreement pursuant to Section 8.2 hereof, TRUST and ADVISER, as promptly
as is practicable under the circumstances, shall notify LIFE COMPANY whether
TRUST elects to continue to make TRUST shares available after such termination.
If TRUST shares continue to be made available after such termination, the
provisions of this Agreement shall remain in effect and thereafter either TRUST
or LIFE COMPANY may terminate the Agreement, as so continued pursuant to this
Section 8.3, upon sixty (60) days prior written notice to the other party.
8.4 Except as necessary to implement Variable Contract owner initiated
transactions, or as required by state insurance laws or regulations, LIFE
COMPANY shall not redeem the shares attributable to the Variable Contracts (as
opposed to the shares attributable to LIFE COMPANY's assets held in the Separate
Accounts), and LIFE COMPANY shall not prevent Variable Contract owners from
allocating payments to a Portfolio that was otherwise available under the
Variable Contracts until thirty (30) days after the LIFE COMPANY shall have
notified TRUST of its intention to do so.
Article IX. NOTICES
Any notice hereunder shall be given by registered or certified mail return
receipt requested to the other party at the address of such party set forth
below or at such other address as such party may from time to time specify in
writing to the other party.
If to TRUST:
BT Insurance Funds Trust
c/o First Data Investor Services Group, Inc.
One Exchange Place
53 State Street, Mail Stop BOS865
Boston, MA 02109
Attn: Elizabeth Russell
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AND
c/o BT Alex Brown
One South Street, Mail Stop 1-18-6
Baltimore, MD 21202
Attn: Brian Wixted
If to ADVISER:
Bankers Trust Company
130 Liberty Street, Mail Stop 2355
New York, NY 10006
Attn.: Vinay Mendiratta
If to LIFE COMPANY:
Connecticut General Life Insurance Company
900 Cottage Grove Road
Hartford, CT 06152
Attn: Michelle Kunzman, S-324
Notice shall be deemed given on the date of receipt by the addressee as
evidenced by the return receipt.
Article X. MISCELLANEOUS
10.1 The captions in this Agreement are included for convenience of
reference only and in no way define or delineate any of the provisions hereof or
otherwise affect their construction or effect.
10.2 This Agreement may be executed simultaneously in two or more
counterparts, each of which taken together shall constitute one and the same
instrument.
10.3 If any provision of this Agreement shall be held or made invalid by a
court decision, statute, rule or otherwise, the remainder of the Agreement shall
not be affected thereby.
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10.4 This Agreement shall be construed and the provisions hereof
interpreted under and in accordance with the laws of the State of New York. It
shall also be subject to the provisions of the federal securities laws and the
rules and regulations thereunder and to any orders of the SEC granting exemptive
relief therefrom and the conditions of such orders.
10.5 It is understood and expressly stipulated that neither the
shareholders of shares of any Portfolio nor the Trustees or officers of TRUST or
any Portfolio shall be personally liable hereunder. No Portfolio shall be liable
for the liabilities of any other Portfolio. All persons dealing with TRUST or a
Portfolio must look solely to the property of TRUST or that Portfolio,
respectively, for enforcement of any claims against TRUST or that Portfolio. It
is also understood that each of the Portfolios shall be deemed to be entering
into a separate Agreement with LIFE COMPANY so that it is as if each of the
Portfolios had signed a separate Agreement with LIFE COMPANY and that a single
document is being signed simply to facilitate the execution and administration
of the Agreement.
10.6 Each party shall cooperate with each other party and all appropriate
governmental authorities (including without limitation the SEC, the NASD and
state insurance regulators) and shall permit such authorities reasonable access
to its books and records in connection with any investigation or inquiry
relating to this Agreement or the transactions contemplated hereby.
10.7 The rights, remedies and obligations contained in this Agreement are
cumulative and are in addition to any and all rights, remedies and obligations,
at law or in equity, which the parties hereto are entitled to under state and
federal laws.
10.8 If the Agreement terminates, the parties agree that Article 7 and
Sections 10.5, 10.6 and 10.7 shall remain in effect after termination.
10.9 No provision of this Agreement may be amended or modified in any
manner except by a written agreement properly authorized and executed by TRUST,
ADVISER and the LIFE COMPANY.
10.10 No failure or delay by a party in exercising any right or remedy
under this Agreement will operate as a waiver thereof and no single or partial
exercise of rights shall preclude a further or subsequent exercise. The rights
and remedies provided in this Agreement are cumulative and not exclusive of any
rights or remedies provided by law.
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IN WITNESS WHEREOF, the parties have caused their duly authorized officers
to execute this Fund Participation Agreement as of the date and year first above
written.
BT INSURANCE FUNDS TRUST
By: /s/ Elizabeth Russell
------------------------------------
Name: Elizabeth Russell
Title: Vice President
BANKERS TRUST COMPANY
By: /s/ Irene S. Greenberg
------------------------------------
Name: Irene S. Greenberg
Title: Vice President
CONNECTICUT GENERAL LIFE
INSURANCE COMPANY
By: /s/ Michelle L. Kunzman
------------------------------------
Name: Michelle L. Kunzman
Title: Assistant Vice President
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APPENDIX A
BT Insurance Funds Trust - EAFE-Registered Trademark- Equity Index Fund
BT Insurance Funds Trust - Small Cap Index Fund
<PAGE>
APPENDIX B
Connecticut General Life Insurance Company Separate Account FE
CG Corporate Insurance Variable Life Separate Account 02
<PAGE>
THIS POLICY IS A LEGAL CONTRACT BETWEEN YOU AND THE CONNECTICUT GENERAL
LIFE INSURANCE COMPANY.
PLEASE READ YOUR POLICY CAREFULLY.
CONNECTICUT GENERAL LIFE INSURANCE COMPANY
Home Office: 900 Cottage Grove Road Mailing Address: Hartford, CT 06152
A Stock Company
Bloomfield, CT 06002 Telephone: 860-726-6000
INSURED JOHN DOE POLICY NUMBER SPECIMEN
INITIAL SPECIFIED AMOUNT $100,000 DATE OF ISSUE JANUARY 1, 1996
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
The Company agrees to pay the death benefit to the Beneficiary upon receipt of
due proof of the Insured's death during the continuance of the policy. Such
payment shall be made as provided under the Payment of Proceeds provision. The
Company further agrees to pay the Surrender Value to the Owner upon Surrender of
the policy.
RIGHT TO EXAMINE POLICY. The policy may be returned to the insurance agent
through whom it was purchased or to the Company within 10 days after its
receipt (20 days after its receipt where required by law for policies issued
in replacement of other insurance). During this period, the premium will be
held in a Money Market Fund. If the policy is so returned, however, it will
be deemed void from the Date of Issue, and the Company will refund the
premium paid. If the policy is not returned during the Right to Examine
period, the premium payment will be processed as set forth in the Allocation
of Premium Payments provision.
ALL BENEFITS AND VALUES PROVIDED BY THIS POLICY WHEN BASED ON THE INVESTMENT
EXPERIENCE OF THE VARIABLE ACCOUNT ARE VARIABLE AND ARE NOT GUARANTEED AS TO
DOLLAR AMOUNT.
THE DEATH BENEFIT AMOUNT ON THE DATE OF ISSUE EQUALS THE INITIAL SPECIFIED
AMOUNT OF THE POLICY. THEREAFTER, THE DEATH BENEFIT MAY VARY UNDER THE
CONDITIONS DESCRIBED UNDER THE INSURANCE COVERAGE PROVISIONS.
The policy is issued and accepted subject to the terms set forth on the
following pages, which are made a part of the policy. In consideration of the
application and the payment of premiums as provided, this policy is executed by
Connecticut General Life Insurance Company as of its Date of Issue.
Registrar President
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
Variable life insurance payable upon death of the Insured.
Surrender Value payable upon Surrender.
Flexible Premiums. Non-Participating. Investment results reflected
in policy benefits.
LN621
<PAGE>
TABLE OF CONTENTS
Policy Schedules Schedule
Policy Specifications . . . . . . . . . . . . . . . . . . . . . . . . . .1
List of Variable Account Sub-Accounts . . . . . . . . . . . . . . . . . .2
Table of Charges and Fees for This Policy . . . . . . . . . . . . . . . .3
Table of Guaranteed Maximum Cost of Insurance Rates . . . . . . . . . . .4
Table of Corridor Percentages . . . . . . . . . . . . . . . . . . . . . .5
Table of Net Single Premium Factors . . . . . . . . . . . . . . . . . . .6
Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Policy Provisions Page
Premium and Reinstatement Provisions. . . . . . . . . . . . . . . . . . .3
Ownership and Beneficiary Provisions. . . . . . . . . . . . . . . . . . .3
Variable Account Provisions . . . . . . . . . . . . . . . . . . . . . . .4
Policy Value Provisions . . . . . . . . . . . . . . . . . . . . . . . . .5
Transfer Privilege Provisions . . . . . . . . . . . . . . . . . . . . . .7
Nonforfeiture and Surrender Provisions. . . . . . . . . . . . . . . . . .8
Loan Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8
Insurance Coverage Provisions . . . . . . . . . . . . . . . . . . . . . .9
General Provisions. . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Followed by Optional Methods of Settlement and any Additional Insurance
Benefits and Riders
The Policy Schedules come right after this page. They give specific facts
about this policy and its coverages.
Please refer to them while reading this policy.
Policy Schedules are intentionally blank on the back side.
2
<PAGE>
POLICY SCHEDULE 1
POLICY SPECIFICATIONS
<TABLE>
<S> <C> <C> <C>
POLICY NUMBER SPECIMEN DATE OF ISSUE JANUARY 1, 1996
INSURED JOHN DOE AGE AT ISSUE 35
INITIAL SPECIFIED AMOUNT $100,000 PREMIUM CLASS LIMITED UNDERWRITING - NONSMOKER
MINIMUM SPECIFIED AMOUNT [$ 1,000] DEATH BENEFIT OPTION OPTION B
- ---------------------------------------------------------------------------------------------------------------------
OWNER : AS DESIGNATED IN THE APPLICATION FOR THIS POLICY
BENEFICIARY : AS DESIGNATED IN THE APPLICATION FOR THIS POLICY
BENEFIT : FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
MONTHLY ANNIVERSARY DAY : 1
PLANNED PERIODIC PREMIUM : $1500.00
PAYMENT MODE : ANNUAL
TARGET PREMIUM AMOUNT : $1195.57
ELECTED TEST FOR COMPLIANCE WITH : CASH VALUE ACCUMULATION
IRC DEFINITION OF LIFE INSURANCE (USE POLICY SCHEDULE 6)
LIMITS ON TRANSFERS : Transfer(s) from the Fixed Account may only be made during the 30 day period
following each Policy Anniversary. Transfer(s) is (are) subject to a maximum
aggregate annual limit of [20%] of the Fixed Account Value as of that Policy
Anniversary. If the Fixed Account value is less than $5,000.00 as of Policy
Anniversary, however, the annual limit of 20% will not apply.
Transfer(s) into the Fixed Account may only be made during the 30 day period
immediately prior to a Policy Anniversary.
The Company has the right to limit the dollar amount of such transfers into and
from the Fixed Account.
ADDITIONAL BENEFITS : N/A
GUARANTEED INTEREST RATE FOR THE FIXED ACCOUNT: The lesser of 4% or the prevailing 30 Day Treasury Bill Rate as of the last day
of the preceding calendar month.
</TABLE>
LN621 Policy Schedule 1
<PAGE>
POLICY SCHEDULE 2
LIST OF VARIABLE ACCOUNT SUB-ACCOUNTS
<TABLE>
<CAPTION>
FUND GROUPS FUNDS (SUB-ACCOUNTS)
- ----------------------------------------------------------------------------------------------------
<S> <C>
Alger American Fund Alger American Small Cap Portfolio
Alger American MidCap Growth Portfolio
Alger American Growth Portfolio
Variable Insurance Products Fund I High Income Portfolio
Equity-Income Portfolio
Variable Insurance Products Fund II Investment Grade Bond Portfolio
Janus Aspen Series Trust Janus Aspen Series Worldwide Growth Portfolio
MFS Variable Trust MFS Emerging Growth Portfolio
MFS Total Return Portfolio
OCC Accumulation Trust OCC Accumulation Trust Small Cap Portfolio
OCC Accumulation Trust Managed Portfolio
OCC Accumulation Trust Equity Portfolio
Templeton Variable Products Series Fund Templeton International Fund Class 1
CIGNA Variable Products Group CIGNA Money Market Fund
S&P 500 Index Fund
BT Insurance Funds Trust EAFE-Registered Trademark- Equity Index Fund
Small Cap Index Fund
</TABLE>
NOTE: NET PREMIUM PAYMENTS MAY ALSO BE ALLOCATED TO THE FIXED ACCOUNT
VARIABLE ACCOUNT SEPARATE ACCOUNT: Corporate Insurance Variable Life Separate
Account 02: A Connecticut General Life Insurance Company Separate Investment
Account which was established on February 23, 1996.
LN621 Policy Schedule 2
<PAGE>
POLICY SCHEDULE 3
TABLE OF CHARGES AND FEES FOR THIS POLICY
PREMIUM LOADS.
[3.5%] of each premium payment to cover applicable state taxes and federal
income tax liabilities, plus [3.00%] of each premium payment to cover sales and
administration expenses, plus [45%] of the first year premium up to the Target
Premium Amount as shown on Policy Schedule 1, plus [12%] of the second through
tenth years' premiums up to the Target Premium Amount as shown on Policy
Schedule 1, to cover acquisition expenses.
If this policy is surrendered during the first [12] months after issue a credit
will be paid equal to [100%] of all premium loads previously deducted, excluding
the [3.5%] deducted from each premium payment to cover applicable state taxes
and federal income tax liabilities. If the policy is surrendered during the
months [13 through 24], the credit will equal [50%] of all premium loads
previously deducted, excluding the [3.5%] deducted from each premium payment to
cover applicable state taxes and federal income tax liabilities. If the policy
is surrendered during the months [25 through 36], the credit will equal [33%] of
all premium loads previously deducted, excluding the [3.5%] deducted from each
premium payment to cover applicable state taxes and federal income tax
liabilities.
In addition, in the event that the Specified Amount is increased, a premium load
of [25%] of the increase in the Target Premium Amount (based on the Insured's
attained age and the increase in the Specified Amount) will be applied to
premiums received during the [12] months following the increase.
ADMINISTRATIVE FEES.
[$175] deducted on the Date of Issue, plus [$8] per month, plus an asset based
fee that is deducted from each Variable Account Sub-Account and the Fixed
Account at the end of each Valuation Period. This fee may be changed by the
Company from time to time but is guaranteed not to exceed a daily rate which is
equivalent to [.30%] of the value of each account annually. As of the Date of
Issue of the policy, this charge was equal to a daily rate which is equivalent
to [.10%] annually in years [1 through 15] and [0% thereafter].
MORTALITY AND EXPENSE RISK CHARGE.
For mortality and expense risk, an asset charge is deducted from each Variable
Account Sub-Account and the Fixed Account at the end of each valuation Period.
This charge may be changed by the Company from time to time, but it is
guaranteed not to exceed a daily rate which is equivalent to [.90%] annually of
a Sub-Account's or Fixed Account's value. As of the Date of Issue of the
policy, this charge was equal to a daily rate which is equivalent to [.70%]
annually during Policy Years [1 through 15] and a daily rate which is equivalent
to [.25%] annually during the [16th and later] Policy Years.
In addition, Daily Fund Operating Expenses will be applied by each Fund as set
forth in the prospectus for the applicable Fund(s).
TRANSFER FEE.
A transaction fee of up to [$25] will apply to each transfer in excess of [4]
made during any Policy Year.
PARTIAL SURRENDER FEE. A transaction fee of [$25] will apply to each Partial
Surrender Payment.
LN621 Policy Schedule 3
<PAGE>
POLICY SCHEDULE 4
TABLE OF GUARANTEED MAXIMUM COST OF INSURANCE RATES
PER $1000 OF THE NET AMOUNT AT RISK
SPECIAL The actual monthly Cost of Insurance is based on the attained age
NOTE : (nearest birthday), and premium class of the person insured. They
will not, however, exceed the rates shown in the table below. In
determining the Cost of Insurance, the Company will add the amount of
the flat extra monthly insurance cost or apply the risk factor, if
any, shown in the Policy Specifications. If the Insured is in a rated
premium class, the Guaranteed Maximum Life Insurance Rates will be
based on the rates shown below modified by such flat extra or risk
factor. The rates below are based on the 1980 CSO Table B, Non-
Smoker.
<TABLE>
<CAPTION>
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ATTAINED AGE MONTHLY RATE ATTAINED AGE MONTHLY RATE ATTAINED AGE MONTHLY RATE
(nearest birthday) (nearest birthday) (nearest birthday)
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<S> <C> <C> <C> <C> <C> <C>
-- 45 0.27174 75 4.50689
16 0.11001 46 0.29259 76 4.99567
17 0.11835 47 0.31510 77 5.51104
18 0.12252 48 0.34095 78 6.04718
19 0.12668 49 0.36764 79 6.62021
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20 0.12918 50 0.39682 80 7.25222
21 0.12918 51 0.43185 81 7.96037
22 0.12668 52 0.47106 82 8.76448
23 0.12502 53 0.51610 83 9.67776
24 0.12252 54 0.56782 84 10.67951
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25 0.12001 55 0.62372 85 11.75746
26 0.11751 56 0.68464 86 12.88132
27 0.11668 57 0.75056 87 14.05994
28 0.11501 58 0.82067 88 15.26708
29 0.11668 59 0.89664 89 16.52101
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30 0.11668 60 0.98430 90 17.83674
31 0.11918 61 1.08117 91 19.23899
32 0.12168 62 1.19309 92 20.76665
33 0.12502 63 1.32342 93 22.49837
34 0.13168 64 1.47049 94 24.70915
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35 0.13669 65 1.63183 95 27.82758
36 0.14419 66 1.80659 96 32.78845
37 0.15252 67 1.99313 97 41.45783
38 0.16336 68 2.19146 98 57.95663
39 0.17503 69 2.40745 99 90.90901
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40 0.18754 70 2.65201 100+ 90.90901
41 0.20254 71 2.96795
42 0.21671 72 3.25137
43 0.23422 73 3.62728
44 0.25090 74 4.04883
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</TABLE>
LN621 Policy Schedule 4
<PAGE>
POLICY SCHEDULE 5
TABLE OF CORRIDOR PERCENTAGES
In the event the Guideline Premium/Corridor Percentage Test is elected for
compliance with the IRC definition of life insurance, the minimum death benefit
at any time is determined by multiplying the Accumulation Value of this policy
as of the date of calculation by the applicable Corridor Percentage. The
applicable Corridor Percentage is determined from the table below for the
Insured's attained age as of the date of the calculation.
<TABLE>
<CAPTION>
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- ----------------------------------------------------------------------------------------------------------------------------------
ATTAINED CORRIDOR ATTAINED CORRIDOR ATTAINED CORRIDOR
AGE PERCENTAGE AGE PERCENTAGE AGE PERCENTAGE
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<S> <C> <C> <C> <C> <C>
-- 45 215 75 105
16 250 46 209 76 105
17 250 47 203 77 105
18 250 48 197 78 105
19 250 49 191 79 105
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20 250 50 185 80 105
21 250 51 178 81 105
22 250 52 171 82 105
23 250 53 164 83 105
24 250 54 157 84 105
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25 250 55 150 85 105
26 250 56 146 86 105
27 250 57 142 87 105
28 250 58 138 88 105
29 250 59 134 89 105
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30 250 60 130 90 105
31 250 61 128 91 104
32 250 62 126 92 103
33 250 63 124 93 102
34 250 64 122 94+ 101
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35 250 65 120
36 250 66 119
37 250 67 118
38 250 68 117
39 250 69 116
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40 250 70 115
41 243 71 113
42 236 72 111
43 229 73 109
44 222 74 107
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- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
LN621 Policy Schedule 5
<PAGE>
POLICY SCHEDULE 6
TABLE OF NET SINGLE PREMIUM FACTORS
In the event the Cash Value Accumulation Test is elected for compliance with the
IRC definition of life insurance, the minimum death benefit at any time is
determined by multiplying the Accumulation Value of this policy as of the date
of calculation by the applicable factor. Factors shown are calculated based on
the 1980 CSO Table B, Non-Smoker, at 4% interest.
<TABLE>
<CAPTION>
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- ----------------------------------------------------------------------------------------------------------------------------------
ATTAINED ATTAINED ATTAINED
AGE FACTOR AGE FACTOR AGE FACTOR
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
-- 45 3.20722 75 1.41716
16 8.18748 46 3.10502 76 1.39137
17 7.94475 47 3.00663 77 1.36715
18 7.71199 48 2.91188 78 1.34434
19 7.48608 49 2.82074 79 1.32273
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20 7.26672 50 2.73298 80 1.30218
21 7.05278 51 2.64848 81 1.28268
22 6.84294 52 2.56729 82 1.26423
23 6.63612 53 2.48932 83 1.24690
24 6.43288 54 2.41454 84 1.23076
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25 6.23304 55 2.34290 85 1.21581
26 6.03678 56 2.27426 86 1.20198
27 5.84424 57 2.20849 87 1.18910
28 5.65610 58 2.14544 88 1.17704
29 5.47212 59 2.08494 89 1.16559
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30 5.29328 60 2.02688 90 1.15454
31 5.11904 61 1.97126 91 1.14368
32 4.94996 62 1.91800 92 1.13276
33 4.78588 63 1.86709 93 1.12150
34 4.62684 64 1.81859 94 1.10955
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35 4.47330 65 1.77245 95 1.09675
36 4.32471 66 1.72855 96 1.08300
37 4.18126 67 1.68677 97 1.06854
38 4.04283 68 1.64694 98 1.05389
39 3.90950 69 1.60889 99 1.04000
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40 3.78109 70 1.57254 100+ 1.01000
41 3.65740 71 1.53787
42 3.53843 72 1.50525
43 3.42377 73 1.47404
44 3.31349 74 1.44468
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- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
LN621 Policy Schedule 6
<PAGE>
POLICY SCHEDULE 7
DEFINITIONS
ACCUMULATION VALUE. The sum of (i) the then current value of the Fixed Account,
(ii) all of the then current values of the Variable Account Sub-Accounts (i.e.
the Variable Account Value), and (iii) the Loan Account Value.
DATE OF ISSUE. The date on which the policy becomes effective. The Date of
Issue is shown in the Policy Schedule 1.
DUE PROOF OF DEATH. An original certified copy of an official death
certificate, an original certified copy of a decree of a court of competent
jurisdiction as to the finding of death, or any other proof of death
satisfactory to the Company.
FIXED ACCOUNT. The account which provides for a guaranteed minimum interest
rate. The Company may, at its discretion, credit a higher current rate of
interest. Fixed Account assets are general assets of the Company and are
distinguishable from those allocated to a separate account of the Company.
FUND(S). The portfolio(s) of Fund Groups whose shares are acquired for the
Variable Account Sub-Accounts in which Net Premium Payments or transfers may be
invested.
FUND GROUPS. The open-end management investment companies (mutual funds)
registered under the Investment Company Act of 1940, as amended, (hereinafter
referred to as the "1940 Act"), one or more of whose portfolio(s)' shares are
made available as investment vehicles for the policies through the Variable
Account Sub-Accounts.
HOME OFFICE. Connecticut General Life Insurance Company, the mailing address of
which is CIGNA Individual Insurance, Routing S324, Hartford, Connecticut 06152.
IN WRITING. In a written form satisfactory to the Company and received by the
Company at its Home Office.
LOAN ACCOUNT. The account in which policy Indebtedness (outstanding loans and
interest) accrues once it is transferred out of the Fixed Account and Variable
Account Sub-Accounts. The Loan Account is part of the Company's general
account.
LOAN ACCOUNT VALUE. The value of the Loan Account, the amount which equals the
Indebtedness under the policy.
MONTHLY ANNIVERSARY DAY. The day of the month, as shown in Policy Schedule
1, when the Company deducts certain charges. If that day does not occur on
a Valuation Day or is nonexistent for that month, such charges will be
deducted on the next Valuation Day. Monthly Anniversary Days and policy
months are computed from the Date of Issue.
NET ACCUMULATION VALUE. An amount equal to the Accumulation Value less the
amount of Indebtedness, if any, in the Loan Account.
NET PREMIUM PAYMENT. The amount of a premium payment, less the premium load
shown in Policy Schedule 3. A Net Premium Payment is the amount available for
allocation to the Fixed Account and the Variable Account Sub-Accounts.
POLICY ANNIVERSARIES AND POLICY YEARS. Twelve-month periods measured from the
Date of Issue.
SEC. The Securities and Exchange Commission.
SUB-ACCOUNT. That portion of the Variable Account which invests in shares of a
specific Fund.
TARGET PREMIUM. The amount as shown in Policy Schedule 1. The premium load
applied to premiums paid in the first ten Policy Years and the premium load
credit for surrenders in the first three Policy Years is higher on premiums paid
up to Target Premium, as described in Policy Schedule 3.
VALUATION DAY. Every day on which the New York Stock Exchange (NYSE) is open
for business, except any day on which trading on the NYSE is restricted, or on
which an emergency exists, as determined by the SEC, so that valuation or
disposal of securities is not practicable.
VALUATION PERIOD. The period of time for which a Fund determines its net asset
value; a Valuation Period begins on the day following a Valuation Day and ends
on the next Valuation Day. A Valuation Period may be more than one day in
length.
VARIABLE ACCOUNT. The account consisting of all Sub-Account(s) invested in
shares of the Fund(s). Variable Account assets are separate account assets of
the Company, the investment performance of which is kept separate from that of
the general assets of the Company and are not chargeable with the general
liabilities of the Company.
VARIABLE ACCUMULATION UNIT, UNIT. A unit of measure used in the calculation of
the value of each Variable Account Sub-Account.
LN621 Policy Schedule 7
<PAGE>
PREMIUM AND REINSTATEMENT PROVISIONS
PREMIUM PAYMENT. All premiums are payable at the Home Office or to an
authorized agent of the Company. The first premium is due on the Date of Issue
and is payable in advance. Additional premium payments may be made at any time
before the Insured's age 100. Any additional premium payment will be subject to
the consent of the Company and the requirements specified under the Minimum
Premium and Additional Premiums provisions below. Receipts signed by the
President or Secretary and duly countersigned will be furnished upon request.
MINIMUM PREMIUM. The Minimum Premium for the policy is the amount necessary to
maintain a positive Net Accumulation Value.
PLANNED PERIODIC PREMIUMS. Changes in the amounts or frequency of planned
periodic premium payments will be subject to the consent of the Company, based
on restrictions outlined in the Limits provision.
ADDITIONAL PREMIUMS. Additional premium payments of at least $500 each may be
made up to age 100 of the Insured during the continuance of the policy. The
Company reserves the right, however, to limit the amount or number of any such
additional premium payments as outlined in the Limits provision below.
Unless otherwise specified by the Owner, if there is any policy Indebtedness,
additional premiums paid will be used first as a loan repayment. Any excess
will then be applied as an additional premium.
LIMITS. The Company will set the maximum for total premiums paid in any year,
taking into account requirements in federal legislation. The Company may also
require evidence of insurability if the total premiums paid in a Policy Year
increase its net amount at risk.
ALLOCATION OF NET PREMIUM PAYMENTS. Net Premium Payments may be allocated to
the Fixed Account and/or to Variable Account Sub-Accounts under the policy.
These allocations will be subject to the Limits on Allocation of Net Premium
Payments shown in Policy Schedule 1. The Net Premium Payment associated with
the initial premium payment will be allocated within 3 business day of the
expiration of the Right to Examine Policy provision. The initial premium
payment allocation will be in accordance with the percentages specified in
the original application. Subsequent Net Premium Payments will be allocated
on the same basis as the previous Net Premium Payment unless the Company has
been instructed in writing to change the allocation percentages.
GRACE PERIOD. If the Net Accumulation Value on any Monthly Anniversary Day is
less than the required Monthly Deduction, a Grace Period of 61 days will be
granted to pay a premium sufficient to cover the required Monthly Deduction.
(The Monthly Deduction is described in the Policy Values Provisions.)
At least 31 days before the end of the Grace Period the Company will send a
written notice that there is insufficient value under the policy. The notice
will show the amount of premium required to prevent the policy from lapsing. The
notice will be mailed to the last known addresses of the Owner and the assignee
of record with the Company, if any. If such premium, as billed by the Company,
is not paid within the Grace Period, all coverage under the policy will
terminate without value at the end of the Grace Period. If the Insured dies
during the Grace Period, the Company will deduct any overdue Monthly Deductions
from the benefits.
REINSTATEMENT. After the policy has lapsed due to the expiration of a Grace
Period, it may be reinstated at any time during the Insured's lifetime
provided: (a) it has not been Surrendered for cash; (b) a written application
for reinstatement is submitted to the Company; (c) evidence of insurability
satisfactory to the Company is furnished; (d) enough premium is paid to keep
the policy in force for at least 12 months; and (e) any Indebtedness against
the policy increased by any loan interest is paid or reinstated.
The effective date of the reinstated policy will be the Monthly Anniversary Day
that coincides with or next follows the date the application for reinstatement
is approved by the Company.
OWNERSHIP AND BENEFICIARY PROVISIONS
OWNER. The Owner on the Date of Issue will be the person designated in the
application. If no Owner is designated on the application, this policy is owned
by the Insured.
RIGHTS OF OWNER. While the Insured is alive, the Owner may exercise all rights
and privileges under the policy including the right to: (a) release or
Surrender the policy to the Company as described in the
Surrender provision, (b) agree with the Company to any change in or amendment to
the Policy, (c) transfer all rights and privileges to another person, and (d)
change the Beneficiary.
All rights and privileges of the Owner may be exercised without the consent of
any Beneficiary if the Owner has reserved the right to change the Beneficiary.
If the Owner has not reserved the right to
LN621 3
<PAGE>
OWNERSHIP AND BENEFICIARY PROVISIONS (CONTINUED)
change the Beneficiary, all such rights and privileges may be exercised only
with the consent of the Beneficiary.
Unless provided otherwise, if the Owner is a person other than the Insured and
dies before the Insured, all rights and privileges of the Owner will vest in the
Owner's executors, administrators, or assigns.
TRANSFER OF OWNER. The Owner may transfer all rights and privileges of the
Owner. On the effective date of transfer, the transferee will become the Owner
and will have all rights and privileges of the Owner. The Owner may revoke any
transfer prior to its effective date.
Unless provided otherwise, a transfer will not affect the interest of any
Beneficiary designated prior to the effective date of the transfer.
A transfer of Ownership must be in writing. A transfer will not take effect
until recorded in writing by the Company. When a transfer has been so recorded,
it will take effect as of the effective date specified by the Owner. Any
payment made or any action taken or allowed by the Company before the transfer
is recorded will be without prejudice to the Company.
BENEFICIARY. The Beneficiary on the Date of Issue will be as designated on
Policy Schedule 1.
Unless provided otherwise, the interest of any Beneficiary who dies before the
Insured will vest in the Owner or the Owner's executors, administrators or
assigns.
CHANGE OF BENEFICIARY. A new Beneficiary may be designated from time to time.
A request for change of Beneficiary must be in writing. The request must be
signed by the Owner. The request must also be signed by the Beneficiary if the
right to change the Beneficiary has not been reserved to the Owner.
A change of Beneficiary will not take effect until recorded in writing by the
Company. When a change of Beneficiary has been so recorded, whether or not
the Insured is then alive, it will take effect as of the date the request was
signed. Any payment made or any action taken or allowed by the Company
before the change of Beneficiary is recorded will be without prejudice to the
Company.
Unless provided otherwise, the right to change any Beneficiary is reserved to
the Owner.
VARIABLE ACCOUNT PROVISIONS
VARIABLE ACCOUNT AND SUB-ACCOUNTS. Assets accumulated on a variable basis are
held in the Variable Account Separate Account designated in Policy Schedule 2.
The Variable Account Separate Account was established by a resolution of the
Company's Board of Directors as a "separate account" under governing law of
Connecticut, the Company's state of domicile. The Variable Account Separate
Account is registered as a unit investment trust under the 1940 Act. Under
Connecticut law, the Variable Account assets (except assets in excess of its
reserves and other contract liabilities) cannot be charged with the general
liabilities of the Company. The Variable Account assets are owned and
controlled exclusively by the Company. The Company is not a trustee with
respect to those assets.
The Variable Account is divided into Sub-Accounts. Each Sub-Account's assets
are invested in shares of a particular Fund of one of the Fund Groups made
available as funding vehicles under this policy. For each Sub-Account, the
Company maintains Variable Accumulation Units whose values reflect the
investment performance of the Fund whose shares are held in the Sub-Account.
Subject to any vote by persons having the right under the 1940 Act to vote
thereon, the Company may elect to (a) operate the Variable Account as a
management company rather than a unit investment
trust under the 1940 Act, or (b) if registration is no longer required, to
deregister the Variable Account. In such event, the Company may endorse this
policy to reflect such change. The Company may also take any other necessary or
appropriate action to effect the change. Any changes in Variable Account
Investment policy shall have been approved by the Connecticut Insurance
Commissioner. Such changes will be also be approved or filed, as required, in
the state or other jurisdiction where this policy was issued.
INVESTMENT RISK. Each Sub-Account's assets are always fully invested in the
shares of the particular Fund purchased for that Sub-Account. Each
Sub-Account's investment performance reflects the investment performance of that
Fund. Fund share values fluctuate, reflecting changes in the value of the
investments underlying that Sub-Account. The Owner bears the entire Investment
risk of gain or loss as to the Variable Account assets.
INVESTMENTS OF THE VARIABLE ACCOUNT SUB-ACCOUNTS. All amounts allocated to a
Variable Account Sub-Account will be used to purchase shares of the specific
Fund of a Fund Group used by that Sub-Account. Each Fund Group is registered
under the 1940 Act as an open-end management investment company. Each Fund of
that Fund Group is regulated as an open-end management investment company.
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VARIABLE ACCOUNT PROVISIONS (CONTINUED)
All Funds available as Fund vehicles under this policy as of the Date of Issue
are listed on Policy Schedule 2. The Company may add additional Fund Groups and
additional Funds at any time. The Company may change Funds or Fund Groups in
accordance with the Substituted Securities provision.
Any and all distributions made by a Fund will be reinvested in additional shares
of that Fund at net asset value. Deductions by the Company from a Sub-Account
will be made by redeeming a number of Fund shares at net asset value equal in
total value to that amount to be deducted.
SUBSTITUTED SECURITIES. Shares corresponding to a particular Fund may not
always be available for purchase. Also, the Company may decide that further
investment in such Fund is no longer appropriate in view of the purposes of the
Variable Account or in view of legal, regulatory or federal income tax
restrictions. In such event, shares of another registered open-end investment
company or unit investment trust may be substituted both for Fund shares already
purchased and/or as the securities to be purchased in the future. These
substitutions must meet applicable Internal Revenue Service diversification
guidelines. Any necessary regulatory or other approvals of such substitutions
shall be obtained. In the event of any substitution pursuant to this provision,
the Company may make appropriate endorsement(s) to this policy to reflect the
substitution.
POLICY VALUES PROVISIONS
ACCUMULATION VALUE. The Accumulation Value equals the sum of (i) the then
current value of the Fixed Account, (ii) all of the then current values of the
Variable Account Sub-Accounts (i.e. the Variable Account Value), and (iii) the
Loan Account Value. At any point in time, therefore, the Accumulation Value
reflects (a) Net Premium Payments made, (b) interest credited under the Fixed
Account, (c) the amount of any Partial Surrenders, (d) interest charged and
credited under the Loan Account, (e) any transfer fees, (f) all monthly and
other deductions as specified below, (g) the daily mortality and expense
deduction specified under Schedule 3, and (h) any increases or decreases as a
result of market performance in the Variable Account Sub-Accounts.
CALCULATION OF ACCUMULATION VALUE. On each Valuation Day after the Date of
Issue, the Accumulation Value will be equal to (1), plus (2), plus (3), minus
(4), plus or minus (5) as the case may be, minus (6), minus (7), minus (8), and
if the Valuation Day is the same as a Monthly Anniversary Day, minus (9), where:
(1) is the Accumulation Value on the preceding Valuation Day;
(2) is all premiums received since the preceding Valuation Day less the premium
load charges from Schedule 3;
(3) is the interest credited under the Fixed Account and the Loan Account since
the preceding Valuation Day;
(4) is the interest charged against the Loan Account since the preceding
Valuation Day;
(5) is the gain or loss in the Variable Account Value based on market
performance since the last Valuation Day;
(6) is the charges and fees associated with the value of the Fixed Account and
Variable Account Sub Accounts from Schedule 3;
(7) is the amount of any Partial Surrenders since the preceding Valuation Day;
(8) is any transaction fees assessed since the preceding Valuation Day; and
(9) is the monthly deduction for the month following the Monthly Anniversary
Day.
FIXED ACCOUNT VALUE. At any point in time, the Fixed Account Value, if any,
with respect to this policy, is equal to the sum of (i) the Net Premium Payments
allocated or other amounts (net of any charges) transferred to the Fixed
Account, plus (ii) interest credited to such account, less (iii) the monthly
deductions applied to such account, less (iv) the charges and fees associated
with the value of the Fixed Account, and less (v) any Partial Surrenders or
amounts transferred from the Fixed Account.
INTEREST CREDITED UNDER FIXED ACCOUNT. The Company will credit interest to the
Fixed Account daily. The interest rate applied to the Fixed Account will be a
rate determined by the Company from time to time but will never be less than the
Guaranteed Rate for the Fixed Account Value shown on Policy Schedule 1. Such
rate will be established on a prospective basis and may vary by the policy issue
year and duration.
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POLICY VALUES PROVISIONS (CONTINUED)
VARIABLE ACCOUNT VALUE. The Variable Account Value, if any, for any Valuation
is equal to the sum of the then current values of all Variable Account
Sub-Accounts under the policy. The value of each Variable Account Sub-Account
is determined by multiplying:
- the number of Variable Accumulation Units, if any, credited or debited to
such Sub-Account, by
- the then current Variable Accumulation Unit Value of that particular
Sub-Account.
CREDITING AND CANCELING VARIABLE ACCUMULATION UNITS. Upon receipt of a premium
payment, all or that portion, of the Net Premium Payment to be allocated to the
Variable Account Sub-Accounts will be credited in the form of Variable Account
Units. Upon receipt of a request for transfer of Funds from the Fixed Account
to the Variable Account Sub-Accounts, the net amount transferred will be
credited in the form of Variable Account Units. The number of Variable
Accumulation Units credited in connection with an allocation or transfer, is
determined by dividing:
- the dollar amount of the transaction, by
- the then current Variable Accumulation Unit Value of the affected
Sub-Account.
The amount of monthly deduction allocated to each Variable Account Sub-Account
will result in the cancellation of Variable Accumulation Units from that
Sub-Account. The aggregate value of the canceled Units will equal the total
amount by which the Sub-Account is reduced. The number of Units canceled in
connection with a monthly deduction is determined by dividing the dollar amount
of the transaction by the then current Unit Value of the affected Sub-Account.
VARIABLE ACCUMULATION UNIT VALUE. The Variable Accumulation Unit Value for each
Variable Account Sub-Account was established at $10.00 for the first Valuation
Period of each Sub-Account. Unit Values for subsequent Valuation Periods are
determined by multiplying:
- the most recent Unit Value of the pertinent Sub-Account, by
- the Net Investment Factor for that Sub-Account for the current Valuation
Period.
Unit Values for each Sub-Account for any Valuation Period are determined as of
the end of the Valuation Period. Unit Values may increase, decrease or remain
constant from Valuation Period to Valuation Period.
NET INVESTMENT FACTOR. The Net Investment Factor is an index applied to measure
the investment performance of a Variable Account Sub-Account from one Valuation
Period to the next. The Net Investment Factor may be greater than, less than,
or equal to 1.0. The value of a Variable Accumulation Unit may, therefore,
increase, decrease or remain the same.
The Net Investment Factor for any Variable Account Sub-Account for any Valuation
Period is determined by dividing (a) by (b) and then subtracting (c) from the
result where:
(a) is the net result of:
(1) the net asset value (as described in the prospectus for the Fund) of a
Fund share held in the Sub-Account determined as of the end of the
Valuation Period, plus
(2) the per share amount of any dividend or other distribution declared by
the Fund on the shares held in the Sub-Account if the "ex-dividend" date
occurs during the Valuation Period, plus or minus
(3) a per share credit or charge with respect to any taxes paid or
reserved for by the Company during the Valuation Period which are
determined by the Company to be attributable to the operation of the
Sub-Account;
(b) is the net asset value of a Fund share held in the Variable Account
Sub-Account determined as of the end of the preceding Valuation Period;
and
(c) is the asset charge factor determined by the Company for the Valuation
Period to reflect the charges for administration expenses and for
assuming the mortality and expense risks.
The asset charge factor for any Valuation Period is equal to the daily asset
charge factor multiplied by the number of 24-hour periods in the Valuation
Period. The daily asset charge factor will be determined annually by the
Company. In no event may it exceed that specified in Schedule 3.
COST OF INSURANCE RATES. Monthly cost of insurance rates will be determined
from time to time by the Company based on its
expectations of future mortality. The rates will also be based on the Insured's
attained age, sex (if applicable), underwriting class, and years since issue.
Any change in cost of insurance rates will apply to all individuals of the same
class as the Insured. Under no circumstances will the cost of insurance rates
ever be greater than those shown in Policy Schedule 4. Such guaranteed maximum
rates are based on the applicable Commissioners 1980 Standard Ordinary Mortality
Table (age nearest birthday) modified by any flat extra or risk factors for the
applicable premium class.
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POLICY VALUES PROVISIONS (CONTINUED)
COST OF INSURANCE. The cost of insurance for the Insured is determined on a
monthly basis. Such cost will be calculated as (1), multiplied by the Net
Amount at Risk which is the result of (2) minus (3), where:
1. is the current cost of insurance rate is described in the Cost of
Insurance Rates provision,
2. is the death benefit at the beginning of the policy month, and
3. is the Accumulation Value at the beginning of the policy month prior to
the deduction of the cost of insurance for the current month.
MONTHLY DEDUCTION. The Monthly Deduction for a policy month will be calculated
as Charge (1) plus Charge (2) where:
CHARGE (1) is the cost of insurance (as described in the Cost of Insurance
provision) and the cost of any additional benefits provided by
rider for the policy month.
CHARGE (2) is the fixed administration charges from Policy Schedule 3.
The amount of monthly deduction that will be deducted from the Fixed Account and
each Variable Account Sub-Account will be in the same proportion that the value
of each account bears to the Net Accumulation Value as of the date on which the
deduction is made.
BASIS OF COMPUTATIONS. The minimum Fixed Account Value is guaranteed to be no
less than that calculated based on the applicable Commissioners 1980 Standard
Ordinary Mortality Table (age nearest birthday) with interest at the lesser of
4% per year or the 30 Day Treasury Bill Rate, compounded yearly.
All policy values are at least equal to those required on the Date of Issue by
the jurisdiction in which this policy is delivered. A detailed statement of the
method of computing values has been filed with the insurance supervisory
official of that jurisdiction.
TRANSFER PRIVILEGE PROVISION
TRANSFER PRIVILEGE. Subject to the provisions below, the Owner may:
- transfer all or part of the Variable Account Value to the Fixed Account,
and/or
- transfer all or part of the Variable Account Value to one or more of the
Variable Account Sub-Accounts then available, and/or
- transfer all or part of the Fixed Account to one or more Variable Account
Sub-Accounts,
Transfers may be made at any time the policy is in effect, other than during the
Right to Examine period. Transfers must be made in writing unless other
arrangements have been previously approved by the Company.
In order for a transfer to be processed as of the close of business on the date
the request is received (a) the NYSE must be open for business, and (b) the
transfer request must be received at the Company's Home Office prior to the time
of day set forth in the prospectus. Otherwise, the transfer will be processed
on the next business day the NYSE is open for business.
Transfers involving Variable Account Sub-Accounts will reflect the purchase or
cancellation of Variable Accumulation Units having an aggregate value equal
to the dollar amount of the transaction in the affected
Sub-Account. The purchase or cancellation of such Units shall be made using
Unit Values of the affected Sub-Account for the Valuation Period during which
the transaction is effective. Transfers to the Fixed Account will earn interest
as described under the Interest Credited Under Fixed Account provision.
Transfers shall be subject to the following conditions:
(a) Up to 4 transfers may be made during any Policy Year without charge.
For each transfer in excess of 4, a transfer fee will be deducted on a pro-rata
basis for the affected account. Transfer fees are set forth in Schedule 3.
(b) No Partial Surrender transaction fee will be imposed on transferred
amounts.
(c) The amount being transferred may not be less than $500 unless the entire
value of the account is being transferred.
(d) The amount being transferred may not exceed the Company's maximum amount
limit then in effect.
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<PAGE>
TRANSFER PRIVILEGE PROVISION (CONTINUED)
(e) Transfers among the Variable Account Sub-Accounts can be made at any
time.
(f) Transfers to and from the Fixed Account are subject to the Limits on
Transfers as set forth in Policy Schedule 1.
(g) Any account that has a balance that is less than, or equal to,
$500 after a transfer will be allocated among the other accounts affected by the
transfer. The allocation will be based on the same proportions as the transfer
being effected.
(h) Transfers involving Variable Account Sub-Account(s) shall be subject to
such additional terms and conditions as may be imposed by the Funds.
NONFORFEITURE AND SURRENDER PROVISIONS
SURRENDER. This policy may be Surrendered during continuance of the policy and
while the Insured is alive. A Surrender will take effect on the day it is
recorded in writing by the Company. To exercise a cash Surrender, the Owner
must notify the Company in writing. Upon Surrender, all insurance in force
under this policy will terminate.
SURRENDER VALUE. The amount payable on Surrender of this policy (i.e, the
"Surrender Value") will be the Net Accumulation Value on the date of Surrender
plus any premium load credit if Surrender occurs within 36 months of the Date of
Issue.
The Surrender Value will be paid in cash or under an elected optional mode of
settlement. Any deferment of payments will be subject to the Deferment of
Payments provision.
Any Surrender from a Variable Account Sub-Account will result in the
cancellation of Variable Accumulation Units which have an aggregate value on the
effective date of the Surrender equal to the total amount by which the
Sub-Account is reduced. The cancellation of such Units will be based on the
Unit Value of the affected Sub-Account as determined at the close of the
Valuation Period during which the Surrender is effective.
PARTIAL SURRENDER. A Partial Surrender of this policy may be elected on any
Valuation Day while the Insured is alive by submitting a request in writing
unless other arrangements have been previously approved by the Company.
The amount of the Partial Surrender (a) must be at least $500.00 but (b) may not
exceed 90% of the Net Accumulation Value at the end of the Valuation Period
during which the election becomes or would become effective. A Partial
Surrender will take effect on the day it is recorded in writing by the Company.
When a Partial Surrender is made, the Accumulation Value is reduced by (a)
the amount of the Partial Surrender and (b) the transaction fee as specified
in Schedule 3. The Death Benefit of this policy will also be reduced by the
amount of the Partial Surrender. The Company reserves the right to limit any
Partial Surrender so that the Specified Amount remaining in force will not be
less than the Minimum Specified Amount.
When the Partial Surrender is processed, the amount of the Partial Surrender and
the transaction fee will be deducted from the applicable Fixed Account and/or
Variable Account Sub-Accounts in proportion to the then current account values.
Any deferment of payments will be subject to the Deferment of Payments
provision.
INSUFFICIENT VALUE. If the Net Accumulation Value, on the day preceding a
Monthly Anniversary Day is insufficient to cover the monthly deduction for the
month following such Monthly Anniversary Day, the policy will terminate as
provided in the Grace Period provision.
LOAN PROVISIONS
POLICY LOANS. After a Surrender Value is available the Company will grant a
loan against the policy provided: (a) a proper loan agreement is executed, and
(b) a satisfactory assignment of the policy to the Company is made. The loan
may be for any amount up to 90% of the then current Net Accumulation Value.
The policy will be the sole security for the loan.
The amount borrowed will be paid within seven days of the Company's receipt of
such request, except as the Company may be permitted to defer the payment of
amounts as specified under the "Deferment of Payments" provision.
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LOAN PROVISIONS (CONTINUED)
The minimum loan amount is $500. The Company reserves the right to modify this
amount in the future. The Company will effect such loan from the Fixed Account
and each Variable Account Sub-Account in proportion to the then current account
values, unless the Owner instructs the Company otherwise.
LOAN ACCOUNT AND LOAN ACCOUNT VALUE. The amount of any loan will be transferred
out of the Fixed Account and Variable Accounts Sub-Accounts as described above.
Such amount will become part of the Loan Account Value. The outstanding loan
balance at any time includes accrued interest on the loan. The outstanding loan
balance (i.e. Indebtedness) may be repaid at any time during the lifetime of the
Insured. The minimum loan repayment is $100.00 or the amount of the outstanding
Indebtedness, if less. The Loan Account Value will be reduced by the amount of
any loan repayment. Loan repayments will be allocated to the Fixed Account and
each Variable Account Sub-Account in the proportion in which current Net Premium
Payment(s) are being allocated, unless otherwise agreed to in writing by the
Owner and the Company. However, the Company reserves the right to require that
amounts loaned from the Fixed Account be allocated to the Fixed Account upon
repayment.
Net loan interest equals the difference between interest charged and interest
credited on the Loan Account Value. Net loan interest is payable annually on
each Policy Anniversary or as otherwise agreed in writing by the Owner and the
Company. Such loan interest amount, if not paid when due, will be transferred
out of the Fixed Account and each Variable Account Sub-Account in proportion to
the then current account value, unless both the Owner and the Company agree
otherwise.
INTEREST RATE CHARGED ON LOAN ACCOUNT VALUE. Loan interest charged on the Loan
Account Value will be at a rate equivalent to 5% per year, payable in arrears.
INTEREST RATE CREDITED ON LOAN ACCOUNT VALUE. The interest rate used to credit
interest to the Loan Account Value may vary, but will not be less than 3.8% per
year.
INDEBTEDNESS. The term Indebtedness means money which is owed on this policy
because of a loan against this policy. Indebtedness includes interest accrued,
but not paid, on a policy loan. A loan, whether or not repaid, will have a
permanent effect on the Net Accumulation Value and on the death benefits. Any
Indebtedness at the time of settlement will reduce the proceeds. Indebtedness
may be repaid in whole or in part at any time during the lifetime of the
Insured. An Indebtedness will be a first lien on the policy in favor of the
Company.
If at any time the total Indebtedness against the policy, including interest
accrued but not due, equals or exceeds the then current Accumulation Value, the
policy will thereupon terminate without value subject to the conditions in the
Grace Period provision. A notice will be sent at least 31 days before the end
of the Grace Period to the Owner and to any assignees that this policy will
terminate unless the Indebtedness is repaid. After the policy has lapsed due to
the expiration of a Grace Period, it can be reinstated only if any Indebtedness
against the policy, increased by any loan interest, is paid or reinstated.
INSURANCE COVERAGE PROVISIONS
EFFECTIVE DATE OF COVERAGE. The effective date of this policy will be the Date
of Issue provided the initial premium has been paid (1) while the Insured is
alive, and (2) prior to any change in health or insurability of the Insured as
represented in the original application.
For any increase or addition to coverage, the effective date will be the Monthly
Anniversary Day that coincides with or next follows the day the supplemental
application is approved by the Company provided (a) sufficient Accumulation
Value exists under the policy to cover the cost for the increase or (b)
sufficient premium for the increase or addition has been paid.
For any insurance that has been reinstated, the effective date will be the
Monthly Anniversary Day that coincides with or next follows the day the
application for reinstatement is approved by the Company, provided the Insured
is alive on such a day.
TERMINATION OF COVERAGE. All coverage under this policy will automatically
terminate upon whichever of the following occurs first:
1. The Owner surrenders the policy.
2. The Insured dies.
3. The Grace Period ends and the necessary premium payment has not been
made prior to such time.
Any Monthly Deduction made after termination of coverage will not, by itself, be
considered a reinstatement of the policy nor a waiver by the Company of the
termination. Any such deduction will be refunded.
DEATH BENEFIT. If the Insured dies while the policy is in force, the Company
will pay a death benefit, which is determined as of the date of the Insured's
death, based upon the Death Benefit Option in effect on the date of death,
less (a) any Indebtedness
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INSURANCE COVERAGE PROVISIONS (CONTINUED)
against the policy, and (b) the amount of any Partial Surrenders. The Death
Benefit Options available under this policy are as follows:
OPTION A The death benefit will equal the greater of the Specified Amount
plus the Accumulation Value or the Minimum Death Benefit.
OPTION B The death benefit will equal the greater of the Specified Amount or
the Minimum Death Benefit.
OPTION C The death benefit will equal the greater of the Specified Amount
plus the sum of the premiums paid or the Minimum Death Benefit.
Unless the application for the policy indicates otherwise, or a change in the
Death Benefit Option is effected as provided below, the Company will consider
Death Benefit Option B to be the option in effect.
MINIMUM DEATH BENEFIT. The Minimum Death Benefit is an amount determined by the
Company equal to that required by the Internal Revenue Code to maintain this
contract as a life insurance policy. At the time of application, the Owner will
elect the test for determining compliance with the IRC definition of life
insurance. The selection will be designated on Policy Schedule 1 and cannot be
changed after the policy's Date of Issue. The Owner may select either:
(a) The Guideline Premium/Corridor Percentage Test: where the Accumulation
Value is multiplied by the corridor percentage (at the Insured's
attained age) shown on Policy Schedule 5, or
(b) The Cash Value Accumulation Test: where the Accumulation Value is
multiplied by the Net Single Premium Factor (at the Insured's attained
age) shown on Policy Schedule 6.
CHANGES IN AMOUNT OF DEATH BENEFIT. Unless provided otherwise, a change in
death benefit may be effected at any time while the policy is in force, subject
to (a) the consent of the Company and (b) the following conditions:
1. All such changes must be requested in writing.
2. If a decrease in the Specified Amount is requested, the decrease will
become effective on the Monthly Anniversary Day that
coincides with or next follows receipt of the request provided any
requirements as determined by the Company are met.
In such event, the Company will reduce the existing Specified Amount against
the most recent increase first. The Company will then make reductions
against the next most recent increases successively. Finally, the Company
will make reductions against insurance provided under the original
application. The Company reserves the right to limit the amount of any
decrease so that the Specified Amount will not be less than the Minimum
Specified Amount shown in the Policy Specifications.
3. If an increase in the Specified Amount is requested:
(a) a supplemental application must be submitted and evidence of
insurability satisfactory to the Company must be furnished;
and
(b) any other requirements as determined by the Company must be met.
If the Company approves the request, the increase will become effective
upon (i) the Monthly Anniversary Day that coincides with or next follows the
date the request is approved by the Company and (ii) the deduction from the
Accumulation Value (in proportion to the then current account values of the
Fixed Account and/or Variable Account Sub-Accounts) of the first month's cost of
insurance for the increase provided the Insured is alive on such a day.
4. If a request is made to change the death benefit from:
Option B to Option A:
(a) the Specified Amount will be reduced to equal the death benefit, less
the Accumulation Value, as of the effective date of change;
Option B to Option C:
(a) the Specified Amount will be changed to equal the death benefit less
premiums paid as of the effective date of change;
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INSURANCE COVERAGE PROVISIONS (CONTINUED)
Option A to Option B:
(a) the Specified Amount will be increased to equal the death benefit as
of the effective date of change;
Option A to Option C:
(a) the Specified Amount will be changed to equal the death benefit less
premiums paid as of the effective date of change;
Option C to Option B:
(a) the Specified Amount will be increased to equal the death benefit as
of the effective date of change;
Option C to Option A:
(a) the Specified Amount will be changed to equal the death benefit less
the Accumulation Value as of the effective date of change;
and,
(b) the effective date will be the Monthly Anniversary Day that coincides
with or next follows the date of receipt of the request for change.
The Company will not allow a decrease in the amount of insurance below the
minimum amount required to maintain the contract as a life insurance policy
under the Internal Revenue Code.
EXTENSION OF COVERAGE. If the Insured is alive at age 100 and there is then a
positive Surrender Value, the Company:
a) will immediately reduce the death benefit to 101% of the Accumulation
Value;
b) will continue to calculate the Accumulation Value as defined in the
Policy Values provisions;
c) will calculate Monthly Deductions with Charge 1 (cost of insurance rates)
at zero; and
d) will continue the policy in force and pay the death benefit as defined in
the "Payment of Proceeds" provision, upon receipt of due proof of the
Insured's death.
GENERAL PROVISIONS
THE POLICY. The policy and the application for the policy (including any
supplemental applications for additional Specified Amounts) constitute the
entire contract between the parties. All statements made in the application
will, in the absence of fraud, be deemed representations and not warranties. No
statement will be used in defense of a claim under the policy unless it is
contained in the application, and a copy of the application is attached to the
policy when issued or modified.
Only the President, a Vice President, a Secretary, a Director or an Assistant
Director of the Company may make or modify this policy.
The policy is executed at the Home Office of the Company, the post office
address of which is Hartford, Connecticut 06152.
NON-PARTICIPATION. The policy is not entitled to share in surplus distribution.
NOTICE OF CLAIM. Due proof of death should be furnished to the Company within
30 days, or as soon as reasonably possible, after the death of the Insured.
Such notice shall be given by or on behalf of the Owner to the Company at its
Home Office.
PAYMENT OF PROCEEDS. Proceeds, as used in this policy, means the amount payable
(a) upon the Surrender of this policy, or (b) upon the death of the Insured.
If the policy is Surrendered, the proceeds will be the Surrender Value described
in the Nonforfeiture and Surrender Provisions section. The proceeds payable
upon the Insured's death are described in the Insurance Coverage Provisions. If
the Insured dies during the Grace Period, the Company will pay the death benefit
proceeds in effect immediately prior to the Grace Period reduced by any overdue
monthly deductions.
The proceeds are subject to the adjustments described in the following
provisions:
1. Misstatement of Age or Sex, if applicable;
2. Incontestability;
3. Suicide;
4. Grace Period;
5. Indebtedness; and
6. Partial Surrender.
When settlement is made, the Company may require return of the policy.
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GENERAL PROVISIONS (CONTINUED)
DEFERMENT OF PAYMENTS. Any amounts payable as a result of loans,
Surrender, or Partial Surrenders will be paid within 7 days of the Company's
receipt of such request. Payment of amounts from the Variable Account
Sub-Accounts, however, may be postponed when the NYSE is closed or when the SEC
declares an emergency. Additionally, the Company reserves the right to defer
the payment of such amounts from the Fixed Account for a period not to exceed 6
months from the date written request is received by the Company. During any
such deferred period the amount payable will bear interest as required by law.
Surrender payments will not be deferred if the amount is to be applied to the
payment of premiums on policies with the Company.
MISSTATEMENT OF AGE. If the age of the Insured is misstated, the Company will
adjust the death benefit and Accumulation Value. The adjustment process will
recalculate all such benefits and values to the amounts that would have been
calculated for the correct age using the rates that were in effect at the time
of each monthly anniversary. The process will begin with the recalculation
based on the rates in effect on the Issue Date. Each succeeding recalculation
will be based on the rates in effect on the corresponding monthly anniversary.
SUICIDE. Suicide of the Insured, whether sane or insane, within 2 years from
the Date of Issue, is a risk not assumed under the policy. In such an event,
the Company will pay to the Beneficiary an amount equal to the premiums paid
less any Indebtedness against the policy and any Partial Surrenders, and the
policy will no longer be in force.
Suicide of the Insured, whether sane or insane, within 2 years from the
effective date of any increase in the Specified Amount, is a risk not assumed
under the policy. In such event, the Company will pay to the Beneficiary a
refund of the monthly charges for the cost of such increase in insurance and the
death benefit will be based on the Specified Amount before such increase was
made.
INCONTESTABILITY. Except for nonpayment of Monthly Deductions, this policy will
be incontestable after it has been in force during the Insured's lifetime for 2
years from its Date of Issue. This means that the Company will not use any
misstatement in the application to challenge a claim or avoid liability after
that time. Any increase in the Specified Amount effective after the Date of
Issue will be incontestable only after such increase has been in force for 2
years during the Insured's lifetime.
The basis for contesting an increase in Specified Amount will be limited to
material misrepresentations made in the supplemental application for the
increase. The basis for contesting after reinstatement will be limited to (a) a
period of 2 years from the date of reinstatement and (b) material
misrepresentations made in the reinstatement application.
ANNUAL REPORT. The Company will send a report to the Owner at least once a year
without charge. The report will show the Accumulation Value as of the reporting
date and amounts deducted from or added to the Accumulation Value since the last
report. The report will also show (a) the current death benefit, (b) the
current policy values, (c) premiums paid and all deductions made since the last
report, and (d) outstanding policy loans.
PROJECTION OF BENEFITS AND VALUES. The Company will provide a projection of
illustrative future death benefits and Surrender Values at any time upon written
request. The first projection provided during a Policy Year will be at no
charge. Each additional projection during that Policy Year may be subject to
payment of a reasonable service fee. The fee payable will be the one then in
effect for this service. The illustration will be based on (a) assumptions as
to Specified Amount(s), type of coverage option(s) and future planned periodic
premium payments, and (b) such other assumptions (e.g. mortality and interest)
as are necessary and specified.
CHANGE OF PLAN. This policy may be exchanged for any flexible premium
adjustable life insurance policy offered by the Company's Corporate Insurance
Department subject to the following conditions: (a) the premium for the new
policy is determined according to the Company's rates then in effect for that
policy based on the Insured's then attained age and (b) the request for the
exchange is received by the Company within 24 months from the Date of Issue
of this policy. The new policy shall have the same Specified Amount, Date of
Issue, Issue Age, and Surrender Value as this policy as of the date of
exchange. The new policy will not take effect until the date all such
requirements are met.
POLICY CHANGES - APPLICABLE LAW. This policy must qualify initially and
continue to qualify as life insurance under the Internal Revenue Code in order
for the Owner to receive the tax treatment accorded to life insurance under
Federal law. Therefore, to maintain this qualification to the maximum extent
permitted by law, the Company reserves the right to return any premium payments
that would cause this policy to fail to qualify as life insurance under
applicable tax law as interpreted by the Company. Further, the Company reserves
the right to make changes in this policy or to make distributions from the
policy to the extent it deems necessary, in its sole discretion, to continue to
qualify this policy as life insurance. Any such changes will apply uniformly to
all policies that are affected. The Owner will be given advance written notice
of such changes.
12 LN621
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Endorsements
LN621 13
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CONNECTICUT GENERAL LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
Variable life insurance payable upon death of the Insured.
Surrender Value payable upon Surrender.
Flexible Premiums. Non-Participating. Investment results reflected in policy
benefits.
LN621
