Registration No.
Registration No.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. [ ]
AND/OR
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. [ ]
(Check appropriate box or boxes)
SEPARATE ACCOUNT No. 49
of
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
(Exact Name of Registrant)
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
(Name of Depositor)
787 Seventh Avenue, New York, New York 10019
(Address of Depositor's Principal Executive Offices)
Depositor's Telephone Number, including Area Code: (212) 714-4595
JONATHAN E. GAINES
VICE PRESIDENT AND ASSOCIATE GENERAL COUNSEL
The Equitable Life Assurance Society of the United States
787 Seventh Avenue, New York, New York 10019
(Names and Addresses of Agents for Service)
Please send copies of all communications to:
PETER E. PANARITES
Freedman, Levy, Kroll & Simonds
1050 Connecticut Avenue, N.W., Suite 825
Washington, D.C. 20036
<PAGE>
Approximate Date of Proposed Public Offering: As soon as practicable
after the effective date of the Registration Statement.
An indefinite number or amount of securities is being registered by this
Registration Statement, pursuant to Rule 24f-2 under the Investment Company
Act of 1940. The $500 filing fee required by Rule 24f-2 is paid herewith. The
securities being registered are units of interest under variable annuity
contracts.
The Registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall
file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section
8(a), may determine.
<PAGE>
CROSS REFERENCE SHEET
SHOWING LOCATION OF INFORMATION IN PROSPECTUSES
FORM N-4 ITEM PROSPECTUS CAPTION
1. Cover Page Cover Page
2. Definitions General Terms
3. Synopsis Part 1: Summary
4. Condensed Financial Part 3: Investment
Information Performance - Money
Market Fund Yield
Information, -
Intermediate Government
Securities Fund Yield
Information, Part 5:
Provisions of the
Certificates and
Services We Provide -
Annuity Account Value
5. General Description of Part 2: Equitable Life,
Registrant, Depositor and The Separate Account
Portfolio Companies and The Investment
Funds
6. Deductions and Expenses Part 5: Provisions of
the Certificates and
Services We Provide -
Distribution of the
Certificates, Part 6:
Deductions and Charges
7. General Description of Part 5: Provisions of
Variable Annuity Contracts the Certificates and
Services We Provide
8. Annuity Period Part 5: Provisions of
the Certificates and
Services We Provide
9. Death Benefit Part 5: Provisions of
the Certificates and
Services We Provide -
Death Benefit
10. Purchases and Contract Value Part 3: Investment
Performance, Part 5:
Provisions of the
Certificates and
Services We Provide
<PAGE>
CROSS REFERENCE SHEET
SHOWING LOCATION OF INFORMATION IN PROSPECTUSES
FORM N-4 ITEM PROSPECTUS CAPTION
11. Redemptions Part 5: Provisions of
the Certificates and
Services We Provide -
Surrendering the
Certificates to Receive
the Cash Value,- Income
Annuity Options,
Part 6: Deductions and
Charges
12. Taxes Part 8: Tax Aspects of
the Certificates
13. Legal Proceedings Not Applicable
14. Table of Contents of the Statement of
Statement of Additional Additional
Information Information Table of
Contents
<PAGE>
CROSS REFERENCE SHEET
SHOWING LOCATION OF INFORMATION
IN STATEMENTS OF ADDITIONAL INFORMATION
STATEMENT OF ADDITIONAL
FORM N-4 ITEM INFORMATION CAPTION
15. Cover Page Cover Page
16. Table of Contents Table of Contents
17. General Information Prospectus - Part 2:
and History Equitable Life, The
Separate Account and
The Investment Funds
18. Services Not Applicable
19. Purchases of Securities Prospectus - Part
Being Offered 5: Provisions of the
Certificates and
Services We Provide -
Distribution of the
Certificates
20. Underwriters Prospectus - Part 5:
Provisions of the
Certificates and
Services We Provide -
Distribution of the
Certificates
21. Calculation of Performance Accumulation
Data Unit Values, Annuity
Unit Values, Money
Market Fund Yield
Information,
Intermediate Government
Securities Fund Yield
Information
22. Annuity Payments Annuity Unit Values
23. Financial Statements Financial Statements
INCOME MANAGER(SM)
SUPPLEMENT TO THE PROSPECTUS FOR
ROLLOVER IRA
AND CHOICE INCOME PLAN
DATED JULY __, 1996
COMBINATION VARIABLE AND FIXED DEFERRED ANNUITY CERTIFICATES
Issued By:
The Equitable Life Assurance Society of the United States
The asset based administrative charge imposed under the Certificates offered
by the Rollover IRA and Choice Income Plan prospectus dated July __, 1996,
currently is deducted at the rate of 0.25% annually, which will apply for the
life of the Certificate issued. Therefore, the sections of the prospectus
listed below are amended as follows:
In the FEE TABLE under SEPARATE ACCOUNT ANNUAL EXPENSES (AS A PERCENTAGE OF
ASSETS IN EACH INVESTMENT FUND) the information for the asset based
administrative charge is replaced with the following
ASSET BASED ADMINISTRATIVE CHARGE...................................0.25%
-----
TOTAL SEPARATE ACCOUNT ANNUAL EXPENSES.....................1.15%
=====
In PART 1: SUMMARY, under DEDUCTIONS FROM INVESTMENT FUNDS, Asset Based
Administrative Charge, the annual rate of 0.35% is replaced with 0.25%.
In PART 7: DEDUCTIONS AND CHARGES, under CHARGES DEDUCTED FROM THE INVESTMENT
FUNDS, Asset Based Administrative Charge, the second sentence of the paragraph
is replaced with the following:
The daily charge is at a rate of 0.000692% (equivalent to an annual
rate of 0.25%) on the assets in each Investment Fund.
The asset based administrative charge of 0.35% annually referred to in the
prospectus will apply under Certificates offered after an indeterminate future
date.
- -------------------------------------------------------------------------------
SUPPLEMENT DATED JULY , 1996
<PAGE>
INCOME MANAGER(SM)
SUPPLEMENT TO THE PROSPECTUS FOR
ROLLOVER IRA
AND CHOICE INCOME PLAN
DATED JULY ___, 1996
COMBINATION VARIABLE AND FIXED DEFERRED ANNUITY CERTIFICATES
Issued By:
The Equitable Life Assurance Society of the United States
- ------------------------------------------------------------------------------
This prospectus supplement describes the Guaranteed Minimum Income Benefit
being offered under the INCOME MANAGER Prospectus for Rollover IRA and Choice
Income Plan.
The Guaranteed Minimum Income Benefit (available at issue ages 30 through 63)
may not currently be available in your state. When it becomes available it
will be added to your Certificate. State availability information may be
obtained from your registered representative.
GUARANTEED MINIMUM INCOME BENEFIT (GMIB)
When you elect the IRA Assured Payment Option on one of the dates indicated
below, the GMIB provides a minimum guaranteed lifetime income by applying the
Annuity Account Value in the Investment Funds to the IRA Assured Payment
Option. On the Transaction Date the minimum guaranteed lifetime income to be
provided will be based on an amount equal to the guaranteed minimum death
benefit (GMDB), described under "Death Benefit" in Part 5 of the prospectus,
applied at guaranteed maximum annuity purchase rates under the Certificate.
The guaranteed maximum annuity purchase rates are based on interest at 3% and
mortality based on the 1983 Individual Annuity Mortality Table "a" projected
with Scale G. However, if the Annuity Account Value in the Investment Funds
applied at then current Guaranteed Rates for the Guarantee Periods and the
then current purchase rate for the Life Contingent Annuity would result in
higher payments under the IRA Assured Payment Option, then the higher payments
will be provided. If you have any Annuity Account Value in the Guaranteed
Period Account as of the Transaction Date, such Annuity Account Value will
also be applied towards providing the payments under the IRA Assured Payment
Option. A market value adjustment may apply.
The GMIB applies if your election of the IRA Assured Payment Option meets the
following conditions:
o The maximum fixed period you elect under the IRA Assured Payment Option
is 10 years if you elect level payments. For increasing payments the
fixed period will be 15 years for issue ages 59 1/2 through 70; 12 years
for issue ages 71 through 75; 9 years for issue ages 76 through 80; and 6
years for issue ages 81 through 83.
APITAL PRINTING SYSTEMS]
<PAGE>
o The IRA Assured Payment Option is elected on any one of the Contract Date
anniversaries during years 7 through 15. However, if you make subsequent
contributions before the IRA Assured Payment Option goes into effect, at
any time that the sum of subsequent contributions made after the first
Contract Year exceeds total contributions made during the first Contract
Year, the period during which the GMIB applies will change. The GMIB will
then be applicable on one of the Contract Date anniversaries during years
7 through 15 following the Contract Year in which the excess occurred.
If at any time, the ratio of cumulative contributions made after age 63
exceed 100% of the cumulative contributions made prior to age 64,
available GMIB election dates will become limited. The election dates
will become one of the Contract Date anniversaries for years 7 through 15
following the Contract Year in which the excess occurred, but may not be
later than 15 years after the Contract Date. This means that if such
excess occurs after age 63 and more than 8 years after the Contract Date,
the GMIB will no longer be available. Once the ratio described above
exceeds 250% the GMIB will no longer be available.
For issue ages under 30, the GMIB is generally not available. However,
once the ratio of cumulative contributions made after age 29 exceeds 100%
of cumulative contributions made prior to age 45, the GMIB will become
available and the available elected dates will be one of the Contract
Date anniversaries for years 7 through 15 following the Contract Year in
which the excess occurred.
o Payments must start one payment mode after the IRA Assured Payment Option
goes into effect.
Each year, at least 45 days before your Contract Date anniversary, if you are
eligible to elect the IRA Assured Payment Option, we will send you an estimate
of how much income could be provided under such Option. The quote will be
based on either (i) the GMIB (using the GMDB as of the date of the estimate),
or (ii) your current Annuity Account Value, at current Guaranteed Rates for
the Guarantee Periods and the current purchase rate for the Life Contingent
Annuity as of the date of the estimate, whichever produces higher payments.
You may then notify us if you want to elect the IRA Assured Payment Option by
submitting the proper form. Your request must be received at our Processing
Office at least seven days before the Contract Date anniversary.
The GMDB, which relates to the Investment Funds, will no longer be in effect
if you elect the IRA Assured Payment Option. If you subsequently terminate the
IRA Assured Payment Option and have your Certificate operate under the
Rollover IRA rules, then the GMDB will go back into effect based on your
Annuity Account Value in the Investment Funds as of the Transaction Date.
However, the GMIB, will not be available.
The guaranteed minimum death benefit charge, described in Part 7 of the
prospectus, will also cover the GMIB.
<PAGE>
GMIB EXAMPLE
This example assumes a male age 60 has purchased the Rollover IRA and decides
to elect the IRA Assured Payment Option with level annual payments in the 10th
Contract Year with payments to be made on February 15th each year. The example
assumes that he purchased the Certificate with a single contribution of
$100,000 that was allocated 100% to the Investment Funds (excluding the Fixed
Income Series) for the entire period before the IRA Assured Payment Option was
elected. It also assumes that the fixed period under the IRA Assured Payment
Option is 10 years and a Single Life form of the Life Contingent Annuity is
elected. The GMDB in the 10th Contract Year is $179,085 (at 6% interest). By
applying this amount to the guaranteed maximum annuity purchase rates, the
payments under the IRA Assured Payment Option would be $xx,xxx.xx annually.
This is the GMIB. If higher payments would be provided under the IRA Assured
Payment Option by applying the Annuity Account Value as of the Transaction
Date to the then Guaranteed Rates for each Guarantee Period and the then
current purchase rate for the Life Contingent Annuity, the higher payments
would be provided. The Annuity Account Value will depend on the performance of
the Investment Funds.
The following table illustrates the IRA Assured Payment Option payments that
would be provided by the Annuity Account Value assuming various hypothetical
rates of return (after deduction of charges) in the Investment Funds, and
various percentages of the guaranteed maximum annuity purchase rates as of
July ___, 1996. The illustration also assumes that these rates are in effect
in the 10th Contract Year. See "Guaranteed Rates and Price Per $100 of
Maturity Value" in Part 4 of the prospectus.
<TABLE>
<CAPTION>
IRA ASSURED PAYMENT OPTION PAYMENTS
BASED ON RATES AS PERCENTAGES OF THE
NET RATE OF RETURN GUARANTEED MAXIMUM ANNUITY PURCHASE
FOR THE RATES AS OF JULY ___, 1996
---------------------------------------------
INVESTMENT FUNDS 80% 100% 120%
---------------- --- ---- ----
<S> <C> <C> <C>
0% $xx,xxx.xx $xx,xxx.xx $xx,xxx.xx
4% xx,xxx.xx xx,xxx.xx xx,xxx.xx
8% xx,xxx.xx xx,xxx.xx xx,xxx.xx
</TABLE>
In the example at the 0% rate of return, an amount equal to the GMDB
($179,085) would be used to purchase the annual payments because this amount,
applied at guaranteed maximum annuity purchase rates, produces annual payments
of $xx,xxx.xx, which is larger than any of the illustrated payment levels
based on current rates.
At the 4% rate of return, if the current Guaranteed Rates and purchase rate
for the Life Contingent Annuity were 80% of the guaranteed maximum annuity
purchase rates, the Annuity Account Value would be used to provide the
payments. If such rates were 100% or 120% of the July ___, 1996 rates, the
annual payments would be the GMIB.
<PAGE>
At the 8% rate of return, the Annuity Account Value would provide the annual
payments since these amounts applied at assumed current Guaranteed Rates for
the Guarantee Periods and the current assumed purchase rate for the Life
Contingent Annuity produce higher annual payments under the IRA Assured
Payment Option of $xx,xxx.xx, $xx,xxx.xx and $xx,xxx.xx respectively.
The rates of return shown above are for illustrative purposes only and are not
intended to represent an expected or guaranteed rate of return. Your
investment results will vary. Payments under the IRA Assured Payment Option in
excess of those guaranteed by the GMIB will also depend on the Guaranteed
Rates and purchase rate under the Life Contingent Annuity as of the
Transaction Date, which may vary. The example assumes no transfers or Lump Sum
Withdrawals, which would affect the scheduled payments.
<PAGE>
<PAGE>
INCOME MANAGE(SM)
PROSPECTUS FOR ROLLOVER IRA
AND CHOICE INCOME PLAN
DATED JULY , 1996
COMBINATION VARIABLE AND FIXED DEFERRED ANNUITY CERTIFICATES
Issued By:
The Equitable Life Assurance Society of the United States
This prospectus describes individual retirement annuity (IRA) certificates
The Equitable Life Assurance Society of the United States (EQUITABLE LIFE,
WE, OUR and US) offers under a combination variable and fixed deferred
annuity contract (ROLLOVER IRA) issued on a group basis or as individual
contracts. Enrollment under a group contract will be evidenced by issuance of
a certificate. Certificates and individual contracts each will be referred to
as "Certificates." Under the Rollover IRA we will accept only initial
contributions that are rollover contributions or that are direct transfers
from other individual retirement arrangements, as described in this
prospectus. A minimum initial contribution of $10,000 is required to put a
Certificate into effect.
The Rollover IRA is designed to provide retirement income. Contributions
accumulate on a tax-deferred basis and can be distributed under a number of
different methods which are designed to be responsive to the owner's
(CERTIFICATE OWNER, YOU and YOUR) objectives. The distribution methods
include the Choice Income Plan featuring the IRA ASSURED PAYMENT OPTION, IRA
Assured Payment Option Plus (IRA APO PLUS), and a variety of payout options,
including variable annuities and fixed annuities. The IRA Assured Payment
Option and IRA APO Plus are also available for election in the application if
you are interested in receiving distributions rather than accumulating funds.
The Rollover IRA offers investment options (INVESTMENT OPTIONS) that permit
you to create your own strategies. These Investment Options include 9
variable investment funds (INVESTMENT FUNDS) and each GUARANTEE PERIOD in the
GUARANTEED PERIOD ACCOUNT.
<TABLE>
<CAPTION>
Investment Funds
- ------------------------------------------------------------------------------ Guarantee Periods
Asset Allocation Series: Equity Series: Fixed Income Series: Expiration Dates:
- ---------------------------- ---------------------- ------------------------ ----------------------
<S> <C> <C> <C>
o Conservative Investors o Growth & Income o Money Market February 15,
o Growth Investors o Common Stock o Intermediate o 1997 through 2006
o Global Government o 1997 through 2011
o International Securities
o Aggressive Stock
</TABLE>
We invest each Investment Fund in Class B shares of a corresponding portfolio
(PORTFOLIO) of The Hudson River Trust (TRUST), a mutual fund whose shares are
purchased by separate accounts of insurance companies. The prospectus for the
Trust, which accompanies this prospectus, describes the investment
objectives, policies and risks of the Portfolios.
Amounts allocated to a Guarantee Period accumulate on a fixed basis and are
credited with interest at a rate we set (GUARANTEED RATE) for the entire
period. On each business day (BUSINESS DAY) we will determine the Guaranteed
Rates available for amounts newly allocated to Guarantee Periods. A market
value adjustment (positive or negative) will be made for withdrawals,
transfers, surrender and certain other transactions from a Guarantee Period
before its expiration date (EXPIRATION DATE). Each Guarantee Period has its
own Guaranteed Rates.
This prospectus provides information about the Rollover IRA that prospective
investors should know before investing. You should read it carefully and
retain it for future reference. The prospectus is not valid unless
accompanied by a current prospectus for the Trust, which you should also read
carefully.
Registration statements relating to Separate Account No. 49 (SEPARATE
ACCOUNT) and interests under the Guarantee Periods have been filed with the
Securities and Exchange Commission (SEC). The statement of additional
information (SAI), dated July , 1996, which is part of the registration
statement for the Separate Account, is available free of charge upon request
by writing to our Processing Office or calling 1-800-789-7771, our toll-free
number. The SAI has been incorporated by reference into this prospectus. The
Table of Contents for the SAI appears at the back of this prospectus.
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.
THE CERTIFICATES ARE NOT INSURED BY THE FDIC OR ANY OTHER AGENCY. THEY ARE
NOT DEPOSITS OR OTHER OBLIGATIONS OF ANY BANK AND ARE NOT BANK GUARANTEED.
THEY ARE SUBJECT TO INVESTMENT RISKS AND POSSIBLE LOSS OF PRINCIPAL INVESTED.
Copyright 1996
The Equitable Life Assurance Society of the United States, New York, New York
10019.
All rights reserved.
<PAGE>
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
Equitable Life's Annual Report on Form 10-K for the year ended December
31, 1995 is incorporated herein by reference.
All documents or reports filed by Equitable Life pursuant to Section
13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934 (EXCHANGE
ACT) after the date hereof and prior to the termination of the offering of
the securities offered hereby shall be deemed to be incorporated by reference
in this prospectus and to be a part hereof from the date of filing of such
documents. Any statement contained in a document incorporated or deemed to be
incorporated herein by reference shall be deemed to be modified or superseded
for purposes of this prospectus to the extent that a statement contained
herein or in any other subsequently filed document which also is or is deemed
to be incorporated by reference herein modifies or supersedes such statement.
Any such statement so modified or superseded shall not be deemed, except as
so modified and superseded, to constitute a part of this prospectus.
Equitable Life files its Exchange Act documents and reports, including its
annual and quarterly reports on Form 10-K and Form 10-Q, electronically
pursuant to EDGAR under CIK No. 0000727920.
Equitable Life will provide without charge to each person to whom this
prospectus is delivered, upon the written or oral request of such person, a
copy of any or all of the foregoing documents incorporated herein by
reference (other than exhibits not specifically incorporated by reference
into the text of such documents). Requests for such documents should be
directed to The Equitable Life Assurance Society of the United States, 787
Seventh Avenue, New York, New York 10019. Attention: Corporate Secretary
(telephone: (212) 554-1234).
2
<PAGE>
PROSPECTUS TABLE OF CONTENTS
<TABLE>
<CAPTION>
<S> <C>
GENERAL TERMS PAGE 4
FEE TABLE PAGE 6
PART 1: SUMMARY PAGE 8
What is the Rollover IRA? 8
Investment Options 8
Contributions 8
Transfers 8
Free Look Period 8
Services We Provide 8
Death Benefits 9
Surrendering the Certificates 9
Distribution Methods 9
Taxes 10
Deductions from Annuity
Account Value 10
Deductions from Investment Funds 10
Trust Charges to Portfolios 10
PART 2: EQUITABLE LIFE, THE SEPARATE ACCOUNT AND THE
INVESTMENT FUNDS PAGE 11
Equitable Life 11
Separate Account No. 49 11
The Trust 11
The Trust's Investment Adviser 12
Investment Policies and Objectives of
the Trust's Portfolios 13
PART 3: INVESTMENT PERFORMANCE PAGE 14
Performance Data for a Certificate 14
Rate of Return Data for Investment
Funds 15
Communicating Performance Data 18
Money Market Fund and Intermediate Government Securities
Fund Yield Information 19
PART 4: THE GUARANTEED PERIOD ACCOUNT PAGE 20
Guarantee Periods 20
Market Value Adjustment for Transfers, Withdrawals or
Surrender Prior to the Expiration Date 21
Modal Payment Portion 22
Death Benefit Amount 22
Investments 22
PART 5: PROVISIONS OF THE CERTIFICATES AND SERVICES
WE PROVIDE PAGE 24
Availability of the Certificates 24
Contributions Under the Certificates 24
Methods of Payment 24
Allocation of Contributions 25
Free Look Period 25
Annuity Account Value 26
Transfers Among Investment Options 26
Dollar Cost Averaging 27
Death Benefit 27
Cash Value 28
Surrendering the Certificates to
Receive the Cash Value 28
When Payments are Made 28
Assignment 29
Distribution of the Certificates 29
PART 6: DISTRIBUTION METHODS UNDER THE CERTIFICATES PAGE 30
IRA Assured Payment Option 30
IRA APO Plus 33
Withdrawals 35
Income Annuity Options 38
PART 7: DEDUCTIONS AND CHARGES PAGE 39
Charges Deducted from the Annuity
Account Value 39
Charges Deducted from the Investment
Funds 40
Trust Charges to Portfolios 40
Sponsored Arrangements 40
Other Distribution Arrangements 41
PART 8: VOTING RIGHTS PAGE 42
Trust Voting Rights 42
Voting Rights of Others 42
Separate Account Voting Rights 42
Changes in Applicable Law 42
PART 9: TAX ASPECTS OF THE CERTIFICATES PAGE 43
Tax-Qualified Individual Retirement
Annuities (IRAs) 43
Penalty Tax on Early Distributions 48
Tax Penalty for Insufficient
Distributions 48
Tax Penalty for Excess Distributions or Accumulation 48
Federal and State Income Tax
Withholding 48
Other Withholding 49
Impact of Taxes to Equitable Life 49
Transfers Among Investment Options 49
Tax Changes 49
PART 10: INDEPENDENT ACCOUNTANTS PAGE 50
APPENDIX I: MARKET VALUE ADJUSTMENT EXAMPLE PAGE 51
APPENDIX II: GUARANTEED MINIMUM DEATH BENEFIT
(GMDB) EXAMPLE PAGE 52
APPENDIX III: EXAMPLE OF PAYMENTS UNDER THE IRA
ASSURED PAYMENT OPTION AND IRA APO PLUS PAGE 53
APPENDIX IV: IRS TAX DEDUCTION TABLE PAGE 54
STATEMENT OF ADDITIONAL INFORMATION TABLE OF CONTENTS PAGE 55
</TABLE>
3
<PAGE>
GENERAL TERMS
ACCUMULATION UNIT--Contributions that are invested in an Investment Fund
purchase Accumulation Units in that Investment Fund.
ACCUMULATION UNIT VALUE--The dollar value of each Accumulation Unit in an
Investment Fund on a given date.
ANNUITANT--The individual who is the measuring life for determining annuity
benefits.
ANNUITY ACCOUNT VALUE--The sum of the amounts in the Investment Options under
the Certificate. See "Annuity Account Value" in Part 5.
ANNUITY COMMENCEMENT DATE--The date on which amounts will be applied under an
income annuity option.
BUSINESS DAY--Generally, any day on which the New York Stock Exchange is open
for trading. For the purpose of determining the Transaction Date, our
Business Day ends at 4:00 p.m. Eastern Time or the closing of the New York
Stock Exchange, if earlier.
CASH VALUE--The Annuity Account Value minus any applicable charges.
CERTIFICATE--The Certificate issued under the terms of a group annuity
contract and any individual contract, including any endorsements.
CERTIFICATE OWNER--The person who owns a Rollover IRA Certificate and has the
right to exercise all rights under the Certificate. The Certificate Owner
must also be the Annuitant.
CODE--The Internal Revenue Code of 1986, as amended.
CONTRACT DATE--The date on which you are enrolled under the group annuity
contract, or the effective date of the individual contract. This is usually
the Business Day we receive the initial contribution at our Processing
Office.
CONTRACT YEAR--The 12-month period beginning on your Contract Date and each
anniversary of that date.
EXPIRATION DATE--The date on which a Guarantee Period ends.
GUARANTEE PERIOD--Any of the periods of time ending on an Expiration Date
that are available for investment under the Certificates.
GUARANTEED PERIOD ACCOUNT--The Account that contains the Guarantee Periods
and the Modal Payment Portion of such Account.
GUARANTEED RATE--The annual interest rate established for each allocation to
a Guarantee Period.
INVESTMENT FUNDS--The funds of the Separate Account that are available under
the Certificates.
INVESTMENT OPTIONS--The choices for investment: the Investment Funds and each
available Guarantee Period.
IRA--An individual retirement annuity, as defined in Section 408(b) of the
Code.
IRA ASSURED PAYMENT OPTION--A distribution option which provides guaranteed
lifetime income. The IRA Assured Payment Option may be elected in the
application or elected as a distribution option at a later date. Under this
option amounts are allocated to the Guaranteed Period Account and the Life
Contingent Annuity. No amounts may be allocated to the Investment Funds.
IRA APO PLUS--A distribution option which provides guaranteed lifetime
income. IRA APO Plus may be elected in the application or as a distribution
option at a later date. Under this option amounts are allocated to the
Guaranteed Period Account, the Life Contingent Annuity and to the Investment
Funds. The amount in the Investment Funds is then systematically converted to
increase the guaranteed lifetime income.
LIFE CONTINGENT ANNUITY--Provides guaranteed lifetime income beginning at a
future date. Amounts may only be applied under the Life Contingent Annuity
through election of the IRA Assured Payment Option and IRA APO Plus.
MATURITY VALUE--The amount in a Guarantee Period on its Expiration Date.
MODAL PAYMENT PORTION--Under the IRA Assured Payment Option and IRA APO Plus,
the portion of the Guaranteed Period Account from which payments, other than
payments due on an Expiration Date, are made.
PORTFOLIOS--The portfolios of the Trust that correspond to the Investment
Funds of the Separate Account.
PROCESSING DATE--The day when we deduct certain charges from the Annuity
Account Value. If the
4
<PAGE>
Processing Date is not a Business Day, it will be on the next succeeding
Business Day. The Processing Date will be once each year on each anniversary
of the Contract Date.
PROCESSING OFFICE--The address to which all contributions, written requests
(e.g., transfers, withdrawals, etc.) or other written communications must be
sent. See "Services We Provide" in Part 1.
SAI--The statement of additional information for the Separate Account under
the Rollover IRA.
SEPARATE ACCOUNT--Equitable Life's Separate Account No. 49.
TRANSACTION DATE--The Business Day we receive a contribution or a transaction
request providing all the information we need at our Processing Office. If
your contribution or request reaches our Processing Office on a non-Business
Day, or after the close of the Business Day, the Transaction Date will be the
next following Business Day. Transaction requests must be made in a form
acceptable to us.
TRUST--The Hudson River Trust, a mutual fund in which the assets of separate
accounts of insurance companies are invested.
VALUATION PERIOD--Each Business Day together with any preceding non-business
days.
5
<PAGE>
FEE TABLE
The purpose of this fee table is to assist you in understanding the various
costs and expenses you may bear directly or indirectly under the Certificate
so that you may compare them with other similar products. The table reflects
both the charges of the Separate Account and the expenses of the Trust.
Charges for applicable taxes such as state or local premium taxes may also
apply. For a complete description of the charges under the Certificate, see
"Part 7: Deductions and Charges." For a complete description of the Trust's
charges and expenses, see the prospectus for the Trust.
As explained in Part 4, the Guarantee Periods are not a part of the Separate
Account and are not covered by the fee table and examples. The only charge
shown in the Table which will be deducted from amounts allocated to the
Guarantee Periods is the withdrawal charge. A market value adjustment (either
positive or negative) also may be applicable as a result of a withdrawal,
transfer or surrender of amounts from a Guarantee Period. See "Part 4: The
Guaranteed Period Account."
OWNER TRANSACTION EXPENSES (DEDUCTED FROM ANNUITY ACCOUNT VALUE)
- ----------------------------------------------------------------
WITHDRAWAL CHARGE AS A PERCENTAGE OF CONTRIBUTIONS (percentage deducted upon
surrender or for certain withdrawals. The applicable withdrawal charge
percentage is determined by the Contract Year in which the withdrawal is
made or the Certificate is surrendered beginning with "Contract Year 1"
with respect to each contribution withdrawn or surrendered. For each
contribution, the Contract Year in which we receive that contribution is
"Contract Year 1")(1)
<TABLE>
<CAPTION>
CONTRACT
YEAR
- -------------------------------
<S> <C>
1 .......................7.00%
2 .......................6.00
3 .......................5.00
4 .......................4.00
5 .......................3.00
6 .......................2.00
7 .......................1.00
8+ .......................0.00
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
Transfer Charge (2) ............................................................................ $0.00
Guaranteed Minimum Death Benefit Charge (percentage deducted annually on each Processing Date
as a percentage of the guaranteed minimum death benefit then in effect)(3) .................... 0.20%
SEPARATE ACCOUNT ANNUAL EXPENSES (AS A PERCENTAGE OF ASSETS IN EACH INVESTMENT FUND)
- -----------------------------------------------------------------------------------------------
Mortality and Expense Risk Charge .............................................................. 0.90%
Asset Based Administrative Charge .............................................................. 0.35%
-------
Total Separate Account Annual Expenses ........................................................ 1.25%
=======
</TABLE>
TRUST ANNUAL EXPENSES (AS A PERCENTAGE OF AVERAGE NET ASSETS IN EACH
PORTFOLIO)
<TABLE>
<CAPTION>
INVESTMENT PORTFOLIOS
-----------------------------------------------------------
CONSERVATIVE GROWTH GROWTH & COMMON
INVESTORS INVESTORS INCOME STOCK GLOBAL
-------------- ----------- ---------- -------- --------
<S> <C> <C> <C> <C> <C>
Investment Advisory Fee 0.55% 0.52% 0.55% 0.35% 0.53%
Rule 12b-1 Plan Fee(4) 0.25% 0.25% 0.25% 0.25% 0.25%
Other Expenses 0.04% 0.04% 0.05% 0.03% 0.08%
-------------- ----------- ---------- -------- --------
TOTAL TRUST ANNUAL EXPENSES(5) 0.84% 0.81% 0.85% 0.63% 0.86%
============== =========== ========== ======== ========
</TABLE>
<TABLE>
<CAPTION>
INTERMEDIATE
AGGRESSIVE MONEY GOVT.
INTERNATIONAL STOCK MARKET SECURITIES
--------------- ------------ -------- -------------- --
<S> <C> <C> <C> <C> <C>
Investment Advisory Fee 0.90% 0.46% 0.40% 0.50%
Rule 12b-1 Plan Fee(4) 0.25% 0.25% 0.25% 0.25%
Other Expenses 0.13% 0.03% 0.04% 0.07%
--------------- ------------ -------- -------------- --
TOTAL TRUST ANNUAL EXPENSES(5) 1.28% 0.74% 0.69% 0.82%
=============== ============ ======== ==============
</TABLE>
6
<PAGE>
- ------------
Notes:
(1) Deducted upon a withdrawal with respect to amounts in excess of the 15%
(10% under the IRA Assured Payment Option and IRA APO Plus) free
corridor amount, and upon a surrender. See "Part 7: Deductions and
Charges," "Withdrawal Charge."
(2) We reserve the right to impose a charge in the future at a maximum of
$25 for each transfer among the Investment Options in excess of five per
Contract Year.
(3) See "Part 7: Deductions and Charges," "Guaranteed Minimum Death Benefit
Charge."
(4) The Class B shares of the Trust are subject to fees imposed under a
distribution plan (herein, the "Rule 12b-1 Plan") adopted pursuant to
Rule 12b-1 under the Investment Company Act of 1940. The Rule 12b-1 Plan
provides that the Trust, on behalf of each Portfolio, may pay annually
up to 0.25% of the average daily net assets of a Portfolio attributable
to its Class B shares in respect of activities primarily intended to
result in the sale of the Class B shares. The Rule 12b-1 Plan fee, which
may be waived in the discretion of the Distributors may only be
increased by action of the Board of Trustees of the Trust up to a
maximum of 0.50% per annum.
(5) Expenses shown for all Portfolios are estimated. The investment advisory
fee for each Portfolio may vary from year to year depending upon the
average daily net assets of the respective Portfolio of the Trust. The
maximum investment advisory fees, however, cannot be increased without a
vote of that Portfolio's shareholders. The other direct operating
expenses will also fluctuate from year to year depending on actual
expenses. See "Trust Charges to Portfolios" in Part 7.
EXAMPLES
The examples below show the expenses that a hypothetical Certificate Owner
would pay in the two situations noted below assuming a $1,000 contribution
invested in one of the Investment Funds listed, and a 5% annual return on
assets.(1)
These examples should not be considered a representation of past or future
expenses for each Investment Fund or Portfolio. Actual expenses may be
greater or less than those shown. Similarly, the annual rate of return
assumed in the examples is not an estimate or guarantee of future investment
performance.
IF YOU SURRENDER YOUR CERTIFICATE AT THE END OF EACH PERIOD SHOWN, THE
EXPENSES WOULD BE:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS
-------- ---------
<S> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors $91.16 $119.54
Growth Investors 90.86 118.64
EQUITY SERIES:
Growth & Income 91.26 119.84
Common Stock 89.07 113.23
Global 91.36 120.14
International 95.53 132.67
Aggressive Stock 90.17 116.54
FIXED INCOME SERIES:
Money Market 89.67 115.04
Intermediate Government
Securities 90.96 118.94
</TABLE>
IF YOU DO NOT SURRENDER YOUR CERTIFICATE AT THE END OF EACH PERIOD SHOWN, THE
EXPENSES WOULD BE:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS
-------- ---------
<S> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors $23.28 $71.93
Growth Investors 22.98 71.02
EQUITY SERIES:
Growth & Income 23.38 72.23
Common Stock 21.19 65.62
Global 23.48 72.53
International 27.65 85.04
Aggressive Stock 22.29 68.93
FIXED INCOME SERIES:
Money Market 21.79 67.43
Intermediate Government
Securities 23.08 71.32
</TABLE>
- ------------
Notes:
(1) The amount accumulated could not be paid in the form of an annuity at
the end of any of the periods shown in the examples. If the amount
applied to purchase an annuity is less than $2,000, or the initial
payment is less than $20 we may pay the amount to the payee in a single
sum instead of as payments under an annuity form. See "Income Annuity
Options" in Part 6. The examples do not reflect charges for applicable
taxes such as state or local premium taxes that may also be deducted in
certain jurisdictions.
7
<PAGE>
PART 1: SUMMARY
The following Summary is qualified in its entirety by the terms of the
Certificate when issued and the more detailed information appearing elsewhere
in this prospectus (see "Prospectus Table of Contents").
WHAT IS THE ROLLOVER IRA?
The Rollover Individual Retirement Annuity (IRA) is designed to provide for
retirement income through the investment of rollover contributions, direct
transfers from other individual retirement arrangements and additional IRA
contributions. The Rollover IRA features a combination of Investment Options,
consisting of Investment Funds providing variable returns and Guarantee
Periods providing guaranteed interest. The Rollover IRA also makes available
distribution methods under the Choice Income Plan which includes the IRA
Assured Payment Option and IRA APO Plus (which can be applied for in the
application or at a later date). Withdrawal options and fixed and variable
income annuity options are also available.
The Rollover IRA and/or the IRA Assured Payment Option and IRA APO Plus may
not be available in all states. These Certificates are not available in
Puerto Rico.
INVESTMENT OPTIONS
The Rollover IRA offers the following Investment Options which permit you to
create your own strategy for retirement savings. All available Investment
Options may be selected under a Certificate in most states.
INVESTMENT FUNDS
o Asset Allocation Series: the Conservative Investors and Growth Investors
Funds
o Equity Series: the Growth & Income, Common Stock, Global, International
and Aggressive Stock Funds
o Fixed Income Series: the Money Market and Intermediate Government
Securities Funds
GUARANTEE PERIODS
o Guarantee Periods maturing in each of calendar years 1997 through 2006.
o Guarantee Periods maturing in 1997 through 2011 under the IRA Assured
Payment Option and IRA APO Plus.
CONTRIBUTIONS
o To put a Certificate into effect, you must contribute at least $10,000
in the form of either a rollover contribution or a direct
custodian-to-custodian transfer from one or more other individual
retirement arrangements.
o Subsequent contributions may be made in an amount of at least $1,000.
Subsequent contributions must not exceed $2,000 for any taxable year,
except for additional rollover contributions or direct transfers, both
of which are unlimited.
TRANSFERS
Under the Rollover IRA, you may make an unlimited number of transfers among
the Investment Funds. However, there are restrictions for transfers to and
from the Guaranteed Period Account and among the Guarantee Periods. Transfers
from a Guarantee Period may result in a market value adjustment. Transfers
among Investment Options are currently free of charge. Transfers among the
Investment Options are not taxable.
FREE LOOK PERIOD
You have the right to examine the Rollover IRA Certificate for a period of 10
days after you receive it, and to return it to us for a refund. You may
cancel it by sending it to our Processing Office. Your refund will equal the
Annuity Account Value, reflecting any investment gain or loss, and any
positive or negative market value adjustment, through the date we receive
your Certificate at our Processing Office.
SERVICES WE PROVIDE
O REGULAR REPORTS
o Statement of your Certificate values as of the last day of the
calendar year;
o Three additional reports of your Certificate values each year;
o Annual and semi-annual statements of the Trust; and
o Written confirmation of financial transactions.
8
<PAGE>
o TOLL-FREE TELEPHONE SERVICES
o Call 1-800-789-7771 for a recording of daily Accumulation Unit Values
and Guaranteed Rates applicable to the Guarantee Periods. Also call
during our regular business hours to speak to one of our customer
service representatives.
o PROCESSING OFFICE
o FOR CONTRIBUTIONS SENT BY REGULAR MAIL:
Equitable Life
Income Management Group
Post Office Box 13014
Newark, NJ 07188-0014
o FOR CONTRIBUTIONS SENT BY EXPRESS MAIL:
Equitable Life
c/o First Chicago National Processing Center
300 Harmon Meadow Boulevard, 3rd Floor
Attn: Box 13014
Secaucus, NJ 07094
o FOR ALL OTHER COMMUNICATIONS (E.G., REQUESTS FOR TRANSFERS,
WITHDRAWALS) SENT BY REGULAR MAIL:
Equitable Life
Income Management Group
P.O. Box 1547
Secaucus, NJ 07096-1547
o FOR ALL OTHER COMMUNICATIONS (E.G., REQUESTS FOR TRANSFERS,
WITHDRAWALS) SENT BY EXPRESS MAIL:
Equitable Life
Income Management Group
200 Plaza Drive
Secaucus, NJ 07096
DEATH BENEFITS
If you die before the Annuity Commencement Date, the Rollover IRA provides a
death benefit. The beneficiary will be paid the greater of the Annuity
Account Value in the Investment Funds and the guaranteed minimum death
benefit, plus any death benefit provided with respect to the Guaranteed
Period Account.
SURRENDERING THE CERTIFICATES
You may surrender a Certificate and receive the Cash Value at any time before
the Annuity Commencement Date while the Annuitant is living. Withdrawal
charges and a market value adjustment may apply. A surrender may also be
subject to income tax and tax penalty.
DISTRIBUTION METHODS
IRA ASSURED PAYMENT OPTION
The IRA Assured Payment Option provides guaranteed lifetime income. You may
elect to receive payments on a monthly, quarterly or annual basis during a
fixed period. Payments during the fixed period represent distributions of the
Maturity Values of serially maturing Guarantee Periods on their Expiration
Dates or, distributions from amounts in the Modal Payment Portion of the
Guaranteed Period Account. During the fixed period you can take withdrawals
from your Annuity Account Value. After the fixed period ends, payments are
made out of the Life Contingent Annuity.
The Life Contingent Annuity does not have a Cash Value or an Annuity Account
Value. There is no death benefit under the Life Contingent Annuity and income
is paid only if you (or a joint Annuitant) are living at the date annuity
benefits begin.
A $2.50 charge will be deducted from each payment made on a monthly or
quarterly basis.
IRA APO PLUS
IRA APO Plus is a variation of the IRA Assured Payment Option. IRA APO Plus
enables you to keep a portion of your Annuity Account Value in the Investment
Funds while periodically converting such Annuity Account Value to increase
the guaranteed lifetime income under the IRA Assured Payment Option. When you
elect IRA APO Plus, a portion of your initial contribution or Annuity Account
Value, as applicable, is allocated to the IRA Assured Payment Option to
provide a minimum guaranteed lifetime income, and the remaining contribution
or Annuity Account Value is allocated to the Investment Funds. Every three
years during the fixed period, a portion of the remaining Annuity Account
Value in the Investment Funds is applied to increase the guaranteed payments
under the IRA Assured Payment Option.
WITHDRAWALS
o Lump Sum Withdrawals--Before the Annuity Commencement Date while the
Certificate is in effect, you may take a Lump Sum Withdrawal from your
Certificate once per Contract Year at any time during such Contract
Year. The minimum withdrawal amount is $1,000.
o Substantially Equal Payment Withdrawals--If you are below age 59 1/2 ,
this withdrawal option is designed to allow you to withdraw funds
annually and not have a 10% penalty tax apply. This is accomplished by
distribution of substantially
9
<PAGE>
equal periodic payments over your life expectancy or over the joint life
expectancies of you and your spouse. If you change or stop such
distributions before the later of age 59 1/2 or five years from the date
of the first distribution, the 10% penalty tax may apply on all prior
distributions.
o Periodic Withdrawals--You may also withdraw funds under our Periodic
Withdrawal option, where the minimum withdrawal amount is $250. These
withdrawals are available if you are age 59 1/2 to 70 1/2 .
o Minimum Distribution Withdrawals--You may also withdraw funds annually
under our Minimum Distribution Withdrawals option, which is designed to
meet the minimum distribution requirements set forth in the Code. The
minimum withdrawal amount is $250.
Withdrawals may be subject to a withdrawal charge and withdrawals from
Guarantee Periods prior to their Expiration Date will result in a market
value adjustment. Withdrawals may be subject to income tax and tax penalty.
INCOME ANNUITY OPTIONS
The Certificates also provide income annuity options to which amounts may be
applied at the Annuity Commencement Date. The income annuity options are
offered on a fixed and variable basis.
TAXES
Generally, any earnings on contributions made to the Certificate will not be
included in your taxable income until distributions are made from the
Certificate. Distributions prior to your attaining age 59 1/2 may be subject
to tax penalty.
DEDUCTIONS FROM ANNUITY
ACCOUNT VALUE
Withdrawal Charge
A withdrawal charge will be imposed as a percentage of the initial and each
subsequent contribution if (i) a Lump Sum Withdrawal or cumulative
withdrawals during a Contract Year exceed the free corridor amount, or (ii)
the Certificate is surrendered. The free corridor amount is 15% under the
Rollover IRA and 10% under the IRA Assured Payment Option and IRA APO Plus.
We determine the withdrawal charge separately for each contribution in
accordance with the table below.
<TABLE>
<CAPTION>
CONTRACT YEAR
1 2 3 4 5 6 7 8+
------ ------ ------ ------ ------ ------ ------ -----
<S> <C> <C> <C> <C> <C> <C> <C>
Percentage of
Contribution 7.0% 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0%
</TABLE>
The applicable withdrawal charge percentage is determined by the Contract
Year in which the withdrawal is made or the Certificate is surrendered,
beginning with "Contract Year 1" with respect to each contribution withdrawn
or surrendered. For purposes of the table, for each contribution the Contract
Year in which we receive that contribution is "Contract Year 1."
Guaranteed Minimum Death Benefit Charge
We deduct annually on each Processing Date an amount equal to 0.20% of the
guaranteed minimum death benefit in effect on such Processing Date.
Charges for State Premium and Other
Applicable Taxes
Generally, we deduct a charge for premium and other applicable taxes from the
Annuity Account Value on the Annuity Commencement Date. The current tax
charge that might be imposed varies by state and ranges from 0 to 2.25%.
DEDUCTIONS FROM INVESTMENT FUNDS
Mortality and Expense Risk Charge
We charge each Investment Fund a daily asset based charge for mortality and
expense risks equivalent to an annual rate of 0.90%.
Asset Based Administrative Charge
We charge each Investment Fund a daily asset based charge to cover the
administrative expenses under the Certificate equivalent to an annual rate of
0.35%.
TRUST CHARGES TO PORTFOLIOS
Investment advisory fees and other expenses of the Trust are charged daily
against the Trust's assets. These are reflected in the Portfolio's daily
share price and in the daily Accumulation Unit Value for the Investment
Funds.
The Trust Class B shares held in the Investment Funds are subject to a
distribution fee under a Rule 12b-1 Plan. We offer other deferred variable
annuities that invest in Trust shares that are not subject to the Rule 12b-1
Plan fees and that bear different charges and expenses. For more information
about the Plan, and the address for any inquiries about the Plan, see "The
Trust" in the accompanying Trust prospectus.
10
<PAGE>
PART 2: EQUITABLE LIFE, THE SEPARATE ACCOUNT
AND THE INVESTMENT FUNDS
EQUITABLE LIFE
Equitable Life is a New York stock life insurance company that has been in
business since 1859. For more than 100 years we have been among the largest
life insurance companies in the United States. Equitable Life has been
selling annuities since the turn of the century. Our home office is located
at 787 Seventh Avenue, New York, New York 10019. We are authorized to sell
life insurance and annuities in all fifty states, the District of Columbia,
Puerto Rico and the Virgin Islands. We maintain local offices throughout the
United States.
Equitable Life is a wholly owned subsidiary of The Equitable Companies
Incorporated (the Holding Company). The largest stockholder of the Holding
Company is AXA S.A. AXA beneficially owns 60.6% of the outstanding common
stock of the Holding Company plus convertible preferred stock. Under its
investment arrangements with Equitable Life and the Holding Company, AXA is
able to exercise significant influence over the operations and capital
structure of the Holding Company and its subsidiaries, including Equitable
Life. AXA, a French company, is the holding company for an international
group of insurance and related financial service companies.
Equitable Life, the Holding Company and their subsidiaries managed
approximately $195.3 billion of assets as of December 31, 1995.
SEPARATE ACCOUNT NO. 49
Separate Account No. 49 is organized as a unit investment trust, a type of
investment company, and is registered with the SEC under the Investment
Company Act of 1940 (1940 Act). This registration does not involve any
supervision by the SEC of the management or investment policies of the
Separate Account. The Separate Account has several Investment Funds, each of
which invests in shares of a corresponding Portfolio of the Trust. Because
amounts allocated to the Investment Funds are invested in a mutual fund,
investment return and principal will fluctuate and the Certificate Owner's
Accumulation Units may be worth more or less than the original cost when
redeemed.
Under the New York Insurance Law, the portion of the Separate Account's
assets equal to the reserves and other liabilities relating to the
Certificates are not chargeable with liabilities arising out of any other
business we may conduct. Income, gains or losses, whether or not realized,
from assets of the Separate Account are credited to or charged against the
Separate Account without regard to our other income gains or losses. We are
the issuer of the Certificates, and the obligations set forth in the
Certificates (other than those of Annuitants or Certificate Owners) are our
obligations.
In addition to contributions made under the Rollover IRA Certificates, we may
allocate to the Separate Account monies received under other contracts,
certificates, or agreements. Owners of all such contracts, certificates or
agreements will participate in the Separate Account in proportion to the
amounts they have in the Investment Funds that relate to their contracts,
certificates or agreements. We may retain in the Separate Account assets that
are in excess of the reserves and other liabilities relating to the Rollover
IRA Certificates or to other contracts, certificates or agreements, or we may
transfer the excess to our General Account.
We reserve the right, subject to compliance with applicable law; (1) to add
Investment Funds (or sub-funds of Investment Funds) to, or to remove
Investment Funds (or sub-funds) from, the Separate Account, or to add other
separate accounts; (2) to combine any two or more Investment Funds or
sub-funds thereof; (3) to transfer the assets we determine to be the share of
the class of contracts to which the Certificate belongs from any Investment
Fund to another Investment Fund; (4) to operate the Separate Account or any
Investment Fund as a management investment company under the 1940 Act, in
which case charges and expenses that otherwise would be assessed against an
underlying mutual fund would be assessed against the Separate Account; (5) to
deregister the Separate Account under the 1940 Act, provided that such action
conforms with the requirements of applicable law; (6) to restrict or
eliminate any voting rights as to the Separate Account; and (7) to cause one
or more Investment Funds to invest some or all of their assets in one or more
other trusts or investment companies. If any changes are made that result in
a material change in the underlying investment policy of an Investment Fund,
you will be notified as required by law.
THE TRUST
The Trust is an open-end diversified management investment company, more
commonly called a mu-
11
<PAGE>
tual fund. As a "series" type of mutual fund, it issues several different
series of stock, each of which relates to a different Portfolio of the Trust.
The Trust commenced operations in January 1976 with a predecessor of its
Common Stock Portfolio. The Trust does not impose a sales charge or "load"
for buying and selling its shares. All dividend distributions to the Trust
are reinvested in full and fractional shares of the Portfolio to which they
relate. Each Investment Fund invests in Class B shares of a corresponding
Portfolio of the Trust. More detailed information about the Trust, its
investment objectives, policies, restrictions, risks, expenses, the Rule
12b-1 Plan relating to the Class B shares, and all other aspects of its
operations appears in its prospectus which accompanies this prospectus or in
its statement of additional information.
THE TRUST'S INVESTMENT ADVISER
The Trust is advised by Alliance Capital Management L.P. (Alliance), which is
registered with the SEC as an investment adviser under the Investment
Advisers Act of 1940. Alliance, a publicly-traded limited partnership, is
indirectly majority-owned by Equitable Life. On December 31, 1995, Alliance
was managing over $146.5 billion in assets. Alliance acts as an investment
adviser to various separate accounts and general accounts of Equitable Life
and other affiliated insurance companies. Alliance also provides management
and consulting services to mutual funds, endowment funds, insurance
companies, foreign entities, qualified and non-tax qualified corporate funds,
public and private pension and profit-sharing plans, foundations and
tax-exempt organizations.
Alliance's record as an investment manager is based, in part, on its ability
to provide a diversity of investment services to domestic, international and
global markets. Alliance prides itself on its ability to attract and retain a
quality, professional work force. Alliance employs more than 160 investment
professionals, including 68 research analysts. Portfolio managers have an
average investment experience of more than 16 years.
Alliance's main office is located at 1345 Avenue of the Americas, New York,
New York 10105.
12
<PAGE>
INVESTMENT POLICIES AND OBJECTIVES OF THE TRUST'S PORTFOLIOS
Each Portfolio has a different investment objective which it tries to achieve
by following separate investment policies. The policies and objectives of
each Portfolio will affect its return and its risks. There is no guarantee
that these objectives will be achieved.
The policies and objectives of the Trust's Portfolios are as follows:
<TABLE>
<CAPTION>
Portfolio Investment Policy Objective
- --------------------------- ---------------------------------------------------- -----------------------------
<S> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors Diversified mix of publicly-traded, fixed-income and High total return without, in
equity securities; asset mix and security selection the adviser's opinion, undue
are primarily based upon factors expected to reduce risk to principal
risk. The Portfolio is generally expected to hold
approximately 70% of its assets in fixed income
securities and 30% in equity securities.
Growth Investors Diversified mix of publicly-traded, fixed-income and High total return consistent
equity securities; asset mix and security selection with the adviser's
based upon factors expected to increase possibility determination of reasonable
of high long-term return. The Portfolio is generally risk
expected to hold approximately 70% of its assets in
equity securities and 30% in fixed income
securities.
EQUITY SERIES:
Growth & Income Primarily income producing common stocks and High total return through a
securities convertible into common stocks. combination of current income
and capital appreciation
Common Stock Primarily common stock and other equity-type Long-term growth of capital
instruments. and increasing income
Global Primarily equity securities of non-United States as Long-term growth of capital
well as United States companies.
International Primarily equity securities selected principally to Long-term growth of capital
permit participation in non-United States companies
with prospects for growth.
Aggressive Stock Primarily common stocks and other equity-type Long-term growth of capital
securities issued by medium and other smaller sized
companies with strong growth potential.
FIXED INCOME SERIES:
Money Market Primarily high quality short-term money market High level of current income
instruments. while preserving assets and
maintaining liquidity
Intermediate Government Primarily debt securities issued or guaranteed by High current income
Securities the U.S. government, its agencies and consistent with relative
instrumentalities. Each investment will have a final stability of principal
maturity of not more than 10 years or a duration
not exceeding that of a 10-year Treasury note.
</TABLE>
13
<PAGE>
PART 3: INVESTMENT PERFORMANCE
This Part presents performance data for each of the Investment Funds
calculated by two methods. The first method, used in calculating values for
the two tables in "Performance Data for a Certificate," reflects all
applicable fees and charges other than the charge for tax such as premium
taxes. The second method, used in preparing rates of return for the three
tables in "Rate of Return Data for Investment Funds," reflects all fees and
charges other than the withdrawal charge, the guaranteed minimum death
benefit charge and the charge for tax such as premium taxes. These additional
charges would effectively reduce the rates of return credited to a particular
Certificate.
The Separate Account was recently established and has had no prior
operations, and no Certificates have been issued prior to the date of this
prospectus. The calculations of investment performance shown below are based
on the actual investment results of the Portfolios of the Trust, from which
certain fees and charges applicable under the Rollover IRA have been
deducted. The investment results of the Portfolios of the Trust have been
adjusted to reflect the Rule 12b-1 Plan fee relating to the Class B shares.
The results shown are not an estimate or guarantee of future investment
performance, and do not reflect the actual experience of amounts invested
under a particular Certificate.
See "Part 4: The Guaranteed Period Account" for information on the Guaranteed
Period Account.
PERFORMANCE DATA FOR A CERTIFICATE
The standardized performance data in the following tables illustrate the
average annual total return of the Investment Funds over the periods shown,
assuming a single initial contribution of $1,000 and the surrender of the
Certificate at the end of each period. These tables (which reflect the first
calculation method described above) are prepared in a manner prescribed by
the SEC for use when we advertise the performance of the Separate Account. An
Investment Fund's average annual total return is the annual rate of growth of
the Investment Fund that would be necessary to achieve the ending value of a
contribution kept in the Investment Fund for the period specified.
Each calculation assumes that the $1,000 contribution was allocated to only
one Investment Fund, no transfers or subsequent contributions were made and
no amounts were allocated to any other Investment Option under the
Certificate.
In order to calculate annualized rates of return, we divide the Cash Value of
a Certificate which is surrendered on December 31, 1995 by the $1,000
contribution made at the beginning of each period illustrated. The result of
that calculation is the total growth rate for the period. Then we annualize
that growth rate to obtain the average annual percentage increase (decrease)
during the period shown. When we "annualize," we assume that a single rate of
return applied each year during the period will produce the ending value,
taking into account the effect of compounding.
GROWTH OF $1,000 UNDER A CERTIFICATE SURRENDERED ON DECEMBER 31, 1995
<TABLE>
<CAPTION>
LENGTH OF INVESTMENT PERIOD
----------------------------------------------------
INVESTMENT THREE FIVE TEN SINCE
FUND ONE YEAR YEARS YEARS YEARS INCEPTION*
- ---------------------- -------- -------- -------- -------- ------------
<S> <C> <C> <C> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors $1,116 $1,168 $1,463 -- $ 1,589
Growth Investors 1,175 1,293 2,002 -- 2,272
EQUITY SERIES:
Growth & Income 1,152 -- -- -- 1,134
Common Stock 1,235 1,491 2,093 $3,476 11,291
Global 1,100 1,524 1,947 -- 2,129
International -- -- -- -- 1,031
Aggressive Stock 1,227 1,357 2,439 -- 5,175
</TABLE>
14
<PAGE>
GROWTH OF $1,000 UNDER A CERTIFICATE SURRENDERED ON DECEMBER 31, 1995
(CONTINUED)
<TABLE>
<CAPTION>
LENGTH OF INVESTMENT PERIOD
---------------------------------------------------
INVESTMENT ONE THREE FIVE TEN SINCE
FUND YEAR YEARS YEARS YEARS INCEPTION*
- ----------------------------- ------- -------- -------- -------- ------------
<S> <C> <C> <C> <C> <C>
FIXED INCOME SERIES:
Money Market $ 972 $1,028 $1,115 $1,516 $2,210
Intermediate Govt. Securities 1,046 1,090 -- -- 1,282
</TABLE>
- ------------
* See footnote below.
AVERAGE ANNUAL TOTAL RETURN UNDER A CERTIFICATE SURRENDERED ON
DECEMBER 31, 1995
<TABLE>
<CAPTION>
LENGTH OF INVESTMENT PERIOD
--------------------------------------------------
INVESTMENT THREE FIVE TEN SINCE
FUND ONE YEAR YEARS YEARS YEARS INCEPTION*
- ----------------------------- -------- ------- ------- -------- ------------
<S> <C> <C> <C> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors 11.61% 5.31% 7.90% -- 6.84%
Growth Investors 17.49 8.95 14.89 -- 12.44
EQUITY SERIES:
Growth & Income 15.22 -- -- -- 4.28
Common Stock 23.47 14.24 15.91 13.27% 12.89
Global 10.04 15.07 14.26 -- 8.76
International -- -- -- -- 3.05
Aggressive Stock 22.67 10.72 19.52 -- 17.87
FIXED INCOME SERIES:
Money Market (2.83) 0.92 2.20 4.25 5.43
Intermediate Govt. Securities 4.64 2.93 -- -- 5.09
</TABLE>
- ------------
* The "Since Inception" dates are as follows: Conservative Investors (October
2, 1989); Growth Investors (October 2, 1989); Growth & Income (October 1,
1993); Common Stock (January 13, 1976); Global (August 27, 1987);
International (April 3, 1995); Aggressive Stock (January 27, 1986); Money
Market (July 13, 1981); and Intermediate Govt. Securities (April 1, 1991).
The "Since Inception" numbers for the International Fund are unannualized.
RATE OF RETURN DATA FOR INVESTMENT FUNDS
The following tables (which reflect the second calculation method described
above) provide you with information on rates of return on an annualized,
cumulative and year-by-year basis.
All rates of return presented are time-weighted and include reinvestment of
investment income, including interest and dividends. Cumulative rates of
return reflect performance over a stated period of time. Annualized rates of
return represent the annual rate of growth that would have produced the same
cumulative return, if performance had been constant over the entire period.
Performance data of the Money Market and Common Stock Funds for the periods
prior to March 22, 1985, reflect the investment results of two open-end
management separate accounts (the "predecessor separate accounts") which were
reorganized in unit investment trust form. The "Since Inception" figures for
these Funds are based on the date of inception of the predecessor separate
accounts. This performance data has been adjusted to reflect the maximum
investment advisory fee payable for the corresponding Portfolio of the Trust
and the Rule 12b-1 Plan fee, as well as an assumed charge of 0.06% for direct
operating expenses.
Performance data for the remaining Investment Funds reflect (i) the
investment results of the corre-
15
<PAGE>
sponding Portfolios of the Trust from the date of inception of those
Portfolios and (ii) the actual investment advisory fee, Rule 12b-1 Plan fee,
and direct operating expenses of the relevant Portfolio.
The performance data for all periods has also been adjusted to reflect the
Separate Account mortality and expense risk charge, and the asset based
administrative charge equal to a total of 1.25% relating to the Certificates,
as well as the Trust's expenses.
BENCHMARKS
Market indices are not subject to any charges for investment advisory fees,
brokerage commission or other operating expenses typically associated with a
managed portfolio. Nor do they reflect other charges such as the mortality
and expense risk charge and the asset based administrative charge under the
Certificates. Comparisons with these benchmarks, therefore, are of limited
use. We include them because they are widely known and may help you to
understand the universe of securities from which each Portfolio is likely to
select its holdings. Benchmark data reflect the reinvestment of dividend
income.
PORTFOLIO INCEPTION DATES AND COMPARATIVE BENCHMARKS:
Asset Allocation Series:
CONSERVATIVE INVESTORS: October 2, 1989; 70% Lehman Treasury Bond Composite
Index and 30% Standard & Poor's 500 Index.
GROWTH INVESTORS: October 2, 1989; 30% Lehman Government/Corporate Bond Index
and 70% Standard & Poor's 500 Index.
Equity Series:
GROWTH & INCOME: October 1, 1993; 75% Standard & Poor's 500 Index and 25%
Value Line Convertible Index.
COMMON STOCK: January 13, 1976; Standard & Poor's 500 Index.
GLOBAL: August 27, 1987; Morgan Stanley Capital International World Index.
INTERNATIONAL: April 1, 1995; Morgan Stanley Capital International Europe,
Australia, Far East Index.
AGGRESSIVE STOCK: January 27, 1986; 50% Standard & Poor's Mid-Cap Total
Return Index and 50% Russell 2000 Small Stock Index.
Fixed Income Series:
MONEY MARKET: July 13, 1981; Salomon Brothers Three-Month T-Bill Index.
INTERMEDIATE GOVERNMENT SECURITIES: April 1, 1991; Lehman Intermediate
Government Bond Index.
The Lipper Variable Insurance Products Performance Analysis Survey (Lipper)
records the performance of a large group of variable annuity products,
including managed separate accounts of insurance companies. According to
Lipper Analytical Services, Inc., the data are presented net of investment
management fees, direct operating expenses and asset-based charges applicable
under insurance policies or annuity contracts. Lipper data provide a more
accurate picture than market benchmarks of the Rollover IRA performance
relative to other variable annuity products.
ANNUALIZED RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1995:*
<TABLE>
<CAPTION>
SINCE
1 YEAR 3 YEARS 5 YEARS 10 YEARS 15 YEARS INCEPTION
-------- --------- --------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C>
ASSET ALLOCATION SERIES:
CONSERVATIVE INVESTORS 18.61% 6.94% 8.50% -- -- 8.01%
Lipper Income 21.25 9.65 11.99 -- -- 9.79
Benchmark 24.11 10.41 11.73 -- -- 10.55
GROWTH INVESTORS 24.49 10.48 15.37 -- -- 14.30
Lipper Flexible Portfolio 21.58 9.32 11.43 -- -- 9.44
Benchmark 32.05 13.35 14.70 -- -- 11.97
EQUITY SERIES:
GROWTH & INCOME 22.22 -- -- -- -- 8.02
Lipper Growth & Income 31.18 -- -- -- -- 12.76
Benchmark 34.93 -- -- -- -- 15.45
</TABLE>
16
<PAGE>
ANNUALIZED RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1995:* (CONTINUED)
<TABLE>
<CAPTION>
SINCE
1 YEAR 3 YEARS 5 YEARS 10 YEARS 15 YEARS INCEPTION
-------- --------- --------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C>
COMMON STOCK 30.47% 15.64% 16.39% 13.44% 12.66% 13.07%
Lipper Growth 31.08 12.09 15.53 12.05 12.26 12.25
Benchmark 37.54 15.30 16.57 14.87 14.79 14.24
GLOBAL 17.04 16.45 14.76 -- -- 9.71
Lipper Global 13.87 13.45 9.10 -- -- 2.52
Benchmark 20.72 15.83 11.74 -- -- 6.75
INTERNATIONAL -- -- -- -- -- 10.05**
Lipper International -- -- -- -- -- 12.21**
Benchmark -- -- -- -- -- 9.17**
AGGRESSIVE STOCK 29.67 12.21 19.93 -- -- 18.18
Lipper Small Company Growth 28.19 15.26 25.72 -- -- 16.06
Benchmark 29.69 13.67 20.16 -- -- 13.58
FIXED INCOME SERIES:
MONEY MARKET 4.17 2.68 2.92 4.44 -- 5.84
Lipper Money Market 4.35 2.88 3.10 4.71 -- 6.27
Benchmark 5.74 4.34 4.47 5.77 -- 7.09
INTERMEDIATE GOVERNMENT
SECURITIES 11.64 4.62 -- -- -- 6.05
Lipper Gen. U.S. Government 15.47 6.27 -- -- -- 7.87
Benchmark 14.41 6.74 -- -- -- 8.17
</TABLE>
- ------------
* See footnotes on next page.
** Unannualized.
CUMULATIVE RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1995:*
<TABLE>
<CAPTION>
SINCE
1 YEAR 3 YEARS 5 YEARS 10 YEARS 15 YEARS INCEPTION
-------- --------- --------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C>
ASSET ALLOCATION SERIES:
CONSERVATIVE INVESTORS 18.61% 22.30% 50.40% -- -- 61.83%
Lipper Income 21.25 31.95 76.42 -- -- 79.42
Benchmark 24.11 34.58 74.09 -- -- 87.24
GROWTH INVESTORS 24.49 34.85 104.38 -- -- 130.44
Lipper Flexible Portfolio 21.58 30.92 72.73 -- -- 76.92
Benchmark 32.05 45.64 98.56 -- -- 102.72
EQUITY SERIES:
GROWTH & INCOME 22.22 -- -- -- -- 18.94
Lipper Growth & Income 31.18 -- -- -- -- 31.42
Benchmark 34.93 -- -- -- -- 38.14
COMMON STOCK 30.47 54.65 113.57 252.92% 497.69% 1,061.89
Lipper Growth 31.08 41.29 107.30 215.49 483.45 920.87
Benchmark 37.54 53.30 115.25 300.11 692.18 1,327.94
GLOBAL 17.04 57.90 99.01 -- -- 116.63
Lipper Global 13.87 46.36 55.44 -- -- 23.09
Benchmark 20.72 55.39 74.20 -- -- 72.38
INTERNATIONAL -- -- -- -- -- 10.05**
Lipper International -- -- -- -- -- 12.21**
Benchmark -- -- -- -- -- 9.17**
AGGRESSIVE STOCK 29.67 41.30 148.10 -- -- 424.83
Lipper Small Company
Growth 28.19 55.24 268.67 -- -- 337.96
Benchmark 29.69 46.89 150.49 -- -- 254.09
</TABLE>
- ------------
* See footnotes on next page.
** Unannualized.
17
<PAGE>
CUMULATIVE RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1995:* (CONTINUED)
<TABLE>
<CAPTION>
SINCE
1 YEAR 3 YEARS 5 YEARS 10 YEARS 15 YEARS INCEPTION
-------- --------- --------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C>
FIXED INCOME SERIES:
MONEY MARKET 4.17% 8.25% 15.50% 54.44% -- 127.26%
Lipper Money Market 4.35 8.87 16.48 58.55 -- 140.42
Benchmark 5.74 13.58 24.45 75.23 -- 170.07
INTERMEDIATE GOVERNMENT
SECURITIES 11.64 14.51 -- -- -- 32.21
Lipper Gen. U.S.
Government 15.47 20.05 -- -- -- 43.43
Benchmark 14.41 21.60 -- -- -- 45.17
</TABLE>
YEAR-BY-YEAR RATES OF RETURN*
<TABLE>
<CAPTION>
1983 1984 1985 1986
<S> <C> <C> <C> <C>
ASSET ALLOCATION
SERIES:
CONSERVATIVE
INVESTORS -- -- -- --
GROWTH INVESTORS -- -- -- --
EQUITY SERIES:
GROWTH & INCOME -- -- -- --
COMMON STOCK*** 24.24% (3.43)% 31.44% 15.62%
GLOBAL -- -- -- --
INTERNATIONAL -- -- -- --
AGGRESSIVE STOCK -- -- -- 33.40
FIXED INCOME SERIES:
MONEY MARKET*** 7.33 9.20 6.85 5.02
INTERMEDIATE
GOVERNMENT
SECURITIES -- -- -- --
</TABLE>
(RESTUBBED TABLE CONTINUED FROM ABOVE)
<TABLE>
<CAPTION>
1987 1988 1989 1990 1991 1992 1993 1994 1995
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSET ALLOCATION
SERIES:
CONSERVATIVE
INVESTORS -- -- 2.70% 4.77% 18.09% 4.13% 9.15% (5.53)% 18.61%
GROWTH INVESTORS -- -- 3.44 9.00 46.68 3.33 13.55 (4.60) 24.49
EQUITY SERIES:
GROWTH & INCOME -- -- -- -- -- -- (0.64) (2.06) 22.22
COMMON STOCK*** 5.83% 20.61% 23.72 (9.49) 35.83 1.67 22.96 (3.60) 30.47
GLOBAL (13.72) 9.23 24.85 (7.48) 28.60 (2.00) 30.14 3.66 17.04
INTERNATIONAL -- -- -- -- -- -- -- -- 10.05
AGGRESSIVE STOCK 5.69 (0.38) 41.36 6.54 84.08 (4.61) 15.00 (5.25) 29.67
FIXED INCOME SERIES:
MONEY MARKET*** 5.04 5.71 7.56 6.61 4.60 2.01 1.42 2.46 4.17
INTERMEDIATE
GOVERNMENT
SECURITIES -- -- -- -- 11.01 4.01 8.89 (5.80) 11.64
</TABLE>
- ------------
* Returns do not reflect the withdrawal charge and the guaranteed minimum
death benefit charge.
** Unannualized.
*** Prior to 1982 the Year-by-Year Rates of Return were: 1976
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
*** Prior to 1982 the Year-by-Year Rates of Return were: 1976 1977 1978 1979 1980 1981 1982
COMMON STOCK 7.83% (10.60)% 6.62% 27.90% 47.88% (7.27)% 15.82%
MONEY MARKET - - - - - 5.54 11.33
</TABLE>
COMMUNICATING PERFORMANCE DATA
In reports or other communications or in advertising material, we may
describe general economic and market conditions affecting the Separate
Account and the Trust and may compare the performance of the Investment Funds
with (1) that of other insurance company separate accounts or mutual funds
included in the rankings prepared by Lipper Analytical Services, Inc.,
Morningstar, Inc., VARDS or similar investment services that monitor the
performance of insurance company separate accounts or mutual funds, (2) other
appropriate indices of investment securities and averages for peer universes
of funds which are shown under "Benchmarks" and "Fund Inception Dates and
Comparative Benchmarks" in this Part 3, or (3) data developed by us derived
from such indices or averages. The Morningstar Variable Annuity/Life Report
consists of nearly 700 variable life and annuity funds, all of which report
their data net of investment management fees, direct operating expenses and
separate account charges. VARDS is a monthly reporting service that monitors
approximately 760 variable life and variable annuity funds on performance and
account information. Advertisements or other communications furnished to
present or prospective Certificate Owners may also include evaluations of an
Investment Fund or Portfolio by financial publications that are nationally
recognized such as Barron's, Morningstar's Variable Annuity Sourcebook,
Business Week, Chicago Tribune, Forbes, Fortune, Institutional Investor,
Investment Adviser, Investment Dealer's Digest, Investment Management Weekly,
Los Angeles Times, Money, Money Management Letter, Kiplinger's Personal
Finance, Financial Planning,
18
<PAGE>
National Underwriter, Pension & Investments, USA Today, Investor's Daily, The
New York Times, and The Wall Street Journal.
MONEY MARKET FUND AND INTERMEDIATE GOVERNMENT SECURITIES FUND YIELD
INFORMATION
The current yield and effective yield of the Money Market Fund and
Intermediate Government Securities Fund may appear in reports and promotional
material to current or prospective Certificate Owners.
Money Market Fund
Current yield for the Money Market Fund will be based on net changes in a
hypothetical investment over a given seven-day period, exclusive of capital
changes, and then "annualized" (assuming that the same seven-day result would
occur each week for 52 weeks). "Effective yield" is calculated in a manner
similar to that used to calculate current yield, but when annualized, any
income earned by the investment is assumed to be reinvested. The "effective
yield" will be slightly higher than the "current yield" because any earnings
are compounded weekly. Money Market Fund yields and effective yields assume
the deduction of all Certificate charges and expenses other than the
withdrawal charge, guaranteed minimum death benefit charge and any charge for
tax such as premium tax. See "Part 5: Money Market Fund and Intermediate
Government Securities Fund Yield Information" in the SAI.
Intermediate Government Securities Fund
Current yield for the Intermediate Government Securities Fund will be based
on net changes in a hypothetical investment over a given 30-day period,
exclusive of capital changes, and then "annualized" (assuming that the 30-day
result would occur each month for 12 months). "Effective yield" is calculated
in a manner similar to that used to calculate current yield, but when
annualized, any income earned by the investment is assumed to be reinvested.
The "effective yield" will be higher than the "current yield" because any
earnings are compounded monthly.
Intermediate Government Securities Fund yields and effective yields assume
the deduction of all Certificate charges and expenses other than the
withdrawal charge, guaranteed minimum death benefit charge and any charge for
tax such as premium tax. See "Part 5: Money Market Fund and Intermediate
Government Securities Fund Yield Information" in the SAI.
19
<PAGE>
PART 4: THE GUARANTEED PERIOD ACCOUNT
GUARANTEE PERIODS
Each amount allocated to a Guarantee Period and held to the Period's
Expiration Date accumulates interest at a Guaranteed Rate. The Guaranteed
Rate for each allocation is the annual interest rate applicable to new
allocations to that Guarantee Period, which was in effect on the Transaction
Date for the allocation. We may establish different Guaranteed Rates under
different classes of Certificates. We use the term GUARANTEED PERIOD AMOUNT
to refer to the amount allocated to and accumulated in each Guarantee Period.
The Guaranteed Period Amount is reduced or increased by any market value
adjustment as a result of withdrawals, transfers or charges (see below).
Your Guaranteed Period Account contains the Guarantee Periods to which you
have allocated Annuity Account Value. On the Expiration Date of a Guarantee
Period, its Guaranteed Period Amount and its value in the Guaranteed Period
Account are equal. We call the Guaranteed Period Amount on an Expiration Date
the Guarantee Period's Maturity Value. We report the Annuity Account Value in
your Guaranteed Period Account to reflect any market value adjustment that
would apply if all Guaranteed Period Amounts were withdrawn as of the
calculation date. The Annuity Account Value in the Guaranteed Period Account
with respect to the Guarantee Periods on any Business Day, therefore, will be
the sum of the present value of the Maturity Value in each Guarantee Period,
using the Guaranteed Rate in effect for new allocations to such Guarantee
Period on such date.
Guarantee Periods and Expiration Dates
We currently offer Guarantee Periods ending on February 15th for each of the
maturity years 1997 through 2006. Not all of these Guarantee Periods will be
available to Annuitants ages 71 and above. See "Allocation of Contributions"
in Part 5. As Guarantee Periods expire we expect to add maturity years so
that generally 10 are available in all states at any time under the Rollover
IRA. The Guarantee Periods are not available for investment under the
Rollover IRA in the state of Maryland.
Under the IRA Assured Payment Option and IRA APO Plus, in addition to the
Guarantee Periods above, Guarantee Periods ending on February 15th for each
of the maturity years 2007 through 2011 are also available.
We will not accept allocations to a Guarantee Period if, on the Transaction
Date:
o Such Transaction Date and the Expiration Date for such Guarantee Period
fall within the same calendar year.
o The Guaranteed Rate is 3%.
o The Guarantee Period has an Expiration Date beyond the February 15th
immediately following the Annuity Commencement Date.
Guaranteed Rates and Price Per $100 of Maturity Value
Because the Maturity Value of a contribution allocated to a Guarantee Period
can be determined at the time it is made, you can determine the amount
required to be allocated to a Guarantee Period in order to produce a target
Maturity Value (assuming no transfers or withdrawals are made and no charges
are allocated to the Guarantee Period). The required amount is the present
value of that Maturity Value at the Guaranteed Rate on the Transaction Date
for the contribution, which may also be expressed as the price per $100 of
Maturity Value on such Transaction Date.
Guaranteed Rates for new allocations as of July , 1996 and the related price
per $100 of Maturity Value for each currently available Guarantee Period were
as follows:
<TABLE>
<CAPTION>
GUARANTEE
PERIODS WITH
EXPIRATION DATE GUARANTEED
FEBRUARY 15TH OF RATE AS OF PRICE PER $100 OF
MATURITY YEAR JULY , 1996 MATURITY VALUE
- -------------------- -------------- ------------------
<S> <C> <C>
1997 x.xx% $xx.xx
1998 x.xx xx.xx
1999 x.xx xx.xx
2000 x.xx xx.xx
2001 x.xx xx.xx
2002 x.xx xx.xx
2003 x.xx xx.xx
2004 x.xx xx.xx
2005 x.xx xx.xx
2006 x.xx xx.xx
</TABLE>
20
<PAGE>
Available under the IRA Assured Payment Option and IRA APO Plus
<TABLE>
<CAPTION>
<S> <C> <C>
2007 x.xx% $xx.xx
2008 x.xx xx.xx
2009 x.xx xx.xx
2010 x.xx xx.xx
2011 x.xx xx.xx
</TABLE>
Allocation Among Guarantee Periods
The same approach as described above may also be used to determine the amount
which you would need to allocate to each Guarantee Period in order to create
a series of constant Maturity Values for two or more years.
For example, if you wish to have $100 mature on February 15th of each of
years 1997 through 2001, then according to the above table the lump sum
contribution you would have to make as of July , 1996 would be $ (i.e.,
the sum of the price per $100 of Maturity Value for each maturity year from
1997 through 2001).
The above table is provided to illustrate the use of present value
calculations. It does not take into account the potential for charges to be
deducted or withdrawals or transfers from Guarantee Periods. Actual
calculations will also be based on Guaranteed Rates on each actual
Transaction Date, which may differ.
Options at Expiration Date
Under the Rollover IRA, we will notify you on or before December 31st prior
to the Expiration Date of each Guarantee Period in which you have any
Guaranteed Period Amount. You may elect one of the following options to be
effective at the Expiration Date, subject to the restrictions set forth on
the prior page and under "Allocation of Contributions" in Part 5:
(a) to transfer the Maturity Value into any Guarantee Period we are then
offering, or into any of our Investment Funds; or
(b) to withdraw the Maturity Value (subject to any withdrawal charges
which may apply).
If we have not received your election as of the Expiration Date, the Maturity
Value in the expired Guarantee Period will be transferred into the Guarantee
Period with the earliest Expiration Date.
MARKET VALUE ADJUSTMENT FOR TRANSFERS, WITHDRAWALS OR SURRENDER PRIOR TO THE
EXPIRATION DATE
Any withdrawal (including transfers, surrender and deductions) from a
Guarantee Period prior to its Expiration Date will cause any remaining
Guaranteed Period Amount for that Guarantee Period to be increased or
decreased by a market value adjustment. The amount of the adjustment will
depend on two factors: (a) the difference between the Guaranteed Rate
applicable to the amount being withdrawn and the Guaranteed Rate on the
Transaction Date for new allocations to a Guarantee Period with the same
Expiration Date, and (b) the length of time remaining until the Expiration
Date. In general, if interest rates have risen between the time when an
amount was originally allocated to a Guarantee Period and the time it is
withdrawn, the market value adjustment will be negative, and vice versa; and
the longer the period of time remaining until the Expiration Date, the
greater the impact of the interest rate difference. Therefore, it is possible
that a significant rise in interest rates could result in a substantial
reduction in your Annuity Account Value in the Guaranteed Period Account
related to longer term Guarantee Periods.
The market value adjustment (positive or negative) resulting from a
withdrawal of all funds from a Guarantee Period will be determined for each
contribution allocated to that Period as follows:
(1) We determine the present value of the Maturity Value on the Transaction
Date as follows:
(a) We determine the Guaranteed Period Amount that would be payable on
the Expiration Date, using the applicable Guaranteed Rate.
(b) We determine the period remaining in your Guarantee Period (based on
the Transaction Date) and convert it to fractional years based on a
365 day year. For example three years and 12 days becomes 3.0329.
(c) We determine the current Guaranteed Rate which applies on the
Transaction Date to new allocations to the same Guarantee Period.
(d) We determine the present value of the Guaranteed Period Amount
payable at the Expiration Date, using the period determined in (b)
and the rate determined in (c).
(2) We determine the Guaranteed Period Amount as of the current date.
(3) We subtract (2) from the result in (1)(d). The result is the market
value adjustment applicable to such Guarantee Period, which may be
positive or negative.
The market value adjustment (positive or negative) resulting from a
withdrawal of a portion of the amount in a Guarantee Period will be a
percentage of the market value adjustment that would be ap-
21
<PAGE>
plicable upon a withdrawal of all funds from a Guarantee Period. This
percentage is determined by (i) dividing the amount of the withdrawal or
transfer from the Guarantee Period by (ii) the Annuity Account Value in such
Guarantee Period prior to the withdrawal or transfer. See Appendix I for an
example.
The Guaranteed Rate for new allocations to a Guarantee Period is the rate we
have in effect for this purpose even if new allocations to that Guarantee
Period would not be accepted at the time. This rate will not be less than 3%.
If we do not have a Guaranteed Rate in effect for a Guarantee Period to which
the "current Guaranteed Rate" in (1)(c) would apply, we will use the rate at
the next closest Expiration Date. If we are no longer offering new Guarantee
Periods, the "current Guaranteed Rate" will be determined in accordance with
our procedures then in effect. For purposes of calculating the market value
adjustment only, we reserve the right to add up to 0.25% to the current rate
in (1)(c) above.
MODAL PAYMENT PORTION
Under the IRA Assured Payment Option and IRA APO Plus, a portion of your
contributions or Annuity Account Value is allocated to the Modal Payment
Portion of the Guaranteed Period Account for payments to be made prior to the
Expiration Date of the earliest Guarantee Period we then offer. Such amount
will accumulate interest beginning on the Transaction Date at an interest
rate we set. Interest will be credited daily. Such rate will not be less than
3%.
Upon the expiration of a Guarantee Period, the Guaranteed Period Amount will
be held in the Modal Payment Portion of the Guaranteed Period Account.
Amounts from an expired Guarantee Period held in the Modal Payment Portion of
the Guaranteed Period Account will be credited with interest at a rate equal
to the Guaranteed Rate applicable to the expired Guarantee Period, beginning
on the Expiration Date of such Guarantee Period.
There is no market value adjustment with respect to amounts held in the Modal
Payment Portion of the Guaranteed Period Account.
DEATH BENEFIT AMOUNT
The death benefit provided with respect to the Guaranteed Period Account is
equal to the Annuity Account Value in the Guaranteed Period Account or, if
greater, the sum of the Guaranteed Period Amounts in each Guarantee Period,
plus any amounts in the Modal Payment Portion of the Guaranteed Period
Account. See "Annuity Account Value" in Part 5.
INVESTMENTS
Amounts allocated to Guarantee Periods or the Modal Payment Portion of the
Guaranteed Period Account will be held in a "nonunitized" separate account
established by Equitable Life under the laws of New York. This separate
account provides an additional measure of assurance that full payment of
amounts due under the Guarantee Periods and the Modal Payment Portion of the
Guaranteed Period Account will be made. Under the New York Insurance Law, the
portion of the separate account's assets equal to the reserves and other
contract liabilities relating to the Certificates are not chargeable with
liabilities arising out of any other business we may conduct.
Investments purchased with amounts allocated to the Guaranteed Period Account
are the property of Equitable Life. Any favorable investment performance on
the assets held in the separate account accrues solely to Equitable Life's
benefit. Certificate Owners do not participate in the performance of the
assets held in this separate account. Equitable Life may, subject to
applicable state law, transfer all assets allocated to the separate account
to its general account. Regardless of whether assets supporting Guaranteed
Period Accounts are held in a separate account or our general account, all
benefits relating to the Annuity Account Value in the Guaranteed Period
Account are guaranteed by Equitable Life.
Equitable Life has no specific formula for establishing the Guaranteed Rates
for the Guarantee Periods. Equitable Life expects the rates to be influenced
by, but not necessarily correspond to, among other things, the yields on the
fixed income securities to be acquired with amounts that are allocated to the
Guarantee Periods at the time that the Guaranteed Rates are established. Our
current plans are to invest such amounts in fixed income obligations,
including corporate bonds, mortgage backed and asset backed securities and
government and agency issues having durations in the aggregate consistent
with those of the Guarantee Periods.
Although the foregoing generally describes Equitable Life's plans for
investing the assets supporting Equitable Life's obligations under the fixed
portion of the Certificates, Equitable Life is not obligated to invest those
assets according to any particular plan except as may be required by state
insurance laws, nor will the Guaranteed Rates Equitable Life establishes be
determined by the performance of the nonunitized separate account.
General Account
Our general account supports all of our policy and contract guarantees,
including those applicable to
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the Guaranteed Period Account, as well as our general obligations. Amounts
applied under the Life Contingent Annuity become part of the general account.
See "IRA Assured Payment Option," "Life Contingent Annuity," in Part 6.
The general account is subject to regulation and supervision by the Insurance
Department of the State of New York and to the insurance laws and regulations
of all jurisdictions where we are authorized to do business. Because of
applicable exemptions and exclusionary provisions, interests in the general
account have not been registered under the Securities Act of 1933 (1933 Act),
nor is the general account an investment company under the 1940 Act.
Accordingly, neither the general account nor the Life Contingent Annuity is
subject to regulation under the 1933 Act or the 1940 Act. However, the market
value adjustment interests under the Certificates are registered under the
1933 Act.
We have been advised that the staff of the SEC has not made a review of the
disclosure that is included in the prospectus for your information that
relates to the general account (other than market value adjustment interests)
and the Life Contingent Annuity. The disclosure, however, may be subject to
certain generally applicable provisions of the Federal securities laws
relating to the accuracy and completeness of statements made in prospectuses.
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PART 5: PROVISIONS OF THE CERTIFICATES AND SERVICES
WE PROVIDE
The provisions discussed in this Part 5 apply when your Certificate is
operating primarily to accumulate Annuity Account Value. Different rules may
apply when you elect the IRA Assured Payment Option or IRA APO Plus in the
application or as later elected as a distribution option under your Rollover
IRA as discussed in Part 6. The provisions of your Certificate may be
restricted by applicable laws or regulations.
AVAILABILITY OF THE CERTIFICATES
The Rollover IRA Certificates are available for issue ages 20 through 78.
These Certificates may not be available in all states. These Certificates are
not available in Puerto Rico.
CONTRIBUTIONS UNDER THE CERTIFICATES
Your initial contribution must be at least $10,000. We will only accept
initial contributions which are either rollover contributions under Sections
402(c), 403(a)(4), 403(b)(8), or 408(d)(3) of the Code, or direct
custodian-to-custodian transfers from other individual retirement
arrangements. See "Part 9: Tax Aspects of the Certificates."
You may make subsequent contributions in an amount of at least $1,000.
Subsequent contributions may be "regular" IRA contributions (limited to a
maximum of $2,000 a year), rollover contributions as described above, or
direct transfers as described above. Rollover contributions and direct
transfers are not subject to the $2,000 annual limit.
We may refuse to accept any contribution if the sum of all contributions
under a Certificate would then total more than $1,500,000. We may also refuse
to accept any contribution if the sum of all contributions under all
Equitable annuity accumulation certificates/contracts you own would then
total more than $2,500,000.
"Regular" IRA contributions may no longer be made for the taxable year in
which you attain age 70 1/2 and thereafter. Rollover and direct transfer
contributions may be made until you attain age 78. However, any amount
contributed after you attain age 70 1/2 must be net of your required minimum
distribution for the year in which the rollover or direct transfer
contribution is made. See "Part 9: Tax Aspects of the Certificates." For the
consequences of making a "regular" IRA contribution to your Certificate, also
see Part 9.
Contributions are credited as of the Transaction Date.
METHODS OF PAYMENT
Except as indicated below, all contributions must be made by check. All
contributions made by check must be drawn on a bank or credit union in the
U.S., in U.S. dollars and made payable to Equitable Life. All checks are
accepted subject to collection. All contributions should be sent to Equitable
Life at our Processing Office address designated for contributions.
Wire Transmittals
We will accept, by agreement with broker-dealers who use wire transmittals,
transmittal of initial contributions by wire order from the broker-dealer to
the Processing Office. Such transmittals must be accompanied by essential
information we require to allocate the contribution.
Contributions accepted by wire order will be invested at the value next
determined following receipt for contributions allocated to the Investment
Funds. Contributions allocated to the Guaranteed Period Account will receive
the Guaranteed Rate(s) in effect for the applicable Guarantee Period(s) on
the date contributions are received. Wire orders not accompanied by complete
information, may be retained for a period not exceeding five Business Days
while an attempt is made to obtain the required information. If the required
information cannot be obtained within those five Business Days, the
Processing Office will inform the broker-dealer, on behalf of the applicant,
of the reasons for the delay and return the contribution immediately to the
applicant, unless the applicant specifically consents to our retaining the
contribution until the required information is received by the Processing
Office.
Notwithstanding the acceptance by us of the wire order and the essential
information, however, a Certificate will not be issued until the receipt and
acceptance of a properly completed application. During the time from receipt
of the initial contribution until a signed application is received from the
Certificate Owner, no other financial transactions may be requested.
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If an application is not received within ten days of receipt of the initial
contribution via wire order, or if an incomplete application is received and
cannot be completed within ten days of receipt of the initial contribution,
the amount of the initial contribution will be returned to the applicant with
immediate notification to the broker-dealer. In no event will less than the
full amount of the initial contribution be returned to the applicant.
After your Certificate has been issued, subsequent contributions may be
transmitted by wire.
ALLOCATION OF CONTRIBUTIONS
You have two options from which to choose for allocation of your
contributions: Self-Directed Allocation and Principal Assurance.
Self-Directed Allocation
You design your own investment program by allocating your contributions among
the Investment Options in any way you choose. Your contributions may be
allocated to one or up to all of the available Investment Options at any
time. We allocate contributions among the Investment Options according to
your allocation percentages. Allocations must be in whole percentages.
Allocation percentages can be changed at any time by writing to our
Processing Office, or by telephone. The change will be effective on the
Transaction Date and will remain in effect for future contributions unless
another change is requested. Allocation of the initial contribution is
subject to the provisions for the free look period. See "Free Look Period"
below. Allocation of any contribution to the Guaranteed Period Account is
subject to the following restrictions:
o No more than 60% of any contribution may be allocated to the
Guaranteed Period Account.
o If you are between ages 71 through 74 (inclusive), allocations may
not be made to a Guarantee Period with a maturity year that would
exceed the year in which you will attain age 80. At ages 75 and
above, allocations may be made only to Guarantee Periods with
maturities of five years or less; however, in no event may
allocations be made to Guarantee Periods with maturities beyond the
February 15th immediately following the Annuity Commencement Date.
Principal Assurance
This option is designed to assure that your Maturity Value in a specified
Guarantee Period equals your initial contribution while at the same time
allowing you to invest in the Investment Funds. The maturity year you select
for such specified Guarantee Period may not be later than 10 years nor
earlier than seven years. However, in no event may you elect a year beyond
the year in which you will attain age 70 1/2 . In order to accomplish this
strategy, we will allocate a portion (equal to the present value) of your
initial contribution to a Guarantee Period based on the year you select. See
"Guaranteed Rates and Price Per $100 of Maturity Value" in Part 4. You may
allocate the balance of your contribution to the Investment Funds in any way
you choose. Such allocations to the Investment Funds must be in whole
percentages. Allocation of the portion of your initial contribution to the
Investment Funds is subject to the provisions for the free look period. See
"Free Look Period" below.
Principal Assurance may only be elected at issue of your Certificate and
assumes no withdrawals or transfers of the amount allocated to the specified
Guarantee Period.
Subsequent contributions must be allocated under "Self-Directed Allocation"
described above.
Allocations to the Investment Funds
A contribution allocated to an Investment Fund purchases Accumulation Units
in that Investment Fund based on the Accumulation Unit Value for that
Investment Fund computed on the Transaction Date.
Allocations to the Guaranteed Period Account
Contributions allocated to the Guaranteed Period Account will have the
Guaranteed Rate for the specified Guarantee Period offered on the Transaction
Date.
FREE LOOK PERIOD
You have the right to examine the Rollover IRA Certificate for a period of 10
days after you receive it, and to return it to us for a refund. You cancel it
by sending it to our Processing Office. The free look is extended if your
state requires a refund period of longer than 10 days.
Your refund will equal the Annuity Account Value reflecting any investment
gain or loss, and any positive or negative market value adjustment, through
the date we receive your Certificate at our Processing Office. Some states or
Federal income tax regulations may require that we calculate the refund
differently. In those states that require that we calculate the refund
differently, we may require that any portion of your initial contribution
that you request to have allocated to the Investment Funds, be allocated to
the Money Market Fund until the end of the free look period.
If the IRA Assured Payment Option or IRA APO Plus is elected in the
application for the Certificate,
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your refund will include any amount applied under the Life Contingent
Annuity. See "IRA Assured Payment Option," "Life Contingent Annuity" in Part
6.
We follow these same procedures if you change your mind before a Certificate
has been issued, but after a contribution has been made. See "Part 9: Tax
Aspects of the Certificates" for possible consequences of canceling your
Certificate during the free look period.
If you cancel your Certificate during the free look period, we may require
that you wait six months before you may apply for a Certificate with us
again.
ANNUITY ACCOUNT VALUE
The Annuity Account Value is the sum of the Annuity Account Values in the
Investment Funds and the Guaranteed Period Account.
Annuity Account Value in Investment Funds
The Annuity Account Value in an Investment Fund on any Business Day is equal
to the number of Accumulation Units in that Investment Fund times the
Accumulation Unit Value for the Investment Fund for that date. The number of
Accumulation Units in an Investment Fund at any time is equal to the sum of
Accumulation Units purchased by contributions and transfers less the sum of
Accumulation Units redeemed for withdrawals, transfers or deductions for
charges.
The number of Accumulation Units purchased or sold in any Investment Fund
equals the dollar amount of the transaction divided by the Accumulation Unit
Value for that Investment Fund for the applicable Transaction Date.
The number of Accumulation Units will not vary because of any later change in
the Accumulation Unit Value. The Accumulation Unit Value varies with the
investment performance of the correspond- ing Portfolios of the Trust, which
in turn reflects the investment income and realized and unrealized capital
gains and losses of the Portfolios, as well as the Trust fees and expenses.
The Accumulation Unit Value is also stated after deduction of the Separate
Account asset charges relating to the Certificates. A description of the
computation of the Accumulation Unit Value is found in the SAI.
Annuity Account Value in Guaranteed Period
Account
The Annuity Account Value in the Guaranteed Period Account on any Business
Day will be the sum of the present value of the Maturity Value in each
Guarantee Period, using the Guaranteed Rate in effect for new allocations to
such Guarantee Period on such date. (This is equivalent to the Guaranteed
Period Amount increased or decreased by the full market value adjustment.)
The Annuity Account Value, therefore, may be higher or lower than the
contributions (less withdrawals) accumulated at the Guaranteed Rate. At the
Expiration Date the Annuity Account Value in the Guaranteed Period Account
will equal the Maturity Value. While the IRA Assured Payment Option or IRA
APO Plus is in effect, the Annuity Account Value will include any amount in
the Modal Payment Portion of the Guaranteed Period Account. However, amounts
held in the Modal Payment Portion of the Guaranteed Period Account are not
subject to a market value adjustment. See "Part 4: The Guaranteed Period
Account."
TRANSFERS AMONG INVESTMENT OPTIONS
At any time prior to the Annuity Commencement Date, you may transfer all or
portions of your Annuity Account Value among the Investment Options, subject
to the following restrictions.
o Transfers are permitted to or from a Guarantee Period once per
quarter during each Contract Year. Such transfers may be made at any
time during each quarter.
o Transfers out of a Guarantee Period other than at the Expiration Date
will result in a market value adjustment. See "Part 4: The Guaranteed
Period Account."
o Transfers to Guarantee Periods are subject to the restrictions set
forth under "Guarantee Periods and Expiration Dates" in Part 4 and
are limited based on your attained age. See "Allocation of
Contributions" above.
Transfer requests must be made directly to our Processing Office. Your
request for a transfer should specify your Certificate number, the amounts or
percentages to be transferred and the Investment Options to and from which
the amounts are to be transferred. Your transfer request may be in writing or
by telephone.
For telephone transfer requests, procedures have been established by
Equitable Life that are considered to be reasonable and are designed to
confirm that instructions communicated by telephone are genuine. Such
procedures include requiring certain personal identification information
prior to acting on telephone instructions and providing written confirmation.
In light of the procedures established, Equitable Life will not be liable for
following telephone instructions that it reasonably believes to be genuine.
We may restrict, in our sole discretion, the use of an agent acting under a
power of attorney, such as a market timer, on behalf of more than one
Certificate
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Owner to effect transfers. Any agreements to use market timing services to
effect transfers are subject to our rules then in effect and must be on a
form satisfactory to us.
A transfer request will be effective on the Transaction Date and the transfer
to or from Investment Funds will be made at the Accumulation Unit Value next
computed after the Transaction Date. All transfers will be confirmed in
writing.
DOLLAR COST AVERAGING
If you have at least $10,000 of Annuity Account Value in the Money Market
Fund, you may choose to have a specified dollar amount transferred from the
Money Market Fund to other Investment Funds on a monthly basis. The main
objective of dollar cost averaging is to attempt to shield your investment
from short term price fluctuations. Since the same dollar amount is
transferred to other Investment Funds each month, more Accumulation Units are
purchased in an Investment Fund if the value per Accumulation Unit is low and
fewer Accumulation Units are purchased if the value per Accumulation Unit is
high. Therefore, a lower average value per Accumulation Unit may be achieved
over the long term. This plan of investing allows you to take advantage of
market fluctuations but does not assure a profit or protect against a loss in
declining markets.
The dollar cost averaging option may be elected at the time you apply for the
Certificate or at a later date. The minimum amount that may be transferred
each month is $250. The maximum amount which may be transferred is equal to
the Annuity Account Value in the Money Market Fund at the time the option is
elected, divided by 12.
The transfer date will be the same calendar day each month as the Contract
Date. If, on any transfer date, the Annuity Account Value in the Money Market
Fund is equal to or less than the amount you have elected to have
transferred, the entire amount will be transferred and the dollar cost
averaging option will end. You may change the transfer amount once each
Contract Year, or cancel this option by sending us satisfactory notice to our
Processing Office at least seven calendar days before the next transfer date.
DEATH BENEFIT
Generally, upon receipt of proof satisfactory to us of your death prior to
the Annuity Commencement Date, we will pay the death benefit to the
beneficiary named in your Certificate. You designate the beneficiary at the
time you apply for the Certificate. While the Certificate is in effect, you
may change your beneficiary by writing to our Processing Office. The change
will be effective on the date the written submission was signed. The death
benefit payable will be determined as of the date we receive such proof of
death and any required instructions as to the method of payment.
The death benefit is equal to the sum of:
(1) the Annuity Account Value in the Investment Funds, or, if greater,
the guaranteed minimum death benefit defined below; and
(2) the death benefit provided with respect to the Guaranteed Period
Account. See "Part 4: The Guaranteed Period Account."
Guaranteed Minimum Death Benefit (GMDB)
Applicable to Certificates issued in all states except
- -----------------------------------------------------------------------------
New York
The GMDB is determined daily. On the Contract Date, the GMDB is equal to the
portion of the initial contribution allocated to the Investment Funds.
Thereafter, the GMDB is equal to (a) the GMDB determined on the immediately
preceding Business Day, plus (b) any subsequent contributions and transfers
into the Investment Funds, less (c) any transfers and withdrawals from such
Funds. In addition, interest (see below) is credited to and becomes part of
the GMDB on each Processing Date.
Interest will be calculated at the applicable effective annual GMDB interest
rate for your "attained age" (your age at issue of the Certificate plus the
number of Contract Years that have elapsed since the Contract Date, see table
below) taking into account contributions, transfers and withdrawals during
the Contract Year, except with respect to amounts in the Money Market Fund
and the Intermediate Government Securities Fund where the interest credit
will be based on an interest rate of 3% for Annuitant attained ages 70 and
under and 0% for ages 71 and over.
<TABLE>
<CAPTION>
GMDB INTEREST RATE TABLE
ATTAINED AGE RATE
- ----------------- --------
<S> <C>
20 through 70 6%
71 through 85 0%
- ----------------- --------
</TABLE>
Applicable to Certificates issued in New York
The GMDB is determined daily. On the Contract Date, the GMDB is equal to the
portion of the initial contribution allocated to the Investment Funds.
Thereafter, the GMDB is equal to (a) the GMDB calculated on the immediately
preceding Business Day, plus (b) any subsequent contributions and transfers
into the Investment Funds, less (c) any transfers and withdrawals from such
Funds. Addi-
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tionally, on each Processing Date the GMDB is reset at the greater of the
current GMDB and the current Annuity Account Value in the Investment Funds.
On no date, however, will the GMDB be greater than (a) the portion of the
initial contribution allocated to the Investment Funds, plus (b) any
subsequent contributions and transfers into the Investment Funds, less (c)
any transfers and withdrawals from such Funds, plus (d) interest (described
above) that is credited on each Processing Date.
See Appendix II for an example of the calculation of the GMDB.
How Withdrawals and Transfers Affect the GMDB
Withdrawals and transfers out of the Investment Funds generally reduce the
GMDB on a dollar-for- dollar basis as of the date of the withdrawal or
transfer. However, if at any time the sum of withdrawals and transfers out of
the Investment Funds in a Contract Year, calculated as a percentage of the
Annuity Account Value as of the date of such withdrawal or transfer, exceed
the current GMDB interest rate, the transaction that caused the excess and
all additional withdrawals and/or transfers out of the Investment Funds in
that Contract Year will cause a percentage reduction in the GMDB as of the
date of the withdrawal or transfer, rather than a dollar-for-dollar
reduction. This means that if the GMDB interest rate is 6% and you withdraw
5% of the Annuity Account Value in the Investment Funds, your GMDB will be
reduced by the dollar amount of the withdrawal as of the date of the
withdrawal. If you withdraw 10% of your Annuity Account Value, your GMDB will
be reduced by 10% as of the date of the withdrawal.
You should consider the timing of your withdrawals and transfers as they
relate to the affect on the GMDB.
How Payment is Made
We will pay the death benefit to the beneficiary in the form of the income
annuity option you have chosen under your Certificate. If no income annuity
option has been chosen at the time of your death, the beneficiary will
receive the death benefit in a lump sum. However, subject to Equitable Life's
rules then in effect and any other applicable requirements under the Code,
the beneficiary may elect to apply the death benefit amount to one or more
income annuity options offered by Equitable Life. See "Income Annuity
Options" in Part 6.
If you elect to have your spouse be both the sole primary beneficiary and the
successor Annuitant/ Certificate Owner, then no death benefit is payable
until your surviving spouse's death.
CASH VALUE
The Cash Value under the Certificate fluctuates daily with the investment
performance of the Investment Funds you have selected and reflects any upward
or downward market value adjustment. See "Part 4: The Guaranteed Period
Account." We do not guarantee any minimum Cash Value except for amounts in a
Guarantee Period held to the Expiration Date. On any date before the Annuity
Commencement Date while the Certificate is in effect, the Cash Value is equal
to the Annuity Account Value, less any withdrawal charge. The free corridor
amount will not apply when calculating the withdrawal charge applicable upon
a surrender. See "Part 7: Deductions and Charges."
SURRENDERING THE CERTIFICATES TO
RECEIVE THE CASH VALUE
You may surrender a Certificate to receive the Cash Value at any time while
you are living and before the Annuity Commencement Date.
For a surrender to be effective, we must receive your written request and the
Certificate at our Processing Office. The Cash Value will be determined on
the Transaction Date. All benefits under the Certificate will be terminated
as of that date.
You may receive the Cash Value in a single sum payment or apply it under one
or more of the income annuity options. See "Income Annuity Options" in Part
6. We will usually pay the Cash Value within seven calendar days, but we may
delay payment as described in "When Payments are Made" below.
For the tax consequences of surrenders, see "Part 9: Tax Aspects of the
Certificates."
WHEN PAYMENTS ARE MADE
Under applicable law, application of proceeds from the Investment Funds to a
variable annuity, payment of a death benefit from the Investment Funds,
payment of any portion of the Annuity Account Value (less any applicable
withdrawal charge) from the Investment Funds, and, upon surrender, payment of
the Cash Value from the Investment Funds will be made within seven calendar
days after the Transaction Date. Payments or application of proceeds from the
Investment Funds can be deferred for any period during which (1) the New York
Stock Exchange is closed or trading on it is restricted, (2) sales of
securities or determination of the fair value of an Investment Fund's assets
is not reasonably practicable because of an emergency, or (3) the SEC, by
order, permits us to defer payment in order to protect persons with interest
in the Investment Funds.
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We can defer payment of any portion of the Annuity Account Value in the
Guaranteed Period Account for up to six months while you are living. We may
also defer payments for any amount attributable to a contribution made in the
form of a check for a reasonable amount of time (not to exceed 15 days) to
permit the check to clear.
ASSIGNMENT
The Certificates are not assignable or transferrable except through surrender
to us. They may not be borrowed against or used as collateral for a loan or
other obligation.
DISTRIBUTION OF THE CERTIFICATES
As the distributor of the Certificates, Equitable Distributors, Inc. (EDI),
an indirect wholly owned subsidiary of Equitable Life, has responsibility for
sales and marketing functions for the Certificates. EDI also serves as the
principal underwriter of the Separate Account under the 1940 Act. EDI is
registered with the SEC as a broker-dealer under the Exchange Act and is a
member of the National Association of Securities Dealers, Inc. EDI's
principal business address is 787 Seventh Avenue, New York, New York 10019.
The Certificates will be sold by registered representatives of EDI, as well
as by unaffiliated broker- dealers with which EDI has entered into selling
agreements. Broker-dealer sales compensation (including for EDI and its
affiliates) will not exceed six percent of total contributions made under a
Certificate. EDI may also receive compensation and reimbursement for its
marketing services under the terms of its distribution agreement with
Equitable Life. Broker-dealers receiving sales compensation will generally
pay a portion thereof to their registered representatives as commissions
related to sales of the Certificates. The offering of the Certificates is
intended to be continuous.
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<PAGE>
PART 6: DISTRIBUTION METHODS UNDER THE CERTIFICATES
The provisions discussed in this Part 6 apply when you elect the IRA Assured
Payment Option or IRA APO Plus in the application or as a distribution option
at a later date, as well as to other distribution methods under your
Certificate.
The Rollover IRA Certificates offer several distribution methods specifically
designed to provide retirement income. The Choice Income Plan which includes
the IRA Assured Payment Option and IRA APO Plus, may be elected in the
application or as a distribution option at a later date. In addition, the
Certificates provide for Lump Sum Withdrawals, Substantially Equal Payment
Withdrawals, Periodic Withdrawals and Minimum Distribution Withdrawals. Fixed
and variable income annuity options are also available for amounts to be
applied at the Annuity Commencement Date. The IRA Assured Payment Option and
IRA APO Plus may not be available in all states.
The Certificates are subject to the Code's minimum distribution requirements.
Generally, distributions from these Certificates must commence by April 1 of
the calendar year following the calendar year in which you attain age 70 1/2
. Subsequent distributions must be made by December 31st of each calendar
year. If you do not commence minimum distributions in the calendar year in
which you attain age 70 1/2 , and wait until the three month period (January
1 to April 1) in the next calendar year to commence minimum distributions,
then you must take two required minimum distributions in that calendar year.
If the required minimum distribution is not made, a penalty tax in an amount
equal to 50% of the difference between the amount required to be withdrawn
and the amount actually withdrawn may apply. See "Part 9: Tax Aspects of the
Certificates" for a discussion of various special rules concerning the
minimum distribution requirements.
For IRA retirement benefits subject to minimum distribution requirements, we
will send a form outlining the distribution options available before you
reach age 70 1/2 (if you have not annuitized before that time).
IRA ASSURED PAYMENT OPTION
The IRA Assured Payment Option is designed to provide you with guaranteed
payments for your life (SINGLE LIFE) or for the lifetime of you and a joint
Annuitant you designate (JOINT AND SURVIVOR) through a series of
distributions from the Annuity Account Value that are followed by Life
Contingent Annuity payments. Payments you receive during the fixed period are
designed to pay out the entire Annuity Account Value by the end of the fixed
period and to meet or exceed minimum distribution requirements, if
applicable. See "Minimum Distribution Withdrawals" below. The fixed period
ends with the distribution of the Maturity Value of the last Guarantee
Period, or distribution of the final amount in the Modal Payment Portion of
the Guaranteed Period Account. The fixed period may also be referred to as
the "liquidity period" as during this period, you have access to the Cash
Value through Lump Sum Withdrawals or surrender of the Certificate, with
lifetime income continuing in reduced amounts.
After the fixed period, the payments are made under the Life Contingent
Annuity described below.
You may elect the IRA Assured Payment Option at any time if your initial
contribution or Annuity Account Value is at least $25,000 at the time of
election, by submitting a written request satisfactory to us. The IRA Assured
Payment Option may be elected at ages 59 1/2 through 83. If you are over age
70 1/2 , the availability of this option may be restricted under certain
limited circumstances. See "Tax Considerations for the IRA Assured Payment
Option and IRA APO Plus" in Part 9. The IRA Assured Payment Option with level
payments (described below) may be elected at ages as young as 45, subject to
restrictions described below under "Election Restrictions under Joint and
Survivor." Also, there are tax considerations that should be taken into
account before electing level payments under the IRA Assured Payment Option
if you are under age 59 1/2 . See "Penalty Tax on Early Distributions" in
Part 9. The IRA Assured Payment Option with increasing payments (described
below) may be elected at ages as young 53 1/2 provided payments do not start
before you attain age 59 1/2 .
Once the IRA Assured Payment Option is elected, all amounts currently held
under your Rollover IRA must be allocated to the Guarantee Periods, the Modal
Payment Portion of the Guaranteed Period Account, if applicable, and the Life
Contingent Annuity. See "Allocation of Contributions or Annuity Account
Value" below. Subsequent contributions may be made according to the rules set
forth below and in "Tax-Free Transfers and Rollovers" in Part 9.
Subsequent Contributions under the IRA Assured
Payment Option
Subsequent "regular" IRA contributions may no longer be made for the taxable
year in which you attain age 70 1/2 and thereafter. Subsequent rollover and
direct transfer contributions may be made at any time until within seven
years of the end of the fixed period while the IRA Assured Payment Option
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<PAGE>
is in effect. However, any amount contributed after you attain age 70 1/2
must be net of your required minimum distribution for the year in which the
rollover or direct transfer contribution is made.
Payments
You may elect to receive monthly, quarterly or annual payments. However, all
payments are made on the 15th of the month. Payments to be made on an
Expiration Date during the fixed period represent distributions of the
Maturity Values of serially maturing Guarantee Periods on their Expiration
Dates. Payments to be made monthly, quarterly or annually on dates other than
an Expiration Date represent distributions from amounts in the Modal Payment
Portion of the Guaranteed Period Account. See "Part 4: The Guaranteed Period
Account."
A $2.50 charge will be deducted from each payment made on a monthly or
quarterly basis under the IRA Assured Payment Option.
You have a choice of receiving level payments during the fixed period and
then under the Life Contingent Annuity. Or, you may elect to receive payments
that increase. During the fixed period, payments are designed to increase by
10% every three years on each third anniversary of the payment start date.
After the end of the fixed period, your first payment under the Life
Contingent Annuity will be 10% greater than the final payment made under the
fixed period. Thereafter, payments will increase annually on each anniversary
of the payment start date under the Life Contingent Annuity based on the
annual increase in the Consumer Price Index, but in no event greater than 3%
in any year.
Payments will generally start one payment mode from the date the IRA Assured
Payment Option goes into effect. Or you may choose to defer the date payments
will start generally for a period of up to 60 months. Deferral of the payment
start date permits you to lock in rates at a time when you may consider
current rates to be high, while permitting you to delay receiving payments if
you have no immediate need to receive income under your Certificate. In
making this decision, you should consider that the amount of income you
purchase is based on the rates applicable on the Transaction Date, so if
rates rise during the interim, your payments may be less than they would have
been if you had elected the IRA Assured Payment Option at a later date.
Deferral of the payment start date is not available above age 80. Before you
elect to defer the date your payments will start, you should consider the
consequences of this decision on the requirement under the Code that you take
minimum distributions each calendar year with respect to the value of your
IRA. See "Required Minimum Distributions" in Part 9. The ability to defer the
payment start date may not be available in all states.
Required minimum distributions will be calculated based on the Annuity
Account Value in each Guarantee Period and the deemed value of the Life
Contingent Annuity for tax purposes. If at any time your payment under the
IRA Assured Payment Option would be less than the minimum amount required to
be distributed under minimum distribution rules, we will notify you of the
difference. You will have the option to have an additional amount withdrawn
under your Certificate and such withdrawal will be treated as a Lump Sum
Withdrawal; however, no withdrawal charge will apply. An adjustment will be
made to future scheduled payments. Or, you may take the amount from other IRA
funds you may have. See "Lump Sum Withdrawals" below and "Required Minimum
Distributions" in Part 9.
See Appendix III for an example of payments purchased under an IRA Assured
Payment Option.
Fixed Period
If you elect level payments, you may select a fixed period of not less than
seven years nor more than 15 years. The maximum fixed period available based
on your age at issue of the Certificate (or attained age if the IRA Assured
Payment Option is elected after issue) is as follows:
<TABLE>
<CAPTION>
AGE* MAXIMUM FIXED PERIOD
- ----------------- -----------------------------------
<S> <C>
45 through 70 15 years
71 through 78 85 less your issue/attained age
79 through 83 7 years
</TABLE>
The minimum and maximum fixed period will be reduced by each year you defer
the date payments will start.
If you elect increasing payments, you do not have a choice as to the fixed
period. Based on your age at issue of the Certificate (or your attained age
if the IRA Assured Payment Option is elected after issue), your fixed period
will be as follows:
<TABLE>
<CAPTION>
AGE* FIXED PERIOD
- ----------------- ----------------
<S> <C>
59 1/2 through 70 15 years
71 through 75 12 years
76 through 80 9 years
81 through 83 6 years
</TABLE>
If you elect increasing payments and defer the date payments will start, your
fixed period will be as follows:
<TABLE>
<CAPTION>
FIXED PERIOD BASED ON
DEFERRAL PERIOD
---------------------------
AGE* 1-36 MONTHS 37-60 MONTHS
- ----------------- ------------- ------------
<S> <C> <C>
53 1/2 through 70 12 years 9 years
71 through 75 9 years 9 years
76 through 80 6 years 6 years
81 through 83 N/A N/A
</TABLE>
* For joint and survivor, the fixed period is based on the age of the younger
Annuitant.
31
<PAGE>
Allocation of Contributions or Annuity Account Value
If the IRA Assured Payment Option is elected in the application, then based
on the amount of your initial contribution, your age and sex (and the age and
sex of the joint Annuitant, if applicable), the mode of payment, the form of
payments and the fixed period you select, your entire contribution will be
allocated by us. A portion of the initial contribution will be allocated
among the Guarantee Periods and the Modal Payment Portion of the Guaranteed
Period Account, if applicable, to provide fixed period payments and a portion
will be applied under the Life Contingent Annuity in order to provide the
payments for life. If the IRA Assured Payment Option is elected any time
after issue of the Rollover IRA Certificate or if you cancel IRA APO Plus
(discussed below) and elect the IRA Assured Payment Option, then based on
your Annuity Account Value and the information you provide as described
above, your entire Annuity Account Value, including any amounts currently
invested in the Investment Funds, will be allocated by us among the Guarantee
Periods, the Modal Payment Portion of the Guaranteed Period Account, if
applicable, and applied under the Life Contingent Annuity. While the IRA
Assured Payment Option is in effect, no amounts may be allocated to the
Investment Funds. If amounts in the Guarantee Periods are transferred, a
market value adjustment may apply.
If you elect the IRA Assured Payment Option in the application and your
initial contribution will come from multiple sources, your application must
also indicate that contributions are to be allocated to the Money Market Fund
under the Rollover IRA described in Part 5. Election of the IRA Assured
Payment Option must include your instructions to apply your Annuity Account
Value, on the date the last such contribution is received, under the IRA
Assured Payment Option as described above.
Any subsequent contributions made while the IRA Assured Payment Option is in
effect must be allocated to the Guarantee Periods and applied to the Life
Contingent Annuity. We will determine the allocation of such contributions,
such that your payments will be increased and the fixed period and date that
payments are to start under the Life Contingent Annuity will remain the same.
Life Contingent Annuity
The Life Contingent Annuity provides lifetime payments starting after the end
of the fixed period. The portion of your contributions or Annuity Account
Value applied under the Life Contingent Annuity does not have a Cash Value or
an Annuity Account Value and, therefore, does not provide for transfers or
withdrawals. Once the fixed period has ended and payments have begun under
the Life Contingent Annuity, subsequent amounts may no longer be applied
under the Life Contingent Annuity.
THERE IS NO DEATH BENEFIT PROVIDED UNDER THE LIFE CONTINGENT ANNUITY AND
ANNUITY INCOME IS PAID ONLY IF YOU (OR A JOINT ANNUITANT) ARE LIVING AT THE
DATE ANNUITY BENEFITS BEGIN. BENEFITS ARE ONLY PAID DURING YOUR LIFETIME AND,
IF APPLICABLE, THE LIFETIME OF A JOINT ANNUITANT. CONSEQUENTLY, YOU SHOULD
CONSIDER THE POSSIBILITY THAT NO AMOUNTS WILL BE PAID UNDER THE LIFE
CONTINGENT ANNUITY IF YOU (OR A JOINT ANNUITANT) DO NOT SURVIVE TO THE DATE
PAYMENTS ARE TO START UNDER SUCH ANNUITY.
You may elect to have the Life Contingent Annuity provide level or increasing
payments on a Single Life or a Joint and 100% to Survivor basis. If you elect
increasing payments, the payments will increase annually based on the
increase in the Consumer Price Index, but in no event greater than 3% per
year. The Life Contingent Annuity may also provide payments on a Joint and
one-half to Survivor or a Joint and two-thirds to Survivor basis.
Payments under the Life Contingent Annuity will be made to you during your
lifetime (and the lifetime of the joint Annuitant, if applicable) on the same
payment mode and date as the payments that were made during the fixed period.
Election Restrictions under Joint and
Survivor
Election of the IRA Assured Payment Option with a Joint and Survivor form of
the Life Contingent Annuity is subject to the following restrictions: (i) the
joint Annuitant must be your spouse; (ii) neither you nor the joint Annuitant
can be over age 83; (iii) under level payments if you elect the Joint and
100% to Survivor form, only the longest fixed period is permitted; (iv) if
you or the joint Annuitant is under age 59 1/2 , only the Joint and 100% to
Survivor form is permitted; and (v) the fixed period may be limited by the
minimum distribution rules. See "Required Minimum Distributions" in Part 9.
Withdrawals under the IRA Assured
Payment Option
While the IRA Assured Payment Option is in effect, if you take a Lump Sum
Withdrawal as described under "Lump Sum Withdrawals" below (or if a Lump Sum
Withdrawal is made to satisfy minimum distribution requirements under the
Certificate), such withdrawals will be taken from all remaining Guarantee
Periods to which your Annuity Account Value is allocated and the Modal
Payment Portion of the Guaranteed Period Account, if applicable, such that
32
<PAGE>
the amount of the payments and the length of the fixed period will be
reduced, and the date payments are to start under the Life Contingent Annuity
will be accelerated. Additional amounts above the amount of the requested
withdrawal will be withdrawn from the Guaranteed Period Account and applied
to the Life Contingent Annuity to the extent necessary to achieve this
result. As a result, the same pattern of payments will continue in reduced
amounts for your life, and if applicable, the life of your joint Annuitant.
If you have elected increasing payments, the first reduction in your payments
will take place no later than the date of the next planned increase.
Substantially Equal Payment Withdrawals, Periodic Withdrawals and Minimum
Distribution Withdrawals may not be elected while the IRA Assured Payment
Option is in effect. See "Substantially Equal Payment Withdrawals," "Periodic
Withdrawals" and "Minimum Distribution Withdrawals," below.
Death Benefit
Once you have elected the IRA Assured Payment Option, if a death benefit
becomes payable during the fixed period we will pay the death benefit amount,
as described under "Death Benefit" in Part 5, to the designated beneficiary.
Unless you have elected a Joint and Survivor form under the Life Contingent
Annuity, no payment will be made under the Life Contingent Annuity. The death
benefit payable relates only to the Guarantee Periods under the Certificate;
a death benefit is never payable under the Life Contingent Annuity.
If you have elected a Joint and Survivor form of annuity under the Life
Contingent Annuity, payments will be made to you or the joint Annuitant, if
living on the date payments are to start. The designated beneficiary and the
joint Annuitant must be your spouse.
Termination of the IRA Assured
Payment Option
The IRA Assured Payment Option will be terminated if: (i) you cancel such
option at any time by sending a written request satisfactory to us; (ii) you
submit a subsequent contribution and you do not want it applied under the IRA
Assured Payment Option; (iii) you request a transfer of your Annuity Account
Value as described under "Transfers Among Investment Options" in Part 5,
while the IRA Assured Payment Option is in effect; or (iv) you request a
change in the date the payments are to start under the Life Contingent
Annuity. Once the IRA Assured Payment Option is terminated, in order to
receive distributions from your Annuity Account Value you must utilize the
withdrawal options described under "Withdrawals" below. Although the Life
Contingent Annuity will continue in effect and payments will be made if you
or your joint Annuitant, if applicable, are living on the date payments are
to start, additional Life Contingent Annuity payments may not be purchased.
You may elect to start the IRA Assured Payment Option again by submitting a
written request satisfactory to us, but no sooner than three years after the
Option was terminated. If you elected the IRA Assured Payment Option at age
70 1/2 or older and subsequently terminate this Option, required minimum
distributions must continue to be made with respect to your Certificate. If
you elected the IRA Assured Payment Option at age 79 (may apply beginning at
older ages in some states) or above and subsequently terminate this Option,
annuity payments must commence no later than the calendar year in which you
attain age 90 (may be limited to age 85 in some states).
Before terminating the IRA Assured Payment Option, you should consider the
implications this may have under the minimum distribution requirements. See
"Tax Considerations for the IRA Assured Payment Option and IRA APO Plus" in
Part 9.
Income Annuity Options and Surrendering
the Certificates
If you elect an annuity benefit as described under "Income Annuity Options"
below, or surrender the Certificate for its Cash Value as described under
"Surrendering the Certificates to Receive the Cash Value" in Part 5, once we
receive your returned Certificate, your Certificate will be returned to you
with a notation that the Life Contingent Annuity is still in effect.
Thereafter, no subsequent contributions will be accepted under the
Certificate and no amounts may be applied under the Life Contingent Annuity.
Withdrawal Charge
While the IRA Assured Payment Option is in effect, withdrawal charges will
not apply to the level or increasing payments made during the fixed period.
Except as necessary to meet minimum distribution requirements under the
Certificate, Lump Sum Withdrawals will be subject to a withdrawal charge and
will have a 10% free corridor available. Upon termination of the IRA Assured
Payment Option, the free corridor will apply as described under "Withdrawal
Charge" in Part 7.
IRA APO PLUS
IRA APO Plus is a variation of the IRA Assured Payment Option. IRA APO Plus
is available at ages 59 1/2 through 83. It may also be elected at ages as
young as 53 1/2 provided payments under IRA APO Plus do not start before you
attain age 59 1/2 . Except
33
<PAGE>
as indicated below, all provisions of the IRA Assured Payment Option apply to
IRA APO Plus. IRA APO Plus enables you to keep a portion of your Annuity
Account Value in the Investment Funds while periodically converting such
Annuity Account Value to increase the guaranteed lifetime income under the
IRA Assured Payment Option. When you elect IRA APO Plus, a portion of your
initial contribution or Annuity Account Value as applicable is allocated by
us to the IRA Assured Payment Option to provide a minimum guaranteed lifetime
income through allocation of amounts to the Guarantee Periods and the Modal
Payment Portion of the Guaranteed Period Account, if applicable, and
application of amounts to the Life Contingent Annuity. The remaining Annuity
Account Value remains in the Investment Funds. Periodically during the fixed
period (as described below), a portion of the remaining Annuity Account Value
in the Investment Funds is applied to increase the guaranteed level payments
under the IRA Assured Payment Option.
IRA APO Plus allows you to remain invested in the Investment Funds for longer
than would be possible if you applied your entire Annuity Account Value all
at once to the IRA Assured Payment Option or to an income annuity option,
while utilizing an "exit strategy" to provide retirement income.
If IRA APO Plus is elected in the application, we may require that the
portion of the initial contribution to be allocated to the Investment Funds,
be allocated to the Money Market Fund until the end of the free look period.
See "Free Look Period" in Part 5.
The fixed period under IRA APO Plus will be based on your age (or the age of
the younger Annuitant if Joint and Survivor is elected) at issue of the
Certificate (or attained age if IRA APO Plus is elected after issue) and will
be the same as the periods indicated for increasing payments under "IRA
Assured Payment Option" above.
You may elect to defer the payment start date as described in "Payments"
under "IRA Assured Payment Option," above. The fixed period will also be as
indicated for deferral of the payment start date for increasing payments
under the IRA Assured Payment Option.
You elect IRA APO Plus in the application or at a later date by submitting
the proper form. IRA APO Plus may not be elected if the IRA Assured Payment
Option is already in effect.
The amount applied under IRA APO Plus is either the initial contribution if
IRA APO Plus is elected at issue of the Certificate, or the Annuity Account
Value if IRA APO Plus is elected after issue of the Certificate. Out of a
portion of the amount applied, level payments are provided under the IRA
Assured Payment Option equal to the initial payment that would have been
provided on the Transaction Date by the allocation of the entire amount to
increasing payments as described in "Payments" under "IRA Assured Payment
Option," above. The difference between the amount required for level payments
and the amount required for increasing payments is allocated to the
Investment Funds in accordance with your instructions. If you have Annuity
Account Value in the Guaranteed Period Account at the time this option is
elected, a market value adjustment may apply as a result of such amounts
being transferred to effect the IRA Assured Payment Option.
On the third February 15th following the date the first payment is made (if
payments are to be made on February 15th, the date of the first payment will
be counted as the first February 15th) during the fixed period while you are
living, a portion of the Annuity Account Value in the Investment Funds is
taken pro rata from the Annuity Account Value in each Investment Fund and is
applied to increase the level payments under the IRA Assured Payment Option.
If a deferral period of three years or more is elected, a portion of the
Annuity Account Value in the Investment Funds will be applied on the February
15th prior to the date the first payment is made, to increase the initial
level payments. If payments are to be made on February 15th, the date of the
first payment will be counted as the first February 15th.
The amount applied is the amount which provides for level payments equal to
the initial payment that would have been provided by the allocation of the
entire Annuity Account Value to increasing payments, as described in the
preceding paragraph. This process is repeated each third year during the
fixed period. The first increased payment will be reflected in the payment
made following three full years of payments and then every three years
thereafter. On the Transaction Date immediately following the last payment
during the fixed period, the remaining Annuity Account Value in the
Investment Funds is first applied to the Life Contingent Annuity to change
the level payments previously purchased to increasing payments. If there is
any Annuity Account Value remaining after the increasing payments are
purchased, this balance is applied to the Life Contingent Annuity to further
increase such increasing payments. If the Annuity Account Value in the
Investment Funds is insufficient to purchase the increasing payments, then
the level payments previously purchased will be increased to the extent
possible.
34
<PAGE>
While IRA APO Plus provides a minimum guaranteed lifetime payment under the
IRA Assured Payment Option, the total amount of income that can be provided
over time will depend on the investment performance of the Investment Funds
in which you have Annuity Account Value, as well as the current Guaranteed
Rates and the cost of the Life Contingent Annuity, which may vary.
Consequently, the aggregate amount of guaranteed lifetime income under IRA
APO Plus may be more or less than the amount that could have been purchased
by application at the outset of the entire initial contribution or Annuity
Account Value to the IRA Assured Payment Option.
See Appendix III for an example of the payments purchased under IRA Assured
Payment Option and IRA APO Plus.
In calculating your required minimum distributions your Annuity Account Value
in the Investment Funds, the Annuity Account Value in each Guarantee Period,
any amount in the Model Payment Portion of the Guaranteed Period Account, and
the deemed value of the Life Contingent Annuity for tax purposes will be
taken into account as described in "Payments" under "IRA Assured Payment
Option," above. Also see "Required Minimum Distributions" in Part 9.
Allocation of Subsequent Contributions under IRA APO Plus
Any subsequent contributions you make may only be allocated to the Investment
Funds, where it is later applied by us under the IRA Assured Payment Option.
Subsequent contributions will be allocated among the Investment Funds
according to your allocation percentages. Allocation percentages can be
changed at any time by writing to our Processing Office. Subsequent
Contributions may no longer be made after the end of the fixed period.
Transfers Among Investment Options under IRA APO Plus
While IRA APO Plus is in effect, you may transfer all or a portion of your
Annuity Account Value in the Investment Funds, among the Investment Funds in
any way you choose. However, you may not transfer Annuity Account Value from
the Investment Funds to the Guaranteed Period Account.
Withdrawals under IRA APO Plus
While IRA APO Plus is in effect, if you take a Lump Sum Withdrawal as
described under "Lump Sum Withdrawals" below (or if a Lump Sum Withdrawal is
made to satisfy minimum distribution requirements under the Certificate),
such withdrawals will be taken on a pro rata basis from your Annuity Account
Value in the Investment Funds unless you specify otherwise. If there is
insufficient value in the Investment Funds the excess will be taken from the
Guarantee Periods and the Modal Payment Portion of the Guaranteed Period
Account, if applicable, as described under "Withdrawals under the IRA Assured
Payment Option" above.
A Lump Sum Withdrawal taken to satisfy minimum distribution requirements
under the Certificate will not be subject to a withdrawal charge.
Death Benefit
Once you have elected IRA APO Plus, if a death benefit becomes payable during
the fixed period we will pay the death benefit amount as described under
"Death Benefit" in Part 5, to the designated beneficiary. Unless you have
elected Joint and Survivor under the Life Contingent Annuity, no payment will
be made under the Life Contingent Annuity. The death benefit relates only to
the Investment Funds and the Guarantee Periods under the Certificate; a death
benefit is never payable under the Life Contingent Annuity.
Termination of IRA APO Plus
You may terminate IRA APO Plus at any time by submitting a request
satisfactory to us. In connection with the termination, you may either (i)
elect to terminate IRA APO Plus at any time and have your Certificate operate
under the Rollover IRA rules (see "Part 5: Provisions of the Certificates and
Services We Provide") or (ii) elect the IRA Assured Payment Option with level
or increasing payments. In the latter case your remaining Annuity Account
Value in the Investment Funds will be allocated to the Guaranteed Period
Account and applied under the Life Contingent Annuity. A market value
adjustment may apply for any amounts allocated from a Guarantee Period. At
least 45 days prior to the end of each three year period, we will send you a
quote indicating how much future income could be provided under the IRA
Assured Payment Option. The quote would be based on your current Annuity
Account Value, current Guaranteed Rates for the Guarantee Periods and current
purchase rates under the Life Contingent Annuity as of the date of the quote.
The actual amount of future income would depend on the rates in effect on the
Transaction Date.
WITHDRAWALS
The Rollover IRA is an annuity contract, even though you may elect to receive
your benefits in a non- annuity form. You may take withdrawals from your
Certificate before the Annuity Commencement Date and while you are alive.
Four withdrawal options are available: Lump Sum Withdrawals, Substantially
Equal Payment Withdrawals, Periodic Withdrawals and Minimum Distribution
Withdrawals. Withdrawals may result in withdrawal charges. See
35
<PAGE>
"Part 7: Deductions and Charges." Special withdrawal rules may apply under
the IRA Assured Payment Option and IRA APO Plus.
Amounts withdrawn from the Guaranteed Period Account, other than at the
Expiration Date, will result in a market value adjustment. See "Market Value
Adjustment for Withdrawals, Transfers or Surrender Prior to the Expiration
Date" in Part 4. Withdrawals may be taxable and subject to tax penalty. See
"Part 9: Tax Aspects of the Certificates."
As a deterrent to early withdrawal (generally prior to age 59 1/2 ) the Code
provides certain penalties. We may also be required to withhold income taxes
from the amount distributed. These rules are outlined in "Part 9: Tax Aspects
of the Certificates."
LUMP SUM WITHDRAWALS
You may take a Lump Sum Withdrawal once per Contract Year at any time during
such Contract Year. The minimum amount of such withdrawal is $1,000. A
request to withdraw more than 90% of the Cash Value as of the Transaction
Date will result in the termination of the Certificate and will be treated as
a surrender of the Certificate for its Cash Value. See "Surrendering the
Certificates to Receive the Cash Value," in Part 5. Unless you are also
utilizing Minimum Distribution Withdrawals described below, the limitation on
your ability to take more than one Lump Sum Withdrawal per Contract Year
should be discussed with your tax adviser. This limitation may affect your
ability to meet minimum distribution requirements in the initial year in
which you are required by the Code to begin taking minimum distributions.
To make a Lump Sum Withdrawal, you must submit a request satisfactory to us
which specifies the Investment Options from which the Lump Sum Withdrawal
will be taken. If we have received the information we require, the requested
withdrawal will become effective on the Transaction Date and proceeds will
usually be mailed within seven calendar days thereafter, but we may delay
payment as described in "When Payments Are Made" in Part 5. If we receive
only partially completed information, our Processing Office will contact you
for specific instructions before your request can be processed.
Lump Sum Withdrawals in excess of the 15% free corridor amount may be subject
to a withdrawal charge. While either the IRA Assured Payment Option or IRA
APO Plus is in effect, Lump Sum Withdrawals that exceed the 10% free corridor
amount may be subject to a withdrawal charge. See "Withdrawal Charge" in Part
7.
SUBSTANTIALLY EQUAL PAYMENT WITHDRAWALS
Substantially Equal Payment Withdrawals provide distributions from the
Annuity Account Value of the amounts necessary so that the 10% penalty tax,
normally applicable to distributions made prior to age 59 1/2 , does not
apply. See "Penalty Tax on Early Distributions," in Part 9. Once
distributions begin, they should not be changed or stopped until the later of
age 59 1/2 or five years from the date of the first distribution. If you
change or stop the distributions or take a Lump Sum Withdrawal, you may be
liable for the 10% penalty tax that would have otherwise been due on all
prior distributions made under this option and for any interest thereon.
Substantially Equal Payment Withdrawals may be elected at any time if you are
below age 59 1/2 . You can elect this option by submitting the proper form.
You select the day and the month when the first withdrawal will be made, but
it may not be sooner than 28 days after the issue of the Certificate. In no
event may you elect to receive the first payment in the same Contract Year in
which a Lump Sum Withdrawal was taken. We will calculate the amount of the
distribution under a method we select and payments will be made quarterly or
annually as you select. These payments will continue to be made until we
receive written notice from you to cancel this option. Such notice must be
received at our Processing Office at least seven calendar days prior to the
next scheduled withdrawal date. A Lump Sum Withdrawal taken while
Substantially Equal Payment Withdrawals are in effect will cancel such
withdrawals. You may elect to start receiving Substantially Equal Payment
Withdrawals again, but in no event can the payments start in the same
Contract Year in which a Lump Sum Withdrawal was taken. We will calculate a
new distribution amount.
Unless you specify otherwise, Substantially Equal Payment Withdrawals will be
withdrawn on a pro rata basis from your Annuity Account Value in the
Investment Funds. If there is insufficient value or no value in the
Investment Funds, any additional amount of the withdrawal or the total amount
of the withdrawal, as applicable, will be withdrawn from the Guarantee
Periods in order of the earliest Expiration Date(s) first.
Substantially Equal Payment Withdrawals are not subject to a withdrawal
charge.
PERIODIC WITHDRAWALS
This option may be elected if you are age 59 1/2 to 70 1/2 . Periodic
Withrawals provide level percentage or level amount payouts. You may choose
to receive Periodic Withdrawals on a quarterly or annual frequency. You
select a dollar amount or percentage of the Annuity Account Value to be
withdrawn, subject
36
<PAGE>
to a maximum of 2.5% quarterly and 10.0% annually, but in no event may any
payment be less than $250. If at the time a Periodic Withdrawal is to be
made, the withdrawal amount would be less than $250, no payment will be made
and your Periodic Withdrawal election will terminate.
You select the date of the month when the withdrawals will be made, but you
may not choose a date later than the 28th day of the month. If no date is
selected, withdrawals will be made on the same calendar day of the month as
the Contract Date. The commencement of payments under the Periodic Withdrawal
option may not be elected to start sooner than 28 days after issue of the
Certificate.
You may elect Periodic Withdrawals at any time by completing the proper form
and sending it to our Processing Office. You may change the payment frequency
of your Periodic Withdrawals once each Contract Year or cancel this
withdrawal option at any time by sending notice in a form satisfactory to us.
The notice must be received at our Processing Office at least seven calendar
days prior to the next scheduled withdrawal date. You may also change the
amount or percentage of your Periodic Withdrawals once in each Contract Year.
However, you may not change the amount or percentage in any Contract Year
where you have previously taken another withdrawal under the Lump Sum
Withdrawal option described above.
Unless you specify otherwise, Periodic Withdrawals will be withdrawn on a pro
rata basis from your Annuity Account Value in the Investment Funds. If there
is insufficient value or no value in the Investment Funds, any additional
amount of the withdrawal required or the total amount of the withdrawal, as
applicable, will be withdrawn from the Guarantee Periods in order of the
earliest Expiration Date(s) first.
Periodic Withdrawals are not subject to a withdrawal charge, except to the
extent that, when added to a Lump Sum Withdrawal previously taken in the same
Contract Year, the Periodic Withdrawal exceeds the 15% free corridor amount.
See "Withdrawal Charge" in Part 7.
MINIMUM DISTRIBUTION WITHDRAWALS
Minimum Distribution Withdrawals provide distributions from the Annuity
Account Value of the amounts necessary to meet minimum distribution
requirements set forth in the Code.
This option may be elected in the year in which you attain age 70 1/2 . You
can elect Minimum Distribution Withdrawals by submitting the proper election
form. The minimum amount we will pay out is $250.
You may elect Minimum Distribution Withdrawals for each Certificate you own,
subject to our rules then in effect. Currently, Minimum Distribution
Withdrawal payments will be made annually.
Unless you specify otherwise, Minimum Distributions Withdrawals will be
withdrawn on a pro rata basis from your Annuity Account Value in the
Investment Funds. If there is insufficient value or no value in the
Investment Funds, any additional amount of the withdrawal required or the
total amount of the withdrawal, as applicable, will be withdrawn from the
Guarantee Periods in order of the earliest Expiration Date(s) first.
Minimum Distribution Withdrawals are not subject to a withdrawal charge,
except to the extent that, when added to a Lump Sum Withdrawal previously
taken in the same Contract Year, the Minimum Distribution Withdrawal exceeds
the 15% free corridor amount. See "Withdrawal Charge" in Part 7.
Example
- -------
The chart below illustrates the pattern of payments, under Minimum
Distribution Withdrawals for a male who purchases the Rollover IRA at age 70
with a single contribution of $100,000, with payments commencing at the end
of the first Contract Year.
PATTERN OF MINIMUM DISTRIBUTION WITHDRAWALS
$100,000 SINGLE CONTRIBUTION FOR A
SINGLE LIFE-MALE AGE 70
[THE FOLLOWING TABLE WAS REPRESENTED
AS AN AREA GRAPH IN THE PROSPECTUS]
Assumes 6.0% Rate of Return
Amount
Age Withdrawn
- --- ---------
70 $6,250
75 7,653
80 8,667
85 8,770
90 6,931
95 3,727
100 1,179
[END OF GRAPHICALLY REPRESENTED DATA]
Payments are calculated each year based on the Annuity Account Value at the
end of each year, using the recalculation method of determining payments.
(See "Part 1--Minimum Distribution Withdrawals" in the SAI.) Payments are
made annually, and it is further assumed that no Lump Sum Withdrawals are
taken.
This example assumes an annual rate of return of 6.0% compounded annually for
both the Investment Funds and the Guaranteed Period Account. This rate of
return is for illustrative purposes only and is not intended to represent an
expected or guaranteed rate of return. Your investment results will vary. In
addition, this example does not reflect any charges that may be applicable
under the Rollover IRA. Such charges would effectively reduce the actual
return.
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<PAGE>
INCOME ANNUITY OPTIONS
Income annuity options provide periodic payments over a specified period of
time which may be fixed or may be based on your life. Annuity forms of
payment are calculated as of the Annuity Commencement Date, which is on file
with our Processing Office. You can change the Annuity Commencement Date by
writing to our Processing Office any time before the Annuity Commencement
Date. However, you may not choose a date later than the 28th day of any
month. Also, no Annuity Commencement Date will be later than the Processing
Date which follows your 85th birthday unless the IRA Assured Payment Option
or IRA APO Plus is in effect. Also, if the IRA Assured Payment Option or IRA
APO Plus was elected after age 78 (may apply beginning at older ages in some
states) and you subsequently terminate the option, the Annuity Commencement
Date must commence no later than the calendar year in which you attain age 90
(may be limited to age 85 in some states).
Before the Annuity Commencement Date, we will send you a letter advising that
annuity benefits are available. Unless you otherwise elect, we will pay you a
fixed annuity benefit on the "normal form" indicated for your Certificate as
of your Annuity Commencement Date. The amount applied to provide the annuity
benefit will be (1) the Annuity Account Value for any life annuity form or
(2) the Cash Value for any period certain only annuity form except that if
the period certain is more than five years, the amount applied will be no
less than 95% of the Annuity Account Value.
Amounts in the Guarantee Periods that are applied to an income annuity option
prior to an Expiration Date will result in a market value adjustment. See
"Market Value Adjustment for Transfers, Withdrawals or Surrender Prior to the
Expiration Date" in Part 4.
ANNUITY FORMS
o Life Annuity: An annuity which guarantees payments for the rest of your
life. Payments end with the last monthly payment before your death.
Because there is no death benefit associated with this annuity form, it
provides the highest monthly payment of any of the life income annuity
options, so long as you are living.
o Life Annuity-Period Certain: This annuity form also guarantees payments
for the rest of your life. In addition, if you die before a specific
period of time (the "certain period") has ended, payments will continue
to your beneficiary for the balance of the certain period. Certain
periods may be 5, 10, 15 or 20 years. A life annuity with a certain
period of 10 years is the normal form of annuity under the Certificates.
o Life Annuity-Refund Certain: This annuity form guarantees payments to
you for the rest of your life. In addition, if you die before the amount
applied to purchase this annuity option has been recovered, payments
will continue to your beneficiary until that amount has been recovered.
This option is available only as a fixed annuity.
o Period Certain Annuity: This annuity form guarantees payments for a
specific period of time, usually 5, 10, 15 or 20 years, and does not
involve life contingencies.
o Joint and Survivor Life Annuity: This annuity form guarantees life
income to you and, after your death, continuation of income to the
survivor.
The life annuity-period certain and the life annuity- refund certain are
available on either a single life or joint and survivor life basis.
The income annuity options outlined above are available in both fixed and
variable form, unless otherwise indicated. Fixed annuity payments are
guaranteed by us and will be based either on the tables of guaranteed annuity
payments in your Certificate or on our then current annuity rates, whichever
is more favorable for you. Variable income annuities may be funded through
the Common Stock Fund through the purchase of annuity units. The amount of
each variable annuity payment may fluctuate, depending upon the performance
of the Common Stock Fund. That is because the annuity unit value rises and
falls depending on whether the actual rate of net investment return (after
deduction of charges) is higher or lower than the assumed base rate. See
"Annuity Unit Values" in the SAI. Variable income annuities may also be
available by separate prospectus through the Common Stock or other Funds of
other separate accounts we offer.
For all Annuitants, the normal form of annuity provides for fixed payments.
We may offer other forms not outlined here. Your registered representative
can provide details.
For each income annuity option, we will issue a separate written agreement
putting the option into effect. Before we pay any annuity benefit, we require
the return of the Certificate.
The amount of the annuity payments will depend on the amount applied to
purchase the annuity, the type of annuity chosen and, in the case of a life
income annuity option, your age (or your and the joint Annuitant's ages) and
in certain instances, the sex of the Annuitant(s). Once an income annuity
option is chosen and payments have commenced, no change can be made.
If, at the time you elect an income annuity option, the amount to be applied
is less than $2,000 or the initial payment under the option elected is less
than $20 monthly, we reserve the right to pay the Annuity Account Value in a
single sum rather than as payments under the annuity form chosen.
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<PAGE>
PART 7: DEDUCTIONS AND CHARGES
CHARGES DEDUCTED FROM THE
ANNUITY ACCOUNT VALUE
We allocate the entire amount of each contribution to the Investment Options
you select, subject to certain restrictions. We then periodically deduct
certain amounts from your Annuity Account Value. The charges described below
and under "Charges Deducted from the Investment Funds" below will not be
increased by us for the life of the Certificates. We may reduce certain
charges under sponsored arrangements. See "Sponsored Arrangements" below.
Charges are deducted proportionately from all the Investment Funds in which
your Annuity Account Value is invested on a pro rata basis, except as noted
below.
Withdrawal Charge
A withdrawal charge will be imposed as a percentage of each contribution made
to the extent that (i) a Lump Sum Withdrawal or cumulative withdrawals during
a Contract Year exceed the free corridor amount, or (ii) if the Certificate
is surrendered to receive its Cash Value. We determine the withdrawal charge
separately for each contribution in accordance with the table below.
<TABLE>
<CAPTION>
CONTRACT YEAR
1 2 3 4 5 6 7 8+
------ ------ ------ ------ ------ ------ ------ -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Percentage of
Contribution 7.0% 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0%
</TABLE>
If the IRA Assured Payment Option or IRA APO Plus is in effect, the
withdrawal charge will be imposed as a percentage of contributions (less
withdrawals), less the amount applied under the Life Contingent Annuity.
The applicable withdrawal charge percentage is determined by the Contract
Year in which the excess withdrawal is made or the Certificate is
surrendered, beginning with "Contract Year 1" with respect to each
contribution withdrawn or surrendered. For purposes of the table, for each
contribution, the Contract Year in which we receive that contribution is
"Contract Year 1."
The withdrawal charge is deducted from the Investment Options from which each
such withdrawal is made in proportion to the amount being withdrawn from each
Investment Option.
Free Corridor Amount
The free corridor amount is 15% of the Annuity Account Value at the
beginning of the Contract Year, minus any amount previously withdrawn
during that Contract Year.
While either the IRA Assured Payment Option or IRA APO Plus is in effect,
the free corridor amount is 10% of the Annuity Account Value at the
beginning of the Contract Year.
There is no withdrawal charge if a Lump Sum Withdrawal is taken to satisfy
minimum distribution requirements under the Certificate. A free corridor
amount is not applicable to a surrender.
For purposes of calculating the withdrawal charge, (1) we treat contributions
as being withdrawn on a first-in first-out basis, and (2) amounts withdrawn
up to the free corridor amount are not considered a withdrawal of any
contributions.
The withdrawal charge is to help cover sales expenses.
Transfer Charge
Currently there is no charge for transfers. We reserve the right to impose a
charge in the future at a maximum of $25 for each transfer among the
Investment Options in excess of five per Contract Year.
Guaranteed Minimum Death Benefit Charge
We deduct a charge for providing a minimum death benefit guarantee with
respect to the Investment Funds annually on each Processing Date. The charge
is equal to 0.20% of the GMDB in effect at such Processing Date.
If the amount collected from this charge exceeds the cost of providing the
benefits, it will be to our profit, and may be used to pay distribution
expenses not recovered from sales charges under the Certificates.
Charges for State Premium and Other
Applicable Taxes
We deduct a charge for applicable taxes, such as state or local premium
taxes, that might be imposed in your state. Generally we deduct this charge
from the amount applied to provide an income annuity option. In certain
states, however, we may deduct the charge for taxes from contributions. The
current tax charge that might be imposed varies by state and ranges from 0%
to 2.25%.
39
<PAGE>
CHARGES DEDUCTED FROM THE
INVESTMENT FUNDS
Mortality and Expense Risk Charge
We will deduct a daily charge from the assets in each Investment Fund to
compensate us for mortality and expense risks. The daily charge is at the
rate of 0.002477%, which is equivalent to an annual rate of 0.90%, on the
assets in each Investment Fund. Approximately 0.60% of this annual charge is
allocated to the mortality risk and 0.30% is allocated to the expense risk.
We will realize a gain from this charge to the extent it is not needed to
provide for benefits and expenses under the Certificate. We will use any gain
for any lawful purpose including payment of distribution expenses not
recovered from sales charges under the Certificate.
The mortality risk assumed is the risk that Annuitants as a group will live
for a longer time than our actuarial tables predict. As a result, we would be
paying more in annuity income than we planned. We also assume a risk that the
mortality assumptions reflected in our guaranteed annuity payment tables,
shown in each Certificate, will differ from actual mortality experience.
Lastly, we assume a mortality risk to the extent that the guaranteed minimum
death benefit charge is insufficient to pay any amount by which such death
benefit exceeds the Cash Value of the Certificate.
The expense risk assumed is the risk that it will cost us more to issue and
administer the Certificates than we expect.
Asset Based Administrative Charge
We will deduct a daily charge from the assets in each Investment Fund, to
compensate us for administrative expenses under the Certificates. The daily
charge is at a rate of 0.000969% (equivalent to an annual rate of 0.35%) on
the assets in each Investment Fund. The asset based administrative charge is
not designed to produce a profit for Equitable Life.
TRUST CHARGES TO PORTFOLIOS
Investment advisory fees charged daily against the Trust's assets, the Rule
12b-1 Plan fee, direct operating expenses of the Trust (such as trustees'
fees, expenses of independent auditors and legal counsel, bank and custodian
charges and liability insurance), and certain investment-related expenses of
the Trust (such as brokerage commissions and other expenses related to the
purchase and sale of securities), are reflected in each Portfolio's daily
share price. The maximum investment advisory fees paid annually by the
Portfolios cannot be changed without a vote by shareholders. They are as
follows:
<TABLE>
<CAPTION>
DAILY AVERAGE NET ASSETS
-------------------------------------
FIRST NEXT OVER
$350 $400 $750
MILLION MILLION MILLION
----------- ----------- -----------
<S> <C> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors ... .550% .525% .500%
Growth Investors .......... .550% .525% .500%
EQUITY SERIES:
Common Stock .............. .400% .375% .350%
Global .................... .550% .525% .500%
Aggressive Stock .......... .500% .475% .450%
FIXED INCOME SERIES:
Money Market .............. .400% .375% .350%
Intermediate Govt.
Securities ................ .500% .475% .450%
FIRST NEXT OVER
$500 $500 $1
MILLION MILLION BILLION
----------- ----------- -----------
EQUITY SERIES:
Growth & Income ........... .550% .525% .500%
FIRST NEXT OVER
$500 $1 $1.5
MILLION BILLION BILLION
----------- ----------- -----------
EQUITY SERIES:
International ............. .900% .850% .800%
</TABLE>
Investment advisory fees are established under the Trust's investment
advisory agreements between the Trust and its investment adviser, Alliance.
All of these fees and expenses are described more fully in the Trust
prospectus.
SPONSORED ARRANGEMENTS
For certain sponsored arrangements, we may reduce the withdrawal charge or
change the minimum initial contribution requirements. Under the IRA Assured
Payment Option and IRA APO Plus, we may increase Guaranteed Rates and reduce
purchase rates under the Life Contingent Annuity. We may also change the
guaranteed minimum death benefit. Sponsored arrangements include those in
which an employer allows us to sell Certificates to its employees or retirees
on an individual basis.
Our costs for sales, administration, and mortality generally vary with the
size and stability of the sponsoring organization among other factors. We
take all these factors into account when reducing charges. To qualify for
reduced charges, a sponsored arrangement must meet certain requirements,
including our requirements for size and number of years in existence.
Sponsored arrangements that have been set up solely to buy Certificates or
that have been in existence less than six months will not qualify for reduced
charges.
40
<PAGE>
We will make these and any similar reductions according to our rules in
effect when a Certificate is approved for issue. We may change these rules
from time to time. Any variation in the withdrawal charge will reflect
differences in costs or services and will not be unfairly discriminatory.
Sponsored arrangements may be governed by the Code, the Employee Retirement
Income Security Act of 1974 (ERISA), or both. We make no representations as
to the impact of those and other applicable laws on such programs. WE
RECOMMEND THAT EMPLOYERS PURCHASING OR MAKING CERTIFICATES AVAILABLE FOR
PURCHASE UNDER A SPONSORED ARRANGEMENT SEEK THE ADVICE OF THEIR OWN LEGAL AND
BENEFITS ADVISERS.
OTHER DISTRIBUTION ARRANGEMENTS
The withdrawal charge may be reduced or eliminated when sales are made in a
manner that results in savings of sales and administrative expenses, such as
sales through persons who are compensated by clients for recommending
investments and receive no commission or reduced commissions in connection
with the sale of the Certificates. In no event will a reduction or
elimination of the withdrawal charge be permitted where it would be unfairly
discriminatory.
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<PAGE>
PART 8: VOTING RIGHTS
TRUST VOTING RIGHTS
As explained previously, contributions allocated to the Investment Funds are
invested in shares of the corresponding Portfolios of the Trust. Since we own
the assets of the Separate Account, we are the legal owner of the shares and,
as such, have the right to vote on certain matters. Among other things, we
may vote:
o to elect the Trust's Board of Trustees,
o to ratify the selection of independent auditors for the Trust, and
o on any other matters described in the Trust's current prospectus or
requiring a vote by shareholders under the 1940 Act.
Because the Trust is a Massachusetts business trust, annual meetings are not
required. Whenever a shareholder vote is taken, we will give Certificate
Owners the opportunity to instruct us how to vote the number of shares
attributable to their Certificates. If we do not receive instructions in time
from all Certificate Owners, we will vote the shares of a Portfolio for which
no instructions have been received in the same proportion as we vote shares
of that Portfolio for which we have received instructions. We will also vote
any shares that we are entitled to vote directly because of amounts we have
in an Investment Fund in the same proportions that Certificate Owners vote.
Each Trust share is entitled to one vote. Fractional shares will be counted.
Voting generally is on a Portfolio-by-Portfolio basis except that shares will
be voted on an aggregate basis when universal matters, such as election of
Trustees and ratification of independent auditors, are voted upon. However,
if the Trustees determine that shareholders in a Portfolio are not affected
by a particular matter, then such shareholders generally would not be
entitled to vote on that matter.
VOTING RIGHTS OF OTHERS
Currently, we control the Trust. Trust shares are held by other separate
accounts of ours and by separate accounts of insurance companies affiliated
and unaffiliated with us. Shares held by these separate accounts will
probably be voted according to the instructions of the owners of insurance
policies and contracts issued by those insurance companies. While this will
dilute the effect of the voting instructions of the Rollover IRA Certificate
Owners, we currently do not foresee any disadvantages arising out of this.
The Trust's Board of Trustees intends to monitor events in order to identify
any material irreconcilable conflicts that possibly may arise and to
determine what action, if any, should be taken in response. If we believe
that the Trust's response to any of those events insufficiently protects our
Certificate Owners, we will see to it that appropriate action is taken to
protect our Certificate Owners.
SEPARATE ACCOUNT VOTING RIGHTS
If actions relating to the Separate Account require Certificate Owner
approval, Certificate Owners will be entitled to one vote for each
Accumulation Unit they have in the Investment Funds. Each Certificate Owner
who has elected a variable annuity payout may cast the number of votes equal
to the dollar amount of reserves we are holding for that annuity in the
Common Stock Fund divided by the Accumulation Unit Value for the Common Stock
Fund. We will cast votes attributable to any amounts we have in the
Investment Funds in the same proportion as votes cast by Certificate Owners.
CHANGES IN APPLICABLE LAW
The voting rights we describe in this prospectus are created under applicable
Federal securities laws. To the extent that those laws or the regulations
promulgated under those laws eliminate the necessity to submit matters for
approval by persons having voting rights in separate accounts of insurance
companies, we reserve the right to proceed in accordance with those laws or
regulations.
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<PAGE>
PART 9: TAX ASPECTS OF THE CERTIFICATES
TAX-QUALIFIED INDIVIDUAL RETIREMENT ANNUITIES (IRAS)
Introduction
The Rollover IRA Certificate is designed to qualify as an IRA under Section
408(b) of the Code. Your rights under the Rollover IRA cannot be forfeited.
This prospectus contains the information which the Internal Revenue Service
(IRS) requires to be disclosed to an individual before he or she purchases an
IRA.
This Part covers some of the special tax rules that apply to individual
retirement arrangements. You should be aware that an IRA is subject to
certain restrictions in order to qualify for its special treatment under the
Federal tax law.
This prospectus provides our general understanding of applicable Federal
income tax rules, but does not provide detailed tax information and does not
address issues such as state income and other taxes or Federal gift and
estate taxes. Please consult a tax adviser when considering the tax aspects
of the Rollover IRA Certificates.
Further information on IRA tax matters can be obtained from any IRS district
office. Additional information regarding IRAs, including a discussion of
required distributions, can be found in IRS Publication 590, entitled
"Individual Retirement Arrangements (IRAs)," which is generally updated
annually.
The Rollover IRA Certificate has been approved by the IRS as to form for use
as an IRA. This IRS approval is a determination only as to the form of the
annuity and does not represent a determination of the merits of the annuity
as an investment.
Cancellation
You can cancel a Certificate issued as an IRA by following the directions in
Part 5 under "Free Look Period." Since there may be adverse tax consequences
if a Certificate is cancelled (and because we are required to report to the
IRS certain distributions from cancelled IRAs), you should consult with a tax
adviser before making any such decision. If you cancel this Certificate, you
may establish a new individual retirement arrangement if at the time you meet
the requirements for establishing an individual retirement arrangement.
Contributions to IRAs
Individuals may make three different types of contributions to purchase an
IRA, or as later additions to an existing IRA: "regular" contributions out of
earnings, tax-free "rollover" contributions from tax- qualified plans, or
direct custodian-to-custodian transfers from other individual retirement
arrangements ("direct transfers").
The initial contribution to the Certificate must be either a rollover or a
direct custodian-to-custodian transfer. See "Tax-Free Transfers and
Rollovers," discussed below. Any subsequent contributions you make may be any
of rollovers, direct transfers or "regular" IRA contributions. See
"Contributions Under the Certificates" in Part 5. The immediately following
discussion relates to "regular" IRA contributions. For the reasons noted in
"Tax-Free Transfers and Rollovers" below, you should consult with your tax
adviser before making any subsequent contributions to an IRA which is
intended to serve as a "conduit" IRA.
Generally, $2,000 is the maximum amount of deductible and nondeductible
contributions which may be made to all IRAs by an individual in any taxable
year. The above limit may be less when the individual's earnings are below
$2,000. This limit does not apply to rollover contributions or direct
custodian- to-custodian transfers into an IRA.
The amount of IRA contributions for a tax year that an individual can deduct
depends on whether the individual (or the individual's spouse, if a joint
return is filed) is covered by an employer-sponsored tax-favored retirement
plan. If the individual's spouse does not work or elects to be treated as
having no compensation, the individual and the individual's spouse may
contribute up to $2,250 to individual retirement arrangements (but no more
than $2,000 to any one individual retirement arrangement). The non-working
spouse owns his or her individual retirement arrangements, even if the
working spouse makes contributions to purchase the spousal individual
retirement arrangements.
If neither the individual nor the individual's spouse is covered during any
part of the taxable year by an employer-sponsored tax-favored retirement plan
(including a qualified plan, a tax sheltered account or annuity under Section
403(b) of the Code (TSA) or a simplified employee pension plan), then
regardless of adjusted gross income (AGI), each working spouse may make
deductible contributions to an IRA for each tax year (MAXIMUM PERMISSIBLE
DOLLAR DEDUCTION) up to the lesser of $2,000 or 100% of compensation. In
certain cases, individuals covered by a tax-favored retirement plan include
persons eligible to participate in the plan although not actually
participating. Whether or not a person is covered by a retirement plan will
be reported on an employee's Form W-2.
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<PAGE>
If the individual is single and covered by a retirement plan during any part
of the taxable year, the deduction for IRA contributions phases out with AGI
between $25,000 and $35,000. If the individual is married and files a joint
return, and either the individual or the spouse is covered by a tax-favored
retirement plan during any part of the taxable year, the deduction for IRA
contributions phases out with AGI between $40,000 and $50,000. If the
individual is married, files a separate return and is covered by a
tax-favored retirement plan during any part of the taxable year, the
deduction for IRA contributions phases out with AGI between $0 and $10,000.
Married individuals filing separate returns must take into account the
retirement plan coverage of the other spouse, unless the couple has lived
apart for the entire taxable year. If AGI is below the phase-out range, an
individual is entitled to the Maximum Permissible Dollar Deduction. In
computing the partial deduction for IRA contributions the individual must
round the amount of the deduction to the nearest $10. The permissible
deduction for IRA contributions is a minimum of $200 if AGI is less than the
amount at which the deduction entirely phases out.
If the individual (or the individual's spouse, unless the couple has lived
apart the entire taxable year and their filing status is married, filing
separately) is covered by a tax-favored retirement plan, the deduction for
IRA contributions must be computed using one of two methods. Under the first
method, the individual determines AGI and subtracts $25,000 if the individual
is a single person, $40,000 if the individual is married and files a joint
return with the spouse, or $0 if the individual is married and files a
separate return. The resulting amount is the individual's Excess AGI. The
individual then determines the limit on the deduction for IRA contributions
using the following formula:
Adjusted
Maximum Dollar
$10,000-Excess AGI Permissible Deduction
$10,000 X Dollar Deduction = Limit
Under the second method, the individual determines his or her Excess AGI and
then refers to the table in Appendix IV originally prepared by the IRS to
determine the deduction.
Contributions may be made for a tax year until the deadline for filing a
Federal income tax return for that tax year (without extensions). No
contributions are allowed for the tax year in which an individual attains age
70 1/2 or any tax year after that. A working spouse age 70 1/2 or over,
however, can contribute up to the lesser of $2,000 or 100% of "earned income"
to a spousal individual retirement arrangement for a non-working spouse until
the year in which the non-working spouse reaches age 70 1/2 .
An individual not eligible to deduct part or all of the IRA contribution may
still make nondeductible contributions on which earnings will accumulate on a
tax-deferred basis. The deductible and nondeductible contributions may not,
however, together exceed the lesser of the $2,000 limit (or $2,250 spousal
limit) or 100% of compensation for each tax year. See "Excess Contributions"
below. Individuals must keep their own records of deductible and
nondeductible contributions in order to prevent double taxation on the
distribution of previously taxed amounts. See "Distributions from IRA
Certificates" below.
An individual making nondeductible contributions in any taxable year, or
receiving amounts from any IRA to which he or she has made nondeductible
contributions, must file the required information with the IRS. Moreover,
individuals making nondeductible IRA contributions must retain all income tax
returns and records pertaining to such contributions until interest in such
IRAs are fully distributed.
Excess Contributions
Excess contributions to an IRA are subject to a 6% excise tax for the year in
which made and for each year thereafter until withdrawn. In the case of
"regular" IRA contributions any contribution in excess of the lesser of
$2,000 or 100% of compensation or earned income is an "excess contribution,"
(without regard to the deductibility or nondeductibility of IRA contributions
under this limit). Also, any "regular" contributions made after you reach age
70 1/2 are excess contributions. In the case of rollover IRA contributions,
excess contributions are amounts which are not eligible to be rolled over
(for example, after tax contributions to a qualified plan or minimum
distributions required to be made after age 70 1/2 ). An excess contribution
(rollover or "regular") which is withdrawn, however, before the time for
filing the individual's Federal income tax return for the tax year (including
extensions) is not includable in income and therefore is not subject to the
10% penalty tax on early distributions (discussed below under "Penalty Tax on
Early Distributions"), provided any earnings attributable to the excess
contribution are also withdrawn and no tax deduction is taken for the excess
contribution. The withdrawn earnings on the excess contribution, however,
would be includable in the individual's gross income and would be subject to
the 10% penalty tax. If excess contributions are not withdrawn before the
time for filing the individual's Federal income tax return for
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<PAGE>
the year (including extensions), "regular" contributions may still be
withdrawn after that time if the IRA contribution for the tax year did not
exceed $2,250 and no tax deduction was taken for the excess contribution; in
that event, the excess contribution would not be includable in gross income
and would not be subject to the 10% penalty tax. Lastly, excess "regular"
contributions may also be removed by underutilizing the allowable
contribution limits for a later year.
If excess rollover contributions are not withdrawn before the time for filing
the individual's Federal tax return for the year (including extensions) and
the excess contribution occurred as a result of incorrect information
provided by the plan, any such excess amount can be withdrawn if no tax
deduction was taken for the excess contribution. As above, excess rollover
contributions withdrawn under those circumstances would not be includable in
gross income and would not be subject to the 10% penalty tax.
Tax-Free Transfers and Rollovers
Rollover contributions may be made to an IRA from these sources: (i)
qualified plans, (ii) TSAs (including 403(b)(7) custodial accounts) and (iii)
other individual retirement arrangements.
The rollover amount must be transferred to the Certificate either as a direct
rollover of an "eligible rollover distribution" (described below) or as a
rollover by the individual plan participant or owner of the individual
retirement arrangement. In the latter cases, the rollover must be made within
60 days of the date the proceeds from another individual retirement
arrangement or an eligible rollover distribution from a qualified plan or TSA
were received. Generally the taxable portion of any distribution from a
qualified plan or TSA is an eligible rollover distribution and may be rolled
over tax-free to an IRA unless the distribution is (i) a required minimum
distribution under Section 401(a)(9) of the Code; or (ii) one of a series of
substantially equal periodic payments made (not less frequently than
annually) (a) for the life (or life expectancy) of the plan participant or
the joint lives (or joint life expectancies) of the plan participant and his
or her designated beneficiary, or (b) for a specified period of ten years or
more.
Under some circumstances, amounts from a Certificate may be rolled over on a
tax-free basis to a qualified plan. To get this "conduit" IRA treatment, the
source of funds used to establish the IRA must be a rollover contribution
from the qualified plan and the entire amount received from the IRA
(including any earnings on the rollover contribution) must be rolled over
into another qualified plan within 60 days of the date received. Similar
rules apply in the case of a TSA. If you make a contribution to the
Certificate which is from an eligible rollover distribution and you commingle
such contribution with other contributions, you may not be able to roll over
these eligible rollover distribution contributions and earnings to another
qualified plan (or TSA, as the case may be) at a future date, unless the Code
permits.
Under the conditions and limitations of the Code, an individual may elect for
each IRA to make a tax-free rollover once every 12-month period among
individual retirement arrangements (including rollovers from retirement bonds
purchased before 1983). Custodian-to-custodian transfers are not rollovers
and can be made more frequently than once a year.
The same tax-free treatment applies to amounts withdrawn from the Certificate
and rolled over into other individual retirement arrangements unless the
distribution was received under an inherited IRA. Tax-free rollovers are also
available to the surviving spouse beneficiary of a deceased individual, or a
spousal alternate payee of a qualified domestic relations order applicable to
a qualified plan. In some cases, IRAs can be transferred on a tax-free basis
between spouses or former spouses incidental to a judicial decree of divorce
or separation.
Distributions from IRA Certificates
Income or gains on contributions under IRAs are not subject to Federal income
tax until benefits are distributed to the individual. Distributions include
withdrawals from your Certificate, surrender of your Certificate and annuity
payments from your Certificate. Death benefits are also distributions. Except
as discussed below, the amount of any distribution from an IRA is fully
includable as ordinary income by the individual in gross income.
If the individual makes non-deductible IRA contributions, those contributions
are recovered tax-free when distributions are received. The individual must
keep records of all nondeductible contributions. At the end of each tax year
in which the individual has received a distribution, the individual
determines a ratio of the total nondeductible IRA contributions (less any
amounts previously withdrawn tax-free) to the total account balances of all
IRAs held by the individual at the end of the tax year (including rollover
IRAs) plus all IRA distributions made during such tax year. The resulting
ratio is then multiplied by all distributions from the IRA during that tax
year to determine the nontaxable portion of each distribution.
In addition, a distribution (other than a required minimum distribution
received after age 70 1/2 ) is not
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<PAGE>
taxable if (1) the amount received is a return of excess contributions which
are withdrawn, as described under "Excess Contributions" above, (2) the
entire amount received is rolled over to another individual retirement
arrangement (see "Tax-Free Transfers and Rollovers" above) or (3) in certain
limited circumstances, where the IRA acts as a "conduit," the entire amount
is paid into a qualified plan or TSA that permits rollover contributions.
Distributions from an IRA are not entitled to the special favorable five-year
averaging method (or, in certain cases, favorable ten-year averaging and
long- term capital gain treatment) available in certain cases to
distributions from qualified plans.
Required Minimum Distributions
The minimum distribution rules require IRA owners to start taking annual
distributions from their retirement plans by age 70 1/2 . The distribution
requirements are designed to provide for distribution of the owner's interest
in the IRA over the owner's life expectancy. Whether the correct amount has
been distributed is calculated on a year by year basis; there are no
provisions in the Code to allow amounts taken in excess of the required
amount to be carried over or carried back and credited to other years.
Generally, an individual must take the first required minimum distribution
with respect to the calendar year in which the individual turns age 70 1/2 .
The individual has the choice to take the first required minimum distribution
during the calendar year he or she turns age 70 1/2 , or to delay taking it
until the three month (January 1-April 1) period in the next calendar year.
(Distributions must commence no later than the "Required Beginning Date,"
which is the April 1st of the calendar year following the calendar year in
which the individual turns age 70 1/2 .) If the individual chooses to delay
taking the first annual minimum distribution, then the individual will have
to take two minimum distributions in that year--the delayed one for the first
year and the one actually for that year. Once minimum distributions begin,
they must be made at some time every year.
There are two approaches to taking minimum distributions--"account based" or
"annuity based"-- and there are a number of distribution options in both of
these categories. These choices are intended to give individuals a great deal
of flexibility to provide for themselves and their families.
An account based minimum distribution approach may be a lump sum payment, or
periodic withdrawals made over a period which does not extend beyond the
individual's life expectancy or the joint life expectancies of the individual
and a designated beneficiary. An annuity based approach involves application
of the Annuity Account Value to an annuity for the life of the individual or
the joint lives of the individual and a designated beneficiary, or for a
period certain not extending beyond applicable life expectancies.
You should discuss with your tax adviser which minimum distribution options
are best for your own personal situation. Individuals who are participants in
more than one tax-favored retirement plan may be able to choose different
distribution options for each plan.
Your required minimum distribution for any taxable year is calculated by
taking into account the required minimum distribution from each of your
individual retirement arrangements. The IRS, however, does not require that
you make the required distribution from each individual retirement
arrangement that you maintain. As long as the total amount distributed
annually satisfies your overall minimum distribution requirement, you may
choose to take your annual required distribution from any one or more
individual retirement arrangements that you maintain.
An individual may recompute his or her minimum distribution amount each year
based on the individual's current life expectancy as well as that of the
spouse. No recomputation is permitted, however, for a beneficiary other than
a spouse. If there is an insufficient distribution in any year, a 50% tax may
be imposed on the amount by which the minimum required to be distributed
exceeds the amount actually distributed. The penalty tax may be waived by the
Secretary of the Treasury in certain limited circumstances. Failure to have
distributions made as the Code and Treasury regulations require may result in
disqualification of your IRA. See "Tax Penalty for Insufficient
Distributions" below.
Except as described in the next sentence, if the individual dies after
distribution in the form of an annuity has begun, or after the Required
Beginning Date, payment of the remaining interest must be made at least as
rapidly as under the method used prior to the individual's death. (The IRS
has indicated that an exception to the rule that payment of the remaining
interest must be made at least as rapidly as under the method used prior to
the individual's death applies if the beneficiary of the IRA is the surviving
spouse. In some circumstances, the surviving spouse may elect to "make the
IRA his or her own" and halt distributions until he or she reaches age 70 1/2
).
If an individual dies before the Required Beginning Date and before
distributions in the form of an
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<PAGE>
annuity begin, distributions of the individual's entire interest under the
Certificate must be completed within five years after death, unless payments
to a designated beneficiary begin within one year of the individual's death
and are made over the beneficiary's life or over a period certain which does
not extend beyond the beneficiary's life expectancy.
If the surviving spouse is the designated beneficiary, the spouse may delay
the commencement of such payments up until the individual would have attained
70 1/2 . In the alternative, a surviving spouse may elect to roll over the
inherited IRA into the surviving spouse's own IRA.
Taxation of Death Benefits
Distributions received by a beneficiary are generally given the same tax
treatment the individual would have received if distribution had been made to
the individual.
If you elect to have your spouse be the sole primary beneficiary and to be
the successor Annuitant and Certificate Owner, then your surviving spouse
automatically becomes both the successor Certificate Owner and Annuitant, and
no death benefit is payable until the surviving spouse's death.
Guaranteed Minimum Death Benefit
The Code provides that no part of an individual retirement account may be
invested in life insurance contracts. Treasury Regulations provide that an
individual retirement account may be invested in an annuity contract which
provides a death benefit of the greater of premiums paid or the contract's
cash value. Your Certificate provides a minimum death benefit guarantee that
in certain circumstances may be greater than either of contributions made or
the Annuity Account Value. Although there is no ruling regarding the type of
minimum death benefit guarantee provided by the Certificate, Equitable Life
believes that the Certificate's minimum death benefit guarantee should not
adversely affect the qualification of the Certificate as an IRA.
Nevertheless, it is possible that the IRS could disagree, or take the
position that some portion of the charge in the Certificate for the minimum
death benefit guarantee should be treated for Federal income tax purposes as
a taxable partial withdrawal from the Certificate. If this were so, such a
deemed withdrawal would also be subject to tax penalty for Certificate Owners
under age 59 1/2 .
Tax Considerations for the IRA Assured Payment Option and IRA APO Plus
Although the Life Contingent Annuity does not have a Cash Value, it will be
assigned a value for tax purposes which will generally change each year. This
value must be taken into account when determining the amount of required
minimum distributions from your IRA even though the Life Contingent Annuity
may not be providing a source of funds to satisfy such required minimum
distribution. Accordingly, before you apply any IRA funds under the IRA
Assured Payment Option or IRA APO Plus or terminate such Options, you should
be aware of the tax considerations discussed below. Consult with your tax
adviser to determine the impact of electing the IRA Assured Payment Option
and IRA APO Plus in view of your own particular situation.
When funds have been allocated to the Life Contingent Annuity, you will
generally be required to determine your required minimum distribution by
annually recalculating your life expectancy. The IRA Assured Payment Option
and IRA APO Plus will not be available if you have previously made a
different election. Recalculation is no longer required once the only
payments you or your spouse receive are under the Life Contingent Annuity.
If prior to the date payments are to start under the Life Contingent Annuity,
you surrender your Certificate, or withdraw any remaining Annuity Account
Value, it may be necessary for you to satisfy your required minimum
distribution by accelerating the start date of payments for your Life
Contingent Annuity, or to the extent available, take distributions from other
IRA funds you may have. Alternatively you may convert your IRA Life
Contingent Annuity under the IRA Rollover to a non-qualifed Life Contingent
Annuity. This would be viewed as a distribution of the value of the Life
Contingent Annuity from the IRA, and therefore, would be a taxable event.
However, since the Life Contingent Annuity would no longer be part of an IRA,
its value would not have to be taken into account in determining future
required minimum distributions.
If you have elected a Joint and Survivor form of the Life Contingent Annuity,
the joint Annuitant must be your spouse. You must determine your required
minimum distribution by annually recalculating both your life expectancy and
your spouse's life expectancy. The IRA Assured Payment Option and IRA APO
Plus will not be available if you have previously made a different election.
Recalculation is no longer required once the only payments you or your spouse
receive are under the Life Contingent Annuity. The value of such an annuity
will change in the event of your death or the death of your spouse. For this
reason, it is important that we be informed if you or your spouse dies before
the Life Contingent Annuity has started payments so that a lower valuation
can
47
<PAGE>
be made. Otherwise a higher tax value may result in an overstatement of the
amount that would be necessary to satisfy your required minimum distribution
amount.
Allocations of funds to the Life Contingent Annuity may prevent the
Certificate from later receiving "conduit" IRA treatment. See "Tax-Free
Transfers and Rollovers" above.
Prohibited Transaction
An IRA may not be borrowed against or used as collateral for a loan or other
obligation. If the IRA is borrowed against or used as collateral, its tax-
favored status will be lost as of the first day of the tax year in which the
event occurred. If this happens, the individual must include in Federal gross
income for that year an amount equal to the fair market value of the IRA
Certificate as of the first day of that tax year, less the amount of any
nondeductible contributions not previously withdrawn. Also, the early
distribution penalty tax of 10% will apply if the individual has not reached
age 59 1/2 before the first day of that tax year. See "Penalty Tax on Early
Distributions" below.
PENALTY TAX ON EARLY DISTRIBUTIONS
The taxable portion of IRA distributions will be subject to a 10% penalty tax
unless the distribution is made (1) on or after your death, (2) because you
have become disabled, (3) on or after the date when you reach age 59 1/2 , or
(4) in accordance with the exception outlined below if you are under 59 1/2 .
A payout over your life or life expectancy (or joint and survivor lives or
life expectancies), which is part of a series of substantially equal periodic
payments made at least annually, is also not subject to penalty tax. To
permit you to meet this exception, Equitable Life has two options:
Substantially Equal Payment Withdrawals and the IRA Assured Payment Option
with level payments, both of which are described in Part 6. If you are a
Rollover IRA Certificate Owner who will be under age 59 1/2 as of the date
the first payment is expected to be received and you choose either option,
Equitable Life will calculate the substantially equal annual payments under a
method we will select based on guidelines issued by the IRS (currently
contained in IRS Notice 89-25, Question and Answer 12). Although
Substantially Equal Payment Withdrawals and IRA Assured Payment Option
payments are not subject to the 10% penalty tax, they are taxable as
discussed in "Distributions from IRA Certificates," above. Once Substantially
Equal Payment Withdrawals or IRA Assured Payment Option payments begin, the
distributions should not be stopped or changed until the later of your
attaining age 59 1/2 or five years after the date of the first distribution,
or the penalty tax, including an interest charge for the prior penalty
avoidance, may apply to all withdrawals. Also, it is possible that the IRS
could view any additional withdrawal or payment you take from your
Certificate as changing your pattern of Substantially Equal Payment
Withdrawals or IRA Assured Payment Option payments for purposes of
determining whether the penalty applies.
TAX PENALTY FOR INSUFFICIENT
DISTRIBUTIONS
Failure to make required distributions discussed above in "Required Minimum
Distributions" may cause the disqualification of the IRA. Disqualification
may result in current taxation of your entire benefit. In addition a 50%
penalty tax may be imposed on the difference between the required
distribution amount and the amount actually distributed, if any.
We do not automatically make distributions from a Certificate before the
Annuity Commencement Date unless a request has been made. It is your
responsibility to comply with the minimum distribution rules. We will notify
you when our records show that your age 70 1/2 is approaching. If you do not
select a method, we will assume you are taking your minimum distribution from
another IRA that you maintain. You should consult with your tax adviser
concerning these rules and their proper application to your situation.
TAX PENALTY FOR EXCESS DISTRIBUTIONS OR ACCUMULATION
A 15% excise tax applies to an individual's aggregate excess distributions
from all tax-favored retirement plans (including IRAs). The excise tax is in
addition to the ordinary income tax due but is reduced by the amount (if any)
of the early distribution penalty tax imposed by the Code. The aggregate
distributions in any year will be subject to excise tax if they exceed an
indexed amount ($155,000 in 1996).
In addition, in certain cases the estate tax imposed on a deceased
individual's estate will be increased if the accumulated value of the
individual's interest in qualified annuities and tax favored retirement plans
is excessive.
FEDERAL AND STATE INCOME TAX
WITHHOLDING
Equitable Life is required to withhold Federal income tax from IRA
distributions, unless the recipient elects not to be subject to income tax
withholding. The rate of withholding will depend on the type
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<PAGE>
of distribution and, in certain cases, the amount of the distribution.
Special withholding rules apply to foreign recipients and United States
citizens residing outside the United States. If a recipient does not have
sufficient income tax withheld or does not make sufficient estimated income
tax payments, however, the recipient may incur penalties under the estimated
income tax rules. Recipients should consult their tax advisers to determine
whether they should elect out of withholding. Requests not to withhold
Federal income tax must be made in writing prior to receiving benefits under
the Certificate. Our Processing Office will provide forms for this purpose.
No election out of withholding is valid unless the recipient provides us with
the correct taxpayer identification number and a United States residence
address.
Certain states have indicated that income tax withholding will apply to
payments made from the Certificate to residents. In some states, a recipient
may elect out of state withholding. Generally, an election out of Federal
withholding will also be considered an election out of state withholding. If
you need more information concerning a particular state or any required
forms, call our Processing Office at the toll-free number and consult your
tax adviser.
Periodic payments are generally subject to wage- bracket type withholding (as
if such payments were payments of wages by an employer to an employee) unless
the recipient elects no withholding. If a recipient does not elect out of
withholding or does not specify the number of withholding exemptions,
withholding will generally be made as if the recipient is married and
claiming three withholding exemptions. There is an annual threshold of
taxable income from periodic annuity payments which is exempt from
withholding based on this assumption. For 1996, a recipient of periodic
payments (e.g., monthly or annual payments) which total less than a $14,075
taxable amount will generally be exempt from Federal income tax withholding,
unless the recipient specifies a different choice of withholding exemptions.
A withholding election may be revoked at any time and remains effective until
revoked. If a recipient fails to provide a correct taxpayer identification
number, withholding is made as if the recipient is single with no exemptions.
A recipient of a non-periodic distribution (total or partial) will generally
be subject to withholding at a flat 10% rate. A recipient who provides a
United States residence address and a correct taxpayer identification number
will generally be permitted to elect not to have tax withheld.
All recipients receiving periodic and non-periodic payments will be further
notified of the withholding requirements and of their right to make
withholding elections.
OTHER WITHHOLDING
As a general rule, if death benefits are payable to a person two or more
generations younger than the Certificate Owner, a Federal generation skipping
tax may be payable with respect to the benefit at rates similar to the
maximum estate tax rate in effect at the time. The generation skipping tax
provisions generally apply to transfers which would also be subject to the
gift and estate tax rules. Individuals are generally allowed an aggregate
generation skipping tax exemption of $1 million. Because these rules are
complex, you should consult with your tax adviser for specific information,
especially where benefits are passing to younger generations, as opposed to a
spouse or child.
If we believe a benefit may be subject to generation skipping tax we may be
required to withhold for such tax unless we receive acceptable written
confirmation that no such tax is payable.
IMPACT OF TAXES TO EQUITABLE LIFE
The Certificates provide that Equitable Life may charge the Separate Account
for taxes. Equitable Life can set up reserves for such taxes.
TRANSFERS AMONG INVESTMENT OPTIONS
Transfers among the Investment Funds or between the Guaranteed Period Account
and one or more Investment Funds are not taxable.
TAX CHANGES
The United States Congress has in the past considered and may in the future
consider proposals for legislation that, if enacted, could change the tax
treatment of annuities and individual retirement arrangements. In addition,
the Treasury Department may amend existing regulations, issue new
regulations, or adopt new interpretations of existing laws. State tax laws
or, if you are not a United States resident, foreign tax laws, may affect the
tax consequences to you or the beneficiary. These laws may change from time
to time without notice and, as a result, the tax consequences may be altered.
There is no way of predicting whether, when or in what form any such change
would be adopted.
Any such change could have retroactive effects regardless of the date of
enactment. We suggest you consult your legal or tax adviser.
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PART 10: INDEPENDENT ACCOUNTANTS
The consolidated financial statements and consolidated financial statement
schedules of Equitable Life at December 31, 1995 and 1994 and for each of the
three years in the period ended December 31, 1995 included in Equitable
Life's Annual Report on Form 10-K, incorporated by reference in the
prospectus, have been examined by Price Waterhouse LLP, independent
accountants, whose reports thereon are incorporated herein by reference. Such
consolidated financial statements and consolidated financial statement
schedules have been incorporated herein by reference in reliance upon the
reports of Price Waterhouse LLP given upon their authority as experts in
accounting and auditing.
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APPENDIX I: MARKET VALUE ADJUSTMENT EXAMPLE
- -----------------------------------------------------------------------------
The example below shows how the market value adjustment would be determined
and how it would be applied to a withdrawal, assuming that $100,000 were
allocated on February 15, 1997 to a Guarantee Period with an Expiration Date
of February 15, 2006 at a Guaranteed Rate of 7.00% resulting in a Maturity
Value at the Expiration Date of $183,846, and further assuming that a
withdrawal of $50,000 were made on February 15, 2001.
<TABLE>
<CAPTION>
ASSUMED
GUARANTEED RATE ON
FEBRUARY 15, 2001
----------------------
5.00% 9.00%
---------- ----------
<S> <C> <C>
As of February 15, 2001 (Before Withdrawal)
- -------------------------------------------
(1) Present Value of Maturity Value, also
Annuity Account Value .................. $144,048 $119,487
(2) Guaranteed Period Amount ............... 131,080 131,080
(3) Market Value Adjustment: (1)-(2) ...... 12,968 (11,593)
On February 15, 2001 (After Withdrawal)
- -------------------------------------------
(4) Portion of (3) Associated
with Withdrawal: (3) x [$50,000 / (1)] $ 4,501 $ (4,851)
(5) Reduction in Guaranteed
Period Amount: [$50,000-(4)] ........... 45,499 54,851
(6) Guaranteed Period Amount: (2)-(5) ..... 85,581 76,229
(7) Maturity Value ......................... 120,032 106,915
(8) Present Value of (7), also
Annuity Account Value .................. 94,048 69,487
</TABLE>
You should note that under this example if a withdrawal is made when rates
have increased (from 7.00% to 9.00% in the example), a portion of a negative
market value adjustment is realized. On the other hand, if a withdrawal is
made when rates have decreased (from 7.00% to 5.00% in the example), a
portion of a positive market value adjustment is realized.
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APPENDIX II: GUARANTEED MINIMUM DEATH BENEFIT (GMDB) EXAMPLE
- -----------------------------------------------------------------------------
Under the Certificates the death benefit is equal to the sum of:
(1) the Annuity Account Value in the Investment Funds, or, if greater,
the GMDB (see "Guaranteed Minimum Death Benefit (GMDB)" in Part 5);
and
(2) the death benefit provided with respect to the Guaranteed Period
Account (see "Death Benefit Amount" in Part 4).
The following is an example illustrating the calculation of the GMDB.
Assuming $100,000 is allocated to the Investment Funds (with no allocation to
the Money Market Fund or the Intermediate Government Securities Fund), no
subsequent contributions, no transfers and no withdrawals, the GMDB for an
Annuitant age 45 would be calculated as follows:
<TABLE>
<CAPTION>
END OF
CONTRACT ANNUITY ACCOUNT NON-NEW YORK
YEAR VALUE GMDB(1) NEW YORK GMDB
- ---------- --------------- -------------- -------------
<S> <C> <C> <C>
1 $105,000 $106,000 $105,000(2)
2 $108,675 $112,360 $108,675(2)
3 $124,976 $119,102 $119,102(3)
4 $135,912 $126,248 $126,248(3)
5 $149,503 $133,823 $133,823(3)
6 $149,503 $141,852 $141,852(3)
7 $161,463 $150,363 $150,363(3)
8 $161,463 $159,385 $159,385(3)
</TABLE>
The Annuity Account Values for Contract Years 1 through 8 are determined
based on hypothetical rates of return of 5.00%, 3.50%, 15.00%, 8.75%, 10.00%,
0.00%, 8.00% and 0.00%, respectively.
NON-NEW YORK
(1) For Contract Years 1 through 8, the GMDB equals the initial contribution
increased by 6%.
NEW YORK
(2) At the end of Contract Years 1 and 2, the GMDB is equal to the Annuity
Account Value.
(3) At the end of Contract Years 3 through 8, the GMDB is equal to the
contributions increased by 6% instead of the Annuity Account Value,
since the GMDB cannot be greater than this amount.
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<PAGE>
APPENDIX III: EXAMPLE OF PAYMENTS UNDER THE IRA ASSURED PAYMENT
OPTION AND IRA APO PLUS
- -----------------------------------------------------------------------------
The second column in the chart below illustrates the payments for a male age
70 who purchased the IRA Assured Payment Option on July , 1996 with a single
contribution of $100,000, with increasing annual payments. The payments are
to commence on February 15, 1997. It assumes that the fixed period is 15
years and that the Life Contingent Annuity will provide payments on a Single
Life basis. Based on Guaranteed Rates for the Guarantee Periods and the
current purchase rate for the Life Contingent Annuity, on July , 1996, the
initial payment would be $ and would increase in each three year
period to a final payment of $ . The first payment under the Life
Contingent Annuity would be $ .
Alternatively as shown in the third and fourth columns, this individual could
purchase IRA APO Plus with the same $100,000 contribution, with the same
fixed period and the Life Contingent Annuity on a Single Life basis. Based on
Guaranteed Rates for the Guarantee Periods and the current purchase rate for
the Life Contingent Annuity, on July , 1996, the same initial payment of $
would be purchased under IRA APO Plus. However, unlike the payment
under the IRA Assured Payment Option that will increase every three years,
this initial payment under IRA APO Plus is not guaranteed to increase.
Therefore, only $ is needed to purchase the initial payment stream,
and the remaining $ is invested in the Investment Funds according to
the Certificate Owner's instructions. Any future increase in payments under
IRA APO Plus will depend on the investment performance in the Investment
Funds.
Assuming hypothetical average annual rates of return of 0% and 8% (after
deduction of charges) for the Investment Funds, the Annuity Account Value in
the Investment Funds would grow to $ and $ respectively
after three years. A portion of this amount is used to purchase the increase
in the payments at the beginning of the fourth year. The remainder will stay
in the Investment Funds to be drawn upon for the purchase of increases in
payments at the end of each third year thereafter during the fixed period and
at the end of the fixed period under the Life Contingent Annuity. Based on
Guaranteed Rates for the Guarantee Periods and purchase rates for the Life
Contingent Annuity as of July , 1996, the third and fourth columns
illustrate the increasing payments that would be purchased under IRA APO Plus
assuming 0% and 8% rates of return respectively.
Under both options, while the Certificate Owner is living payments increase
annually after the 16th year under the Life Contingent Annuity based on the
increase in the Consumer Price Index, but in no event greater than 3% per
year nor less than 0%.
ANNUAL PAYMENTS
<TABLE>
<CAPTION>
GUARANTEED INCREASING PAYMENTS ILLUSTRATIVE PAYMENTS ILLUSTRATIVE PAYMENTS
UNDER THE IRA ASSURED PAYMENT UNDER IRA APO PLUS AT UNDER IRA APO PLUS AT
YEARS OPTION 0% 8%
- --------- ---------------------------------- ---------------------- ----------------------
<S> <C> <C> <C>
1-3 $x,xxx.xx $x,xxx.xx $x,xxx.xx
4-6 x,xxx.xx x,xxx.xx x,xxx.xx
7-9 x,xxx.xx x,xxx.xx x,xxx.xx
10-12 x,xxx.xx x,xxx.xx x,xxx.xx
13-15 x,xxx.xx x,xxx.xx x,xxx.xx
16 x,xxx.xx x,xxx.xx x,xxx.xx
</TABLE>
As described above, a portion of the illustrated contribution is applied to
the Life Contingent Annuity. This amount will generally be larger under the
IRA Assured Payment Option than under IRA APO Plus, and conversely a smaller
portion of the contribution will be allocated to Guarantee Periods under the
former than the latter. In this illustration, $ is allocated under
the IRA Assured Payment Option to the Guarantee Periods and under IRA APO
Plus, $ is allocated to the Guarantee Periods and the Investment
Funds. The balance of the $100,000 ($ and $ , respectively)
is applied to the Life Contingent Annuity.
The rates of return of 0% and 8% are for illustrative purposes only and are
not intended to represent an expected or guaranteed rate of return. Your
investment results will vary. Payments will also depend on the Guaranteed
Rates and Life Contingent Annuity purchase rates in effect as of the
Transaction Date. It is assumed that no Lump Sum Withdrawals are taken.
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<PAGE>
APPENDIX IV: IRS TAX DEDUCTION TABLE
- -----------------------------------------------------------------------------
If your Maximum Permissible Dollar Deduction is $2,000, use this table to
estimate the amount of your contribution which will be deductible.
<TABLE>
<CAPTION>
EXCESS AGI DEDUCTION EXCESS AGI DEDUCTION EXCESS AGI DEDUCTION EXCESS AGI DEDUCTION
- ------------ ----------- ------------ ----------- ------------ ----------- ------------ -----------
<S> <C> <C> <C> <C> <C> <C> <C>
$ 0 $2,000 $2,550 $1,490 $5,050 $990 $ 7,550 $490
50 1,990 2,600 1,480 5,100 980 7,600 480
100 1,980 2,650 1,470 5,150 970 7,650 470
150 1,970 2,700 1,460 5,200 960 7,700 460
200 1,960 2,750 1,450 5,250 950 7,750 450
250 1,950 2,800 1,440 5,300 940 7,800 440
300 1,940 2,850 1,430 5,350 930 7,850 430
350 1,930 2,900 1,420 5,400 920 7,900 420
400 1,920 2,950 1,410 5,450 910 7,950 410
450 1,910 3,000 1,400 5,500 900 8,000 400
500 1,900 3,050 1,390 5,550 890 8,050 390
550 1,890 3,100 1,380 5,600 880 8,100 380
600 1,880 3,150 1,370 5,650 870 8,150 370
650 1,870 3,200 1,360 5,700 860 8,200 360
700 1,860 3,250 1,350 5,750 850 8,250 350
750 1,850 3,300 1,340 5,800 840 8,300 340
800 1,840 3,350 1,330 5,850 830 8,350 330
850 1,830 3,400 1,320 5,900 820 8,400 320
900 1,820 3,450 1,310 5,950 810 8,450 310
950 1,810 3,500 1,300 6,000 800 8,500 300
1,000 1,800 3,550 1,290 6,050 790 8,550 290
1,050 1,790 3,600 1,280 6,100 780 8,600 280
1,100 1,780 3,650 1,270 6,150 770 8,650 270
1,150 1,770 3,700 1,260 6,200 760 8,700 260
1,200 1,760 3,750 1,250 6,250 750 8,750 250
1,250 1,750 3,800 1,240 6,300 740 8,800 240
1,300 1,740 3,850 1,230 6,350 730 8,850 230
1,350 1,730 3,900 1,220 6,400 720 8,900 220
1,400 1,720 3,950 1,210 6,450 710 8,950 210
1,450 1,710 4,000 1,200 6,500 700 9,000 200
1,500 1,700 4,050 1,190 6,550 690 9,050 200
1,550 1,690 4,100 1,180 6,600 680 9,100 200
1,600 1,680 4,150 1,170 6,650 670 9,150 200
1,650 1,670 4,200 1,160 6,700 660 9,200 200
1,700 1,660 4,250 1,150 6,750 650 9,250 200
1,750 1,650 4,300 1,140 6,800 640 9,300 200
1,800 1,640 4,350 1,130 6,850 630 9,350 200
1,850 1,630 4,400 1,120 6,900 620 9,400 200
1,900 1,620 4,450 1,110 6,950 610 9,450 200
1,950 1,610 4,500 1,100 7,000 600 9,500 200
2,000 1,600 4,550 1,090 7,050 590 9,550 200
2,050 1,590 4,600 1,080 7,100 580 9,600 200
2,100 1,580 4,650 1,070 7,150 570 9,650 200
2,150 1,570 4,700 1,060 7,200 560 9,700 200
2,200 1,560 4,750 1,050 7,250 550 9,750 200
2,250 1,550 4,800 1,040 7,300 540 9,800 200
2,300 1,540 4,850 1,030 7,350 530 9,850 200
2,350 1,530 4,900 1,020 7,400 520 9,900 200
2,400 1,520 4,950 1,010 7,450 510 9,950 200
2,450 1,510 5,000 1,000 7,500 500 10,000 0
2,500 1,500
<FN>
- ------------
Excess AGI = Your AGI minus your THRESHOLD LEVEL:
If you are single, your Threshold Level is $25,000.
If you are married, your Threshold Level is $40,000.
If you are married and file a separate tax return, your Excess
AGI = your AGI.
</TABLE>
54
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
<TABLE>
<CAPTION>
<S> <C> <C>
PAGE
--------
Part 1: Minimum Distribution Withdrawals 2
Part 2: Accumulation Unit Values 2
Part 3: Annuity Unit Values 2
Part 4: Custodian and Independent Accountants 3
Part 5: Money Market Fund and Intermediate Government
Securities Fund Yield Information 3
Part 6: Long-Term Market Trends 4
Part 7: Financial Statements 6
</TABLE>
HOW TO OBTAIN A ROLLOVER IRA STATEMENT OF ADDITIONAL
INFORMATION
Send this request form to:
Equitable Life
Income Management Group
P.O. Box 1547
Secaucus, NJ 07096-1547
Please send me an INCOME MANAGER Rollover IRA
SAI:
-----------------------------------------------
Name
-----------------------------------------------
Address
-----------------------------------------------
City State Zip
55
<PAGE>
INCOME MANAGER(SM)
SUPPLEMENT TO THE ACCUMULATOR PROSPECTUS
DATED JULY __, 1996
COMBINATION VARIABLE AND FIXED DEFERRED ANNUITY CERTIFICATES
Issued By:
The Equitable Life Assurance Society of the United States
- -------------------------------------------------------------------------------
The asset based administrative charge imposed under the Certificates offered
by the Accumulator prospectus dated July __, 1996, currently is deducted at
the rate of 0.25% annually, which will apply for the life of the Certificate
issued. Therefore, the sections of the prospectus listed below are amended as
follows:
In the FEE TABLE under SEPARATE ACCOUNT ANNUAL EXPENSES (AS A PERCENTAGE OF
ASSETS IN EACH INVESTMENT FUND) the information for the asset based
administrative charge is replaced with the following
ASSET BASED ADMINISTRATIVE CHARGE.....................................0.25%
-----
TOTAL SEPARATE ACCOUNT ANNUAL EXPENSES.......................1.15%
=====
In PART 1: SUMMARY, under DEDUCTIONS FROM INVESTMENT FUNDS, Asset Based
Administrative Charge, the annual rate of 0.35% is replaced with 0.25%.
In PART 6: DEDUCTIONS AND CHARGES, under CHARGES DEDUCTED FROM THE INVESTMENT
FUNDS, Asset Based Administrative Charge, the second sentence of the paragraph
is replaced with the following:
The daily charge is at a rate of 0.000692% (equivalent to an annual
rate of 0.25%) on the assets in each Investment Fund.
The asset based administrative charge of 0.35% annually referred to in the
prospectus will apply under Certificates offered after an indeterminate future
date.
- -------------------------------------------------------------------------------
SUPPLEMENT DATED JULY , 1996
<PAGE>
INCOME MANAGER(SM)
SUPPLEMENT TO THE ACCUMULATOR PROSPECTUS
DATED JULY ____, 1996
COMBINATION VARIABLE AND FIXED DEFERRED ANNUITY CERTIFICATES
Issued By:
The Equitable Life Assurance Society of the United States
- ------------------------------------------------------------------------------
This prospectus supplement describes the Guaranteed Minimum Income Benefit
being offered under the INCOME MANAGER Accumulator Prospectus.
The Guaranteed Minimum Income Benefit (available at issue ages 30 through 63)
may not currently be available in your state. When it becomes available it
will be added to your Certificate. State availability information may be
obtained from your registered representative.
GUARANTEED MINIMUM INCOME BENEFIT (GMIB)
When you are ready to start receiving your retirement income, and you choose
the Assured Payment Plan (Life Annuity with a Period Certain), the GMIB
provides a minimum guaranteed lifetime income by applying the Annuity Account
Value in the Investment Funds to purchase the Assured Payment Plan
Certificate. The Assured Payment Plan provides payments during a period
certain with payments continuing for life thereafter. On the Transaction Date
the amount of the lifetime income to be purchased under the Assured Payment
Plan will be based on an amount equal to the guaranteed minimum death benefit
(GMDB), described under "Death Benefit" in Part 5 of the prospectus, applied
at guaranteed maximum annuity purchase rates under the Certificate. The
guaranteed maximum annuity purchase rates are based on interest at 3% and
mortality based on the 1983 Individual Annuity Mortality Table "a" projected
with Scale G. However, if the Annuity Account Value in the Investment Funds
under your Accumulator Certificate applied at then current Guaranteed Rates
for the Guarantee Periods and the then current purchase rate for the Life
Contingent Annuity would result in higher payments under the Assured Payment
Plan, then the higher payments will be purchased.
If you have any Annuity Account Value in the Guaranteed Period Account under
your Accumulator Certificate as of the Transaction Date, such Annuity Account
Value will also be applied towards the purchase of the payments under the
Assured Payment Plan. A market value adjustment may apply.
The GMIB applies if you meet the following conditions:
o You are the Owner and Annuitant of the Accumulator Certificate.
<PAGE>
o You meet the minimum contribution requirement for the Assured
Payment Plan of $10,000.
o The maximum period certain you select under the Assured Payment
Plan is 10 years for level payments. For increasing payments the
period certain will be 15 years for issue ages 59 1/2 through
70; 12 years for issue ages 71 through 75; 9 years for issue
ages 76 through 80; and 6 years for issue ages 81 through 83.
o The Assured Payment Plan is purchased on one of the Contract
Date anniversaries during years 7 through 15 under your
Accumulator Certificate. However, if you make subsequent
contributions under your Accumulator Certificate, at any time
that the sum of subsequent contributions made after the first
Contract Year exceeds total contributions made during the first
Contract Year, the period during which the GMIB applies will
change. The GMIB will then be applicable on one of the Contract
Date anniversaries during years 7 through 15 following the
Contract Year in which the excess occurred.
If at any time, the ratio of cumulative contributions made after
age 63 exceed 100% of the cumulative contributions made prior to
age 64, available GMIB election dates will become limited. The
election dates will become one of the Contract Date
anniversaries for years 7 through 15 following the Contract Year
in which the excess occurred, but may not be later than 15 years
after the Contract Date. This means that if such excess occurs
after age 63 and more than 8 years after the Contract Date, the
GMIB will no longer be available. Once the ratio described above
exceeds 250% the GMIB will no longer be available.
For issue ages under 30, the GMIB is generally not available.
However, once the ratio of cumulative contributions made after
age 29 exceeds 100% of cumulative contributions made prior to
age 45, the GMIB will become available and the available
election dates will be one of the Contract Date anniversaries
for years 7 through 15 following the Contract Year in which the
excess occurred.
o Payments must start one payment mode from the Contract Date.
Each year, at least 45 days before your Contract Date anniversary, if you are
eligible to elect the Assured Payment Plan, we will send you an estimate of
how much income could be provided under such Plan. The quote will be based on
either (i) the GMIB (using the GMDB as of the date of the estimate), or (ii)
your current Annuity Account Value, at current Guaranteed Rates for the
Guarantee Periods and the current purchase rate for the Life Contingent
Annuity as of the date of the estimate, whichever produces higher payments.
You may then notify us if you want to elect the Assured Payment Plan by
submitting the proper form and returning your Accumulator Certificate. The
amount to be applied under the Assured Payment Plan Certificate will be
determined on the Contract Date anniversary following the date we receive your
request and the Certificate. Your request must be received at our Processing
Office at least seven days before the Contract Date anniversary.
<PAGE>
The guaranteed minimum death benefit charge, described in Part 6 of the
prospectus, will also cover the GMIB.
The Assured Payment Plan (Life Annuity with a Period Certain) is described in
our Prospectus for the Assured Payment Plan dated May 1, 1996, which may be
obtained from your registered representative. You should read it carefully
before you decide to elect the GMIB.
GMIB EXAMPLE
This example assumes a male age 60 has purchased the Accumulator and decides
to elect the Assured Payment Plan (Life Annuity with a Period Certain) with
level annual payments in the 10th Contract Year with payments to be made on
February 15th each year. The example assumes that he purchased the Certificate
with a single contribution of $100,000 that was allocated 100% to the
Investment Funds (excluding the Fixed Income Series) for the entire period
before the Assured Payment Plan was elected. It also assumes that the period
certain under the Assured Payment Plan is 10 years and a Single Life form of
the Life Contingent Annuity is elected. The GMDB in the 10th Contract Year is
$179,085 (at 6% interest). By applying this amount to the guaranteed maximum
annuity purchase rates, the payments under the Assured Payment Plan would be
$xx,xxx.xx annually. This is the GMIB. If higher payments would be provided
under the Assured Payment Plan by applying the Annuity Account Value as of the
Transaction Date to the then Guaranteed Rates for each Guarantee Period and
the then current purchase rate for the Life Contingent Annuity, the higher
payments would be provided. The Annuity Account Value will depend on the
performance of the Investment Funds.
The following table illustrates the Assured Payment Plan payments that would
be provided by the Annuity Account Value assuming various hypothetical rates
of return (after deduction of charges) in the Investment Funds, and various
percentages of the guaranteed maximum annuity purchase rates as of July ___,
1996. The illustration also assumes that these rates are in effect in the 10th
Contract Year. See "Guaranteed Rates and Price Per $100 of Maturity Value" in
Part 4 of the prospectus.
<TABLE>
<CAPTION>
ASSURED PAYMENT PLAN PAYMENTS
BASED ON RATES AS PERCENTAGES OF THE
NET RATE OF RETURN GUARANTEED MAXIMUM ANNUITY PURCHASE
FOR THE RATES AS OF JULY ___, 1996
---------------------------------------------
INVESTMENT FUNDS 80% 100% 120%
---------------- --- ---- ----
<S> <C> <C> <C> <C>
0% $xx,xxx.xx $ xx,xxx.xx $ xx,xxx.xx
4% xx,xxx.xx xx,xxx.xx xx,xxx.xx
8% xx,xxx.xx xx,xxx.xx xx,xxx.xx
</TABLE>
In the example at the 0% rate of return, an amount equal to the GMDB
($179,085) would be used to purchase the annual payments because this amount,
applied at guaranteed maximum annuity purchase rates, produces annual payments
of $ xx,xxx.xx, which is larger than any of the illustrated payment levels
based on current rates.
<PAGE>
At the 4% rate of return, if the current Guaranteed Rates and purchase rate
for the Life Contingent Annuity were 80% of the guaranteed maximum annuity
purchase rates, the Annuity Account Value would be used to provide the
payments. If such rates were 100% or 120% of the July , 1996 rates, the
annual payments would be the GMIB.
At the 8% rate of return, the Annuity Account Value would provide the annual
payments since these amounts applied at assumed current Guaranteed Rates for
the Guarantee Periods and the current assumed purchase rate for the Life
Contingent Annuity produce higher annual payments under the Assured Payment
Plan of $xx,xxx.xx, $ xx,xxx.xx and $ xx,xxx.xx respectively.
The rates of return shown above are for illustrative purposes only and are not
intended to represent an expected or guaranteed rate of return. Your
investment results will vary. Payments under the Assured Payment Plan in
excess of those guaranteed by the GMIB will also depend on the Guaranteed
Rates and purchase rate under the Life Contingent Annuity as of the
Transaction Date, which may vary. The example assumes no transfers or Lump Sum
Withdrawals, which would affect the scheduled payments.
<PAGE>
INCOME MANAGERSM
ACCUMULATOR PROSPECTUS
DATED JULY __, 1996
COMBINATION VARIABLE AND FIXED DEFERRED ANNUITY CERTIFICATES
Issued By:
The Equitable Life Assurance Society of the United States
This prospectus describes certificates The Equitable Life Assurance Society
of the United States (EQUITABLE LIFE, WE, OUR and US) offers under a
combination variable and fixed deferred annuity contract (ACCUMULATOR) issued
on a group basis or as individual contracts. Enrollment under a group
contract will be evidenced by issuance of a certificate. Certificates and
individual contracts each will be referred to as "Certificates." Accumulator
Certificates are used for after-tax contributions to a non-qualified annuity.
A minimum initial contribution of $10,000 is required to put the Certificate
into effect.
The Accumulator is designed to provide retirement income at a future date.
Contributions accumulate on a tax-deferred basis and can be later distributed
under a number of different methods which are designed to be responsive to
the owner's (CERTIFICATE OWNER, YOU and YOUR) objectives.
The Accumulator offers investment options (INVESTMENT OPTIONS) that permit
you to create your own strategies. These Investment Options include 9
variable investment funds (INVESTMENT FUNDS) and each GUARANTEE PERIOD in the
GUARANTEED PERIOD ACCOUNT.
<TABLE>
<CAPTION>
Investment Funds
- ------------------------------------------------------------------------------ Guarantee Periods
Asset Allocation Series: Equity Series: Fixed Income Series: Expiration Dates:
- ---------------------------- ---------------------- ------------------------ ----------------------
<S> <C> <C> <C>
o Conservative Investors o Growth & Income o Money Market February 15,
o Growth Investors o Common Stock o Intermediate o 1997 through 2006
o Global Government Securities
o International
o Aggressive Stock
</TABLE>
We invest each Investment Fund in Class B shares of a corresponding portfolio
(PORTFOLIO) of The Hudson River Trust (TRUST), a mutual fund whose shares are
purchased by separate accounts of insurance companies. The prospectus for the
Trust, which accompanies this prospectus, describes the investment
objectives, policies and risks of the Portfolios.
Amounts allocated to a Guarantee Period accumulate on a fixed basis and are
credited with interest at a rate we set (GUARANTEED RATE) for the entire
period. On each business day (BUSINESS DAY) we will determine the Guaranteed
Rates available for amounts newly allocated to Guarantee Periods. A market
value adjustment (positive or negative) will be made for withdrawals,
transfers, surrender and certain other transactions from a Guarantee Period
before its expiration date (EXPIRATION DATE). Each Guarantee Period has its
own Guaranteed Rates.
You may choose from a variety of payout options, including variable annuities
and fixed annuities.
This prospectus provides information about the Accumulator that prospective
investors should know before investing. You should read it carefully and
retain it for future reference. The prospectus is not valid unless
accompanied by a current prospectus for the Trust, which you should also read
carefully.
Registration statements relating to Separate Account No. 49 (SEPARATE
ACCOUNT) and interests under the Guarantee Periods have been filed with the
Securities and Exchange Commission (SEC). The statement of additional
information (SAI), dated July __, 1996, which is part of the registration
statement for the Separate Account, is available free of charge upon request
by writing to our Processing Office or calling 1-800-789-7771, our toll-free
number. The SAI has been incorporated by reference into this prospectus. The
Table of Contents for the SAI appears at the back of this prospectus.
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.
THE CERTIFICATES ARE NOT INSURED BY THE FDIC OR ANY OTHER AGENCY. THEY ARE
NOT DEPOSITS OR OTHER OBLIGATIONS OF ANY BANK AND ARE NOT BANK GUARANTEED.
THEY ARE SUBJECT TO INVESTMENT RISKS AND POSSIBLE LOSS OF PRINCIPAL INVESTED.
Copyright 1996
The Equitable Life Assurance Society of the United States, New York, New York
10019.
All rights reserved.
<PAGE>
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
Equitable Life's Annual Report on Form 10-K for the year ended December
31, 1995 is incorporated herein by reference.
All documents or reports filed by Equitable Life pursuant to Section
13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934 (EXCHANGE
ACT) after the date hereof and prior to the termination of the offering of
the securities offered hereby shall be deemed to be incorporated by reference
in this prospectus and to be a part hereof from the date of filing of such
documents. Any statement contained in a document incorporated or deemed to be
incorporated herein by reference shall be deemed to be modified or superseded
for purposes of this prospectus to the extent that a statement contained
herein or in any other subsequently filed document which also is or is deemed
to be incorporated by reference herein modifies or supersedes such statement.
Any such statement so modified or superseded shall not be deemed, except as
so modified and superseded, to constitute a part of this prospectus.
Equitable Life files its Exchange Act documents and reports, including its
annual and quarterly reports on Form 10-K and Form 10-Q, electronically
pursuant to EDGAR under CIK No. 0000727920.
Equitable Life will provide without charge to each person to whom this
prospectus is delivered, upon the written or oral request of such person, a
copy of any or all of the foregoing documents incorporated herein by
reference (other than exhibits not specifically incorporated by reference
into the text of such documents). Requests for such documents should be
directed to The Equitable Life Assurance Society of the United States, 787
Seventh Avenue, New York, New York 10019. Attention: Corporate Secretary
(telephone: (212) 554-1234).
2
<PAGE>
PROSPECTUS TABLE OF CONTENTS
<TABLE>
<CAPTION>
<S> <C>
GENERAL TERMS PAGE 4
FEE TABLE PAGE 5
PART 1: SUMMARY PAGE 7
What is the INCOME MANAGER? 7
Investment Options 7
Contributions 7
Transfers 7
Free Look Period 7
Services We Provide 7
Withdrawals 8
Death Benefits 8
Surrendering the Certificates 8
Income Annuity Options 8
Taxes 8
Deductions from Annuity
Account Value 8
Deductions from Investment
Funds 8
Trust Charges to Portfolios 9
PART 2: EQUITABLE LIFE, THE SEPARATE ACCOUNT
AND THE INVESTMENT FUNDS PAGE 10
Equitable Life 10
Separate Account No. 49 10
The Trust 10
The Trust's Investment Adviser 11
Investment Policies and Objectives of the
Trust's Portfolios 12
PART 3: INVESTMENT PERFORMANCE PAGE 13
Performance Data for a Certificate 13
Rate of Return Data for Investment
Funds 14
Communicating Performance Data 17
Money Market Fund and Intermediate Government
Securities Fund
Yield Information 18
PART 4: THE GUARANTEED PERIOD ACCOUNT PAGE 19
Guarantee Periods 19
Market Value Adjustment for Transfers,
Withdrawals or Surrender Prior to the
Expiration Date 20
Death Benefit Amount 21
Investments 21
PART 5: PROVISIONS OF THE CERTIFICATES
AND SERVICES WE PROVIDE PAGE 22
Availability of the Certificates 22
Contributions Under the Certificates 22
Methods of Payment 22
Allocation of Contributions 22
Free Look Period 23
Annuity Account Value 23
Transfers Among Investment Options 24
Dollar Cost Averaging 24
Withdrawals 25
Death Benefit 26
When the Certificate Owner Dies
Before the Annuitant 27
Cash Value 27
Surrendering the Certificates to
Receive the Cash Value 27
Income Annuity Options 27
When Payments are Made 29
Assignment 29
Distribution of the Certificates 29
PART 6: DEDUCTIONS AND CHARGES PAGE 30
Charges Deducted from the Annuity
Account Value 30
Charges Deducted from the Investment
Funds 30
Trust Charges to Portfolios 31
Group or Sponsored Arrangements 31
Other Distribution Arrangements 32
PART 7: VOTING RIGHTS PAGE 33
Trust Voting Rights 33
Voting Rights of Others 33
Separate Account Voting Rights 33
Changes in Applicable Law 33
PART 8: TAX ASPECTS OF THE CERTIFICATES PAGE 34
Tax Changes 34
Taxation of Non-Qualified Annuities 34
Federal and State Income Tax
Withholding 35
Other Withholding 35
Special Rules for Certificates Issued in
Puerto Rico 36
Impact of Taxes to Equitable Life 36
Transfers Among Investment Options 36
PART 9: KEY FACTORS IN RETIREMENT PLANNING PAGE 37
Introduction 37
Inflation 37
Starting Early 38
Tax-Deferral 38
Investment Options 39
The Benefit of Annuitization 40
PART 10: INDEPENDENT ACCOUNTANTS PAGE 41
APPENDIX I: MARKET VALUE ADJUSTMENT EXAMPLE PAGE 42
APPENDIX II: GUARANTEED MINIMUM DEATH
BENEFIT (GMDB) EXAMPLE PAGE 43
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS PAGE 44
</TABLE>
3
<PAGE>
GENERAL TERMS
ACCUMULATION UNIT--Contributions that are invested in an Investment Fund
purchase Accumulation Units in that Investment Fund.
ACCUMULATION UNIT VALUE--The dollar value of each Accumulation Unit in an
Investment Fund on a given date.
ANNUITANT--The individual who is the measuring life for determining annuity
benefits.
ANNUITY ACCOUNT VALUE--The sum of the amounts in the Investment Options under
the Accumulator Certificate. See "Annuity Account Value" in Part 5.
ANNUITY COMMENCEMENT DATE--The date on which amounts are applied to provide
an annuity benefit.
BUSINESS DAY--Generally, any day on which the New York Stock Exchange is open
for trading. For the purpose of determining the Transaction Date, our
Business Day ends at 4:00 p.m. Eastern Time or the closing of the New York
Stock Exchange, if earlier.
CASH VALUE--The Annuity Account Value minus any applicable charges.
CERTIFICATE--The Certificate issued under the terms of a group annuity
contract and any individual contract, including any endorsements.
CERTIFICATE OWNER--The person who owns an Accumulator Certificate and has the
right to exercise all rights under the Certificate.
CODE--The Internal Revenue Code of 1986, as amended.
CONTRACT DATE--The date on which the Annuitant is enrolled under the group
annuity contract, or the effective date of the individual contract. This is
usually the Business Day we receive the initial contribution at our
Processing Office.
CONTRACT YEAR--The 12-month period beginning on your Contract Date and each
anniversary of that date.
EXPIRATION DATE--The date on which a Guarantee Period ends.
GUARANTEE PERIOD--Any of the periods of time ending on an Expiration Date
that are available for investment under the Certificates.
GUARANTEED PERIOD ACCOUNT--The Account that contains the Guarantee Periods.
GUARANTEED RATE--The annual interest rate established for each allocation to
a Guarantee Period.
INVESTMENT FUNDS--The funds of the Separate Account that are available under
the Certificates.
INVESTMENT OPTIONS--The choices for investment: the Investment Funds and each
available Guarantee Period.
MATURITY VALUE--The amount in a Guarantee Period on its Expiration Date.
PORTFOLIOS--The portfolios of the Trust that correspond to the Investment
Funds of the Separate Account.
PROCESSING DATE--The day when we deduct certain charges from the Annuity
Account Value. If the Processing Date is not a Business Day, it will be on
the next succeeding Business Day. The Processing Date will be once each year
on each anniversary of the Contract Date.
PROCESSING OFFICE--The address to which all contributions, written requests
(e.g., transfers, withdrawals, etc.) or other written communications must be
sent. See "Services We Provide" in Part 1.
SAI--The statement of additional information for the Separate Account under
the Accumulator.
SEPARATE ACCOUNT--Equitable Life's Separate Account No. 49.
TRANSACTION DATE--The Business Day we receive a contribution or a transaction
request providing all the information we need at our Processing Office. If
your contribution or request reaches our Processing Office on a non-Business
Day, or after the close of the Business Day, the Transaction Date will be the
next following Business Day. Transaction requests must be made in a form
acceptable to us.
TRUST--The Hudson River Trust, a mutual fund in which the assets of separate
accounts of insurance companies are invested.
VALUATION PERIOD--Each Business Day together with any preceding non-business
days.
4
<PAGE>
FEE TABLE
The purpose of this fee table is to assist you in understanding the various
costs and expenses you may bear directly or indirectly under the Certificate
so that you may compare them on the same basis with other similar products.
The table reflects both the charges of the Separate Account and the expenses
of the Trust. Charges for applicable taxes such as state or local premium
taxes may also apply. For a complete description of the charges under the
Certificate, see "Part 6: Deductions and Charges." For a complete description
of the Trust's charges and expenses, see the prospectus for the Trust.
As explained in Part 4, the Guarantee Periods are not a part of the Separate
Account and are not covered by the fee table and examples. The only charge
shown in the Table which will be deducted from amounts allocated to the
Guarantee Periods is the withdrawal charge. A market value adjustment (either
positive or negative) also may be applicable as a result of a withdrawal,
transfer or surrender of amounts from a Guarantee Period. See "Part 4: The
Guaranteed Period Account."
OWNER TRANSACTION EXPENSES (DEDUCTED FROM ANNUITY ACCOUNT VALUE)
WITHDRAWAL CHARGE AS A PERCENTAGE OF CONTRIBUTIONS (deducted upon surrender
or for certain withdrawals. The applicable withdrawal charge percentage is
determined by the Contract Year in which the withdrawal is made or the
Certificate is surrendered beginning with "Contract Year 1" with respect to
each contribution withdrawn or surrendered. For each contribution, the
Contract Year in which we receive that contribution is "Contract Year
1")(1)
<TABLE>
<CAPTION>
CONTRACT
YEAR
- --------------------------
<S> <C>
1 ...................7.00%
2 ...................6.00
3 ...................5.00
4 ...................4.00
5 ...................3.00
6 ...................2.00
7 ...................1.00
8+...................0.00
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
Transfer Charge(2) ............................................................................. $0.00
Guaranteed Minimum Death Benefit Charge (percentage deducted annually on each Processing Date
as a percentage of the guaranteed minimum death benefit then in effect)(3) .................... 0.35%
SEPARATE ACCOUNT ANNUAL EXPENSES (AS A PERCENTAGE OF ASSETS IN EACH INVESTMENT FUND)
- -----------------------------------------------------------------------------------------------
Mortality and Expense Risk Charge .............................................................. 0.90%
Asset Based Administrative Charge .............................................................. 0.35%
-------
Total Separate Account Annual Expenses ........................................................ 1.25%
=======
</TABLE>
TRUST ANNUAL EXPENSES (AS A PERCENTAGE OF AVERAGE NET ASSETS IN EACH
PORTFOLIO)
<TABLE>
<CAPTION>
INVESTMENT PORTFOLIOS
-----------------------------------------------------------
CONSERVATIVE GROWTH GROWTH & COMMON
INVESTORS INVESTORS INCOME STOCK GLOBAL
-------------- ----------- ---------- -------- --------
<S> <C> <C> <C> <C> <C>
Investment Advisory Fee 0.55% 0.52% 0.55% 0.35% 0.53%
Rule 12b-1 Plan Fee(4) 0.25% 0.25% 0.25% 0.25% 0.25%
Other Expenses 0.04% 0.04% 0.05% 0.03% 0.08%
-------------- ----------- ---------- -------- --------
TOTAL TRUST ANNUAL EXPENSES(5) 0.84% 0.81% 0.85% 0.63% 0.86%
============== =========== ========== ======== ========
</TABLE>
<TABLE>
<CAPTION>
INTERMEDIATE
AGGRESSIVE MONEY GOVT.
INTERNATIONAL STOCK MARKET SECURITIES
--------------- ------------ -------- --------------
<S> <C> <C> <C> <C>
Investment Advisory Fee 0.90% 0.46% 0.40% 0.50%
Rule 12b-1 Plan Fee(4) 0.25% 0.25% 0.25% 0.25%
Other Expenses 0.13% 0.03% 0.04% 0.07%
--------------- ------------ -------- --------------
TOTAL TRUST ANNUAL
EXPENSES(5) 1.28% 0.74% 0.69% 0.82%
=============== ============ ======== ==============
</TABLE>
5
<PAGE>
- ------------
Notes:
(1) Deducted upon a withdrawal with respect to amounts in excess of the 15%
free corridor amount, and upon a surrender. See "Part 6: Deductions and
Charges," "Withdrawal Charge."
(2) We reserve the right to impose a charge in the future at a maximum of
$25 for each transfer among the Investment Options in excess of five per
Contract Year.
(3) See "Part 6: Deductions and Charges," "Guaranteed Minimum Death Benefit
Charge."
(4) The Class B shares of the Trust are subject to fees imposed under a
distribution plan (herein, the "Rule 12b-1 Plan") adopted pursuant to
Rule 12b-1 under the Investment Company Act of 1940. The Rule 12-b-1
Plan provides that the Trust, on behalf of each Portfolio, may pay
annually up to 0.25% of the average daily net assets of a Portfolio
attributable to its Class B shares in respect of activities primarily
intended to result in the sale of the Class B shares. The Rule 12b-1
Plan fee, which may be waived in the discretion of the Distributors may
only be increased by action of the Board of Trustees of the Trust up to
a maximum of 0.50% per annum.
(5) Expenses shown for all Portfolios are estimated. The investment advisory
fee for each Portfolio may vary from year to year depending upon the
average daily net assets of the respective Portfolio of the Trust. The
maximum investment advisory fees, however, cannot be increased without a
vote of that Portfolio's shareholders. The other direct operating
expenses will also fluctuate from year to year depending on actual
expenses. See "Trust Charges to Portfolios" in Part 6.
EXAMPLES
The examples below show the expenses that a hypothetical Certificate Owner
would pay in the two situations noted below assuming a $1,000 contribution
invested in one of the Investment Funds listed, and a 5% annual return on
assets.(1)
These examples should not be considered a representation of past or future
expenses for each Investment Fund or Portfolio. Actual expenses may be
greater or less than those shown. Similarly, the annual rate of return
assumed in the examples is not an estimate or guarantee of future investment
performance.
IF YOU SURRENDER YOUR CERTIFICATE AT THE END OF EACH PERIOD SHOWN, THE
EXPENSES WOULD BE:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS
-------- ---------
<S> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors $91.16 $122.72
Growth Investors 90.86 121.82
EQUITY SERIES:
Growth & Income 91.26 123.02
Common Stock 89.07 116.42
Global 91.36 123.32
International 95.53 135.82
Aggressive Stock 90.17 119.72
FIXED INCOME SERIES:
Money Market 89.67 118.22
Intermediate Government
Securities 90.96 122.12
</TABLE>
IF YOU DO NOT SURRENDER YOUR CERTIFICATE AT THE END OF EACH PERIOD SHOWN, THE
EXPENSES WOULD BE:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS
-------- ---------
<S> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors $24.87 $76.88
Growth Investors 24.57 75.98
EQUITY SERIES:
Growth & Income 24.97 77.18
Common Stock 22.78 70.58
Global 25.07 77.48
International 29.24 89.99
Aggressive Stock 23.88 73.89
FIXED INCOME SERIES:
Money Market 23.38 72.39
Intermediate Government
Securities 24.67 76.28
</TABLE>
- ------------
Notes:
(1) The amount accumulated could not be paid in the form of an annuity at
the end of any of the periods shown in the examples. If the amount
applied to purchase an annuity is less than $2,000, or the initial
payment is less than $20 we may pay the amount to the payee in a single
sum instead of as payments under an annuity form. See "Income Annuity
Options" in Part 5. The examples do not reflect charges for applicable
taxes such as state or local premium taxes that may also be deducted in
certain jurisdictions.
6
<PAGE>
PART 1: SUMMARY
The following Summary is qualified in its entirety by the terms of the
Certificate when issued and the more detailed information appearing elsewhere
in this prospectus (see "Prospectus Table of Contents").
WHAT IS THE INCOME MANAGER?
The INCOME MANAGER is a family of annuities designed to provide for
retirement income. The Accumulator is a non-qualified deferred annuity
designed to provide retirement income at a future date through the investment
of funds on an after-tax basis. Generally, earnings will accumulate without
being subject to annual income tax, until withdrawn. The Accumulator features
a combination of Investment Options, consisting of Investment Funds providing
variable returns and Guarantee Periods providing guaranteed interest. Fixed
and variable income annuities are also available. The Accumulator may not be
available in all states.
INVESTMENT OPTIONS
The Accumulator offers the following Investment Options which permit you to
create your own strategy for retirement savings. All available Investment
Options may be selected under a Certificate.
INVESTMENT FUNDS
o Asset Allocation Series: the Conservative Investors and Growth Investors
Funds
o Equity Series: the Growth & Income, Common Stock, Global, International
and Aggressive Stock Funds
o Fixed Income Series: the Money Market and Intermediate Government
Securities Funds
GUARANTEE PERIODS
o Guarantee Periods maturing in each of calendar years 1997 through 2006.
CONTRIBUTIONS
o To put a Certificate into effect, you must make an initial contribution
of at least $10,000.
o Subsequent contributions may be made in an amount of at least $1,000.
TRANSFERS
You may make an unlimited number of transfers among the Investment Funds.
However, there are restrictions for transfers to and from the Guarantee
Periods. Transfers from a Guarantee Period may result in a market value
adjustment. Transfers among Investment Options are currently free of charge.
Transfers among the Investment Options are not taxable.
FREE LOOK PERIOD
You have the right to examine the Accumulator Certificate for a period of 10
days after you receive it, and to return it to us for a refund. You may
cancel it by sending it to our Processing Office. Your refund will equal the
Annuity Account Value, reflecting any investment gain or loss, and any
positive or negative market value adjustment, through the date we receive
your Certificate at our Processing Office.
SERVICES WE PROVIDE
O REGULAR REPORTS
o Statement of your Certificate values as of the last day of the calendar
year;
o Three additional reports of your Certificate values each year;
o Annual and semi-annual statements of the Trust; and
o Written confirmation of financial transactions.
O TOLL-FREE TELEPHONE SERVICES
o Call 1-800-789-7771 for a recording of daily Accumulation Unit Values
and Guaranteed Rates applicable to the Guarantee Periods. Also call
during our regular business hours to speak to one of our customer
service representatives.
O PROCESSING OFFICE
o For contributions sent by Regular Mail:
Equitable Life
Income Management Group
Post Office Box 13014
Newark, NJ 07188-0014
7
<PAGE>
O FOR CONTRIBUTIONS SENT BY EXPRESS MAIL:
Equitable Life
c/o First Chicago National Processing Center
300 Harmon Meadow Boulevard, 3rd Floor
Attn: Box 13014
Secaucus, NJ 07094
O FOR ALL OTHER COMMUNICATIONS (E.G., REQUESTS FOR TRANSFERS, WITHDRAWALS)
SENT BY REGULAR MAIL:
Equitable Life
Income Management Group
P.O. Box 1547
Secaucus, NJ 07096-1547
O FOR ALL OTHER COMMUNICATIONS (E.G., REQUESTS FOR TRANSFERS, WITHDRAWALS)
SENT BY
EXPRESS MAIL:
Equitable Life
Income Management Group
200 Plaza Drive
Secaucus, NJ 07096
WITHDRAWALS
o Lump Sum Withdrawals--Before the Annuity Commencement Date while the
Certificate is in effect, you may take a Lump Sum Withdrawal from your
Certificate once per Contract Year at any time during such Contract Year. The
minimum withdrawal amount is $1,000.
o Periodic Withdrawals--You may also withdraw funds under our Periodic
Withdrawal option, where the minimum withdrawal amount is $250.
Withdrawals may be subject to a withdrawal charge and withdrawals from
Guarantee Periods prior to their Expiration Dates will result in a market
value adjustment. Withdrawals may be subject to income tax and tax penalty.
DEATH BENEFITS
If the Annuitant and successor Annuitant, if any, die before the Annuity
Commencement Date, the Accumulator provides a death benefit. The beneficiary
will be paid the greater of the Annuity Account Value in the Investment Funds
and the guaranteed minimum death benefit, plus any death benefit provided
with respect to the Guaranteed Period Account.
SURRENDERING THE CERTIFICATES
You may surrender a Certificate and receive the Cash Value at any time before
the Annuity Commencement Date while the Annuitant is living. Withdrawal
charges and a market value adjustment may apply. A surrender may also be
subject to income tax and tax penalty.
INCOME ANNUITY OPTIONS
The Certificates provide income annuity options to which amounts may be
applied at the Annuity Commencement Date. The income annuity options are
offered on a fixed and variable basis.
TAXES
Generally, earnings on contributions made to the Certificate will not be
included in your taxable income until distributions are made from the
Certificate. Distributions prior to your attaining age 59 1/2 may be subject
to tax penalty.
DEDUCTIONS FROM ANNUITY
ACCOUNT VALUE
Withdrawal Charge
A withdrawal charge will be imposed as a percentage of the initial and each
subsequent contribution if a withdrawal exceeds the 15% free corridor amount
or if the Certificate is surrendered. We determine the withdrawal charge
separately for each contribution in accordance with the table below.
<TABLE>
<CAPTION>
CONTRACT YEAR
1 2 3 4 5 6 7 8+
------ ------ ------ ------ ------ ------ ------ -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Percentage of
Contribution 7.0% 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0%
</TABLE>
The applicable withdrawal charge percentage is determined by the Contract
Year in which the withdrawal is made or the Certificate is surrendered,
beginning with "Contract Year 1" with respect to each contribution withdrawn
or surrendered. For each contribution the Contract Year in which we receive
that contribution is "Contract Year 1."
Guaranteed Minimum Death Benefit Charge
We deduct annually on each Processing Date an amount equal to 0.35% of the
guaranteed minimum death benefit in effect on such Processing Date.
Charges for State Premium and Other Applicable Taxes
Generally, we deduct a charge for premium or other applicable taxes from the
Annuity Account Value on the Annuity Commencement Date. The current tax
charge that might be imposed varies by state and ranges from 0 to 3.5% (the
rate is 1% in Puerto Rico and 5% in the Virgin Islands).
DEDUCTIONS FROM INVESTMENT FUNDS
Mortality and Expense Risk Charge
We charge each Investment Fund a daily asset based charge for mortality and
expense risks equivalent to an annual rate of 0.90%.
8
<PAGE>
Asset Based Administrative Charge
We charge each Investment Fund a daily asset based charge to cover
administrative expenses under the Certificate equivalent to an annual rate of
0.35%.
TRUST CHARGES TO PORTFOLIOS
Investment advisory fees and other expenses of the Trust are charged daily
against the Trust's assets. These are reflected in the Portfolio's daily
share price and in the daily Accumulation Unit Value for the Investment
Funds.
The Trust Class B shares held in the Investment Funds are subject to a
distribution fee under a Rule 12b-1 Plan. We offer other deferred variable
annuities that invest in Trust shares that are not subject to the Rule 12b-1
Plan fees and that bear different charges and expenses. For more information
about the Plan, and the address for any inquiries about the Plan, see "The
Trust" in the accompanying Trust prospectus.
9
<PAGE>
PART 2: EQUITABLE LIFE, THE SEPARATE ACCOUNT
AND THE INVESTMENT FUNDS
EQUITABLE LIFE
Equitable Life is a New York stock life insurance company that has been in
business since 1859. For more than 100 years we have been among the largest
life insurance companies in the United States. Equitable Life has been
selling annuities since the turn of the century. Our home office is located
at 787 Seventh Avenue, New York, New York 10019. We are authorized to sell
life insurance and annuities in all fifty states, the District of Columbia,
Puerto Rico and the Virgin Islands. We maintain local offices throughout the
United States.
Equitable Life is a wholly owned subsidiary of The Equitable Companies
Incorporated (the Holding Company). The largest stockholder of the Holding
Company is AXA S.A. AXA beneficially owns 60.6% of the outstanding shares of
common stock of the Holding Company plus convertible preferred stock. Under
its investment arrangements with Equitable Life and the Holding Company, AXA
is able to exercise significant influence over the operations and capital
structure of the Holding Company and its subsidiaries, including Equitable
Life. AXA, a French company, is the holding company for an international
group of insurance and related financial service companies.
Equitable Life, the Holding Company and their subsidiaries managed
approximately $195.3 billion of assets as of December 31, 1995.
SEPARATE ACCOUNT NO. 49
Separate Account No. 49 is organized as a unit investment trust, a type of
investment company, and is registered with the SEC under the Investment
Company Act of 1940 (1940 Act). This registration does not involve any
supervision by the SEC of the management or investment policies of the
Separate Account. The Separate Account has several Investment Funds, each of
which invests in shares of a corresponding Portfolio of the Trust. Because
amounts allocated to the Investment Funds are invested in a mutual fund,
investment return and principal will fluctuate and the Certificate Owner's
Accumulation Units may be worth more or less than the original cost when
redeemed.
Under the New York Insurance Law, the portion of the Separate Account's
assets equal to the reserves and other liabilities relating to the
Certificates are not chargeable with liabilities arising out of any other
business we may conduct. Income, gains or losses, whether or not realized,
from assets of the Separate Account are credited to or charged against the
Separate Account without regard to our other income gains or losses. We are
the issuer of the Certificates, and the obligations set forth in the
Certificates (other than those of Annuitants or Certificate Owners) are our
obligations.
In addition to contributions made under the Accumulator Certificates, we may
allocate to the Separate Account monies received under other contracts,
certificates, or agreements. Owners of all such contracts, certificates or
agreements will participate in the Separate Account in proportion to the
amounts they have in the Investment Funds that relate to their contracts,
certificates or agreements. We may retain in the Separate Account assets that
are in excess of the reserves and other liabilities relating to the
Accumulator Certificates or to other contracts, certificates or agreements,
or we may transfer the excess to our General Account.
We reserve the right, subject to compliance with applicable law; (1) to add
Investment Funds (or sub-funds of Investment Funds) to, or to remove
Investment Funds (or sub-funds) from, the Separate Account, or to add other
separate accounts; (2) to combine any two or more Investment Funds or
sub-funds thereof; (3) to transfer the assets we determine to be the share of
the class of contracts to which the Certificate belongs from any Investment
Fund to another Investment Fund; (4) to operate the Separate Account or any
Investment Fund as a management investment company under the 1940 Act, in
which case charges and expenses that otherwise would be assessed against an
underlying mutual fund would be assessed against the Separate Account; (5) to
deregister the Separate Account under the 1940 Act, provided that such action
conforms with the requirements of applicable law; (6) to restrict or
eliminate any voting rights as to the Separate Account; and (7) to cause one
or more Investment Funds to invest some or all of their assets in one or more
other trusts or investment companies. If any changes are made that result in
a material change in the underlying investment policy of an Investment Fund,
you will be notified as required by law.
THE TRUST
The Trust is an open-end diversified management investment company, more
commonly called a mu-
10
<PAGE>
tual fund. As a "series" type of mutual fund, it issues several different
series of stock, each of which relates to a different Portfolio of the Trust.
The Trust commenced operations in January 1976 with a predecessor of its
Common Stock Portfolio. The Trust does not impose a sales charge or "load"
for buying and selling its shares. All dividend distributions to the Trust
are reinvested in full and fractional shares of the Portfolio to which they
relate. Each Investment Fund invests in Class B shares of a corresponding
Portfolio of the Trust. More detailed information about the Trust, its
investment objectives, policies, restrictions, risks, expenses, the Rule
12b-1 Plan relating to the Class B shares, and all other aspects of its
operations appears in its prospectus which accompanies this prospectus or in
its statement of additional information.
THE TRUST'S INVESTMENT ADVISER
The Trust is advised by Alliance Capital Management L.P. (Alliance), which is
registered with the SEC as an investment adviser under the Investment
Advisers Act of 1940. Alliance, a publicly-traded limited partnership, is
indirectly majority-owned by Equitable Life. On December 31, 1995, Alliance
was managing over $146.5 billion in assets. Alliance acts as an investment
adviser to various separate accounts and general accounts of Equitable Life
and other affiliated insurance companies. Alliance also provides management
and consulting services to mutual funds, endowment funds, insurance
companies, foreign entities, qualified and non-tax qualified corporate funds,
public and private pension and profit-sharing plans, foundations and
tax-exempt organizations.
Alliance's record as an investment manager is based, in part, on its ability
to provide a diversity of investment services to domestic, international and
global markets. Alliance prides itself on its ability to attract and retain a
quality, professional work force. Alliance employs more than 160 investment
professionals, including 68 research analysts. Portfolio managers have an
average investment experience of more than 16 years.
Alliance's main office is located at 1345 Avenue of the Americas, New York,
New York 10105.
11
<PAGE>
INVESTMENT POLICIES AND OBJECTIVES OF THE TRUST'S PORTFOLIOS
Each Portfolio has a different investment objective which it tries to achieve
by following separate investment policies. The policies and objectives of
each Portfolio will affect its return and its risks. There is no guarantee
that these objectives will be achieved.
The policies and objectives of the Trust's Portfolios are as follows:
<TABLE>
<CAPTION>
Portfolio Investment Policy Objective
- --------------------------- ---------------------------------------------------- -----------------------------
<S> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors Diversified mix of publicly-traded, fixed-income and High total return without, in
equity securities; asset mix and security selection the adviser's opinion, undue
are primarily based upon factors expected to reduce risk to principal
risk. The Portfolio is generally expected to hold
approximately 70% of its assets in fixed income
securities and 30% in equity securities.
Growth Investors Diversified mix of publicly-traded, fixed-income and High total return consistent
equity securities; asset mix and security selection with the adviser's
based upon factors expected to increase possibility determination of reasonable
of high long-term return. The Portfolio is generally risk
expected to hold approximately 70% of its assets in
equity securities and 30% in fixed income
securities.
EQUITY SERIES:
Growth & Income Primarily income producing common stocks and High total return through a
securities convertible into common stocks. combination of current income
and capital appreciation
Common Stock Primarily common stock and other equity-type Long-term growth of capital
instruments. and increasing income
Global Primarily equity securities of non-United States as Long-term growth of capital
well as United States companies.
International Primarily equity securities selected principally to Long-term growth of capital
permit participation in non-United States companies
with prospects for growth.
Aggressive Stock Primarily common stocks and other equity-type Long-term growth of capital
securities issued by medium and other smaller sized
companies with strong growth potential.
FIXED INCOME SERIES:
Money Market Primarily high quality short-term money market High level of current income
instruments. while preserving assets and
maintaining liquidity
Intermediate Government Primarily debt securities issued or guaranteed by High current income
Securities the U.S. government, its agencies and consistent with relative
instrumentalities. Each investment will have a final stability of principal
maturity of not more than 10 years or a duration not
exceeding that of a 10-year Treasury note.
</TABLE>
12
<PAGE>
PART 3: INVESTMENT PERFORMANCE
This Part presents performance data for each of the Investment Funds
calculated by two methods. The first method, used in calculating values for
the two tables in "Performance Data for a Certificate," reflects all
applicable fees and charges other than the charge for tax such as premium
taxes. The second method, used in preparing rates of return for the three
tables in "Rate of Return Data for Investment Funds," reflects all fees and
charges other than the withdrawal charge, the guaranteed minimum death
benefit charge and the charge for tax such as premium taxes. These additional
charges would effectively reduce the rates of return credited to a particular
Certificate.
The Separate Account was recently established and has had no prior
operations, and no Certificates have been issued prior to the date of this
prospectus. The calculations of investment performance shown below are based
on the actual investment results of the Portfolios of the Trust, from which
certain fees and charges applicable under the Accumulator have been deducted.
The investment results of the Portfolios of the Trust have been adjusted to
reflect the Rule 12b-1 Plan fee relating to the Class B shares. The results
shown are not an estimate or guarantee of future investment performance, and
do not reflect the actual experience of amounts invested under a particular
Certificate.
See "Part 4: The Guaranteed Period Account" for information on the Guaranteed
Period Account.
PERFORMANCE DATA FOR A CERTIFICATE
The standardized performance data in the following tables illustrate the
average annual total return of the Investment Funds over the periods shown,
assuming a single initial contribution of $1,000 and the surrender of the
Certificate at the end of each period. These tables (which reflect the first
calcu- lation method described above) are prepared in a manner prescribed by
the SEC for use when we advertise the performance of the Separate Account. An
Investment Fund's average annual total return is the annual rate of growth of
the Investment Fund that would be necessary to achieve the ending value of a
contribution kept in the Investment Fund for the period specified.
Each calculation assumes that the $1,000 contribution was allocated to only
one Investment Fund, no transfers or subsequent contributions were made and
no amounts were allocated to any other Investment Option under the
Certificate.
In order to calculate annualized rates of return, we divide the Cash Value of
a Certificate which is surrendered on December 31, 1995 by the $1,000
contribution made at the beginning of each period illustrated. The result of
that calculation is the total growth rate for the period. Then we annualize
that growth rate to obtain the average annual percentage increase (decrease)
during the period shown. When we "annualize," we assume that a single rate of
return applied each year during the period will produce the ending value,
taking into account the effect of compounding.
GROWTH OF $1,000 UNDER A CERTIFICATE SURRENDERED ON DECEMBER 31, 1995
<TABLE>
<CAPTION>
LENGTH OF INVESTMENT PERIOD
----------------------------------------------------
INVESTMENT THREE FIVE TEN SINCE
FUND ONE YEAR YEARS YEARS YEARS INCEPTION*
- ---------------------- -------- -------- -------- -------- ------------
<S> <C> <C> <C> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors $1,116 $1,164 $1,454 -- $ 1,575
Growth Investors 1,175 1,289 1,993 -- 2,255
EQUITY SERIES:
Growth & Income 1,152 -- -- -- 1,130
Common Stock 1,235 1,487 2,083 $3,436 11,048
Global 1,100 1,520 1,938 -- 2,101
International -- -- -- -- 1,031
Aggressive Stock 1,227 1,353 2,430 -- 5,120
</TABLE>
13
<PAGE>
GROWTH OF $1,000 UNDER A CERTIFICATE SURRENDERED ON DECEMBER 31, 1995
(CONTINUED)
<TABLE>
<CAPTION>
LENGTH OF INVESTMENT PERIOD
---------------------------------------------------
INVESTMENT ONE THREE FIVE TEN SINCE
FUND YEAR YEARS YEARS YEARS INCEPTION*
- ----------------------------- ------- -------- -------- -------- ------------
<S> <C> <C> <C> <C> <C>
FIXED INCOME SERIES:
Money Market $ 972 $1,024 $1,108 $1,494 $2,164
Intermediate Govt. Securities 1,046 1,087 -- -- 1,274
</TABLE>
- ------------
* See footnote below.
AVERAGE ANNUAL TOTAL RETURN UNDER A CERTIFICATE SURRENDERED ON
DECEMBER 31, 1995
<TABLE>
<CAPTION>
LENGTH OF INVESTMENT PERIOD
--------------------------------------------------
INVESTMENT THREE FIVE TEN SINCE
FUND ONE YEAR YEARS YEARS YEARS INCEPTION*
- ----------------------------- -------- ------- ------- -------- ------------
<S> <C> <C> <C> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors 11.61% 5.20% 7.78% -- 6.70%
Growth Investors 17.49 8.84 14.79 -- 12.32
EQUITY SERIES:
Growth & Income 15.22 -- -- -- 4.16
Common Stock 23.47 14.13 15.81 13.14% 12.76
Global 10.04 14.97 14.14 -- 8.60
International -- -- -- -- 3.05
Aggressive Stock 22.67 10.61 19.43 -- 17.74
FIXED INCOME SERIES:
Money Market (2.83) 0.81 2.07 4.10 5.28
Intermediate Govt. Securities 4.64 2.81 -- -- 4.96
</TABLE>
- ------------
* The "Since Inception" dates are as follows: Conservative Investors
(October 2, 1989); Growth Investors (October 2, 1989); Growth & Income
(October 1, 1993); Common Stock (January 13, 1976); Global (August 27, 1987);
International (April 3, 1995); Aggressive Stock (January 27, 1986); Money
Market (July 13, 1981); and Intermediate Government Securities (April 1,
1991). The "Since Inception" numbers for the International Fund are
unannualized.
RATE OF RETURN DATA FOR INVESTMENT FUNDS
The following tables (which reflect the second calculation method described
above) provide you with information on rates of return on an annualized,
cumulative and year-by-year basis.
All rates of return presented are time-weighted and include reinvestment of
investment income, including interest and dividends. Cumulative rates of
return reflect performance over a stated period of time. Annualized rates of
return represent the annual rate of growth that would have produced the same
cumulative return, if performance had been constant over the entire period.
Performance data of the Money Market and Common Stock Funds for the periods
prior to March 22, 1985, reflect the investment results of two open-end
management separate accounts (the "predecessor separate accounts") which were
reorganized in unit investment trust form. The "Since Inception" figures for
these Funds are based on the date of inception of the predecessor separate
accounts. This performance data has been adjusted to reflect the maximum
investment advisory fee payable for the corresponding Portfolio of the Trust
and the Rule 12b-1 Plan fee, as well as an assumed charge of 0.06% for direct
operating expenses.
Performance data for the remaining Investment Funds reflect (i) the
investment results of the corresponding Portfolios of the Trust from the date
of inception of those Portfolios and (ii) the actual investment advisory fee,
Rule 12b-1 Plan fee, and direct operating expenses of the relevant Portfolio.
14
<PAGE>
The performance data for all periods has also been adjusted to reflect the
Separate Account mortality and expense risk charge, and the asset based
administrative charge equal to a total of 1.25% relating to the Certificates,
as well as the Trust's expenses.
BENCHMARKS
Market indices are not subject to any charges for investment advisory fees,
brokerage commission or other operating expenses typically associated with a
managed portfolio. Nor do they reflect other charges such as the mortality
and expense risk charge and the asset based administrative charge under the
Certificates. Comparisons with these benchmarks, therefore, are of limited
use. We include them because they are widely known and may help you to
understand the universe of securities from which each Portfolio is likely to
select its holdings. Benchmark data reflect the reinvestment of dividend
income.
PORTFOLIO INCEPTION DATES AND COMPARATIVE BENCHMARKS:
Asset Allocation Series:
CONSERVATIVE INVESTORS: October 2, 1989; 70% Lehman Treasury Bond Composite
Index and 30% Standard & Poor's 500 Index.
GROWTH INVESTORS: October 2, 1989; 30% Lehman Government/Corporate Bond Index
and 70% Standard & Poor's 500 Index.
Equity Series:
GROWTH & INCOME: October 1, 1993; 75% Standard & Poor's 500 Index and 25%
Value Line Convertible Index.
COMMON STOCK: January 13, 1976; Standard & Poor's 500 Index.
GLOBAL: August 27, 1987; Morgan Stanley Capital International World Index.
INTERNATIONAL: April 1, 1995; Morgan Stanley Capital International Europe,
Australia, Far East Index.
AGGRESSIVE STOCK: January 27, 1986; 50% Standard & Poor's Mid-Cap Total
Return Index and 50% Russell 2000 Small Stock Index.
Fixed Income Series:
MONEY MARKET: July 13, 1981; Salomon Brothers Three-Month T-Bill Index.
INTERMEDIATE GOVERNMENT SECURITIES: April 1, 1991; Lehman Intermediate
Government Bond Index.
The Lipper Variable Insurance Products Performance Analysis Survey (Lipper)
records the performance of a large group of variable annuity products,
including managed separate accounts of insurance companies. According to
Lipper Analytical Services, Inc., the data are presented net of investment
management fees, direct operating expenses and asset-based charges applicable
under insurance policies or annuity contracts. Lipper data provide a more
accurate picture than market benchmarks of the Accumulator performance
relative to other variable annuity products.
ANNUALIZED RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1995:*
<TABLE>
<CAPTION>
SINCE
1 YEAR 3 YEARS 5 YEARS 10 YEARS 15 YEARS INCEPTION
-------- --------- --------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C>
ASSET ALLOCATION SERIES:
CONSERVATIVE INVESTORS 18.61% 6.94% 8.50% -- -- 8.01%
Lipper Income 21.25 9.65 11.99 -- -- 9.79
Benchmark 24.11 10.41 11.73 -- -- 10.55
GROWTH INVESTORS 24.49 10.48 15.37 -- -- 14.30
Lipper Flexible Portfolio 21.58 9.32 11.43 -- -- 9.44
Benchmark 32.05 13.35 14.70 -- -- 11.97
EQUITY SERIES:
GROWTH & INCOME 22.22 -- -- -- -- 8.02
Lipper Growth & Income 31.18 -- -- -- -- 12.76
Benchmark 34.93 -- -- -- -- 15.45
COMMON STOCK 30.47 15.64 16.39 13.44% 12.66% 13.07
Lipper Growth 31.08 12.09 15.53 12.05 12.26 12.25
Benchmark 37.54 15.30 16.57 14.87 14.79 14.24
</TABLE>
15
<PAGE>
ANNUALIZED RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1995:* (CONTINUED)
<TABLE>
<CAPTION>
SINCE
1 YEAR 3 YEARS 5 YEARS 10 YEARS 15 YEARS INCEPTION
-------- --------- --------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C>
GLOBAL 17.04% 16.45% 14.76% -- -- 9.71%
Lipper Global 13.87 13.45 9.10 -- -- 2.52
Benchmark 20.72 15.83 11.74 -- -- 6.75
INTERNATIONAL -- -- -- -- -- 10.05**
Lipper International -- -- -- -- -- 12.21**
Benchmark -- -- -- -- -- 9.17**
AGGRESSIVE STOCK 29.67 12.21 19.93 -- -- 18.18
Lipper Small Company Growth 28.19 15.26 25.72 -- -- 16.06
Benchmark 29.69 13.67 20.16 -- -- 13.58
FIXED INCOME SERIES:
MONEY MARKET 4.17 2.68 2.92 4.44% -- 5.84
Lipper Money Market 4.35 2.88 3.10 4.71 -- 6.27
Benchmark 5.74 4.34 4.47 5.77 -- 7.09
INTERMEDIATE GOVERNMENT
SECURITIES 11.64 4.62 -- -- -- 6.05
Lipper Gen. U.S. Government 15.47 6.27 -- -- -- 7.87
Benchmark 14.41 6.74 -- -- -- 8.17
</TABLE>
- ------------
* See footnote on next page.
** Unannualized.
CUMULATIVE RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1995:*
<TABLE>
<CAPTION>
SINCE
1 YEAR 3 YEARS 5 YEARS 10 YEARS 15 YEARS INCEPTION
-------- --------- --------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C>
ASSET ALLOCATION SERIES:
CONSERVATIVE INVESTORS 18.61% 22.30% 50.40% -- -- 61.83%
Lipper Income 21.25 31.95 76.42 -- -- 79.42
Benchmark 24.11 34.58 74.09 -- -- 87.24
GROWTH INVESTORS 24.49 34.85 104.38 -- -- 130.44
Lipper Flexible Portfolio 21.58 30.92 72.73 -- -- 76.92
Benchmark 32.05 45.64 98.56 -- -- 102.72
EQUITY SERIES:
GROWTH & INCOME 22.22 -- -- -- -- 18.94
Lipper Growth & Income 31.18 -- -- -- -- 31.42
Benchmark 34.93 -- -- -- -- 38.14
COMMON STOCK 30.47 54.65 113.57 252.92% 497.69% 1,061.89
Lipper Growth 31.08 41.29 107.30 215.49 483.45 920.87
Benchmark 37.54 53.30 115.25 300.11 692.18 1,327.94
GLOBAL 17.04 57.90 99.01 -- -- 116.63
Lipper Global 13.87 46.36 55.44 -- -- 23.09
Benchmark 20.72 55.39 74.20 -- -- 72.38
INTERNATIONAL -- -- -- -- -- 10.05**
Lipper International -- -- -- -- -- 12.21**
Benchmark -- -- -- -- -- 9.17**
AGGRESSIVE STOCK 29.67 41.30 148.10 -- -- 424.83
Lipper Small Company Growth 28.19 55.24 268.67 -- -- 337.96
Benchmark 29.69 46.89 150.49 -- -- 254.09
FIXED INCOME SERIES:
MONEY MARKET 4.17 8.25 15.50 54.44 -- 127.26
Lipper Money Market 4.35 8.87 16.48 58.55 -- 140.42
Benchmark 5.74 13.58 24.45 75.23 -- 170.07
</TABLE>
- ------------
* See footnote on next page.
** Unannualized.
16
<PAGE>
CUMULATIVE RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1995:* (CONTINUED)
<TABLE>
<CAPTION>
SINCE
1 YEAR 3 YEARS 5 YEARS 10 YEARS 15 YEARS INCEPTION
-------- --------- --------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C>
INTERMEDIATE GOVERNMENT
SECURITIES 11.64% 14.51% -- -- -- 32.21 %
Lipper Gen. U.S. Government 15.47 20.05 -- -- -- 43.43
Benchmark 14.41 21.60 -- -- -- 45.17
</TABLE>
YEAR-BY-YEAR RATES OF RETURN*
<TABLE>
<CAPTION>
1983 1984 1985 1986
<S> <C> <C> <C> <C>
ASSET ALLOCATION
SERIES:
CONSERVATIVE
INVESTORS -- -- -- --
GROWTH INVESTORS -- -- -- --
EQUITY SERIES:
GROWTH & INCOME -- -- -- --
COMMON STOCK*** 24.24% (3.43)% 31.44% 15.62%
GLOBAL -- -- -- --
INTERNATIONAL -- -- -- --
AGGRESSIVE STOCK -- -- -- 33.40
FIXED INCOME SERIES:
MONEY MARKET*** 7.33 9.20 6.85 5.02
INTERMEDIATE
GOVERNMENT
SECURITIES -- -- -- --
</TABLE>
(RESTUBBED TABLE CONTINUED FROM ABOVE)
<TABLE>
<CAPTION>
1987 1988 1989 1990 1991 1992 1993 1994 1995
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSET ALLOCATION
SERIES:
CONSERVATIVE
INVESTORS -- -- 2.70% 4.77% 18.09% 4.13% 9.15% (5.53)% 18.61%
GROWTH INVESTORS -- -- 3.44 9.00 46.68 3.33 13.55 (4.60) 24.49
EQUITY SERIES:
GROWTH & INCOME -- -- -- -- -- -- (0.64) (2.06) 22.22
COMMON STOCK*** 5.83% 20.61% 23.72 (9.49) 35.83 1.67 22.96 (3.60) 30.47
GLOBAL (13.67) 9.23 24.85 (7.48) 28.60 (2.00) 30.14 3.66 17.04
INTERNATIONAL -- -- -- -- -- -- -- -- 10.05
AGGRESSIVE STOCK 5.69 (0.38) 41.36 6.54 84.08 (4.61) 15.00 (5.25) 29.67
FIXED INCOME SERIES:
MONEY MARKET*** 5.04 5.71 7.56 6.61 4.60 2.01 1.42 2.46 4.17
INTERMEDIATE
GOVERNMENT
SECURITIES -- -- -- -- 11.01 4.01 8.89 (5.80) 11.64
</TABLE>
- ------------
* Returns do not reflect the withdrawal charge and the guaranteed minimum
death benefit charge.
** Unannualized.
<TABLE>
<CAPTION>
*** Prior to 1982 the Year-by-Year Rates of Return were: 1976 1977 1978 1979 1980 1981 1982
<S> <C> <C> <C> <C> <C> <C> <C>
COMMON STOCK 7.83% (10.60)% 6.62% 27.90% 47.88% (7.27)% 15.82%
MONEY MARKET - - - - - 5.54 11.33
</TABLE>
COMMUNICATING PERFORMANCE DATA
In reports or other communications or in advertising material, we may
describe general economic and market conditions affecting the Separate
Account and the Trust and may compare the performance of the Investment Funds
with (1) that of other insurance company separate accounts or mutual funds
included in the rankings prepared by Lipper Analytical Services, Inc.,
Morningstar, Inc., VARDS or similar investment services that monitor the
performance of insurance company separate accounts or mutual funds, (2) other
appropriate indices of investment securities and averages for peer universes
of funds which are shown under "Benchmarks" and "Fund Inception Dates and
Comparative Benchmarks" in this Part 3, or (3) data developed by us derived
from such indices or averages. The Morningstar Variable Annuity/Life Report
consists of nearly 700 variable life and annuity funds, all of which report
their data net of investment management fees, direct operating expenses and
separate account charges. VARDS is a monthly reporting service that monitors
approximately 760 variable life and variable annuity funds on performance and
account information. Advertisements or other communications furnished to
present or prospective Certificate Owners may also include evaluations of an
Investment Fund or Portfolio by financial publications that are nationally
recognized such as Barron's, Morningstar's Variable Annuity Sourcebook,
Business Week, Chicago Tribune, Forbes, Fortune, Institutional Investor,
Investment Adviser, Investment Dealer's Digest, Investment Management Weekly,
Los Angeles Times, Money, Money Management Letter, Kiplinger's Personal
Finance, Financial Planning, National Underwriter, Pension & Investments, USA
Today, Investor's Daily, The New York Times, and The Wall Street Journal.
17
<PAGE>
MONEY MARKET FUND AND INTERMEDIATE GOVERNMENT SECURITIES FUND YIELD
INFORMATION
The current yield and effective yield of the Money Market Fund and
Intermediate Government Securities Fund may appear in reports and promotional
material to current or prospective Certificate Owners.
Money Market Fund
Current yield for the Money Market Fund will be based on net changes in a
hypothetical investment over a given seven-day period, exclusive of capital
changes, and then "annualized" (assuming that the same seven-day result would
occur each week for 52 weeks). "Effective yield" is calculated in a manner
similar to that used to calculate current yield, but when annualized, any
income earned by the investment is assumed to be reinvested. The "effective
yield" will be slightly higher than the "current yield" because any earnings
are compounded weekly. Money Market Fund yields and effective yields assume
the deduction of all Certificate charges and expenses other than the
withdrawal charge, guaranteed minimum death benefit charge and any charge for
tax such as premium tax. See "Part 4: Money Market Fund and Intermediate
Government Securities Fund Yield Information" in the SAI.
Intermediate Government Securities Fund
Current yield for the Intermediate Government Securities Fund will be based
on net changes in a hypothetical investment over a given 30-day period,
exclusive of capital changes, and then "annualized" (assuming that the same
30-day result would occur each month for 12 months). "Effective yield" is
calculated in a manner similar to that used to calculate current yield, but
when annualized, any income earned by the investment is assumed to be
reinvested. The "effective yield" will be slightly higher than the "current
yield" because any earnings are compounded monthly.
Intermediate Government Securities Fund yields and effective yields assume
the deduction of all Certificate charges and expenses other than the
withdrawal charge, guaranteed minimum death benefit charge and any charge for
tax such as premium tax. See "Part 4: Money Market Fund and Intermediate
Government Securities Fund Yield Information" in the SAI.
18
<PAGE>
PART 4: THE GUARANTEED PERIOD ACCOUNT
GUARANTEE PERIODS
Each amount allocated to a Guarantee Period and held to the Period's
Expiration Date accumulates interest at a Guaranteed Rate. The Guaranteed
Rate for each allocation is the annual interest rate applicable to new
allocations to that Guarantee Period, which was in effect on the Transaction
Date for the allocation. We may establish different Guaranteed Rates under
different classes of Certificates. We use the term GUARANTEED PERIOD AMOUNT
to refer to the amount allocated to and accumulated in each Guarantee Period.
The Guaranteed Period Amount is reduced or increased by any market value
adjustment as a result of withdrawals, transfers or charges (see below).
Your Guaranteed Period Account contains the Guarantee Periods to which you
have allocated Annuity Account Value. On the Expiration Date of a Guarantee
Period, its Guaranteed Period Amount and its value in the Guaranteed Period
Account are equal. We call the Guaranteed Period Amount on an Expiration Date
the Guarantee Period's Maturity Value. We report the Annuity Account Value in
your Guaranteed Period Account to reflect any market value adjustment that
would apply if all Guaranteed Period Amounts were withdrawn as of the
calculation date. The Annuity Account Value in the Guaranteed Period Account
on any Business Day, therefore, will be the sum of the present value of the
Maturity Value in each Guarantee Period, using the Guaranteed Rate in effect
for new allocations to each such Guarantee Period on such date.
Guarantee Periods and Expiration Dates
We currently offer Guarantee Periods ending on February 15th for each of the
maturity years 1997 through 2006.
Not all Guarantee Periods will be available to Annuitants ages 71 and above.
See "Allocation of Contributions" in Part 5. As Guarantee Periods expire we
expect to add maturity years so that generally 10 are available in all states
at any time.
The Guarantee Periods are not available for investment under the Certificates
in the state of Maryland.
We will not accept allocations to a Guarantee Period if, on the Transaction
Date:
o Such Transaction Date and the Expiration Date for such Guarantee Period
fall within the same calendar year.
o The Guaranteed Rate is 3%.
o The Guarantee Period has an Expiration Date beyond the February 15th
immediately following the Annuity Commencement Date.
Guaranteed Rates and Price Per $100 of Maturity Value
Because the Maturity Value of a contribution allocated to a Guarantee Period
can be determined at the time it is made, you can determine the amount
required to be allocated to a Guarantee Period in order to produce a target
Maturity Value (assuming no transfers or withdrawals are made and no charges
are allocated to the Guarantee Period). The required amount is the present
value of that Maturity Value at the Guaranteed Rate on the Transaction Date
for the contribution, which may also be expressed as the price per $100 of
Maturity Value on such Transaction Date.
Guaranteed Rates for new allocations as of July __, 1996 and the related
price per $100 of Maturity Value for each currently available Guarantee
Period were as follows:
<TABLE>
<CAPTION>
GUARANTEE
PERIODS WITH
EXPIRATION DATE GUARANTEED
FEBRUARY 15TH OF RATE AS OF PRICE PER $100 OF
MATURITY YEAR JULY , 1996 MATURITY VALUE
- -------------------- -------------- ------------------
<S> <C> <C>
1997 x.xx% $xx.xx
1998 x.xx xx.xx
1999 x.xx xx.xx
2000 x.xx xx.xx
2001 x.xx xx.xx
2002 x.xx xx.xx
2003 x.xx xx.xx
2004 x.xx xx.xx
2005 x.xx xx.xx
2006 x.xx xx.xx
</TABLE>
Allocation Among Guarantee Periods
The same approach as described above may also be used to determine the amount
which you would need to allocate to each Guarantee Period in order to create
a series of constant Maturity Values for two or more years.
For example, if you wish to have $100 mature on February 15th of each of
years 1997 through 2001, then according to the above table the lump sum
contribution you would have to make as of July __, 1996 would be $_____
(i.e., the sum of the
19
<PAGE>
price per $100 of Maturity Value for each maturity year from 1997 through
2001).
The above table is provided to illustrate the use of present value
calculations. It does not take into account the potential for charges to be
deducted or withdrawals or transfers from Guarantee Periods. Actual
calculations will also be based on Guaranteed Rates on each actual
Transaction Date, which may differ.
Options at Expiration Date
We will notify you on or before December 31st prior to the Expiration Date of
each Guarantee Period in which you have any Guaranteed Period Amount. You may
elect one of the following options to be effective at the Expiration Date,
subject to the restrictions set forth on the prior page and under "Allocation
of Contributions" in Part 5:
(a) to transfer the Maturity Value into any Guarantee Period we are then
offering, or into any of our Investment Funds; or
(b) to withdraw the Maturity Value (subject to any withdrawal charges
which may apply).
If we have not received your election as of the Expiration Date, the Maturity
Value in the expired Guarantee Period will be transferred into the Guarantee
Period with the earliest Expiration Date.
MARKET VALUE ADJUSTMENT FOR
TRANSFERS, WITHDRAWALS OR SURRENDER
PRIOR TO THE EXPIRATION DATE
Any withdrawal (including transfers, surrender and deductions) from a
Guarantee Period prior to its Expiration Date will cause any remaining
Guaranteed Period Amount for that Guarantee Period to be increased or
decreased by a market value adjustment. The amount of the adjustment will
depend on two factors: (a) the difference between the Guaranteed Rate
applicable to the amount being withdrawn and the Guaranteed Rate on the
Transaction Date for new allocations to a Guarantee Period with the same
Expiration Date, and (b) the length of time remaining until the Expiration
Date. In general, if interest rates have risen between the time when an
amount was originally allocated to a Guarantee Period and the time it is
withdrawn, the market value adjustment will be negative, and vice versa; and
the longer the period of time remaining until the Expiration Date, the
greater the impact of the interest rate difference. Therefore, it is possible
that a significant rise in interest rates could result in a substantial
reduction in your Annuity Account Value in the Guaranteed Period Account
related to longer term Guarantee Periods.
The market value adjustment (positive or negative) resulting from a
withdrawal of all funds from a Guarantee Period will be determined for each
contribution allocated to that Guarantee Period as follows:
(1) We determine the present value of the Maturity Value on the Transaction
Date as follows:
(a) We determine the Guaranteed Period Amount that would be payable on
the Expiration Date, using the applicable Guaranteed Rate.
(b) We determine the period remaining in your Guarantee Period (based on
the Transaction Date) and convert it to fractional years based on a
365 day year. For example three years and 12 days becomes 3.0329.
(c) We determine the current Guaranteed Rate which applies on the
Transaction Date to new allocations to the same Guarantee Period.
(d) We determine the present value of the Guaranteed Period Amount
payable at the Expiration Date, using the period determined in (b)
and the rate determined in (c).
(2) We determine the Guaranteed Period Amount as of the current date.
(3) We subtract (2) from the result in (1)(d). The result is the market
value adjustment applicable to such Guarantee Period, which may be
positive or negative.
The market value adjustment (positive or negative) resulting from a
withdrawal of a portion of the amount in a Guarantee Period will be a
percentage of the market value adjustment that would be applicable upon a
withdrawal of all funds from a Guarantee Period. This percentage is
determined by (i) dividing the amount of the withdrawal or transfer from the
Guarantee Period by (ii) the Annuity Account Value in such Guarantee Period
prior to the withdrawal or transfer. See Appendix I for an example.
The Guaranteed Rate for new allocations to a Guarantee Period is the rate we
have in effect for this purpose even if new allocations to that Guarantee
Period would not be accepted at the time. This rate will not be less than 3%.
If we do not have a Guaranteed Rate in effect for a Guarantee Period to which
the "current Guaranteed Rate" in (1)(c) would apply, we will use the rate at
the next closest Expiration Date. If we are no longer offering new Guarantee
Periods, the "current Guaranteed Rate" will be determined in accordance with
our procedures then in effect. For purposes of calculating the market value
adjustment only, we reserve the right to add up to 0.25% to the current rate
in (1)(c) above.
20
<PAGE>
DEATH BENEFIT AMOUNT
The death benefit provided with respect to the Guaranteed Period Account is
equal to the Annuity Account Value in the Guaranteed Period Account or, if
greater, the sum of the Guaranteed Period Amounts in each Guarantee Period.
See "Annuity Account Value" in Part 5.
INVESTMENTS
Amounts allocated to Guarantee Periods will be held in a "nonunitized"
separate account established by Equitable Life under the laws of New York.
This separate account provides an additional measure of assurance that full
payment of amounts due under the Guarantee Periods will be made. Under the
New York Insurance Law, the portion of the separate account's assets equal to
the reserves and other contract liabilities relating to the Certificates are
not chargeable with liabilities arising out of any other business we may
conduct.
Investments purchased with amounts allocated to the Guaranteed Period Account
are the property of Equitable Life. Any favorable investment performance on
the assets held in the separate account accrues solely to Equitable Life's
benefit. Certificate Owners do not participate in the performance of the
assets held in this separate account. Equitable Life may, subject to
applicable state law, transfer all assets allocated to the separate account
to its general account. Regardless of whether assets supporting Guaranteed
Period Accounts are held in a separate account or our general account, all
benefits relating to the Annuity Account Value in the Guaranteed Period
Account are guaranteed by Equitable Life.
Equitable Life has no specific formula for establishing the Guaranteed Rates
for the Guarantee Periods. Equitable Life expects the rates to be influenced
by, but not necessarily correspond to, among other things, the yields on the
fixed income securities to be acquired with amounts that are allocated to the
Guarantee Periods at the time that the Guaranteed Rates are established. Our
current plans are to invest such amounts in fixed income obligations,
including corporate bonds, mortgage backed and asset backed securities and
government and agency issues having durations in the aggregate consistent
with those of the Guarantee Periods.
Although the foregoing generally describes Equitable Life's plans for
investing the assets supporting Equitable Life's obligations under the fixed
portion of the Certificates, Equitable Life is not obligated to invest those
assets according to any particular plan except as may be required by state
insurance laws, nor will the Guaranteed Rates Equitable Life establishes be
determined by the performance of the nonunitized separate account.
General Account
Our general account supports all of our policy and contract guarantees,
including those applicable to the Guaranteed Period Account, as well as our
general obligations.
The general account is subject to regulation and supervision by the Insurance
Department of the State of New York and to the insurance laws and regulations
of all jurisdictions where we are authorized to do business. Because of
applicable exemptions and exclusionary provisions, interests in the general
account have not been registered under the Securities Act of 1933 (1933 Act),
nor is the general account an investment company under the 1940 Act.
Accordingly, the general account is not subject to regulation under the 1933
Act or the 1940 Act. However, the market value adjustment interests under the
Certificates are registered under the 1933 Act.
We have been advised that the staff of the SEC has not made a review of the
disclosure that is included in this prospectus for your information that
relates to the general account (other than market value adjustment
interests). The disclosure, however, may be subject to certain generally
applicable provisions of the Federal securities laws relating to the accuracy
and completeness of statements made in prospectuses.
21
<PAGE>
PART 5: PROVISIONS OF THE CERTIFICATES AND SERVICES WE PROVIDE
The provisions of your Certificate may be restricted by applicable laws or
regulations.
AVAILABILITY OF THE CERTIFICATES
The Certificates are available for Annuitant issue ages 20 through 83 (may be
limited to age 78 in some states). These Certificates may not be available in
all states.
CONTRIBUTIONS UNDER THE CERTIFICATES
Your initial contribution must be at least $10,000.
Subsequent contributions may be made in an amount of at least $1,000 at any
time subject to the following: For Annuitant issue ages 20 through 69,
contributions made on or after age 70 may not exceed contributions made prior
to age 70; and for issue ages 70 through 74, contributions made on or after
age 75 may not exceed contributions made prior to age 75. For all issue ages,
contributions may not be made once the Certificate is within seven years of
the Annuity Commencement Date. We may refuse to accept any contributions if
the sum of all contributions under a Certificate would then total more than
$1,500,000. We may also refuse to accept any contribution if the sum of all
contributions under all Equitable annuity accumulation certificates/
contracts that you own would then total more than $2,500,000.
Contributions are credited as of the Transaction Date.
METHODS OF PAYMENT
Except as indicated below, all contributions must be made by check. All
contributions made by check must be drawn on a bank or credit union in the
U.S., in U.S. dollars and made payable to Equitable Life. All checks are
accepted subject to collection. All contributions should be sent to Equitable
Life at our Processing Office address designated for contributions.
Wire Transmittals
We will accept, by agreement with broker-dealers who use wire transmittals,
transmittal of initial contributions by wire order from the broker-dealer to
the Processing Office. Such transmittals must be accompanied by essential
information we require to allocate the contribution.
Contributions accepted by wire order will be invested at the value next
determined following receipt for contributions allocated to the Investment
Funds. Contributions allocated to the Guaranteed Period Account will receive
the Guaranteed Rate(s) in effect for the applicable Guarantee Period(s) on
the date contributions are received. Wire orders not accompanied by complete
information, may be retained for a period not exceeding five Business Days
while an attempt is made to obtain the required information. If the required
information cannot be obtained within those five Business Days, the
Processing Office will inform the broker-dealer, on behalf of the applicant,
of the reasons for the delay and return the contribution immediately to the
applicant, unless the applicant specifically consents to our retaining the
contribution until the required information is received by the Processing
Office.
Notwithstanding the acceptance by us of the wire order and the essential
information, however, a Certificate will not be issued until the receipt and
acceptance of a properly completed application. During the time from receipt
of the initial contribution until a signed application is received from the
Certificate Owner, no other financial transactions may be requested.
If an application is not received within ten days of receipt of the initial
contribution via wire order, or if an incomplete application is received and
cannot be completed within ten days of receipt of the initial contribution,
the amount of the initial contribution will be returned to the applicant.
After your Certificate has been issued, subsequent contributions may be
transmitted by wire.
ALLOCATION OF CONTRIBUTIONS
You have two options from which to choose for allocation of your
contributions: Self-Directed Allocation and Principal Assurance.
Self-Directed Allocation
You design your own investment program by allocating your contributions among
the Investment Options in any way you choose. Your contributions may be
allocated to one or up to all of the available Investment Options at any
time. We allocate contributions among the Investment Options according to
your allocation percentages. Allocations must be in whole percentages.
Allocation percentages can be
22
<PAGE>
changed at any time by writing to our Processing Office, or by telephone. The
change will be effective on the Transaction Date and will remain in effect
for future contributions unless another change is requested. Allocation of
the initial contribution is subject to the provisions for the free look
period. See "Free Look Period" below. Allocation of any contribution to the
Guaranteed Period Account is subject to the following restrictions.
o No more than 60% of any contribution may be allocated to the
Guaranteed Period Account.
o For Annuitants ages 71 through 74, allocations may not be made to a
Guarantee Period with a maturity year that would exceed the year in
which the Annuitant will attain age 80. For Annuitants ages 75 and
above, allocations may be made only to Guarantee Periods with
maturities of five years or less; however, in no event may
allocations be made to Guarantee Periods with maturities beyond the
February 15th immediately following the Annuity Commencement Date.
Principal Assurance
This option is designed to assure that your Maturity Value in a specified
Guarantee Period equals your initial contribution, while at the same time
allowing you to invest in the Investment Funds. The maturity year you select
for such specified Guaranteed Period may not be later than 10 years nor
earlier than seven years. However, in no event may you elect a year beyond
the year in which the Annuitant will attain age 80. In order to accomplish
this strategy, we will allocate a portion (equal to the present value) of
your initial contribution to a Guarantee Period based on the year you select.
See "Guaranteed Rates and Price Per $100 of Maturity Value" in Part 4. You
may allocate the balance of your contribution to the Investment Funds in any
way you choose. Such allocations to the Investment Funds must be in whole
percentages. Allocation of the portion of your initial contribution to the
Investment Funds is subject to the provisions for the free look period. See
"Free Look Period" below.
Principal Assurance may only be elected at issue of your Certificate and
assumes no withdrawals or transfers of the amount allocated to the specified
Guarantee Period.
Subsequent contributions must be allocated under "Self-Directed Allocation"
described above.
Allocations to the Investment Funds
A contribution allocated to an Investment Fund purchases Accumulation Units
in that Investment Fund based on the Accumulation Unit Value for that
Investment Fund computed on the Transaction Date.
Allocations to the Guaranteed Period Account
Contributions allocated to the Guaranteed Period Account will have the
Guaranteed Rate for the specified Guarantee Period offered on the Transaction
Date.
FREE LOOK PERIOD
You have the right to examine the Accumulator Certificate for a period of 10
days after you receive it, and to return it to us for a refund. You cancel it
by sending it to our Processing Office. The free look is extended if your
state requires a refund period of longer than 10 days. This right applies
only to the initial owner of a Certificate.
Your refund will equal the Annuity Account Value reflecting any investment
gain or loss, and any positive or negative market value adjustment, through
the date we receive your Certificate at our Processing Office. Some states
may require that we calculate the refund differently. In those states that
require that we calculate the refund differently, we may require that any
portion of your initial contribution that you request to have allocated to
the Investment Funds, be allocated to the Money Market Fund until the end of
the free look period.
We follow these same procedures if you change your mind before a Certificate
has been issued, but after a contribution has been made. See "Part 8: Tax
Aspects of the Certificates" for possible consequences of canceling your
Certificate during the free look period.
If you cancel your Certificate during the free look period, we may require
that you wait six months before you may apply for a Certificate with us
again.
ANNUITY ACCOUNT VALUE
The Annuity Account Value is the sum of the Annuity Account Values in the
Investment Funds and the Guaranteed Period Account.
Annuity Account Value in Investment Funds
The Annuity Account Value in an Investment Fund on any Business Day is equal
to the number of Accumulation Units in that Investment Fund times the
Accumulation Unit Value for the Investment Fund for that date. The number of
Accumulation Units in an Investment Fund at any time is equal to the sum of
Accumulation Units purchased by contributions and transfers less the sum of
Accumulation Units redeemed for withdrawals, transfers or deductions for
charges.
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The number of Accumulation Units purchased or sold in any Investment Fund
equals the dollar amount of the transaction divided by the Accumulation Unit
Value for that Investment Fund for the applicable Transaction Date.
The number of Accumulation Units will not vary because of any later change in
the Accumulation Unit Value. The Accumulation Unit Value varies with the
investment performance of the corresponding Portfolios of the Trust, which in
turn reflects the investment income and realized and unrealized capital gains
and losses of the Portfolios, as well as the Trust fees and expenses. The
Accumulation Unit Value is also stated after deduction of the Separate
Account asset charges relating to the Certificates. A description of the
computation of the Accumulation Unit Value is found in the SAI.
Annuity Account Value in Guaranteed Period
Account
The Annuity Account Value in the Guaranteed Period Account on any Business
Day will be the sum of the present value of the Maturity Value in each
Guarantee Period, using the Guaranteed Rate in effect for new allocations to
such Guarantee Period on such date. (This is equivalent to the Guaranteed
Period Amount increased or decreased by the full market value adjustment.)
The Annuity Account Value, therefore, may be higher or lower than the
contributions (less withdrawals) accumulated at the Guaranteed Rate. At the
Expiration Date the Annuity Account Value in the Guaranteed Period Account
will equal the Maturity Value. See "Part 4: The Guaranteed Period Account."
TRANSFERS AMONG INVESTMENT OPTIONS
At any time prior to the Annuity Commencement Date, you may transfer all or
portions of your Annuity Account Value among the Investment Options, subject
to the following restrictions.
o Transfers are permitted to or from a Guarantee Period once per quarter o
during each Contract Year. Such transfers may be made at any time during each
quarter.
o Transfers out of a Guarantee Period other than at the Expiration Date will o
result in a market value adjustment. See "Part 4: The Guaranteed Period
Account."
o Transfers to Guarantee Periods are subject to the restrictions set forth o
under "Guarantee Periods and Expiration Dates" in Part 4 and are limited
based on the attained age of the Annuitant. See "Allocation of Contributions"
above.
Transfer requests must be made directly to our Processing Office. Your
request for a transfer should specify your Certificate number, the amounts or
percentages to be transferred and the Investment Options to and from which
the amounts are to be transferred. Your transfer request may be in writing or
by telephone.
For telephone transfer requests, procedures have been established by
Equitable Life that are considered to be reasonable and are designed to
confirm that instructions communicated by telephone are genuine. Such
procedures include requiring certain personal identification information
prior to acting on telephone instructions and providing written confirmation.
In light of the procedures established, Equitable Life will not be liable for
following telephone instructions that it reasonably believes to be genuine.
We may restrict, in our sole discretion, the use of an agent acting under a
power of attorney, such as a market timer, on behalf of more than one
Certificate Owner to effect transfers. Any agreements to use market timing
services to effect transfers are subject to our rules then in effect and must
be on a form satisfactory to us.
A transfer request will be effective on the Transaction Date and the transfer
to or from Investment Funds will be made at the Accumulation Unit Value next
computed after the Transaction Date. All transfers will be confirmed in
writing.
DOLLAR COST AVERAGING
If you have at least $10,000 of Annuity Account Value in the Money Market
Fund, you may choose to have a specified dollar amount transferred from the
Money Market Fund to other Investment Funds on a monthly basis. The main
objective of dollar cost averaging is to attempt to shield your investment
from short term price fluctuations. Since the same dollar amount is
transferred to other Investment Funds each month, more Accumulation Units are
purchased in an Investment Fund if the value per Accumulation Unit is low and
fewer Accumulation Units are purchased if the value per Accumulation Unit is
high. Therefore, a lower average value per Accumulation Unit may be achieved
over the long term. This plan of investing allows you to take advantage of
market fluctuations but does not assure a profit or protect against a loss in
declining markets.
The dollar cost averaging option may be elected at the time you apply for the
Certificate or at a later date. The minimum amount that may be transferred
each month is $250. The maximum amount which
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<PAGE>
may be transferred is equal to the Annuity Account Value in the Money Market
Fund at the time the option is elected, divided by 12.
The transfer date will be the same calendar day each month as the Contract
Date. If, on any transfer date, the Annuity Account Value in the Money Market
Fund is equal to or less than the amount you have elected to have
transferred, the entire amount will be transferred and the dollar cost
averaging option will end. You may change the transfer amount once each
Contract Year, or cancel this option by sending us satisfactory notice to our
Processing Office at least seven calendar days before the next transfer date.
WITHDRAWALS
The Accumulator is an annuity contract, even though you may elect to receive
your benefits in a non- annuity form. You may take withdrawals from your
Certificate before the Annuity Commencement Date and while the Annuitant is
alive. Two withdrawal options are available: Lump Sum Withdrawals and
Periodic Withdrawals. Withdrawals may result in withdrawal charges. See "Part
6: Deductions and Charges." Withdrawals may also be taxable and subject to
tax penalty. See "Part 8: Tax Aspects of the Certificates."
Amounts withdrawn from the Guaranteed Period Account, other than at the
Expiration Date, will result in a market value adjustment. See "Market Value
Adjustment for Transfers, Withdrawals or Surrender Prior to the Expiration
Date" in Part 4.
As a deterrent to early withdrawal (generally prior to age 59 1/2 ) the Code
provides certain penalties. We may also be required to withhold income taxes
from the amount distributed. These rules are outlined in "Part 8: Tax Aspects
of the Certificates."
o LUMP SUM WITHDRAWALS--You may take a Lump Sum Withdrawal once per
Contract Year at any time during such Contract Year. The minimum amount
of such withdrawal is $1,000. A request to withdraw more than 90% of the
Cash Value as of the date of the withdrawal will result in the
termination of the Certificate and will be treated as a surrender of the
Certificate for its Cash Value. See "Surrendering the Certificates to
Receive the Cash Value," below.
To make a Lump Sum Withdrawal, you must submit a request satisfactory to us
which specifies the Investment Options from which the Lump Sum Withdrawal
will be taken. If we have received the information we require, the
requested withdrawal will become effective on the Transaction Date and
proceeds will usually be mailed within seven calendar days thereafter, but
we may delay payment as described in "When Payments Are Made" below. If we
receive only partially completed information, our Processing Office will
contact you for specific instructions before your request can be processed.
o PERIODIC WITHDRAWALS--Periodic Withdrawals provide level percentage or
level amount payouts. You may choose to receive Periodic Withdrawals on
a quarterly or annual frequency. You select a dollar amount or
percentage of the Annuity Account Value to be withdrawn, subject to a
maximum of 2.5% quarterly and 10.0% annually, but in no event may any
payment be less than $250. If at the time a Periodic Withdrawal is to be
made, the withdrawal amount would be less than $250, no payment will be
made and your Periodic Withdrawal election will terminate.
You select the date of the month when the withdrawals will be made, but you
may not choose a date later than the 28th day of the month. If no date is
selected, withdrawals will be made on the same calendar day of the month as
the Contract Date. The commencement of payments under the Periodic
Withdrawal option may not be elected to start sooner than 28 days after
issue of the Certificate.
You may elect Periodic Withdrawals at any time by completing the proper
form and sending it to our Processing Office. You may change the payment
frequency of your Periodic Withdrawals once each Contract Year or cancel
this withdrawal option at any time by sending notice in a form satisfactory
to us. The notice must be received at our Processing Office at least seven
calendar days prior to the next scheduled withdrawal date. You may also
change the amount or percentage of your Periodic Withdrawals once in each
Contract Year. However, you may not change the amount or percentage in any
Contract Year where you have previously taken another withdrawal under the
Lump Sum Withdrawal option described above.
Unless you specify otherwise, Periodic Withdrawals will be withdrawn on a
pro rata basis from your Annuity Account Value in the Investment Funds. If
there is insufficient value or no value in the Investment Funds, any
additional amount of the withdrawal required or the total amount of the
withdrawal, as applicable, will be withdrawn from the Guarantee Periods in
order of the earliest Expiration Date(s) first.
Withdrawal Charges
Withdrawals in excess of the 15% free corridor amount may be subject to a
withdrawal charge. See "Withdrawal Charge" in Part 6.
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DEATH BENEFIT
When the Annuitant Dies
Generally, upon receipt of proof satisfactory to us of the Annuitant's death,
prior to the Annuity Commencement Date, we will pay the death benefit to the
beneficiary named in your Certificate. You designate the beneficiary at the
time you apply for the Certificate. While the Certificate is in effect, you
may change your beneficiary by writing to our Processing Office. The change
will be effective on the date the written submission was signed. The death
benefit payable will be determined as of the date we receive such proof of
death and any required instructions as to the method of payment.
The death benefit is equal to the sum of:
(1) the Annuity Account Value in the Investment Funds, or, if greater,
the guaranteed minimum death benefit defined below; and
(2) the death benefit provided with respect to the Guaranteed Period
Account. See "Part 4: The Guaranteed Period Account."
Guaranteed Minimum Death Benefit (GMDB)
Applicable to Certificates issued in all states except
- -----------------------------------------------------------------------------
New York
The GMDB is determined daily. On the Contract Date, the GMDB is equal to the
portion of the initial contribution allocated to the Investment Funds.
Thereafter, the GMDB is equal to (a) the GMDB determined on the immediately
preceding Business Day, plus (b) any subsequent contributions and transfers
into the Investment Funds, less (c) any transfers and withdrawals from such
Funds. In addition, interest (see below) is credited to and becomes part of
the GMDB on each Processing Date.
GMDB Interest Rate
Interest will be calculated at the effective annual GMDB interest rate of
6% for Annuitant issue ages 69 and under; 3% for issue ages 70 through 74;
and 0% for issue ages 75 and above, except with respect to amounts in the
Money Market Fund and the Intermediate Government Securities Fund where the
interest credit will be based on an interest rate of 3% for Annuitant issue
ages 74 and under; and 0% for issue ages 75 and above. Contributions,
transfers and withdrawals during the Contract Year will be taken into
account.
Applicable to Certificates issued in New York
The GMDB is determined daily. On the Contract Date, the GMDB is equal to the
portion of the initial contribution allocated to the Investment Funds.
Thereafter, the GMDB is equal to (a) the GMDB calculated on the immediately
preceding Business Day, plus (b) any subsequent contributions and transfers
into the Investment Funds, less (c) any transfers and withdrawals from such
Funds. Additionally, on each Processing Date the GMDB is reset at the greater
of the current GMDB and the current Annuity Account Value in the Investment
Funds. On no date, however, will the GMDB be greater than (a) the portion of
the initial contribution allocated to the Investment Funds, plus (b) any
subsequent contributions and transfers into the Investment Funds, less (c)
any transfers and withdrawals from such Funds, plus (d) interest (as
discussed under GMDB Interest Rate above) that is credited on each Processing
Date.
See Appendix II for an example of the calculation of the GMDB.
How Withdrawals and Transfers Affect the GMDB
Withdrawals and transfers out of the Investment Funds generally reduce the
GMDB on a dollar-for-dollar basis as of the date of the withdrawal or
transfer. However, if at any time the sum of withdrawals and transfers out of
the Investment Funds in a Contract Year, calculated as a percentage of the
Annuity Account Value as of the date of such withdrawal or transfer, exceed
the current GMDB interest rate, the transaction that caused the excess and
all additional withdrawals and/or transfers out of the Investment Funds in
that Contract Year will cause a percentage reduction in the GMDB as of the
date of the withdrawal or transfer, rather than a dollar-for-dollar
reduction. This means that if the GMDB interest rate is 6% and you withdraw
5% of the Annuity Account Value in the Investment Funds, your GMDB will be
reduced by the dollar amount of the withdrawal as of the date of the
withdrawal. If you withdraw 10% of your Annuity Account Value, your GMDB will
be reduced by 10% as of the date of the withdrawal.
You should consider the timing of your withdrawals and transfers as they
relate to the affect on the GMDB.
How Payment is Made
We will pay the death benefit to the beneficiary in the form of the income
annuity option you have chosen under your Certificate. If no income annuity
option has been chosen at the time of the Annuitant's death, the beneficiary
will receive the death benefit in a lump sum. However, subject to certain
exceptions in the Certificate, Equitable Life's rules then in effect and any
other applicable requirements under the Code, the beneficiary may elect to
apply the death benefit to one or more income annuity options offered by
Equitable Life. See "Income Annuity Options" below. Note that if you are both
the Certificate Owner and the Annuitant, only a life
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annuity or an annuity that does not extend beyond the life expectancy of the
beneficiary may be elected.
Successor Annuitant
If you are both the Certificate Owner and the Annuitant and you elect your
spouse to be both the sole primary beneficiary and the successor Annuitant/
Certificate Owner, then no death benefit is payable until your surviving
spouse's death.
If the successor Annuitant/Certificate Owner election is in effect at your
death, the GMDB will be set at the Annuity Account Value in the Investment
Funds as of the date of death, if greater than the current GMDB.
WHEN THE CERTIFICATE OWNER DIES
BEFORE THE ANNUITANT
When you are not the Annuitant and you die before the Annuity Commencement
Date, the beneficiary named to receive the death benefit upon the Annuitant's
death will automatically succeed as Certificate Owner (unless you name a
different person as a successor Owner in a written form acceptable to us and
send it to our Processing Office). The Certificate provides that the original
Certificate Owner's entire interest in the Certificate be completely
distributed to the named beneficiary by the fifth anniversary of such Owner's
death (unless an income annuity option is elected and payments begin within
one year after the Certificate Owner's death and are made over the
beneficiary's life or over a period not to exceed the beneficiary's life
expectancy). If an income annuity option has not been elected, as described
above, on the fifth anniversary of your death, we will pay any Annuity
Account Value remaining on such date, less any applicable withdrawal charge.
If the successor Certificate Owner is your surviving spouse, no distributions
are required as long as both the surviving spouse and the Annuitant are
living.
CASH VALUE
The Cash Value under the Certificate fluctuates daily with the investment
performance of the Investment Funds you have selected and reflects any upward
or downward market value adjustment. See "Part 4: The Guaranteed Period
Account." We do not guarantee any minimum Cash Value except for amounts in a
Guarantee Period held to the Expiration Date. On any date before the Annuity
Commencement Date while the Certificate is in effect, the Cash Value is equal
to the Annuity Account Value less any withdrawal charge. The free corridor
amount will not apply when calculating the withdrawal charge applicable upon
a surrender. See "Part 6: Deductions and Charges."
SURRENDERING THE CERTIFICATES TO
RECEIVE THE CASH VALUE
You may surrender a Certificate to receive the Cash Value at any time while
the Annuitant is living and before the Annuity Commencement Date.
For a surrender to be effective, we must receive your written request and the
Certificate at our Processing Office. The Cash Value will be determined on
the Transaction Date. All benefits under the Certificate will be terminated
as of that date. You may receive the Cash Value in a single sum payment or
apply it under one or more of the income annuity options described below. We
will usually pay the Cash Value within seven calendar days, but we may delay
payment as described in "When Payments are Made" below.
In some cases, surrenders may have adverse tax consequences. See "Part 8: Tax
Aspects of the Certificates."
INCOME ANNUITY OPTIONS
Income annuity options provide periodic payments over a specified period of
time which may be fixed or may be based on the Annuitant's life. Annuity
forms of payment are calculated as of the Annuity Commencement Date, which is
on file with our Processing Office. You can change the Annuity Commencement
Date by writing to our Processing Office any time before the Annuity
Commencement Date. However, you may not choose a date later than the 28th day
of any month. Also, based on the issue age of the Annuitant, the Annuity
Commencement Date may not be later than (i) the Processing Date which follows
the Annuitant's 85th birthday for issue ages 74 and under; (ii) 10 years
after the Contract Date for issue ages 75 through 80; and (iii) the
Processing Date which follows the Annuitant's 90th birthday for issue ages 81
through 83. Different age ranges may apply in some states.
Before the Annuity Commencement Date, we will send a letter advising that
annuity benefits are available. Unless you otherwise elect, we will pay fixed
annuity benefits on the "normal form" indicated for your Certificate as of
the Annuity Commencement Date. The amount applied to provide the annuity
benefit will be (1) the Annuity Account Value for any life annuity form or
(2) the Cash Value for any period certain only annuity form except that if
the period certain is more than five years, the amount applied will be no
less than 95% of the Annuity Account Value.
Amounts in the Guarantee Periods that are applied to an income annuity option
prior to an Expiration Date will result in a market value adjustment. See
"Market Value Adjustment for Transfers, Withdrawals or Surrender Prior to the
Expiration Date" in Part 4.
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ANNUITY FORMS
o Life Annuity: An annuity which guarantees payments for the rest of the
Annuitant's life. Payments end with the last monthly payment before the
Annuitant's death. Because there is no death benefit associated with
this annuity form, it provides the highest monthly payment of any of the
life income annuity options, so long as the Annuitant is living.
o Life Annuity-Period Certain: This annuity form also guarantees payments
for the rest of the Annuitant's life. In addition, if the Annuitant dies
before a specified period of time (the "certain period") has ended,
payments will continue to the beneficiary for the balance of the certain
period. Certain periods may be 5, 10, 15 or 20 years. A life annuity
with a certain period of 10 years is the normal form of annuity under
the Certificates.
o Life Annuity-Refund Certain: This annuity form guarantees payments to
you for the rest of your life. In addition, if you die before the amount
applied to purchase this annuity option has been recovered, payments
will continue to your beneficiary until that amount has been recovered.
This option is available only as a fixed annuity.
o Period Certain Annuity: This annuity form guarantees payments for a
specific period of time, usually 5, 10, 15 or 20 years, and does not
involve life contingencies.
o Joint and Survivor Life Annuity: This annuity form guarantees life
income to you and, after your death, continuation of income to the
survivor.
The life annuity-period certain and the life annuity- refund certain are
available on either a single life or joint and survivor life basis.
The income annuity options outlined above are available in both fixed and
variable form, unless otherwise indicated. Fixed annuity payments are
guaranteed by us and will be based either on the tables of guaranteed annuity
payments in your Certificate or on our then current annuity rates, whichever
is more favorable for the Annuitant. Variable income annuities may be funded
through the Common Stock Fund through the purchase of annuity units. The
amount of each variable annuity payment may fluctuate, depending upon the
performance of the Common Stock Fund. That is because the annuity unit value
rises and falls depending on whether the actual rate of net investment return
(after deduction of charges) is higher or lower than the assumed base rate.
See "Annuity Unit Values" in the SAI. Variable income annuities may also be
available by separate prospectus through the Common Stock or other Funds of
other separate accounts we offer.
For all Annuitants, the normal form of annuity provides for fixed payments.
We may offer other forms not outlined here. Your registered representative
can provide details.
For each income annuity option, we will issue a separate written agreement
putting the option into effect. Before we pay any annuity benefit, we require
the return of the Certificate.
The amount of the annuity payments will depend on the amount applied to
purchase the annuity, the type of annuity chosen and, in the case of a life
income annuity option, the Annuitant's age (or the Annuitant's and joint
Annuitant's ages) and in certain instances, the sex of the Annuitant(s). Once
an income annuity option is chosen and payments have commenced, no change can
be made.
If, at the time you elect an income annuity option, the amount to be applied
is less than $2,000 or the initial payment under the option elected is less
than $20 monthly, we reserve the right to pay the Annuity Account Value in a
single sum rather than as payments under the annuity form chosen.
ASSURED PAYMENT PLAN
If you are the Owner and the Annuitant, you may apply your Annuity Account
Value, in whole or in part, to purchase the Assured Payment Plan (Life
Annuity with a Period Certain), provided you meet the issue age and payment
restrictions for the Assured Payment Plan. If you apply a part of the Annuity
Account Value, it will be considered a withdrawal. See "Withdrawals" above.
The Assured Payment Plan, is designed to provide guaranteed level or
increasing annual payments for your life or for your life and the life of a
joint Annuitant. If the Annuity Account Value is applied from an Accumulator
Certificate to purchase the Assured Payment Plan at a time when the dollar
amount of the withdrawal charge is greater than 2% of remaining contributions
(after withdrawals), such withdrawal charge will not be deducted. However, a
new withdrawal charge schedule will apply under the Assured Payment Plan. For
purposes of the Assured Payment Plan withdrawal charge schedule, the year in
which your Annuity Account Value is applied under the Assured Payment Plan
will be "Contract Year 1." If the Annuity Account Value is applied from the
Accumulator when the dollar amount of the withdrawal charge is 2% or less,
such withdrawal charge will not be deducted and there will be no withdrawal
charge schedule under the Assured Payment Plan. You should consider the
timing of your purchase as it relates to the potential for withdrawal charges
under the Assured Payment Plan. No subsequent contributions will be permitted
under the Assured Payment Plan Certificate.
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You may also apply your Annuity Account Value to purchase the Assured Payment
Plan (Period Certain) once withdrawal charges are no longer in effect. This
version of the Assured Payment Plan provides for annual payments for a
specified period. No withdrawal charges will apply under the Assured Payment
Plan Certificate.
The Assured Payment Plan (Life Annuity with a Period Certain) and Assured
Payment Plan (Period Certain) are described in our prospectus for the Assured
Payment Plan, dated May 1, 1996. Copies are available from your registered
representative.
To purchase this annuity form we also require the return of your Certificate.
An Assured Payment Plan Certificate will be issued putting this annuity form
into effect.
Depending upon your circumstances, this may be accomplished on a tax-free
basis. Consult your tax adviser.
WHEN PAYMENTS ARE MADE
Under applicable law, application of proceeds from the Investment Funds to a
variable annuity, payment of a death benefit from the Investment Funds,
payment of any portion of the Annuity Account Value (less any applicable
withdrawal charge) from the Investment Funds, and, upon surrender, payment of
the Cash Value from the Investment Funds will be made within seven calendar
days after the Transaction Date. Payments or application of proceeds from the
Investment Funds can be deferred for any period during which (1) the New York
Stock Exchange is closed or trading on it is restricted, (2) sales of
securities or determination of the fair value of an Investment Fund's assets
is not reasonably practicable because of an emergency, or (3) the SEC, by
order, permits us to defer payment in order to protect persons with interest
in the Investment Funds.
We can defer payment of any portion of the Annuity Account Value in the
Guaranteed Period Account (other than for death benefits) for up to six
months while you are living. We may also defer payments for any amount
attributable to a contribution made in the form of a check for a reasonable
amount of time (not to exceed 15 days) to permit the check to clear.
ASSIGNMENT
The Certificates may be assigned at any time before the Annuity Commencement
Date and for any purpose other than as collateral or security for a loan.
Equitable Life will not be bound by an assignment unless it is in writing and
we have received it at our Processing Office. In some cases, an assignment
may have adverse tax consequences. See "Part 8: Tax Aspects of the
Certificates."
DISTRIBUTION OF THE CERTIFICATES
As the distributor of the Certificates, Equitable Distributors, Inc. (EDI),
an indirect wholly owned subsidiary of Equitable Life, has responsibility for
sales and marketing functions for the Certificates. EDI also serves as the
principal underwriter of the Separate Account under the 1940 Act. EDI is
registered with the SEC as a broker-dealer under the Exchange Act and is a
member of the National Association of Securities Dealers, Inc. EDI's
principal business address is 787 Seventh Avenue, New York, New York 10019.
The Certificates will be sold by registered representatives of EDI, as well
as by unaffiliated broker- dealers with which EDI has entered into selling
agreements. Broker-dealer sales compensation (including for EDI and its
affiliates) will not exceed six percent of total contributions made under a
Certificate. EDI may also receive compensation and reimbursement for its
marketing services under the terms of its distribution agreement with
Equitable Life. Broker-dealers receiving sales compensation will generally
pay a portion thereof to their registered representatives as commission
related to sales of the Certificates. The offering of the Certificates is
intended to be continuous.
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PART 6: DEDUCTIONS AND CHARGES
CHARGES DEDUCTED FROM THE
ANNUITY ACCOUNT VALUE
We allocate the entire amount of each contribution to the Investment Options
you select, subject to certain restrictions. We then periodically deduct
certain amounts from your Annuity Account Value. The charges described below
and under "Charges Deducted from the Investment Funds" below will not be
increased by us for the life of the Certificates. We may reduce certain
charges under group or sponsored arrangements. See "Group or Sponsored
Arrangements" below. Charges are deducted proportionately from all the
Investment Funds in which your Annuity Account Value is invested on a pro
rata basis, except as noted below.
Withdrawal Charge
A withdrawal charge will be imposed as a percentage of each contribution made
to the extent that a withdrawal exceeds the free corridor amount, or if the
Certificate is surrendered to receive its Cash Value. We determine the
withdrawal charge separately for each contribution in accordance with the
table below.
<TABLE>
<CAPTION>
CONTRACT YEAR
1 2 3 4 5 6 7 8+
------ ------ ------ ------ ------ ------ ------ -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Percentage of
Contribution 7.0% 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0%
</TABLE>
The applicable withdrawal charge percentage is determined by the Contract
Year in which the withdrawal is made or the Certificate is surrendered,
beginning with "Contract Year 1" with respect to each contribution withdrawn
or surrendered. For each contribution, the Contract Year in which we receive
that contribution is "Contract Year 1."
The withdrawal charge is deducted from the Investment Options from which each
such withdrawal is made in proportion to the amount being withdrawn from each
Investment Option.
Free Corridor Amount
The free corridor amount is 15% of the Annuity Account Value at the
beginning of the Contract Year minus any amount previously withdrawn
during that Contract Year.
Any withdrawal requested that exceeds the free corridor amount will be
subject to the withdrawal charge. The 15% free corridor amount is not
applicable to a surrender.
For purposes of calculating the withdrawal charge, (1) we treat contributions
as being withdrawn on a first-in first-out basis, and (2) amounts withdrawn
up to the free corridor amount are not considered a withdrawal of any
contributions. Although we treat contributions as withdrawn before earnings
for purposes of calculating the withdrawal charge, the Federal income tax law
treats earnings as withdrawn first. See "Part 8: Tax Aspects of the
Certificates."
The withdrawal charge is to help cover sales expenses.
Transfer Charge
Currently there is no charge for transfers. We reserve the right to impose a
charge in the future at a maximum of $25 for each transfer among the
Investment Options in excess of five per Contract Year.
Guaranteed Minimum Death Benefit Charge
We deduct a charge for providing a minimum death benefit guarantee with
respect to the Investment Funds annually on each Processing Date. The charge
is equal to 0.35% of the GMDB in effect at such Processing Date.
If the amount collected from this charge exceeds the cost of providing the
benefits, it will be to our profit, and may be used to pay distribution
expenses not recovered from sales charges under the Certificates.
Charges for State Premium and Other Applicable Taxes
We deduct a charge for applicable taxes, such as state or local premium
taxes, that might be imposed in your state. Generally we deduct this charge
from the amount applied to provide an income annuity option. In certain
states, however, we may deduct the charge for taxes from contributions. The
current tax charge that might be imposed varies by state and ranges from 0%
to 3.5% (the rate is 1% in Puerto Rico and 5% in the Virgin Islands).
CHARGES DEDUCTED FROM THE
INVESTMENT FUNDS
Mortality and Expense Risk Charge
We will deduct a daily charge from the assets in each Investment Fund to
compensate us for mortality
30
<PAGE>
and expense risks. The daily charge is at the rate of 0.002477%, which is
equivalent to an annual rate of 0.90%, on the assets in each Investment Fund.
Approximately 0.60% of this annual charge is allocated to the mortality risk
and 0.30% is allocated to the expense risk.
We will realize a gain from this charge to the extent it is not needed to
provide for benefits and expenses under the Certificate. We will use any gain
for any lawful purpose including payment of distribution expenses not
recovered from sales charges under the Certificate.
The mortality risk assumed is the risk that Annuitants as a group will live
for a longer time than our actuarial tables predict. As a result, we would be
paying more in annuity income than we planned. We also assume a risk that the
mortality assumptions reflected in our guaranteed annuity payment tables,
shown in each Certificate, will differ from actual mortality experience.
Lastly, we assume a mortality risk to the extent that the guaranteed minimum
death benefit charge is insufficient to pay any amount by which such death
benefit exceeds the Cash Value of the Certificate.
The expense risk assumed is the risk that it will cost us more to issue and
administer the Certificates than we expect.
Asset Based Administrative Charge
We will deduct a daily charge from the assets in each Investment Fund, to
compensate us for administrative expenses under the Certificates. The daily
charge is at a rate of 0.000969% (equivalent to an annual rate of 0.35%) on
the assets in each Investment Fund. The asset based administrative charge is
not designed to produce a profit for Equitable Life.
TRUST CHARGES TO PORTFOLIOS
Investment advisory fees charged daily against the Trust's assets, the Rule
12b-1 Plan fee, direct operating expenses of the Trust (such as trustees'
fees, expenses of independent auditors and legal counsel, bank and custodian
charges and liability insurance), and certain investment-related expenses of
the Trust (such as brokerage commissions and other expenses related to the
purchase and sale of securities), are reflected in each Portfolio's daily
share price. The maximum investment advisory fees paid annually by the
Portfolios cannot be changed without a vote by shareholders. They are as
follows:
<TABLE>
<CAPTION>
DAILY AVERAGE NET ASSETS
-------------------------------------
FIRST NEXT OVER
$350 $400 $750
MILLION MILLION MILLION
----------- ----------- -----------
<S> <C> <C> <C>
ASSET ALLOCATION SERIES:
Conservative Investors ... .550% .525% .500%
Growth Investors .......... .550% .525% .500%
EQUITY SERIES:
Common Stock .............. .400% .375% .350%
Global .................... .550% .525% .500%
Aggressive Stock .......... .500% .475% .450%
FIXED INCOME SERIES:
Money Market .............. .400% .375% .350%
Intermediate Govt.
Securities ................ .500% .475% .450%
FIRST NEXT OVER
$500 $500 $1
MILLION MILLION BILLION
----------- ----------- -----------
EQUITY SERIES:
Growth & Income ........... .550% .525% .500%
FIRST NEXT OVER
$500 $1 $1.5
MILLION BILLION BILLION
----------- ----------- -----------
EQUITY SERIES:
International ............. .900% .850% .800%
</TABLE>
Investment advisory fees are established under the Trust's investment
advisory agreements between the Trust and its investment adviser, Alliance.
All of these fees and expenses are described more fully in the Trust
prospectus.
GROUP OR SPONSORED ARRANGEMENTS
For certain group or sponsored arrangements, we may reduce the withdrawal
charge or change the minimum initial contribution requirements. We may also
change the guaranteed minimum death benefit. Group arrangements include those
in which a trustee or an employer, for example, purchases contracts covering
a group of individuals on a group basis. Sponsored arrangements include those
in which an employer allows us to sell Certificates to its employees or
retirees on an individual basis.
Our costs for sales, administration, and mortality generally vary with the
size and stability of the group among other factors. We take all these
factors into account when reducing charges. To qualify for reduced charges, a
group or sponsored arrangement must meet certain requirements, including our
requirements for size and number of years in existence. Group or sponsored
arrangements that have been set up solely to buy Certificates or that have
been in existence less than six months will not qualify for reduced charges.
31
<PAGE>
We will make these and any similar reductions according to our rules in
effect when a Certificate is approved for issue. We may change these rules
from time to time. Any variation in the withdrawal charge will reflect
differences in costs or services and will not be unfairly discriminatory.
Group and sponsored arrangements may be governed by the Code, the Employee
Retirement Income Security Act of 1974 (ERISA), or both. We make no
representations as to the impact of those and other applicable laws on such
programs. WE RECOMMEND THAT EMPLOYERS, TRUSTEES, AND OTHERS PURCHASING OR
MAKING CERTIFICATES AVAILABLE FOR PURCHASE UNDER SUCH PROGRAMS SEEK THE
ADVICE OF THEIR OWN LEGAL AND BENEFITS ADVISERS.
OTHER DISTRIBUTION ARRANGEMENTS
The withdrawal charge may be reduced or eliminated when sales are made in a
manner that results in savings of sales and administrative expenses, such as
sales through persons who are compensated by clients for recommending
investments and receive no commission or reduced commissions in connection
with the sale of the Certificates. In no event will a reduction or
elimination of the withdrawal charge be permitted where it would be unfairly
discriminatory.
32
<PAGE>
PART 7: VOTING RIGHTS
TRUST VOTING RIGHTS
As explained previously, contributions allocated to the Investment Funds are
invested in shares of the corresponding Portfolios of the Trust. Since we own
the assets of the Separate Account, we are the legal owner of the shares and,
as such, have the right to vote on certain matters. Among other things, we
may vote:
o to elect the Trust's Board of Trustees,
o to ratify the selection of independent auditors for the Trust, and
o on any other matters described in the Trust's current prospectus or
requiring a vote by shareholders under the 1940 Act.
Because the Trust is a Massachusetts business trust, annual meetings are not
required. Whenever a shareholder vote is taken, we will give Certificate
Owners the opportunity to instruct us how to vote the number of shares
attributable to their Certificates. If we do not receive instructions in time
from all Certificate Owners, we will vote the shares of a Portfolio for which
no instructions have been received in the same proportion as we vote shares
of that Portfolio for which we have received instructions. We will also vote
any shares that we are entitled to vote directly because of amounts we have
in an Investment Fund in the same proportions that Certificate Owners vote.
Each Trust share is entitled to one vote. Fractional shares will be counted.
Voting generally is on a Portfolio-by-Portfolio basis except that shares will
be voted on an aggregate basis when universal matters, such as election of
Trustees and ratification of independent auditors, are voted upon. However,
if the Trustees determine that shareholders in a Portfolio are not affected
by a particular matter, then such shareholders generally would not be
entitled to vote on that matter.
VOTING RIGHTS OF OTHERS
Currently, we control the Trust. Trust shares are held by other separate
accounts of ours and by separate accounts of insurance companies affiliated
and unaffiliated with us. Shares held by these separate accounts will
probably be voted according to the instructions of the owners of insurance
policies and contracts issued by those insurance companies. While this will
dilute the effect of the voting instructions of the Accumulator Certificate
Owners, we currently do not foresee any disadvantages arising out of this.
The Trust's Board of Trustees intends to monitor events in order to identify
any material irreconcilable conflicts that possibly may arise and to
determine what action, if any, should be taken in response. If we believe
that the Trust's response to any of those events insufficiently protects our
Certificate Owners, we will see to it that appropriate action is taken to
protect our Certificate Owners.
SEPARATE ACCOUNT VOTING RIGHTS
If actions relating to the Separate Account require Certificate Owner
approval, Certificate Owners will be entitled to one vote for each
Accumulation Unit they have in the Investment Funds. Each Certificate Owner
who has elected a variable annuity payout may cast the number of votes equal
to the dollar amount of reserves we are holding for that annuity in the
Common Stock Fund divided by the Accumulation Unit Value for the Common Stock
Fund. We will cast votes attributable to any amounts we have in the
Investment Funds in the same proportion as votes cast by Certificate Owners.
CHANGES IN APPLICABLE LAW
The voting rights we describe in this prospectus are created under applicable
Federal securities laws. To the extent that those laws or the regulations
promulgated under those laws eliminate the necessity to submit matters for
approval by persons having voting rights in separate accounts of insurance
companies, we reserve the right to proceed in accordance with those laws or
regulations.
33
<PAGE>
PART 8: TAX ASPECTS OF THE CERTIFICATES
This prospectus generally covers our understanding of the current Federal
income tax rules that apply to an annuity purchased with after-tax dollars
(non- qualified annuity).
This prospectus does not provide detailed tax information and does not
address issues such as state income and other taxes or Federal gift and
estate taxes. Please consult a tax adviser when considering the tax aspects
of the Accumulator Certificates.
TAX CHANGES
The United States Congress has in the past considered and may in the future
consider proposals for legislation that, if enacted, could change the tax
treatment of annuities. In addition, the Treasury Department may amend
existing regulations, issue new regulations, or adopt new interpretations of
existing laws. State tax laws or, if you are not a United States resident,
foreign tax laws, may affect the tax consequences to you or the beneficiary.
These laws may change from time to time without notice and, as a result, the
tax consequences may be altered. There is no way of predicting whether, when
or in what form any such change would be adopted.
Any such change could have retroactive effects regardless of the date of
enactment. We suggest you consult your legal or tax adviser.
TAXATION OF NON-QUALIFIED ANNUITIES
Equitable Life has designed the Accumulator Certificate to qualify as an
"annuity" for purposes of Federal income tax law. Gains in the Annuity
Account Value of the Certificate generally will not be taxable to an
individual until a distribution occurs, either by a withdrawal of part or all
of its value or as a series of periodic payments. However, there are some
exceptions to this rule: (1) if a Certificate fails the investment
diversification requirements; (2) if an individual transfers a Certificate as
a gift to someone other than a spouse (or divorced spouse), any gain in its
Annuity Account Value will be taxed at the time of transfer; (3) the
assignment or pledge of any portion of the value of a Certificate will be
treated as a distribution of that portion of the Certificate; and (4) when an
insurance company (or its affiliate) issues more than one non-qualified
deferred annuity certificate or contract during any calendar year to the same
taxpayer, the certificates or contracts are required to be aggregated in
computing the taxable amount of any distribution.
Corporations, partnerships, trusts and other non- natural persons generally
cannot defer the taxation of current income credited to the Certificate
unless an exception under the Code applies.
Prior to the Annuity Commencement Date, any withdrawals which do not
terminate your total interest in the Certificate are taxable to you as
ordinary income to the extent there has been a gain in the Annuity Account
Value. The balance of the distribution is treated as a return of the
"investment" or "basis" in the Certificate and is not taxable. Generally, the
investment or basis in the Certificate equals the contributions made, less
any amounts previously withdrawn which were not taxable. Special rules may
apply if contributions made to another annuity certificate or contract prior
to August 14, 1982 are transferred to a Certificate in a tax-free exchange.
To take advantage of these rules, you should notify us prior to such an
exchange.
If you surrender or cancel the Certificate, the distribution is taxable to
the extent it exceeds the investment in the Certificate.
Once annuity payments begin, a portion of each payment is considered to be a
tax-free recovery of investment based on the ratio of the investment to the
expected return under the Certificate. The remainder of each payment will be
taxable. In the case of a variable annuity, special rules apply if the
payments received in a year are less than the amount permitted to be
recovered tax-free. In the case of a life annuity, after the total investment
has been recovered, future payments are fully taxable. If payments cease as a
result of death, a deduction for any unrecovered investment will be allowed.
The taxable portion of a distribution is treated as ordinary income and is
subject to income tax withholding. See "Federal and State Income Tax
Withholding" below. In addition, a penalty tax of 10% applies to the taxable
portion of a distribution unless the distribution is (1) made on or after the
date the taxpayer attains age 59 1/2 , (2) made on or after your death, (3)
attributable to the disability of the taxpayer, (4) part of a series of
substantially equal installments as an annuity for the life (or life
expectancy) of the taxpayer or the joint lives (or joint life expectancies)
of the taxpayer and a beneficiary, or (5) with respect to income allocable to
amounts contributed to an annuity certificate or contract prior to August 14,
1982 which are transferred to the Certificate in a tax-free exchange.
34
<PAGE>
If, as a result of the Annuitant's death, the beneficiary is entitled to
receive the death benefit described in Part 5, the beneficiary is generally
subject to the same tax treatment as would apply to you, had you surrendered
the Certificate (discussed above).
If the beneficiary elects to take the death benefit in the form of a life
income or installment option, the election should be made within 60 days
after the day on which a lump sum death benefit first becomes payable and
before any benefit is actually paid. The tax computation will reflect your
investment in the Certificate.
The Certificate provides a minimum guaranteed death benefit that in certain
circumstances may be greater than either the contributions made or the
Annuity Account Value. This provision provides investment protection against
an untimely termination of a Certificate on the death of an Annuitant at a
time when the Certificate's Annuity Account Value might otherwise have
provided a lower benefit. Although we do not believe that the provision of
this benefit should have any adverse tax effect, it is possible that the IRS
could take a contrary position and could assert that some portion of the
charges for the minimum guaranteed death benefit should be treated for
Federal income tax purposes as a partial withdrawal from the Certificate. If
this were so, such a deemed withdrawal could be taxable, and for Certificate
Owners under age 59 1/2 , also subject to tax penalty.
FEDERAL AND STATE INCOME TAX
WITHHOLDING
Equitable Life is required to withhold Federal income tax on the taxable
portion of annuity payments, unless the recipient elects not to be subject to
income tax withholding. The rate of withholding will depend on the type of
distribution and, in certain cases, the amount of the distribution. Special
withholding rules apply to foreign recipients and United States citizens
residing outside the United States. If a recipient does not have sufficient
income tax withheld or does not make sufficient estimated income tax
payments, however, the recipient may incur penalties under the estimated
income tax rules. Recipients should consult their tax advisers to determine
whether they should elect out of withholding. Requests not to withhold
Federal income tax must be made in writing prior to receiving benefits under
the Certificate. Our Processing Office will provide forms for this purpose.
No election out of withholding is valid unless the recipient provides us with
the correct taxpayer identification number and a United States residence
address.
Certain states have indicated that income tax withholding will apply to
payments made from the Certificate to residents. In some states, a recipient
may elect out of state withholding. Generally, an election out of Federal
withholding will also be considered an election out of state withholding. If
you need more information concerning a particular state or any required
forms, call our Processing Office at the toll-free number and consult your
tax adviser.
Periodic payments are generally subject to wage- bracket type withholding (as
if such payments were payments of wages by an employer to an employee) unless
the recipient elects no withholding. If a recipient does not elect out of
withholding or does not specify the number of withholding exemptions,
withholding will generally be made as if the recipient is married and
claiming three withholding exemptions. There is an annual threshold of
taxable income from periodic annuity payments which is exempt from
withholding based on this assumption. For 1996, a recipient of periodic
payments (e.g., monthly or annual payments) which total less than a $14,075
taxable amount will generally be exempt from Federal income tax withholding,
unless the recipient specifies a different choice of withholding exemption. A
withholding election may be revoked at any time and remains effective until
revoked. If a recipient fails to provide a correct taxpayer identification
number, withholding is made as if the recipient is single with no exemptions.
A recipient of a non-periodic distribution (total or partial) will generally
be subject to withholding at a flat 10% rate. A recipient who provides a
United States residence address and a correct taxpayer identification number
will generally be permitted to elect not to have tax withheld.
All recipients receiving periodic and non-periodic payments will be further
notified of the withholding requirements and of their right to make
withholding elections.
OTHER WITHHOLDING
As a general rule, if death benefits are payable to a person two or more
generations younger than you, a Federal generation skipping tax may be
payable with respect to the benefit at rates similar to the maximum estate
tax rate in effect at the time. The generation skipping tax provisions
generally apply to transfers which would also be subject to the gift and
estate tax rules. Individuals are generally allowed an aggregate generation
skipping tax exemption of $1 million. Because these rules are complex, you
should consult with your tax adviser for specific information, especially
where benefits are passing to younger generations, as opposed to a spouse or
child.
35
<PAGE>
If we believe a benefit may be subject to generation skipping tax we may be
required to withhold for such tax unless we receive acceptable written
confirmation that no such tax is payable.
SPECIAL RULES FOR CERTIFICATES ISSUED IN PUERTO RICO
Under current law Equitable Life treats income from Accumulator Certificates
as U.S.-source. A Puerto Rico resident is subject to U.S. taxation on such
U.S.-source income. Only Puerto Rico-source income of Puerto Rico residents
is excludable from U.S. taxation. Income from Accumulator Certificates is
also subject to Puerto Rico tax. The computation of the taxable portion of
amounts distributed from a Certificate may differ in the two jurisdictions.
Therefore, an individual might have to file both U.S. and Puerto Rico tax
returns, showing different amounts of income for each. Puerto Rico generally
provides a credit against Puerto Rico tax for U.S. tax paid. Depending on an
individual's personal situation and the timing of the different tax
liabilities, an individual may not be able to take full advantage of this
credit.
Please consult your tax adviser to determine the applicability of these rules
to your own tax situation.
IMPACT OF TAXES TO EQUITABLE LIFE
The Certificates provide that Equitable Life may charge the Separate Account
for taxes. Equitable Life can set up reserves for such taxes.
TRANSFERS AMONG INVESTMENT OPTIONS
Transfers among the Investment Funds or between the Guaranteed Period Account
and one or more Investment Funds are not taxable.
36
<PAGE>
PART 9: KEY FACTORS IN RETIREMENT PLANNING
INTRODUCTION
The Accumulator is available to help meet the retirement income and
investment needs of individuals. In assessing these retirement needs, some
key factors need to be addressed: (1) the impact of inflation on fixed
retirement incomes; (2) the importance of planning early for retirement; (3)
the benefits of tax-deferral; (4) the selection of an appropriate investment
strategy; and (5) the benefit of annuitization. Each of these factors is
addressed below.
Unless otherwise noted, all of the following presentations use an assumed
annual rate of return of 7.5% compounded annually. This rate of return is for
illustrative purposes only and is not intended to represent an expected or
guaranteed rate of return for any investment vehicle, including the
Accumulator. In addition, unless otherwise noted, none of the illustrations
reflect any charges that may be applied under a particular investment
vehicle, including the Accumulator. Such charges would effectively reduce the
actual return under any investment vehicle.
All earnings in these presentations are assumed to accumulate tax-deferred
unless otherwise noted. Most programs designed for retirement savings offer
tax-deferral. Monies are taxed upon withdrawal and a 10% penalty tax may
apply to premature withdrawals. Certain retirement programs prohibit early
withdrawals. See "Part 8: Tax Aspects of the Certificates." Where taxes are
taken into consideration in these presentations, a 28% tax rate is assumed.
The source of the data used by us to compile the charts which appear in this
Part 9 (other than charts 1, 2, 3, 4 and 7) is Ibbotson Associates, Inc.
Chicago. Stocks, Bonds, Bills and Inflation 1996 Yearbook (TM). All rights
reserved.
In reports or other communications or in advertising material we may make use
of these or other graphic or numerical illustrations that we prepare showing
the impact of inflation, planning early for retirement, tax-deferral,
diversification and other concepts important to retirement planning.
INFLATION
Inflation erodes purchasing power. This means that, in an inflationary
period, the dollar is worth less as time passes. Because many people live on
a fixed income during retirement, inflation is of particular concern to them.
The charts that follow illustrate the detrimental impact of inflation over an
extended period of time. Between 1965 and 1995, the average annual inflation
rate was 5.39%. As demonstrated in Chart 1, this 5.39% annual rate of
inflation would cause the purchasing power of $35,000 to decrease to only
$7,246 after 30 years.
In Chart 2, the impact of inflation is examined from another perspective.
Specifically, the chart illustrates the additional income needed to maintain
the purchasing power of $35,000 over a thirty year period. Again, the
1965-1995 historical inflation rate of 5.39% is used. In this case, an
additional $134,064 would be required to maintain the purchasing power of
$35,000 after 30 years.
CHART 1
[THE FOLLOWING TABLE WAS REPRESENTED AS A
3-D BAR GRAPH IN THE PROSPECTUS]
Today -- $35,000
10 years -- $20,705
20 years -- $12,248
30 years -- $ 7,246
[END OF GRAPHICALLY REPRESENTED DATA]
CHART 2
ANNUAL INCOME NEEDED
[THE FOLLOWING TABLE WAS REPRESENTED AS A
3-D BAR GRAPH IN THE PROSPECTUS]
Today -- $ 35,000
10 years -- $ 59,165
20 years -- $100,013
30 years -- $169,064
Increase Needed: $24,165 $65,013 $134,064
[END OF GRAPHICALLY REPRESENTED DATA]
37
<PAGE>
STARTING EARLY
The impact of inflation accentuates the need to begin a retirement program
early. The value of starting early is illustrated in the following charts.
As shown in Chart 3, if an individual makes annual contributions of $2,500 to
his or her retirement program beginning at age 30, he or she would accumulate
$414,551 by age 65 under the assumptions described earlier. If that
individual waited until age 50, he or she would only accumulate $70,193 by
age 65 under the same assumptions.
CHART 3
[THE FOLLOWING TABLE WAS REPRESENTED AS
A STACKED AREA GRAPH IN THE PROSPECTUS:]
30 ................. $414,551
40 ................. $182,691
50 ................. $ 70,193
BLACK - Age 30 GRAY - Age 40 DOTTED - Age 50
[END OF GRAPHICALLY REPRESENTED DATA]
In Table 1, the impact of starting early is demonstrated in another format.
For example, if an individual invests $300 monthly, he or she would
accumulate $387,193 in thirty years under our assumptions. In contrast, if
that individual invested the same $300 per month for 15 years, he or she
would accumulate only $97,804 under our assumptions.
TABLE 1
<TABLE>
<CAPTION>
MONTHLY
CONTRIBUTION YEAR 10 YEAR 15 YEAR 20 YEAR 25 YEAR 30
- -------------- -------- -------- --------- --------- ---------
<S> <C> <C> <C> <C> <C>
$ 20 $ 3,532 $ 6,520 $ 10,811 $ 16,970 $ 25,813
50 8,829 16,301 27,027 42,425 64,532
100 17,659 32,601 54,053 84,851 129,064
200 35,317 65,202 108,107 169,701 258,129
300 52,969 97,804 162,160 254,552 387,193
</TABLE>
Chart 4 presents an additional way to demonstrate the significant impact of
starting to make contributions to a retirement program earlier rather than
later. It assumes that an individual had a goal to accumulate $250,000
(pre-tax) by age 65. If he or she starts at age 30, under our assumptions he
or she could reach the goal by making a monthly pre-tax contribution of $130
(equivalent to $93 after taxes). The total net cost for the 30 year old in
this hypothetical example would be $39,265. If the individual in this
hypothetical example waited until age 50, he or she would have to make a
monthly pre-tax contribution of $767 (equivalent to $552 after taxes) to
attain the goal, illustrating the importance of starting early.
CHART 4
GOAL: $250,000 BY AGE 65
[THE FOLLOWING TABLE WAS REPRESENTED
AS A BAR GRAPH IN THE PROSPECTUS:]
$ 93 a Month ............. 30 $39,265 $210,735
$212 a Month ............. 40 $63,641 $186,359
$552 a Month ............. 50 $99,383 $150,617
BLACK - Net Cost
WHITE - Tax-Deferred Earnings at 7.5%
[END OF GRAPHICALLY REPRESENTED DATA]
TAX-DEFERRAL
Contributing to a retirement plan early is part of an effective strategy for
addressing the impact of inflation. Another part of such a strategy is to
carefully select the types of retirement programs in which to invest. In
deciding where to invest retirement contributions, there are three basic
types of programs.
The first type offers the most tax benefits, and therefore is potentially the
most beneficial for accumulating funds for retirement. Contributions are made
with pre-tax dollars or are tax-deductible and earnings grow income
tax-deferred. An example of this type of program is the deductible Individual
Retirement Annuity (IRA).
The second type of program also provides for tax deferred earnings growth;
however, contributions are made with after-tax dollars. Examples of this type
of program are non-deductible IRAs and non-qualified annuities.
The third approach to retirement savings is fully taxable. Contributions are
made with after-tax dollars and earnings are taxed each year. Examples of
this type of program include certificates of deposit, savings accounts, and
taxable stock, bond or mutual fund investments.
38
<PAGE>
Consider an example. For the type of retirement program that offers both
pre-tax contributions and tax-deferral, assume that a $2,000 annual pre-tax
contribution is made for thirty years. In this example, the retirement funds
would be $173,100 after thirty years (assuming a 7.5% rate of return, no
withdrawals and assuming the deduction of the 1.25% Separate Account daily
asset charge--but no withdrawal charge or other charges under the
Certificate, or Trust charges to Portfolios), and such funds would be
$222,309 without the effect of any charges. Assuming a lump sum withdrawal
was made in year thirty and a 28% tax bracket, these amounts would be
$124,632 and $160,062, respectively.
For the type of program that offers only tax-deferral, assume an after-tax
annual contribution of $1,440 for thirty years and the same rate of return.
The after-tax contribution is derived by taxing the $2,000 pre-tax
contribution again assuming a 28% tax bracket. In this example, the
retirement funds would be $123,938 after thirty years assuming the deduction
of charges and no withdrawals, and $160,062 without the effect of charges.
Assuming a lump sum withdrawal in year thirty, the total after-tax amount
would be $101,331 with charges deducted and $127,341 without charges as
described above.
For the fully taxable investment, assume an after- tax contribution of $1,440
for thirty years. Earnings are taxed annually. After thirty years, the amount
of this fully taxable investment is $108,046.
Keep in mind that taxable investments have fees and charges too (investment
advisory fees, administrative charges, 12b-1 fees, sales loads, brokerage
commissions, etc.). We have not attempted to apply these fees and charges to
the fully taxable amounts since this is intended merely as an example of tax
deferral.
Again, it must be emphasized that the assumed rate of return of 7.5%
compounded annually used in these examples is for illustrative purposes only
and is not intended to represent a guaranteed or expected rate of return on
any investment vehicle. Moreover, early withdrawals of tax-deferred
investments are generally subject to a 10% penalty tax.
INVESTMENT OPTIONS
Selecting an appropriate retirement program is clearly an important part of
an effective retirement planning strategy. Carefully choosing among
Investment Options is another essential component.
During the 1965-1995 period, common stock average annual returns outperformed
the average annual returns of fixed investments such as long-term government
bonds and Treasury Bills (T-Bills). See "Notes" below. Common stocks earned
an average annual return of 10.68% over this period, in contrast to 6.72% and
7.92% for the other two investment categories. Significantly, common stock
returns also outpaced inflation which grew at 5.39% over this period.
Although common stock returns have historically outpaced returns of fixed
investments, people often allocate a significant percentage of their
retirement funds to fixed return investments. Their primary concern is the
preservation of principal. Given this concern, Chart 5 illustrates the impact
of exposing only the interest generated by a fixed investment to the stock
market. In this illustration, the fixed investment is represented by a
Treasury Bill return and the stock investment is represented by the Standard
& Poor's 500 ("S&P 500").
The chart assumes that a $20,000 fixed investment was made on January 1,
1980. If the interest on that investment were to accumulate based upon the
return of the S&P 500, the total investment would have been worth $131,033 in
1995. Had the interest been reinvested in the fixed investment, the fixed
investment would have grown to $62,379. As illustrated in Chart 5,
significant opportunities for growth exist while preserving principal. See
"Notes" below.
CHART 5
$131,033 with Interest Exposed to Stock Market (S&P 500)
[THE FOLLOWING TABLE WAS REPRESENTED AS A LINE GRAPH IN THE PROSPECTUS]
Market Value Market Value
Month of S&P 500 If 100% in
Ending & Fixed Acct 3 Mo. T-Bill
1980 J 20,160 20,160
F 20,338 20,339
M 20,547 20,586
A 20,823 20,845
M 21,031 21,014
J 21,183 21,142
J 21,369 21,254
A 21,515 21,390
S 21,708 21,550
O 21,930 21,755
N 22,333 21,964
D 22,522 22,252
1981 J 22,619 22,483
F 22,888 22,724
M 23,239 22,999
A 23,386 23,247
M 23,637 23,514
J 23,878 23,832
J 24,129 24,127
A 24,156 24,436
S 24,196 24,739
O 24,659 25,039
N 25,079 25,306
D 25,118 25,527
1982 J 25,195 25,731
F 25,113 25,968
M 25,278 26,222
A 25,722 26,518
M 25,770 26,799
J 25,861 27,057
J 25,945 27,341
A 26,850 27,549
S 27,028 27,689
O 27,937 27,852
N 28,411 28,028
D 28,690 28,216
1983 J 29,131 28,410
F 29,492 28,587
M 29,965 28,767
A 30,862 28,971
M 30,943 29,171
J 31,495 29,366
J 31,284 29,584
A 31,627 29,808
S 31,938 30,035
O 31,930 30,263
N 32,348 30,475
D 32,418 30,698
1984 J 32,490 30,931
F 32,222 31,150
M 32,577 31,378
A 32,826 31,632
M 32,297 31,879
J 32,719 32,118
J 32,701 32,381
A 34,295 32,650
S 34,470 32,931
O 34,708 33,260
N 34,705 33,503
D 35,205 33,717
1985 J 36,503 33,936
F 36,845 34,133
M 37,000 34,345
A 37,089 34,592
M 38,272 34,820
J 38,673 35,012
J 38,748 35,229
A 38,744 35,423
S 38,262 35,635
O 39,208 35,867
N 40,706 36,086
D 41,803 36,320
1986 J 42,011 36,524
F 43,792 36,717
M 45,230 36,938
A 45,021 37,130
M 46,493 37,312
J 47,036 37,506
J 45,602 37,701
A 47,609 37,874
S 45,430 38,045
O 46,935 38,220
N 47,703 38,369
D 47,070 38,557
1987 J 50,789 38,719
F 52,147 38,885
M 53,115 39,068
A 52,912 39,240
M 53,327 39,389
J 55,086 39,578
J 56,925 39,760
A 58,441 39,947
S 57,685 40,127
O 49,695 40,367
N 47,333 40,509
D 49,428 40,667
1988 J 50,743 40,785
F 52,280 40,972
M 51,393 41,152
A 51,824 41,342
M 52,174 41,553
J 53,765 41,756
J 53,732 41,969
A 52,733 42,217
S 54,245 42,478
O 55,302 42,738
N 54,915 42,981
D 55,673 43,252
1989 J 58,362 43,490
F 57,529 43,755
M 58,548 44,048
A 60,672 44,343
M 62,465 44,694
J 62,377 45,011
J 66,323 45,326
A 67,365 45,662
S 67,310 45,958
O 66,344 46,271
N 67,446 46,590
D 68,687 46,874
1990 J 65,533 47,142
F 66,234 47,410
M 67,578 47,714
A 66,541 48,043
M 71,214 48,370
J 70,982 48,674
J 70,955 49,005
A 66,481 49,329
S 64,314 49,625
O 64,286 49,962
N 67,252 50,247
D 68,667 50,548
1991 J 70,922 50,811
F 74,664 51,055
M 76,053 51,280
A 76,316 51,552
M 78,820 51,794
J 76,216 52,011
J 78,945 52,266
A 80,422 52,507
S 79,523 52,748
O 80,405 52,970
N 78,042 53,176
D 84,752 53,378
1992 J 83,616 53,560
F 84,486 53,710
M 83,290 53,892
A 85,196 54,065
M 85,604 54,216
J 84,717 54,390
J 87,387 54,558
A 86,078 54,700
S 86,890 54,842
O 87,176 54,969
N 89,486 55,095
D 90,453 55,249
1993 J 91,013 55,376
F 92,016 55,498
M 93,614 55,637
A 91,858 55,770
M 93,843 55,893
J 94,136 56,033
J 93,836 56,167
A 96,699 56,308
S 96,183 56,454
O 97,774 56,578
N 97,093 56,720
D 98,087 56,850
1994 J 100,753 56,992
F 98,615 57,112
M 95,249 57,266
A 96,281 57,421
M 97,589 57,605
J 95,734 57,783
J 98,297 57,945
A 101,558 58,159
S 99,666 58,375
O 101,566 58,596
N 98,647 58,813
D 99,883 59,072
1995 J 102,044 59,320
F 105,307 59,557
M 107,925 59,831
A 110,571 60,095
M 114,257 60,419
J 116,566 60,703
J 119,871 60,976
A 120,235 61,263
S 124,521 61,526
O 124,249 61,816
N 128,920 62,075
D 131,033 63,379
$62,379 Without Interest Exposed to Stock Market
(S&P 500)
[END OF GRAPHICALLY REPRESENTED DATA]
Another variation of the example in Chart 5 is to gradually transfer
principal from a fixed investment into the stock market. Chart 6 assumes that
a $20,000 fixed investment was made on January 1, 1980. For the next two
years, $540 is transferred monthly into the stock market (represented by the
S&P 500). The total investment, given this strategy, would have grown to
$139,695 in 1995. In contrast, had the principal not been transferred, the
fixed investment would have grown to $62,379. See "Notes" below.
39
<PAGE>
CHART 6
$139,695 with Principal Transfer
[THE FOLLOWING TABLE WAS REPRESENTED AS A LINE GRAPH IN THE PROSPECTUS]
Market Value Market Value
Month of S&P 500 If 100% in
Ending & Fixed Acct 3 Mo. T-Bil
1980 J 20540 20160
F 20702 20339
M 20770 20586
A 21068 20845
M 21425 21014
J 21659 21142
J 22000 21254
A 22149 21390
S 22394 21550
O 22623 21755
N 23446 21964
D 23372 22252
1981 J 23246 22483
F 23569 22724
M 24053 22999
A 24031 23247
M 24246 23514
J 24324 23832
J 24514 24127
A 24051 24436
S 23651 24739
O 24397 25039
N 25087 25306
D 24857 25527
1982 J 24193 25731
F 23594 25968
M 23618 26222
A 24248 26518
M 23995 26799
J 23892 27057
J 23731 27341
A 25407 27549
S 25647 27689
O 27281 27852
N 28031 28028
D 28386 28216
1983 J 29041 28410
F 29568 28587
M 30282 28767
A 31737 28971
M 31721 29171
J 32549 29366
J 32000 29584
A 32424 29808
S 32790 30035
O 32616 30263
N 33176 30475
D 33142 30698
1984 J 33104 30931
F 32544 31150
M 32969 31378
A 33202 31632
M 32246 31879
J 32767 32118
J 32593 32381
A 34841 32650
S 34959 32931
O 35133 33260
N 35058 33503
D 35692 33717
1985 J 37434 33936
F 37844 34133
M 37970 34345
A 37984 34592
M 39531 34820
J 40023 35012
J 40038 35229
A 39976 35423
S 39254 35635
O 40428 35867
N 42341 36086
D 43701 36320
1986 J 43926 36524
F 46184 36717
M 47968 36938
A 47659 37130
M 49498 37312
J 50136 37506
J 48265 37701
A 50769 37874
S 47982 38045
O 49830 38220
N 50767 38369
D 49918 38557
1987 J 54519 38719
F 56165 38885
M 57317 39068
A 57035 39240
M 57525 39389
J 59630 39578
J 61849 39760
A 63662 39947
S 62711 40127
O 52932 40367
N 50090 40509
D 52585 40667
1988 J 54165 40785
F 55951 40972
M 54862 41152
A 55344 41342
M 55720 41553
J 57582 41756
J 57509 41969
A 56280 42217
S 58018 42478
O 59225 42738
N 58749 42981
D 59588 43252
1989 J 62695 43490
F 61691 43755
M 62824 44048
A 65234 44343
M 67232 44694
J 67118 45011
J 71581 45326
A 72728 45662
S 72661 45958
O 71544 46271
N 72760 46590
D 74150 46874
1990 J 70617 47142
F 71385 47410
M 72851 47714
A 71676 48043
M 76833 48370
J 76576 48674
J 76526 49005
A 71611 49329
S 69246 49625
O 69192 49962
N 72438 50247
D 73964 50548
1991 J 76420 50811
F 80470 51055
M 81977 51280
A 82241 51552
M 84947 51794
J 82165 52011
J 85076 52266
A 86666 52507
S 85709 52748
O 86662 52970
N 84157 53176
D 91300 53378
1992 J 90106 53560
F 91047 53710
M 89770 53892
A 91798 54065
M 92244 54216
J 91302 54390
J 94130 54558
A 92765 54700
S 93626 54842
O 93940 54969
N 96377 55095
D 97388 55249
1993 J 97994 55376
F 99055 55498
M 100732 55637
A 98899 55770
M 100989 55893
J 101297 56033
J 100991 56167
A 103992 56308
S 103458 56454
O 105136 56578
N 104425 56720
D 105474 56850
1994 J 108259 56992
F 106046 57112
M 102533 57266
A 103617 57421
M 104976 57605
J 103062 57783
J 105741 57945
A 109118 58159
S 107170 58375
O 109151 58596
N 106146 58813
D 107426 59072
1995 J 109681 59320
F 113071 59557
M 115775 59831
A 118526 60095
M 122319 60419
J 124733 60703
J 128155 60976
A 128547 61263
S 132973 61526
O 132710 61816
N 137525 62075
D 139695 62379
$62,379 Without Principal Transfer
[END OF GRAPHICALLY REPRESENTED DATA]
NOTES
1. Common Stocks: Standard & Poor's (S&P) Composite Index is an unmanaged
weighted index of the stock performance of 500 industrial,
transportation, utility and financial companies. Results shown assume
reinvestment of dividends. Both market value and return on common stock
will vary.
2. U.S. Government Securities: Long-term Government Bonds are measured
using a one-bond portfolio constructed each year containing a bond with
approximately a 20-year maturity and a reasonably current coupon. U.S.
Treasury Bills are measured by rolling over each month a one-bill
portfolio containing, at the beginning of each month, the bill having
the shortest maturity not less than one month. U.S. Government
securities are guaranteed as to principal and interest, and if held to
maturity, offer a fixed rate of return. However, market value and
return on such securities will fluctuate prior to maturity.
The Accumulator can be an effective program for diversifying ongoing
investments between various asset categories. In addition, the Accumulator
offers special features which help address the risk associated with timing
the equity markets, such as dollar cost averaging. By transferring the same
dollar amount each month from the Money Market Fund to other Investment
Funds, dollar cost averaging attempts to shield your investment from short
term price fluctuations. This, however, does not assure a profit or protect
against a loss in declining markets.
THE BENEFIT OF ANNUITIZATION
An individual may shift the risk of outliving his or her principal by
electing a lifetime income annuity. See "Income Annuity Options," in Part 5.
Chart 7 below shows the monthly income that can be generated under various
forms of life annuities, as compared to receiving level payments of interest
only or principal and interest from the investment. Calculations in the Chart
are based on the following assumption: a $100,000 contribution was made at
one of the ages shown, annuity payments begin immediately, and a 5%
annuitization interest rate is used. For purposes of this example, principal
and interest are paid out on a level basis over 15 years. In the case of the
interest only scenario, the principal is always available and may be left to
other individuals at death. Under the principal and interest scenario, a
portion of the principal will be left at death, assuming the individual dies
within the 15 year period. In contrast, under the life annuity scenarios,
there is no residual amount left.
CHART 7
MONTHLY INCOME
($100,000 CONTRIBUTION)
<TABLE>
<CAPTION>
JOINT AND SURVIVOR*
-----------------------------------
INTEREST PRINCIPAL AND
ONLY FOR INTEREST FOR SINGLE 50% TO 66.67% TO 100% TO
ANNUITANT LIFE 15 YEARS LIFE SURVIVOR SURVIVOR SURVIVOR
- ----------- ---------- -------------- -------- ---------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C>
Male 65 $401 $785 $ 617 $560 $544 $513
Male 70 401 785 685 609 588 549
Male 75 401 785 771 674 646 598
Male 80 401 785 888 760 726 665
Male 85 401 785 1,045 878 834 757
</TABLE>
- ------------
The numbers are based on 5% interest compounded annually and the 1983
Individual Annuity Mortality Table "a" projected with modified Scale G.
Annuity purchase rates available at annuitization may vary, depending
primarily on the annuitization interest rate, which may not be less than an
annual rate of 2.5%.
* The Joint and Survivor Annuity Forms are based on male and female
Annuitants of the same age.
40
<PAGE>
PART 10: INDEPENDENT ACCOUNTANTS
The consolidated financial statements and consolidated financial statement
schedules of Equitable Life at December 31, 1995 and 1994 and for each of the
three years in the period ended December 31, 1995 included in Equitable
Life's Annual Report on Form 10-K, incorporated by reference in the prospec-
tus, have been examined by Price Waterhouse LLP, independent accountants,
whose reports thereon are incorporated herein by reference. Such consolidated
financial statements and consolidated financial statement schedules have been
incorporated herein by reference in reliance upon the reports of Price
Waterhouse LLP given upon their authority as experts in accounting and
auditing.
41
<PAGE>
APPENDIX I: MARKET VALUE ADJUSTMENT EXAMPLE
- -----------------------------------------------------------------------------
The example below shows how the market value adjustment would be determined
and how it would be applied to a withdrawal, assuming that $100,000 were
allocated on February 15, 1997 to a Guarantee Period with an Expiration Date
of February 15, 2006 at a Guaranteed Rate of 7.00% resulting in a Maturity
Value at the Expiration Date of $183,846, and further assuming that a
withdrawal of $50,000 were made on February 15, 2001.
<TABLE>
<CAPTION>
ASSUMED
GUARANTEED RATE ON
FEBRUARY 15, 2001
----------------------
5.00% 9.00%
---------- ----------
<S> <C> <C>
As of February 15, 2001 (Before Withdrawal)
- -------------------------------------------
(1) Present Value of Maturity Value, also
Annuity Account Value .................. $144,048 $119,487
(2) Guaranteed Period Amount ............... 131,080 131,080
(3) Market Value Adjustment: (1)-(2) ...... 12,968 (11,593)
February 15, 2001 (After Withdrawal)
- -------------------------------------------
(4) Portion of (3) Associated
with Withdrawal: (3) x
[$50,000 (DIVIDED BY) (1)] $ 4,501 $ (4,851)
(5) Reduction in Guaranteed
Period Amount: [$50,000-(4)] ........... 45,499 54,851
(6) Guaranteed Period Amount: (2)-(5) ..... 85,581 76,229
(7) Maturity Value ......................... 120,032 106,915
(8) Present Value of (7), also
Annuity Account Value .................. 94,048 69,487
</TABLE>
You should note that under this example if a withdrawal is made when rates
have increased (from 7.00% to 9.00% in the example), a portion of a negative
market value adjustment is realized. On the other hand, if a withdrawal is
made when rates have decreased (from 7.00% to 5.00% in the example), a
portion of a positive market value adjustment is realized.
42
<PAGE>
APPENDIX II: GUARANTEED MINIMUM DEATH BENEFIT (GMDB) EXAMPLE
- -----------------------------------------------------------------------------
Under the Certificates the death benefit is equal to the sum of:
(1) the Annuity Account Value in the Investment Funds, or, if greater,
the GMDB (see "Guaranteed Minimum Death Benefit (GMDB)" in Part 5);
and
(2) the death benefit provided with respect to the Guaranteed Period
Account (see "Death Benefit Amount" in Part 4).
The following is an example illustrating the calculation of the GMDB.
Assuming $100,000 is allocated to the Investment Funds (with no allocation to
the Money Market Fund or Intermediate Government Securities Fund), no
subsequent contributions, no transfers and no withdrawals, the GMDB for an
Annuitant age 45 would be calculated as follows:
<TABLE>
<CAPTION>
END OF
CONTRACT ANNUITY ACCOUNT NON-NEW YORK
YEAR VALUE GMDB(1) NEW YORK GMDB
- ---------- --------------- -------------- -------------
<S> <C> <C> <C>
1 $105,000 $106,000 $105,000(2)
2 $108,675 $112,360 $108,675(2)
3 $124,976 $119,102 $119,102(3)
4 $135,912 $126,248 $126,248(3)
5 $149,503 $133,823 $133,823(3)
6 $149,503 $141,852 $141,852(3)
7 $161,463 $150,363 $150,363(3)
8 $161,463 $159,385 $159,385(3)
</TABLE>
The Annuity Account Values for Contract Years 1 through 8 are determined
based on hypothetical rates of return of 5.00%, 3.50%, 15.00%, 8.75%, 10.00%,
0.00%, 8.00% and 0.00%, respectively.
NON-NEW YORK
(1) For Contract Years 1 through 8, the GMDB equals the initial contribution
increased by 6%.
NEW YORK
(2) At the end of Contract Years 1 and 2, the GMDB is equal to the Annuity
Account Value.
(3) At the end of Contract Years 3, through 8, the GMDB is equal to the
contributions increased by 6% instead of the Annuity Account Value,
since the GMDB cannot be greater than this amount.
43
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
<TABLE>
<CAPTION>
<S> <C> <C>
PAGE
--------
Part 1: Accumulation Unit Values 2
Part 2: Annuity Unit Values 2
Part 3: Custodian and Independent Accountants 3
Part 4: Money Market Fund and Intermediate Government 3
Securities Fund Yield Information
Part 5: Long-Term Market Trends 4
Part 6: Financial Statements 6
</TABLE>
HOW TO OBTAIN AN ACCUMULATOR STATEMENT OF ADDITIONAL
INFORMATION
Send this request form to:
Equitable Life
Income Management Group
P.O. Box 1547
Secaucus, NJ 07096-1547
Please send me an Accumulator SAI:
---------------------------------------------------------
Name
---------------------------------------------------------
Address
---------------------------------------------------------
City State Zip
44
<PAGE>
INCOME MANAGER(SM)
SUPPLEMENT TO THE ROLLOVER IRA
STATEMENT OF ADDITIONAL INFORMATION
DATED JULY __, 1996
COMBINATION VARIABLE AND FIXED DEFERRED ANNUITY CERTIFICATES
Funded Through the
Investment Funds of Separate Account No. 49
The asset based administrative charge imposed under the Certificates offered
by the Rollover IRA and Choice Income Plan prospectus dated July __, 1996,
currently is deducted at the rate of 0.25% annually, which will apply for the
life of the Certificate issued. Therefore, the section of the SAI listed below
is amended as follows:
In PART 2 - ACCUMULATION UNIT VALUES, under paragraph (c) replace 1.25% with
1.15%.
- ------------------------------------------------------------------------------
SUPPLEMENT DATED JULY , 1996
<PAGE>
INCOME MANAGER(SM)
ROLLOVER IRA
STATEMENT OF ADDITIONAL INFORMATION
JULY , 1996
----------------------
COMBINATION VARIABLE AND
FIXED DEFERRED ANNUITY CERTIFICATES
FUNDED THROUGH THE
INVESTMENT FUNDS OF SEPARATE ACCOUNT NO. 49
ASSET ALLOCATION SERIES:
O CONSERVATIVE INVESTORS
O GROWTH INVESTORS
EQUITY SERIES:
O GROWTH & INCOME
O COMMON STOCK
O GLOBAL
O INTERNATIONAL
O AGGRESSIVE STOCK
FIXED INCOME SERIES:
O MONEY MARKET
O INTERMEDIATE GOVERNMENT SECURITIES
ISSUED BY:
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
Home Office: 787 Seventh Avenue, New York, NY 10019
Processing Office: Post Office Box 1547, Secaucus, NJ 07096-1547
This statement of additional information (SAI) is not a prospectus. It should
be read in conjunction with the Separate Account No. 49 prospectus for the
Rollover IRA, dated July , 1996. Definitions of special terms used in the
SAI are found in the prospectus.
A copy of the prospectus is available free of charge by writing the
Processing Office, by calling 1-800-789-7771, toll-free, or by contacting
your Registered Representative.
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
- ----------------------------------------------------------------------------------------- --------
<S> <C>
Part 1 Minimum Distribution Withdrawals 2
- ----------------------------------------------------------------------------------------- --------
Part 2 Accumulation Unit Values 2
- ----------------------------------------------------------------------------------------- --------
Part 3 Annuity Unit Values 2
- ----------------------------------------------------------------------------------------- --------
Part 4 Custodian and Independent Accountants 3
- ----------------------------------------------------------------------------------------- --------
Part 5 Money Market Fund and Intermediate Government Securities Fund Yield Information 3
- ----------------------------------------------------------------------------------------- --------
Part 6 Long-Term Market Trends 4
- ----------------------------------------------------------------------------------------- --------
Part 7 Financial Statements 6
- ----------------------------------------------------------------------------------------- --------
</TABLE>
Copyright 1996
The Equitable Life Assurance Society of the United States, New York, New York
10019.
All rights reserved.
<PAGE>
PART 1 - MINIMUM DISTRIBUTION WITHDRAWALS
If you elect Minimum Distribution Withdrawals described in Part 6 of the
prospectus, each year we calculate the Minimum Distribution Withdrawal amount
by using the value of your IRA as of December 31 of the prior calendar year.
We then calculate the minimum distribution amount based on the various
choices you make. This calculation takes into account withdrawals made during
the current calendar year but prior to the date we determine your Minimum
Distribution Withdrawal amount, except that when Minimum Distribution
Withdrawals are elected in the year in which you attain age 71 1/2, no
adjustment will be made for any withdrawals made between January 1 and April
1 in satisfaction of the minimum distribution requirement for the prior year.
An election can also be made (1) to have us recalculate your life expectancy,
or joint life expectancies, each year or (2) to have us determine your life
expectancy, or joint life expectancies, once and then subtract one year, each
year, from that amount. The joint life options are only available if the
spouse is the beneficiary. However, if you first elect Minimum Distribution
Withdrawals after April 1 of the year following the calendar year in which
you attain age 70 1/2, option (1) will apply.
PART 2 - ACCUMULATION UNIT VALUES
Accumulation Unit Values are determined at the end of each Valuation Period
for each of the Investment Funds. Other annuity contracts and certificates
which may be offered by us will have their own accumulation unit values for
the Investment Funds which may be different from those for the Rollover IRA.
The Accumulation Unit Value for an Investment Fund for any Valuation Period
is equal to the Accumulation Unit Value for the preceding Valuation Period
multiplied by the Net Investment Factor for that Investment Fund for that
Valuation Period. The NET INVESTMENT FACTOR is (a) - c where:
---
(b)
(a) is the value of the Investment Fund's shares of the corresponding
Portfolio at the end of the Valuation Period before giving effect to
any amounts allocated to or withdrawn from the Investment Fund for the
Valuation Period. For this purpose, we use the share value reported to
us by the Trust.
(b) is the value of the Investment Fund's shares of the corresponding
Portfolio at the end of the preceding Valuation Period (after any
amounts allocated or withdrawn for that Valuation Period).
(c) is the daily Separate Account mortality and expense risk charge and
asset based administrative charge relating to the Certificates, times
the number of calendar days in the Valuation Period. These daily
charges are at an effective annual rate not to exceed a total of 1.25%.
PART 3 - ANNUITY UNIT VALUES
The annuity unit value will be fixed on July , 1996 for Certificates with
assumed base rates of net investment return of both 5% and 3 1/2 % a year.
For each Valuation Period after that date, it is the annuity unit value for
the immediately preceding Valuation Period multiplied by the adjusted Net
Investment Factor under the Certificate. For each Valuation Period, the
adjusted Net Investment Factor is equal to the Net Investment Factor reduced
for each day in the Valuation Period by:
o .00013366 of the Net Investment Factor if the assumed base rate of net
investment return is 5% a year; or
o .00009425 of the Net Investment Factor if the assumed base rate of net
investment return is 3 1/2 %.
Because of this adjustment, the annuity unit value rises and falls depending
on whether the actual rate of net investment return (after deduction of
charges) is higher or lower than the assumed base rate.
All Certificates have a 5% assumed base rate of net investment return, except
in states where that rate is not permitted. Annuity payments under
Certificates with an assumed base rate of 3 1/2 % will at first be smaller
than those under Certificates with a 5% assumed base rate. Payments under the
3 1/2 % Certificates, however, will rise more rapidly when unit values are
rising, and payments will fall more slowly when unit values are falling than
those under 5% Certificates.
2
<PAGE>
The amounts of variable annuity payments are determined as follows:
Payments normally start on the Business Day specified on your election form,
or on such other future date as specified therein and are made on a monthly
basis. The first three payments are of equal amounts. Each of the first three
payments will be based on the amount specified in the Tables of Guaranteed
Annuity Payments in the Certificate.
The first three payments depend on the assumed base rate of net investment
return and the form of annuity chosen (and any fixed period). If the annuity
involved a life contingency, the risk class and the age of the annuitants
will affect payments.
The amount of the fourth and each later payment will vary according to the
investment performance of the Common Stock Fund. Each monthly payment will be
calculated by multiplying the number of annuity units credited by the average
annuity unit value for the second calendar month immediately preceding the
due date of the payment. The number of units is calculated by dividing the
first monthly payment by the annuity unit value for the Valuation Period
which includes the due date of the first monthly payment. The average annuity
unit value is the average of the annuity unit values for the Valuation
Periods ending in that month. Variable income annuities may also be available
by separate prospectus through the Common Stock or other Funds of other
separate accounts we offer.
Illustration of Changes in Annuity Unit Values. To show how we determine
variable annuity payments from month to month, assume that the Annuity
Account Value on an Annuity Commencement Date is enough to fund an annuity
with a monthly payment of $363 and that the annuity unit value for the
Valuation Period that includes the due date of the first annuity payment is
$1.05. The number of annuity units credited under the contract would be
345.71 (363 divided by 1.05 = 345.71).
If the fourth monthly payment is due in March, and the average annuity unit
value for January was $1.10, the annuity payment for March would be the
number of units (345.71) times the average annuity unit value ($1.10), or
$380.28. If the average annuity unit value was $1 in February, the annuity
payment for April would be 345.71 times $1, or $345.71.
PART 4 - CUSTODIAN AND INDEPENDENT ACCOUNTANTS
Equitable Life is the custodian for shares of the Trust owned by the Separate
Account.
The consolidated financial statements of Equitable Life for the years ended
December 31, 1995 and 1994 included in the SAI have been audited by Price
Waterhouse LLP.
The consolidated financial statements of Equitable Life for the years ended
December 31, 1995 and 1994 included in this SAI have been so included in
reliance on the reports of Price Waterhouse LLP, independent accountants,
given on the authority of such firm as experts in accounting and auditing.
PART 5 - MONEY MARKET FUND AND INTERMEDIATE GOVERNMENT SECURITIES
FUND YIELD INFORMATION
Money Market Fund
The Money Market Fund calculates yield information for seven-day periods. The
seven-day current yield calculation is based on a hypothetical Certificate
with one Accumulation Unit at the beginning of the period. To determine the
seven-day rate of return, the net change in the Accumulation Unit Value is
computed by subtracting the Accumulation Unit Value at the beginning of the
period from an Accumulation Unit Value, exclusive of capital changes, at the
end of the period.
Accumulation Unit Values reflect all other accrued expenses of the Money
Market Fund but do not reflect the withdrawal charge, the guaranteed minimum
death benefit charge or charges for applicable taxes such as state or local
premium taxes.
The adjusted net change is divided by the Accumulation Unit Value at the
beginning of the period to obtain the adjusted base period rate of return.
This seven-day adjusted base period return is then multiplied by 365/7 to
produce an annualized seven-day current yield figure carried to the nearest
one-hundredth of one percent.
The effective yield is obtained by modifying the current yield to give effect
to the compounding nature of the Money Market Fund's investments, as follows:
the unannualized adjusted
3
<PAGE>
base period return is compounded by adding one to the adjusted base period
return, raising the sum to a power equal to 365 divided by 7, and subtracting
one from the result, i.e., effective yield = (base period return + 1 ) 365/7
- -- 1. The Money Market Fund yields will fluctuate daily. Accordingly, yields
for any given period are not necessarily representative of future results. In
addition, the value of Accumulation Units of the Money Market Fund will
fluctuate and not remain constant.
Intermediate Government Securities Fund
The Intermediate Government Securities Fund calculates yield information for
30-day periods. The 30-day current yield calculation is based on a
hypothetical Certificate with one Accumulation Unit at the beginning of the
period. To determine the 30-day rate of return, the net change in the
Accumulation Unit Value is computed by subtracting the Accumulation Unit
Value at the beginning of the period from an Accumulation Unit Value,
exclusive of capital changes, at the end of the period.
Accumulation Unit Values reflect all other accrued expenses of the
Intermediate Government Securities Fund but do not reflect the withdrawal
charge, the guaranteed minimum death benefit charge or charges for applicable
taxes such as state or local premium taxes.
The adjusted net change is divided by the Accumulation Unit Value at the
beginning of the period to obtain the adjusted base period rate of return.
This 30-day adjusted base period return is then multiplied by 365/30 to
produce an annualized 30-day current yield figure carried to the nearest
one-hundredth of one percent.
The effective yield is obtained by modifying the current yield to give effect
to the compounding nature of the Intermediate Government Securities Fund's
investments, as follows: the unannualized adjusted base period return is
compounded by adding one to the adjusted base period return, raising the sum
to a power equal to 365 divided by 30, and subtracting one from the result,
i.e., effective yield = (base period return + 1) 365/30 -- 1. Intermediate
Government Securities Fund yields will fluctuate daily. Accordingly, yields
for any given period are not necessarily representative of future results. In
addition, the value of Accumulation Units of the Intermediate Government
Securities Fund will fluctuate and not remain constant.
Money Market Fund and Intermediate Government Securities Fund Yield
Information
The Money Market Fund and Intermediate Government Securities Fund yields
reflect charges that are not normally reflected in the yields of other
investments and therefore may be lower when compared with yields of other
investments. Money Market Fund and Intermediate Government Securities Fund
yields should not be compared to the return on fixed rate investments which
guarantee rates of interest for specified periods, such as the Guarantee
Periods. Nor should the yield be compared to the yield of money market funds
or government securities funds made available to the general public.
Because the Rollover IRA Certificates described in the prospectus are being
offered for the first time in 1996, no yield information is presented.
PART 6 - LONG-TERM MARKET TRENDS
As a tool for understanding how different investment strategies may affect
long-term results, it may be useful to consider the historical returns on
different types of assets. The following charts present historical return
trends for various types of securities. The information presented, while not
directly related to the performance of the Investment Funds, helps to provide
a perspective on the potential returns of different asset classes over
different periods of time. By combining this information with knowledge of
your own financial needs (e.g., the length of time until you retire, your
financial requirements at retirement), you may be able to better determine
how you wish to allocate contributions among the Rollover IRA Investment
Funds.
Historically, the long-term investment performance of common stocks has
generally been superior to that of long- or short-term debt securities. For
those investors who have many years until retirement, or whose primary focus
is on long-term growth potential and protection against inflation, there may
be advantages to allocating some or all of their Annuity Account Value to
those Investment Funds that invest in stocks.
4
<PAGE>
- -------------------------------------------------------------------------------
Growth of $1 Invested on January 1, 1955
(Values are as of last business day)
[THE FOLLOWING TABLE WAS REPRESENTED AS A STACKED
AREA GRAPH IN THE PROSPECTUS]
- ------------------------------------------
S&P 500
TOTAL U.S.
RETURN INFLATION
- ------------------------------------------
INDEX VALUE
- ------------------------------------------
Dec 1955 1.32 1.00
Dec 1956 1.40 1.03
Dec 1957 1.25 1.06
Dec 1958 1.79 1.08
Dec 1959 2.01 1.10
Dec 1960 2.02 1.11
Dec 1961 2.56 1.12
Dec 1962 2.34 1.14
Dec 1963 2.87 1.15
Dec 1964 3.34 1.17
Dec 1965 3.76 1.19
Dec 1966 3.38 1.23
Dec 1967 4.19 1.27
Dec 1968 4.65 1.33
Dec 1969 4.26 1.41
Dec 1970 4.43 1.49
Dec 1971 5.06 1.54
Dec 1972 6.02 1.59
Dec 1973 5.14 1.73
Dec 1974 3.78 1.94
Dec 1975 5.18 2.08
Dec 1976 6.42 2.18
Dec 1977 5.96 2.32
Dec 1978 6.35 2.53
Dec 1979 7.52 2.87
Dec 1980 9.96 3.23
Dec 1981 9.47 3.51
Dec 1982 11.50 3.65
Dec 1983 14.09 3.79
Dec 1984 14.97 3.94
Dec 1985 19.78 4.09
Dec 1986 23.44 4.13
Dec 1987 24.66 4.32
Dec 1988 28.81 4.51
Dec 1989 37.88 4.72
Dec 1990 36.68 5.00
Dec 1991 47.89 5.16
Dec 1992 51.56 5.31
Dec 1993 56.71 5.45
Dec 1994 57.45 5.60
Dec 1995 78.95 5.75
- ------------------------------------------
[END OF GRAPHICALLY REPRESENTED DATA]
[BLACK] Common Stock [WHITE] Inflation
Source: Ibbotson Associates, Inc. See discussion and information preceding
and following chart on next page.
Over shorter periods of time, however, common stocks tend to be subject to
more dramatic changes in value than fixed income (debt) securities. Investors
who are nearing retirement age, or who have a need to limit short-term risk,
may find it preferable to allocate a smaller percentage of their Annuity
Account Value to those Investment Funds that invest in common stocks. The
following graph illustrates the monthly fluctuations in value of $1 based on
monthly returns of the Standard & Poor's 500 during 1990, a year that
represents more typical volatility than 1995.
The following chart illustrates average annual rates of return over selected
time periods between December 31, 1926 and December 31, 1995 for different
types of securities: common stocks, long-term government bonds, long-term
corporate bonds, intermediate-term govern- ment bonds and U.S. Treasury
Bills. For comparison purposes, the Consumer Price Index is shown as a
measure of inflation. The average annual returns shown in the chart reflect
capital appreciation and assume the reinvestment of dividends and interest.
No investment management fees or expenses, and no charges typically
associated with deferred annuity products, are reflected.
Growth of $1 Invested on January 1, 1990
(Values are as of last business date)
[THE FOLLOWING TABLE WAS REPRESENTED AS A SCATTER
GRAPH IN THE PROSPECTUS]
- ------------------------------------------
S&P 500
U.S. IT TOTAL
GVT TR RETURN
- ------------------------------------------
INDEX INDEX
- ------------------------------------------
Dec 1989 1.00 1.00
Jan 1990 0.99 0.93
Feb 1990 0.99 0.94
Mar 1990 0.99 0.97
Apr 1990 0.98 0.95
May 1990 1.01 1.04
Jun 1990 1.02 1.03
Jul 1990 1.04 1.03
Aug 1990 1.03 0.93
Sep 1990 1.04 0.89
Oct 1990 1.06 0.89
Nov 1990 1.08 0.94
Dec 1990 1.10 0.97
[END OF GRAPHICALLY REPRESENTED DATA]
Common Stock Intermediate-Term Gov't. Bonds
Source: Ibbotson Associates, Inc. See discussion and information preceding
and following chart.
The information presented is merely a summary of past experience for
unmanaged groups of securities and is neither an estimate nor guarantee of
future performance. Any invest- ment in securities, whether equity or debt,
involves varying degrees of potential risk, in addition to offering varying
degrees of potential reward.
The rates of return illustrated do not represent returns of the Separate
Account. In addition, there is no assurance that the performance of the
Investment Funds will correspond to rates of return such as those illustrated
in the chart.
For a comparative illustration of performance results of the Investment Funds
(which reflect the Trust and Separate Account charges), see "Part 3:
Investment Performance" in the prospectus.
5
<PAGE>
MARKET TRENDS:
ILLUSTRATIVE ANNUAL RATES OF RETURN
<TABLE>
<CAPTION>
LONG-TERM INTERMEDIATE-
FOR THE FOLLOWING PERIODS COMMON LONG-TERM CORPORATE TERM GOVT. U.S. TREASURY CONSUMER
ENDING 12/31/95 STOCKS GOVT. BONDS BONDS BONDS BILLS PRICE INDEX
- ----------------------------- -------- ------------- ----------- --------------- --------------- -------------
<S> <C> <C> <C> <C> <C> <C>
1 Year 37.43% 31.67% 26.39% 16.80% 5.60% 2.74%
3 Years 15.26 12.82 10.47 7.22 4.13 2.72
5 Years 16.57 13.10 12.07 8.81 4.29 2.83
10 Years 14.84 11.92 11.25 9.08 5.55 3.48
20 Years 14.59 10.45 10.54 9.69 7.28 5.23
30 Years 10.68 7.92 8.17 8.36 6.72 5.39
40 Years 10.78 6.38 6.75 7.02 5.73 4.46
50 Years 11.94 5.35 5.75 5.87 4.80 4.36
60 Years 11.34 5.20 5.46 5.34 4.01 4.10
Since 12/31/26 10.54 5.17 5.69 5.25 3.72 3.12
Inflation adjusted since 1926 7.20 1.99 2.49 2.07 0.58 --
</TABLE>
SOURCE: Ibbotson, Roger G., and Rex A. Sinquefield, Stocks, Bonds, Bills, and
Inflation (SBBI), 1982, updated in Stocks, Bonds, Bills and Inflation 1996
Yearbook(Trademark), Ibbotson Associates, Inc., Chicago. All rights reserved.
COMMON STOCKS (S&P 500)--Standard and Poor's Composite Index, an unmanaged
weighted index of the stock performance of 500 industrial, transportation,
utility and financial companies.
LONG-TERM GOVERNMENT BONDS--Measured using a one-bond portfolio constructed
each year containing a bond with approximately a twenty year maturity and a
reasonably current coupon.
LONG-TERM CORPORATE BONDS--For the period 1969-1995, represented by the
Salomon Brothers Long-term, High-Grade Corporate Bond Index; for the period
1946-1968, the Salomon Brothers Index was backdated using Salomon Brothers
monthly yield data and a methodology similar to that used by Salomon Brothers
for 1969-1995; for the period 1927-1945, the Standard and Poor's monthly
High-Grade Corporate Composite yield data were used, assuming a 4 percent
coupon and a twenty year maturity.
INTERMEDIATE-TERM GOVERNMENT BONDS--Measured by a one-bond portfolio
constructed each year containing a bond with approximately a five year
maturity.
U. S. TREASURY BILLS--Measured by rolling over each month a one-bill
portfolio containing, at the beginning of each month, the bill having the
shortest maturity not less than one month.
INFLATION--Measured by the Consumer Price Index for all Urban Consumers
(CPI-U), not seasonally adjusted.
- -----------------------------------------------------------------------------
PART 7 - FINANCIAL
STATEMENTS
The consolidated financial statements of The Equitable Life Assurance Society
of the United States included herein should be considered only as bearing upon
the ability of Equitable Life to meet its obligations under the Certificates.
There are no financial statements for the Separate Account as it had not
commenced operations as of the date of the prospectus and SAI.
6
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Shareholder of
The Equitable Life Assurance Society of the United States
In our opinion, the accompanying consolidated balance sheets and the related
consolidated statements of earnings, of shareholder's equity and of cash flows
present fairly, in all material respects, the financial position of The
Equitable Life Assurance Society of the United States and its subsidiaries
("Equitable Life") at December 31, 1995 and 1994, and the results of their
operations and their cash flows for each of the three years in the period ended
December 31, 1995, in conformity with generally accepted accounting principles.
These financial statements are the responsibility of Equitable Life'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.
As discussed in Note 2 to the consolidated financial statements, Equitable Life
changed its methods of accounting for loan impairments in 1995, for
postemployment benefits in 1994 and for investment securities in 1993.
PRICE WATERHOUSE LLP
New York, New York
February 7, 1996
F-1
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1995 AND 1994
<TABLE>
<CAPTION>
1995 1994
----------------- -----------------
(IN MILLIONS)
<S> <C> <C>
ASSETS
Investments:
Fixed maturities:
Available for sale, at estimated fair value............................. $ 15,899.9 $ 7,586.0
Held to maturity, at amortized cost..................................... - 5,223.0
Mortgage loans on real estate............................................. 3,638.3 4,018.0
Equity real estate........................................................ 3,916.2 4,446.4
Policy loans.............................................................. 1,976.4 1,731.2
Other equity investments.................................................. 621.1 678.5
Investment in and loans to affiliates..................................... 636.6 560.2
Other invested assets..................................................... 706.1 489.3
----------------- -----------------
Total investments..................................................... 27,394.6 24,732.6
Cash and cash equivalents................................................... 774.7 693.6
Deferred policy acquisition costs........................................... 3,083.3 3,221.1
Amounts due from discontinued GIC Segment................................... 2,097.1 2,108.6
Other assets................................................................ 2,713.1 2,078.6
Closed Block assets......................................................... 8,612.8 8,105.5
Separate Accounts assets.................................................... 24,566.6 20,469.5
----------------- -----------------
TOTAL ASSETS................................................................ $ 69,242.2 $ 61,409.5
================= =================
LIABILITIES
Policyholders' account balances............................................. $ 21,752.6 $ 21,238.0
Future policy benefits and other policyholders' liabilities................. 4,171.8 3,840.8
Short-term and long-term debt............................................... 1,899.3 1,337.4
Other liabilities........................................................... 3,379.5 2,300.1
Closed Block liabilities.................................................... 9,507.2 9,069.5
Separate Accounts liabilities............................................... 24,531.0 20,429.3
----------------- -----------------
Total liabilities..................................................... 65,241.4 58,215.1
----------------- -----------------
Commitments and contingencies (Notes 10, 12, 13, 14 and 15)
SHAREHOLDER'S EQUITY
Common stock, $1.25 par value 2.0 million shares authorized, issued
and outstanding........................................................... 2.5 2.5
Capital in excess of par value.............................................. 2,913.6 2,913.6
Retained earnings........................................................... 781.6 484.0
Net unrealized investment gains (losses).................................... 338.2 (203.0)
Minimum pension liability................................................... (35.1) (2.7)
----------------- -----------------
Total shareholder's equity............................................ 4,000.8 3,194.4
----------------- -----------------
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY.................................. $ 69,242.2 $ 61,409.5
================= =================
</TABLE>
See Notes to Consolidated Financial Statements.
F-2
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
CONSOLIDATED STATEMENTS OF EARNINGS
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
<TABLE>
<CAPTION>
1995 1994 1993
----------------- ----------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
REVENUES
Universal life and investment-type product policy fee
income...................................................... $ 771.0 $ 715.0 $ 644.5
Premiums...................................................... 606.8 625.6 599.1
Net investment income......................................... 2,127.7 2,030.9 2,599.3
Investment gains, net......................................... 5.3 91.8 533.4
Commissions, fees and other income............................ 886.8 845.4 1,717.2
Contribution from the Closed Block............................ 124.4 151.0 128.3
----------------- ----------------- -----------------
Total revenues.......................................... 4,522.0 4,459.7 6,221.8
----------------- ----------------- -----------------
BENEFITS AND OTHER DEDUCTIONS
Interest credited to policyholders' account balances.......... 1,244.2 1,201.3 1,330.0
Policyholders' benefits....................................... 1,011.3 920.6 1,003.9
Other operating costs and expenses............................ 1,856.5 1,943.1 3,584.2
----------------- ----------------- -----------------
Total benefits and other deductions..................... 4,112.0 4,065.0 5,918.1
----------------- ----------------- -----------------
Earnings before Federal income taxes and cumulative
effect of accounting change................................. 410.0 394.7 303.7
Federal income taxes.......................................... 112.4 101.2 91.3
----------------- ----------------- -----------------
Earnings before cumulative effect of accounting change........ 297.6 293.5 212.4
Cumulative effect of accounting change, net of Federal
income taxes................................................ - (27.1) -
----------------- ----------------- -----------------
Net Earnings.................................................. $ 297.6 $ 266.4 $ 212.4
================= ================= =================
</TABLE>
See Notes to Consolidated Financial Statements.
F-3
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
CONSOLIDATED STATEMENTS OF SHAREHOLDER'S EQUITY
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
<TABLE>
<CAPTION>
1995 1994 1993
----------------- ----------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Common stock, at par value, beginning of year................. $ 2.5 $ 2.5 $ 2.0
Increase in par value......................................... - - .5
----------------- ----------------- -----------------
Common stock, at par value, end of year....................... 2.5 2.5 2.5
----------------- ----------------- -----------------
Capital in excess of par value, beginning of year............. 2,913.6 2,613.6 2,273.9
Additional capital in excess of par value..................... - 300.0 340.2
Increase in par value......................................... - - (.5)
----------------- ----------------- -----------------
Capital in excess of par value, end of year................... 2,913.6 2,913.6 2,613.6
----------------- ----------------- -----------------
Retained earnings, beginning of year.......................... 484.0 217.6 5.2
Net earnings.................................................. 297.6 266.4 212.4
----------------- ----------------- -----------------
Retained earnings, end of year................................ 781.6 484.0 217.6
----------------- ----------------- -----------------
Net unrealized investment (losses) gains, beginning of year... (203.0) 131.9 78.8
Change in unrealized investment gains (losses)................ 541.2 (334.9) (9.5)
Effect of adopting new accounting standard.................... - - 62.6
----------------- ----------------- -----------------
Net unrealized investment gains (losses), end of year......... 338.2 (203.0) 131.9
----------------- ----------------- -----------------
Minimum pension liability, beginning of year.................. (2.7) (15.0) -
Change in minimum pension liability........................... (32.4) 12.3 (15.0)
----------------- ----------------- -----------------
Minimum pension liability, end of year........................ (35.1) (2.7) (15.0)
----------------- ----------------- -----------------
TOTAL SHAREHOLDER'S EQUITY, END OF YEAR....................... $ 4,000.8 $ 3,194.4 $ 2,950.6
================= ================= =================
</TABLE>
See Notes to Consolidated Financial Statements.
F-4
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
<TABLE>
<CAPTION>
1995 1994 1993
----------------- ----------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Net earnings.................................................. $ 297.6 $ 266.4 $ 212.4
Adjustments to reconcile net earnings to net cash
provided (used) by operating activities:
Net change in trading activities and broker-dealer
related receivables/payables.............................. - - (4,177.8)
Increase in matched resale agreements....................... - - (2,900.5)
Increase in matched repurchase agreements................... - - 2,900.5
Investment gains, net of dealer and trading gains........... (5.3) (91.8) (160.8)
Change in amounts due from discontinued GIC Segment......... - 57.3 47.8
General Account policy charges.............................. (769.7) (711.9) (623.4)
Interest credited to policyholders' account balances........ 1,244.2 1,201.3 1,330.0
Changes in Closed Block assets and liabilities, net......... (69.6) (95.1) (73.3)
Other, net.................................................. 627.1 7.8 (416.1)
----------------- ----------------- -----------------
Net cash provided (used) by operating activities.............. 1,324.3 634.0 (3,861.2)
----------------- ----------------- -----------------
Cash flows from investing activities:
Maturities and repayments................................... 1,863.1 2,319.7 3,479.6
Sales....................................................... 8,901.4 5,661.9 7,399.2
Return of capital from joint ventures and limited
partnerships.............................................. 65.2 39.0 119.5
Purchases................................................... (11,675.5) (7,417.6) (11,184.2)
Decrease (increase) in loans to discontinued GIC Segment.... 1,226.9 (40.0) (880.0)
Cash received on sale of 61% interest in DLJ................ - - 346.7
Other, net.................................................. (625.5) (371.1) (317.0)
----------------- ----------------- -----------------
Net cash (used) provided by investing activities.............. (244.4) 191.9 (1,036.2)
----------------- ----------------- -----------------
Cash flows from financing activities:
Policyholders' account balances:
Deposits.................................................. 2,414.9 2,082.7 2,410.7
Withdrawals............................................... (2,692.7) (2,887.4) (2,433.5)
Net (decrease) increase in short-term financings............ (16.4) (173.0) 4,717.2
Additions to long-term debt................................. 599.7 51.8 97.7
Repayments of long-term debt................................ (40.7) (199.8) (64.4)
Proceeds from issuance of Alliance units.................... - 100.0 -
Payment of obligation to fund accumulated deficit of
discontinued GIC Segment.................................. (1,215.4) - -
Capital contribution from the Holding Company............... - 300.0 -
Other, net.................................................. (48.2) - -
----------------- ----------------- -----------------
Net cash (used) provided by financing activities.............. (998.8) (725.7) 4,727.7
----------------- ----------------- -----------------
Change in cash and cash equivalents........................... 81.1 100.2 (169.7)
Cash and cash equivalents, beginning of year.................. 693.6 593.4 763.1
----------------- ----------------- -----------------
Cash and Cash Equivalents, End of Year........................ $ 774.7 $ 693.6 $ 593.4
================= ================= =================
Supplemental cash flow information
Interest Paid............................................... $ 89.6 $ 34.9 $ 1,437.2
================= ================= =================
Income Taxes (Refunded) Paid................................ $ (82.7) $ 49.2 $ 41.0
================= ================= =================
</TABLE>
See Notes to Consolidated Financial Statements.
F-5
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1) ORGANIZATION
The Equitable Life Assurance Society of the United States ("Equitable
Life") converted to a stock life insurance company on July 22, 1992 and
became a wholly owned subsidiary of The Equitable Companies Incorporated
(the "Holding Company"). Equitable Life's insurance business, which is
comprised of an Individual Insurance and Annuities segment and a Group
Pension segment is conducted principally by Equitable Life and its
wholly owned life insurance subsidiary, Equitable Variable Life
Insurance Company ("EVLICO"). Equitable Life's investment management
business, which comprises the Investment Services segment, is conducted
principally by Alliance Capital Management L.P. ("Alliance"), Equitable
Real Estate Investment Management, Inc. ("EREIM") and Donaldson, Lufkin
and Jenrette, Inc. ("DLJ"), an investment banking and brokerage
affiliate. AXA, a French holding company for an international group of
insurance and related financial services companies is the Holding
Company's largest shareholder, owning approximately 60.6% at December
31, 1995 (63.5% assuming conversion of Series E Convertible Preferred
Stock held by AXA and 54.2% if all securities convertible into, or
options on, common stock were to be converted or exercised).
2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Principles of Consolidation
-----------------------------------------------------
The accompanying consolidated financial statements are prepared in
conformity with generally accepted accounting principles ("GAAP").
The accompanying consolidated financial statements include the accounts
of Equitable Life and its wholly owned life insurance subsidiaries
(collectively, the "Insurance Group"); non-insurance subsidiaries,
principally Alliance, an investment advisory subsidiary and EREIM, a
real estate investment management subsidiary; and those partnerships and
joint ventures in which the Company has control and a majority economic
interest (collectively, including its consolidated subsidiaries, the
"Company"). The consolidated statement of earnings and cash flow for the
year ended December 31, 1993 include the results of operations and cash
flow of DLJ, an investment banking and brokerage affiliate, on a
consolidated basis through December 15, 1993 (see Note 20). Subsequent
to that date, DLJ is accounted for on the equity basis. The Closed Block
assets and liabilities and results of operations are presented in the
consolidated financial statements as single line items (see Note 6).
Unless specifically stated, all disclosures contained herein supporting
the consolidated financial statements exclude the Closed Block related
amounts.
The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
All significant intercompany transactions and balances have been
eliminated in consolidation other than intercompany transactions and
balances with the Closed Block and the discontinued Guaranteed Interest
Contract ("GIC") Segment (see Note 7).
Certain reclassifications have been made in the amounts presented for
prior periods to conform these periods with the 1995 presentation.
F-6
<PAGE>
Closed Block
------------
As of July 22, 1992, Equitable Life established the Closed Block for the
benefit of certain classes of individual participating policies for
which Equitable Life had a dividend scale payable in 1991 and which were
in force on that date. Assets were allocated to the Closed Block in an
amount which, together with anticipated revenues from policies included
in the Closed Block, was reasonably expected to be sufficient to support
such business, including provision for payment of claims, certain
expenses and taxes, and for continuation of dividend scales payable in
1991, assuming the experience underlying such scales continues.
Assets allocated to the Closed Block inure solely to the benefit of the
holders of policies included in the Closed Block and will not revert to
the benefit of the Holding Company. The plan of demutualization
prohibits the reallocation, transfer, borrowing or lending of assets
between the Closed Block and other portions of Equitable Life's General
Account, any of its Separate Accounts or to any affiliate of Equitable
Life without the approval of the New York Superintendent of Insurance.
Closed Block assets and liabilities are carried on the same basis as
similar assets and liabilities held in the General Account.
The excess of Closed Block liabilities over Closed Block assets
represents the expected future post-tax contribution from the Closed
Block which would be recognized in income over the period the policies
and contracts in the Closed Block remain in force. If the actual
contribution from the Closed Block in any given period equals or exceeds
the expected contribution for such period as determined at the
establishment of the Closed Block, the expected contribution would be
recognized in income for that period. Any excess of the actual
contribution over the expected contribution would also be recognized in
income to the extent that the aggregate expected contribution for all
prior periods exceeded the aggregate actual contribution. Any remaining
excess of actual contribution over expected contributions would be
accrued in the Closed Block as a liability for future dividends to be
paid to the Closed Block policyholders. If, over the period the policies
and contracts in the Closed Block remain in force, the actual
contribution from the Closed Block is less than the expected
contribution from the Closed Block, only such actual contribution would
be recognized in income.
Discontinued Operations
-----------------------
In 1991, the Company's management adopted a plan to discontinue the
business operations of the GIC Segment, consisting of the Guaranteed
Interest Contract and Group Non-Participating Wind-Up Annuities lines of
business. The Company established a pre-tax provision for the estimated
future losses of the GIC line of business and a premium deficiency
reserve for the Group Non-Participating Wind-Up Annuities. Subsequent
losses incurred have been charged to the allowance for future losses and
the premium deficiency reserve. Total allowances are based upon
management's best judgment and there is no assurance that the ultimate
losses will not differ.
Accounting Changes
------------------
In the first quarter of 1995, the Company adopted Statement of Financial
Accounting Standards ("SFAS") No. 114, "Accounting by Creditors for
Impairment of a Loan". This statement applies to all loans, including
loans restructured in a troubled debt restructuring involving a
modification of terms. This statement addresses the accounting for
impairment of a loan by specifying how allowances for credit losses
should be determined. Impaired loans within the scope of this statement
are measured based on the present value of expected future cash flows
discounted at the loan's effective interest rate, at the loan's
observable market price or the fair value of the collateral if the loan
is collateral dependent. The Company provides for impairment of loans
through an allowance for possible losses. The adoption of this statement
did not have a material effect on the level of these allowances or on
the Company's consolidated statements of earnings and shareholder's
equity.
F-7
<PAGE>
In the fourth quarter of 1994 (effective as of January 1, 1994), the
Company adopted SFAS No. 112, "Employers' Accounting for Postemployment
Benefits," which required employers to recognize the obligation to
provide postemployment benefits. Implementation of this statement
resulted in a charge for the cumulative effect of accounting change of
$27.1 million, net of a Federal income tax benefit of $14.6 million.
At December 31, 1993, the Company adopted SFAS No. 115, "Accounting for
Certain Investments in Debt and Equity Securities," which expanded the
use of fair value accounting for those securities that a company does
not have positive intent and ability to hold to maturity. Implementation
of this statement increased consolidated shareholder's equity by $62.6
million, net of deferred policy acquisition costs, amounts attributable
to participating group annuity contracts and deferred Federal income
tax. Beginning coincident with issuance of SFAS No. 115 implementation
guidance in November 1995, the Financial Accounting Standards Board
("FASB") permitted companies a one-time opportunity, through December
31, 1995, to reassess the appropriateness of the classification of all
securities held at that time. On December 1, 1995, the Company
transferred $4,794.9 million of securities classified as held to
maturity to the available for sale portfolio. As a result consolidated
shareholder's equity increased by $126.2 million, net of deferred policy
acquisition costs, amounts attributable to participating group annuity
contracts and deferred Federal income tax.
New Accounting Pronouncements
-----------------------------
In January 1995, the FASB issued SFAS No. 120, "Accounting and Reporting
by Mutual Life Insurance Enterprises and by Insurance Enterprises for
Certain Long-Duration Participating Contracts," which permits, but does
not require, stock life insurance companies with participating life
contracts to account for those contracts in accordance with Statement of
Position No. 95-1, "Accounting for Certain Insurance Activities of
Mutual Life Insurance Enterprises". The Company has decided to retain
the existing methodology to account for traditional participating
policies and, therefore, will not adopt this statement.
In March 1995, the FASB issued SFAS No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of," which requires that long-lived assets and certain identifiable
intangibles be reviewed for impairment whenever events or changes in
circumstances indicate the carrying amount of such assets may not be
recoverable. The Company will implement this statement as of January 1,
1996. The cumulative effect of this accounting change will be a charge
of $23.4 million, net of a Federal income tax benefit of $12.1 million,
due to the writedown to fair value of building improvements relating to
facilities being vacated beginning in 1996. The Company currently
provides allowances for possible losses for other assets under the scope
of this statement. Management has not yet determined the impact of this
statement on assets to be held and used.
In May 1995, the FASB issued SFAS No. 122, "Accounting for Mortgage
Servicing Rights," which requires a mortgage banking enterprise to
recognize rights to service mortgage loans for others as separate assets
however those servicing rights are acquired. It further requires
capitalized mortgage servicing rights be assessed for impairment based
on the fair value of those rights. The Company will implement this
statement as of January 1, 1996. Implementation of this statement will
not have a material effect on the Company's consolidated financial
statements.
In October 1995, the FASB issued SFAS No. 123, "Accounting for
Stock-Based Compensation". This statement defines a fair value based
method of accounting for stock-based employee compensation plans while
continuing to allow an entity to measure compensation cost for such
plans using the intrinsic value based method of accounting. Management
has decided to retain the current compensation cost methodology
prescribed by Accounting Principles Board Opinion No. 25, "Accounting
for Stock Issued to Employees".
F-8
<PAGE>
Valuation of Investments
------------------------
Fixed maturities, which the Company has both the ability and the intent
to hold to maturity, are stated principally at amortized cost. Fixed
maturities identified as available for sale are reported at estimated
fair value. The amortized cost of fixed maturities is adjusted for
impairments in value deemed to be other than temporary.
Mortgage loans on real estate are stated at unpaid principal balances,
net of unamortized discounts and valuation allowances. Effective with
the adoption of SFAS No. 114 on January 1, 1995, the valuation
allowances are based on the present value of expected future cash flows
discounted at the loan's original effective interest rate or the
collateral value if the loan is collateral dependent. However, if
foreclosure is or becomes probable, the measurement method used is
collateral value. Prior to the adoption of SFAS No. 114, the valuation
allowances were based on losses expected by management to be realized on
transfers of mortgage loans to real estate (upon foreclosure or
in-substance foreclosure), on the disposition or settlement of mortgage
loans and on mortgage loans management believed may not be collectible
in full. In establishing valuation allowances, management previously
considered, among other things the estimated fair value of the
underlying collateral.
Real estate, including real estate acquired in satisfaction of debt, is
stated at depreciated cost less valuation allowances. At the date of
foreclosure (including in-substance foreclosure), real estate acquired
in satisfaction of debt is valued at estimated fair value. Valuation
allowances on real estate held for the production of income are computed
using the forecasted cash flows of the respective properties discounted
at a rate equal to the Company's cost of funds; valuation allowances on
real estate available for sale are computed using the lower of current
estimated fair value, net of disposition costs, or depreciated cost.
Policy loans are stated at unpaid principal balances.
Partnerships and joint venture interests in which the Company does not
have control and a majority economic interest are reported on the equity
basis of accounting and are included either with equity real estate or
other equity investments, as appropriate.
Common stocks are carried at estimated fair value and are included in
other equity investments.
Short-term investments are stated at amortized cost which approximates
fair value and are included with other invested assets.
Cash and cash equivalents includes cash on hand, amounts due from banks
and highly liquid debt instruments purchased with an original maturity
of three months or less.
All securities are recorded in the consolidated financial statements on
a trade date basis.
Investment Results and Unrealized Investment Gains (Losses)
-----------------------------------------------------------
Net investment income and realized investment gains and losses
(collectively, "investment results") related to certain participating
group annuity contracts are passed through to the contractholders as
interest credited to policyholders' account balances.
Realized investment gains and losses are determined by specific
identification and are presented as a component of revenue. Valuation
allowances are netted against the asset categories to which they apply
and changes in the valuation allowances are included in investment gains
or losses.
Unrealized investment gains and losses on fixed maturities available for
sale and equity securities held by the Company are accounted for as a
separate component of shareholder's equity, net of related deferred
Federal income taxes, amounts attributable to the discontinued GIC
Segment, Closed Block, participating group annuity contracts and
deferred policy acquisition costs related to universal life and
investment-type products.
F-9
<PAGE>
Recognition of Insurance Income and Related Expenses
----------------------------------------------------
Premiums from universal life and investment-type contracts are reported
as deposits to policyholders' account balances. Revenues from these
contracts consist of amounts assessed during the period against
policyholders' account balances for mortality charges, policy
administration charges and surrender charges. Policy benefits and claims
that are charged to expense include benefit claims incurred in the
period in excess of related policyholders' account balances.
Premiums from traditional life and annuity policies with life
contingencies generally are recognized as income when due. Benefits and
expenses are matched with such income so as to result in the recognition
of profits over the life of the contracts. This match is accomplished by
means of the provision for liabilities for future policy benefits and
the deferral and subsequent amortization of policy acquisition costs.
For contracts with a single premium or a limited number of premium
payments due over a significantly shorter period than the total period
over which benefits are provided, premiums are recorded as income when
due with any excess profit deferred and recognized in income in a
constant relationship to insurance in force or, for annuities, the
amount of expected future benefit payments.
Premiums from individual health contracts are recognized as income over
the period to which the premiums relate in proportion to the amount of
insurance protection provided.
Deferred Policy Acquisition Costs
---------------------------------
The costs of acquiring new business, principally commissions,
underwriting, agency and policy issue expenses, all of which vary with
and are primarily related to the production of new business, are
deferred. Deferred policy acquisition costs are subject to
recoverability testing at the time of policy issue and loss recognition
testing at the end of each accounting period.
For universal life products and investment-type products, deferred
policy acquisition costs are amortized over the expected average life of
the contracts (periods ranging from 15 to 35 years and 5 to 17 years,
respectively) as a constant percentage of estimated gross profits
arising principally from investment results, mortality and expense
margins and surrender charges based on historical and anticipated future
experience, updated at the end of each accounting period. The effect on
the amortization of deferred policy acquisition costs of revisions to
estimated gross profits is reflected in earnings in the period such
estimated gross profits are revised. The effect on the deferred policy
acquisition cost asset that would result from realization of unrealized
gains (losses) is recognized with an offset to unrealized gains (losses)
in consolidated shareholder's equity as of the balance sheet date.
For traditional life and annuity policies with life contingencies,
deferred policy acquisition costs are amortized in proportion to
anticipated premiums. Assumptions as to anticipated premiums are
estimated at the date of policy issue and are consistently applied
during the life of the contracts. Deviations from estimated experience
are reflected in earnings in the period such deviations occur. For these
contracts, the amortization periods generally are for the estimated life
of the policy.
For individual health benefit insurance, deferred policy acquisition
costs are amortized over the expected average life of the contracts (10
years for major medical policies and 20 years for disability income
products) in proportion to anticipated premium revenue at time of issue.
Policyholders' Account Balances and Future Policy Benefits
----------------------------------------------------------
Policyholders' account balances for universal life and investment-type
contracts are equal to the policy account values. The policy account
values represent an accumulation of gross premium payments plus credited
interest less expense and mortality charges and withdrawals.
F-10
<PAGE>
For traditional life insurance policies, future policy benefit and
dividend liabilities are estimated using a net level premium method on
the basis of actuarial assumptions as to mortality, persistency and
interest established at policy issue. Assumptions established at policy
issue as to mortality and persistency are based on the Insurance Group's
experience which, together with interest and expense assumptions,
provide a margin for adverse deviation. When the liabilities for future
policy benefits plus the present value of expected future gross premiums
for a product are insufficient to provide for expected future policy
benefits and expenses for that product, deferred policy acquisition
costs are written off and thereafter, if required, a premium deficiency
reserve is established by a charge to earnings. Benefit liabilities for
traditional annuities during the accumulation period are equal to
accumulated contractholders' fund balances and after annuitization are
equal to the present value of expected future payments. Interest rates
used in establishing such liabilities range from 2.25% to 11.5% for life
insurance liabilities and from 2.25% to 13.5% for annuity liabilities.
Individual health benefit liabilities for active lives are estimated
using the net level premium method, and assumptions as to future
morbidity, withdrawals and interest which provide a margin for adverse
deviation. Benefit liabilities for disabled lives are estimated using
the present value of benefits method and experience assumptions as to
claim terminations, expenses and interest.
Claim reserves and associated liabilities for individual disability
income and major medical policies were $639.6 million, $570.6 million at
December 31, 1995 and 1994, respectively. Incurred benefits (benefits
paid plus changes in claim reserves) and benefits paid for individual
disability income and major medical policies are summarized as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Incurred benefits related to current year.......... $ 176.0 $ 188.6 $ 193.1
Incurred benefits related to prior years........... 67.8 28.7 106.1
----------------- ---------------- -----------------
Total Incurred Benefits............................ $ 243.8 $ 217.3 $ 299.2
================= ================ =================
Benefits paid related to current year.............. $ 37.0 $ 43.7 $ 48.9
Benefits paid related to prior years............... 137.8 132.3 123.1
----------------- ---------------- -----------------
Total Benefits Paid................................ $ 174.8 $ 176.0 $ 172.0
================= ================ =================
</TABLE>
The amount of policyholders' dividends to be paid (including those on
policies included in the Closed Block) is determined annually by
Equitable Life's Board of Directors. The aggregate amount of
policyholders' dividends is related to actual interest, mortality,
morbidity and expense experience for the year and judgment as to the
appropriate level of statutory surplus to be retained by Equitable Life.
Equitable Life is subject to limitations on the amount of statutory
profits which can be retained with respect to certain classes of
individual participating policies that were in force on July 22, 1992
which are not included in the Closed Block and with respect to
participating policies issued subsequent to July 22, 1992. Excess
statutory profits, if any, will be distributed over time to such
policyholders and will not be available to Equitable Life's shareholder.
Earnings in excess of limitations are accrued as policyholders'
dividends.
At December 31, 1995, participating policies including those in the
Closed Block represent approximately 27.2% ($58.4 billion) of directly
written life insurance in force, net of amounts ceded. Participating
policies represent primarily all of the premium income as reflected in
the consolidated statements of earnings and in the results of the Closed
Block.
F-11
<PAGE>
Federal Income Taxes
--------------------
Equitable Life and its life insurance and non-life insurance
subsidiaries file a consolidated Federal income tax return with the
Holding Company and its non-life insurance subsidiaries. Current Federal
income taxes are charged or credited to operations based upon amounts
estimated to be payable or recoverable as a result of taxable operations
for the current year. Deferred income tax assets and liabilities are
recognized based on the difference between financial statement carrying
amounts and income tax bases of assets and liabilities using enacted
income tax rates and laws.
Separate Accounts
-----------------
Separate Accounts are established in conformity with the New York State
Insurance Law and generally are not chargeable with liabilities that
arise from any other business of the Insurance Group. Separate Accounts
assets are subject to General Account claims only to the extent the
value of such assets exceeds the Separate Accounts liabilities.
Assets and liabilities of the Separate Accounts, representing net
deposits and accumulated net investment earnings less fees, held
primarily for the benefit of contractholders, and for which the
Insurance Group does not bear the investment risk, are shown as separate
captions in the consolidated balance sheets. The Insurance Group bears
the investment risk on assets held in one Separate Account, therefore,
such assets are carried on the same basis as similar assets held in the
General Account portfolio. Assets held in the other Separate Accounts
are carried at quoted market values or, where quoted values are not
available, at estimated fair values as determined by the Insurance
Group.
The investment results of Separate Accounts on which the Insurance Group
does not bear the investment risk are reflected directly in Separate
Accounts liabilities. For the years ended December 31, 1995, 1994 and
1993, investment results of such Separate Accounts were $1,956.3
million, $676.3 million and $1,676.5 million, respectively.
Deposits to all Separate Accounts are reported as increases in Separate
Accounts liabilities and are not reported in revenues. Mortality, policy
administration and surrender charges on all Separate Accounts are
included in revenues.
F-12
<PAGE>
3) INVESTMENTS
The following tables provide additional information relating to fixed
maturities and equity securities:
<TABLE>
<CAPTION>
GROSS GROSS
AMORTIZED UNREALIZED UNREALIZED ESTIMATED
COST GAINS LOSSES FAIR VALUE
----------------- ----------------- ---------------- ---------------
(IN MILLIONS)
<S> <C> <C> <C> <C>
DECEMBER 31, 1995
Fixed Maturities:
Available for Sale:
Corporate.......................... $ 10,910.7 $ 617.6 $ 118.1 $ 11,410.2
Mortgage-backed.................... 1,838.0 31.2 1.2 1,868.0
U.S. Treasury securities and
U.S. government and
agency securities................ 2,257.0 77.8 4.1 2,330.7
States and political subdivisions.. 45.7 5.2 - 50.9
Foreign governments................ 124.5 11.0 .2 135.3
Redeemable preferred stock......... 108.1 5.3 8.6 104.8
----------------- ----------------- ---------------- ---------------
Total Available for Sale............... $ 15,284.0 $ 748.1 $ 132.2 $ 15,899.9
================= ================= ================ ===============
Equity Securities:
Common stock......................... $ 97.3 $ 49.1 $ 18.0 $ 128.4
================= ================= ================ ===============
December 31, 1994
Fixed Maturities:
Available for Sale:
Corporate.......................... $ 5,663.4 $ 34.6 $ 368.0 $ 5,330.0
Mortgage-backed.................... 686.0 2.9 44.8 644.1
U.S. Treasury securities and
U.S. government and
agency securities................ 1,519.3 6.7 71.9 1,454.1
States and political subdivisions.. 23.4 .1 .7 22.8
Foreign governments................ 43.8 .3 4.2 39.9
Redeemable preferred stock......... 108.4 .4 13.7 95.1
----------------- ----------------- ---------------- ---------------
Total Available for Sale............... $ 8,044.3 $ 45.0 $ 503.3 $ 7,586.0
================= ================= ================ ===============
Held to Maturity:
Corporate.......................... $ 4,661.0 $ 67.9 $ 233.8 $ 4,495.1
U.S. Treasury securities and
U.S. government and
agency securities................ 428.9 4.6 44.2 389.3
States and political subdivisions.. 63.4 .9 3.7 60.6
Foreign governments................ 69.7 4.2 2.0 71.9
================= ================= ================ ===============
Total Held to Maturity................. $ 5,223.0 $ 77.6 $ 283.7 $ 5,016.9
================= ================= ================ ===============
Equity Securities:
Common stock......................... $ 126.4 $ 31.2 $ 23.5 $ 134.1
================= ================= ================ ===============
</TABLE>
F-13
<PAGE>
For publicly traded fixed maturities and equity securities, estimated
fair value is determined using quoted market prices. For fixed
maturities without a readily ascertainable market value, the Company has
determined an estimated fair value using a discounted cash flow
approach, including provisions for credit risk, generally based upon the
assumption that such securities will be held to maturity. Estimated fair
value for equity securities, substantially all of which do not have a
readily ascertainable market value, has been determined by the Company.
Such estimated fair values do not necessarily represent the values for
which these securities could have been sold at the dates of the
consolidated balance sheets. At December 31, 1995 and 1994, securities
without a readily ascertainable market value having an amortized cost of
$3,748.9 million and $3,980.4 million, respectively, had estimated fair
values of $3,981.8 million and $3,858.7 million, respectively.
The contractual maturity of bonds at December 31, 1995 is shown below:
<TABLE>
<CAPTION>
AVAILABLE FOR SALE
------------------------------------
AMORTIZED ESTIMATED
COST FAIR VALUE
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Due in one year or less................................................ $ 357.9 $ 360.0
Due in years two through five.......................................... 3,773.1 3,847.1
Due in years six through ten........................................... 4,709.8 4,821.8
Due after ten years.................................................... 4,497.1 4,898.2
Mortgage-backed securities............................................. 1,838.0 1,868.0
---------------- -----------------
Total.................................................................. $ 15,175.9 $ 15,795.1
================ =================
</TABLE>
Bonds not due at a single maturity date have been included in the above
table in the year of final maturity. Actual maturities will differ from
contractual maturities because borrowers may have the right to call or
prepay obligations with or without call or prepayment penalties.
Investment valuation allowances and changes thereto are shown below:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Balances, beginning of year........................ $ 284.9 $ 355.6 $ 512.0
Additions charged to income........................ 136.0 51.0 92.8
Deductions for writedowns and asset dispositions... (95.6) (121.7) (249.2)
----------------- ---------------- -----------------
Balances, End of Year.............................. $ 325.3 $ 284.9 $ 355.6
================= ================ =================
Balances, end of year comprise:
Mortgage loans on real estate.................... $ 65.5 $ 64.2 $ 144.4
Equity real estate............................... 259.8 220.7 211.2
----------------- ---------------- -----------------
Total.............................................. $ 325.3 $ 284.9 $ 355.6
================= ================ =================
</TABLE>
Deductions for writedowns and asset dispositions for 1993 include an
$87.1 million writedown of fixed maturity investments at December 31,
1993 as a result of adopting a new accounting statement for the
valuation of these investments that requires specific writedowns instead
of valuation allowances.
At December 31, 1995, the carrying values of investments held for the
production of income which were non-income producing for the twelve
months preceding the consolidated balance sheet date were $37.2 million
of fixed maturities and $84.7 million of mortgage loans on real estate.
F-14
<PAGE>
The Insurance Group's fixed maturity investment portfolio includes
corporate high yield securities consisting of public high yield bonds,
redeemable preferred stocks and directly negotiated debt in leveraged
buyout transactions. The Insurance Group seeks to minimize the higher
than normal credit risks associated with such securities by monitoring
the total investments in any single issuer or total investment in a
particular industry group. Certain of these corporate high yield
securities are classified as other than investment grade by the various
rating agencies, i.e., a rating below Baa or National Association of
Insurance Commissioners ("NAIC") designation of 3 (medium grade), 4 or 5
(below investment grade) or 6 (in or near default). At December 31,
1995, approximately 15.57% of the $15,139.9 million aggregate amortized
cost of bonds held by the Insurance Group were considered to be other
than investment grade.
In addition to its holdings of corporate high yield securities, the
Insurance Group is an equity investor in limited partnership interests
which primarily invest in securities considered to be other than
investment grade.
The Company has restructured or modified the terms of certain fixed
maturity investments. The fixed maturity portfolio, based on amortized
cost, includes $15.9 million and $30.5 million at December 31, 1995 and
1994, respectively, of such restructured securities. These amounts
include fixed maturities which are in default as to principal and/or
interest payments, are to be restructured pursuant to commenced
negotiations or where the borrowers went into bankruptcy subsequent to
acquisition (collectively, "problem fixed maturities") of $1.6 million
and $9.7 million as of December 31, 1995 and 1994, respectively. Gross
interest income that would have been recorded in accordance with the
original terms of restructured fixed maturities amounted to $3.0
million, $7.5 million and $11.7 million in 1995, 1994 and 1993,
respectively. Gross interest income on these fixed maturities included
in net investment income aggregated $2.9 million, $6.8 million and $9.7
million in 1995, 1994 and 1993, respectively.
At December 31, 1995 and 1994, mortgage loans on real estate with
scheduled payments 60 days (90 days for agricultural mortgages) or more
past due or in foreclosure (collectively, "problem mortgage loans on
real estate") had an amortized cost of $87.7 million (2.4% of total
mortgage loans on real estate) and $96.9 million (2.3% of total mortgage
loans on real estate), respectively.
The payment terms of mortgage loans on real estate may from time to time
be restructured or modified. The investment in restructured mortgage
loans on real estate, based on amortized cost, amounted to $531.5
million and $447.9 million at December 31, 1995 and 1994, respectively.
These amounts include $3.8 million and $1.0 million of problem mortgage
loans on real estate at December 31, 1995 and 1994, respectively. Gross
interest income on restructured mortgage loans on real estate that would
have been recorded in accordance with the original terms of such loans
amounted to $52.1 million, $44.9 million and $51.8 million in 1995, 1994
and 1993, respectively. Gross interest income on these loans included in
net investment income aggregated $37.4 million, $32.8 million and $46.0
million in 1995, 1994 and 1993, respectively.
Impaired mortgage loans (as defined under SFAS No. 114) along with the
related provision for losses were as follows:
<TABLE>
<CAPTION>
December 31, 1995
-------------------
(IN MILLIONS)
<S> <C>
Impaired mortgage loans with provision for losses....................................... $ 310.1
Impaired mortgage loans with no provision for losses.................................... 160.8
-------------------
Recorded investment in impaired mortgage loans.......................................... 470.9
Provision for losses.................................................................... 62.7
-------------------
Net Impaired Mortgage Loans............................................................. $ 408.2
===================
</TABLE>
F-15
<PAGE>
Impaired mortgage loans with no provision for losses are loans where the
fair value of the collateral or the net present value of the loan equals
or exceeds the recorded investment. Interest income earned on loans
where the collateral value is used to measure impairment is recorded on
a cash basis. Interest income on loans where the present value method is
used to measure impairment is accrued on the net carrying value amount
of the loan at the interest rate used to discount the cash flows.
Changes in the present value attributable to changes in the amount or
timing of expected cash flows are reported as investment gains or
losses.
During the year ended December 31, 1995, the Company's average recorded
investment in impaired mortgage loans was $429.0 million. Interest
income recognized on these impaired mortgage loans totaled $27.9 million
for the year ended December 31, 1995, including $13.4 million recognized
on a cash basis.
At December 31, 1995, investments owned of any one issuer, including its
affiliates, for which the aggregate carrying values are 10% or more of
total shareholders' equity, were $508.3 million relating to Trammell
Crow and affiliates (including holdings of the Closed Block and the
discontinued GIC Segment). The amount includes restructured mortgage
loans on real estate with an amortized cost of $152.4 million. A $294.0
million commercial loan package which was in bankruptcy at the beginning
of the year was resolved in 1995, with part of the package reclassified
as restructured and the remainder reclassified as equity real estate.
The Insurance Group's investment in equity real estate is through direct
ownership and through investments in real estate joint ventures. At
December 31, 1995 and 1994, the carrying value of equity real estate
available for sale amounted to $255.5 million and $447.8 million,
respectively. For the years ended December 31, 1995, 1994 and 1993,
respectively, real estate of $35.3 million, $189.8 million and $261.8
million was acquired in satisfaction of debt. At December 31, 1995 and
1994, the Company owned $862.7 million and $1,086.9 million,
respectively, of real estate acquired in satisfaction of debt.
Depreciation of real estate is computed using the straight-line method
over the estimated useful lives of the properties, which generally range
from 40 to 50 years. Accumulated depreciation on real estate was $662.4
million and $703.1 million at December 31, 1995 and 1994, respectively.
Depreciation expense on real estate totaled $121.7 million, $117.0
million and $115.3 million for the years ended December 31, 1995, 1994
and 1993, respectively.
F-16
<PAGE>
4) JOINT VENTURES AND PARTNERSHIPS
Summarized combined financial information of real estate joint ventures
(38 and 47 individual ventures as of December 31, 1995 and 1994,
respectively) and of limited partnership interests accounted for under
the equity method, in which the Company has an investment of $10.0
million or greater and an equity interest of 10% or greater is as
follows:
<TABLE>
<CAPTION>
DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
FINANCIAL POSITION
Investments in real estate, at depreciated cost........................ $ 2,684.1 $ 2,786.7
Investments in securities, generally at estimated fair value........... 2,459.8 3,071.2
Cash and cash equivalents.............................................. 489.1 359.8
Other assets........................................................... 270.8 398.7
---------------- -----------------
Total assets........................................................... 5,903.8 6,616.4
---------------- -----------------
Borrowed funds - third party........................................... 1,782.3 1,759.6
Borrowed funds - the Company........................................... 220.5 238.0
Other liabilities...................................................... 593.9 987.7
---------------- -----------------
Total liabilities...................................................... 2,596.7 2,985.3
---------------- -----------------
Partners' Capital...................................................... $ 3,307.1 $ 3,631.1
================ =================
Equity in partners' capital included above............................. $ 902.2 $ 964.2
Equity in limited partnership interests not included above............. 212.8 224.6
Excess (deficit) of equity in partners' capital over investment cost
and equity earnings.................................................. 3.6 (1.8)
Notes receivable from joint venture.................................... 5.3 6.1
---------------- -----------------
Carrying Value......................................................... $ 1,123.9 $ 1,193.1
================ =================
</TABLE>
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
STATEMENTS OF EARNINGS
Revenues of real estate joint ventures............. $ 463.5 $ 537.7 $ 602.7
Revenues of other limited partnership interests.... 242.3 103.4 319.1
Interest expense - third party..................... (135.3) (114.9) (118.8)
Interest expense - the Company..................... (41.0) (36.9) (52.1)
Other expenses..................................... (397.7) (430.9) (531.7)
----------------- ---------------- -----------------
Net Earnings....................................... $ 131.8 $ 58.4 $ 219.2
================= ================ =================
Equity in net earnings included above.............. $ 49.1 $ 18.9 $ 71.6
Equity in net earnings of limited partnerships
interests not included above..................... 44.8 25.3 46.3
Excess of earnings in joint ventures over equity
ownership percentage and amortization of
differences in bases............................. .9 1.8 9.2
Interest on notes receivable....................... .1 - .5
----------------- ---------------- -----------------
Total Equity in Net Earnings....................... $ 94.9 $ 46.0 $ 127.6
================= ================ =================
</TABLE>
F-17
<PAGE>
5) NET INVESTMENT INCOME AND INVESTMENT GAINS (LOSSES)
The sources of net investment income are summarized as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Fixed maturities................................... $ 1,151.0 $ 1,024.5 $ 981.7
Trading account securities......................... - - 709.3
Securities purchased under resale agreements....... - - 533.8
Mortgage loans on real estate...................... 329.0 384.3 457.4
Equity real estate................................. 560.4 561.8 539.1
Other equity investments........................... 76.9 35.7 110.4
Policy loans....................................... 144.4 122.7 117.0
Broker-dealer related receivables.................. - - 292.2
Other investment income............................ 279.7 336.3 304.9
----------------- ---------------- -----------------
Gross investment income.......................... 2,541.4 2,465.3 4,045.8
----------------- ---------------- -----------------
Interest expense to finance short-term trading
instruments...................................... - - 983.4
Other investment expenses.......................... 413.7 434.4 463.1
----------------- ---------------- -----------------
Investment expenses.............................. 413.7 434.4 1,446.5
----------------- ---------------- -----------------
Net Investment Income.............................. $ 2,127.7 $ 2,030.9 $ 2,599.3
================= ================ =================
</TABLE>
Investment gains (losses), net, including changes in the valuation
allowances, are summarized as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Fixed maturities................................... $ 119.9 $ (14.1) $ 123.1
Mortgage loans on real estate...................... (40.2) (43.1) (65.1)
Equity real estate................................. (86.6) 20.6 (18.5)
Other equity investments........................... 12.8 76.0 119.5
Dealer and trading gains........................... - - 372.5
Sales of newly issued Alliance Units............... - 52.4 -
Other.............................................. (.6) - 1.9
----------------- ---------------- -----------------
Investment Gains, Net.............................. $ 5.3 $ 91.8 $ 533.4
================= ================ =================
</TABLE>
Writedowns of fixed maturities amounted to $46.7 million, $30.8 million
and $5.4 million for the years ended December 31, 1995, 1994 and 1993,
respectively.
For the years ended December 31, 1995 and 1994, respectively, proceeds
received on sales of fixed maturities classified as available for sale
amounted to $8,206.0 million and $5,253.9 million. Gross gains of $211.4
million and $65.2 million and gross losses of $64.2 million and $50.8
million, respectively, were realized on these sales. The change in
unrealized investment gains (losses) related to fixed maturities
classified as available for sale for the years ended December 31, 1995
and 1994 amounted to $1,077.2 million and $(742.2) million,
respectively.
Gross gains of $188.5 million and gross losses of $145.0 million were
realized on sales of investments in fixed maturities held for investment
and available for sale for the year ended December 31, 1993.
F-18
<PAGE>
During each of the years ended December 31, 1995 and 1994, one security
classified as held to maturity was sold and during the eleven months
ended November 30, 1995 and the year ended December 31, 1994,
respectively, twelve and six securities so classified were transferred
to the available for sale portfolio. All actions were taken as a result
of a significant deterioration in creditworthiness. The aggregate
amortized cost of the securities sold were $1.0 million and $19.9
million with a related investment gain of $-0- million and $.8 million
recognized in 1995 and 1994, respectively; the aggregate amortized cost
of the securities transferred was $116.0 million and $42.8 million with
gross unrealized investment losses of $3.2 million and $3.1 million
charged to consolidated shareholders' equity for the eleven months ended
November 30, 1995 and the year ended December 31, 1994, respectively. On
December 1, 1995, the Company transferred $4,794.9 million of securities
classified as held to maturity to the available for sale portfolio. As a
result, unrealized gains on fixed maturities increased $307.0 million,
offset by deferred policy acquisition costs of $73.7 million, amounts
attributable to participating group annuity contracts of $39.2 million
and deferred Federal income tax of $67.9 million.
Investment gains from other equity investments for the year ended
December 31, 1993, included $79.9 million generated by DLJ's involvement
in long-term corporate development investments.
For the years ended December 31, 1995, 1994 and 1993, investment results
passed through to certain participating group annuity contracts as
interest credited to policyholders' account balances amounted to $131.2
million, $175.8 million and $243.2 million, respectively.
During 1995, Alliance entered into an agreement to acquire the business
of Cursitor-Eaton Asset Management Company and Cursitor Holdings Limited
(collectively, "Cursitor") for approximately $141.5 million consisting
of $84.9 million in cash, 1,764,115 of Alliance's publicly traded units
("Alliance Units"), 6% notes aggregating $21.5 million payable ratably
over four years, and substantial additional consideration which will be
determined at a later date. The transaction, which is expected to be
completed during the first quarter of 1996, is subject to the receipt of
consents, regulatory approvals, and certain other closing conditions,
including client approval of the transfer of Cursitor accounts. Upon
completion of this transaction, the Company's ownership percentage of
Alliance will be reduced.
In 1994, Alliance sold 4.96 million newly issued Alliance Units to third
parties at prevailing market prices. The sales decreased the Company's
ownership of Alliance's Units from 63.2% to 59.2%. In addition, the
Company continues to hold its 1% general partnership interest in
Alliance. The Company recognized an investment gain of $52.4 million as
a result of these transactions.
The Company's ownership interest in Alliance will be further reduced
upon the exercise of options granted to certain Alliance employees. At
December 31, 1995, Alliance had options outstanding to purchase an
aggregate of 4.8 million Alliance Units at a price ranging from $6.0625
to $22.25 per unit. Options are exercisable at a rate of 20% on each of
the first five anniversary dates from the date of grant.
Net unrealized investment gains (losses), included in the consolidated
balance sheets as a component of equity and the changes for the
corresponding years, are summarized as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Balance, beginning of year......................... $ (203.0) $ 131.9 $ 78.8
Changes in unrealized investment (losses) gains.... 1,117.7 (823.8) (14.1)
Effect of adopting SFAS No. 115.................... - - 283.9
Changes in unrealized investment (gains)
losses attributable to:
Participating group annuity contracts.......... (78.1) 40.8 (36.2)
Deferred policy acquisition costs.............. (208.4) 269.5 (150.5)
Deferred Federal income taxes.................. (290.0) 178.6 (30.0)
----------------- ---------------- -----------------
Balance, End of Year............................... $ 338.2 $ (203.0) $ 131.9
================= ================ =================
</TABLE>
F-19
<PAGE>
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Balance, end of year comprises:
Unrealized investment (losses) gains on:
Fixed maturities............................... $ 615.9 $ (461.3) $ 283.9
Other equity investments....................... 31.1 7.7 75.8
Other.......................................... 31.6 14.5 25.0
----------------- ---------------- -----------------
Total........................................ 678.6 (439.1) 384.7
Amounts of unrealized investment (gains)
losses attributable to:
Participating group annuity contracts........ (72.2) 5.9 (34.9)
Deferred policy acquisition costs............ (89.4) 119.0 (150.5)
Deferred Federal income taxes................ (178.8) 111.2 (67.4)
----------------- ---------------- -----------------
Total.............................................. $ 338.2 $ (203.0) $ 131.9
================= ================ =================
</TABLE>
6) CLOSED BLOCK
Summarized financial information of the Closed Block follows:
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------------------
1995 1994
----------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Assets
Fixed Maturities:
Available for sale, at estimated fair value (amortized cost,
$3,662.8 and $1,270.3)........................................... $ 3,896.2 $ 1,197.0
Held to maturity, at amortized cost (estimated fair value of
$1,785.0 in 1994)................................................ - 1,927.8
Mortgage loans on real estate........................................ 1,368.8 1,543.7
Policy loans......................................................... 1,797.2 1,827.9
Cash and other invested assets....................................... 440.9 442.5
Deferred policy acquisition costs.................................... 823.6 878.1
Other assets......................................................... 286.1 288.5
----------------- -----------------
Total Assets......................................................... $ 8,612.8 $ 8,105.5
================= =================
Liabilities
Future policy benefits and policyholders' account balances........... $ 9,346.7 $ 8,965.3
Other liabilities.................................................... 160.5 104.2
----------------- -----------------
Total Liabilities.................................................... $ 9,507.2 $ 9,069.5
================= =================
</TABLE>
F-20
<PAGE>
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Revenues
Premiums and other revenue......................... $ 753.4 $ 798.1 $ 860.2
Investment income (net of investment
expenses of $26.7, $19.0 and $17.3).............. 538.9 523.0 526.5
Investment losses, net............................. (20.2) (24.0) (15.0)
----------------- ---------------- -----------------
Total revenues............................... 1,272.1 1,297.1 1,371.7
----------------- ---------------- -----------------
Benefits and Other Deductions
Policyholders' benefits and dividends.............. 1,085.1 1,075.6 1,141.4
Other operating costs and expenses................. 62.6 70.5 102.0
----------------- ---------------- -----------------
Total benefits and other deductions.......... 1,147.7 1,146.1 1,243.4
----------------- ---------------- -----------------
Contribution from the Closed Block................. $ 124.4 $ 151.0 $ 128.3
================= ================ =================
</TABLE>
The fixed maturity portfolio, based on amortized cost, includes $4.3
million and $23.8 million at December 31, 1995 and 1994, respectively,
of restructured securities which includes problem fixed maturities of
$1.9 million and $6.4 million, respectively.
During the eleven months ended November 30, 1995, one security
classified as held to maturity was sold and ten securities classified as
held to maturity were transferred to the available for sale portfolio.
All actions resulted from a significant deterioration in
creditworthiness. The amortized cost of the security sold was $4.2
million. The aggregate amortized cost of the securities transferred was
$81.3 million with gross unrealized investment losses of $.1 million
transferred to equity. At December 1, 1995, $1,750.7 million of
securities classified as held to maturity were transferred to the
available for sale portfolio. As a result, unrealized gains of $88.5
million on fixed maturities were recognized and offset by an increase to
the deferred dividend liability. Implementation of SFAS No. 115 for the
valuation of fixed maturities at December 31, 1993 resulted in the
recognition of a deferred dividend liability of $49.6 million.
At December 31, 1995 and 1994, problem mortgage loans on real estate had
an amortized cost of $36.5 million and $27.6 million, respectively, and
mortgage loans on real estate for which the payment terms have been
restructured had an amortized cost of $137.7 million and $179.2 million,
respectively. At December 31, 1995 and 1994, the restructured mortgage
loans on real estate amount included $8.8 million and $.7 million,
respectively, of problem mortgage loans on real estate.
Valuation allowances amounted to $18.4 million and $46.2 million on
mortgage loans on real estate and $4.3 million and $2.6 million on
equity real estate at December 31, 1995 and 1994, respectively.
Writedowns of fixed maturities amounted to $16.8 million and $15.9
million and $1.7 million for the years ended December 31, 1995, 1994 and
1993, respectively.
Many expenses related to Closed Block operations are charged to
operations outside of the Closed Block; accordingly, the contribution
from the Closed Block does not represent the actual profitability of the
Closed Block operations. Operating costs and expenses outside of the
Closed Block are, therefore, disproportionate to the business outside of
the Closed Block.
F-21
<PAGE>
7) DISCONTINUED OPERATIONS
Summarized financial information of the GIC Segment follows:
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------------------
1995 1994
----------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Assets
Mortgage loans on real estate........................................ $ 1,485.8 $ 1,730.5
Equity real estate................................................... 1,122.1 1,194.8
Other invested assets................................................ 665.2 978.8
Other assets......................................................... 579.3 529.5
----------------- -----------------
Total Assets......................................................... $ 3,852.4 $ 4,433.6
================= =================
Liabilities
Policyholders' liabilities........................................... $ 1,399.8 $ 1,924.0
Allowance for future losses.......................................... 164.2 185.6
Amounts due to continuing operations................................. 2,097.1 2,108.6
Other liabilities.................................................... 191.3 215.4
----------------- -----------------
Total Liabilities.................................................... $ 3,852.4 $ 4,433.6
================= =================
</TABLE>
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Revenues
Investment income (net of investment expenses
of $143.8, $174.0 and $175.8).................... $ 325.1 $ 395.0 $ 535.1
Investment (losses) gains, net..................... (22.9) 26.8 (22.6)
Policy fees, premiums and other income............. .7 .3 8.7
----------------- ---------------- -----------------
Total revenues..................................... 302.9 422.1 521.2
Benefits and other deductions...................... 328.0 443.8 545.9
----------------- ---------------- -----------------
Losses Charged to Allowance for Future Losses...... $ (25.1) $ (21.7) $ (24.7)
================= ================ =================
</TABLE>
In 1991, the Company established a pre-tax provision of $396.7 million
for the estimated future losses of the GIC Segment. At December 31,
1993, implementation of SFAS No. 115 for the valuation of fixed
maturities resulted in a benefit of $13.1 million, offset by a
corresponding addition to the allowance for future losses.
The amounts due to continuing operations at December 31, 1994 consisted
of $3,324.0 million borrowed by the GIC Segment from continuing
operations, offset by $1,215.4 million representing an obligation of
continuing operations to provide assets to fund the accumulated deficit
of the GIC Segment. In January 1995, continuing operations transferred
$1,215.4 million in cash to the GIC Segment in settlement of its
obligation. Subsequently, the GIC Segment remitted $1,155.4 million in
cash to continuing operations in partial repayment of borrowings by the
GIC Segment. No gains or losses were recognized on these transactions.
Amounts due to continuing operations at December 31, 1995, consisted of
$2,097.1 million borrowed by the discontinued GIC Segment.
F-22
<PAGE>
Investment income included $88.2 million and $97.7 million of interest
income for the years ended December 31, 1994 and 1993, respectively, on
amounts due from continuing operations. Benefits and other deductions
includes $154.6 million, $219.7 million and $197.1 million of interest
expense related to amounts borrowed from continuing operations in 1995,
1994 and 1993, respectively.
Valuation allowances amounted to $19.2 million and $50.2 million on
mortgage loans on real estate and $77.9 million and $74.7 million on
equity real estate at December 31, 1995 and 1994, respectively.
Writedowns of fixed maturities amounted to $8.1 million, $17.8 million
and $1.1 million for the years ended December 31, 1995, 1994 and 1993,
respectively.
The fixed maturity portfolio, based on amortized cost, includes $15.1
million and $43.3 million at December 31, 1995 and 1994, respectively,
of restructured securities. These amounts include problem fixed
maturities of $6.1 million and $9.7 million at December 31, 1995 and
1994, respectively.
At December 31, 1995 and 1994, problem mortgage loans on real estate had
amortized costs of $35.4 million and $14.9 million, respectively, and
mortgage loans on real estate for which the payment terms have been
restructured had amortized costs of $289.3 million and $371.2 million,
respectively.
At December 31, 1995 and 1994, the GIC Segment had $310.9 million and
$312.2 million, respectively, of real estate acquired in satisfaction of
debt.
8) SHORT-TERM AND LONG-TERM DEBT
Short-term and long-term debt consists of the following:
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------------------
1995 1994
----------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Short-term debt...................................................... $ - $ 20.0
----------------- -----------------
Long-term debt:
Equitable Life:
Surplus notes, 6.95%, scheduled to mature 2005..................... 399.3 -
Surplus notes, 7.70%, scheduled to mature 2015..................... 199.6 -
Eurodollar notes, 10.375% due 1995................................. - 34.6
Eurodollar notes, 10.5% due 1997................................... 76.2 76.2
Zero coupon note, 11.25% due 1997.................................. 120.1 107.8
Other.............................................................. 16.3 14.3
----------------- -----------------
Total Equitable Life........................................... 811.5 232.9
----------------- -----------------
Wholly Owned and Joint Venture Real Estate:
Mortgage notes, 4.98% - 12.75% due through 2019.................... 1,084.4 1,080.6
----------------- -----------------
Alliance:
Other.............................................................. 3.4 3.9
----------------- -----------------
Total long-term debt................................................. 1,899.3 1,317.4
----------------- -----------------
Total Short-term and Long-term Debt.................................. $ 1,899.3 $ 1,337.4
================= =================
</TABLE>
Short-term Debt
---------------
Equitable Life has a $350.0 million bank credit facility available to
fund short-term working capital needs and to facilitate the securities
settlement process. The credit facility consists of two types of
borrowing options with varying interest rates. The interest rates are
based on external indices dependent on the type of borrowing and at
December 31, 1995 range from 5.8% (the London Interbank Offering Rate
plus 22.5 basis points) to 8.5% (the prime rate). There were no
borrowings outstanding under this bank credit facility at December 31,
1995.
F-23
<PAGE>
Equitable Life has a commercial paper program with an issue limit of
$500.0 million. This program is available for general corporate purposes
used to support Equitable Life's liquidity needs and is supported by
Equitable Life's existing $350.0 million five-year bank credit facility.
There were no borrowings outstanding under this program at December 31,
1995.
In 1994, Alliance established a $100.0 million revolving credit facility
with several banks. On March 31, 1997, the revolving credit facility
converts into a term loan payable in quarterly installments through
March 31, 1999. Outstanding borrowings generally bear interest at the
Eurodollar rate plus .875% per annum through March 31, 1997 and at the
Eurodollar rate plus 1.125% per annum after conversion through March 31,
1999. In addition, a quarterly commitment fee of .25% per annum is paid
on the average daily unused amount. At December 31, 1995, there were no
amounts outstanding under the facility.
In 1994, Alliance also established a $100.0 million commercial paper
program and entered into a three-year $100.0 million revolving credit
facility with a group of commercial banks to support commercial paper to
be issued under the program and for general corporate purposes. Amounts
outstanding under the facility bear interest at an annual rate ranging
from the Eurodollar rate plus .225% to the Eurodollar rate plus .2875%.
A fee of .125% per annum is paid quarterly on the entire facility. At
December 31, 1995, Alliance had not issued any commercial paper and
there were no amounts outstanding under the revolving credit facility.
During 1994, EREIM established two bank lines of credit totaling $30.0
million of which $20.0 million was outstanding at December 31, 1994.
Long-term Debt
--------------
Several of the long-term debt agreements have restrictive covenants
related to the total amount of debt, net tangible assets and other
matters. The Company is in compliance with all debt covenants.
On December 18, 1995, Equitable Life issued, in accordance with Section
1307 of the New York Insurance Law, $400.0 million of surplus notes
having an interest rate of 6.95% scheduled to mature in 2005 and $200.0
million of surplus notes having an interest rate of 7.70% scheduled to
mature in 2015. Proceeds from the issuance of the surplus notes were
$596.6 million, net of related issuance costs. The unamortized discount
on the surplus notes was $1.1 million at December 31, 1995. Payments of
interest on or principal of the surplus notes are subject to prior
approval by the New York Insurance Department.
The Company has pledged real estate, mortgage loans, cash and securities
amounting to $1,629.7 million and $1,744.4 million at December 31, 1995
and 1994, respectively, as collateral for certain long-term debt.
At December 31, 1995, aggregate maturities of the long-term debt based
on required principal payments at maturity for 1996 and the succeeding
four years are $124.0 million, $466.6 million, $309.5 million, $15.8
million, respectively, and $1,015.0 million thereafter.
9) FEDERAL INCOME TAXES
A summary of the Federal income tax expense (benefit) in the
consolidated statements of earnings is shown below:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Federal income tax expense (benefit):
Current.......................................... $ (11.7) $ 4.0 $ 115.8
Deferred......................................... 124.1 97.2 (24.5)
----------------- ---------------- -----------------
Total.............................................. $ 112.4 $ 101.2 $ 91.3
================= ================ =================
</TABLE>
F-24
<PAGE>
The Federal income taxes attributable to consolidated operations are
different from the amounts determined by multiplying the earnings before
Federal income taxes and cumulative effect of accounting change by the
expected Federal income tax rate of 35%. The sources of the difference
and the tax effects of each are as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Expected Federal income tax expense................ $ 143.5 $ 138.1 $ 106.3
Differential earnings amount....................... - (16.8) (23.2)
Adjustment of tax audit reserves................... 4.1 (4.6) 22.9
Tax rate adjustment................................ - - (5.0)
Other.............................................. (35.2) (15.5) (9.7)
----------------- --------------- -----------------
Federal Income Tax Expense......................... $ 112.4 $ 101.2 $ 91.3
================= ================ =================
</TABLE>
Prior to the date of demutualization, Equitable Life reduced its
deduction for policyholder dividends by the differential earnings
amount. This amount was computed, for each tax year, by multiplying
Equitable Life's average equity base, as determined for tax purposes, by
an estimate of the excess of an imputed earnings rate for stock life
insurance companies over the average mutual life insurance companies'
earnings rate. The differential earnings amount for each tax year was
subsequently recomputed when actual earnings rates were published by the
Internal Revenue Service. As a stock life insurance company, Equitable
Life is no longer required to reduce its policyholder dividend deduction
by the differential earnings amount, but differential earnings amounts
for pre-demutualization years were still being recomputed in 1994 and
1993.
The components of the net deferred Federal income tax asset are as
follows:
<TABLE>
<CAPTION>
DECEMBER 31, 1995 December 31, 1994
--------------------------------- ---------------------------------
ASSETS LIABILITIES Assets Liabilities
--------------- ---------------- --------------- ---------------
(IN MILLIONS)
<S> <C> <C> <C> <C>
Deferred policy acquisition costs,
reserves and reinsurance............. $ - $ 303.2 $ - $ 220.3
Investments............................ - 326.9 - 18.7
Compensation and related benefits...... 293.0 - 307.3 -
Other.................................. - 32.3 - 5.8
--------------- ---------------- --------------- ---------------
Total.................................. $ 293.0 $ 662.4 $ 307.3 $ 244.8
=============== ================ =============== ===============
</TABLE>
The deferred Federal income tax expense (benefit) impacting operations
reflect the net tax effects of temporary differences between the
carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for income tax purposes. The sources of
these temporary differences and the tax effects of each are as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Deferred policy acquisition costs, reserves
and reinsurance.................................. $ 55.1 $ 13.0 $ (46.7)
Investments........................................ 13.0 89.3 60.4
Compensation and related benefits.................. 30.8 10.0 (50.1)
Other.............................................. 25.2 (15.1) 11.9
----------------- ---------------- -----------------
Deferred Federal Income Tax Expense (Benefit)...... $ 124.1 $ 97.2 $ (24.5)
================= ================ =================
</TABLE>
F-25
<PAGE>
The Internal Revenue Service completed its audit of the Company's
Federal income tax returns for the years 1984 through 1988. There was no
material effect on the Company's consolidated results of operations.
10) REINSURANCE AGREEMENTS
The Insurance Group assumes and cedes reinsurance with other insurance
companies. The Insurance Group evaluates the financial condition of its
reinsurers to minimize its exposure to significant losses from reinsurer
insolvencies. The effect of reinsurance (excluding group life and
health) is summarized as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Direct premiums.................................... $ 474.2 $ 476.7 $ 458.8
Reinsurance assumed................................ 171.3 180.5 169.9
Reinsurance ceded.................................. (38.7) (31.6) (29.6)
----------------- ---------------- -----------------
Premiums........................................... $ 606.8 $ 625.6 $ 599.1
================= ================ =================
Universal Life and Investment-type Product
Policy Fee Income Ceded.......................... $ 38.9 $ 27.5 $ 33.7
================= ================ =================
Policyholders' Benefits Ceded...................... $ 48.2 $ 20.7 $ 72.3
================= ================ =================
Interest Credited to Policyholders' Account
Balances Ceded................................... $ 28.5 $ 25.4 $ 24.1
================= ================ =================
</TABLE>
In February 1993, management established a practice limiting the risk
retention on new policies issued by the Insurance Group to a maximum of
$5.0 million. In addition, effective January 1, 1994, all in force
business above $5.0 million was reinsured. The Insurance Group also
reinsures the entire risk on certain substandard underwriting risks as
well as in certain other cases.
The Insurance Group cedes 100% of its group life and health business to
a third party insurance company. Premiums ceded totaled $260.6 million,
$241.0 million and $895.1 million for the years ended December 31, 1995,
1994 and 1993, respectively. Ceded death and disability benefits totaled
$188.1 million, $235.5 million and $787.8 million for the years ended
December 31, 1995, 1994 and 1993, respectively. Insurance liabilities
ceded totaled $724.2 million and $833.4 million at December 31, 1995 and
1994, respectively.
11) EMPLOYEE BENEFIT PLANS
The Company sponsors qualified and non-qualified defined benefit plans
covering substantially all employees (including certain qualified
part-time employees), managers and certain agents. The pension plans are
non-contributory and benefits are based on a cash balance formula or
years of service and final average earnings, if greater, under certain
grandfathering rules in the plans. The Company's funding policy is to
make the minimum contribution required by the Employee Retirement Income
Security Act of 1974.
Components of net periodic pension (credit) cost for the qualified and
non-qualified plans are as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Service cost....................................... $ 30.0 $ 30.3 $ 29.8
Interest cost on projected benefit obligations..... 122.0 111.0 108.0
Actual return on assets............................ (309.2) 24.4 (178.6)
Net amortization and deferrals..................... 155.6 (142.5) 55.3
----------------- ---------------- -----------------
Net Periodic Pension (Credit) Cost................. $ (1.6) $ 23.2 $ 14.5
================= ================ =================
</TABLE>
F-26
<PAGE>
The funded status of the qualified and non-qualified pension plans is as
follows:
<TABLE>
<CAPTION>
DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Actuarial present value of obligations:
Vested............................................................... $ 1,642.4 $ 1,295.5
Non-vested........................................................... 10.9 8.7
--------------- -----------------
Accumulated Benefit Obligation......................................... $ 1,653.3 $ 1,304.2
================ =================
Plan assets at fair value.............................................. $ 1,503.8 $ 1,193.5
Projected benefit obligation........................................... 1,743.0 1,403.4
---------------- -----------------
Projected benefit obligation in excess of plan assets.................. (239.2) (209.9)
Unrecognized prior service cost........................................ (25.5) (33.2)
Unrecognized net loss from past experience different from that
assumed.............................................................. 368.2 298.9
Unrecognized net asset at transition................................... (7.3) (20.8)
Additional minimum liability........................................... (51.9) (37.8)
---------------- -----------------
Prepaid (Accrued) Pension Cost......................................... $ 44.3 $ (2.8)
================ =================
</TABLE>
The discount rate and rate of increase in future compensation levels
used in determining the actuarial present value of projected benefit
obligations were 7.25% and 4.50%, respectively, at December 31, 1995 and
8.75% and 4.88%, respectively, at December 31, 1994. As of January 1,
1995 and 1994, the expected long-term rate of return on assets for the
retirement plan was 11% and 10%, respectively.
The Company recorded, as a reduction of shareholder's equity, an
additional minimum pension liability of $35.1 million and $2.7 million,
net of Federal income taxes, at December 31, 1995 and 1994,
respectively, representing the excess of the accumulated benefit
obligation over the fair value of plan assets and accrued pension
liability.
The pension plan's assets include corporate and government debt
securities, equity securities, equity real estate and shares of Group
Trusts managed by Alliance.
As of December 31, 1993, the Company changed the method of determining
the market-related value of plan assets from fair value to a calculated
value. This change in estimate had no material effect on the Company's
consolidated statements of earnings.
Prior to 1987, the qualified plan funded participants' benefits through
the purchase of non-participating annuity contracts from Equitable Life.
Benefit payments under these contracts were approximately $36.4 million,
$38.1 million and $39.9 million for the years ended December 31, 1995,
1994 and 1993, respectively.
The Company provides certain medical and life insurance benefits
(collectively, "postretirement benefits") for qualifying employees,
managers and agents retiring from the Company on or after attaining age
55 who have at least 10 years of service. The life insurance benefits
are related to age and salary at retirement. The costs of postretirement
benefits are recognized in accordance with the provisions of SFAS No.
106. The Company continues to fund postretirement benefits costs on a
pay-as-you-go basis and, for the years ended December 31, 1995, 1994 and
1993, the Company made estimated postretirement benefits payments of
$31.1 million, $29.8 million and $29.7 million, respectively.
F-27
<PAGE>
The following table sets forth the postretirement benefits plan's
status, reconciled to amounts recognized in the Company's consolidated
financial statements:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Service cost....................................... $ 4.0 $ 3.9 $ 5.3
Interest cost on accumulated postretirement
benefits obligation.............................. 34.7 28.6 29.2
Unrecognized prior service cost.................... (2.3) (3.9) (6.9)
Net amortization and deferrals..................... - - 1.5
----------------- ---------------- -----------------
Net Periodic Postretirement Benefits Costs......... $ 36.4 $ 28.6 $ 29.1
================= ================ =================
</TABLE>
<TABLE>
<CAPTION>
DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Accumulated postretirement benefits obligation:
Retirees............................................................. $ 391.8 $ 300.4
Fully eligible active plan participants.............................. 50.4 33.0
Other active plan participants....................................... 64.2 44.0
---------------- -----------------
506.4 377.4
Unrecognized benefit of plan amendments................................ - 3.2
Unrecognized prior service cost........................................ 56.3 61.9
Unrecognized net loss from past experience different from that
assumed and from changes in assumptions.............................. (181.3) (64.7)
---------------- -----------------
Accrued Postretirement Benefits Cost................................... $ 381.4 $ 377.8
================ =================
</TABLE>
In 1993, the Company amended the cost sharing provisions of
postretirement medical benefits. At January 1, 1994, medical benefits
available to retirees under age 65 are the same as those offered to
active employees and medical benefits will be limited to 200% of 1993
costs for all participants.
The assumed health care cost trend rate used in measuring the
accumulated postretirement benefits obligation was 10% in 1995,
gradually declining to 3.5% in the year 2008 and in 1994 was 10%,
gradually declining to 5% in the year 2004. The discount rate used in
determining the accumulated postretirement benefits obligation was 7.25%
and 8.75% at December 31, 1995 and 1994, respectively.
If the health care cost trend rate assumptions were increased by 1%, the
accumulated postretirement benefits obligation as of December 31, 1995
would be increased 6.5%. The effect of this change on the sum of the
service cost and interest cost would be an increase of 6.7%.
12) DERIVATIVES AND FAIR VALUE OF FINANCIAL INSTRUMENTS
Derivatives
-----------
The Insurance Group primarily uses derivatives for asset/liability risk
management and for hedging individual securities. Derivatives mainly are
utilized to reduce the Insurance Group's exposure to interest rate
fluctuations. Accounting for interest rate swap transactions is on an
accrual basis. Gains and losses related to interest rate swap
transactions are amortized as yield adjustments over the remaining life
of the underlying hedged security. Income and expense resulting from
interest rate swap activities are reflected in net investment income
except for hedging transactions related to insurance liabilities. The
notional amount of matched interest rate swaps outstanding at December
31, 1995 was $1,120.8 million. The average unexpired terms at December
31, 1995 range from 2.5 to 3.0 years. At December 31, 1995, the cost of
terminating outstanding matched swaps in a loss position was $15.9
million and the unrealized gain on
F-28
<PAGE>
outstanding matched swaps in a gain position was $19.0 million. The
Company has no intention of terminating these contracts prior to
maturity. During 1995, 1994 and 1993, net gains (losses) of $1.4
million, $(.2) million and $-0- million, respectively, were recorded in
connection with interest rate swap activity. Equitable Life has
implemented an interest rate cap program designed to hedge crediting
rates on interest-sensitive individual annuities contracts. The
outstanding notional amounts at December 31, 1995 of contracts purchased
and sold were $2,625.0 million and $300.0 million, respectively. The net
premium paid by Equitable Life on these contracts was $12.5 million and
is being amortized ratably over the contract periods ranging from 3 to 5
years. Income and expense resulting from this program are reflected as
an adjustment to interest credited to policyholders' account balances.
Substantially all of DLJ's business related derivatives is by its nature
trading activities which are primarily for the purpose of customer
accommodations. DLJ's derivative activities consist of option writing
and trading in forward and futures contracts. Derivative financial
instruments have both on-and-off balance sheet implications depending on
the nature of the contracts. DLJ's involvement in swap contracts is not
significant.
Fair Value of Financial Instruments
-----------------------------------
The Company defines fair value as the quoted market prices for those
instruments that are actively traded in financial markets. In cases
where quoted market prices are not available, fair values are estimated
using present value or other valuation techniques. The fair value
estimates are made at a specific point in time, based on available
market information and judgments about the financial instrument,
including estimates of timing, amount of expected future cash flows and
the credit standing of counterparties. Such estimates do not reflect any
premium or discount that could result from offering for sale at one time
the Company's entire holdings of a particular financial instrument, nor
do they consider the tax impact of the realization of unrealized gains
or losses. In many cases, the fair value estimates cannot be
substantiated by comparison to independent markets, nor can the
disclosed value be realized in immediate settlement of the instrument.
Certain financial instruments are excluded, particularly insurance
liabilities other than financial guarantees and investment contracts.
Fair market value of off-balance-sheet financial instruments of the
Insurance Group was not material at December 31, 1995 and 1994.
Fair value for mortgage loans on real estate are estimated by
discounting future contractual cash flows using interest rates at which
loans with similar characteristics and credit quality would be made.
Fair values for foreclosed mortgage loans and problem mortgage loans are
limited to the estimated fair value of the underlying collateral if
lower.
The estimated fair values for the Company's liabilities under GIC and
association plan contracts are estimated using contractual cash flows
discounted based on the T. Rowe Price GIC Index Rate for the appropriate
duration. For durations in excess of the published index rate, the
appropriate Treasury rate is used plus a spread equal to the longest
duration GIC rate spread published.
The estimated fair values for those group annuity contracts which are
classified as investment contracts are measured at the estimated fair
value of the underlying assets. Deposit administration contracts
(included with group annuity contracts) classified as insurance
contracts are measured at estimated fair value of the underlying assets.
The estimated fair values for single premium deferred annuities ("SPDA")
are estimated using projected cash flows discounted at current offering
rates. The estimated fair values for supplementary contracts not
involving life contingencies ("SCNILC") and annuities certain are
derived using discounted cash flows based upon the estimated current
offering rate.
Fair value for long-term debt is determined using published market
values, where available, or contractual cash flows discounted at market
interest rates. The estimated fair values for non-recourse mortgage debt
are determined by discounting contractual cash flows at a rate which
takes into account the level of current market interest rates and
collateral risk. The estimated fair values for recourse mortgage debt
are determined by discounting contractual cash flows at a rate based
upon current interest rates of other companies with credit ratings
similar to the Company. The Company's fair value of short-term
borrowings approximates their carrying value.
F-29
<PAGE>
The following table discloses carrying value and estimated fair value
for financial instruments not otherwise disclosed in Notes 3, 6 and 7:
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------------------------------------------------
1995 1994
--------------------------------- ---------------------------------
CARRYING ESTIMATED Carrying Estimated
VALUE FAIR VALUE Value Fair Value
--------------- ---------------- --------------- ---------------
(IN MILLIONS)
<S> <C> <C> <C> <C>
Consolidated Financial Instruments:
-----------------------------------
Mortgage loans on real estate.......... $ 3,638.3 $ 3,973.6 $ 4,018.0 $ 3,919.4
Other joint ventures................... 492.7 492.7 544.4 544.4
Policy loans........................... 1,976.4 2,057.5 1,731.2 1,676.6
Policyholders' account balances:
Association plans.................... 101.0 100.0 141.0 141.0
Group annuity contracts.............. 2,335.0 2,395.0 2,450.0 2,469.0
SPDA................................. 1,265.8 1,272.0 1,744.3 1,732.7
Annuities certain and SCNILC......... 649.1 680.7 599.1 624.7
Long-term debt......................... 1,899.3 1,962.9 1,317.4 1,249.2
Closed Block Financial Instruments:
-----------------------------------
Mortgage loans on real estate.......... 1,368.8 1,461.4 1,543.7 1,477.8
Other equity investments............... 151.6 151.6 179.5 179.5
Policy loans........................... 1,797.2 1,891.4 1,827.9 1,721.9
SCNILC liability....................... 34.8 34.5 39.5 37.0
GIC Segment Financial Instruments:
----------------------------------
Mortgage loans on real estate.......... 1,485.8 1,666.1 1,730.5 1,743.7
Fixed maturities....................... 107.4 107.4 219.3 219.3
Other equity investments............... 455.9 455.9 591.8 591.8
Guaranteed interest contracts.......... 329.0 352.0 835.0 855.0
Long-term debt......................... 135.1 136.0 134.8 127.9
</TABLE>
13) COMMITMENTS AND CONTINGENT LIABILITIES
The Company has provided, from time to time, certain guarantees or
commitments to affiliates, investors and others. These arrangements
include commitments by the Company, under certain conditions: to make
liquidity advances to cover delinquent principal and interest and
property protection expenses with respect to loan servicing agreements
for securitized mortgage loans which at December 31, 1995 totaled $2.8
billion (as of December 31, 1995, $4.0 million have been advanced under
these commitments); to make capital contributions of up to $246.7
million to affiliated real estate joint ventures; to provide equity
financing to certain limited partnerships of $129.4 million at December
31, 1995, under existing loan or loan commitment agreements; and to
provide short-term financing loans which at December 31, 1995 totaled
$45.8 million. Management believes the Company will not incur any
material losses as a result of these commitments.
Equitable Life is the obligor under certain structured settlement
agreements which it had entered into with unaffiliated insurance
companies and beneficiaries. To satisfy its obligations under these
agreements, Equitable Life owns single premium annuities issued by
previously wholly owned life insurance subsidiaries. Equitable Life has
directed payment under these annuities to be made directly to the
beneficiaries under the structured settlement agreements. A contingent
liability exists with respect to these agreements should the previously
wholly owned subsidiaries be unable to meet their obligations.
Management believes the satisfaction of those obligations by Equitable
Life is remote.
At December 31, 1995, the Insurance Group had $29.0 million of letters
of credit outstanding.
F-30
<PAGE>
14) LITIGATION
A number of lawsuits have been filed against life and health insurers in
the jurisdictions in which Equitable Life and its subsidiaries do
business involving insurers' sales practices, alleged agent misconduct,
failure to properly supervise agents, and other matters. Some of the
lawsuits have resulted in the award of substantial judgments against
other insurers, including material amounts of punitive damages, or in
substantial settlements. In some states juries have substantial
discretion in awarding punitive damages. Equitable Life and its
insurance subsidiaries, like other life and health insurers, from time
to time are involved in such litigation. To date, no such lawsuit has
resulted in an award or settlement of any material amount against the
Company. Among litigations pending against Equitable Life and its
insurance subsidiaries of the type referred to in this paragraph are the
litigations described in the following two paragraphs.
An action entitled Golomb et al. v. The Equitable Life Assurance Society
of the United States was filed on January 20, 1995 in New York County
Supreme Court. The action purports to be brought on behalf of a class of
persons insured after 1983 under Lifetime Guaranteed Renewable Major
Medical Insurance Policies issued by Equitable Life (the "policies").
The complaint alleges that premium increases for these policies after
1983, all of which were filed with and approved by the New York State
Insurance Department and certain other state insurance departments,
breached the terms of the insurance policies, and that statements in the
policies and elsewhere concerning premium increases constituted
fraudulent concealment, misrepresentations in violation of New York
Insurance Law Section 4226 and deceptive practices under New York
General Business Law Section 349. The complaint seeks a declaratory
judgment, injunctive relief restricting the methods by which Equitable
Life increases premiums on the policies in the future, a refund of
premiums, and punitive damages. Plaintiffs also have indicated that they
will seek damages in an unspecified amount. Equitable Life has moved to
dismiss the complaint in its entirety on the grounds that it fails to
state a claim and that uncontroverted documentary evidence establishes a
complete defense to the claims. That motion is awaiting decision by the
court. In January 1996, separate actions were filed in Pennsylvania and
Texas state courts (entitled, respectively, Malvin et al. v. The
Equitable Life Assurance Society of the United States and Bowler et al.
v. The Equitable Life Assurance Society of the United States), making
claims similar to those in the New York action described above. These
new actions are asserted on behalf of proposed classes of Pennsylvania
issued or renewed policyholders and Texas issued or renewed
policyholders, insured under the policies. The Pennsylvania and Texas
actions seek compensatory and punitive damages and injunctive relief
restricting the methods by which Equitable Life increases premiums in
the future based on the common law and statutes of those states.
Although the outcome of any litigation cannot be predicted with
certainty, particularly in the early stages of an action, Equitable
Life's management believes that the ultimate resolution of those
litigations should not have a material adverse effect on the financial
position of the Company. Due to the early stage of such litigation,
Equitable Life's management cannot make an estimate of loss, if any, or
predict whether or not such litigation will have a material adverse
effect on the Company's results of operations in any particular period.
An action was instituted on April 6, 1995 against Equitable Life and its
wholly owned subsidiary, The Equitable of Colorado, Inc. ("EOC"), in New
York State Court, entitled Sidney C. Cole et al. v. The Equitable Life
Assurance Society of the United States and The Equitable of Colorado,
Inc., No. 95/108611 (N.Y. County). The action is brought by the holders
of a joint survivorship whole life policy issued by EOC. The action
purports to be on behalf of a class consisting of all persons who from
January 1, 1984 purchased life insurance policies sold by Equitable Life
and EOC based upon their allegedly uniform sales presentations and
policy illustrations. The complaint puts in issue various alleged sales
practices that plaintiffs assert, among other things, misrepresented the
stated number of years that the annual premium would need to be paid.
Plaintiffs seek damages in an unspecified amount, imposition of a
constructive trust, and seek to enjoin Equitable Life and EOC from
engaging in the challenged sales practices. Equitable Life and EOC
intend to defend vigorously and believe that they have meritorious
defenses which, if successful, would dispose of the action completely.
Equitable Life and EOC further do not believe that this case is an
appropriate class action. Although the outcome of any litigation cannot
be predicted with certainty, particularly in the early stages of an
action, Equitable Life's management believes that the ultimate
F-31
<PAGE>
resolution of this litigation should not have a material adverse effect
on the financial position of the Company. Due to the early stage of such
litigation, the Company's management cannot make an estimate of loss, if
any, or predict whether or not such litigation will have a material
adverse effect on the Company's results of operations in any particular
period.
Equitable Casualty Insurance Company ("Casualty"), a captive property
and casualty insurance company organized under the laws of Vermont,
which is an indirect wholly owned subsidiary of Equitable Life, is a
party to an arbitration proceeding that commenced in August 1995 with
the selection of three arbitrators. The arbitration will resolve a
dispute among Casualty, Houston General Insurance Company ("Houston
General"), and GEICO General Insurance Company ("GEICO General")
regarding the interpretation of a reinsurance agreement that was entered
into as part of a 1980 transaction whereby Equitable General Insurance
Company ("Equitable General"), formerly an indirect subsidiary of
Equitable Life and the predecessor of GEICO General, sold its commercial
lines business along with the stock of Houston General to subsidiaries
of Tokio Marine & Fire Insurance Company, Ltd. ("Tokio Marine").
Casualty and GEICO General maintain that, under the reinsurance
agreement, Houston General assumed liability for all losses insured
under commercial lines policies written by Equitable General and its
predecessors in order to effect the transfer of that business to Tokio
Marine's subsidiaries. Houston General contends that it did not assume
reinsurance liability for losses insured under certain of those
commercial lines policies. The arbitration panel determined to begin
hearing evidence in the arbitration in June 1996. The result of the
arbitration is expected to resolve two litigations that were commenced
by Houston General and that have been stayed by the presiding courts
pending the completion of the arbitration (in one case, Houston General
named as a defendant only GEICO General but Casualty intervened as a
defendant with GEICO General, and in the other case, Houston General
named GEICO General and Equitable Life). The arbitration is expected to
be completed during the second half of 1996. While the ultimate outcome
of the arbitration cannot be predicted with certainty, the Company's
management believes that the arbitrators will recognize that Houston
General's position is without merit and contrary to the way in which the
reinsurance industry operates and therefore the ultimate resolution of
this matter should not have a material adverse effect on the Company's
financial position or results of operations.
On July 25, 1995, a Consolidated and Supplemental Class Action Complaint
("Complaint") was filed against the Alliance North American Government
Income Trust, Inc. (the "Fund"), Alliance and certain other defendants
affiliated with Alliance, including the Holding Company, alleging
violations of Federal securities laws, fraud and breach of fiduciary
duty in connection with the Fund's investments in Mexican and Argentine
securities. A similar complaint was filed on November 7, 1995 and was
subsequently consolidated with the Complaint. The Complaint, which seeks
certification of a plaintiff class of persons who purchased or owned
Class A, B or C shares of the Fund from March 27, 1992 through December
23, 1994, seeks an unspecified amount of damages, costs, attorneys' fees
and punitive damages. The principal allegations of the Complaint are
that the Fund purchased debt securities issued by the Mexican and
Argentine governments in amounts that were not permitted by the Funds'
investment objective, and that there was no shareholder vote to change
the investment objective to permit purchases in such amounts. The
Complaint further alleges that the decline in the value of the Mexican
and Argentine securities held by the Fund caused the Fund's net asset
value to decline to the detriment of the Fund's shareholders. On
September 26, 1995, the defendants jointly filed a motion to dismiss the
Complaint which has not yet been decided by the Court. Alliance believes
that the allegations in the Complaint are without merit and intends to
vigorously defend against these claims. While the ultimate results of
this action cannot be determined, management of Alliance does not expect
that this action will have a material adverse effect on Alliance's
business.
On January 26, 1996, a purported purchaser of certain notes and warrants
to purchase shares of common stock of Rickel Home Centers, Inc.
("Rickel") filed a class action complaint against Donaldson, Lufkin &
Jenrette Securities Corporation ("DLJSC"), a wholly owned subsidiary of
DLJ, and certain other defendants for unspecified compensatory and
punitive damages in the United States District Court for the Southern
District of New York. The suit was brought on behalf of the purchasers
of 126,457 units consisting of $126,457,000 aggregate principal amount
of 13 1/2% senior notes due 2001 and 126,457 warrants to purchase shares
of common stock of Rickel (the "Units") issued by Rickel in October
1994. The complaint alleges violations of Federal securities laws and
common law fraud against DLJSC, as the underwriter of
F-32
<PAGE>
the Units and as an owner of 7.3% of the common stock of Rickel, Eos
Partners, L.P., and General Electric Capital Corporation, each as owners
of 44.2% of the common stock of Rickel, and members of the Board of
Directors of Rickel, including a DLJSC Managing Director. The complaint
seeks to hold DLJSC liable for alleged misstatements and omissions
contained in the prospectus and registration statement filed in
connection with the offering of the Units, alleging that the defendants
knew of financial losses and a decline in value of Rickel in the months
prior to the offering and did not disclose such information. The
complaint also alleges that Rickel failed to pay its semi-annual
interest payment due on the Units on December 15, 1995 and that Rickel
filed a voluntary petition for reorganization pursuant to Chapter 11 of
the United States Bankruptcy Code on January 10, 1996. DLJSC intends to
defend itself vigorously against all of the allegations contained in the
complaint. Although there can be no assurance, DLJ does not believe the
outcome of this litigation will have a material adverse effect on its
financial condition. Due to the early stage of this litigation, based on
the information currently available to it, DLJ's management cannot make
an estimate of loss or predict whether or not such litigation will have
a material adverse effect on DLJ's results of operations in any
particular period.
On June 12, 1995, a purported purchaser of certain securities issued by
Spectravision, Inc. ("Spectravision") filed a class action complaint
against DLJSC and certain other defendants for unspecified damages in
the U.S. District Court for the Northern District of Texas. The suit was
brought on behalf of the purchasers of $260,795,000 of securities issued
by Spectravision in November 1992, and alleges violations of the Federal
securities laws and the Texas Securities Act, common law fraud and
negligent misrepresentation. The securities were issued by Spectravision
pursuant to a prepackaged bankruptcy reorganization plan. DLJSC served
as financial advisor to Spectravision in its reorganization and as
Dealer Manager for Spectravision's 1992 issuance of the securities.
DLJSC is also being sued as a seller of certain notes of Spectravision
acquired and resold by DLJSC. The complaint seeks to hold DLJSC liable
for various alleged misstatements and omissions contained in
prospectuses and other materials issued between July 1992 and June 1994.
DLJSC intends to defend itself vigorously against all of the allegations
contained in the complaint. On June 8, 1995, Spectravision filed a
Chapter 11 petition in the United States Bankruptcy Court for the
District of Delaware. On January 5, 1996, the district court in the
litigation involving DLJSC ordered a partial stay of discovery until
Spectravision has emerged from bankruptcy or six months from the date of
the stipulated stay (whichever comes first). Accordingly, discovery of
DLJSC has not yet occurred. Although there can be no assurance, DLJ does
not believe that the ultimate outcome of this litigation will have a
material adverse effect on its financial condition. Due to the early
stage of such litigation, based upon information currently available to
it, DLJ's management cannot make an estimate of loss or predict whether
or not such litigation will have a material adverse effect on DLJ's
results of operations in any particular period. Plaintiff's counsel in
the class action against DLJSC described above has also filed another
securities class action based on similar factual allegations. Such suit
names as defendants Spectravision and its directors, and was brought on
behalf of a class of purchasers of $209.0 million of stock and $77.0
million of notes issued by Spectravision in October 1993. DLJSC served
as the managing underwriter for both of these issuances. DLJSC has not
been named as a defendant in this suit, although it has been reported to
DLJSC that plaintiff's counsel is contemplating seeking to amend the
complaint to add DLJSC as a defendant in that action.
In October 1995, DLJSC was named as a defendant in a purported class
action filed in a Texas State Court on behalf of the holders of $550.0
million principal amount of subordinated redeemable discount debentures
of National Gypsum Corporation ("NGC") canceled in connection with a
Chapter 11 plan of reorganization for NGC consummated in July 1993. The
named plaintiff in the State Court action also filed an adversary
proceeding in the Bankruptcy Court for the Northern District of Texas
seeking a declaratory judgment that the confirmed NGC plan of
reorganization does not bar the class action claims. Subsequent to the
consummation of NGC's plan of reorganization, NGC's shares traded for
values substantially in excess of, and in 1995 NGC was acquired for a
value substantially in excess of, the values upon which NGC's plan of
reorganization was based. The two actions arise out of DLJSC's
activities as financial advisor to NGC in the course of NGC's Chapter 11
reorganization proceedings. The class action complaint alleges that the
plan of reorganization submitted by NGC was based upon projections by
NGC and DLJSC which intentionally understated forecasts, and provided
misleading and incorrect information in order to hide NGC's true value
and that defendants breached their fiduciary duties by, among other
things, providing false, misleading or incomplete information to
deliberately understate the value of NGC. The class action complaint
seeks compensatory and punitive damages purportedly sustained by the
class. The Texas State
F-33
<PAGE>
Court action has subsequently been removed to the Bankruptcy Court,
which removal is being opposed by the plaintiff. DLJSC intends to defend
itself vigorously against all of the allegations contained in the
complaint. Although there can be no assurance, DLJ does not believe that
the ultimate outcome of this litigation will have a material adverse
effect on its financial condition. Due to the early stage of such
litigation, based upon the information currently available to it, DLJ's
management cannot make an estimate of loss or predict whether or not
such litigation will have a material adverse effect on DLJ's results of
operations in any particular period.
In November and December 1995, DLJSC, along with various other parties,
was named as a defendant in a number of purported class actions filed in
the U.S. District Court for the Eastern District of Louisiana. The
complaints allege violations of the Federal securities laws arising out
of a public offering in 1994 of $435.0 million of first mortgage notes
of Harrah's Jazz Company and Harrah's Jazz Finance Corp. The complaints
seek to hold DLJSC liable for various alleged misstatements and
omissions contained in the prospectus dated November 9, 1994. DLJSC
intends to defend itself vigorously against all of the allegations
contained in the complaints. Although there can be no assurance, DLJ
does not believe that the ultimate outcome of this litigation will have
a material adverse effect on its financial condition. Due to the early
stage of this litigation, based upon the information currently available
to it, DLJ's management cannot make an estimate of loss or predict
whether or not such litigation will have a material adverse effect on
DLJ's results of operations in any particular period.
In addition to the matters described above, Equitable Life and its
subsidiaries and DLJ and its subsidiaries are involved in various legal
actions and proceedings in connection with their businesses. Some of the
actions and proceedings have been brought on behalf of various alleged
classes of claimants and certain of these claimants seek damages of
unspecified amounts. While the ultimate outcome of such matters cannot
be predicted with certainty, in the opinion of management no such matter
is likely to have a material adverse effect on the Company's
consolidated financial position or results of operations.
15) LEASES
The Company has entered into operating leases for office space and
certain other assets, principally data processing equipment and office
furniture and equipment. Future minimum payments under noncancelable
leases for 1996 and the succeeding four years are $114.8 million, $101.8
million, $90.0 million, $73.6 million, $57.7 million and $487.0 million
thereafter. Minimum future sublease rental income on these noncancelable
leases for 1996 and the succeeding four years are $11.0 million, $8.7
million, $6.9 million, $4.6 million, $2.9 million and $1.1 million
thereafter.
At December 31, 1995, the minimum future rental income on noncancelable
operating leases for wholly owned investments in real estate for 1996
and the succeeding four years are $292.9 million, $271.2 million, $248.1
million, $226.4 million, $195.5 million and $1,018.8 million thereafter.
F-34
<PAGE>
16) OTHER OPERATING COSTS AND EXPENSES
Other operating costs and expenses consisted of the following:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Compensation costs................................. $ 595.9 $ 690.0 $ 1,452.3
Commissions........................................ 314.3 313.0 551.1
Short-term debt interest expense................... 11.4 19.0 317.1
Long-term debt interest expense.................... 108.1 98.3 86.0
Amortization of policy acquisition costs........... 320.4 318.1 275.9
Capitalization of policy acquisition costs......... (391.0) (410.9) (397.8)
Rent expense, net of sub-lease income.............. 124.8 128.9 159.5
Other.............................................. 772.6 786.7 1,140.1
----------------- ---------------- -----------------
Total.............................................. $ 1,856.5 $ 1,943.1 $ 3,584.2
================= ================ =================
</TABLE>
During the years ended December 31, 1995, 1994 and 1993, the Company
restructured certain operations in connection with cost reduction
programs and recorded pre-tax provisions of $32.0 million, $20.4 million
and $96.4 million, respectively. The amounts paid during 1995,
associated with the 1995 and 1994 cost reduction programs, totaled $24.0
million. At December 31, 1995, the liabilities associated with the 1995
and 1994 cost reduction programs amounted to $37.8 million. The 1995
cost reduction program included relocation expenses, including the
accelerated amortization of building improvements associated with the
relocation of the home office. The 1994 cost reduction program included
costs associated with the termination of operating leases and employee
severance benefits in connection with the consolidation of 16 insurance
agencies. The 1993 cost reduction program primarily reflected severance
benefits of terminated employees in connection with the combination of a
wholly owned subsidiary of the Company with Alliance.
17) INSURANCE GROUP STATUTORY FINANCIAL INFORMATION
Equitable Life is restricted as to the amounts it may pay as dividends
to the Holding Company. Under the New York Insurance Law, the New York
Superintendent has broad discretion to determine whether the financia1
condition of a stock life insurance company would support the payment of
dividends to its shareholders. For the years ended December 31, 1995,
1994 and 1993, statutory (loss) earnings totaled $(352.4) million, $67.5
million and $324.0 million, respectively. No amounts are expected to be
available for dividends from Equitable Life to the Holding Company in
1996.
At December 31, 1995, the Insurance Group, in accordance with various
government and state regulations, had $18.9 million of securities
deposited with such government or state agencies.
F-35
<PAGE>
Accounting practices used to prepare statutory financial statements for
regulatory filings of stock life insurance companies differ in certain
instances from GAAP. The following reconciles the Company's statutory
change in surplus and capital stock and statutory surplus and capital
stock determined in accordance with accounting practices prescribed by
the New York Insurance Department with net earnings and equity on a GAAP
basis.
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Net change in statutory surplus and capital stock.. $ 78.1 $ 292.4 $ 190.8
Change in asset valuation reserves................. 365.7 (285.2) 639.1
----------------- ---------------- -----------------
Net change in statutory surplus, capital stock
and asset valuation reserves..................... 443.8 7.2 829.9
Adjustments:
Future policy benefits and policyholders'
account balances............................... (67.9) (11.0) (171.0)
Deferred policy acquisition costs................ 70.6 92.8 121.8
Deferred Federal income taxes.................... (150.0) (59.7) (57.5)
Valuation of investments......................... 189.1 45.2 202.3
Valuation of investment subsidiary............... (188.6) 396.6 (464.9)
Limited risk reinsurance......................... 416.9 74.9 85.2
Issuance of surplus notes........................ (538.9) - -
Sale of subsidiary and joint venture............. - - (366.5)
Contribution from the Holding Company............ - (300.0) -
Postretirement benefits.......................... (26.7) 17.1 23.8
Other, net....................................... 115.1 (44.0) 60.3
GAAP adjustments of Closed Block................. (3.1) 4.5 (16.0)
GAAP adjustments of discontinued GIC
Segment........................................ 37.3 42.8 (35.0)
----------------- ---------------- -----------------
Net Earnings....................................... $ 297.6 $ 266.4 $ 212.4
================= ================ =================
</TABLE>
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Statutory surplus and capital stock................ $ 2,202.9 $ 2,124.8 $ 1,832.4
Asset valuation reserves........................... 1,345.9 980.2 1,265.4
----------------- ---------------- -----------------
Statutory surplus, capital stock and asset
valuation reserves............................... 3,548.8 3,105.0 3,097.8
Adjustments:
Future policy benefits and policyholders'
account balances............................... (1,017.4) (949.5) (938.5)
Deferred policy acquisition costs................ 3,083.3 3,221.1 2,858.8
Deferred Federal income taxes.................... (450.8) (26.8) (137.8)
Valuation of investments......................... 417.7 (794.1) (29.8)
Valuation of investment subsidiary............... (665.1) (476.5) (873.1)
Limited risk reinsurance......................... (429.0) (845.9) (920.8)
Issuance of surplus notes........................ (538.9) - -
Postretirement benefits.......................... (343.3) (316.6) (333.7)
Other, net....................................... 4.4 (79.2) (81.9)
GAAP adjustments of Closed Block................. 575.7 578.8 574.2
GAAP adjustments of discontinued GIC
Segment........................................ (184.6) (221.9) (264.6)
----------------- ---------------- -----------------
Total Shareholder's Equity......................... $ 4,000.8 $ 3,194.4 $ 2,950.6
================= ================ =================
</TABLE>
F-36
<PAGE>
18) BUSINESS SEGMENT INFORMATION
The Company has three major business segments: Individual Insurance and
Annuities; Investment Services and Group Pension.
Consolidation/elimination principally includes debt not specific to any
business segment. Attributed Insurance Capital represents net assets and
related revenues and earnings of the Insurance Group not assigned to the
insurance segments. Interest expense related to debt not specific to any
business segment is presented within Corporate interest expense.
Information for all periods is presented on a comparable basis.
The Individual Insurance and Annuities segment offers a variety of
traditional, variable and interest-sensitive life insurance products,
disability income, annuity products and mutual fund and other investment
products to individuals and small groups. This segment includes Separate
Accounts for certain individual insurance and annuity products.
The Investment Services segment provides investment fund management,
primarily to institutional clients. This segment includes Separate
Accounts which provide various investment options for group clients
through pooled or single group accounts.
Intersegment investment advisory and other fees of approximately $124.1
million, $135.3 million and $128.6 million for 1995, 1994 and 1993,
respectively, are included in total revenues of the Investment Services
segment. These fees, excluding amounts related to the discontinued GIC
Segment of $14.7 million, $27.4 million and $17.0 million for 1995, 1994
and 1993, respectively, are eliminated in consolidation.
The Group Pension segment administers traditional participating group
annuity contracts with conversion features, generally for corporate
qualified pension plans, and association plans which provide full
service retirement programs for individuals affiliated with professional
and trade associations.
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Revenues
Individual insurance and annuities................. $ 3,254.6 $ 3,110.7 $ 2,981.5
Group pension...................................... 292.0 359.1 426.6
Attributed insurance capital....................... 61.2 79.4 61.6
----------------- ---------------- -----------------
Insurance operations............................. 3,607.8 3,549.2 3,469.7
Investment services................................ 949.1 935.2 2,792.6
Consolidation/elimination.......................... (34.9) (24.7) (40.5)
----------------- ---------------- -----------------
Total.............................................. $ 4,522.0 $ 4,459.7 $ 6,221.8
================= ================ =================
Earnings (loss) before Federal income taxes
and cumulative effect of accounting change
Individual insurance and annuities................. $ 274.4 $ 245.5 $ 76.2
Group pension...................................... (13.3) 15.8 2.0
Attributed insurance capital....................... 18.7 69.8 49.0
----------------- ---------------- -----------------
Insurance operations............................. 279.8 331.1 127.2
Investment services................................ 161.2 177.5 302.1
Consolidation/elimination.......................... (3.1) .3 .5
----------------- ---------------- -----------------
Subtotal..................................... 437.9 508.9 429.8
Corporate interest expense......................... (27.9) (114.2) (126.1)
----------------- ---------------- -----------------
Total.............................................. $ 410.0 $ 394.7 $ 303.7
================= ================ =================
</TABLE>
F-37
<PAGE>
<TABLE>
<CAPTION>
DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Assets
Individual insurance and annuities..................................... $ 50,328.8 $ 44,063.4
Group pension.......................................................... 4,033.3 4,222.8
Attributed insurance capital........................................... 2,391.6 2,609.8
---------------- -----------------
Insurance operations................................................. 56,753.7 50,896.0
Investment services.................................................... 12,842.9 12,127.9
Consolidation/elimination.............................................. (354.4) (1,614.4)
---------------- -----------------
Total.................................................................. $ 69,242.2 $ 61,409.5
================ =================
</TABLE>
19) QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
The quarterly results of operations for the years ended December 31,
1995, 1994 and 1993, are summarized below:
<TABLE>
<CAPTION>
THREE MONTHS ENDED,
------------------------------------------------------------------------------
MARCH 31 JUNE 30 SEPTEMBER 30 DECEMBER 31
----------------- ----------------- ------------------ ------------------
(IN MILLIONS)
<S> <C> <C> <C> <C>
1995
----
Total Revenues................ $ 1,074.7 $ 1,158.4 $ 1,127.1 $ 1,161.8
================= ================= ================== ==================
Net Earnings.................. $ 59.0 $ 94.3 $ 91.2 $ 53.1
================= ================= ================== ==================
1994
----
Total Revenues................ $ 1,107.4 $ 1,075.0 $ 1,153.8 $ 1,123.5
================= ================= ================== ==================
Earnings before Cumulative
Effect of Accounting
Change...................... $ 64.0 $ 68.4 $ 89.1 $ 72.0
================= ================= ================== ==================
Net Earnings.................. $ 36.9 $ 68.4 $ 89.1 $ 72.0
================= ================= ================== ==================
1993
----
Total Revenues................ $ 1,502.2 $ 1,539.7 $ 1,679.4 $ 1,500.5
================= ================= ================== ==================
Net Earnings.................. $ 32.3 $ 47.1 $ 68.8 $ 64.2
================= ================= ================== ==================
</TABLE>
20) INVESTMENT IN DLJ
On December 15, 1993, the Company sold a 61% interest in DLJ to the
Holding Company for $800.0 million in cash and securities. The excess of
the proceeds over the book value in DLJ at the date of sale of $340.2
million has been reflected as a capital contribution. In 1995, DLJ
completed the initial public offering ("IPO") of 10.58 million shares of
its common stock, which included 7.28 million of the Holding Company's
shares in DLJ, priced at $27 per share. Concurrent with the IPO, the
Company contributed equity securities to DLJ having a market value of
$21.2 million. Upon completion of the IPO, the Company's ownership
percentage was reduced to 36.1%. The Company's ownership interest will
be further reduced upon the issuance of common stock after the vesting
of forfeitable restricted stock units acquired by and/or the exercise of
options granted to certain DLJ employees. At December 31, 1995, DLJ had
options
F-38
<PAGE>
outstanding to purchase approximately 9.2 million shares of DLJ common
stock at $27.00 per share. Options are exercisable over a period of up
to ten years. DLJ restricted stock units represents forfeitable rights
to receive approximately 5.2 million shares of DLJ common stock through
February 2000.
The results of operations and cash flows of DLJ through the date of sale
are included in the consolidated statements of earnings and cash flow
for the year ended December 31, 1993. For the period subsequent to the
date of sale, the results of operations of DLJ are accounted for on the
equity basis and are included in commissions, fees and other income in
the consolidated statements of earnings. The Company's carrying value of
DLJ is included in investment in and loans to affiliates in the
consolidated balance sheets.
Summarized balance sheets information for DLJ, reconciled to the
Company's carrying value of DLJ, are as follows:
<TABLE>
<CAPTION>
DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Assets:
Trading account securities, at market value............................ $ 10,911.4 $ 8,970.0
Securities purchased under resale agreements........................... 18,748.2 10,476.4
Broker-dealer related receivables...................................... 13,023.7 11,784.8
Other assets........................................................... 1,893.2 2,030.4
---------------- -----------------
Total Assets........................................................... $ 44,576.5 $ 33,261.6
================ =================
Liabilities:
Securities sold under repurchase agreements............................ $ 26,744.8 $ 18,356.7
Broker-dealer related payables......................................... 12,915.5 10,618.0
Short-term and long-term debt.......................................... 1,717.5 1,956.5
Other liabilities...................................................... 1,775.0 1,285.1
---------------- -----------------
Total liabilities...................................................... 43,152.8 32,216.3
Cumulative exchangeable preferred stock................................ 225.0 225.0
Total shareholders' equity............................................. 1,198.7 820.3
---------------- -----------------
Total Liabilities, Cumulative Exchangeable Preferred Stock and
Shareholders' Equity................................................. $ 44,576.5 $ 33,261.6
================ =================
DLJ's equity as reported............................................... $ 1,198.7 $ 820.3
Unamortized cost in excess of net assets acquired in 1985
and other adjustments................................................ 40.5 50.8
The Holding Company's equity ownership in DLJ.......................... (499.0) (532.1)
Minority interest in DLJ............................................... (324.3) -
---------------- -----------------
The Company's Carrying Value of DLJ.................................... $ 415.9 $ 339.0
================ =================
</TABLE>
F-39
<PAGE>
Summarized statements of earnings information for DLJ reconciled to the
Company's equity in earnings of DLJ is as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Commission, fees and other income...................................... $ 1,325.9 $ 953.5
Net investment income.................................................. 904.1 791.9
Dealer, trading and investment gains, net.............................. 528.6 263.3
---------------- -----------------
Total Revenues......................................................... 2,758.6 2,008.7
Total expenses including income taxes.................................. 2,579.5 1,885.7
---------------- -----------------
Net earnings........................................................... 179.1 123.0
Dividends on preferred stock........................................... 19.9 20.9
---------------- -----------------
Earnings Applicable to Common Shares................................... $ 159.2 $ 102.1
================ =================
DLJ's earnings applicable to common shares as reported................. $ 159.2 $ 102.1
Amortization of cost in excess of net assets acquired in 1985.......... (3.9) (3.1)
The Holding Company's equity in DLJ's earnings......................... (90.4) (60.9)
Minority interest in DLJ............................................... (6.5) -
---------------- -----------------
The Company's Equity in DLJ's Earnings................................. $ 58.4 $ 38.1
================ =================
</TABLE>
21) RELATED PARTY TRANSACTIONS
On August 31, 1993, the Company sold $661.0 million of primarily
privately placed below investment grade fixed maturities to EQ Asset
Trust 1993, a limited purpose business trust, wholly owned by the
Holding Company. The Company recognized a $4.1 million gain net of
related deferred policy acquisition costs, deferred Federal income tax
and amounts attributable to participating group annuity contracts. In
conjunction with this transaction, the Company received $200.0 million
of Class B Notes issued by EQ Asset Trust 1993. These notes have
interest rates ranging from 6.85% to 9.45%. The Class B Notes are
reflected in investments in and loans to affiliates on the consolidated
balance sheets.
F-40
<PAGE>
INCOME MANAGER(SM)
SUPPLEMENT TO THE ACCUMULATOR
STATEMENT OF ADDITIONAL INFORMATION
DATED JULY __, 1996
COMBINATION VARIABLE AND FIXED DEFERRED ANNUITY CERTIFICATES
Funded Through the
Investment Funds of Separate Account No. 49
The asset based administrative charge imposed under the Certificates offered
by the Accumulator prospectus dated July __, 1996, currently is deducted at
the rate of 0.25% annually, which will apply for the life of the Certificate
issued. Therefore, the section of the SAI listed below is amended as follows:
In PART 1 - ACCUMULATION UNIT VALUES, under paragraph (c) replace 1.25% with
1.15%.
- ------------------------------------------------------------------------------
SUPPLEMENT DATED JULY , 1996
<PAGE>
INCOME MANAGER (SERVICE MARK)
ACCUMULATOR
STATEMENT OF ADDITIONAL INFORMATION
JULY , 1996
- -----------------------------------------------------------------------------
COMBINATION VARIABLE AND
FIXED DEFERRED ANNUITY CERTIFICATES
FUNDED THROUGH THE
INVESTMENT FUNDS OF SEPARATE ACCOUNT NO. 49
ASSET ALLOCATION SERIES:
O CONSERVATIVE INVESTORS
O GROWTH INVESTORS
EQUITY SERIES:
O GROWTH & INCOME
O COMMON STOCK
O GLOBAL
O INTERNATIONAL
O AGGRESSIVE STOCK
FIXED INCOME SERIES:
O MONEY MARKET
O INTERMEDIATE GOVERNMENT SECURITIES
ISSUED BY:
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
Home Office: 787 Seventh Avenue, New York, NY 10019
Processing Office: Post Office Box 1547, Secaucus, NJ 07096-1547
This statement of additional information (SAI) is not a prospectus. It should
be read in conjunction with the Separate Account No. 49 prospectus for the
Accumulator, dated July , 1996. Definitions of special terms used in the
SAI are found in the prospectus.
A copy of the prospectus is available free of charge by writing the
Processing Office, by calling 1-800-789-7771, toll-free, or by contacting
your Registered Representative.
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
- ----------------------------------------------------------------------------------------- --------
<S> <C>
Part 1 Accumulation Unit Values 2
- ----------------------------------------------------------------------------------------- --------
Part 2 Annuity Unit Values 2
- ----------------------------------------------------------------------------------------- --------
Part 3 Custodian and Independent Accountants 3
- ----------------------------------------------------------------------------------------- --------
Part 4 Money Market Fund and Intermediate Government Securities Fund Yield Information 3
- ----------------------------------------------------------------------------------------- --------
Part 5 Long-Term Market Trends 4
- ----------------------------------------------------------------------------------------- --------
Part 6 Financial Statements 6
- ----------------------------------------------------------------------------------------- --------
</TABLE>
Copyright 1996
The Equitable Life Assurance Society of the United States, New York, New York
10019.
All rights reserved.
<PAGE>
PART 1 - ACCUMULATION
UNIT VALUES
Accumulation Unit Values are determined at the end of each Valuation Period
for each of the Investment Funds. Other annuity contracts and certificates
which may be offered by us will have their own accumulation unit values for
the Investment Funds which may be different from those for the Accumulator.
The Accumulation Unit Value for an Investment Fund for any Valuation Period
is equal to the Accumulation Unit Value for the preceding Valuation Period
multiplied by the Net Investment Factor for that Investment Fund for that
Valuation Period. The NET INVESTMENT FACTOR is (a) - c where:
---
b
(a) is the value of the Investment Fund's shares of the corresponding
Portfolio at the end of the Valuation Period before giving effect to
any amounts allocated to or withdrawn from the Investment Fund for the
Valuation Period. For this purpose, we use the share value reported to
us by the Trust.
(b) is the value of the Investment Fund's shares of the corresponding
Portfolio at the end of the preceding Valuation Period (after any
amounts allocated or withdrawn for that Valuation Period).
(c) is the daily Separate Account mortality and expense risk charge and
asset based administrative charge relating to the Certificates, times
the number of calendar days in the Valuation Period. These daily
charges are at an effective annual rate not to exceed a total of 1.25%.
PART 2 - ANNUITY UNIT VALUES
The annuity unit value will be fixed on July , 1996 for Certificates with
assumed base rates of net investment return of both 5% and 3 1/2 % a year.
For each Valuation Period after that date, it is the annuity unit value for
the immediately preceding Valuation Period multiplied by the adjusted Net
Investment Factor under the Certificate. For each Valuation Period, the
adjusted Net Investment Factor is equal to the Net Investment Factor reduced
for each day in the Valuation Period by:
o .00013366 of the Net Investment Factor if the assumed base rate of net
investment return is 5% a year; or
o .00009425 of the Net Investment Factor if the assumed base rate of net
investment return is 3 1/2 %.
Because of this adjustment, the annuity unit value rises and falls depending
on whether the actual rate of net investment return (after deduction of
charges) is higher or lower than the assumed base rate.
All Certificates have a 5% assumed base rate of net investment return, except
in states where that rate is not permitted. Annuity payments under
Certificates with an assumed base rate of 3 1/2 % will at first be smaller
than those under Certificates with a 5% assumed base rate. Payments under the
3 1/2 % Certificates, however, will rise more rapidly when unit values are
rising, and payments will fall more slowly when unit values are falling than
those under 5% Certificates.
The amounts of variable annuity payments are determined as follows:
Payments normally start on the Business Day specified on your election form,
or on such other future date as specified therein and are made on a monthly
basis. The first three payments are of equal amounts. Each of the first three
payments will be based on the amount specified in the Tables of Guaranteed
Annuity Payments in the Certificate.
The first three payments depend on the assumed base rate of net investment
return and the form of annuity chosen (and any fixed period). If the annuity
involved a life contingency, the risk class and the age of the annuitants
will affect payments.
The amount of the fourth and each later payment will vary according to the
investment performance of the Common Stock Fund. Each monthly payment will be
calculated by multiplying the number of annuity units credited by the average
annuity unit value for the second calendar month immediately preceding the
due date of the payment. The number of units is calculated by dividing the
first monthly payment by the annuity unit value for the Valuation Period
which includes the due date of the first monthly payment. The average annuity
unit value is the average of the annuity unit values for the Valuation
Periods ending in that month. Variable income annuities may also be available
by separate prospectus through the Common Stock or other Funds of other
separate accounts we offer.
Illustration of Changes in Annuity Unit Values.
To show how we determine variable annuity payments from month to month,
assume that the Annuity Account Value on an Annuity Commencement Date is
enough to fund an annuity with a monthly payment of $363 and that the annuity
unit value for the Valuation Period
2
<PAGE>
that includes the due date of the first annuity payment is $1.05. The number
of annuity units credited under the contract would be 345.71 (363 divided by
1.05 = 345.71).
If the fourth monthly payment is due in March, and the average annuity unit
value for January was $1.10, the annuity payment for March would be the
number of units (345.71) times the average annuity unit value ($1.10), or
$380.28. If the average annuity unit value was $1 in February, the annuity
payment for April would be 345.71 times $1, or $345.71.
PART 3 - CUSTODIAN AND
INDEPENDENT ACCOUNTANTS
Equitable Life is the custodian for shares of the Trust owned by the Separate
Account.
The consolidated financial statements of Equitable Life for the years ended
December 31, 1995 and 1994 included in the SAI have been audited by Price
Waterhouse LLP.
The consolidated financial statements of Equitable Life for the years ended
December 31, 1995 and 1994 included in this SAI have been so included in
reliance on the reports of Price Waterhouse LLP, independent accountants,
given on the authority of such firm as experts in accounting and auditing.
PART 4 - MONEY MARKET
FUND AND INTERMEDIATE
GOVERNMENT SECURITIES
FUND YIELD INFORMATION
Money Market Fund
The Money Market Fund calculates yield information for seven-day periods. The
seven-day current yield calculation is based on a hypothetical Certificate
with one Accumulation Unit at the beginning of the period. To determine the
seven-day rate of return, the net change in the Accumulation Unit Value is
computed by subtracting the Accumulation Unit Value at the beginning of the
period from an Accumulation Unit Value, exclusive of capital changes, at the
end of the period.
Accumulation Unit Values reflect all other accrued expenses of the Money
Market Fund but do not reflect the withdrawal charge, the guaranteed minimum
death benefit charge or charges for applicable taxes such as state or local
premium taxes.
The adjusted net change is divided by the Accumulation Unit Value at the
beginning of the period to obtain the adjusted base period rate of return.
This seven-day adjusted base period return is then multiplied by 365/7 to
produce an annualized seven-day current yield figure carried to the nearest
one-hundredth of one percent.
The effective yield is obtained by modifying the current yield to give effect
to the compounding nature of the Money Market Fund's investments, as follows:
the unannualized adjusted base period return is compounded by adding one to
the adjusted base period return, raising the sum to a power equal to 365
divided by 7, and subtracting one from the result, i.e., effective yield =
(base period return + 1 ) 365/7 -1. The Money Market Fund yields will
fluctuate daily. Accordingly, yields for any given period are not necessarily
representative of future results. In addition, the value of Accumulation
Units of the Money Market Fund will fluctuate and not remain constant.
Intermediate Government Securities Fund
The Intermediate Government Securities Fund calculates yield information for
30-day periods. The 30-day current yield calculation is based on a
hypothetical Certificate with one Accumu- lation Unit at the beginning of the
period. To determine the 30-day rate of return, the net change in the
Accumulation Unit Value is computed by subtracting the Accumulation Unit
Value at the beginning of the period from an Accumulation Unit Value,
exclusive of capital changes, at the end of the period.
Accumulation Unit Values reflect all other accrued expenses of the
Intermediate Government Securities Fund but do not reflect the withdrawal
charge, the guaranteed minimum death benefit charge or charges for applicable
taxes such as state or local premium taxes.
The adjusted net change is divided by the Accumulation Unit Value at the
beginning of the period to obtain the adjusted base period rate of return.
This 30-day adjusted base period return is then multiplied by 365/30 to
produce an annualized 30-day current yield figure carried to the nearest
one-hundredth of one percent.
The effective yield is obtained by modifying the current yield to give effect
to the compounding nature of the Intermediate Government Securities Fund's
investments, as follows: the unannualized adjusted base period return is
compounded by adding one to the adjusted base period return, raising the sum
to a power equal
3
<PAGE>
to 365 divided by 30, and subtracting one from the result, i.e., effective
yield = (base period return + 1) 365/30 -1. Intermediate Government
Securities Fund yields will fluctuate daily. Accordingly, yields for any
given period are not necessarily representative of future results. In
addition, the value of the Accumulation Units of the Intermediate Government
Securities Fund will fluctuate and not remain constant.
Money Market Fund and Intermediate Government Securities Fund Yield
Information
Money Market Fund and the Intermediate Government Securities Fund yields
reflect charges that are not normally reflected in the yields of other
investments and therefore may be lower when compared with yields of other
investments. Money Market Fund and Intermediate Government Securities Fund
yields should not be compared to the return on fixed rate investments which
guarantee rates of interest for specified periods, such as the Guarantee
Periods. Nor should the yield be compared to the yield of money market funds
or government securities funds made available to the general public.
Because the Accumulator Certificates described in the prospectus are being
offered for the first time in 1996, no yield information is presented.
PART 5 - LONG-TERM MARKET TRENDS
As a tool for understanding how different investment strategies may affect
long-term results, it may be useful to consider the historical returns on
different types of assets. The following charts present historical return
trends for various types of securities. The information presented, while not
directly related to the performance of the Investment Funds, helps to provide
a perspective on the potential returns of different asset classes over
different periods of time. By combining this information with knowledge of
personal financial needs (e.g., the length of time until you retire, your
financial requirements at retirement), you may be able to better determine
how you wish to allocate contributions among the Accumulator Investment
Funds.
Historically, the long-term investment performance of common stocks has
generally been superior to that of long- or short-term debt securities. For
those investors who have many years until retirement, or whose primary focus
is on long-term growth potential and protection against inflation, there may
be advantages to allocating some or all of their Annuity Account Value to
those Investment Funds that invest in stocks.
Growth of $1 Invested on January 1, 1955
(Values are as of the last business day)
[THE FOLLOWING TABLE WAS REPRESENTED AS A STACKED AREA
GRAPH IN THE PROSPECTUS]
S&P 500
TOTAL U.S.
RETURN INFLATION
------ ---------
INDEX VALUE
------ ---------
Dec 1954 1.00 1.00
Dec 1955 1.32 1.00
Dec 1956 1.40 1.03
Dec 1957 1.25 1.06
Dec 1958 1.79 1.08
Dec 1959 2.01 1.10
Dec 1960 2.02 1.11
Dec 1961 2.56 1.12
Dec 1962 2.34 1.14
Dec 1963 2.87 1.15
Dec 1964 3.34 1.17
Dec 1965 3.76 1.19
Dec 1966 3.38 1.23
Dec 1967 4.19 1.27
Dec 1968 4.65 1.33
Dec 1969 4.26 1.41
Dec 1970 4.43 1.49
Dec 1971 5.06 1.54
Dec 1972 6.02 1.59
Dec 1973 5.14 1.73
Dec 1974 3.78 1.94
Dec 1975 5.18 2.08
Dec 1976 6.42 2.18
Dec 1977 5.96 2.32
Dec 1978 6.35 2.53
Dec 1979 7.52 2.87
Dec 1980 9.96 3.23
Dec 1981 9.47 3.51
Dec 1982 11.50 3.65
Dec 1983 14.09 3.79
Dec 1984 14.97 3.94
Dec 1985 19.78 4.09
Dec 1986 23.44 4.13
Dec 1987 24.66 4.32
Dec 1988 28.81 4.51
Dec 1989 37.88 4.72
Dec 1990 36.68 5.00
Dec 1991 47.89 5.16
Dec 1992 51.56 5.31
Dec 1993 56.71 5.45
Dec 1994 57.45 5.60
Dec 1995 78.95 5.75
[END OF GRAPHICALLY REPRESENTED DATA]
[BLACK] Common Stock [WHITE] Inflation
Source: Ibbotson Associates, Inc. See discussion and information preceding
and following chart.
Over shorter periods of time, however, common stocks tend to be subject to
more dramatic changes in value than fixed income (debt) securities. Investors
who are nearing retirement age, or who have a need to limit short-term risk,
may find it preferable to allocate a smaller percentage of their Annuity
Account Value to those Investment Funds that invest in common stocks. The
following graph illustrates the monthly fluctuations in value of $1 based on
monthly returns of the Standard & Poor's 500 during 1990, a year that
represents more typical volatility than 1995.
4
<PAGE>
Growth of $1 Invested on January 1, 1990
(Values are as of the last business day)
[THE FOLLOWING TABLE WAS REPRESENTED AS A SCATTER
GRAPH IN THE PROSPECTUS]
S&P 500
U.S. IT TOTAL
GVT TR RETURN
------ ---------
INDEX INDEX
------ ---------
Dec 1989 1.00 1.00
Jan 1990 0.99 0.93
Feb 1990 0.99 0.94
Mar 1990 0.99 0.97
Apr 1990 0.98 0.95
May 1990 1.01 1.04
Jun 1990 1.02 1.03
Jul 1990 1.04 1.03
Aug 1990 1.03 0.93
Sep 1990 1.04 0.89
Oct 1990 1.06 0.89
Nov 1990 1.08 0.94
Dec 1990 1.10 0.97
Common Stock Intermediate-Term Govt. Bonds
[END OF GRAPHICALLY REPRESENTED DATA]
Source: Ibbotson Associates, Inc. See discussion and information preceding
and following chart.
The following chart illustrates average annual rates of return over selected
time periods between December 31, 1926 and December 31, 1995 for different
types of securities: common stocks, long-term government bonds, long-term
corporate bonds, intermediate-term government bonds and U.S. Treasury Bills.
For comparison purposes, the Consumer Price Index is shown as a measure of
inflation. The average annual returns shown in the chart reflect capital
appreciation and assume the reinvestment of dividends and interest. No
investment management fees or expenses, and no charges typically associated
with deferred annuity products, are reflected.
The information presented is merely a summary of past experience for
unmanaged groups of securities and is neither an estimate or guarantee of
future performance. Any investment in securities, whether equity or debt,
involves varying degrees of potential risk, in addition to offering varying
degrees of potential reward.
The rates of return illustrated do not represent returns of the Separate
Account. In addition, there is no assurance that the performance of the
Investment Funds will correspond to rates of return such as those illustrated
in the chart.
For a comparative illustration of performance results of the Investment Funds
(which reflect the Trust and Separate Account charges), see "Part 3:
Investment Performance" in the prospectus.
MARKET TRENDS:
ILLUSTRATIVE ANNUAL RATES OF RETURN
<TABLE>
<CAPTION>
LONG-TERM INTERMEDIATE-
FOR THE FOLLOWING PERIODS COMMON LONG-TERM CORPORATE TERM GOVT. U.S. TREASURY CONSUMER
ENDING 12/31/95 STOCKS GOVT. BONDS BONDS BONDS BILLS PRICE INDEX
- ----------------------------- -------- ------------- ----------- --------------- --------------- -------------
<S> <C> <C> <C> <C> <C> <C>
1 Year 37.43% 31.67% 26.39% 16.80% 5.60% 2.74%
3 Years 15.26 12.82 10.47 7.22 4.13 2.72
5 Years 16.57 13.10 12.07 8.81 4.29 2.83
10 Years 14.84 11.92 11.25 9.08 5.55 3.48
20 Years 14.59 10.45 10.54 9.69 7.28 5.23
30 Years 10.68 7.92 8.17 8.36 6.72 5.39
40 Years 10.78 6.38 6.75 7.02 5.73 4.46
50 Years 11.94 5.35 5.75 5.87 4.80 4.36
60 Years 11.34 5.20 5.46 5.34 4.01 4.10
Since 12/31/26 10.54 5.17 5.69 5.25 3.72 3.12
Inflation adjusted since 1926 7.20 1.99 2.49 2.07 0.58 --
</TABLE>
SOURCE: Ibbotson, Roger G., and Rex A. Sinquefield, Stocks, Bonds, Bills, and
Inflation (SBBI), 1982, updated in Stocks, Bonds, Bills and Inflation 1996
Yearbook(Trademark), Ibbotson Associates Inc., Chicago. All rights reserved.
COMMON STOCKS (S&P 500)--Standard and Poor's Composite Index, an unmanaged
weighted index of the stock performance of 500 industrial, transportation,
utility and financial companies.
LONG-TERM GOVERNMENT BONDS--Measured using a one-bond portfolio constructed
each year containing a bond with approximately a twenty year maturity and a
reasonably current coupon.
LONG-TERM CORPORATE BONDS--For the period 1969-1995, represented by the
Salomon Brothers Long-term, High-Grade Corporate Bond Index for the period
1946-1968, the Salomon Brothers Index was backdated using Salomon Brothers
monthly yield data and a methodology similar to that used by Salomon Brothers
for 1969-1995; for the period 1927-1945, the Standard and Poor's monthly
High-Grade Corporate Composite yield data were used, assuming a 4 percent
coupon and a twenty year maturity.
5
<PAGE>
INTERMEDIATE-TERM GOVERNMENT BONDS--Measured by a one-bond portfolio
constructed each year containing a bond with approximately a five year
maturity.
U. S. TREASURY BILLS--Measured by rolling over each month a one-bill
portfolio containing, at the beginning of each month, the bill having the
shortest maturity not less than one month.
INFLATION--Measured by the Consumer Price Index for all Urban Consumers
(CPI-U), not seasonally adjusted.
- -----------------------------------------------------------------------------
PART 6 - FINANCIAL STATEMENTS
The consolidated financial statements of The Equitable Life Assurance Society
of the United States included herein should be considered only
as bearing upon the ability of Equitable Life to meet its obligations under
the Certificates. There are no financial statements for the Separate Account
as it had not commenced operations as of the date of the prospectus and SAI.
6
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Shareholder of
The Equitable Life Assurance Society of the United States
In our opinion, the accompanying consolidated balance sheets and the related
consolidated statements of earnings, of shareholder's equity and of cash flows
present fairly, in all material respects, the financial position of The
Equitable Life Assurance Society of the United States and its subsidiaries
("Equitable Life") at December 31, 1995 and 1994, and the results of their
operations and their cash flows for each of the three years in the period ended
December 31, 1995, in conformity with generally accepted accounting principles.
These financial statements are the responsibility of Equitable Life'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.
As discussed in Note 2 to the consolidated financial statements, Equitable Life
changed its methods of accounting for loan impairments in 1995, for
postemployment benefits in 1994 and for investment securities in 1993.
PRICE WATERHOUSE LLP
New York, New York
February 7, 1996
F-1
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1995 AND 1994
<TABLE>
<CAPTION>
1995 1994
----------------- -----------------
(IN MILLIONS)
<S> <C> <C>
ASSETS
Investments:
Fixed maturities:
Available for sale, at estimated fair value............................. $ 15,899.9 $ 7,586.0
Held to maturity, at amortized cost..................................... - 5,223.0
Mortgage loans on real estate............................................. 3,638.3 4,018.0
Equity real estate........................................................ 3,916.2 4,446.4
Policy loans.............................................................. 1,976.4 1,731.2
Other equity investments.................................................. 621.1 678.5
Investment in and loans to affiliates..................................... 636.6 560.2
Other invested assets..................................................... 706.1 489.3
----------------- -----------------
Total investments..................................................... 27,394.6 24,732.6
Cash and cash equivalents................................................... 774.7 693.6
Deferred policy acquisition costs........................................... 3,083.3 3,221.1
Amounts due from discontinued GIC Segment................................... 2,097.1 2,108.6
Other assets................................................................ 2,713.1 2,078.6
Closed Block assets......................................................... 8,612.8 8,105.5
Separate Accounts assets.................................................... 24,566.6 20,469.5
----------------- -----------------
TOTAL ASSETS................................................................ $ 69,242.2 $ 61,409.5
================= =================
LIABILITIES
Policyholders' account balances............................................. $ 21,752.6 $ 21,238.0
Future policy benefits and other policyholders' liabilities................. 4,171.8 3,840.8
Short-term and long-term debt............................................... 1,899.3 1,337.4
Other liabilities........................................................... 3,379.5 2,300.1
Closed Block liabilities.................................................... 9,507.2 9,069.5
Separate Accounts liabilities............................................... 24,531.0 20,429.3
----------------- -----------------
Total liabilities..................................................... 65,241.4 58,215.1
----------------- -----------------
Commitments and contingencies (Notes 10, 12, 13, 14 and 15)
SHAREHOLDER'S EQUITY
Common stock, $1.25 par value 2.0 million shares authorized, issued
and outstanding........................................................... 2.5 2.5
Capital in excess of par value.............................................. 2,913.6 2,913.6
Retained earnings........................................................... 781.6 484.0
Net unrealized investment gains (losses).................................... 338.2 (203.0)
Minimum pension liability................................................... (35.1) (2.7)
----------------- -----------------
Total shareholder's equity............................................ 4,000.8 3,194.4
----------------- -----------------
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY.................................. $ 69,242.2 $ 61,409.5
================= =================
</TABLE>
See Notes to Consolidated Financial Statements.
F-2
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
CONSOLIDATED STATEMENTS OF EARNINGS
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
<TABLE>
<CAPTION>
1995 1994 1993
----------------- ----------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
REVENUES
Universal life and investment-type product policy fee
income...................................................... $ 771.0 $ 715.0 $ 644.5
Premiums...................................................... 606.8 625.6 599.1
Net investment income......................................... 2,127.7 2,030.9 2,599.3
Investment gains, net......................................... 5.3 91.8 533.4
Commissions, fees and other income............................ 886.8 845.4 1,717.2
Contribution from the Closed Block............................ 124.4 151.0 128.3
----------------- ----------------- -----------------
Total revenues.......................................... 4,522.0 4,459.7 6,221.8
----------------- ----------------- -----------------
BENEFITS AND OTHER DEDUCTIONS
Interest credited to policyholders' account balances.......... 1,244.2 1,201.3 1,330.0
Policyholders' benefits....................................... 1,011.3 920.6 1,003.9
Other operating costs and expenses............................ 1,856.5 1,943.1 3,584.2
----------------- ----------------- -----------------
Total benefits and other deductions..................... 4,112.0 4,065.0 5,918.1
----------------- ----------------- -----------------
Earnings before Federal income taxes and cumulative
effect of accounting change................................. 410.0 394.7 303.7
Federal income taxes.......................................... 112.4 101.2 91.3
----------------- ----------------- -----------------
Earnings before cumulative effect of accounting change........ 297.6 293.5 212.4
Cumulative effect of accounting change, net of Federal
income taxes................................................ - (27.1) -
----------------- ----------------- -----------------
Net Earnings.................................................. $ 297.6 $ 266.4 $ 212.4
================= ================= =================
</TABLE>
See Notes to Consolidated Financial Statements.
F-3
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
CONSOLIDATED STATEMENTS OF SHAREHOLDER'S EQUITY
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
<TABLE>
<CAPTION>
1995 1994 1993
----------------- ----------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Common stock, at par value, beginning of year................. $ 2.5 $ 2.5 $ 2.0
Increase in par value......................................... - - .5
----------------- ----------------- -----------------
Common stock, at par value, end of year....................... 2.5 2.5 2.5
----------------- ----------------- -----------------
Capital in excess of par value, beginning of year............. 2,913.6 2,613.6 2,273.9
Additional capital in excess of par value..................... - 300.0 340.2
Increase in par value......................................... - - (.5)
----------------- ----------------- -----------------
Capital in excess of par value, end of year................... 2,913.6 2,913.6 2,613.6
----------------- ----------------- -----------------
Retained earnings, beginning of year.......................... 484.0 217.6 5.2
Net earnings.................................................. 297.6 266.4 212.4
----------------- ----------------- -----------------
Retained earnings, end of year................................ 781.6 484.0 217.6
----------------- ----------------- -----------------
Net unrealized investment (losses) gains, beginning of year... (203.0) 131.9 78.8
Change in unrealized investment gains (losses)................ 541.2 (334.9) (9.5)
Effect of adopting new accounting standard.................... - - 62.6
----------------- ----------------- -----------------
Net unrealized investment gains (losses), end of year......... 338.2 (203.0) 131.9
----------------- ----------------- -----------------
Minimum pension liability, beginning of year.................. (2.7) (15.0) -
Change in minimum pension liability........................... (32.4) 12.3 (15.0)
----------------- ----------------- -----------------
Minimum pension liability, end of year........................ (35.1) (2.7) (15.0)
----------------- ----------------- -----------------
TOTAL SHAREHOLDER'S EQUITY, END OF YEAR....................... $ 4,000.8 $ 3,194.4 $ 2,950.6
================= ================= =================
</TABLE>
See Notes to Consolidated Financial Statements.
F-4
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
<TABLE>
<CAPTION>
1995 1994 1993
----------------- ----------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Net earnings.................................................. $ 297.6 $ 266.4 $ 212.4
Adjustments to reconcile net earnings to net cash
provided (used) by operating activities:
Net change in trading activities and broker-dealer
related receivables/payables.............................. - - (4,177.8)
Increase in matched resale agreements....................... - - (2,900.5)
Increase in matched repurchase agreements................... - - 2,900.5
Investment gains, net of dealer and trading gains........... (5.3) (91.8) (160.8)
Change in amounts due from discontinued GIC Segment......... - 57.3 47.8
General Account policy charges.............................. (769.7) (711.9) (623.4)
Interest credited to policyholders' account balances........ 1,244.2 1,201.3 1,330.0
Changes in Closed Block assets and liabilities, net......... (69.6) (95.1) (73.3)
Other, net.................................................. 627.1 7.8 (416.1)
----------------- ----------------- -----------------
Net cash provided (used) by operating activities.............. 1,324.3 634.0 (3,861.2)
----------------- ----------------- -----------------
Cash flows from investing activities:
Maturities and repayments................................... 1,863.1 2,319.7 3,479.6
Sales....................................................... 8,901.4 5,661.9 7,399.2
Return of capital from joint ventures and limited
partnerships.............................................. 65.2 39.0 119.5
Purchases................................................... (11,675.5) (7,417.6) (11,184.2)
Decrease (increase) in loans to discontinued GIC Segment.... 1,226.9 (40.0) (880.0)
Cash received on sale of 61% interest in DLJ................ - - 346.7
Other, net.................................................. (625.5) (371.1) (317.0)
----------------- ----------------- -----------------
Net cash (used) provided by investing activities.............. (244.4) 191.9 (1,036.2)
----------------- ----------------- -----------------
Cash flows from financing activities:
Policyholders' account balances:
Deposits.................................................. 2,414.9 2,082.7 2,410.7
Withdrawals............................................... (2,692.7) (2,887.4) (2,433.5)
Net (decrease) increase in short-term financings............ (16.4) (173.0) 4,717.2
Additions to long-term debt................................. 599.7 51.8 97.7
Repayments of long-term debt................................ (40.7) (199.8) (64.4)
Proceeds from issuance of Alliance units.................... - 100.0 -
Payment of obligation to fund accumulated deficit of
discontinued GIC Segment.................................. (1,215.4) - -
Capital contribution from the Holding Company............... - 300.0 -
Other, net.................................................. (48.2) - -
----------------- ----------------- -----------------
Net cash (used) provided by financing activities.............. (998.8) (725.7) 4,727.7
----------------- ----------------- -----------------
Change in cash and cash equivalents........................... 81.1 100.2 (169.7)
Cash and cash equivalents, beginning of year.................. 693.6 593.4 763.1
----------------- ----------------- -----------------
Cash and Cash Equivalents, End of Year........................ $ 774.7 $ 693.6 $ 593.4
================= ================= =================
Supplemental cash flow information
Interest Paid............................................... $ 89.6 $ 34.9 $ 1,437.2
================= ================= =================
Income Taxes (Refunded) Paid................................ $ (82.7) $ 49.2 $ 41.0
================= ================= =================
</TABLE>
See Notes to Consolidated Financial Statements.
F-5
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1) ORGANIZATION
The Equitable Life Assurance Society of the United States ("Equitable
Life") converted to a stock life insurance company on July 22, 1992 and
became a wholly owned subsidiary of The Equitable Companies Incorporated
(the "Holding Company"). Equitable Life's insurance business, which is
comprised of an Individual Insurance and Annuities segment and a Group
Pension segment is conducted principally by Equitable Life and its
wholly owned life insurance subsidiary, Equitable Variable Life
Insurance Company ("EVLICO"). Equitable Life's investment management
business, which comprises the Investment Services segment, is conducted
principally by Alliance Capital Management L.P. ("Alliance"), Equitable
Real Estate Investment Management, Inc. ("EREIM") and Donaldson, Lufkin
and Jenrette, Inc. ("DLJ"), an investment banking and brokerage
affiliate. AXA, a French holding company for an international group of
insurance and related financial services companies is the Holding
Company's largest shareholder, owning approximately 60.6% at December
31, 1995 (63.5% assuming conversion of Series E Convertible Preferred
Stock held by AXA and 54.2% if all securities convertible into, or
options on, common stock were to be converted or exercised).
2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Principles of Consolidation
-----------------------------------------------------
The accompanying consolidated financial statements are prepared in
conformity with generally accepted accounting principles ("GAAP").
The accompanying consolidated financial statements include the accounts
of Equitable Life and its wholly owned life insurance subsidiaries
(collectively, the "Insurance Group"); non-insurance subsidiaries,
principally Alliance, an investment advisory subsidiary and EREIM, a
real estate investment management subsidiary; and those partnerships and
joint ventures in which the Company has control and a majority economic
interest (collectively, including its consolidated subsidiaries, the
"Company"). The consolidated statement of earnings and cash flow for the
year ended December 31, 1993 include the results of operations and cash
flow of DLJ, an investment banking and brokerage affiliate, on a
consolidated basis through December 15, 1993 (see Note 20). Subsequent
to that date, DLJ is accounted for on the equity basis. The Closed Block
assets and liabilities and results of operations are presented in the
consolidated financial statements as single line items (see Note 6).
Unless specifically stated, all disclosures contained herein supporting
the consolidated financial statements exclude the Closed Block related
amounts.
The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
All significant intercompany transactions and balances have been
eliminated in consolidation other than intercompany transactions and
balances with the Closed Block and the discontinued Guaranteed Interest
Contract ("GIC") Segment (see Note 7).
Certain reclassifications have been made in the amounts presented for
prior periods to conform these periods with the 1995 presentation.
F-6
<PAGE>
Closed Block
------------
As of July 22, 1992, Equitable Life established the Closed Block for the
benefit of certain classes of individual participating policies for
which Equitable Life had a dividend scale payable in 1991 and which were
in force on that date. Assets were allocated to the Closed Block in an
amount which, together with anticipated revenues from policies included
in the Closed Block, was reasonably expected to be sufficient to support
such business, including provision for payment of claims, certain
expenses and taxes, and for continuation of dividend scales payable in
1991, assuming the experience underlying such scales continues.
Assets allocated to the Closed Block inure solely to the benefit of the
holders of policies included in the Closed Block and will not revert to
the benefit of the Holding Company. The plan of demutualization
prohibits the reallocation, transfer, borrowing or lending of assets
between the Closed Block and other portions of Equitable Life's General
Account, any of its Separate Accounts or to any affiliate of Equitable
Life without the approval of the New York Superintendent of Insurance.
Closed Block assets and liabilities are carried on the same basis as
similar assets and liabilities held in the General Account.
The excess of Closed Block liabilities over Closed Block assets
represents the expected future post-tax contribution from the Closed
Block which would be recognized in income over the period the policies
and contracts in the Closed Block remain in force. If the actual
contribution from the Closed Block in any given period equals or exceeds
the expected contribution for such period as determined at the
establishment of the Closed Block, the expected contribution would be
recognized in income for that period. Any excess of the actual
contribution over the expected contribution would also be recognized in
income to the extent that the aggregate expected contribution for all
prior periods exceeded the aggregate actual contribution. Any remaining
excess of actual contribution over expected contributions would be
accrued in the Closed Block as a liability for future dividends to be
paid to the Closed Block policyholders. If, over the period the policies
and contracts in the Closed Block remain in force, the actual
contribution from the Closed Block is less than the expected
contribution from the Closed Block, only such actual contribution would
be recognized in income.
Discontinued Operations
-----------------------
In 1991, the Company's management adopted a plan to discontinue the
business operations of the GIC Segment, consisting of the Guaranteed
Interest Contract and Group Non-Participating Wind-Up Annuities lines of
business. The Company established a pre-tax provision for the estimated
future losses of the GIC line of business and a premium deficiency
reserve for the Group Non-Participating Wind-Up Annuities. Subsequent
losses incurred have been charged to the allowance for future losses and
the premium deficiency reserve. Total allowances are based upon
management's best judgment and there is no assurance that the ultimate
losses will not differ.
Accounting Changes
------------------
In the first quarter of 1995, the Company adopted Statement of Financial
Accounting Standards ("SFAS") No. 114, "Accounting by Creditors for
Impairment of a Loan". This statement applies to all loans, including
loans restructured in a troubled debt restructuring involving a
modification of terms. This statement addresses the accounting for
impairment of a loan by specifying how allowances for credit losses
should be determined. Impaired loans within the scope of this statement
are measured based on the present value of expected future cash flows
discounted at the loan's effective interest rate, at the loan's
observable market price or the fair value of the collateral if the loan
is collateral dependent. The Company provides for impairment of loans
through an allowance for possible losses. The adoption of this statement
did not have a material effect on the level of these allowances or on
the Company's consolidated statements of earnings and shareholder's
equity.
F-7
<PAGE>
In the fourth quarter of 1994 (effective as of January 1, 1994), the
Company adopted SFAS No. 112, "Employers' Accounting for Postemployment
Benefits," which required employers to recognize the obligation to
provide postemployment benefits. Implementation of this statement
resulted in a charge for the cumulative effect of accounting change of
$27.1 million, net of a Federal income tax benefit of $14.6 million.
At December 31, 1993, the Company adopted SFAS No. 115, "Accounting for
Certain Investments in Debt and Equity Securities," which expanded the
use of fair value accounting for those securities that a company does
not have positive intent and ability to hold to maturity. Implementation
of this statement increased consolidated shareholder's equity by $62.6
million, net of deferred policy acquisition costs, amounts attributable
to participating group annuity contracts and deferred Federal income
tax. Beginning coincident with issuance of SFAS No. 115 implementation
guidance in November 1995, the Financial Accounting Standards Board
("FASB") permitted companies a one-time opportunity, through December
31, 1995, to reassess the appropriateness of the classification of all
securities held at that time. On December 1, 1995, the Company
transferred $4,794.9 million of securities classified as held to
maturity to the available for sale portfolio. As a result consolidated
shareholder's equity increased by $126.2 million, net of deferred policy
acquisition costs, amounts attributable to participating group annuity
contracts and deferred Federal income tax.
New Accounting Pronouncements
-----------------------------
In January 1995, the FASB issued SFAS No. 120, "Accounting and Reporting
by Mutual Life Insurance Enterprises and by Insurance Enterprises for
Certain Long-Duration Participating Contracts," which permits, but does
not require, stock life insurance companies with participating life
contracts to account for those contracts in accordance with Statement of
Position No. 95-1, "Accounting for Certain Insurance Activities of
Mutual Life Insurance Enterprises". The Company has decided to retain
the existing methodology to account for traditional participating
policies and, therefore, will not adopt this statement.
In March 1995, the FASB issued SFAS No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of," which requires that long-lived assets and certain identifiable
intangibles be reviewed for impairment whenever events or changes in
circumstances indicate the carrying amount of such assets may not be
recoverable. The Company will implement this statement as of January 1,
1996. The cumulative effect of this accounting change will be a charge
of $23.4 million, net of a Federal income tax benefit of $12.1 million,
due to the writedown to fair value of building improvements relating to
facilities being vacated beginning in 1996. The Company currently
provides allowances for possible losses for other assets under the scope
of this statement. Management has not yet determined the impact of this
statement on assets to be held and used.
In May 1995, the FASB issued SFAS No. 122, "Accounting for Mortgage
Servicing Rights," which requires a mortgage banking enterprise to
recognize rights to service mortgage loans for others as separate assets
however those servicing rights are acquired. It further requires
capitalized mortgage servicing rights be assessed for impairment based
on the fair value of those rights. The Company will implement this
statement as of January 1, 1996. Implementation of this statement will
not have a material effect on the Company's consolidated financial
statements.
In October 1995, the FASB issued SFAS No. 123, "Accounting for
Stock-Based Compensation". This statement defines a fair value based
method of accounting for stock-based employee compensation plans while
continuing to allow an entity to measure compensation cost for such
plans using the intrinsic value based method of accounting. Management
has decided to retain the current compensation cost methodology
prescribed by Accounting Principles Board Opinion No. 25, "Accounting
for Stock Issued to Employees".
F-8
<PAGE>
Valuation of Investments
------------------------
Fixed maturities, which the Company has both the ability and the intent
to hold to maturity, are stated principally at amortized cost. Fixed
maturities identified as available for sale are reported at estimated
fair value. The amortized cost of fixed maturities is adjusted for
impairments in value deemed to be other than temporary.
Mortgage loans on real estate are stated at unpaid principal balances,
net of unamortized discounts and valuation allowances. Effective with
the adoption of SFAS No. 114 on January 1, 1995, the valuation
allowances are based on the present value of expected future cash flows
discounted at the loan's original effective interest rate or the
collateral value if the loan is collateral dependent. However, if
foreclosure is or becomes probable, the measurement method used is
collateral value. Prior to the adoption of SFAS No. 114, the valuation
allowances were based on losses expected by management to be realized on
transfers of mortgage loans to real estate (upon foreclosure or
in-substance foreclosure), on the disposition or settlement of mortgage
loans and on mortgage loans management believed may not be collectible
in full. In establishing valuation allowances, management previously
considered, among other things the estimated fair value of the
underlying collateral.
Real estate, including real estate acquired in satisfaction of debt, is
stated at depreciated cost less valuation allowances. At the date of
foreclosure (including in-substance foreclosure), real estate acquired
in satisfaction of debt is valued at estimated fair value. Valuation
allowances on real estate held for the production of income are computed
using the forecasted cash flows of the respective properties discounted
at a rate equal to the Company's cost of funds; valuation allowances on
real estate available for sale are computed using the lower of current
estimated fair value, net of disposition costs, or depreciated cost.
Policy loans are stated at unpaid principal balances.
Partnerships and joint venture interests in which the Company does not
have control and a majority economic interest are reported on the equity
basis of accounting and are included either with equity real estate or
other equity investments, as appropriate.
Common stocks are carried at estimated fair value and are included in
other equity investments.
Short-term investments are stated at amortized cost which approximates
fair value and are included with other invested assets.
Cash and cash equivalents includes cash on hand, amounts due from banks
and highly liquid debt instruments purchased with an original maturity
of three months or less.
All securities are recorded in the consolidated financial statements on
a trade date basis.
Investment Results and Unrealized Investment Gains (Losses)
-----------------------------------------------------------
Net investment income and realized investment gains and losses
(collectively, "investment results") related to certain participating
group annuity contracts are passed through to the contractholders as
interest credited to policyholders' account balances.
Realized investment gains and losses are determined by specific
identification and are presented as a component of revenue. Valuation
allowances are netted against the asset categories to which they apply
and changes in the valuation allowances are included in investment gains
or losses.
Unrealized investment gains and losses on fixed maturities available for
sale and equity securities held by the Company are accounted for as a
separate component of shareholder's equity, net of related deferred
Federal income taxes, amounts attributable to the discontinued GIC
Segment, Closed Block, participating group annuity contracts and
deferred policy acquisition costs related to universal life and
investment-type products.
F-9
<PAGE>
Recognition of Insurance Income and Related Expenses
----------------------------------------------------
Premiums from universal life and investment-type contracts are reported
as deposits to policyholders' account balances. Revenues from these
contracts consist of amounts assessed during the period against
policyholders' account balances for mortality charges, policy
administration charges and surrender charges. Policy benefits and claims
that are charged to expense include benefit claims incurred in the
period in excess of related policyholders' account balances.
Premiums from traditional life and annuity policies with life
contingencies generally are recognized as income when due. Benefits and
expenses are matched with such income so as to result in the recognition
of profits over the life of the contracts. This match is accomplished by
means of the provision for liabilities for future policy benefits and
the deferral and subsequent amortization of policy acquisition costs.
For contracts with a single premium or a limited number of premium
payments due over a significantly shorter period than the total period
over which benefits are provided, premiums are recorded as income when
due with any excess profit deferred and recognized in income in a
constant relationship to insurance in force or, for annuities, the
amount of expected future benefit payments.
Premiums from individual health contracts are recognized as income over
the period to which the premiums relate in proportion to the amount of
insurance protection provided.
Deferred Policy Acquisition Costs
---------------------------------
The costs of acquiring new business, principally commissions,
underwriting, agency and policy issue expenses, all of which vary with
and are primarily related to the production of new business, are
deferred. Deferred policy acquisition costs are subject to
recoverability testing at the time of policy issue and loss recognition
testing at the end of each accounting period.
For universal life products and investment-type products, deferred
policy acquisition costs are amortized over the expected average life of
the contracts (periods ranging from 15 to 35 years and 5 to 17 years,
respectively) as a constant percentage of estimated gross profits
arising principally from investment results, mortality and expense
margins and surrender charges based on historical and anticipated future
experience, updated at the end of each accounting period. The effect on
the amortization of deferred policy acquisition costs of revisions to
estimated gross profits is reflected in earnings in the period such
estimated gross profits are revised. The effect on the deferred policy
acquisition cost asset that would result from realization of unrealized
gains (losses) is recognized with an offset to unrealized gains (losses)
in consolidated shareholder's equity as of the balance sheet date.
For traditional life and annuity policies with life contingencies,
deferred policy acquisition costs are amortized in proportion to
anticipated premiums. Assumptions as to anticipated premiums are
estimated at the date of policy issue and are consistently applied
during the life of the contracts. Deviations from estimated experience
are reflected in earnings in the period such deviations occur. For these
contracts, the amortization periods generally are for the estimated life
of the policy.
For individual health benefit insurance, deferred policy acquisition
costs are amortized over the expected average life of the contracts (10
years for major medical policies and 20 years for disability income
products) in proportion to anticipated premium revenue at time of issue.
Policyholders' Account Balances and Future Policy Benefits
----------------------------------------------------------
Policyholders' account balances for universal life and investment-type
contracts are equal to the policy account values. The policy account
values represent an accumulation of gross premium payments plus credited
interest less expense and mortality charges and withdrawals.
F-10
<PAGE>
For traditional life insurance policies, future policy benefit and
dividend liabilities are estimated using a net level premium method on
the basis of actuarial assumptions as to mortality, persistency and
interest established at policy issue. Assumptions established at policy
issue as to mortality and persistency are based on the Insurance Group's
experience which, together with interest and expense assumptions,
provide a margin for adverse deviation. When the liabilities for future
policy benefits plus the present value of expected future gross premiums
for a product are insufficient to provide for expected future policy
benefits and expenses for that product, deferred policy acquisition
costs are written off and thereafter, if required, a premium deficiency
reserve is established by a charge to earnings. Benefit liabilities for
traditional annuities during the accumulation period are equal to
accumulated contractholders' fund balances and after annuitization are
equal to the present value of expected future payments. Interest rates
used in establishing such liabilities range from 2.25% to 11.5% for life
insurance liabilities and from 2.25% to 13.5% for annuity liabilities.
Individual health benefit liabilities for active lives are estimated
using the net level premium method, and assumptions as to future
morbidity, withdrawals and interest which provide a margin for adverse
deviation. Benefit liabilities for disabled lives are estimated using
the present value of benefits method and experience assumptions as to
claim terminations, expenses and interest.
Claim reserves and associated liabilities for individual disability
income and major medical policies were $639.6 million, $570.6 million at
December 31, 1995 and 1994, respectively. Incurred benefits (benefits
paid plus changes in claim reserves) and benefits paid for individual
disability income and major medical policies are summarized as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Incurred benefits related to current year.......... $ 176.0 $ 188.6 $ 193.1
Incurred benefits related to prior years........... 67.8 28.7 106.1
----------------- ---------------- -----------------
Total Incurred Benefits............................ $ 243.8 $ 217.3 $ 299.2
================= ================ =================
Benefits paid related to current year.............. $ 37.0 $ 43.7 $ 48.9
Benefits paid related to prior years............... 137.8 132.3 123.1
----------------- ---------------- -----------------
Total Benefits Paid................................ $ 174.8 $ 176.0 $ 172.0
================= ================ =================
</TABLE>
The amount of policyholders' dividends to be paid (including those on
policies included in the Closed Block) is determined annually by
Equitable Life's Board of Directors. The aggregate amount of
policyholders' dividends is related to actual interest, mortality,
morbidity and expense experience for the year and judgment as to the
appropriate level of statutory surplus to be retained by Equitable Life.
Equitable Life is subject to limitations on the amount of statutory
profits which can be retained with respect to certain classes of
individual participating policies that were in force on July 22, 1992
which are not included in the Closed Block and with respect to
participating policies issued subsequent to July 22, 1992. Excess
statutory profits, if any, will be distributed over time to such
policyholders and will not be available to Equitable Life's shareholder.
Earnings in excess of limitations are accrued as policyholders'
dividends.
At December 31, 1995, participating policies including those in the
Closed Block represent approximately 27.2% ($58.4 billion) of directly
written life insurance in force, net of amounts ceded. Participating
policies represent primarily all of the premium income as reflected in
the consolidated statements of earnings and in the results of the Closed
Block.
F-11
<PAGE>
Federal Income Taxes
--------------------
Equitable Life and its life insurance and non-life insurance
subsidiaries file a consolidated Federal income tax return with the
Holding Company and its non-life insurance subsidiaries. Current Federal
income taxes are charged or credited to operations based upon amounts
estimated to be payable or recoverable as a result of taxable operations
for the current year. Deferred income tax assets and liabilities are
recognized based on the difference between financial statement carrying
amounts and income tax bases of assets and liabilities using enacted
income tax rates and laws.
Separate Accounts
-----------------
Separate Accounts are established in conformity with the New York State
Insurance Law and generally are not chargeable with liabilities that
arise from any other business of the Insurance Group. Separate Accounts
assets are subject to General Account claims only to the extent the
value of such assets exceeds the Separate Accounts liabilities.
Assets and liabilities of the Separate Accounts, representing net
deposits and accumulated net investment earnings less fees, held
primarily for the benefit of contractholders, and for which the
Insurance Group does not bear the investment risk, are shown as separate
captions in the consolidated balance sheets. The Insurance Group bears
the investment risk on assets held in one Separate Account, therefore,
such assets are carried on the same basis as similar assets held in the
General Account portfolio. Assets held in the other Separate Accounts
are carried at quoted market values or, where quoted values are not
available, at estimated fair values as determined by the Insurance
Group.
The investment results of Separate Accounts on which the Insurance Group
does not bear the investment risk are reflected directly in Separate
Accounts liabilities. For the years ended December 31, 1995, 1994 and
1993, investment results of such Separate Accounts were $1,956.3
million, $676.3 million and $1,676.5 million, respectively.
Deposits to all Separate Accounts are reported as increases in Separate
Accounts liabilities and are not reported in revenues. Mortality, policy
administration and surrender charges on all Separate Accounts are
included in revenues.
F-12
<PAGE>
3) INVESTMENTS
The following tables provide additional information relating to fixed
maturities and equity securities:
<TABLE>
<CAPTION>
GROSS GROSS
AMORTIZED UNREALIZED UNREALIZED ESTIMATED
COST GAINS LOSSES FAIR VALUE
----------------- ----------------- ---------------- ---------------
(IN MILLIONS)
<S> <C> <C> <C> <C>
DECEMBER 31, 1995
Fixed Maturities:
Available for Sale:
Corporate.......................... $ 10,910.7 $ 617.6 $ 118.1 $ 11,410.2
Mortgage-backed.................... 1,838.0 31.2 1.2 1,868.0
U.S. Treasury securities and
U.S. government and
agency securities................ 2,257.0 77.8 4.1 2,330.7
States and political subdivisions.. 45.7 5.2 - 50.9
Foreign governments................ 124.5 11.0 .2 135.3
Redeemable preferred stock......... 108.1 5.3 8.6 104.8
----------------- ----------------- ---------------- ---------------
Total Available for Sale............... $ 15,284.0 $ 748.1 $ 132.2 $ 15,899.9
================= ================= ================ ===============
Equity Securities:
Common stock......................... $ 97.3 $ 49.1 $ 18.0 $ 128.4
================= ================= ================ ===============
December 31, 1994
Fixed Maturities:
Available for Sale:
Corporate.......................... $ 5,663.4 $ 34.6 $ 368.0 $ 5,330.0
Mortgage-backed.................... 686.0 2.9 44.8 644.1
U.S. Treasury securities and
U.S. government and
agency securities................ 1,519.3 6.7 71.9 1,454.1
States and political subdivisions.. 23.4 .1 .7 22.8
Foreign governments................ 43.8 .3 4.2 39.9
Redeemable preferred stock......... 108.4 .4 13.7 95.1
----------------- ----------------- ---------------- ---------------
Total Available for Sale............... $ 8,044.3 $ 45.0 $ 503.3 $ 7,586.0
================= ================= ================ ===============
Held to Maturity:
Corporate.......................... $ 4,661.0 $ 67.9 $ 233.8 $ 4,495.1
U.S. Treasury securities and
U.S. government and
agency securities................ 428.9 4.6 44.2 389.3
States and political subdivisions.. 63.4 .9 3.7 60.6
Foreign governments................ 69.7 4.2 2.0 71.9
================= ================= ================ ===============
Total Held to Maturity................. $ 5,223.0 $ 77.6 $ 283.7 $ 5,016.9
================= ================= ================ ===============
Equity Securities:
Common stock......................... $ 126.4 $ 31.2 $ 23.5 $ 134.1
================= ================= ================ ===============
</TABLE>
F-13
<PAGE>
For publicly traded fixed maturities and equity securities, estimated
fair value is determined using quoted market prices. For fixed
maturities without a readily ascertainable market value, the Company has
determined an estimated fair value using a discounted cash flow
approach, including provisions for credit risk, generally based upon the
assumption that such securities will be held to maturity. Estimated fair
value for equity securities, substantially all of which do not have a
readily ascertainable market value, has been determined by the Company.
Such estimated fair values do not necessarily represent the values for
which these securities could have been sold at the dates of the
consolidated balance sheets. At December 31, 1995 and 1994, securities
without a readily ascertainable market value having an amortized cost of
$3,748.9 million and $3,980.4 million, respectively, had estimated fair
values of $3,981.8 million and $3,858.7 million, respectively.
The contractual maturity of bonds at December 31, 1995 is shown below:
<TABLE>
<CAPTION>
AVAILABLE FOR SALE
------------------------------------
AMORTIZED ESTIMATED
COST FAIR VALUE
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Due in one year or less................................................ $ 357.9 $ 360.0
Due in years two through five.......................................... 3,773.1 3,847.1
Due in years six through ten........................................... 4,709.8 4,821.8
Due after ten years.................................................... 4,497.1 4,898.2
Mortgage-backed securities............................................. 1,838.0 1,868.0
---------------- -----------------
Total.................................................................. $ 15,175.9 $ 15,795.1
================ =================
</TABLE>
Bonds not due at a single maturity date have been included in the above
table in the year of final maturity. Actual maturities will differ from
contractual maturities because borrowers may have the right to call or
prepay obligations with or without call or prepayment penalties.
Investment valuation allowances and changes thereto are shown below:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Balances, beginning of year........................ $ 284.9 $ 355.6 $ 512.0
Additions charged to income........................ 136.0 51.0 92.8
Deductions for writedowns and asset dispositions... (95.6) (121.7) (249.2)
----------------- ---------------- -----------------
Balances, End of Year.............................. $ 325.3 $ 284.9 $ 355.6
================= ================ =================
Balances, end of year comprise:
Mortgage loans on real estate.................... $ 65.5 $ 64.2 $ 144.4
Equity real estate............................... 259.8 220.7 211.2
----------------- ---------------- -----------------
Total.............................................. $ 325.3 $ 284.9 $ 355.6
================= ================ =================
</TABLE>
Deductions for writedowns and asset dispositions for 1993 include an
$87.1 million writedown of fixed maturity investments at December 31,
1993 as a result of adopting a new accounting statement for the
valuation of these investments that requires specific writedowns instead
of valuation allowances.
At December 31, 1995, the carrying values of investments held for the
production of income which were non-income producing for the twelve
months preceding the consolidated balance sheet date were $37.2 million
of fixed maturities and $84.7 million of mortgage loans on real estate.
F-14
<PAGE>
The Insurance Group's fixed maturity investment portfolio includes
corporate high yield securities consisting of public high yield bonds,
redeemable preferred stocks and directly negotiated debt in leveraged
buyout transactions. The Insurance Group seeks to minimize the higher
than normal credit risks associated with such securities by monitoring
the total investments in any single issuer or total investment in a
particular industry group. Certain of these corporate high yield
securities are classified as other than investment grade by the various
rating agencies, i.e., a rating below Baa or National Association of
Insurance Commissioners ("NAIC") designation of 3 (medium grade), 4 or 5
(below investment grade) or 6 (in or near default). At December 31,
1995, approximately 15.57% of the $15,139.9 million aggregate amortized
cost of bonds held by the Insurance Group were considered to be other
than investment grade.
In addition to its holdings of corporate high yield securities, the
Insurance Group is an equity investor in limited partnership interests
which primarily invest in securities considered to be other than
investment grade.
The Company has restructured or modified the terms of certain fixed
maturity investments. The fixed maturity portfolio, based on amortized
cost, includes $15.9 million and $30.5 million at December 31, 1995 and
1994, respectively, of such restructured securities. These amounts
include fixed maturities which are in default as to principal and/or
interest payments, are to be restructured pursuant to commenced
negotiations or where the borrowers went into bankruptcy subsequent to
acquisition (collectively, "problem fixed maturities") of $1.6 million
and $9.7 million as of December 31, 1995 and 1994, respectively. Gross
interest income that would have been recorded in accordance with the
original terms of restructured fixed maturities amounted to $3.0
million, $7.5 million and $11.7 million in 1995, 1994 and 1993,
respectively. Gross interest income on these fixed maturities included
in net investment income aggregated $2.9 million, $6.8 million and $9.7
million in 1995, 1994 and 1993, respectively.
At December 31, 1995 and 1994, mortgage loans on real estate with
scheduled payments 60 days (90 days for agricultural mortgages) or more
past due or in foreclosure (collectively, "problem mortgage loans on
real estate") had an amortized cost of $87.7 million (2.4% of total
mortgage loans on real estate) and $96.9 million (2.3% of total mortgage
loans on real estate), respectively.
The payment terms of mortgage loans on real estate may from time to time
be restructured or modified. The investment in restructured mortgage
loans on real estate, based on amortized cost, amounted to $531.5
million and $447.9 million at December 31, 1995 and 1994, respectively.
These amounts include $3.8 million and $1.0 million of problem mortgage
loans on real estate at December 31, 1995 and 1994, respectively. Gross
interest income on restructured mortgage loans on real estate that would
have been recorded in accordance with the original terms of such loans
amounted to $52.1 million, $44.9 million and $51.8 million in 1995, 1994
and 1993, respectively. Gross interest income on these loans included in
net investment income aggregated $37.4 million, $32.8 million and $46.0
million in 1995, 1994 and 1993, respectively.
Impaired mortgage loans (as defined under SFAS No. 114) along with the
related provision for losses were as follows:
<TABLE>
<CAPTION>
December 31, 1995
-------------------
(IN MILLIONS)
<S> <C>
Impaired mortgage loans with provision for losses....................................... $ 310.1
Impaired mortgage loans with no provision for losses.................................... 160.8
-------------------
Recorded investment in impaired mortgage loans.......................................... 470.9
Provision for losses.................................................................... 62.7
-------------------
Net Impaired Mortgage Loans............................................................. $ 408.2
===================
</TABLE>
F-15
<PAGE>
Impaired mortgage loans with no provision for losses are loans where the
fair value of the collateral or the net present value of the loan equals
or exceeds the recorded investment. Interest income earned on loans
where the collateral value is used to measure impairment is recorded on
a cash basis. Interest income on loans where the present value method is
used to measure impairment is accrued on the net carrying value amount
of the loan at the interest rate used to discount the cash flows.
Changes in the present value attributable to changes in the amount or
timing of expected cash flows are reported as investment gains or
losses.
During the year ended December 31, 1995, the Company's average recorded
investment in impaired mortgage loans was $429.0 million. Interest
income recognized on these impaired mortgage loans totaled $27.9 million
for the year ended December 31, 1995, including $13.4 million recognized
on a cash basis.
At December 31, 1995, investments owned of any one issuer, including its
affiliates, for which the aggregate carrying values are 10% or more of
total shareholders' equity, were $508.3 million relating to Trammell
Crow and affiliates (including holdings of the Closed Block and the
discontinued GIC Segment). The amount includes restructured mortgage
loans on real estate with an amortized cost of $152.4 million. A $294.0
million commercial loan package which was in bankruptcy at the beginning
of the year was resolved in 1995, with part of the package reclassified
as restructured and the remainder reclassified as equity real estate.
The Insurance Group's investment in equity real estate is through direct
ownership and through investments in real estate joint ventures. At
December 31, 1995 and 1994, the carrying value of equity real estate
available for sale amounted to $255.5 million and $447.8 million,
respectively. For the years ended December 31, 1995, 1994 and 1993,
respectively, real estate of $35.3 million, $189.8 million and $261.8
million was acquired in satisfaction of debt. At December 31, 1995 and
1994, the Company owned $862.7 million and $1,086.9 million,
respectively, of real estate acquired in satisfaction of debt.
Depreciation of real estate is computed using the straight-line method
over the estimated useful lives of the properties, which generally range
from 40 to 50 years. Accumulated depreciation on real estate was $662.4
million and $703.1 million at December 31, 1995 and 1994, respectively.
Depreciation expense on real estate totaled $121.7 million, $117.0
million and $115.3 million for the years ended December 31, 1995, 1994
and 1993, respectively.
F-16
<PAGE>
4) JOINT VENTURES AND PARTNERSHIPS
Summarized combined financial information of real estate joint ventures
(38 and 47 individual ventures as of December 31, 1995 and 1994,
respectively) and of limited partnership interests accounted for under
the equity method, in which the Company has an investment of $10.0
million or greater and an equity interest of 10% or greater is as
follows:
<TABLE>
<CAPTION>
DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
FINANCIAL POSITION
Investments in real estate, at depreciated cost........................ $ 2,684.1 $ 2,786.7
Investments in securities, generally at estimated fair value........... 2,459.8 3,071.2
Cash and cash equivalents.............................................. 489.1 359.8
Other assets........................................................... 270.8 398.7
---------------- -----------------
Total assets........................................................... 5,903.8 6,616.4
---------------- -----------------
Borrowed funds - third party........................................... 1,782.3 1,759.6
Borrowed funds - the Company........................................... 220.5 238.0
Other liabilities...................................................... 593.9 987.7
---------------- -----------------
Total liabilities...................................................... 2,596.7 2,985.3
---------------- -----------------
Partners' Capital...................................................... $ 3,307.1 $ 3,631.1
================ =================
Equity in partners' capital included above............................. $ 902.2 $ 964.2
Equity in limited partnership interests not included above............. 212.8 224.6
Excess (deficit) of equity in partners' capital over investment cost
and equity earnings.................................................. 3.6 (1.8)
Notes receivable from joint venture.................................... 5.3 6.1
---------------- -----------------
Carrying Value......................................................... $ 1,123.9 $ 1,193.1
================ =================
</TABLE>
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
STATEMENTS OF EARNINGS
Revenues of real estate joint ventures............. $ 463.5 $ 537.7 $ 602.7
Revenues of other limited partnership interests.... 242.3 103.4 319.1
Interest expense - third party..................... (135.3) (114.9) (118.8)
Interest expense - the Company..................... (41.0) (36.9) (52.1)
Other expenses..................................... (397.7) (430.9) (531.7)
----------------- ---------------- -----------------
Net Earnings....................................... $ 131.8 $ 58.4 $ 219.2
================= ================ =================
Equity in net earnings included above.............. $ 49.1 $ 18.9 $ 71.6
Equity in net earnings of limited partnerships
interests not included above..................... 44.8 25.3 46.3
Excess of earnings in joint ventures over equity
ownership percentage and amortization of
differences in bases............................. .9 1.8 9.2
Interest on notes receivable....................... .1 - .5
----------------- ---------------- -----------------
Total Equity in Net Earnings....................... $ 94.9 $ 46.0 $ 127.6
================= ================ =================
</TABLE>
F-17
<PAGE>
5) NET INVESTMENT INCOME AND INVESTMENT GAINS (LOSSES)
The sources of net investment income are summarized as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Fixed maturities................................... $ 1,151.0 $ 1,024.5 $ 981.7
Trading account securities......................... - - 709.3
Securities purchased under resale agreements....... - - 533.8
Mortgage loans on real estate...................... 329.0 384.3 457.4
Equity real estate................................. 560.4 561.8 539.1
Other equity investments........................... 76.9 35.7 110.4
Policy loans....................................... 144.4 122.7 117.0
Broker-dealer related receivables.................. - - 292.2
Other investment income............................ 279.7 336.3 304.9
----------------- ---------------- -----------------
Gross investment income.......................... 2,541.4 2,465.3 4,045.8
----------------- ---------------- -----------------
Interest expense to finance short-term trading
instruments...................................... - - 983.4
Other investment expenses.......................... 413.7 434.4 463.1
----------------- ---------------- -----------------
Investment expenses.............................. 413.7 434.4 1,446.5
----------------- ---------------- -----------------
Net Investment Income.............................. $ 2,127.7 $ 2,030.9 $ 2,599.3
================= ================ =================
</TABLE>
Investment gains (losses), net, including changes in the valuation
allowances, are summarized as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Fixed maturities................................... $ 119.9 $ (14.1) $ 123.1
Mortgage loans on real estate...................... (40.2) (43.1) (65.1)
Equity real estate................................. (86.6) 20.6 (18.5)
Other equity investments........................... 12.8 76.0 119.5
Dealer and trading gains........................... - - 372.5
Sales of newly issued Alliance Units............... - 52.4 -
Other.............................................. (.6) - 1.9
----------------- ---------------- -----------------
Investment Gains, Net.............................. $ 5.3 $ 91.8 $ 533.4
================= ================ =================
</TABLE>
Writedowns of fixed maturities amounted to $46.7 million, $30.8 million
and $5.4 million for the years ended December 31, 1995, 1994 and 1993,
respectively.
For the years ended December 31, 1995 and 1994, respectively, proceeds
received on sales of fixed maturities classified as available for sale
amounted to $8,206.0 million and $5,253.9 million. Gross gains of $211.4
million and $65.2 million and gross losses of $64.2 million and $50.8
million, respectively, were realized on these sales. The change in
unrealized investment gains (losses) related to fixed maturities
classified as available for sale for the years ended December 31, 1995
and 1994 amounted to $1,077.2 million and $(742.2) million,
respectively.
Gross gains of $188.5 million and gross losses of $145.0 million were
realized on sales of investments in fixed maturities held for investment
and available for sale for the year ended December 31, 1993.
F-18
<PAGE>
During each of the years ended December 31, 1995 and 1994, one security
classified as held to maturity was sold and during the eleven months
ended November 30, 1995 and the year ended December 31, 1994,
respectively, twelve and six securities so classified were transferred
to the available for sale portfolio. All actions were taken as a result
of a significant deterioration in creditworthiness. The aggregate
amortized cost of the securities sold were $1.0 million and $19.9
million with a related investment gain of $-0- million and $.8 million
recognized in 1995 and 1994, respectively; the aggregate amortized cost
of the securities transferred was $116.0 million and $42.8 million with
gross unrealized investment losses of $3.2 million and $3.1 million
charged to consolidated shareholders' equity for the eleven months ended
November 30, 1995 and the year ended December 31, 1994, respectively. On
December 1, 1995, the Company transferred $4,794.9 million of securities
classified as held to maturity to the available for sale portfolio. As a
result, unrealized gains on fixed maturities increased $307.0 million,
offset by deferred policy acquisition costs of $73.7 million, amounts
attributable to participating group annuity contracts of $39.2 million
and deferred Federal income tax of $67.9 million.
Investment gains from other equity investments for the year ended
December 31, 1993, included $79.9 million generated by DLJ's involvement
in long-term corporate development investments.
For the years ended December 31, 1995, 1994 and 1993, investment results
passed through to certain participating group annuity contracts as
interest credited to policyholders' account balances amounted to $131.2
million, $175.8 million and $243.2 million, respectively.
During 1995, Alliance entered into an agreement to acquire the business
of Cursitor-Eaton Asset Management Company and Cursitor Holdings Limited
(collectively, "Cursitor") for approximately $141.5 million consisting
of $84.9 million in cash, 1,764,115 of Alliance's publicly traded units
("Alliance Units"), 6% notes aggregating $21.5 million payable ratably
over four years, and substantial additional consideration which will be
determined at a later date. The transaction, which is expected to be
completed during the first quarter of 1996, is subject to the receipt of
consents, regulatory approvals, and certain other closing conditions,
including client approval of the transfer of Cursitor accounts. Upon
completion of this transaction, the Company's ownership percentage of
Alliance will be reduced.
In 1994, Alliance sold 4.96 million newly issued Alliance Units to third
parties at prevailing market prices. The sales decreased the Company's
ownership of Alliance's Units from 63.2% to 59.2%. In addition, the
Company continues to hold its 1% general partnership interest in
Alliance. The Company recognized an investment gain of $52.4 million as
a result of these transactions.
The Company's ownership interest in Alliance will be further reduced
upon the exercise of options granted to certain Alliance employees. At
December 31, 1995, Alliance had options outstanding to purchase an
aggregate of 4.8 million Alliance Units at a price ranging from $6.0625
to $22.25 per unit. Options are exercisable at a rate of 20% on each of
the first five anniversary dates from the date of grant.
Net unrealized investment gains (losses), included in the consolidated
balance sheets as a component of equity and the changes for the
corresponding years, are summarized as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Balance, beginning of year......................... $ (203.0) $ 131.9 $ 78.8
Changes in unrealized investment (losses) gains.... 1,117.7 (823.8) (14.1)
Effect of adopting SFAS No. 115.................... - - 283.9
Changes in unrealized investment (gains)
losses attributable to:
Participating group annuity contracts.......... (78.1) 40.8 (36.2)
Deferred policy acquisition costs.............. (208.4) 269.5 (150.5)
Deferred Federal income taxes.................. (290.0) 178.6 (30.0)
----------------- ---------------- -----------------
Balance, End of Year............................... $ 338.2 $ (203.0) $ 131.9
================= ================ =================
</TABLE>
F-19
<PAGE>
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Balance, end of year comprises:
Unrealized investment (losses) gains on:
Fixed maturities............................... $ 615.9 $ (461.3) $ 283.9
Other equity investments....................... 31.1 7.7 75.8
Other.......................................... 31.6 14.5 25.0
----------------- ---------------- -----------------
Total........................................ 678.6 (439.1) 384.7
Amounts of unrealized investment (gains)
losses attributable to:
Participating group annuity contracts........ (72.2) 5.9 (34.9)
Deferred policy acquisition costs............ (89.4) 119.0 (150.5)
Deferred Federal income taxes................ (178.8) 111.2 (67.4)
----------------- ---------------- -----------------
Total.............................................. $ 338.2 $ (203.0) $ 131.9
================= ================ =================
</TABLE>
6) CLOSED BLOCK
Summarized financial information of the Closed Block follows:
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------------------
1995 1994
----------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Assets
Fixed Maturities:
Available for sale, at estimated fair value (amortized cost,
$3,662.8 and $1,270.3)........................................... $ 3,896.2 $ 1,197.0
Held to maturity, at amortized cost (estimated fair value of
$1,785.0 in 1994)................................................ - 1,927.8
Mortgage loans on real estate........................................ 1,368.8 1,543.7
Policy loans......................................................... 1,797.2 1,827.9
Cash and other invested assets....................................... 440.9 442.5
Deferred policy acquisition costs.................................... 823.6 878.1
Other assets......................................................... 286.1 288.5
----------------- -----------------
Total Assets......................................................... $ 8,612.8 $ 8,105.5
================= =================
Liabilities
Future policy benefits and policyholders' account balances........... $ 9,346.7 $ 8,965.3
Other liabilities.................................................... 160.5 104.2
----------------- -----------------
Total Liabilities.................................................... $ 9,507.2 $ 9,069.5
================= =================
</TABLE>
F-20
<PAGE>
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Revenues
Premiums and other revenue......................... $ 753.4 $ 798.1 $ 860.2
Investment income (net of investment
expenses of $26.7, $19.0 and $17.3).............. 538.9 523.0 526.5
Investment losses, net............................. (20.2) (24.0) (15.0)
----------------- ---------------- -----------------
Total revenues............................... 1,272.1 1,297.1 1,371.7
----------------- ---------------- -----------------
Benefits and Other Deductions
Policyholders' benefits and dividends.............. 1,085.1 1,075.6 1,141.4
Other operating costs and expenses................. 62.6 70.5 102.0
----------------- ---------------- -----------------
Total benefits and other deductions.......... 1,147.7 1,146.1 1,243.4
----------------- ---------------- -----------------
Contribution from the Closed Block................. $ 124.4 $ 151.0 $ 128.3
================= ================ =================
</TABLE>
The fixed maturity portfolio, based on amortized cost, includes $4.3
million and $23.8 million at December 31, 1995 and 1994, respectively,
of restructured securities which includes problem fixed maturities of
$1.9 million and $6.4 million, respectively.
During the eleven months ended November 30, 1995, one security
classified as held to maturity was sold and ten securities classified as
held to maturity were transferred to the available for sale portfolio.
All actions resulted from a significant deterioration in
creditworthiness. The amortized cost of the security sold was $4.2
million. The aggregate amortized cost of the securities transferred was
$81.3 million with gross unrealized investment losses of $.1 million
transferred to equity. At December 1, 1995, $1,750.7 million of
securities classified as held to maturity were transferred to the
available for sale portfolio. As a result, unrealized gains of $88.5
million on fixed maturities were recognized and offset by an increase to
the deferred dividend liability. Implementation of SFAS No. 115 for the
valuation of fixed maturities at December 31, 1993 resulted in the
recognition of a deferred dividend liability of $49.6 million.
At December 31, 1995 and 1994, problem mortgage loans on real estate had
an amortized cost of $36.5 million and $27.6 million, respectively, and
mortgage loans on real estate for which the payment terms have been
restructured had an amortized cost of $137.7 million and $179.2 million,
respectively. At December 31, 1995 and 1994, the restructured mortgage
loans on real estate amount included $8.8 million and $.7 million,
respectively, of problem mortgage loans on real estate.
Valuation allowances amounted to $18.4 million and $46.2 million on
mortgage loans on real estate and $4.3 million and $2.6 million on
equity real estate at December 31, 1995 and 1994, respectively.
Writedowns of fixed maturities amounted to $16.8 million and $15.9
million and $1.7 million for the years ended December 31, 1995, 1994 and
1993, respectively.
Many expenses related to Closed Block operations are charged to
operations outside of the Closed Block; accordingly, the contribution
from the Closed Block does not represent the actual profitability of the
Closed Block operations. Operating costs and expenses outside of the
Closed Block are, therefore, disproportionate to the business outside of
the Closed Block.
F-21
<PAGE>
7) DISCONTINUED OPERATIONS
Summarized financial information of the GIC Segment follows:
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------------------
1995 1994
----------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Assets
Mortgage loans on real estate........................................ $ 1,485.8 $ 1,730.5
Equity real estate................................................... 1,122.1 1,194.8
Other invested assets................................................ 665.2 978.8
Other assets......................................................... 579.3 529.5
----------------- -----------------
Total Assets......................................................... $ 3,852.4 $ 4,433.6
================= =================
Liabilities
Policyholders' liabilities........................................... $ 1,399.8 $ 1,924.0
Allowance for future losses.......................................... 164.2 185.6
Amounts due to continuing operations................................. 2,097.1 2,108.6
Other liabilities.................................................... 191.3 215.4
----------------- -----------------
Total Liabilities.................................................... $ 3,852.4 $ 4,433.6
================= =================
</TABLE>
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Revenues
Investment income (net of investment expenses
of $143.8, $174.0 and $175.8).................... $ 325.1 $ 395.0 $ 535.1
Investment (losses) gains, net..................... (22.9) 26.8 (22.6)
Policy fees, premiums and other income............. .7 .3 8.7
----------------- ---------------- -----------------
Total revenues..................................... 302.9 422.1 521.2
Benefits and other deductions...................... 328.0 443.8 545.9
----------------- ---------------- -----------------
Losses Charged to Allowance for Future Losses...... $ (25.1) $ (21.7) $ (24.7)
================= ================ =================
</TABLE>
In 1991, the Company established a pre-tax provision of $396.7 million
for the estimated future losses of the GIC Segment. At December 31,
1993, implementation of SFAS No. 115 for the valuation of fixed
maturities resulted in a benefit of $13.1 million, offset by a
corresponding addition to the allowance for future losses.
The amounts due to continuing operations at December 31, 1994 consisted
of $3,324.0 million borrowed by the GIC Segment from continuing
operations, offset by $1,215.4 million representing an obligation of
continuing operations to provide assets to fund the accumulated deficit
of the GIC Segment. In January 1995, continuing operations transferred
$1,215.4 million in cash to the GIC Segment in settlement of its
obligation. Subsequently, the GIC Segment remitted $1,155.4 million in
cash to continuing operations in partial repayment of borrowings by the
GIC Segment. No gains or losses were recognized on these transactions.
Amounts due to continuing operations at December 31, 1995, consisted of
$2,097.1 million borrowed by the discontinued GIC Segment.
F-22
<PAGE>
Investment income included $88.2 million and $97.7 million of interest
income for the years ended December 31, 1994 and 1993, respectively, on
amounts due from continuing operations. Benefits and other deductions
includes $154.6 million, $219.7 million and $197.1 million of interest
expense related to amounts borrowed from continuing operations in 1995,
1994 and 1993, respectively.
Valuation allowances amounted to $19.2 million and $50.2 million on
mortgage loans on real estate and $77.9 million and $74.7 million on
equity real estate at December 31, 1995 and 1994, respectively.
Writedowns of fixed maturities amounted to $8.1 million, $17.8 million
and $1.1 million for the years ended December 31, 1995, 1994 and 1993,
respectively.
The fixed maturity portfolio, based on amortized cost, includes $15.1
million and $43.3 million at December 31, 1995 and 1994, respectively,
of restructured securities. These amounts include problem fixed
maturities of $6.1 million and $9.7 million at December 31, 1995 and
1994, respectively.
At December 31, 1995 and 1994, problem mortgage loans on real estate had
amortized costs of $35.4 million and $14.9 million, respectively, and
mortgage loans on real estate for which the payment terms have been
restructured had amortized costs of $289.3 million and $371.2 million,
respectively.
At December 31, 1995 and 1994, the GIC Segment had $310.9 million and
$312.2 million, respectively, of real estate acquired in satisfaction of
debt.
8) SHORT-TERM AND LONG-TERM DEBT
Short-term and long-term debt consists of the following:
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------------------
1995 1994
----------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Short-term debt...................................................... $ - $ 20.0
----------------- -----------------
Long-term debt:
Equitable Life:
Surplus notes, 6.95%, scheduled to mature 2005..................... 399.3 -
Surplus notes, 7.70%, scheduled to mature 2015..................... 199.6 -
Eurodollar notes, 10.375% due 1995................................. - 34.6
Eurodollar notes, 10.5% due 1997................................... 76.2 76.2
Zero coupon note, 11.25% due 1997.................................. 120.1 107.8
Other.............................................................. 16.3 14.3
----------------- -----------------
Total Equitable Life........................................... 811.5 232.9
----------------- -----------------
Wholly Owned and Joint Venture Real Estate:
Mortgage notes, 4.98% - 12.75% due through 2019.................... 1,084.4 1,080.6
----------------- -----------------
Alliance:
Other.............................................................. 3.4 3.9
----------------- -----------------
Total long-term debt................................................. 1,899.3 1,317.4
----------------- -----------------
Total Short-term and Long-term Debt.................................. $ 1,899.3 $ 1,337.4
================= =================
</TABLE>
Short-term Debt
---------------
Equitable Life has a $350.0 million bank credit facility available to
fund short-term working capital needs and to facilitate the securities
settlement process. The credit facility consists of two types of
borrowing options with varying interest rates. The interest rates are
based on external indices dependent on the type of borrowing and at
December 31, 1995 range from 5.8% (the London Interbank Offering Rate
plus 22.5 basis points) to 8.5% (the prime rate). There were no
borrowings outstanding under this bank credit facility at December 31,
1995.
F-23
<PAGE>
Equitable Life has a commercial paper program with an issue limit of
$500.0 million. This program is available for general corporate purposes
used to support Equitable Life's liquidity needs and is supported by
Equitable Life's existing $350.0 million five-year bank credit facility.
There were no borrowings outstanding under this program at December 31,
1995.
In 1994, Alliance established a $100.0 million revolving credit facility
with several banks. On March 31, 1997, the revolving credit facility
converts into a term loan payable in quarterly installments through
March 31, 1999. Outstanding borrowings generally bear interest at the
Eurodollar rate plus .875% per annum through March 31, 1997 and at the
Eurodollar rate plus 1.125% per annum after conversion through March 31,
1999. In addition, a quarterly commitment fee of .25% per annum is paid
on the average daily unused amount. At December 31, 1995, there were no
amounts outstanding under the facility.
In 1994, Alliance also established a $100.0 million commercial paper
program and entered into a three-year $100.0 million revolving credit
facility with a group of commercial banks to support commercial paper to
be issued under the program and for general corporate purposes. Amounts
outstanding under the facility bear interest at an annual rate ranging
from the Eurodollar rate plus .225% to the Eurodollar rate plus .2875%.
A fee of .125% per annum is paid quarterly on the entire facility. At
December 31, 1995, Alliance had not issued any commercial paper and
there were no amounts outstanding under the revolving credit facility.
During 1994, EREIM established two bank lines of credit totaling $30.0
million of which $20.0 million was outstanding at December 31, 1994.
Long-term Debt
--------------
Several of the long-term debt agreements have restrictive covenants
related to the total amount of debt, net tangible assets and other
matters. The Company is in compliance with all debt covenants.
On December 18, 1995, Equitable Life issued, in accordance with Section
1307 of the New York Insurance Law, $400.0 million of surplus notes
having an interest rate of 6.95% scheduled to mature in 2005 and $200.0
million of surplus notes having an interest rate of 7.70% scheduled to
mature in 2015. Proceeds from the issuance of the surplus notes were
$596.6 million, net of related issuance costs. The unamortized discount
on the surplus notes was $1.1 million at December 31, 1995. Payments of
interest on or principal of the surplus notes are subject to prior
approval by the New York Insurance Department.
The Company has pledged real estate, mortgage loans, cash and securities
amounting to $1,629.7 million and $1,744.4 million at December 31, 1995
and 1994, respectively, as collateral for certain long-term debt.
At December 31, 1995, aggregate maturities of the long-term debt based
on required principal payments at maturity for 1996 and the succeeding
four years are $124.0 million, $466.6 million, $309.5 million, $15.8
million, respectively, and $1,015.0 million thereafter.
9) FEDERAL INCOME TAXES
A summary of the Federal income tax expense (benefit) in the
consolidated statements of earnings is shown below:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Federal income tax expense (benefit):
Current.......................................... $ (11.7) $ 4.0 $ 115.8
Deferred......................................... 124.1 97.2 (24.5)
----------------- ---------------- -----------------
Total.............................................. $ 112.4 $ 101.2 $ 91.3
================= ================ =================
</TABLE>
F-24
<PAGE>
The Federal income taxes attributable to consolidated operations are
different from the amounts determined by multiplying the earnings before
Federal income taxes and cumulative effect of accounting change by the
expected Federal income tax rate of 35%. The sources of the difference
and the tax effects of each are as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Expected Federal income tax expense................ $ 143.5 $ 138.1 $ 106.3
Differential earnings amount....................... - (16.8) (23.2)
Adjustment of tax audit reserves................... 4.1 (4.6) 22.9
Tax rate adjustment................................ - - (5.0)
Other.............................................. (35.2) (15.5) (9.7)
----------------- --------------- -----------------
Federal Income Tax Expense......................... $ 112.4 $ 101.2 $ 91.3
================= ================ =================
</TABLE>
Prior to the date of demutualization, Equitable Life reduced its
deduction for policyholder dividends by the differential earnings
amount. This amount was computed, for each tax year, by multiplying
Equitable Life's average equity base, as determined for tax purposes, by
an estimate of the excess of an imputed earnings rate for stock life
insurance companies over the average mutual life insurance companies'
earnings rate. The differential earnings amount for each tax year was
subsequently recomputed when actual earnings rates were published by the
Internal Revenue Service. As a stock life insurance company, Equitable
Life is no longer required to reduce its policyholder dividend deduction
by the differential earnings amount, but differential earnings amounts
for pre-demutualization years were still being recomputed in 1994 and
1993.
The components of the net deferred Federal income tax asset are as
follows:
<TABLE>
<CAPTION>
DECEMBER 31, 1995 December 31, 1994
--------------------------------- ---------------------------------
ASSETS LIABILITIES Assets Liabilities
--------------- ---------------- --------------- ---------------
(IN MILLIONS)
<S> <C> <C> <C> <C>
Deferred policy acquisition costs,
reserves and reinsurance............. $ - $ 303.2 $ - $ 220.3
Investments............................ - 326.9 - 18.7
Compensation and related benefits...... 293.0 - 307.3 -
Other.................................. - 32.3 - 5.8
--------------- ---------------- --------------- ---------------
Total.................................. $ 293.0 $ 662.4 $ 307.3 $ 244.8
=============== ================ =============== ===============
</TABLE>
The deferred Federal income tax expense (benefit) impacting operations
reflect the net tax effects of temporary differences between the
carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for income tax purposes. The sources of
these temporary differences and the tax effects of each are as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Deferred policy acquisition costs, reserves
and reinsurance.................................. $ 55.1 $ 13.0 $ (46.7)
Investments........................................ 13.0 89.3 60.4
Compensation and related benefits.................. 30.8 10.0 (50.1)
Other.............................................. 25.2 (15.1) 11.9
----------------- ---------------- -----------------
Deferred Federal Income Tax Expense (Benefit)...... $ 124.1 $ 97.2 $ (24.5)
================= ================ =================
</TABLE>
F-25
<PAGE>
The Internal Revenue Service completed its audit of the Company's
Federal income tax returns for the years 1984 through 1988. There was no
material effect on the Company's consolidated results of operations.
10) REINSURANCE AGREEMENTS
The Insurance Group assumes and cedes reinsurance with other insurance
companies. The Insurance Group evaluates the financial condition of its
reinsurers to minimize its exposure to significant losses from reinsurer
insolvencies. The effect of reinsurance (excluding group life and
health) is summarized as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Direct premiums.................................... $ 474.2 $ 476.7 $ 458.8
Reinsurance assumed................................ 171.3 180.5 169.9
Reinsurance ceded.................................. (38.7) (31.6) (29.6)
----------------- ---------------- -----------------
Premiums........................................... $ 606.8 $ 625.6 $ 599.1
================= ================ =================
Universal Life and Investment-type Product
Policy Fee Income Ceded.......................... $ 38.9 $ 27.5 $ 33.7
================= ================ =================
Policyholders' Benefits Ceded...................... $ 48.2 $ 20.7 $ 72.3
================= ================ =================
Interest Credited to Policyholders' Account
Balances Ceded................................... $ 28.5 $ 25.4 $ 24.1
================= ================ =================
</TABLE>
In February 1993, management established a practice limiting the risk
retention on new policies issued by the Insurance Group to a maximum of
$5.0 million. In addition, effective January 1, 1994, all in force
business above $5.0 million was reinsured. The Insurance Group also
reinsures the entire risk on certain substandard underwriting risks as
well as in certain other cases.
The Insurance Group cedes 100% of its group life and health business to
a third party insurance company. Premiums ceded totaled $260.6 million,
$241.0 million and $895.1 million for the years ended December 31, 1995,
1994 and 1993, respectively. Ceded death and disability benefits totaled
$188.1 million, $235.5 million and $787.8 million for the years ended
December 31, 1995, 1994 and 1993, respectively. Insurance liabilities
ceded totaled $724.2 million and $833.4 million at December 31, 1995 and
1994, respectively.
11) EMPLOYEE BENEFIT PLANS
The Company sponsors qualified and non-qualified defined benefit plans
covering substantially all employees (including certain qualified
part-time employees), managers and certain agents. The pension plans are
non-contributory and benefits are based on a cash balance formula or
years of service and final average earnings, if greater, under certain
grandfathering rules in the plans. The Company's funding policy is to
make the minimum contribution required by the Employee Retirement Income
Security Act of 1974.
Components of net periodic pension (credit) cost for the qualified and
non-qualified plans are as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Service cost....................................... $ 30.0 $ 30.3 $ 29.8
Interest cost on projected benefit obligations..... 122.0 111.0 108.0
Actual return on assets............................ (309.2) 24.4 (178.6)
Net amortization and deferrals..................... 155.6 (142.5) 55.3
----------------- ---------------- -----------------
Net Periodic Pension (Credit) Cost................. $ (1.6) $ 23.2 $ 14.5
================= ================ =================
</TABLE>
F-26
<PAGE>
The funded status of the qualified and non-qualified pension plans is as
follows:
<TABLE>
<CAPTION>
DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Actuarial present value of obligations:
Vested............................................................... $ 1,642.4 $ 1,295.5
Non-vested........................................................... 10.9 8.7
--------------- -----------------
Accumulated Benefit Obligation......................................... $ 1,653.3 $ 1,304.2
================ =================
Plan assets at fair value.............................................. $ 1,503.8 $ 1,193.5
Projected benefit obligation........................................... 1,743.0 1,403.4
---------------- -----------------
Projected benefit obligation in excess of plan assets.................. (239.2) (209.9)
Unrecognized prior service cost........................................ (25.5) (33.2)
Unrecognized net loss from past experience different from that
assumed.............................................................. 368.2 298.9
Unrecognized net asset at transition................................... (7.3) (20.8)
Additional minimum liability........................................... (51.9) (37.8)
---------------- -----------------
Prepaid (Accrued) Pension Cost......................................... $ 44.3 $ (2.8)
================ =================
</TABLE>
The discount rate and rate of increase in future compensation levels
used in determining the actuarial present value of projected benefit
obligations were 7.25% and 4.50%, respectively, at December 31, 1995 and
8.75% and 4.88%, respectively, at December 31, 1994. As of January 1,
1995 and 1994, the expected long-term rate of return on assets for the
retirement plan was 11% and 10%, respectively.
The Company recorded, as a reduction of shareholder's equity, an
additional minimum pension liability of $35.1 million and $2.7 million,
net of Federal income taxes, at December 31, 1995 and 1994,
respectively, representing the excess of the accumulated benefit
obligation over the fair value of plan assets and accrued pension
liability.
The pension plan's assets include corporate and government debt
securities, equity securities, equity real estate and shares of Group
Trusts managed by Alliance.
As of December 31, 1993, the Company changed the method of determining
the market-related value of plan assets from fair value to a calculated
value. This change in estimate had no material effect on the Company's
consolidated statements of earnings.
Prior to 1987, the qualified plan funded participants' benefits through
the purchase of non-participating annuity contracts from Equitable Life.
Benefit payments under these contracts were approximately $36.4 million,
$38.1 million and $39.9 million for the years ended December 31, 1995,
1994 and 1993, respectively.
The Company provides certain medical and life insurance benefits
(collectively, "postretirement benefits") for qualifying employees,
managers and agents retiring from the Company on or after attaining age
55 who have at least 10 years of service. The life insurance benefits
are related to age and salary at retirement. The costs of postretirement
benefits are recognized in accordance with the provisions of SFAS No.
106. The Company continues to fund postretirement benefits costs on a
pay-as-you-go basis and, for the years ended December 31, 1995, 1994 and
1993, the Company made estimated postretirement benefits payments of
$31.1 million, $29.8 million and $29.7 million, respectively.
F-27
<PAGE>
The following table sets forth the postretirement benefits plan's
status, reconciled to amounts recognized in the Company's consolidated
financial statements:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Service cost....................................... $ 4.0 $ 3.9 $ 5.3
Interest cost on accumulated postretirement
benefits obligation.............................. 34.7 28.6 29.2
Unrecognized prior service cost.................... (2.3) (3.9) (6.9)
Net amortization and deferrals..................... - - 1.5
----------------- ---------------- -----------------
Net Periodic Postretirement Benefits Costs......... $ 36.4 $ 28.6 $ 29.1
================= ================ =================
</TABLE>
<TABLE>
<CAPTION>
DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Accumulated postretirement benefits obligation:
Retirees............................................................. $ 391.8 $ 300.4
Fully eligible active plan participants.............................. 50.4 33.0
Other active plan participants....................................... 64.2 44.0
---------------- -----------------
506.4 377.4
Unrecognized benefit of plan amendments................................ - 3.2
Unrecognized prior service cost........................................ 56.3 61.9
Unrecognized net loss from past experience different from that
assumed and from changes in assumptions.............................. (181.3) (64.7)
---------------- -----------------
Accrued Postretirement Benefits Cost................................... $ 381.4 $ 377.8
================ =================
</TABLE>
In 1993, the Company amended the cost sharing provisions of
postretirement medical benefits. At January 1, 1994, medical benefits
available to retirees under age 65 are the same as those offered to
active employees and medical benefits will be limited to 200% of 1993
costs for all participants.
The assumed health care cost trend rate used in measuring the
accumulated postretirement benefits obligation was 10% in 1995,
gradually declining to 3.5% in the year 2008 and in 1994 was 10%,
gradually declining to 5% in the year 2004. The discount rate used in
determining the accumulated postretirement benefits obligation was 7.25%
and 8.75% at December 31, 1995 and 1994, respectively.
If the health care cost trend rate assumptions were increased by 1%, the
accumulated postretirement benefits obligation as of December 31, 1995
would be increased 6.5%. The effect of this change on the sum of the
service cost and interest cost would be an increase of 6.7%.
12) DERIVATIVES AND FAIR VALUE OF FINANCIAL INSTRUMENTS
Derivatives
-----------
The Insurance Group primarily uses derivatives for asset/liability risk
management and for hedging individual securities. Derivatives mainly are
utilized to reduce the Insurance Group's exposure to interest rate
fluctuations. Accounting for interest rate swap transactions is on an
accrual basis. Gains and losses related to interest rate swap
transactions are amortized as yield adjustments over the remaining life
of the underlying hedged security. Income and expense resulting from
interest rate swap activities are reflected in net investment income
except for hedging transactions related to insurance liabilities. The
notional amount of matched interest rate swaps outstanding at December
31, 1995 was $1,120.8 million. The average unexpired terms at December
31, 1995 range from 2.5 to 3.0 years. At December 31, 1995, the cost of
terminating outstanding matched swaps in a loss position was $15.9
million and the unrealized gain on
F-28
<PAGE>
outstanding matched swaps in a gain position was $19.0 million. The
Company has no intention of terminating these contracts prior to
maturity. During 1995, 1994 and 1993, net gains (losses) of $1.4
million, $(.2) million and $-0- million, respectively, were recorded in
connection with interest rate swap activity. Equitable Life has
implemented an interest rate cap program designed to hedge crediting
rates on interest-sensitive individual annuities contracts. The
outstanding notional amounts at December 31, 1995 of contracts purchased
and sold were $2,625.0 million and $300.0 million, respectively. The net
premium paid by Equitable Life on these contracts was $12.5 million and
is being amortized ratably over the contract periods ranging from 3 to 5
years. Income and expense resulting from this program are reflected as
an adjustment to interest credited to policyholders' account balances.
Substantially all of DLJ's business related derivatives is by its nature
trading activities which are primarily for the purpose of customer
accommodations. DLJ's derivative activities consist of option writing
and trading in forward and futures contracts. Derivative financial
instruments have both on-and-off balance sheet implications depending on
the nature of the contracts. DLJ's involvement in swap contracts is not
significant.
Fair Value of Financial Instruments
-----------------------------------
The Company defines fair value as the quoted market prices for those
instruments that are actively traded in financial markets. In cases
where quoted market prices are not available, fair values are estimated
using present value or other valuation techniques. The fair value
estimates are made at a specific point in time, based on available
market information and judgments about the financial instrument,
including estimates of timing, amount of expected future cash flows and
the credit standing of counterparties. Such estimates do not reflect any
premium or discount that could result from offering for sale at one time
the Company's entire holdings of a particular financial instrument, nor
do they consider the tax impact of the realization of unrealized gains
or losses. In many cases, the fair value estimates cannot be
substantiated by comparison to independent markets, nor can the
disclosed value be realized in immediate settlement of the instrument.
Certain financial instruments are excluded, particularly insurance
liabilities other than financial guarantees and investment contracts.
Fair market value of off-balance-sheet financial instruments of the
Insurance Group was not material at December 31, 1995 and 1994.
Fair value for mortgage loans on real estate are estimated by
discounting future contractual cash flows using interest rates at which
loans with similar characteristics and credit quality would be made.
Fair values for foreclosed mortgage loans and problem mortgage loans are
limited to the estimated fair value of the underlying collateral if
lower.
The estimated fair values for the Company's liabilities under GIC and
association plan contracts are estimated using contractual cash flows
discounted based on the T. Rowe Price GIC Index Rate for the appropriate
duration. For durations in excess of the published index rate, the
appropriate Treasury rate is used plus a spread equal to the longest
duration GIC rate spread published.
The estimated fair values for those group annuity contracts which are
classified as investment contracts are measured at the estimated fair
value of the underlying assets. Deposit administration contracts
(included with group annuity contracts) classified as insurance
contracts are measured at estimated fair value of the underlying assets.
The estimated fair values for single premium deferred annuities ("SPDA")
are estimated using projected cash flows discounted at current offering
rates. The estimated fair values for supplementary contracts not
involving life contingencies ("SCNILC") and annuities certain are
derived using discounted cash flows based upon the estimated current
offering rate.
Fair value for long-term debt is determined using published market
values, where available, or contractual cash flows discounted at market
interest rates. The estimated fair values for non-recourse mortgage debt
are determined by discounting contractual cash flows at a rate which
takes into account the level of current market interest rates and
collateral risk. The estimated fair values for recourse mortgage debt
are determined by discounting contractual cash flows at a rate based
upon current interest rates of other companies with credit ratings
similar to the Company. The Company's fair value of short-term
borrowings approximates their carrying value.
F-29
<PAGE>
The following table discloses carrying value and estimated fair value
for financial instruments not otherwise disclosed in Notes 3, 6 and 7:
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------------------------------------------------
1995 1994
--------------------------------- ---------------------------------
CARRYING ESTIMATED Carrying Estimated
VALUE FAIR VALUE Value Fair Value
--------------- ---------------- --------------- ---------------
(IN MILLIONS)
<S> <C> <C> <C> <C>
Consolidated Financial Instruments:
-----------------------------------
Mortgage loans on real estate.......... $ 3,638.3 $ 3,973.6 $ 4,018.0 $ 3,919.4
Other joint ventures................... 492.7 492.7 544.4 544.4
Policy loans........................... 1,976.4 2,057.5 1,731.2 1,676.6
Policyholders' account balances:
Association plans.................... 101.0 100.0 141.0 141.0
Group annuity contracts.............. 2,335.0 2,395.0 2,450.0 2,469.0
SPDA................................. 1,265.8 1,272.0 1,744.3 1,732.7
Annuities certain and SCNILC......... 649.1 680.7 599.1 624.7
Long-term debt......................... 1,899.3 1,962.9 1,317.4 1,249.2
Closed Block Financial Instruments:
-----------------------------------
Mortgage loans on real estate.......... 1,368.8 1,461.4 1,543.7 1,477.8
Other equity investments............... 151.6 151.6 179.5 179.5
Policy loans........................... 1,797.2 1,891.4 1,827.9 1,721.9
SCNILC liability....................... 34.8 34.5 39.5 37.0
GIC Segment Financial Instruments:
----------------------------------
Mortgage loans on real estate.......... 1,485.8 1,666.1 1,730.5 1,743.7
Fixed maturities....................... 107.4 107.4 219.3 219.3
Other equity investments............... 455.9 455.9 591.8 591.8
Guaranteed interest contracts.......... 329.0 352.0 835.0 855.0
Long-term debt......................... 135.1 136.0 134.8 127.9
</TABLE>
13) COMMITMENTS AND CONTINGENT LIABILITIES
The Company has provided, from time to time, certain guarantees or
commitments to affiliates, investors and others. These arrangements
include commitments by the Company, under certain conditions: to make
liquidity advances to cover delinquent principal and interest and
property protection expenses with respect to loan servicing agreements
for securitized mortgage loans which at December 31, 1995 totaled $2.8
billion (as of December 31, 1995, $4.0 million have been advanced under
these commitments); to make capital contributions of up to $246.7
million to affiliated real estate joint ventures; to provide equity
financing to certain limited partnerships of $129.4 million at December
31, 1995, under existing loan or loan commitment agreements; and to
provide short-term financing loans which at December 31, 1995 totaled
$45.8 million. Management believes the Company will not incur any
material losses as a result of these commitments.
Equitable Life is the obligor under certain structured settlement
agreements which it had entered into with unaffiliated insurance
companies and beneficiaries. To satisfy its obligations under these
agreements, Equitable Life owns single premium annuities issued by
previously wholly owned life insurance subsidiaries. Equitable Life has
directed payment under these annuities to be made directly to the
beneficiaries under the structured settlement agreements. A contingent
liability exists with respect to these agreements should the previously
wholly owned subsidiaries be unable to meet their obligations.
Management believes the satisfaction of those obligations by Equitable
Life is remote.
At December 31, 1995, the Insurance Group had $29.0 million of letters
of credit outstanding.
F-30
<PAGE>
14) LITIGATION
A number of lawsuits have been filed against life and health insurers in
the jurisdictions in which Equitable Life and its subsidiaries do
business involving insurers' sales practices, alleged agent misconduct,
failure to properly supervise agents, and other matters. Some of the
lawsuits have resulted in the award of substantial judgments against
other insurers, including material amounts of punitive damages, or in
substantial settlements. In some states juries have substantial
discretion in awarding punitive damages. Equitable Life and its
insurance subsidiaries, like other life and health insurers, from time
to time are involved in such litigation. To date, no such lawsuit has
resulted in an award or settlement of any material amount against the
Company. Among litigations pending against Equitable Life and its
insurance subsidiaries of the type referred to in this paragraph are the
litigations described in the following two paragraphs.
An action entitled Golomb et al. v. The Equitable Life Assurance Society
of the United States was filed on January 20, 1995 in New York County
Supreme Court. The action purports to be brought on behalf of a class of
persons insured after 1983 under Lifetime Guaranteed Renewable Major
Medical Insurance Policies issued by Equitable Life (the "policies").
The complaint alleges that premium increases for these policies after
1983, all of which were filed with and approved by the New York State
Insurance Department and certain other state insurance departments,
breached the terms of the insurance policies, and that statements in the
policies and elsewhere concerning premium increases constituted
fraudulent concealment, misrepresentations in violation of New York
Insurance Law Section 4226 and deceptive practices under New York
General Business Law Section 349. The complaint seeks a declaratory
judgment, injunctive relief restricting the methods by which Equitable
Life increases premiums on the policies in the future, a refund of
premiums, and punitive damages. Plaintiffs also have indicated that they
will seek damages in an unspecified amount. Equitable Life has moved to
dismiss the complaint in its entirety on the grounds that it fails to
state a claim and that uncontroverted documentary evidence establishes a
complete defense to the claims. That motion is awaiting decision by the
court. In January 1996, separate actions were filed in Pennsylvania and
Texas state courts (entitled, respectively, Malvin et al. v. The
Equitable Life Assurance Society of the United States and Bowler et al.
v. The Equitable Life Assurance Society of the United States), making
claims similar to those in the New York action described above. These
new actions are asserted on behalf of proposed classes of Pennsylvania
issued or renewed policyholders and Texas issued or renewed
policyholders, insured under the policies. The Pennsylvania and Texas
actions seek compensatory and punitive damages and injunctive relief
restricting the methods by which Equitable Life increases premiums in
the future based on the common law and statutes of those states.
Although the outcome of any litigation cannot be predicted with
certainty, particularly in the early stages of an action, Equitable
Life's management believes that the ultimate resolution of those
litigations should not have a material adverse effect on the financial
position of the Company. Due to the early stage of such litigation,
Equitable Life's management cannot make an estimate of loss, if any, or
predict whether or not such litigation will have a material adverse
effect on the Company's results of operations in any particular period.
An action was instituted on April 6, 1995 against Equitable Life and its
wholly owned subsidiary, The Equitable of Colorado, Inc. ("EOC"), in New
York State Court, entitled Sidney C. Cole et al. v. The Equitable Life
Assurance Society of the United States and The Equitable of Colorado,
Inc., No. 95/108611 (N.Y. County). The action is brought by the holders
of a joint survivorship whole life policy issued by EOC. The action
purports to be on behalf of a class consisting of all persons who from
January 1, 1984 purchased life insurance policies sold by Equitable Life
and EOC based upon their allegedly uniform sales presentations and
policy illustrations. The complaint puts in issue various alleged sales
practices that plaintiffs assert, among other things, misrepresented the
stated number of years that the annual premium would need to be paid.
Plaintiffs seek damages in an unspecified amount, imposition of a
constructive trust, and seek to enjoin Equitable Life and EOC from
engaging in the challenged sales practices. Equitable Life and EOC
intend to defend vigorously and believe that they have meritorious
defenses which, if successful, would dispose of the action completely.
Equitable Life and EOC further do not believe that this case is an
appropriate class action. Although the outcome of any litigation cannot
be predicted with certainty, particularly in the early stages of an
action, Equitable Life's management believes that the ultimate
F-31
<PAGE>
resolution of this litigation should not have a material adverse effect
on the financial position of the Company. Due to the early stage of such
litigation, the Company's management cannot make an estimate of loss, if
any, or predict whether or not such litigation will have a material
adverse effect on the Company's results of operations in any particular
period.
Equitable Casualty Insurance Company ("Casualty"), a captive property
and casualty insurance company organized under the laws of Vermont,
which is an indirect wholly owned subsidiary of Equitable Life, is a
party to an arbitration proceeding that commenced in August 1995 with
the selection of three arbitrators. The arbitration will resolve a
dispute among Casualty, Houston General Insurance Company ("Houston
General"), and GEICO General Insurance Company ("GEICO General")
regarding the interpretation of a reinsurance agreement that was entered
into as part of a 1980 transaction whereby Equitable General Insurance
Company ("Equitable General"), formerly an indirect subsidiary of
Equitable Life and the predecessor of GEICO General, sold its commercial
lines business along with the stock of Houston General to subsidiaries
of Tokio Marine & Fire Insurance Company, Ltd. ("Tokio Marine").
Casualty and GEICO General maintain that, under the reinsurance
agreement, Houston General assumed liability for all losses insured
under commercial lines policies written by Equitable General and its
predecessors in order to effect the transfer of that business to Tokio
Marine's subsidiaries. Houston General contends that it did not assume
reinsurance liability for losses insured under certain of those
commercial lines policies. The arbitration panel determined to begin
hearing evidence in the arbitration in June 1996. The result of the
arbitration is expected to resolve two litigations that were commenced
by Houston General and that have been stayed by the presiding courts
pending the completion of the arbitration (in one case, Houston General
named as a defendant only GEICO General but Casualty intervened as a
defendant with GEICO General, and in the other case, Houston General
named GEICO General and Equitable Life). The arbitration is expected to
be completed during the second half of 1996. While the ultimate outcome
of the arbitration cannot be predicted with certainty, the Company's
management believes that the arbitrators will recognize that Houston
General's position is without merit and contrary to the way in which the
reinsurance industry operates and therefore the ultimate resolution of
this matter should not have a material adverse effect on the Company's
financial position or results of operations.
On July 25, 1995, a Consolidated and Supplemental Class Action Complaint
("Complaint") was filed against the Alliance North American Government
Income Trust, Inc. (the "Fund"), Alliance and certain other defendants
affiliated with Alliance, including the Holding Company, alleging
violations of Federal securities laws, fraud and breach of fiduciary
duty in connection with the Fund's investments in Mexican and Argentine
securities. A similar complaint was filed on November 7, 1995 and was
subsequently consolidated with the Complaint. The Complaint, which seeks
certification of a plaintiff class of persons who purchased or owned
Class A, B or C shares of the Fund from March 27, 1992 through December
23, 1994, seeks an unspecified amount of damages, costs, attorneys' fees
and punitive damages. The principal allegations of the Complaint are
that the Fund purchased debt securities issued by the Mexican and
Argentine governments in amounts that were not permitted by the Funds'
investment objective, and that there was no shareholder vote to change
the investment objective to permit purchases in such amounts. The
Complaint further alleges that the decline in the value of the Mexican
and Argentine securities held by the Fund caused the Fund's net asset
value to decline to the detriment of the Fund's shareholders. On
September 26, 1995, the defendants jointly filed a motion to dismiss the
Complaint which has not yet been decided by the Court. Alliance believes
that the allegations in the Complaint are without merit and intends to
vigorously defend against these claims. While the ultimate results of
this action cannot be determined, management of Alliance does not expect
that this action will have a material adverse effect on Alliance's
business.
On January 26, 1996, a purported purchaser of certain notes and warrants
to purchase shares of common stock of Rickel Home Centers, Inc.
("Rickel") filed a class action complaint against Donaldson, Lufkin &
Jenrette Securities Corporation ("DLJSC"), a wholly owned subsidiary of
DLJ, and certain other defendants for unspecified compensatory and
punitive damages in the United States District Court for the Southern
District of New York. The suit was brought on behalf of the purchasers
of 126,457 units consisting of $126,457,000 aggregate principal amount
of 13 1/2% senior notes due 2001 and 126,457 warrants to purchase shares
of common stock of Rickel (the "Units") issued by Rickel in October
1994. The complaint alleges violations of Federal securities laws and
common law fraud against DLJSC, as the underwriter of
F-32
<PAGE>
the Units and as an owner of 7.3% of the common stock of Rickel, Eos
Partners, L.P., and General Electric Capital Corporation, each as owners
of 44.2% of the common stock of Rickel, and members of the Board of
Directors of Rickel, including a DLJSC Managing Director. The complaint
seeks to hold DLJSC liable for alleged misstatements and omissions
contained in the prospectus and registration statement filed in
connection with the offering of the Units, alleging that the defendants
knew of financial losses and a decline in value of Rickel in the months
prior to the offering and did not disclose such information. The
complaint also alleges that Rickel failed to pay its semi-annual
interest payment due on the Units on December 15, 1995 and that Rickel
filed a voluntary petition for reorganization pursuant to Chapter 11 of
the United States Bankruptcy Code on January 10, 1996. DLJSC intends to
defend itself vigorously against all of the allegations contained in the
complaint. Although there can be no assurance, DLJ does not believe the
outcome of this litigation will have a material adverse effect on its
financial condition. Due to the early stage of this litigation, based on
the information currently available to it, DLJ's management cannot make
an estimate of loss or predict whether or not such litigation will have
a material adverse effect on DLJ's results of operations in any
particular period.
On June 12, 1995, a purported purchaser of certain securities issued by
Spectravision, Inc. ("Spectravision") filed a class action complaint
against DLJSC and certain other defendants for unspecified damages in
the U.S. District Court for the Northern District of Texas. The suit was
brought on behalf of the purchasers of $260,795,000 of securities issued
by Spectravision in November 1992, and alleges violations of the Federal
securities laws and the Texas Securities Act, common law fraud and
negligent misrepresentation. The securities were issued by Spectravision
pursuant to a prepackaged bankruptcy reorganization plan. DLJSC served
as financial advisor to Spectravision in its reorganization and as
Dealer Manager for Spectravision's 1992 issuance of the securities.
DLJSC is also being sued as a seller of certain notes of Spectravision
acquired and resold by DLJSC. The complaint seeks to hold DLJSC liable
for various alleged misstatements and omissions contained in
prospectuses and other materials issued between July 1992 and June 1994.
DLJSC intends to defend itself vigorously against all of the allegations
contained in the complaint. On June 8, 1995, Spectravision filed a
Chapter 11 petition in the United States Bankruptcy Court for the
District of Delaware. On January 5, 1996, the district court in the
litigation involving DLJSC ordered a partial stay of discovery until
Spectravision has emerged from bankruptcy or six months from the date of
the stipulated stay (whichever comes first). Accordingly, discovery of
DLJSC has not yet occurred. Although there can be no assurance, DLJ does
not believe that the ultimate outcome of this litigation will have a
material adverse effect on its financial condition. Due to the early
stage of such litigation, based upon information currently available to
it, DLJ's management cannot make an estimate of loss or predict whether
or not such litigation will have a material adverse effect on DLJ's
results of operations in any particular period. Plaintiff's counsel in
the class action against DLJSC described above has also filed another
securities class action based on similar factual allegations. Such suit
names as defendants Spectravision and its directors, and was brought on
behalf of a class of purchasers of $209.0 million of stock and $77.0
million of notes issued by Spectravision in October 1993. DLJSC served
as the managing underwriter for both of these issuances. DLJSC has not
been named as a defendant in this suit, although it has been reported to
DLJSC that plaintiff's counsel is contemplating seeking to amend the
complaint to add DLJSC as a defendant in that action.
In October 1995, DLJSC was named as a defendant in a purported class
action filed in a Texas State Court on behalf of the holders of $550.0
million principal amount of subordinated redeemable discount debentures
of National Gypsum Corporation ("NGC") canceled in connection with a
Chapter 11 plan of reorganization for NGC consummated in July 1993. The
named plaintiff in the State Court action also filed an adversary
proceeding in the Bankruptcy Court for the Northern District of Texas
seeking a declaratory judgment that the confirmed NGC plan of
reorganization does not bar the class action claims. Subsequent to the
consummation of NGC's plan of reorganization, NGC's shares traded for
values substantially in excess of, and in 1995 NGC was acquired for a
value substantially in excess of, the values upon which NGC's plan of
reorganization was based. The two actions arise out of DLJSC's
activities as financial advisor to NGC in the course of NGC's Chapter 11
reorganization proceedings. The class action complaint alleges that the
plan of reorganization submitted by NGC was based upon projections by
NGC and DLJSC which intentionally understated forecasts, and provided
misleading and incorrect information in order to hide NGC's true value
and that defendants breached their fiduciary duties by, among other
things, providing false, misleading or incomplete information to
deliberately understate the value of NGC. The class action complaint
seeks compensatory and punitive damages purportedly sustained by the
class. The Texas State
F-33
<PAGE>
Court action has subsequently been removed to the Bankruptcy Court,
which removal is being opposed by the plaintiff. DLJSC intends to defend
itself vigorously against all of the allegations contained in the
complaint. Although there can be no assurance, DLJ does not believe that
the ultimate outcome of this litigation will have a material adverse
effect on its financial condition. Due to the early stage of such
litigation, based upon the information currently available to it, DLJ's
management cannot make an estimate of loss or predict whether or not
such litigation will have a material adverse effect on DLJ's results of
operations in any particular period.
In November and December 1995, DLJSC, along with various other parties,
was named as a defendant in a number of purported class actions filed in
the U.S. District Court for the Eastern District of Louisiana. The
complaints allege violations of the Federal securities laws arising out
of a public offering in 1994 of $435.0 million of first mortgage notes
of Harrah's Jazz Company and Harrah's Jazz Finance Corp. The complaints
seek to hold DLJSC liable for various alleged misstatements and
omissions contained in the prospectus dated November 9, 1994. DLJSC
intends to defend itself vigorously against all of the allegations
contained in the complaints. Although there can be no assurance, DLJ
does not believe that the ultimate outcome of this litigation will have
a material adverse effect on its financial condition. Due to the early
stage of this litigation, based upon the information currently available
to it, DLJ's management cannot make an estimate of loss or predict
whether or not such litigation will have a material adverse effect on
DLJ's results of operations in any particular period.
In addition to the matters described above, Equitable Life and its
subsidiaries and DLJ and its subsidiaries are involved in various legal
actions and proceedings in connection with their businesses. Some of the
actions and proceedings have been brought on behalf of various alleged
classes of claimants and certain of these claimants seek damages of
unspecified amounts. While the ultimate outcome of such matters cannot
be predicted with certainty, in the opinion of management no such matter
is likely to have a material adverse effect on the Company's
consolidated financial position or results of operations.
15) LEASES
The Company has entered into operating leases for office space and
certain other assets, principally data processing equipment and office
furniture and equipment. Future minimum payments under noncancelable
leases for 1996 and the succeeding four years are $114.8 million, $101.8
million, $90.0 million, $73.6 million, $57.7 million and $487.0 million
thereafter. Minimum future sublease rental income on these noncancelable
leases for 1996 and the succeeding four years are $11.0 million, $8.7
million, $6.9 million, $4.6 million, $2.9 million and $1.1 million
thereafter.
At December 31, 1995, the minimum future rental income on noncancelable
operating leases for wholly owned investments in real estate for 1996
and the succeeding four years are $292.9 million, $271.2 million, $248.1
million, $226.4 million, $195.5 million and $1,018.8 million thereafter.
F-34
<PAGE>
16) OTHER OPERATING COSTS AND EXPENSES
Other operating costs and expenses consisted of the following:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Compensation costs................................. $ 595.9 $ 690.0 $ 1,452.3
Commissions........................................ 314.3 313.0 551.1
Short-term debt interest expense................... 11.4 19.0 317.1
Long-term debt interest expense.................... 108.1 98.3 86.0
Amortization of policy acquisition costs........... 320.4 318.1 275.9
Capitalization of policy acquisition costs......... (391.0) (410.9) (397.8)
Rent expense, net of sub-lease income.............. 124.8 128.9 159.5
Other.............................................. 772.6 786.7 1,140.1
----------------- ---------------- -----------------
Total.............................................. $ 1,856.5 $ 1,943.1 $ 3,584.2
================= ================ =================
</TABLE>
During the years ended December 31, 1995, 1994 and 1993, the Company
restructured certain operations in connection with cost reduction
programs and recorded pre-tax provisions of $32.0 million, $20.4 million
and $96.4 million, respectively. The amounts paid during 1995,
associated with the 1995 and 1994 cost reduction programs, totaled $24.0
million. At December 31, 1995, the liabilities associated with the 1995
and 1994 cost reduction programs amounted to $37.8 million. The 1995
cost reduction program included relocation expenses, including the
accelerated amortization of building improvements associated with the
relocation of the home office. The 1994 cost reduction program included
costs associated with the termination of operating leases and employee
severance benefits in connection with the consolidation of 16 insurance
agencies. The 1993 cost reduction program primarily reflected severance
benefits of terminated employees in connection with the combination of a
wholly owned subsidiary of the Company with Alliance.
17) INSURANCE GROUP STATUTORY FINANCIAL INFORMATION
Equitable Life is restricted as to the amounts it may pay as dividends
to the Holding Company. Under the New York Insurance Law, the New York
Superintendent has broad discretion to determine whether the financia1
condition of a stock life insurance company would support the payment of
dividends to its shareholders. For the years ended December 31, 1995,
1994 and 1993, statutory (loss) earnings totaled $(352.4) million, $67.5
million and $324.0 million, respectively. No amounts are expected to be
available for dividends from Equitable Life to the Holding Company in
1996.
At December 31, 1995, the Insurance Group, in accordance with various
government and state regulations, had $18.9 million of securities
deposited with such government or state agencies.
F-35
<PAGE>
Accounting practices used to prepare statutory financial statements for
regulatory filings of stock life insurance companies differ in certain
instances from GAAP. The following reconciles the Company's statutory
change in surplus and capital stock and statutory surplus and capital
stock determined in accordance with accounting practices prescribed by
the New York Insurance Department with net earnings and equity on a GAAP
basis.
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Net change in statutory surplus and capital stock.. $ 78.1 $ 292.4 $ 190.8
Change in asset valuation reserves................. 365.7 (285.2) 639.1
----------------- ---------------- -----------------
Net change in statutory surplus, capital stock
and asset valuation reserves..................... 443.8 7.2 829.9
Adjustments:
Future policy benefits and policyholders'
account balances............................... (67.9) (11.0) (171.0)
Deferred policy acquisition costs................ 70.6 92.8 121.8
Deferred Federal income taxes.................... (150.0) (59.7) (57.5)
Valuation of investments......................... 189.1 45.2 202.3
Valuation of investment subsidiary............... (188.6) 396.6 (464.9)
Limited risk reinsurance......................... 416.9 74.9 85.2
Issuance of surplus notes........................ (538.9) - -
Sale of subsidiary and joint venture............. - - (366.5)
Contribution from the Holding Company............ - (300.0) -
Postretirement benefits.......................... (26.7) 17.1 23.8
Other, net....................................... 115.1 (44.0) 60.3
GAAP adjustments of Closed Block................. (3.1) 4.5 (16.0)
GAAP adjustments of discontinued GIC
Segment........................................ 37.3 42.8 (35.0)
----------------- ---------------- -----------------
Net Earnings....................................... $ 297.6 $ 266.4 $ 212.4
================= ================ =================
</TABLE>
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Statutory surplus and capital stock................ $ 2,202.9 $ 2,124.8 $ 1,832.4
Asset valuation reserves........................... 1,345.9 980.2 1,265.4
----------------- ---------------- -----------------
Statutory surplus, capital stock and asset
valuation reserves............................... 3,548.8 3,105.0 3,097.8
Adjustments:
Future policy benefits and policyholders'
account balances............................... (1,017.4) (949.5) (938.5)
Deferred policy acquisition costs................ 3,083.3 3,221.1 2,858.8
Deferred Federal income taxes.................... (450.8) (26.8) (137.8)
Valuation of investments......................... 417.7 (794.1) (29.8)
Valuation of investment subsidiary............... (665.1) (476.5) (873.1)
Limited risk reinsurance......................... (429.0) (845.9) (920.8)
Issuance of surplus notes........................ (538.9) - -
Postretirement benefits.......................... (343.3) (316.6) (333.7)
Other, net....................................... 4.4 (79.2) (81.9)
GAAP adjustments of Closed Block................. 575.7 578.8 574.2
GAAP adjustments of discontinued GIC
Segment........................................ (184.6) (221.9) (264.6)
----------------- ---------------- -----------------
Total Shareholder's Equity......................... $ 4,000.8 $ 3,194.4 $ 2,950.6
================= ================ =================
</TABLE>
F-36
<PAGE>
18) BUSINESS SEGMENT INFORMATION
The Company has three major business segments: Individual Insurance and
Annuities; Investment Services and Group Pension.
Consolidation/elimination principally includes debt not specific to any
business segment. Attributed Insurance Capital represents net assets and
related revenues and earnings of the Insurance Group not assigned to the
insurance segments. Interest expense related to debt not specific to any
business segment is presented within Corporate interest expense.
Information for all periods is presented on a comparable basis.
The Individual Insurance and Annuities segment offers a variety of
traditional, variable and interest-sensitive life insurance products,
disability income, annuity products and mutual fund and other investment
products to individuals and small groups. This segment includes Separate
Accounts for certain individual insurance and annuity products.
The Investment Services segment provides investment fund management,
primarily to institutional clients. This segment includes Separate
Accounts which provide various investment options for group clients
through pooled or single group accounts.
Intersegment investment advisory and other fees of approximately $124.1
million, $135.3 million and $128.6 million for 1995, 1994 and 1993,
respectively, are included in total revenues of the Investment Services
segment. These fees, excluding amounts related to the discontinued GIC
Segment of $14.7 million, $27.4 million and $17.0 million for 1995, 1994
and 1993, respectively, are eliminated in consolidation.
The Group Pension segment administers traditional participating group
annuity contracts with conversion features, generally for corporate
qualified pension plans, and association plans which provide full
service retirement programs for individuals affiliated with professional
and trade associations.
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
--------------------------------------------------------
1995 1994 1993
----------------- ---------------- -----------------
(IN MILLIONS)
<S> <C> <C> <C>
Revenues
Individual insurance and annuities................. $ 3,254.6 $ 3,110.7 $ 2,981.5
Group pension...................................... 292.0 359.1 426.6
Attributed insurance capital....................... 61.2 79.4 61.6
----------------- ---------------- -----------------
Insurance operations............................. 3,607.8 3,549.2 3,469.7
Investment services................................ 949.1 935.2 2,792.6
Consolidation/elimination.......................... (34.9) (24.7) (40.5)
----------------- ---------------- -----------------
Total.............................................. $ 4,522.0 $ 4,459.7 $ 6,221.8
================= ================ =================
Earnings (loss) before Federal income taxes
and cumulative effect of accounting change
Individual insurance and annuities................. $ 274.4 $ 245.5 $ 76.2
Group pension...................................... (13.3) 15.8 2.0
Attributed insurance capital....................... 18.7 69.8 49.0
----------------- ---------------- -----------------
Insurance operations............................. 279.8 331.1 127.2
Investment services................................ 161.2 177.5 302.1
Consolidation/elimination.......................... (3.1) .3 .5
----------------- ---------------- -----------------
Subtotal..................................... 437.9 508.9 429.8
Corporate interest expense......................... (27.9) (114.2) (126.1)
----------------- ---------------- -----------------
Total.............................................. $ 410.0 $ 394.7 $ 303.7
================= ================ =================
</TABLE>
F-37
<PAGE>
<TABLE>
<CAPTION>
DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Assets
Individual insurance and annuities..................................... $ 50,328.8 $ 44,063.4
Group pension.......................................................... 4,033.3 4,222.8
Attributed insurance capital........................................... 2,391.6 2,609.8
---------------- -----------------
Insurance operations................................................. 56,753.7 50,896.0
Investment services.................................................... 12,842.9 12,127.9
Consolidation/elimination.............................................. (354.4) (1,614.4)
---------------- -----------------
Total.................................................................. $ 69,242.2 $ 61,409.5
================ =================
</TABLE>
19) QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
The quarterly results of operations for the years ended December 31,
1995, 1994 and 1993, are summarized below:
<TABLE>
<CAPTION>
THREE MONTHS ENDED,
------------------------------------------------------------------------------
MARCH 31 JUNE 30 SEPTEMBER 30 DECEMBER 31
----------------- ----------------- ------------------ ------------------
(IN MILLIONS)
<S> <C> <C> <C> <C>
1995
----
Total Revenues................ $ 1,074.7 $ 1,158.4 $ 1,127.1 $ 1,161.8
================= ================= ================== ==================
Net Earnings.................. $ 59.0 $ 94.3 $ 91.2 $ 53.1
================= ================= ================== ==================
1994
----
Total Revenues................ $ 1,107.4 $ 1,075.0 $ 1,153.8 $ 1,123.5
================= ================= ================== ==================
Earnings before Cumulative
Effect of Accounting
Change...................... $ 64.0 $ 68.4 $ 89.1 $ 72.0
================= ================= ================== ==================
Net Earnings.................. $ 36.9 $ 68.4 $ 89.1 $ 72.0
================= ================= ================== ==================
1993
----
Total Revenues................ $ 1,502.2 $ 1,539.7 $ 1,679.4 $ 1,500.5
================= ================= ================== ==================
Net Earnings.................. $ 32.3 $ 47.1 $ 68.8 $ 64.2
================= ================= ================== ==================
</TABLE>
20) INVESTMENT IN DLJ
On December 15, 1993, the Company sold a 61% interest in DLJ to the
Holding Company for $800.0 million in cash and securities. The excess of
the proceeds over the book value in DLJ at the date of sale of $340.2
million has been reflected as a capital contribution. In 1995, DLJ
completed the initial public offering ("IPO") of 10.58 million shares of
its common stock, which included 7.28 million of the Holding Company's
shares in DLJ, priced at $27 per share. Concurrent with the IPO, the
Company contributed equity securities to DLJ having a market value of
$21.2 million. Upon completion of the IPO, the Company's ownership
percentage was reduced to 36.1%. The Company's ownership interest will
be further reduced upon the issuance of common stock after the vesting
of forfeitable restricted stock units acquired by and/or the exercise of
options granted to certain DLJ employees. At December 31, 1995, DLJ had
options
F-38
<PAGE>
outstanding to purchase approximately 9.2 million shares of DLJ common
stock at $27.00 per share. Options are exercisable over a period of up
to ten years. DLJ restricted stock units represents forfeitable rights
to receive approximately 5.2 million shares of DLJ common stock through
February 2000.
The results of operations and cash flows of DLJ through the date of sale
are included in the consolidated statements of earnings and cash flow
for the year ended December 31, 1993. For the period subsequent to the
date of sale, the results of operations of DLJ are accounted for on the
equity basis and are included in commissions, fees and other income in
the consolidated statements of earnings. The Company's carrying value of
DLJ is included in investment in and loans to affiliates in the
consolidated balance sheets.
Summarized balance sheets information for DLJ, reconciled to the
Company's carrying value of DLJ, are as follows:
<TABLE>
<CAPTION>
DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Assets:
Trading account securities, at market value............................ $ 10,911.4 $ 8,970.0
Securities purchased under resale agreements........................... 18,748.2 10,476.4
Broker-dealer related receivables...................................... 13,023.7 11,784.8
Other assets........................................................... 1,893.2 2,030.4
---------------- -----------------
Total Assets........................................................... $ 44,576.5 $ 33,261.6
================ =================
Liabilities:
Securities sold under repurchase agreements............................ $ 26,744.8 $ 18,356.7
Broker-dealer related payables......................................... 12,915.5 10,618.0
Short-term and long-term debt.......................................... 1,717.5 1,956.5
Other liabilities...................................................... 1,775.0 1,285.1
---------------- -----------------
Total liabilities...................................................... 43,152.8 32,216.3
Cumulative exchangeable preferred stock................................ 225.0 225.0
Total shareholders' equity............................................. 1,198.7 820.3
---------------- -----------------
Total Liabilities, Cumulative Exchangeable Preferred Stock and
Shareholders' Equity................................................. $ 44,576.5 $ 33,261.6
================ =================
DLJ's equity as reported............................................... $ 1,198.7 $ 820.3
Unamortized cost in excess of net assets acquired in 1985
and other adjustments................................................ 40.5 50.8
The Holding Company's equity ownership in DLJ.......................... (499.0) (532.1)
Minority interest in DLJ............................................... (324.3) -
---------------- -----------------
The Company's Carrying Value of DLJ.................................... $ 415.9 $ 339.0
================ =================
</TABLE>
F-39
<PAGE>
Summarized statements of earnings information for DLJ reconciled to the
Company's equity in earnings of DLJ is as follows:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
------------------------------------
1995 1994
---------------- -----------------
(IN MILLIONS)
<S> <C> <C>
Commission, fees and other income...................................... $ 1,325.9 $ 953.5
Net investment income.................................................. 904.1 791.9
Dealer, trading and investment gains, net.............................. 528.6 263.3
---------------- -----------------
Total Revenues......................................................... 2,758.6 2,008.7
Total expenses including income taxes.................................. 2,579.5 1,885.7
---------------- -----------------
Net earnings........................................................... 179.1 123.0
Dividends on preferred stock........................................... 19.9 20.9
---------------- -----------------
Earnings Applicable to Common Shares................................... $ 159.2 $ 102.1
================ =================
DLJ's earnings applicable to common shares as reported................. $ 159.2 $ 102.1
Amortization of cost in excess of net assets acquired in 1985.......... (3.9) (3.1)
The Holding Company's equity in DLJ's earnings......................... (90.4) (60.9)
Minority interest in DLJ............................................... (6.5) -
---------------- -----------------
The Company's Equity in DLJ's Earnings................................. $ 58.4 $ 38.1
================ =================
</TABLE>
21) RELATED PARTY TRANSACTIONS
On August 31, 1993, the Company sold $661.0 million of primarily
privately placed below investment grade fixed maturities to EQ Asset
Trust 1993, a limited purpose business trust, wholly owned by the
Holding Company. The Company recognized a $4.1 million gain net of
related deferred policy acquisition costs, deferred Federal income tax
and amounts attributable to participating group annuity contracts. In
conjunction with this transaction, the Company received $200.0 million
of Class B Notes issued by EQ Asset Trust 1993. These notes have
interest rates ranging from 6.85% to 9.45%. The Class B Notes are
reflected in investments in and loans to affiliates on the consolidated
balance sheets.
F-40
<PAGE>
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements included in Part B.
2. The Equitable Life Assurance Society of the United
States:
-Report of Independent Accountants - Price
Waterhouse;
-Consolidated Balance Sheets as of December 31, 1995
and 1994;
-Consolidated Statements of Earnings for Years Ended
December 31, 1995, 1994 and 1993;
-Consolidated Statements of Equity for Years Ended
December 31, 1995, 1994 and 1993;
-Consolidated Statements of Cash Flows for Years
Ended December 31, 1995, 1994 and 1993; and
-Notes to Consolidated Financial Statements; and
(b) Exhibits.
The following exhibits are filed herewith:
1. Resolutions of the Board of Directors of The Equitable
Life Assurance Society of the United States ("Equitable")
authorizing the establishment of the Registrant.
2. Not applicable.
3. (a) Form of Distribution Agreement among Equitable
Capital Securities Corporation, Separate Account Nos.
45 and 49 and Equitable Life Assurance Society of the
United States.
(b) Form of Sales Agreement among Equitable Capital Securities
Corporation, as Distributor, a Broker- Dealer (to be named)
and a General Agent (to be named).
(c) Form of The Hudson River Trust Sales Agreement by and
among, The Equitable Life Assurance Society of the
United States, Equitable Capital Securities
Corporation and Separate Account No. 49 of The
Equitable Life Assurance Society of the United
States.
4. (a) Form of group annuity contract no. 1050-94IC,
incorporated herein by reference to Exhibit 4(a) to
the Registration Statement on Form N-4 (File No. 33-
83750).
(b) Forms of group annuity certificate nos. 94ICA and
94ICB, incorporated herein by reference to Exhibit
C-1
<PAGE>
4(b) to the Registration Statement on Form N-4 (File
No. 33-83750).
(c) Forms of endorsement nos. 94ENIRAI, 94ENNQI and
94ENMVAI to contract no. 1050-94IC and data pages
nos. 94ICA/BIM and 94ICA/BMVA, incorporated herein by
reference to Exhibit 4(c) to the Registration
Statement on Form N-4 (File No. 33-83750).
(d) Forms of data pages no. 94ICA/BIM (IRA) and (NQ), ,
incorporated herein by reference to Exhibit 4(d) to
the Registration Statement on Form N-4 (File No. 33-
83750).
(e) Form of endorsement no. 95ENLCAI to contract no.
1050-94IC and data pages no. 94ICA/BLCA, ,
incorporated herein by reference to Exhibit 4(e) to
the Registration Statement on Form N-4 (File No. 33-
83750).
(f) Forms of data pages for Rollover IRA, IRA Assured Payment
Option, IRA Assured Payment Option Plus, Accumulator, Assured
Growth Plan, Assured Growth Plan (Flexible Income Program),
Assured Payment Plan (Period Certain) and Assured Payment
Plan (Life with a Period Certain), incorporated herein by
reference to Exhibit 4(f) to the Registration Statement on
Form N-4 (File No. 33-83750).
(g) Forms of data pages for Rollover IRA, IRA Assured
Payment Option Plus and Accumulator, incorporated
herein by reference to Exhibit 4(g) to the
Registration Statement on Form N-4 (File No. 33-
83750).
(h) Form of Guaranteed Minimum Death Benefit Endorsement
to Contract Form No. 10-50-94IC and the Certificates
under the Contract, incorporated herein by reference
to Exhibit 4(h) to the Registration Statement on Form
N-4 (File No. 33-83750).
(i) Forms of data pages for the Accumulator.
(j) Forms of data pages for the Rollover IRA.
5. (a) Forms of application used with the IRA, NQ and Fixed
Annuity Markets, incorporated herein by reference to
Exhibit 5(a) to the Registration Statement on Form N-
4 (File No. 33-83750).
(b) Forms of Enrollment Form/Application for Rollover
IRA, Choice Income Plan and Accumulator,
incorporated herein by reference to Exhibit 5(b) to
the Registration Statement on Form N-4 (File No. 33-
83750).
C-2
<PAGE>
6. (a) Restated Charter of Equitable, adopted August 6,
1992, incorporated by reference to Exhibit 6(a) to
the Registration Statement on Form N-4 (File No. 33-
83750)
(b) By-Laws of Equitable, as amended through July 22,
1992, incorporated by reference to Exhibit 6(b) to
the Registration Statement on Form N-4 (File No. 33-
83750)
(c) Copy of the Certificate of Amendment of the Restated
Charter of Equitable, adopted November 18, 1993,
incorporated by reference to Exhibit 6(c) to the
Registration Statement on Form N-4 (File No. 33-
83750)
7. Not applicable.
8. Not applicable.
9. Opinion and Consent of Jonathan E. Gaines, Esq., Vice
President and Associate General Counsel of Equitable, as
to the legality of the securities being registered.
10. (a) Consent of Price Waterhouse LLP.
(b) Powers of Attorney.
11. Not applicable.
12. Not applicable.
13. (a) Formulae for Determining Money Market Fund Yield for
a Seven-Day Period for the INCOME MANAGER.
(b) Formulae for Determining Cumulative and Annualized
Rates of Return for the INCOME MANAGER.
(c) Formulae for Determining Standardized Performance
Value and Annualized Average Performance Ratio for
INCOME MANAGER Certificates.
C-3
<PAGE>
Item 25: Directors and Officers of Equitable.
Set forth below is information regarding the directors and principal
officers of Equitable. Equitable's address is 787 Seventh Avenue,
New York, New York 10019. The business address of the persons whose
names are preceded by an asterisk is that of Equitable.
POSITIONS AND
NAME AND PRINCIPAL OFFICES WITH
BUSINESS ADDRESS EQUITABLE
Directors
Claude Bebear Director
AXA S.A.
23, Avenue Matignon
75008 Paris, France
Christopher J. Brocksom Director
AXA Equity & Law
Amersham Road
High Wycombe
Bucks HP 13 5 AL
England
Francoise Colloc'h Director
AXA S.A.
23, Avenue Matignon
75008 Paris, France
Henri de Castries Director
AXA S.A.
23, Avenue Matignon
75008 Paris, France
Joseph L. Dionne Director
The McGraw-Hill Companies
1221 Avenue of the Americas
New York, NY 10020
William T. Esrey Director
Sprint Corporation
P.O. Box 11315
Kansas City, MO 64112
Jean-Rene Fourtou Director
Rhone-Poulenc S.A.
25 Quai Paul Doumer
92408 Courbevoie Cedex,
France
Norman C. Francis Director
Xavier University of Louisiana
7325 Palmetto Street
New Orleans, LA 70125
C-4
<PAGE>
Positions and
NAME AND PRINCIPAL Offices with
BUSINESS ADDRESS Equitable
Donald J. Greene Director
LeBouef, Lamb, Greene & MacRae
125 West 55th Street
New York, NY 10019-4513
Anthony J. Hamilton Director
Fox-Pitt, Kelton Limited
35 Wilson Street
London, England EC2M 2SJ
John T. Hartley Director
Harris Corporation
1025 NASA Boulevard
Melbourne, FL 32919
John H.F. Haskell, Jr. Director
Dillion, Read & Co., Inc.
535 Madison Avenue
New York, NY 10022
W. Edwin Jarmain Director
Jarmain Group Inc.
95 Wellington Street West
Suite 805
Toronto, Ontario M5J 2N7,
Canada
G. Donald Johnston, Jr. Director
184-400 Ocean Road
John's Island
Vero Beach, FL 32963
Winthrop Knowlton Director
Knowlton Brothers, Inc.
530 Fifth Avenue
New York, NY 10036
Arthur L. Liman Director
Paul, Weiss, Rifkind, Wharton &
Garrison
1285 Avenue of the Americas
New York, NY 10019
George T. Lowy Director
Cravath, Swaine & Moore
825 Eighth Avenue
New York, NY 10019
C-5
<PAGE>
POSITIONS AND
NAME AND PRINCIPAL OFFICES WITH
BUSINESS ADDRESS EQUITABLE
Didier Pineau-Valencienne Director
Schneider S.A.
64-70 Avenue Jean-Baptiste Claement
96646 Boulogne-Billancourt Cedex
France
George J. Sella, Jr. Director
P.O. Box 397
Newton, NJ 07860
Dave H. Williams Director
Alliance Capital Management Corporation
1345 Avenue of the Americas
New York, NY 10105
OFFICER-DIRECTORS
*James M. Benson President, Chief Executive Officer and
Director
*William T. McCaffrey Senior Executive Vice President,
Chief Operating Officer and Director
*Joseph J. Melone Chairman of the Board and Director
OTHER OFFICERS
*Harvey Blitz Senior Vice President and Deputy
Chief Financial Officer
*Kevin R. Byrne Vice President and Treasurer
*Jerry M. de St. Paer Executive Vice President
*Gordon G. Dinsmore Senior Vice President
*Alvin H. Fenichel Senior Vice President and
Controller
*Paul J. Flora Senior Vice President and Auditor
*Robert E. Garber Executive Vice President and General
Counsel
*J. Thomas Liddle, Jr. Senior Vice President and
Chief Valuation Actuary
*Michael S. Martin Senior Vice President
C-6
<PAGE>
POSITIONS AND
NAME AND PRINCIPAL OFFICES WITH
BUSINESS ADDRESS EQUITABLE
*Peter D. Noris Executive Vice President and Chief
Investment Officer
*Anthony C. Pasquale Senior Vice President
*Pauline Sherman Vice President, Secretary and Associate
General Counsel
Richard V. Silver Senior Vice President and Chief
1755 Broadway, 3rd floor Compliance Officer
New York, NY 10019
*Jose Suquet Executive Vice President and Chief
Agency Officer
*Stanley B. Tulin Senior Executive Vice President
and Chief Financial Officer
C-7
<PAGE>
Item 26. Persons Controlled by or Under Common Control with the
Insurance Company or Registrant
Separate Account No. 49 of The Equitable Life Assurance Society of
the United States (the "Separate Account") is a separate account of Equitable.
Equitable, a New York stock life insurance company, is a wholly owned
subsidiary of The Equitable Companies Incorporated (the "Holding Company"), a
publicly traded company.
The largest stockholder of the Holding Company is AXA S.A. At
December 31, 1995, AXA S.A. beneficially owned approximately 60.6% of the
Holding Company's outstanding common stock plus convertible preferred stock.
AXA S.A. is able to exercise significant influence over the operations and
capital structure of the Holding Company and its subsidiaries, including
Equitable. AXA, a French company, the holding company for an international
group of insurance and related financial services companies, is the principal
holding company
C-8
<PAGE>
ORGANIZATION CHART OF EQUITABLE'S AFFILIATES
The Equitable Companies Incorporated (l991) (Delaware)
Donaldson, Lufkin & Jenrette, Inc. (1993) (Delaware) (44.1%) (See
Addendum for subsidiaries)
The Equitable Life Assurance Society of the United States (1859)
(New York) (a)(b)
The Equitable of Colorado, Inc. (l983) (Colorado)
Equitable Variable Life Insurance Company (l972) (New York) (a)
FHJV Holdings, Inc. (1990) (Delaware)
EVLICO, INC. (1995) (Delaware)
EVLICO East Ridge, Inc. (1995) (Delaware)
GP/EQ Southwest, Inc. (1995) (Texas) (5.86%)
Franconom, Inc. (1985) (Pennsylvania)
Frontier Trust Company (1987) (North Dakota)
Gateway Center Buildings, Garage, and Apartment Hotel, Inc.
(inactive) (pre-l970) (Pennsylvania)
Equitable Deal Flow Fund, L.P.
Equitable Managed Assets (Delaware)
EREIM LP Associates (99%)
EML Associates, L.P. (19.8%)
ACMC, Inc. (1991) (Delaware)
Alliance Capital Management L.P. (1988) (Delaware)
(46.7% limited partnership interests)
EVCO, Inc. (1991) (New Jersey)
EVSA, Inc. (1992) (Pennsylvania)
Prime Property Funding, Inc. (1993) (Delaware)
Wil Gro, Inc. (1992) (Pennsylvania)
Equitable BJVS, Inc. (1992) (California)
Equitable Rowes Wharf, Inc. (1995) (Massachusetts)
(a) Registered Broker/Dealer (b) Registered Investment Advisor
C-9
<PAGE>
The Equitable Companies Incorporated (cont.)
The Equitable Life Assurance Society of the United States (cont.)
GP/EQ Southwest, Inc. (1995) (Texas) (94.132%)
Fox Run, Inc. (1994) (Massachusetts)
Equitable Underwriting and Sales Agency (Bahamas) Limited (1993)
(Bahamas)
CCMI Corporation (1994) (Maryland)
FTM Corporation (1994) (Maryland)
HVM Corporation (1994) (Maryland)
STCS, Inc. (1992) (Delaware)
Camelback JVS, Inc. (1995) (Arizona)
Equitable Holding Corporation (1985) (Delaware)
Equico Securities, Inc. (l97l) (Delaware) (a) (b)
ELAS Securities Acquisition Corp. (l980) (Delaware)
Equitable Realty Assets Corporation (l983) (Delaware)
100 Federal Street Funding Corporation (Massachusetts)
100 Federal Street Realty Corporation (Massachusetts)
EquiSource of New York, Inc. (formerly Traditional Equinet
Business Corporation of New York) (1986) (New York) (See
Addendum for subsidiaries)
Equitable Casualty Insurance Company (l986) (Vermont)
EREIM LP Corp. (1986) (Delaware)
EREIM LP Associates (1%)
EML Associates (.02%)
Six-Pac G.P., Inc. (1990) (Georgia)
Equitable Distributors, Inc. (1988) (Delaware) (a)
(a) Registered Broker/Dealer (b) Registered Investment Advisor
C-10
<PAGE>
The Equitable Companies Incorporated (cont.)
The Equitable Life Assurance Society of the United States (cont.)
Equitable Holding Corporation (cont.)
Equitable JVS, Inc. (1988) (Delaware)
Astor/Broadway Acquisition Corp. (1990) (New York)
Astor Times Square Corp. (1990) (New York)
P.C. Landmark, Inc. (1990) (Texas)
Equitable JVS II, Inc. (1994) (Maryland)
EJSVS, Inc. (1995) (New Jersey)
Donaldson, Lufkin & Jenrette, Inc. (1985 by EIC; 1993 by EHC)
(Delaware) (39%) (See Addendum for subsidiaries)
JMR Realty Services, Inc. (1994) (Delaware)
Equitable Investment Corporation (l97l) (New York)
Stelas North Carolina Limited Partnership (50% limited
partnership interest) (l984)
EQ Services, Inc. (1992) (Delaware)
Equitable Agri-Business, Inc. (1984) Delaware
Alliance Capital Management Corporation (l991) (Delaware) (b)
(See Addendum for subsidiaries)
Equitable Capital Management Corporation (l985) (Delaware) (b)
Alliance Capital Management L.P. (1988) (Delaware)
(16.6% limited partnership interests)
Equitable JV Holding Corporation (1989) (Delaware)
Equitable Real Estate Investment Management, Inc. (l984)
(Delaware) (b)
Equitable Realty Portfolio Management, Inc. (1984)
(Delaware)
EQK Partners (100% general partnership interest)
Compass Management and Leasing Co. (formerly known as
EREIM, Inc.) (l984) (Colorado)
Equitable Real Estate Capital Markets, Inc. (1987)
(Delaware) (a)
(a) Registered Broker/Dealer (b) Registered Investment Advisor
C-11
<PAGE>
The Equitable Companies Incorporated (cont.)
The Equitable Life Assurance Society of the United States (cont.)
Equitable Holding Corporation (cont.)
Equitable Investment Corporation (cont.)
Equitable Real Estate Investment Management, Inc. (cont.)
EQ Realty Associates-V, Inc. (1987) (Delaware)
EPPNLP Corp. (1987) (Delaware)
Equitable Pacific Partners Corp. (1987) (Delaware)
Equitable Pacific Partners Limited Partnership
EREIM Managers Corp. (1986) (Delaware)
ML/EQ Real Estate Portfolio, L.P.
EML Associates, L.P. (80%)
Compass Retail, Inc. (1990) (Delaware)
Compass Management and Leasing, Inc. (1991) (Delaware)
Compass Cayman (1996) (Cayman Islands)
Column Financial, Inc. (1993) (Delaware) (50%)
Buckhead Strategic Corp. (1994) (Delaware)
Buckhead Strategic Fund, L.P.
BH Strategic Co. I, L.P.
Buckhead Strategic Co. II, L.P.
Buckhead Strategic Co. III, L.P.
Buckhead Strategic Co. IV, L.P.
CJVS, Inc. (1994) (California)
ERE European Corp. I, L.P. (1994) (Delaware)
A/E European Associates I Limited Partnership
Community Funding, Inc. (1994) (Delaware)
Community Mortgage Fund, L.P. (1994) (Delaware)
Buckhead Strategic Corp., II (1995) (Delaware)
Buckhead Strategic Fund L.P. II
C-12
<PAGE>
The Equitable Companies Incorporated (cont.)
The Equitable Life Assurance Society of the United States (cont.)
Equitable Holding Corporation (cont.)
Equitable Investment Corporation (cont.)
Equitable Real Estate Investment Management, Inc. (cont.)
Buckhead Strategic Corp., II (cont.)
Buckhead Co. III, L.P.
HYDOC, L.L.C.
C-13
<PAGE>
ORGANIZATION CHART OF EQUITABLE'S AFFILIATES
ADDENDUM - NON-REAL ESTATE SUBSIDIARY
OF EQUITABLE HOLDING CORPORATION
HAVING MORE THAN FIVE SUBSIDIARIES
EquiSource of New York, Inc. (formerly Traditional Equinet Business
Corporation of New York) has the following subsidiaries that are brokerage
companies to make available to Equitable Agents within each state traditional
(non-equity) products and services not produced by Equitable:
EquiSource of Delaware, Inc. (1986) (Delaware)
EquiSource of Alabama, Inc. (1986) (Alabama)
EquiSource of Arizona, Inc. (1986) (Arizona)
EquiSource of Arkansas, Inc. (1987) (Arkansas)
EquiSource Insurance Agency of California, Inc. (1987) (California)
EquiSource of Colorado, Inc. (1986) (Colorado)
EquiSource of Hawaii, Inc. (1987) (Hawaii)
EquiSource of Maine, Inc. (1987) (Maine)
EquiSource Insurance Agency of Massachusetts, Inc. (1988)
(Massachusetts)
EquiSource of Montana, Inc. (1986) (Montana)
EquiSource of Nevada, Inc. (1986) (Nevada)
EquiSource of New Mexico, Inc. (1987) (New Mexico)
EquiSource of Pennsylvania, Inc. (1986) (Pennsylvania)
EquiSource Insurance Agency of Utah, Inc. (1986) (Utah)
EquiSource of Washington, Inc. (1987) (Washington)
EquiSource of Wyoming, Inc. (1986) (Wyoming)
C-14
<PAGE>
ORGANIZATION CHART OF EQUITABLE'S AFFILIATES
ADDENDUM - OTHER NON-REAL ESTATE SUBSIDIARIES
HAVING MORE THAN FIVE SUBSIDIARIES
Donaldson, Lufkin & Jenrette, Inc. has the following subsidiaries, and
approximately 60 other subsidiaries, most of which are special purpose
subsidiaries (the number fluctuates according to business needs):
Donaldson, Lufkin & Jenrette, Inc. (1985) (Delaware)
Donaldson, Lufkin & Jenrette Securities Corporation (1985)
(Delaware) (a) (b)
Wood, Struthers & Winthrop Management Corporation (1985)
(Delaware) (b)
Autranet, Inc. (1985) (Delaware) (a)
DLJ Real Estate, Inc.
DLJ Capital Corporation (b)
Column Financial, Inc. (1993) (Delaware) (50%)
Alliance Capital Management Corporation has the following subsidiaries:
Alliance Capital Management Corporation (1991) (Delaware) (b)
Alliance Capital Management L.P. (1988) (Delaware) (b)
Alliance Capital Management Corporation of Delaware, Inc.
(Delaware)
Alliance Fund Services, Inc. (Delaware) (a)
Alliance Capital Management (Japan), Inc. (formerly
Alliance Capital Mgmt. Intl.)
Alliance Fund Distributors, Inc. (Delaware) (a)
Alliance Oceanic Corp. (Delaware) (formerly Alliance
Capital, Ltd.)
Alliance Capital Management Australia Pty. Ltd.
(Australia)
Meiji - Alliance Capital Corp. (Delaware) (50%)
Alliance Capital (Luxembourg) S.A. (99.98%)
Alliance Southern Europe Corp. (Delaware) (inactive)
Alliance Barra Research Institute, Inc. (Delaware)
(50%)
Alliance Capital Management Canada, Inc. (Canada)
(99.99%)
Alliance Capital Management Limited (United Kingdom) Pastor
Alliance Gestora de Fondas de Pensiones, S.
A. (Spain) (50%)
Dementional Asset Management, Ltd. (United
Kingdom)
Dementional Trust Management, Ltd. (United
Kingdom)
Alliance Capital Global Derivatives Corp.
(Delaware)
Alliance Corporate Finance Group, Inc. (Delaware)
(a) Registered Broker/Dealer (b) Registered Investment Advisor
C-15
<PAGE>
AXA GROUP CHART
The information listed below is dated as of January 1, 1996; percentages shown
represent voting power. The name of the owner is noted when AXA indirectly
controls the company.
AXA INSURANCE AND REINSURANCE BUSINESS HOLDING
COMPANY COUNTRY VOTING POWER
Axa Assurances Iard France 96.9%
Axa Assurances Vie France 100% by Axa and Uni Europe
Vie
Uni Europe Assurance France 100% by Axa and Axa
Assurances Iard
Uni Europe Vie France 99.3% by Axa and Axa
Assurances Iard
Alpha Assurances Vie France 100%
Axa Direct France 100%
Direct Assurances Iard France 100% by Axa Direct
Direct Assurance Vie France 100% by Axa Direct
Axa Direkt Versicherung A.G. Germany 100% owned by Axa Direct
Axiva France 90.3%
Defense Civile France 95%
Societe Francaise d'Assistance France 51.2% by Axa Assurances Iard
Monvoisin Assurances France 99.92% by different companies
and Mutuals
Societe Beaujon France 100%
Lor Finance France 99.9%
Jour Finance France 100% by different companies
Compagnie Auxiliaire pour le France 100% by Societe Beaujon
Commerce et l'Industrie
C.F.G.A. France 99.96% owned by the mutuals
and Finaxa
Saint Bernard Diffusion France 89.9%
Sogarep France 95%, (100% with the mutuals)
Argovie France 100% by Axiva and SCA Argos
Finargos France 66.4% owned by Axiva
Astral France 100% by Uni Europe Assurance
Argos France N.S.
Finaxa Belgium Belgium 100%
C-16
<PAGE>
COMPANY COUNTRY VOTING POWER
Axa Belgium Belgium 18.5% by Axa(SA) and 72.5% by
Finaxa Belgium
De Kortrijske Verzekering Belgium 99.8%
Juris Belgium 100%
Finaxa Luxembourg Luxembourg 100%
Axa Assurance IARD Luxembourg Luxembourg 99.4%
Axa Assurance Vie Luxembourg Luxembourg 99.4%
Axa Aurora Spain 50%
Aurora Polar SA de Seguros y Spain 99.8% owned by Axa Aurora
Reaseguros
Axa Vida SA de Seguros y Spain 99.8% owned by Axa Aurora
Reaseguros
Axa Gestion de Seguros y Spain 100% owned by Axa Aurora
Reaseguros
Axa Assicurazioni Italy 100%
Eurovita Italy 30% owned by Axa
Assicurazioni
Axa Equity & Law plc U.K. 99.9%
Axa Equity & Law Life U.K. 100% by Axa Equity & Law plc
Assurance Society
Axa Equity & Law International U.K. 100% owned by Axa Equity &
Law plc
Axa Equity & Law Netherlands 100% by Axa Equity & Law plc
Levensverzekeringen
Axa Insurance U.K. 100%
Axa Global Risks U.K. 100% by Axa and Uni Europe
Assurance
Axa U.K. U.K. 100%
Axa Canada Canada 100%
Boreal Insurance Canada 100% owned by AXA Canada
Axa Assurances Inc. Canada 100% owned by Axa Canada
Axa Insurance Inc. Canada 100% owned by Axa Canada
Anglo Canada General Insurance Canada 100% owned by Axa Canada
Cy
Axa Pacific Insurance Canada 100% by Boreal Insurance
Boreal Assurances Agricoles Canada 100% by Boreal Insurance
C-17
<PAGE>
COMPANY COUNTRY VOTING POWER
Sime Axa Berhad Malaysia 30%
Axa Sime Investment Holdings Singapore 50%
Pte Ltd
Axa Sime Assurance Hong Kong 100% owned by Axa Sime Invt.
Holdings Pte Ltd
Axa Sime Assurance Singapore 100% owned by Axa Sime Invt
Holdings Pte Ltd
Axa Life Insurance Hong Kong 100%
PT Asuransi Axa Indonesia Indonesia 80%
Equitable Cies Incorp. U.S.A. 60.6% owned by Axa, 44.4%
Financiere 45, 3.8%,
Lorfinance 7.6% and Axa
Equity & Law Life Association
Society 4.8%
Equitable Life Assurance of U.S.A. 100% owned by Equitable Cies
the USA Inc.
National Mutual Holdings Ltd Australia 51%
The National Mutual Life Australia 100% owned by National Mutual
Association of Australasia Ltd Holdings Ltd
National Mutual International 74% owned by National Mutual
Pty Ltd Holdings Ltd and 26% by The
National Mutual Life
Association of Australasia
National Mutual (Bermuda) Ltd Australia 100% owned by National Mutual
International Pty Ltd
National Mutual Asia Ltd Bermudas 54% owned by National Mutual
(Bermuda) Ltd and 20% by
Delta Ltd
National Mutual Funds Australia 100% owned by National Mutual
Management (Global) Ltd Holdings Ltd
National Mutual Funds USA 100% owned by National Mutual
Management North America Funds Management (Global) Ltd
Holdings Inc.
Australian Casualty & Life Ltd Australia 100% owned by National Mutual
Holdings Ltd
National Mutual Health Australia 100% owned by National Mutual
Insurance Pty Ltd Holdings Ltd
Axa Reassurance France 100%
Axa Re Finance France 100% owned by Axa Reassurance
Axa Re Vie France 100% owned by Axa Reassurance
Axa Cessions France 100%
C-18
<PAGE>
COMPANY COUNTRY VOTING POWER
Abeille Reassurances France 100% owned by Axa Reassurance
Axa Re Mexico Mexico 100% owned by Axa Reassurance
Axa Re Asia Singapore 100% owned by Axa Reassurance
Axa Re U.K. Plc U.K. 100% owned by Axa Re U.K.
Holding
Axa Re U.K. Holding U.K. 100% owned by Axa Reassurance
Axa Re U.S.A. U.S.A. 100% owned by Axa America
Axa America U.S.A. 100% owned by Axa Reassurance
International Technology U.S.A. 80% owned by Axa America
Underwriters Inc. (INTEC)
Axa Re Life U.S.A. 100% owned by Axa Re Vie
C.G.R.M. Monaco 100% by Axa Reassurance
Axa Life Insurance Japan 100% owned by Axa
Dongbu Axa Life Insurance Co Korea 50%
Ltd
Axa Oyak Hayat Sigota Turkey 60%
Oyak Hayat Sigorta Turkey 11%
C-19
<PAGE>
AXA FINANCIAL BUSINESS
COMPANY COUNTRY VOTING POWER
Compagnie Financiere de Paris France 96.9%, (100% with the
(C.F.P.) Mutuals)
Axa Banque France 98.7% owned by C.F.P.
Financiere 78 France 100% owned by C.F.P.
Axa Credit France 65% owned by C.F.P.
Axa Gestion Interessement France 100% owned by C.F.P.
Compagnie Europeenne de Credit France 100% owned by C.F.P.
(C.E.C.)
Fidei France 20.7% owned by C.F.P. and
10.8% by Axamur
Meeschaert Rousselle France 100% owned by Financiere 78
M R Futures SNC France 59% by Meeschaert Rousselle
Opale Derivee Bourse France 89.4% by M.R. Futures and
Meeschaert Rousselle
Anjou Courtage France 70% owned by Meeschaert
Rousselle
Axiva Gestion France 100% owned by Axiva
Juri Creances France 100% by different companies
Societe de Placements France 99.3% with the Mutuals
Selectionnes S.P.S.
Presence et Initiative France 73% with the Mutuals
Vamopar France 100% owned by Societe Beaujon
Financiere Mermoz France 100%
Axa Asset Management Europe France 100%
Axa Asset Management France 100% owned by Axa Asset
Partenaires Management Europe
Axa Asset Management Conseils France 100% owned by Axa Asset
Management Europe
Axa Asset Management France 100% owned by Axa Asset
Distribution Management Europe
Axa Equity & Law Home Loans U.K. 100% owned by Axa Equity &
Law
Axa Equity & Law Commercial U.K. 100% owned by Axa Equity &
Loans Law
C-20
<PAGE>
COMPANY COUNTRY VOTING POWER
Alliance Capital Management U.S.A. 59% held by ELAS
Donaldson Lufkin & Jenrette U.S.A. 36.1% owned by ELAS and 44.1%
by Equitable Cies Inc.
Cogefin Luxembourg 100% owned by Axa Belgium
Soflinter Belgium 100% owned by Axa Belgium
Financiere 45 France 99.6%
Mofipar France 99.76% owned by Societe
Beaujon
ORIA France 100% owned by Axa Millesimes
Axa Oeuvres d'Art France 100% by the Mutuals
Axa Cantenac Brown France 100%
Colisee Acti Finance 1 France 100% owned by Societe Beaujon
Colisee Acti Finance 2 France 100% owned by Axa Assurances
Iard Mutuelle
Participations 2001 France 100% owned by Societe Beaujon
Finalor France 100% owned by Societe Beaujon
C-21
<PAGE>
AXA REAL ESTATE BUSINESS
COMPANY COUNTRY VOTING POWER
C.I.P.M. France 97.6% with the Mutuals
Fincosa France 100% owned by C.I.P.M.
Prebail France 100% owned by Societe Beaujon
and C.F.P.
Axamur France 100% by different companies
and mutuals
Parigest France 100% by the Mutuals, C.I.P.M.
and Fincosa
Parimmo France 100% by the insurance
companies and the mutuals
S.G.C.I. France 100% with the Mutuals
Transaxim France 99.4% owned by S.G.C.I.
Compagnie Parisienne de France 100% owned by S.G.C.I.
Participations
Monte Scopeto France 100% owned by C.P.P.
Matipierre France 100% by different companies
Securimmo France 87% by different companies
and mutuals
Paris Orleans France 99.9% by different companies
Colisee Bureaux France 99.4% by different companies
Colisee Premiere France 99.9% by different companies
Colisee Laffitte France 99.8% by Colisee Bureaux
Carnot Laforge France 100% by Colisee Premiere
Parc Camoin France 100% by Colisee Premiere
Delta Point du Jour France 100% owned by Matipierre
Paroi Nord de l'Arche France 100% owned by Matipierre
Falival France 100% owned by Axa Reassurance
Compagnie du Gaz d'Avignon France 99% owned by Axa Assurances
Iard
Ahorro Familiar France 40.1% owned by Axa Assurances
Iard
Fonciere du Val d'Oise France 100% owned by C.P.P.
Sodarec France 99.9% owned by C.P.P.
Centrexpo France 99.9% owned by C.P.P.
C-22
<PAGE>
COMPANY COUNTRY VOTING POWER
Fonciere de la Vile du Bois France 99.6% owned by Centrexpo
Colisee Seine France 97.4% by different companies
Translot France 99.9% by SGCI
S.N.C. Dumont d'Urville France 100% owned by Colisee
Premiere
Colisee Participations France 100% by SGCI
Colisee Federation France 100% by SGCI
Colisee Saint Georges France 100% by SGCI
Drouot Industrie France 50% by SGCI
Colisee Vauban France 99.7% by Matipierre
Fonciere Colisee France 98.9% by Matipierre
Axa Pierre S.C.I. France 97.6% owned by different
companies and Mutuals
Axa Millesimes France 77.8% owned by AXA and the
Mutuals
Chateau Suduirault France 100% owned by Axa Millesimes
Diznoko Hongrie 100% owned by Axa Millesimes
Compagnie Fonciere Matignon France 100% by different companies
and Mutuals
Equitable Real Estate U.S.A. 100% owned by ELAS
Investment
Quinta do Noval Vinhos S.A. Portugal 99.9% owned by Axa Millesimes
C-23
<PAGE>
OTHER AXA BUSINESS
COMPANY COUNTRY VOTING POWER
A.N.F. France 95.4% owned by Finaxa
SCOR France 10.1% owned by Axa
Reassurance
Campagnie du Cambodge France 23% owned by A.N.F.
Lucia France 20.6% owned by Axa Assurance
Iard and 8.6% by the mutuals
Rubis et Cie France 12.7% owned by Uni Europe
Assurance
Schneider S.A. France 10%
Eurofin France 31.6% owned by Compangie
Financiere de Paris
C-24
<PAGE>
ORGANIZATION CHART OF EQUITABLE'S AFFILIATES
NOTES
1. The year of formation or acquisition and state or country of
incorporation of each affiliate is shown.
2. The chart omits certain relatively inactive special purpose real estate
subsidiaries, partnerships, and joint ventures formed to operate or
develop a single real estate property or a group of related properties,
and certain inactive name-holding corporations.
3. All ownership interests on the chart are 100% common stock ownership
except for (a) as noted for certain partnership interests, (b) ACMC,
Inc.'s and Equitable Capital's limited partnership interests in
Alliance Capital Management L.P., (c) as noted for certain
subsidiaries of Alliance Capital Management Corp. of Delaware, Inc.,
(d) Treasurer Robert L. Bennett's 20% interest in Compass Management
and Leasing Co. (formerly known as EREIM, Inc.), (e) as noted for
certain subsidiaries of AXA, (f) The Equitable Companies
Incorporated's 61% interest in DLJ and Equitable Holding Corp's 39 %
interest in same, and (g) DLJ Mortgage Capital Inc.'s and Equitable
Real Estate Investment Management, Inc.'s ownership (50% each) in
Column Financial, Inc.
4. The operational status of the entities shown as having been formed or
authorized but "not yet fully operational" should be checked with the
appropriate operating areas, especially for those that are start-up
situations.
5. The following entities are not included in this chart because, while they
have an affiliation with The Equitable, their relationship is not the
ongoing equity-based form of control and ownership that is characteristic
of the affiliations on the chart, and, in the case of the first two
entities, they are under the direction of at least a majority of "outside"
trustees:
The Equitable Funds
The Hudson River Trust
Separate Accounts
6. This chart was last revised on March 25, 1996.
C-25
<PAGE>
Item 27. Number of Contractowners
Currently, there are no owners of qualified and non-qualified
contracts offered by the registrant hereunder.
Item 28. Indemnification
Indemnification of Principal Underwriter
To the extent permitted by law of the State of New York and subject
to all applicable requirements thereof, Equitable Capital Securities
Corporation undertook to indemnify each of its directors and officers who is
made or threatened to be made a party to any action or proceeding, whether
civil or criminal, by reason of the fact the director or officer, or his or
her testator or intestate, is or was a director or officer of Equitable
Capital Securities Corporation.
Undertaking
Insofar as indemnification for liability arising under the Securities
Act of 1933 ("Act") may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.
Item 29. Principal Underwriters
(a) Equitable Distributors, Inc. (formerly Equitable Capital
Securities Corporation), an indirect wholly-owned subsidiary of
Equitable, is the principal underwriter for Separate Account No. 49. The
principal business address of Equitable Distributors, Inc. is 787 Seventh
Avenue, NY, NY 10019.
(b) Set forth below is certain information regarding the directors
and principal officers of Equitable Distributors, Inc. The business address of
the persons whose names are preceded by an asterisk is that of Equitable
Distributors, Inc.
C-26
<PAGE>
NAME AND PRINCIPAL Positions and Offices
BUSINESS ADDRESS with Underwriter
*Jerome Golden Chairman of the Board, Chief
Executive Officer and Director
*Michael Kiley President and Director
*Dennis Witte Chief Operating Officer and
Director
Geoffrey H. Radbill Director
135 West 50th Street
New York, NY 10020
*Harvey Blitz Director
*Thomas D. Bullen Chief Financial Officer
Michael Brzozowski Chief Compliance Officer
1755 Broadway, 2nd floor
New York, NY 10019
*Naomi Friedland-Wechsler Chief Legal Officer
*Ronald R. Quist Treasurer
*Janet Hannon Secretary
*Linda Galasso Assistant Secretary
(c) Not applicable.
Item 30. Location of Accounts and Records
The records required to be maintained by Section 31(a) of the
Investment Company Act of 1940 and Rules 31a-1 to 31a-3 thereunder are
maintained by Equitable at 787 Seventh Avenue, New York, New York 10019. The
policies files will be kept at Vantage Computer System, Inc., 301 W.
11th Street, Kansas City, Mo. 64105.
Item 31. Management Services
Not applicable.
Item 32. Undertakings
The Registrant hereby undertakes:
C-27
<PAGE>
(a) to file a post-effective amendment to this
registration statement as frequently as is necessary to ensure
that the audited financial statements in the registration
statement are never more than 16 months old for so long as
payments under the variable annuity contracts may be accepted;
(b) to include either (1) as part of any application to purchase a
contract offered by the prospectus, a space that an applicant
can check to request a Statement of Additional Information, or
(2) a postcard or similar written communication affixed to or
included in the prospectus that the applicant can remove to
send for a Statement of Additional Information;
(c) to deliver any Statement of Additional Information and any
financial statements required to be made available under this
Form promptly upon written or oral request.
41008
41010
C-28
<PAGE>
SIGNATURES
Pursuant to requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this
registration statement to be signed on its behalf, in the City and State of
New York, on this 7th day of June, 1996.
SEPARATE ACCOUNT No. 49 OF
THE EQUITABLE LIFE ASSURANCE SOCIETY
OF THE UNITED STATES
(Registrant)
By: The Equitable Life Assurance
Society of the United States
By: /s/ Jerome S. Golden
Jerome S. Golden
President,
Income Management Group,
A Division of The Equitable Life
Assurance Society of the United
States
C-29
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Depositor has duly caused this
registration statement to be signed on its behalf, in the City and State of
New York, on this 7th day of June, 1996.
THE EQUITABLE LIFE ASSURANCE SOCIETY
OF THE UNITED STATES
(Depositor)
By: /s/ Jerome S. Golden
Jerome S. Golden
President,
Income Management Group,
A Division of The Equitable Life
Assurance Society of the United
States
As required by the Securities Act of 1933 and the Investment Company Act
of 1940, this registration statement has been signed by the following persons
in the capacities and on the date indicated:
PRINCIPAL EXECUTIVE OFFICERS:
James M. Benson President, Chief Executive Officer
and Director
William T. McCaffrey Senior Executive Vice President,
Chief Operating Officer and Director
Joseph J. Melone Chairman of the Board and Director
PRINCIPAL FINANCIAL OFFICER:
Stanley B. Tulin Senior Executive Vice President and
Chief Financial Officer
PRINCIPAL ACCOUNTING OFFICER:
/s/ Alvin H. Fenichel Senior Vice President and Controller
Alvin H. Fenichel
June 7, 1996
DIRECTORS:
Claude Bebear Jean-Rene Foutou Winthrop Knowlton
James M. Benson Norman C. Francis Arthur L. Liman
Christopher Brocksom Donald J. Greene George T. Lowy
Francoise Colloc'h Anthony J. Hamilton William T. McCaffrey
Henri de Castries John T. Hartley Joseph J. Melone
Joseph L. Dionne John H.F. Haskell, Jr. Didier Pineau-Valencienne
William T. Esrey W. Edwin Jarmain George J. Sella, Jr.
G. Donald Johnston, Jr. Dave H. Williams
By: /s/ Jerome S. Golden
Jerome S. Golden
Attorney-in-Fact
June 7, 1996
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EXHIBIT INDEX
EXHIBIT NO. PAGE NO.
1 Resolutions of the Board of Directors of
Equitable authorizing the establishment of
the Registrant.
3(a) Form of Distribution Agreement among Equitable
Capital Securities Corporation, Separate Account
Nos. 45 and 49 and Equitable Life Assurance Society
of the United States.
3(b) Form of Sales Agreement among Equitable Capital Securities
Corporation, as Distributor, a Broker- Dealer (to be named)
and a General Agent (to be named).
3(c) Form of The Hudson River Trust Sales Agreement by
and among The Equitable Life Assurance Society of
the United States, Equitable Capital Securities
Corporation and Separate Account No. 49 of The
Equitable Life Assurance Society of the United
States.
4(i) Forms of data pages for the Accumulator.
4(j) Forms of data pages for the Rollover IRA.
9 Form of Opinion and Consent of Jonathan E. Gaines, Esq.,
Vice President and Associate General Counsel of Equitable,
as to the legality of the securities being registered.
10(a) Consent of Price Waterhouse.
10(b) Powers of Attorney.
13(a) Formulae for Determining Money Market Fund Yield for a
Seven-Day Period for the INCOME MANAGER.
13(b) Formulae for Determining Cumulative and Annualized
Rates of Return for the INCOME MANAGER.
13(c) Formulae for Determining Standardized Performance
Value and Annualized Average Performance Ratio for
INCOME MANAGER Certificates.
C-31
OFFICIAL NOTICE
Res. No. 21-69 adopted by
Board of Directors
April 17, 1969
Secretary
Messrs. Kernan, McVity(3), Beesley, Sommers, Erway, J.H. Smith, Keehn
To: Miller, Hering, Stocker, Ferguson, Whitenight, Thomas
RESOLUTION RE APPROVAL OF SEPARATE ACCOUNTS AND DELEGATION
OF AUTHORITY TO ESTABLISH ADDITIONAL SEPARATE ACCOUNTS
--------------------------------------------------------
RESOLVED, That the Board notes with approval the authorization and
creation of the Separate Accounts A, B, and C Separate Account Nos. 1, 2, 3, 4
and T-1; and
FURTHER RESOLVED, That the Chairman of the Board, Vice Chairman of the
Board, President and Vice President - Investments be, and each of them hereby
is, authorized to establish any and all additional separate accounts deemed by
such officer to be necessary or desirable for The Equitable's authorized
annuity business, and having investment objectives similar to any separate
account now or hereafter expressly approved by this Board.
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OFFICIAL NOTICE
Bd. Res. B18-94, adopted by
Board of Directors
May 18, 1994
/s/Molly K. Heines
M. K. HEINES
Vice President and Secretary
ESTABLISHMENT OF UNINCORPORATED DIVISION FOR
COMPLEMENTARY DISTRIBUTION CHANNELS
WHEREAS, by memorandum of President and Chief Operating Officer James M.
Benson to Chairman and Chief Executive Officer Joseph J. Melone, dated May 11,
1994, (submitted to and filed with the records of this meeting), a
recommendation has been made to organize and establish an unincorporated
division of Equitable Life, to be named Equitable Special Products Group",
which Division will be charged with developing , marketing and overseeing the
administration and distribution of products offered through complementary
distribution channels such as wirehouses, regional broker-dealers, financial
planning firms and financial institutions (the "Recommendation");
NOW, THEREFORE, BE IT
RESOLVED, That upon the recommendation of Mr. Benson, the establishment
of an unicorporated division of Equitable Life for the purpose of developing,
marketing and overseeing the administration and distribution of products
offered through complementary distribution channels, is hereby approved and
authorized, all as more fully set forth in the Recommendation;
FURTHER RESOLVED, That the President of the unincorporated division may
designate any Equitable Life officer or employee as an officer of such
division, with such title, for such period and with such powers and duties as
may be specified by or pursuant to authorization of Equitable Life's Chairman
and Chief Executive Officer; and
FURTHER RESOLVED, That the officers of Equitable Life are hereby
authorized to do all such things and execute and deliver all such documents as
may be necessary or appropriate to carry out the intent of the foregoing
Resolution.
DISTRIBUTION AGREEMENT
AGREEMENT, dated as of July 1, 1996 by and among Equitable Distributors,
Inc. ("Distributor"), The Equitable Life Assurance Society of the United
States ("Equitable") and Equitable's Separate Account Nos. 45 and 49
("Separate Accounts").
W I T N E S S E T H :
WHEREAS, the Separate Accounts are separate accounts established and
maintained by Equitable pursuant to the laws of the State of New York, under
which income, gains and losses, whether or not realized, from assets allocated
to the Separate Accounts, are credited to or charged against the Separate
Accounts without regard to other income, gains or losses of Equitable;
WHEREAS, the Separate Accounts are registered as investment companies
under the Investment Company Act of 1940 ("1940 Act"), and units of interest
in the Separate Accounts are registered under the Securities Act of 1933
("1933 Act");
WHEREAS, Equitable offers market value adjustment ("MVA") interests
under deferred annuity contracts;
WHEREAS, the MVA interests are registered under the 1933 Act;
WHEREAS, Equitable issues variable and fixed annuity contracts,
including market value adjusted contracts, and may in the future issue
additional forms of contracts (all of which are collectively referred to
herein as the "Contracts"), whose net considerations may be allocated for
investment in whole or in part to the Separate Accounts or to the purchase of
MVA interests;
WHEREAS, the Distributor, a wholly-owned subsidiary of Equitable, is a
broker-dealer registered under the Securities Exchange Act of 1934 ("1934
Act") and is a member of the National Association of Securities Dealers, Inc.
("NASD");
WHEREAS, the parties hereto desire to have the Distributor act as
principal underwriter or distributor for the Separate Accounts to assume the
responsibilities set forth in this Agreement with respect to the distribution
of the Contracts, and the Distributor desires to assume such responsibilities;
WHEREAS, the parties desire to have Equitable perform certain services
in connection with the sale of the Contracts.
NOW, THEREFORE, the parties hereto agree as follows:
ARTICLE I
Distribution Responsibility for the Contracts
Section 1.1 The Distributor represents that it is a broker-dealer duly
registered under the 1934 Act and is a member in good standing of the NASD
and, to the extent necessary to perform the activities contemplated hereunder,
is duly registered, or otherwise qualified, under the securities laws of every
state
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or other jurisdiction in which the Contracts are available for sale, and the
Distributor agrees to maintain such status.
Section 1.2 Equitable authorizes the Distributor to act, and the
Distributor agrees to serve, as principal underwriter for the Separate
Accounts, as distributor of the MVA interests under the Contracts and as
distributor of the Contracts in each state or other jurisdiction where the
Contracts may legally be sold. The Distributor shall at all times function as
and be deemed to be an independent contractor and will be under no obligation to
effectuate any particular number of sales of Contracts or to promote or make
sales, except to the extent the Distributor deems advisable. The Distributor
shall be fully responsible for carrying out all compliance and supervisory
obligations in connection with the distribution of the Contracts, as required by
the NASD Rules of Fair Practice ("NASD Rules") and by federal and any applicable
state or foreign securities laws. The Distributor shall assume full
responsibility for the oversight of securities activities of any person
associated with the Distributor, as defined in Section 3(a)(18) of the 1934 Act,
and engaged directly or indirectly in the distribution of the Contracts
("Associated Persons"), and shall have the authority to require that
disciplinary action be taken with respect to the Associated Persons. The
Distributor shall be fully responsible for compensating the Associated Persons
and the Selling Broker-Dealers (as defined in Section 1.3) for their sales of
the Contracts.
Section 1.3 The Distributor is hereby authorized to enter into separate
written agreements ("Sales Agreements"), on such terms and conditions as the
Distributor may determine not to be inconsistent with this Agreement, with
broker-dealers ("Selling Broker-Dealers") which agree to participate in the
distribution of, and to use their best efforts to solicit applications for,
the Contracts. The Sales Agreements shall provide that each Selling
Broker-Dealer shall be required to assume full responsibility for continued
compliance by itself and its associated persons (as defined in Section
3(a)(18) of the 1934 Act) with the NASD Rules and applicable federal and state
securities and insurance laws. Each Selling Broker-Dealer and its registered
representatives ("Registered Representatives") soliciting applications for the
Contracts shall be duly and appropriately licensed, registered and otherwise
qualified for the sale of the Contracts under the NASD Rules and federal and
state securities and insurance laws applicable to the offer and sale of the
Contracts. The Distributor shall have full responsibility for the supervision
of all Selling Broker- Dealers and shall assume any legal responsibilities of
Equitable for the acts or omissions of any Selling Broker-Dealer or its
Registered Representatives.
Section 1.4 The Distributor is authorized to recommend the appointment
of the Selling Broker-Dealers and their eligible Registered Representatives
and affiliates as agents of Equitable for the sale of Contracts. It shall be
the responsibility of each Selling Broker-Dealer to apply for and maintain the
proper insurance licenses for each of its agents selling the Contracts in all
states or other jurisdictions in which the Contracts are offered for sale by
such agent. Equitable will undertake to make such appointments as the
Distributor shall request in the appropriate states or other jurisdictions,
provided that Equitable reserves the right to refuse to appoint any proposed
agent and to terminate its appointments. Equitable shall promptly notify the
Distributor of each such termination. Equitable agrees to be responsible for
all appointment fees required under pertinent state insurance laws to
authorize agents properly for the sale of the Contracts, excluding, however,
any licensing or other fees required to be paid at any time after the initial
appointment of such agents.
Section 1.5 The parties hereto recognize that any Associated Person or
Registered Representative selling the Contracts as contemplated by this
Agreement shall be acting as an insurance agent of Equitable and that the
obligations and rights of the Distributor to supervise such persons shall be
limited to the extent specifically described herein or required under
applicable federal or state securities laws or NASD Rules. Such persons shall
not be considered agents or employees of the Distributor. Further, it is
intended by the
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parties hereto that such persons are and shall continue to be considered to
have a common law independent contractor relationship with Equitable and not
to be common law employees of Equitable, unless any contract between Equitable
and any person selling the Contracts specifically provides otherwise.
Section 1.6 The Distributor shall take reasonable steps to ensure that
the Registered Representatives appointed as agents of Equitable for the sale
of the Contracts shall not make recommendations to an applicant to purchase a
Contract in the absence of reasonable grounds to believe that the purchase of
the Contract is suitable for the applicant. While not limited to the
following, a determination of suitability shall be based on information
furnished to a Registered Representative after reasonable inquiry of such
applicant (and any other information known about the applicant) concerning the
applicant's insurance and investment objectives and financial situation and
needs, including the likelihood (depending upon the nature of the Contract)
that the applicant will make sufficient payments or retain the Contract for a
sufficient period of time to derive the benefits of the Contract.
Section 1.7 The Distributor agrees that no person, including the Selling
Broker-Dealers and their Registered Representatives, shall be permitted to
use, develop or distribute any sales materials which have not been approved in
advance by Equitable. The Distributor agrees that it will make timely filings,
as required, with the NASD and any other securities regulators of any sales
literature, advertising or other materials relating to the Separate Accounts
or the MVA interests under the Contracts, and obtain such approvals as may be
necessary. Equitable will be responsible for filing such items, as necessary,
with any insurance regulatory authorities and obtaining any required
approvals. The Distributor also agrees that no person, including the Selling
Broker-Dealers and their Registered Representatives, shall be permitted, in
connection with the offer and sale of the Contracts, to make any
representations or communicate any information regarding Equitable, the
Contracts, the Separate Accounts, the MVA interests under the Contracts or the
funding media for the Contracts which are not contained in materials approved
by Equitable, as provided in this Agreement, or included in the registration
statements of the Separate Accounts and such MVA interests effective under the
1933 Act at the time of such representation or communication.
Section 1.8 The Distributor shall be responsible for, with respect to
agents appointed by Equitable as provided in Section 1.4, maintaining the
records of agents licensed, registered and otherwise qualified to sell the
Contracts, and for furnishing periodic reports to Equitable as to the sale of
Contracts made pursuant to this Agreement.
Section 1.9 Anything in this Agreement to the contrary notwithstanding,
Equitable shall retain the ultimate right of control over, and the
responsibility for, the issuance, servicing and marketing of the Contracts,
including the right to review and approve all advertising concerning the
Contracts, to suspend sales of the Contracts in any jurisdiction or
jurisdictions, to appoint and discharge its agents authorized to sell the
Contracts, and to refuse to sell a Contract to any applicant for any reason
whatsoever.
ARTICLE II
Recordkeeping Responsibility for the Contracts
Section 2.1 The Distributor and Equitable shall each cause to be
maintained and preserved such accounts, books and other documents as are
required by the 1934 Act and 1940 Act and any other applicable laws and
regulations. In particular, without limiting the foregoing, the Distributor
shall cause all the books and records in connection with the offer and sale of
the Contracts to be maintained and preserved in conformity with the
requirements of Rules 17a-3 and 17a-4 under the 1934 Act and as may
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otherwise be required under the NASD Rules and federal and applicable state
securities laws, to the extent that such requirements are applicable to the
Contracts.
Section 2.2 The Distributor and Equitable shall each submit to all
regulators and administrative bodies having jurisdiction over the sales of the
Contracts, present or future, any information, reports or other material that
any such body by reason of this Agreement may request or require pursuant to
applicable laws or regulations. In particular, without limiting the foregoing,
Equitable agrees that any books and records which it maintains which are
required to be maintained by the Distributor under Rule 17a-3 or 17a- 4 of the
1934 Act shall be subject to inspection by the Securities and Exchange
Commission ("SEC") in accordance with Section 17(a) of the 1934 Act.
Section 2.3 The Distributor and Equitable each agree and understand that
all documents, reports, records, books, files and other materials required
under applicable NASD regulations and federal and state securities laws
relative to the sale of Contracts shall be the property of the Distributor,
with the exception of any books and records maintained by Equitable which
relate to sales compensation and shall be the joint property of Equitable and
the Distributor. If, however, such documents, reports, records, books, files
and other materials which are the property of the Distributor are required by
applicable regulation or law to be maintained also by Equitable, such material
shall be the joint property of the Distributor and Equitable. All other
documents, reports, records, books, files and other materials maintained
relative to this Agreement shall be the property of Equitable. Upon the
termination of this Agreement, all such material shall be returned to the
applicable party.
Section 2.4 The Distributor and Equitable from time to time during the
term of this Agreement, shall allocate among themselves, subject to a right of
further delegation, the administrative responsibility for maintaining and
preserving the books, records and accounts kept in connection with the
Contracts; provided, however, in the case of books, records and accounts kept
pursuant to a requirement of applicable law or regulation, the ultimate
responsibility for maintaining and preserving such books, records and accounts
shall be that of the party which is required to maintain or preserve such
books, records and accounts under the applicable law or regulation, and such
books, records and accounts shall be maintained and preserved under the
supervision of that party. The Distributor and Equitable shall cause each
other to be furnished with such reports as each may reasonably request for the
purpose of meeting its respective reporting and recordkeeping requirements
under such regulations and laws and under the insurance laws of the State of
New York and any other applicable states or jurisdictions.
ARTICLE III
Procedures for Sale of Variable Contracts
Section 3.1 Equitable represents and warrants that units of interest of
the Separate Accounts and MVA interests offered under the Contracts are
registered under the 1933 Act to the extent such registration is required,
that the Separate Accounts are registered under the 1940 Act and that the
Contracts are qualified to be sold under the insurance laws and any applicable
securities laws of all states and other jurisdictions in which the Contracts
are authorized for sale. Equitable further represents and warrants that it is
a life insurance company duly organized under the laws of the State of New
York and in good standing and authorized to conduct business under the laws of
each state in which the Contracts are offered and sold.
Section 3.2 The Distributor will require that the Agents authorized to
sell the Contracts use only the effective prospectuses, statements of
additional information ("SAIs") and other authorized materials in soliciting
the sale of the Contracts. The Distributor is not authorized to give any
information or to make any representations concerning Equitable, the
Contracts, the Separate Accounts, the MVA interests under
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the Contracts or the funding media for the Contracts other than those
contained in the current prospectus or SAI therefor filed with the SEC or in
such materials as may be authorized by Equitable.
Section 3.3 All applications for the Contracts shall be made on
application forms supplied by Equitable or in a form otherwise satisfactory to
Equitable, and any payments collected by the Distributor shall be remitted by
the Distributor promptly in full, together with such application or enrollment
forms and any other required documentation, directly to Equitable, at the
address indicated on such application or to such other address as Equitable
may, from time to time, designate in writing. The Distributor shall review any
such applications or other documents received by it for completeness before
transmitting them to Equitable. Checks, money orders or electronic
transmissions of funds in payment on any Contract shall be drawn to the order
of "The Equitable Life Assurance Society of the United States". All
applications for Contracts shall be subject to acceptance or rejection by
Equitable at its discretion.
Section 3.4 All money payable in connection with the Contracts, whether
as purchase payments or otherwise, and whether paid by, or on behalf of any
applicant or contractowner, is the property of Equitable. If such money is not
transmitted directly by a Selling Broker-Dealer to Equitable in accordance
with the administrative procedures of Equitable and is received by the
Distributor, it shall be transmitted promptly by the Distributor in accordance
with the administrative procedures of Equitable without any deduction or
offset for any reason, including by example but not limitation, any deduction
or offset for compensation claimed by the Distributor or payable to the
Selling Broker-Dealers. No cash payments shall be accepted by the Distributor
in connection with the Contracts.
Section 3.5 The costs of printing the prospectuses, SAIs and sales
material used in connection with the solicitation of applications for the
Contracts shall be borne by Equitable or by the Distributor, or shall be paid
in part by each of them, as Equitable and the Distributor shall from time to
time mutually agree. Equitable shall provide to the Distributor copies of such
prospectuses, SAIs and sales material in such number as the Distributor shall
reasonably request. Equitable shall make available to the Distributor copies
of all financial statements and other documents that the Distributor shall
reasonably request for use in connection with the distribution of the
Contracts.
Section 3.6 Unless otherwise agreed in writing by Equitable, neither the
Distributor nor any agent of Equitable nor any Selling Broker-Dealer shall
have an interest in any surrender charges, deductions or other fees payable to
Equitable.
ARTICLE IV
Services and Personnel Provided by Equitable
Section 4.1 Equitable agrees to furnish compliance and related support
services, including personnel, to assist the Distributor in the performance of
the services which the Distributor is required to provide hereunder. In
furnishing such services, all personnel of Equitable shall be subject at all
times to the supervision and control of the Distributor.
ARTICLE V
Compensation and Expenses
Section 5.1 The Distributor shall be compensated by Equitable for its
services under this Agreement in accordance with the terms of Schedule I
hereto, as it may be amended from time to time as provided in Section 8.5. In
addition, Equitable will reimburse the Distributor for the actual expenses
incurred by it to
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provide the compliance and related support services which the Distributor is
required to furnish under this Agreement.
Section 5.2 The Distributor shall pay the costs and expenses, direct and
indirect, incurred by Equitable in furnishing services and personnel, pursuant
to Article IV. In determining the basis for the apportionment of expenses,
specific identification or estimates based on time, company assets, square
footage or any other mutually agreeable method providing for a fair and
reasonable allocation of cost may be used, provided such method is in
conformity with the requirements of Section 1712 of the New York Insurance Law
and New York Insurance Department Regulation No. 33. The charge to the
Distributor for such apportioned expenses shall be at cost as described in
this Section 5.2.
Section 5.3 Within 45 days after the end of each calendar quarter, and
more often if desired, Equitable shall submit to the Distributor a statement
of apportioned expenses showing the basis for such appointment, and settlement
shall be made within 15 days thereafter. The statement of apportioned expenses
shall set forth in reasonable detail the nature of the expenses being
apportioned and other relevant information to support the charge.
ARTICLE VI
Regulatory Proceedings, Complaints, Indemnification
Section 6.1 The Distributor and Equitable agree to cooperate fully in
insurance regulatory investigations or proceedings or judicial proceedings
arising in connection with the offering, sale or distribution of the
Contracts. The Distributor and Equitable further agree to cooperate fully in
any securities regulatory investigation or proceeding or judicial proceeding
with respect to Equitable, the Distributor, their respective affiliates and
agents or representatives, to the extent that such investigation or proceeding
is in connection with the Contracts.
Section 6.2 Without limiting the generality of Section 6.1, the
Distributor and Equitable agree that:
(A) The Distributor will be notified promptly of any customer
complaint or notice of any regulatory investigation or proceeding or judicial
proceeding received by Equitable with respect to the Distributor or any agent
or representative or which may affect Equitable's issuance of the Contracts.
(B) The Distributor will promptly notify Equitable of any customer
complaint or notice of any regulatory investigation or proceeding received by
the Distributor or its affiliates with respect to the Distributor or any agent
or representative in connection with any Contract.
(C) In the case of a substantive customer complaint, the
Distributor and Equitable will cooperate in investigating such complaint and
any response to such complaint which either of them has prepared will be sent
to the other for approval not less than five business days prior to its
transmittal to the customer or regulatory authority, except that if a more
prompt response is required, the proposed response shall be communicated by
telephone or facsimile transmission.
Section 6.3 Equitable agrees to indemnify and hold harmless the
Distributor and its officers and directors against any losses, claims, damages
or liabilities, joint or several, to which the Distributor or its affiliates
or such officer or director may become subject, under the 1933 Act or
otherwise, insofar as such losses, claims, damages or liabilities (or actions
in respect thereof) arise out of or are based upon any untrue statement or
alleged untrue statement of a material fact, required to be stated therein or
necessary to make the statements therein not misleading, contained in
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(A) any registration statement relating to the Separate Accounts or
the MVA interests offered under the Contracts, or any amendment thereof, or
(B) any document executed by Equitable specifically for the purpose
of qualifying the Contracts for sale under the securities laws of any
jurisdiction.
Equitable will reimburse the Distributor and each such officer or director for
any legal or other expenses reasonably incurred by the Distributor or such
officer or director in connection with investigating or defending any such
loss, claim, damage, liability or action; provided, however, that Equitable
will not be liable in any such case to the extent that such loss, claim,
damage or liability arises out of, or is based upon, an untrue statement or
alleged untrue statement or omission or alleged omission made in reliance upon
and in conformity with information (including, without limitation, negative
responses to inquiries) furnished to Equitable by or on behalf of the
Distributor specifically for use in the preparation of any such registration
statement or any amendment thereof or any such qualification document or any
amendment thereof.
Section 6.4 The Distributor agrees to indemnify and hold harmless
Equitable, its directors, each of its officers who has signed the registration
statements relating to the Separate Accounts and the MVA interests, each
person, if any, who controls Equitable within the meaning of the 1933 Act or
the 1934 Act, and the Separate Accounts against any losses, claims, damages or
liabilities to which Equitable and any such director or officer or controlling
person may become subject, under the 1933 Act or otherwise, insofar as such
losses, claims, damages or liabilities (or actions in respect thereof) arise
out of or are based upon:
(A) Any untrue statement or alleged untrue statement of a material
fact or omission or alleged omission to state a material fact required to be
stated therein or necessary in order to make the statements therein, in light
of the circumstances under which they were made, not misleading, contained in
(i) any registration statement relating to the Separate Accounts or the MVA
interests offered under the Contracts or any amendment thereof, or (ii) any
qualification document relating to the Separate Accounts or the MVA interests
offered under the Contracts or any amendment thereof, in each case to the
extent, but only to the extent, that such untrue statement or alleged untrue
statement or omission or alleged omission was made in reliance upon and in
conformity with information (including without limitation, negative responses
to inquiries) furnished to Equitable by the Distributor specifically for use
in the preparation of any registration statement relating to the Separate
Accounts or such MVA interests or any amendment thereof or any such
qualification document relating to the Separate Accounts or such MVA interests
or any amendment thereof; or
(B) Any unauthorized use of sales materials or any verbal or written
misrepresentations or any unlawful sales practices concerning the Contracts by
the Distributor or otherwise attributable to a failure by the Distributor to
discharge properly its responsibilities under this Agreement; or
(C) Claims by agents or representatives or employees of the
Distributor for commissions, service fees, expense allowances or other
compensation or remuneration of any type.
The Distributor will reimburse Equitable and any director or officer or
controlling person for any legal or other expenses reasonably incurred by
Equitable, such director, officer or controlling person in connection with
investigating or defending any such loss, claim, damage, liability or action.
This indemnity agreement will be in addition to any liability which the
Distributor may otherwise have.
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Section 6.5 Promptly after receipt by a party entitled to
indemnification ("Indemnified Party") under this Article VI of notice of the
commencement of any action, if a claim in respect thereof is to be made
against any person obligated to provide indemnification under this Article VI
("Indemnifying Party"), such Indemnified Party will notify the Indemnifying
Party in writing of the commencement thereof, but the omission so to notify
the Indemnifying Party will not relieve it from any liability under this
Article VI, except to the extent that the omission results in a failure of
actual notice to the Indemnifying Party and such Indemnifying Party is damaged
solely as a result of the failure to give such notice. In case any such action
is brought against any Indemnified Party, and it notifies the Indemnifying
Party of the commencement thereof, the Indemnifying Party will be entitled to
participate therein, and, to the extent that it may wish to assume the defense
thereof, with separate counsel satisfactory to the Indemnified Party. Such
participation shall not relieve such Indemnifying Party of the obligation to
reimburse the Indemnified Party for reasonable legal and other expenses
incurred by such Indemnified Party in defending itself, except for such
expenses incurred after the Indemnifying Party has deposited funds sufficient
to effect the settlement, with prejudice, of the claim in respect of which
indemnity is sought. Any such Indemnifying Party shall not be liable to any
such Indemnified Party on account of any settlement of any claim or action
effected without the consent of such Indemnifying Party.
Section 6.6 The indemnity agreements contained in this Article VI shall
remain operative and in full force and effect, regardless of:
(A) any investigation made by or on behalf of the Distributor or
any officer or director thereof or by or on behalf of Equitable or any officer
or director thereof;
(B) delivery of any Contracts and payments therefor; and
(C) any termination of this Agreement.
A successor by law of the Distributor or of any other party to this Agreement,
as the case may be, shall be entitled to the benefits of the indemnity
agreements contained in this Article VI.
ARTICLE VII
Term of Agreement
Section 7.1 This Agreement shall become effective as of the date first
above written and shall continue in full force and effect from year to year
thereafter, until terminated as herein provided.
Section 7.2 This Agreement may be terminated by any party hereto on not
less than 60 days' prior written notice to the other parties or by an
agreement in writing signed by all of the parties hereto. Unless otherwise
agreed by the parties hereto, this Agreement shall automatically be terminated
in the event of its assignment.
Section 7.3 Upon termination of this Agreement, all authorizations,
rights, and obligations shall cease except the obligations to settle accounts
hereunder, including the settlement of monies due in connection with Contracts
in effect at the time of termination or issued pursuant to applications
received by Equitable prior to termination, and the agreements contained in
Article VI.
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ARTICLE VIII
Miscellaneous
Section 8.1 None of the parties hereto shall be liable to the other for
any action taken or omitted by it, or any of its officers, agents or
employees, in performing their respective responsibilities under this
Agreement in good faith and without negligence, willful misfeasance or
reckless disregard of such responsibilities.
Section 8.2 The Distributor will execute such papers and do such acts
and things as shall from time to time be reasonably requested by Equitable for
the purpose of (a) maintaining the registration of the interests under the
Contracts under the 1933 Act and the Separate Accounts under the 1940 Act, and
(b) qualifying and maintaining qualification of the Contracts for sale under
the applicable laws of any state.
Section 8.3 All notices under this Agreement shall be given in writing
and addressed as follows:
if to the Distributor, to:
Equitable Distributors, Inc.
787 Seventh Avenue
New York, New York 10019
Attention: President
if to Equitable or the Separate Accounts, to:
The Equitable Life Assurance Society
of the United States and
Separate Account Nos. 45 and 49
787 Seventh Avenue
New York, New York 10019
Attention: President
Equitable Special Products Group
or to such other address as such party may hereafter specify in writing. Each
such notice shall be either hand delivered or transmitted by certified United
States mail, return receipt requested, and shall be effective upon delivery.
Section 8.4 If any provision of this Agreement shall be held or made
invalid by a court decision, statute, rule or otherwise, the remainder of this
Agreement shall not be affected thereby.
Section 8.5 This Agreement constitutes the entire agreement between the
parties hereto and, except for any modification of Schedule I in accordance
with its terms, may be amended only in a written instrument executed by all
parties hereto.
Section 8.6 This Agreement shall be subject to the provisions of the
1934 Act and, to the extent applicable, the 1940 Act and the rules,
regulations and rulings thereunder and of the NASD, from time to time in
effect, including such exemptions from the 1940 Act as the SEC may grant, and
the terms hereof shall be interpreted and construed in accordance therewith.
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<PAGE>
Section 8.7 This Agreement shall be interpreted in accordance with the
laws of the State of New York.
Section 8.8 This Agreement may be executed in two or more counterparts,
each of which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
amended and restated as of July 1, 1996, and to be signed by their respective
officials thereunto duly authorized, as of said date.
EQUITABLE DISTRIBUTORS, INC.
By:____________________________________
THE EQUITABLE LIFE ASSURANCE
SOCIETY OF THE UNITED STATES
By:____________________________________
SEPARATE ACCOUNT NOS. 45 and 49
By: THE EQUITABLE LIFE ASSURANCE
SOCIETY OF THE UNITED STATES
as depositor
By:____________________________________
24341
41442
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BROKER-DEALER AND GENERAL AGENT
SALES AGREEMENT
AGREEMENT, by and among Equitable Distributors, Inc.
("Distributor"), __________________________ ("Broker-Dealer") and
___________________________ ("General Agent").
W I T N E S S E T H :
WHEREAS, the Distributor and the Broker-Dealer are both
broker-dealers registered with the Securities and Exchange Commission under
the Securities Exchange Act of 1934, as amended ("1934 Act"), and members of
the National Association of Securities Dealers, Inc.;
WHEREAS, the General Agent, which is an Affiliate of, or the same
person as, the Broker-Dealer, or whose employees are also employees of the
Broker-Dealer, is an insurance agency duly licensed to sell variable life
insurance and variable annuities in any state or other jurisdiction in which
the General Agent intends to perform hereunder;
WHEREAS, The Equitable Life Assurance Society of the United States
("Equitable") has appointed the Distributor as principal underwriter or
distributor of the Variable Accounts and the MVA Interests and as distributor
of the Contracts and has authorized the Distributor to recommend persons for
appointment as agents of Equitable to solicit applications for the sale of the
Contracts;
WHEREAS, it is intended that the General Agent shall be authorized to
offer and sell the Contracts to the general public subject to the terms and
conditions set forth more fully herein;
WHEREAS, Equitable has authorized the Distributor to enter into
separate written agreements with broker-dealers registered under the 1934 Act
which agree to participate in the distribution of the Contracts, and the
parties hereto desire that the Broker-Dealer be authorized to solicit
applications for the sale of the Contracts;
WHEREAS, in the future, Contracts may be issued by an insurance
company which is an Affiliate of Equitable and the Distributor may be
authorized to promote the offer and sale of such Contracts in the same manner
that Equitable has authorized the Distributor to act, as described above.
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants and promises herein contained, the parties hereto agree as follows:
ARTICLE I
Definitions
Section 1.1 Defined Terms. In addition to any terms defined elsewhere in
this Agreement, the terms defined in this Section 1.1, whenever used in this
Agreement (including in the Schedules and Exhibits), shall have the respective
meanings indicated.
a. Affiliated Person or Affiliate -- With respect to a
person, any other person controlling, controlled by, or under common control
with, such person.
<PAGE>
b. Agent -- An individual associated with the General
Agent and registered with the NASD as a representative of the Broker-Dealer
who is appointed by an Equitable Life Company as an insurance agent for the
purpose of soliciting applications for the Contracts.
c. Broker-of-Record -- The party designated in the
Equitable Life Companies records as the person, with respect to a Contract,
who is entitled to receive compensation payable with respect to such Contract
and who is authorized to contact directly the owner of such Contract. In the
case of compensation payable with respect to a Premium, the Broker-of-Record
shall be the party designated as such in the records of an Equitable Life
Company, at the time such Premium is accepted by such Equitable Life Company.
In the case of any payment of compensation payable with respect to Contract
value or client services, the Broker-of-Record shall be the party designated
as such in the records of an Equitable Life Company, in accordance with the
rules and procedures of the Equitable Life Companies at the time any such
payment is payable. In the case of compensation payable on annuitization of a
Contract, the Broker-of-Record shall be the party designated as such in the
records of an Equitable Life Company on the annuity commencement date
specified in such Contract.
d. Contract Prospectus -- The prospectus for the
interests under the Contracts included within a Contract Registration
Statement and including any Contract prospectus or supplement separately filed
under the 1933 Act. The Contract Prospectus also shall include the statement
of additional information which is part of the Contract Registration
Statement, unless the context otherwise requires.
e. Contract Registration Statements -- The most recent
effective registration statements, or most recent effective post-effective
amendments thereto, relating to interests under the Contracts and in the
Variable Accounts, as required by the 1933 Act and the 1940 Act, including
financial statements therein and all exhibits thereto.
f. Contracts -- The classes of life insurance policies
and annuity contracts, including certificates, issued by Equitable or by an
Affiliate of Equitable which are identified in Schedule I. Schedule I may be
modified from time to time, as provided in Section 2.6.
g. Effective Date -- April 24, 1995.
h. Equitable Life Companies or, individually, an
Equitable Life Company -- Equitable and any Affiliate of Equitable which is an
insurance company.
i. MVA Interests -- The market value adjustment interests
under the Contracts.
j. NASD -- National Association of Securities Dealers,
Inc.
k. 1940 Act -- Investment Company Act of 1940, as
amended.
l. 1934 Act -- Securities Exchange Act of 1934, as
amended.
m. 1933 Act -- Securities Act of 1933, as amended.
n. Premium -- Any premium, contribution or other
consideration relating to the Contracts.
o. SEC or Commission -- Securities and Exchange
Commission.
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. p. Trust -- The Hudson River Trust and any other entity
available for investment through the Variable Accounts under the Contracts.
q. Trust Prospectus -- The prospectus for the Trust
included within the Trust Registration Statement and including any Trust
prospectus or supplement separately filed under the 1933 Act. The Trust
Prospectus also shall include the statement of additional information which is
part of the Trust Registration Statement, unless the context otherwise
requires.
r. Trust Registration Statement -- The most recent
effective registration statement or most recent effective post-effective
amendment thereto relating to the Trust as required by the 1933 Act and the
1940 Act, including financial statements therein and all exhibits thereto.
s. Variable Accounts -- Segregated asset accounts
identified in Exhibit A, each of which has been established by an Equitable
Life Company pursuant to state law as a funding vehicle for the Contracts. The
Variable Accounts are divided into divisions that invest in shares of the
Trust.
[section]1.2 Cross-References. All references in this Agreement to a
Section, Article, Schedule or Exhibit are to a section, article, schedule or
exhibit of this Agreement, unless otherwise indicated.
ARTICLE II
Authorization of Broker-Dealer and General Agent
[section]2.1 Authority to Distribute Contracts. Pursuant to the authority
granted to it by Equitable, the Distributor hereby authorizes the
Broker-Dealer, under the securities laws, and General Agent, under the
insurance laws, each in a non-exclusive capacity, to distribute the Contracts.
The Broker-Dealer and the General Agent accept such authorization and agree to
use their best efforts to find purchasers for the Contracts in each case
acceptable to the Equitable Life Company issuing such Contracts. The
Broker-Dealer and the General Agent understand that the public offering of and
solicitation for interests under the Contracts are not permitted to commence,
or to continue, unless the Contract Registration Statements have become
effective and, with respect to each state or other jurisdiction in which
Contract applications are to be solicited, the Contracts are qualified for
sale under all applicable securities and insurance laws. The Broker-Dealer and
the General Agent agree that the solicitation of applications for the sale of
the Contracts will commence as soon as practicable after the Contract
Registration Statements have become effective.
[section]2.2 Notification by Distributor. The Distributor shall notify
the Broker-Dealer and the General Agent:
a. If there are no effective Contract Registration
Statements, when the Contract Registration Statements have become effective;
b. Of all states and other jurisdictions in which the
Contracts are qualified for sale and of the states and other jurisdictions in
which the Contracts may not be lawfully sold;
c. Of any request by the SEC for any amendments or
supplements to a Contract Registration Statement or of any request for
additional information that must be provided by the Broker-Dealer or the
General Agent or any Affiliate of the Broker-Dealer or the General Agent;
d. Of the issuance by the SEC of any stop order with
respect to a Contract Registration Statement or the initiation of any
proceedings for that purpose or for any other purpose relating to the
registration and/or offering of the Contracts;
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<PAGE>
e. If any event occurs as a result of which the Contract
Prospectus(es) or any sales literature for the Contracts would include any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements therein not misleading.
The Distributor will provide the Broker-Dealer and the General Agent with
notification of these matters immediately by telephone, with notification in
writing promptly thereafter.
Section 2.3 Authority to Recommend Agent Appointments. The General
Agent is vested under this Agreement with power and authority to select and
recommend individuals who are associated with the General Agent and are
registered representatives of the Broker-Dealer for appointment as agents of
Equitable, and only individuals so recommended by the General Agent to the
Distributor shall become Agents, provided that Equitable reserves the right in
its sole discretion to refuse to appoint any proposed agent or, once
appointed, to terminate the same at any time with or without cause.
Section 2.4 Limitations on Authority. Neither the Broker-Dealer nor the
General Agent shall possess or exercise any authority on behalf of the
Distributor or the Equitable Life Companies other than that expressly
conferred on the Broker-Dealer or the General Agent by this Agreement. In
particular, and without limiting the foregoing, neither the Broker-Dealer nor
the General Agent shall have any authority, nor shall either grant such
authority to any Agent, on behalf of the Distributor (i) to make, alter or
discharge any Contract or other contract entered into pursuant to a Contract;
(ii) to waive any Contract provision; (iii) to extend the time for payment of
any Premiums; or (iv) to receive any monies or Premiums from applicants for or
purchasers of the Contracts (except for the sole purpose of forwarding monies
or Premiums to an Equitable Life Company).
Section 2.5 Insurer's Right to Reject Applications. The Broker-Dealer
and the General Agent acknowledge that each Equitable Life Company has the
right in its sole discretion to reject any applications or Premiums received
by it and to return or refund to an applicant such applicant's Premium. In the
event that an Equitable Life Company rejects an application solicited by an
Agent, such Equitable Life Company will return any Premium paid by the
applicant to such applicant and will promptly notify the General Agent of such
action. In the event that a purchaser exercises his or her free look right
under a Contract, any amount to be refunded as provided in such Contract will
be so refunded to the purchaser by or on behalf of the Equitable Life Company
that issued such Contract, and such Equitable Life Company will promptly
notify the General Agent of such action.
Section 2.6 Contracts Included Under Agreement. Schedule I to this
Agreement describes the life insurance and annuity contracts which are
included as Contracts under this Agreement. Schedule I may be amended by the
Distributor in its sole discretion from time to time to include other classes
of annuity contracts or life insurance contracts issued by an Equitable Life
Company and distributed by the Distributor pursuant to any distribution
agreement with an Equitable Life Company which relates to the Contracts. The
provisions of this Agreement shall apply with equal force to such additional
Contracts unless the context otherwise requires. Schedule I may be amended by
the Distributor in its sole discretion from time to time to delete classes of
annuity contracts or life insurance contracts.
Section 2.7 Independent Contractor Status. The Distributor acknowledges
that the Broker-Dealer and the General Agent are each independent contractors.
Accordingly, while the Broker-Dealer and the General Agent agree to use their
best efforts to solicit applications for the Contracts, the Broker-Dealer and
the General Agent are not obliged or expected to give full time and energies
to the performance of their obligations hereunder or to sell or solicit a
specified number of Contracts, nor are the Broker-Dealer and the General Agent
obliged or expected to represent the Distributor or any Equitable Life Company
exclusively. Nothing herein contained shall constitute the Broker-Dealer, the
General Agent, or any agents
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<PAGE>
or representatives of the Broker-Dealer or the General Agent as employees of
an Equitable Life Company or the Distributor.
ARTICLE III
Licensing and Registration of Broker-Dealer, General Agent and Agents
Section 3.1 Broker-Dealer Qualifications. The Broker-Dealer represents
that it is a broker-dealer registered with the SEC under the 1934 Act, and is
a member of the NASD. The Broker-Dealer must, at all times when performing its
functions and fulfilling its obligations under this Agreement, be duly
registered as a broker-dealer under the 1934 Act and in each state or other
jurisdiction in which Broker-Dealer intends to perform its functions and
fulfill its obligations hereunder and in which such registration is required,
and be a member in good standing of the NASD.
Section 3.2 General Agent Qualifications. The General Agent represents
that it is a licensed life insurance agent where required to solicit
applications. The General Agent must, at all times when performing its
functions and fulfilling its obligations under this Agreement, be duly
licensed to sell the Contracts in each state or other jurisdiction in which
the General Agent intends to perform its functions and fulfill its obligations
hereunder.
Section 3.3 Qualifications of Broker-Dealer Representatives. The
Broker-Dealer represents and warrants that it shall take all necessary action
to ensure that no individual shall offer or sell the Contracts on behalf of
Broker-Dealer in any state or other jurisdiction in which the Contracts may
lawfully be sold unless such individual is an associated person of
Broker-Dealer (as that term is defined in Section 3(a)(18) of the 1934 Act),
is not subject to a statutory disqualification (as that term is defined in the
1934 Act) and is duly registered with the NASD and any applicable state
securities regulatory authority as a registered person of Broker-Dealer
qualified to distribute the Contracts in such state or other jurisdiction.
Section 3.4 Qualifications of General Agent's Agents and Appointment of
Agents. The General Agent represents and warrants that it shall take all
necessary action to ensure that no individual shall offer or sell the
Contracts on behalf of the General Agent in any state or other jurisdiction
unless such individual is duly appointed as an agent of the General Agent,
duly licensed and appointed as an agent of the appropriate Equitable Life
Company and appropriately licensed, registered or otherwise qualified to offer
and sell the Contracts to be offered and sold by such individual under the
insurance laws of such state or jurisdiction. The General Agent understands
that certain states may require that a special variable contracts examination
be passed by agent before he or she can solicit applications for the
Contracts. Nothing in this Agreement is to be construed as requiring an
Equitable Life Company to obtain a license or issue a consent or appointment
to enable any particular agent to sell Contracts. Moreover, without limiting
the generality of the foregoing, an Equitable Life Company shall not consider
for appointment any individual who was a member of Equitable's career agency
force within the preceding 12 months. All matters concerning the licensing of
any individuals recommended for appointment by the General Agent under any
applicable state insurance law shall be a matter directly between the General
Agent and such individual. The General Agent shall furnish the Equitable Life
Companies with proof of proper licensing of such individual or other proof,
reasonably acceptable to the Equitable Life Companies, of satisfaction by such
individual of licensing requirements prior to the appointment of any such
individual as an agent of any Equitable Life Company. In conjunction with the
submission of appointment papers for all such individuals as insurance agents
of an Equitable Life Company, the General Agent shall be deemed to represent
that each individual is competent and qualified to act as an agent for the
Equitable Life Companies and to hold himself or herself out in good faith to
the general public.
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<PAGE>
ARTICLE IV
Broker-Dealer and General Agent Compliance
Section 4.1 Supervisory Responsibilities of General Agent. The General
Agent shall train, supervise and be solely responsible for the conduct of the
Agents in their solicitation activities in connection with the Contracts, and
shall supervise Agents' strict compliance with applicable rules and
regulations of any governmental or other insurance authorities that have
jurisdiction over insurance contract activities, as well as the rules and
procedures of the Equitable Life Companies pertaining to the solicitation,
sale and submission of applications for the Contracts and the provision of
services relating to the Contracts. The General Agent shall be solely
responsible for background investigations of the proposed agents to determine
their qualifications, good character and moral fitness to sell the Contracts.
Section 4.2 Supervisory Responsibilities of Broker-Dealer. The
Broker-Dealer shall be responsible for securities training, supervision and
control of the Agents in connection with their solicitation activities and any
incidental services with respect to the Contracts and shall supervise Agents'
strict compliance with applicable federal and state securities laws and NASD
requirements in connection with such solicitation activities and with the
rules and procedures of the Equitable Life Companies.
Section 4.3 Compliance With Applicable Laws. The Broker-Dealer and the
General Agent hereby represent and warrant that they are in compliance with
all applicable federal and state securities laws and regulations and all
applicable insurance laws and regulations, including, without limitation,
state insurance laws and regulations imposing insurance licensing
requirements. The Broker-Dealer and the General Agent each agree to carry out
their respective sales and administrative activities and obligations under
this Agreement in continued compliance with federal and state laws and
regulations, including those governing securities and insurance-related
activities or transactions, as applicable. The Broker-Dealer and the General
Agent shall notify the Distributor and the Equitable Life Companies
immediately in writing if Broker-Dealer and/or the General Agent fail to
comply with any of the laws and regulations applicable to either of them.
Section 4.4 Restrictions on Sales Activity. The Broker-Dealer and the
General Agent and Agents shall not offer or attempt to offer the Contracts,
nor solicit applications for the Contracts, nor deliver Contracts, in any
state or other jurisdiction in which the Contracts may not lawfully be sold or
offered for sale. For purposes of determining where the Contracts may be
offered and applications solicited, the Broker-Dealer and the General Agent
may rely on written notification, as revised from time to time, received from
the Distributor.
Section 4.5 Premiums and Other Payments. All Premiums and loan
repayments shall be sent promptly (and in any event not later than two
business days after receipt) to the appropriate Equitable Life Company at the
address indicated in the rules and procedures of the Equitable Life Companies,
or at such other address as the Equitable Life Companies or the Distributor
may subsequently specify in writing. Each initial Premium shall be accompanied
by a properly completed application for a Contract, unless such Premium is
submitted in accordance with the procedures set forth in Exhibit B, which have
been accepted and agreed to by the Broker-Dealer and the General Agent, as
provided in Exhibit B. Checks in payment of Premiums or outstanding loans
shall be drawn to the order of the appropriate Equitable Life Company.
Section 4.6 Misdirected Payments. In the event that Premiums or loan
repayments are sent to the General Agent or Broker-Dealer, rather than to the
appropriate Equitable Life Company, the General Agent and Broker-Dealer shall
promptly (and in any event, within two business days) remit such Premiums to
the appropriate Equitable Life Company at the address indicated in the rules
and procedures of the Equitable Life Companies. The General Agent and
Broker-Dealer acknowledge that if any Premium or other
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payment is held at any time by either of them, such Premium or other payment
shall be held on behalf of the client, and the General Agent or Broker-Dealer
shall segregate such Premium or other payment from their own funds and
promptly (and in any event, within two business days) remit such Premium or
other payment to the Equitable Life Company issuing the Contract pursuant to
which such amounts have been paid.
Section 4.7 Delivery of Contracts. Upon issuance of a Contract by an
Equitable Life Company and delivery of such Contract to the General Agent, the
General Agent shall promptly deliver such Contract to its purchaser. For
purposes of this provision, "promptly" shall be deemed to mean not later than
five calendar days. Consistent with its administrative procedures, each
Equitable Life Company will assume that a Contract issued by it will be
delivered by the General Agent to the purchaser of such Contract within five
calendar days. As a result, if a purchaser exercises the free look rights
under a Contract, the Broker-Dealer and the General Agent shall indemnify the
Equitable Life Company issuing a Contract for any loss incurred by such
Equitable Life Company that results from the General Agent's failure to
deliver such Contract to its purchaser within the contemplated
five-calendar-day period.
Section 4.8 Restrictions on Communications. Neither the Broker-Dealer nor
the General Agent, nor any of their directors, partners, officers, employees,
registered persons, associated persons, agents or affiliated persons, in
connection with the offer or sale of the Contracts, shall give any information
or make any representations or statements, written or oral, concerning the
Contracts, the Variable Accounts or the Trust other than information or
representations contained in the Contract and Trust Prospectuses, statements
of additional information and Registration Statements, or in reports or proxy
statements therefor, or in promotional, sales or advertising material or other
information supplied and approved in writing by the Distributor.
Section 4.9 Directions Given on Behalf of Contract Owners. The
Broker-Dealer and the General Agent shall be solely responsible for the
accuracy and propriety of any instruction given or action taken by an Agent on
behalf of an owner or prospective owner of a Contract, including any
instruction or action pursuant to Exhibit B. Neither the Distributor nor the
Equitable Life Companies shall have any responsibility or liability for any
action taken or omitted by it or by them in good faith in reliance on or by
acceptance of such an instruction or action.
Section 4.10 Restrictions on Sales Material and Name Usage. The
Broker-Dealer and the General Agent shall neither use nor authorize the use of
any promotional, sales or advertising material relating to the Contracts, the
Equitable Life Companies, the Variable Accounts, the MVA Interests or the
Trust without the prior written approval of the Distributor. Furthermore, the
Broker-Dealer and the General Agent shall neither use nor authorize the use of
the name of Equitable or of an Affiliate of Equitable, or any other name,
trademark, service mark, symbol or trade style that is now or may hereafter be
owned by Equitable or by an Affiliate of Equitable, except in the manner and
to the extent that such use may be specifically authorized in writing by
Equitable or the Distributor.
Section 4.11 Market Timing and Other Prohibitions. The Broker-Dealer and
the General Agent understand and acknowledge that the Distributor, in its sole
discretion and at any time during the term of this Agreement, may restrict or
prohibit the solicitation, offer or sale of Contracts and Premiums thereunder
in connection with any so-called "market timing" or "asset allocation"
program, plan, arrangement or service. Should the Distributor determine in its
sole discretion that the Broker-Dealer or the General Agent is soliciting,
offering or selling, or has solicited, offered or sold, Contracts or Premiums
subject to any so-called "market timing" or "asset allocation" program, plan,
arrangement or service which is not permitted under this Agreement (an
"unapproved program"), the Distributor may take such action which is
necessary, in its sole discretion, to halt such solicitations, offers or
sales. Furthermore, in addition to any indemnification provided in Article XI
and any other liability that the Broker-Dealer and the General Agent
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might have, the Distributor may hold the Broker-Dealer and the General Agent
liable for any damages or losses, actual or consequential, sustained by the
Distributor or any of its Affiliates, or the Trust or any Equitable Life
Company, as a result of any unapproved program which causes such losses or
damages following solicitation, offer or sale of a Contract or Premium subject
to any unapproved program or similar service made available by or through the
Broker-Dealer or the General Agent. Notwithstanding any prohibitions which may
be imposed pursuant to this Section 4.11, the Broker-Dealer and its registered
representatives who are Agents may provide incidental services in the form of
guidance to applicants and owners of Contracts regarding the allocation of
Premiums and Contract value, provided that such services are (i) solely
incidental to the Broker-Dealer's activities in connection with the sales of
the Contracts, (ii) subject to the supervision and control of the
Broker-Dealer, and (iii) furnished in accordance with rules and procedures
prescribed by Equitable.
Section 4.12 Tax Reporting Responsibility. The Broker-Dealer and the
General Agent shall be solely responsible under applicable tax laws for the
reporting of compensation paid to Agents and for any withholding of taxes from
compensation paid to Agents, including, without limitation, FICA, FUTA, and
federal, state and local income taxes.
Section 4.13 Maintenance of Books and Records. The General Agent
represents that it maintains and shall maintain such books and records
concerning the activities of the Agents as may be required by the appropriate
insurance regulatory agencies that have jurisdiction and that may be
reasonably required by the Distributor to reflect adequately the Contracts
processed through the General Agent. The General Agent shall make such books
and records available to the Distributor and/or an Equitable Life Company at
any reasonable time upon written request by the Distributor. The Broker-Dealer
represents that it maintains and shall maintain appropriate books and records
concerning the activities of the Agents as are required by the SEC, the NASD
and other agencies having jurisdiction and that may be reasonably required by
the Distributor to reflect adequately the Contracts processed through the
General Agent. Broker-Dealer shall make such books and records available to
the Distributor and/or an Equitable Life Company at any reasonable time upon
written request by the Distributor or an Equitable Life Company.
Section 4.14 Bonding of Agents and Others. The Broker-Dealer represents
that all directors, officers, employees, and registered representatives of the
Broker-Dealer who are appointed pursuant to this Agreement as Agents for state
insurance law purposes or who have access to funds of the Equitable Life
Companies, including but not limited to funds submitted with applications for
the Contracts or funds being returned to purchasers of Contracts, are and
shall be covered by a blanket fidelity bond, including coverage for larceny
and embezzlement, issued by a reputable bonding company. This bond shall be
maintained by the Broker-Dealer at the Broker-Dealer's expense. Such bond
shall be, at least, of the form, type and amount required under the NASD Rules
of Fair Practice. The Distributor may require evidence, satisfactory to it,
that such coverage is in force, and the Broker-Dealer shall give prompt
written notice to the Distributor of any cancellation or change of coverage.
The Broker-Dealer assigns any proceeds received from the fidelity bonding
company to the Equitable Life Companies to the extent of each Equitable Life
Company's loss due to activities covered by the bond. If there is any
deficiency amount, as a result of a deductible provision or otherwise, the
Broker-Dealer shall promptly pay the affected Equitable Life Company such
amount on demand, and the Broker-Dealer hereby indemnifies and holds harmless
such Equitable Life Company from any such deficiency and from the costs of
collection thereof (including reasonable attorneys' fees).
Section 4.15 Reports to Insurers. The Broker-Dealer and the General Agent
shall promptly furnish to each Equitable Life Company or its authorized agent
any reports and information that such Equitable Life Company may reasonably
request for the purpose of meeting such Equitable Life Company's reporting and
recordkeeping requirements under the insurance laws of any state, under any
applicable federal or state securities laws, rules or regulations, or the
rules of the NASD.
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ARTICLE V
Standard of Conduct for Agents
Section 5.1 Basic Rules of Conduct. The Broker-Dealer and the General
Agent shall ensure that each Agent shall comply with a standard of conduct
including, but not limited to, the following:
a. An Agent shall be duly qualified, licensed and
registered to solicit and participate in the sale of Contracts as provided in
Article III.
b. An Agent shall not solicit applications for the
Contracts without delivering the appropriate Contract Prospectus(es) the Trust
Prospectus and, where required by state insurance law (as set forth in a
notice to be supplied by the Equitable Life Companies), the then currently
effective statement of additional information for the Contracts, and any other
information whose delivery is specifically required. In soliciting
applications for the Contracts, an Agent shall only make statements, oral or
written, which are in accordance with the Contract Prospectus, the Trust
Prospectus and written sales literature regarding the Contracts authorized by
the Distributor. An Agent shall utilize only those applications for the
Contracts provided to the General Agent by the Distributor.
c. An Agent shall recommend the purchase of a Contract to
an applicant only if he or she has reasonable grounds to believe that such
purchase is suitable for the applicant in accordance with, among other things,
applicable regulations of any state regulatory authority, the SEC and the
NASD. While not limited to the following, a determination of suitability shall
be based on information supplied to an Agent after a reasonable inquiry
concerning the applicant's insurance and investment objectives and financial
situation and needs.
d. An Agent shall require that any payment of an initial
Premium, whether in the form of a check or otherwise, shall be drawn in U.S.
dollars on a bank located in the United States and made payable to the
appropriate Equitable Life Company and, if in the form of a check, signed by
the applicant for the Contract. An Agent shall not accept third-party checks
or cash for Premiums.
e. All checks and applications for the Contracts received
by an Agent shall be forwarded promptly, and in any event not later than two
business days after receipt, to the processing office designated by the
Equitable Life Companies.
f. An Agent shall have no authority to endorse checks to
an Equitable Life Company.
g. An Agent shall have no authority to alter, modify,
waive or change any of the terms, rates, charges or conditions of the
Contracts.
h. An Agent shall make no representations concerning the
continuation of non-guaranteed terms or provisions of the Contracts.
i. An Agent shall have no authority to advertise for, on
behalf of, or with respect to an Equitable Life Company, the Distributor, the
Variable Accounts, the MVA Interests, the Contracts or the Trust without prior
written approval and authorization from the Distributor.
j. An Agent shall have no authority to solicit
applications for Contracts or Premiums thereunder which will be subject to or
in connection with any so-called "market timing" or "asset allocation"
program, plan, arrangement or service which is an unapproved program.
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<PAGE>
k. An Agent shall not furnish any transfer or other
instructions by telephone to an Equitable Life Company on behalf of an owner
of a Contract without having first obtained from such owner a written
authorization in a form acceptable to the Equitable Life Companies.
l. An Agent shall not encourage a prospective purchaser
to surrender or exchange an insurance policy or contract issued by an
Equitable Life Company in order to purchase a Contract or, conversely, to
surrender or exchange a Contract in order to purchase another insurance policy
or contract issued by an Equitable Life Company, except to the extent such
surrenders or exchanges have been authorized by the Distributor. In the event
that an insurance policy or contract issued by an Equitable Life Company is
surrendered or exchanged in order to purchase a Contract, no compensation
shall be paid under this Agreement.
m. An Agent shall act in accordance with the rules and
procedures of the Equitable Life Companies in connection with any solicitation
activities relating to the Contracts.
ARTICLE VI
Responsibilities of Distributor for Marketing Materials and Reports
Section 6.1 Prospectuses and Applications Provided by Distributor. During
the term of this Agreement, the Distributor will provide the Broker-Dealer and
the General Agent, without charge, with as many copies of the Contract
Prospectus(es), Trust Prospectus and applications for the Contracts, as the
Broker-Dealer or the General Agent may reasonably request. Upon receipt from
the Distributor of updated copies of the Contract Prospectus(es), Trust
Prospectus and applications for the Contracts, the Broker-Dealer and the
General Agent will promptly discard or destroy all copies of such documents
previously provided to them, except such copies as are needed for purposes of
maintaining proper records. Upon termination of this Agreement, the
Broker-Dealer and the General Agent will promptly return, to the Distributor,
all Contract and Trust Prospectuses, Contract applications, and other
materials and supplies furnished by the Distributor to the Broker-Dealer or
the General Agent or to the Agents.
Section 6.2 Sales Material Provided by Distributor. During the term of
this Agreement, the Distributor will be responsible for providing and
approving all promotional, sales and advertising material to be used by the
Broker-Dealer and the General Agent. The Distributor will file such materials
or will cause such materials to be filed with the SEC and the NASD, and with
any state securities regulatory authorities, as required.
Section 6.3 Information Provided by Distributor. The Distributor
will compile periodic marketing reports summarizing sales results to the
extent reasonably requested by the Broker-Dealer or the General Agent.
ARTICLE VII
Commissions, Fees and Expenses
Section 7.1 Compensation Schedule. During the term of this Agreement,
the Distributor shall pay to the General Agent (or to the Broker-Dealer, at
the request of the General Agent) as compensation for Contracts for which it
is the Broker-of-Record, the amounts set forth in Schedule II, as such
Schedule II may be amended or modified at any time, in any manner and without
prior notice by the Distributor, and subject to the other provisions of this
Agreement. Any amendment to Schedule II will be applicable to any Contract for
which an application or initial Premium is received by an Equitable Life
Company on or after the effective date of such amendment, in accordance with
procedures established by the Distributor.
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<PAGE>
Compensation with respect to any Contract shall be paid to the General Agent
only for so long as the General Agent is the Broker-of-Record for such
Contract.
Section 7.2 Limitations on Compensation. No compensation or
reimbursement of any kind other than that described in this Agreement is
payable to the General Agent or the Broker-Dealer. In addition, the
Broker-Dealer and the General Agent recognize that, unless the provisions of
Exhibit B apply to the receipt of an initial Premium, all compensation payable
to the General Agent hereunder will be disbursed by or on behalf of the
Distributor after each Premium is received and accepted by the appropriate
Equitable Life Company.
Section 7.3 Expenses Paid by Broker-Dealer and General Agent. Neither
the Broker-Dealer nor the General Agent shall, directly or indirectly, expend
or contract for the expenditure of any funds of the Distributor or any
Equitable Life Company. The Broker-Dealer and the General Agent shall each pay
all expenses incurred by each of them in the performance of this Agreement,
unless otherwise specifically provided for in this Agreement or unless the
Distributor shall have agreed in advance in writing to share the cost of
certain expenses. Initial state appointment fees for agents of an Equitable
Life Company who are associated with the General Agent will be paid by such
Equitable Life Company unless otherwise paid by the General Agent or
Broker-Dealer. Renewal state appointment fees for any Agent shall be paid by
such Equitable Life Company if, in the sole discretion of such Equitable Life
Company, its minimum production and activity requirements for the payment of
renewal appointment fees have been met by such Agent. Each Equitable Life
Company shall establish reasonable minimum production and activity
requirements for the payment of renewal state appointment fees, which may be
changed by such Equitable Life Company in its sole discretion at any time
without notice. Except as otherwise provided herein, the Broker-Dealer will be
obligated to pay all state appointment fees, including, but not limited to,
renewal appointment fees not paid for by an Equitable Life Company, transfer
fees and termination fees, and any other fees required to be paid to obtain
state insurance licenses for Agents.
Section 7.4 Offsets of Compensation Under Other Agreements. With
respect to commissions, compensation or any other amounts owed by the
Distributor or any Affiliate of the Distributor to the Broker-Dealer or the
General Agent under any other agreement, the Distributor shall have a right to
set off against such amounts any monies payable by the General Agent under
this Agreement, including Schedule II, to the Distributor, to the extent
permitted by applicable law. This right on the part of the Distributor shall
not prevent both of them or either of them from pursuing any other means or
remedies available to them to recover such monies payable by the General
Agent.
Section 7.5 No Rights of Agents to Compensation Paid by Distributor.
Agents shall have no interest in this Agreement or right to any commissions to
be paid by the Distributor to the General Agent. The General Agent shall be
solely responsible for the payment of any commission or consideration of any
kind to Agents. The General Agent shall have no interest in any compensation
paid by an Equitable Life Company to the Distributor, now or hereafter, in
connection with the sale of any Contracts under this Agreement.
ARTICLE VIII
Term and Exclusivity of Agreement
Section 8.1 Limited Classes of Contracts. This Agreement relates
solely to the Contracts identified in Schedule I.
Section 8.2 Term. This Agreement shall remain in effect for a period of
one year from the Effective Date, and, unless terminated earlier pursuant to
Sections 8.3 or 8.4, shall automatically continue in effect for one-year
periods thereafter; provided, however, that it shall automatically terminate
upon termination of
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any distribution agreement between the Distributor and an Equitable Life
Company relating to the Contracts.
Section 8.3 Early Termination by Notice. This Agreement may be
terminated by any party hereto by giving notice to the other parties at least
sixty (60) days prior to an anniversary of the Effective Date.
Section 8.4 Termination for Cause. If Broker-Dealer or the General
Agent shall default in their respective obligations under this Agreement, or
breach any of their respective representations or warranties made in this
Agreement, the Distributor may, at its option, cancel and terminate this
Agreement without notice.
Section 8.5 Surviving Provisions. Upon termination of this Agreement,
all authorizations, rights, and obligations hereunder shall cease except:
a. the obligation to settle accounts hereunder, including
the payment of compensation with respect to Contracts in effect at the time of
termination or issued pursuant to applications received by an Equitable Life
Company prior to termination or Premiums received under such Contracts
subsequent to termination of this Agreement;
b. the provisions with respect to indemnification set
forth in Article XI;
c. the provisions of Section 4.13 that require the
General Agent and the Broker-Dealer to maintain certain books and records;
d. the confidentiality provisions contained in Section
10.3; and
e. the provisions of subparagraph l. of Section 5.1
with respect to the surrender or exchange of a Contract.
ARTICLE IX
Complaints and Investigations
Section 9.1 Cooperation in Investigations and Proceedings. The
Distributor, the Broker-Dealer and the General Agent shall each cooperate
fully in any insurance regulatory investigation, proceeding or inquiry or in
any judicial proceeding arising in connection with the Contracts marketed
under this Agreement. In addition, the Distributor, the Broker-Dealer and the
General Agent shall cooperate fully in any securities regulatory
investigation, proceeding or inquiry or in any judicial proceeding with
respect to the Distributor, the Broker-Dealer, their Affiliates or their
agents, to the extent that such investigation or proceeding is in connection
with the Contracts marketed under this Agreement. Copies of documents received
by any party to this Agreement in connection with any judicial proceeding
shall be furnished promptly to all of the other parties.
Section 9.2 Notification and Related Requirements. Without limiting
the provisions of Section 9.1:
a. The Broker-Dealer and the General Agent will be
notified promptly of any customer complaint or notice of any regulatory
investigation, proceeding or inquiry or any judicial proceeding received by
the Distributor or an Equitable Life Company with respect to the
Broker-Dealer, General Agent or any Agent.
b. The Broker-Dealer and the General Agent will promptly
notify the Distributor and the appropriate Equitable Life Company of any
customer complaint or notice of any regulatory
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<PAGE>
investigation, proceeding or inquiry or any judicial proceeding received by
the Broker-Dealer, the General Agent or their Affiliates with respect to
themselves, their Affiliates or any Agent in connection with any Contract
marketed under this Agreement or any activity relating to any such Contract
and, upon request by the Distributor, will promptly provide copies of all
relevant materials to the Distributor.
c. In the case of a customer complaint, the Distributor,
the Broker-Dealer and the General Agent will cooperate in investigating such
complaint, and any response by the Broker-Dealer or the General Agent to such
complaint will be sent to the Distributor for written approval not less than
five business days prior to its being sent to the customer or regulatory
authority, except that if a more prompt response is required, the proposed
response shall be communicated by telephone or facsimile. The Distributor
shall have final authority to determine the content of each such response.
ARTICLE X
Assignment, Amendment, Confidentiality
Section 10.1 Non-Assignable Except to Certain Affiliates. This Agreement
shall be non-assignable by the parties hereto, except that a party may assign
its rights and obligations to any subsidiary of, or any company under common
control with, such party, provided that:
a. the assignee is duly licensed to perform all functions
required of that party under this Agreement;
b. the assignee undertakes to perform such party's
functions hereunder; and
c. in the event that the Broker-Dealer or the General
Agent determines to assign its rights and obligations under this Agreement:
i. such proposed assignment is approved in advance
by the Distributor; and
ii. the Broker-Dealer or the General Agent or
assignee pays any state insurance agent appointment fees and any other charges
or fees, including taxes, that become due and payable as a result of the
assignment.
10.2 Prior Agreements and Amendments. This Agreement constitutes
the entire agreement between the parties hereto and supersedes all prior
agreements, either oral or written, between the parties relating to the
Contracts and, except for any amendment of Schedule I, pursuant to the terms
of Section 2.6, or Schedule II, pursuant to the terms of Section 7.1, may not
be modified in any way unless by written agreement.
Section 10.3 Confidentiality. Each party to this Agreement shall maintain
the confidentiality of any client list or any other proprietary information
that it may acquire in the performance of this Agreement and shall not use
such information for any purpose unrelated to the administration of the
Contracts without the prior written consent of the other parties.
ARTICLE XI
Indemnification
Section 11.1 Indemnification of Distributor. The Broker-Dealer and the
General Agent, jointly and severally, shall indemnify and hold harmless each
Equitable Life Company, the Distributor and each person who controls or is
associated with an Equitable Life Company or the Distributor within the
meaning of such terms under the federal securities laws, and any officer,
director, employee or agent of the foregoing,
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<PAGE>
against any and all losses, claims, damages or liabilities, joint or several
(including any investigative, legal and other expenses reasonably incurred in
connection with, and any amounts paid in settlement of, any action, suit or
proceeding or any claim asserted), insofar as such losses, claims, damages or
liabilities arise out of or are based upon:
a. violation(s) by the Broker-Dealer, the General Agent
or an Agent of federal or state securities laws or regulations, insurance laws
or regulations, or any rule or requirement of the NASD;
b. any unauthorized use of sales or advertising
material, any oral or written misrepresentations, or any unlawful sales
practices concerning the Contracts, the Equitable Life Companies, the Variable
Accounts, the MVA Interests or the Trust, by the Broker-Dealer, the General
Agent or an Agent;
c. claims by the Agents or other agents or
representatives of the General Agent or the Broker-Dealer for commissions or
other compensation or remuneration of any type;
d. any action or inaction by any clearing broker or
broker furnishing similar services through which the Broker-Dealer or the
General Agent processes any transaction pursuant to this Agreement;
e. any failure on the part of the Broker-Dealer, the
General Agent or an Agent to submit Premiums or applications for Contracts or
accurate and proper instructions of a Contract owner or prospective owner to the
Equitable Life Companies, or to submit the correct amount of a Premium, on a
timely basis and in accordance with Sections 4.5 and 4.6 and the rules and
procedures of the Equitable Life Companies.
f. any failure on the part of the Broker-Dealer, the
General Agent, or an Agent to deliver Contracts to purchasers thereof on a
timely basis in accordance with Section 4.7 and in accordance with the rules
and procedures of the Equitable Life Companies; or
g. any other breach by the Broker-Dealer or the General
Agent of any provision of this Agreement, including, without limitation,
Section 5.1.
This indemnification will be in addition to any liability which the
Broker-Dealer and the General Agent may otherwise have.
Section 11.2 Indemnification of Broker-Dealer and General Agent. The
Distributor shall indemnify and hold harmless the Broker-Dealer and the
General Agent and each person who controls or is associated with the
Broker-Dealer or the General Agent within the meaning of such terms under the
federal securities laws, and any officer, director, employee or agent of the
foregoing, against any and all losses, claims, damages or liabilities, joint
or several (including any investigative, legal and other expenses reasonably
incurred in connection with, and any amounts paid in settlement of, any
action, suit or proceeding or any claim asserted), to which they or any of
them may become subject under any statute or regulation, at common law or
otherwise, insofar as such losses, claims, damages or liabilities arise out of
or are based upon a breach by the Distributor of any provision of this
Agreement. This indemnification will be in addition to any liability which the
Distributor may otherwise have.
Section 11.3 Notification and Procedures. After receipt by a party
entitled to indemnification ("Indemnified Party") under this Article XI of
notice of the commencement of any action or threat of such action, if a claim
in respect thereof is to be made against any person obligated to provide
indemnification under this Article XI ("Indemnifying Party"), such Indemnified
Party will notify the Indemnifying Party in
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<PAGE>
writing of the commencement thereof as soon as practicable thereafter,
provided that the omission so to notify the Indemnifying Party will not
relieve it from any liability under this Article XI, except to the extent that
the omission results in a failure of actual notice to the Indemnifying Party
and such Indemnifying Party is damaged solely as a result of the failure to
give such notice. The Indemnifying Party, upon the request of the Indemnified
Party, shall retain counsel reasonably satisfactory to the Indemnified Party
to represent the Indemnified Party and any others the Indemnifying Party may
designate in such proceeding and shall pay the fees and disbursements of such
counsel related to such proceeding. In any such proceeding, any Indemnified
Party shall have the right to retain its own counsel, but the fees and
expenses of such counsel shall be at the expense of such Indemnified Party,
unless (i) the Indemnifying Party and the Indemnified Party shall have
mutually agreed to the retention of such counsel or (ii) the named parties to
any such proceeding (including any impleaded parties) include both the
Indemnifying Party and the Indemnified Party and representation of both
parties by the same counsel would be inappropriate due to actual or potential
differing interests between them. The Indemnifying Party shall not be liable
for any settlement of any proceeding effected without its written consent, but
if such proceeding is settled with such consent or if final judgment is
entered in such proceeding for the plaintiff, the Indemnifying Party shall
indemnify the Indemnified Party from and against any loss or liability by
reason of such settlement or judgment.
ARTICLE XII
Miscellaneous
Section 12.1 Headings. The headings 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.
Section 12.2 Counterparts. This Agreement may be executed in two or more
counterparts, each of which taken together shall constitute one and the same
instrument.
Section 12.3 Severability. If any provision of this Agreement shall be
held or made invalid by a court decision, statute, rule or otherwise, the
remainder of this Agreement shall not be affected thereby.
Section 12.4 Notices. All notices under this Agreement shall be given
in writing and addressed as follows:
if to the Distributor, to:
Equitable Distributors, Inc.
787 Seventh Avenue
New York, New York 10019
Attention: President
if to the Broker-Dealer or the General Agent, to:
---------------------------------------
---------------------------------------
---------------------------------------
Attention:
-----------------------------
or to such other address as such party may hereafter specify in writing. Each
such notice shall be either hand delivered or transmitted by certified United
States mail, return receipt requested, and shall be effective upon delivery.
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<PAGE>
Section 12.5 Governing Law. This Agreement shall be governed by and
construed in accordance with the laws of the State of New York, excluding its
conflict of laws provisions.
Section 12.6 Scope of Sales Material References. For purposes of this
Agreement, all references to sales, promotional, marketing or advertising
material shall 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 (i.e.,
any written communication distributed or made generally available to customers
or the public, including brochures, circulars, research reports, market
letters, form letters, seminar texts, reprints or excerpts of any other
advertisement, sales literature or published article), and educational or
training materials or other communications distributed or made generally
available to some or all Agents or employees of the Broker-Dealer or the
General Agent.
Section 12.7 No Waiver of Rights. 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. Failure of any party to
insist upon strict compliance with any of the conditions of this Agreement
shall not be construed as a waiver of any of the conditions, but the same
shall remain in full force and effect. No waiver of any of the provisions of
this Agreement shall be deemed, or shall constitute, a waiver of any other
provisions, whether or not similar, nor shall any waiver constitute a
continuing waiver.
Section 12.8 Scope of Agreement. All Schedules and Exhibits to this
Agreement are part of the Agreement.
ARTICLE XIII
Sales By or Through Banks
Section 13.1 Applicability of Article; Supplemental Definitions. This
Article XIII applies only if the Broker-Dealer or the General Agent
distributes Contracts in one or more of the following circumstances
(collectively referred to as "Bank-Related Sales"): (i) on the premises of a
bank, trust company, savings bank, savings and loan association, or other
institution (a) the deposits of which are insured by the Federal Deposit
Insurance Corporation ("FDIC") or (b) which is chartered, organized, regulated
or supervised under the authority of any federal or state bank or similar
financial institution regulatory agency or authority (collectively, "Banks");
(ii) by means of personal, telephone, mail or other oral or written contacts
originating from the premises of a Bank; or (iii) to persons which are
referred to the Broker-Dealer or General Agent by a Bank. For purposes of this
Article XIII, the term "Bank Regulatory Requirements" shall include (i) the
Interagency Statement on Retail Sales of Nondeposit Products (February 15,
1994), published by the U.S. Office of the Comptroller of the Currency, the
Board of Governors of the Federal Reserve System, the FDIC and the U.S. Office
of Thrift Supervision, as supplemented or amended from time to time, and (ii)
any federal or state laws, regulations, orders, directives, circulars,
agreements in writing, memoranda, commitments in writing or other legal or
supervisory requirements which may be administered, adopted, promulgated,
enforced or applied with respect to any Bank-Related Sales under this
Agreement (regardless of whether any such requirement is of general or
specific applicability) by any federal or state bank or financial institution
regulatory agency or authority.
Section 13.2 Written Agreements for Bank-Related Sales. The
authorization to distribute Contracts which is conferred on the Broker-Dealer
and the General Agent under Article II shall not include Bank-Related Sales
unless such activities are conducted under the terms of a written agreement
with each and any Bank where such Bank-Related Sales will take place which
complies in all respects with applicable Bank Regulatory Requirements. The
Broker-Dealer or General Agent shall, upon request of the Distributor, provide
the Distributor with a copy of each such written agreement. The Broker-Dealer
and the General
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Agent shall have exclusive responsibility for ensuring strict compliance with
the terms and conditions of any such written agreement.
Section 13.3 Compliance with Bank Regulatory Requirements. The
Broker-Dealer and the General Agent each represent and warrant, on behalf of
itself and the Agents, that it is in compliance with all Bank Regulatory
Requirements applicable to third parties engaged in Bank-Related Sales. The
Broker-Dealer and the General Agent shall have exclusive responsibility for
ensuring strict compliance with all Bank Regulatory Requirements with respect
to any Bank-Related Sales under this Agreement. The Broker-Dealer and the
General Agent each undertake to keep the Distributor promptly informed of any
amendments, supplements or changes to applicable Bank Regulatory Requirements
which may affect this Agreement.
Section 13.4 Production by Distributor of Certain Books and Records. The
Distributor agrees to provide to the Broker-Dealer or the General Agent, upon
request, any books and records relating to Contracts distributed through
Bank-Related Sales for purposes of making such records available for
inspection by any federal or state bank or financial institution regulatory
agency with jurisdiction over such Bank-Related Sales, or over a Bank through
which such sales are conducted. The Distributor's agreement under this Section
13.4 shall not constitute or represent in any respect an admission or
acknowledgment by Distributor that such federal or state bank or financial
institution regulatory authority has any jurisdiction over Distributor or the
activities of the Distributor, and the Distributor expressly disclaims any
such jurisdiction.
Section 13.5 Prospectuses and Applications Provided by Distributor;
Sales Materials. During the term of this Agreement, the Distributor will
provide the Broker-Dealer and the General Agent, without charge, with as many
copies of the Contract Prospectus(es), Trust Prospectus and applications for
the Contracts, containing those disclosures specifically required by any
applicable Bank Regulatory Requirements with respect to products not insured
by the FDIC and similar matters, as the Broker-Dealer or the General Agent
reasonably may request. The Broker-Dealer and the General Agent shall have
exclusive responsibility for ensuring the use and delivery of such materials,
and any sales materials described in Article VI, in compliance with applicable
Bank Regulatory Requirements. The terms of Article VI otherwise shall govern
the furnishing, use and return of such documents and materials.
Section 13.6 Supplemental Indemnification of Distributor. In addition to
the indemnifications provided to the Distributor under Section 11.1, the
Broker-Dealer and the General Agent, jointly and severally, shall indemnify
each person entitled to indemnification under Section 11.1 for any losses,
claims, damages or liabilities (as described in Section 11.1) arising out of
or based on violations or failures to comply with any Bank Regulatory
Requirements. The provisions of Article VI otherwise shall govern the terms
and procedures with respect to any indemnifications provided under this
Section 13.6.
Section 13.7 Construction With Other Provisions. The provisions of this
Article XIII are in addition to the other terms and conditions of this
Agreement. In the event of any inconsistency between the provisions of this
Article XIII and any other term or condition of this Agreement, the
requirements of this Article XIII and not such other term or condition, shall
govern.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed by their respective duly authorized officers.
---------------------------------------
[Broker-Dealer]
By:
------------------------------------
Title:
---------------------------------------
[General Agent]
By:
------------------------------------
Title:
Agreed to and accepted as of the _____ day of
____________, 199_ in New York, New York
EQUITABLE DISTRIBUTORS, INC.
By:
-----------------------------------------
Title:
---------------------------------------
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EXHIBIT A
Variable Accounts
Separate Account No. 45 of Equitable.
Separate Account No. 49 of Equitable.
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<PAGE>
EXHIBIT B
Special Procedures for Initial Premium Transmittal
As indicated in Section 4.5, an initial Premium which is not
accompanied by a properly completed application for a Contract may be accepted
by an Equitable Life Company if the Broker-Dealer and the General Agent have
accepted, agreed to and complied with the procedures set forth in this Exhibit
B.
Wire Transmittal and Electronic Data Transmission
of Application Information
1. The Broker-Dealer will cause the initial Premium to be paid to
the appropriate Equitable Life Company by wire transfer.
2. The wire transfer will be accompanied by an electronic
transmission of application information in a form prescribed by the Equitable
Life Companies.
3. The proposed Contract issuance will not occur in any of the
following states: Kentucky, New York, North Carolina, Pennsylvania.
4. The proposed Contract issuance will not involve any of the
following:
a. A contract replacement.
b. A contract exchange within the meaning of Section 1035 of
the Internal Revenue Code.
c. The funding of benefits under a tax-qualified retirement
plan or individual retirement account.
5. The Broker-Dealer and the General Agent will advise the proposed
owner of the Contract that, unless a transaction has been requested in writing
by the owner and the signature of the owner has been guaranteed, no financial
transactions with respect to the Contract shall be executed until a signed
acknowledgment form has been received by the appropriate Equitable Life
Company.
6. Any cost associated with the correction of an error made in the
investment of an initial Premium shall be borne by the Broker-Dealer, unless
such error results directly from any improper action of an Equitable Life
Company.
7. If the owner of the Contract requests a return of the initial
Premium after the Premium has been invested and the Contract issued, the
provisions of subparagraph a.ii. of Schedule II shall apply.
Wire Transmittal and Submission of Application
1. The Broker-Dealer will cause the initial Premium to be paid
to the appropriate Equitable Life Company by wire transfer.
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2. The wire transfer will be accompanied by a simultaneous
telephone facsimile transmission of application information in a form
prescribed by the Equitable Life Companies.
3. Any cost associated with the correction of an error made in the
investment of an initial Premium shall be borne by the Broker-Dealer, unless
such error results directly from any improper action of an Equitable Life
Company.
4. If no properly completed application for a Contract is received
by an Equitable Life Company within the period of time specified by it, and
the initial Premium is therefore returned to the proposed owner of the
Contract, the provisions of subparagraph a.ii. of Schedule II shall apply.
The procedures set forth in this Exhibit B, as further described in
the Contract Prospectus and as modified from time to time, are hereby accepted
and agreed to as of the day and year first above written.
---------------------------------------
[Broker-Dealer]
By:
------------------------------------
---------------------------------------
[General Agent]
By:
------------------------------------
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<PAGE>
SCHEDULE I
Contracts
The Contracts made available through the Income Management Group of
Equitable, including the following:
NQ Accumulator
Rollover IRA
Assured Growth Plan
NQ Assured Payment Plan
(Certain Period and Life Annuity)
NQ Assured Payment Plan
(Certain Period Only)
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THE HUDSON RIVER TRUST
SALES AGREEMENT
AGREEMENT, dated as of [ ], by and among Equitable Distributors, Inc.
("EDI"), The Equitable Life Assurance Society of the United States ("Insurer")
and Insurer's Separate Account No. 49 (the "Separate Account").
W I T N E S S E T H:
WHEREAS, EDI is a principal underwriter for sale of Class B shares issued
by The Hudson River Trust (the "Trust"), a series mutual fund whose
shareholders are separate accounts ("Eligible Separate Accounts") of insurance
companies ("Participating Insurance Companies"), pursuant to a Distribution
Agreement ("Distribution Agreement");
WHEREAS, such Participating Insurance Companies issue, among other
products, variable life insurance and annuity products ("Variable Products")
whose net premiums, contributions or other considerations are allocated to
Eligible Separate Accounts for investment in the Trust, and shares of the
Trust are not sold except in connection with such Variable Products;
WHEREAS, the Trust is registered as an open-end investment company under
the Investment Company Act of 1940 (the "1940 Act");
WHEREAS, the Board of Trustees of the Trust may, in its sole discretion,
determine that certain portfolios and classes of shares shall be available
only to certain types of Variable Products or to a single insurer and its
affiliates;
WHEREAS, Insurer issues Variable Products, whose net premiums are
allocated to the Separate Account, and which are eligible for investment in
the Trust's portfolios;
WHEREAS, EDI, an affiliate of Insurer, will also distribute the Variable
Products, either directly or indirectly under selling agreements with one or
more non-affiliated broker-dealers;
WHEREAS, EDI is registered as a broker-dealer under the Securities
Exchange Act of 1934 (the "1934 Act") and is a member of the National
Association of Securities Dealers, Inc. (the "NASD");
WHEREAS, EDI, Insurer and Broker-Dealer wish to define and describe the
conditions under which the Class B shares of the Trust will be made available
for investment by the Separate Account.
NOW, THEREFORE, EDI, Insurer and the Separate Account hereby agree as
follows:
1. The Board of Trustees of the Trust has adopted a Policy on
Conflicts (the "Policy"). This Agreement shall be subject to the provisions of
the Policy, the terms of which shall be incorporated herein by reference, made
a part hereof and controlling. The Policy may be amended or superseded,
without prior notice, and this Agreement shall be deemed amended to the extent
the Policy is amended or superseded. Insurer, EDI and the Separate Account
each represent and warrant that it will act in a manner consistent with such
Policy as so set forth and as it may be amended or superseded, so long as it
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owns any Class B shares of the Trust. This provision shall survive the
termination of this Agreement.
2. EDI will make available to the Separate Account the Class B
shares of the Trust's portfolios in connection with Variable Products funded
by the Separate Account only as set forth on Schedule A hereto. Schedule A may
be modified from time to time by written agreement of the parties.
3. Purchases and redemptions of Class B shares will be at net asset
value for the appropriate portfolio, computed as set forth in the most recent
Trust prospectus and Statement of Additional Information (respectively, "Trust
Prospectus" and "SAI") and any supplements thereto, and shall be submitted by
Insurer to the Trust's transfer agent pursuant to procedures and in accordance
with payment provisions adopted by the parties from time to time.
The Class B shares of the Trust may not be sold or transferred
except to an Eligible Separate Account and only in accordance with Schedule A.
4. (a) In good faith and as soon as practicable, EDI will provide,
at Trust expense, camera ready copy of the current Trust Prospectus and SAI
and any supplements thereto for distribution by Insurer with the prospectus
for the Variable Products, and camera ready copy of Trust proxy materials,
annual and semi-annual reports, and any supplements thereto. To the extent
that the foregoing documents are distributed by Insurer to existing owners of
Variable Products, EDI will request reimbursement from the Trust for the
printing and mailing costs associated with such distribution, upon receipt
from Insurer of adequate documentation for presentation to the Trust. EDI will
use its best efforts to coordinate with Insurer and to provide notice of
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anticipated filings or supplements. Insurer may alter the form of the Trust
Prospectus, SAI, annual and semi-annual reports, proxy statements or other
Trust documents, with the prior approval of the Trust's officers. Insurer
shall bear all costs associated with such alteration of form. Insurer is not
authorized (i) to give any information or make any representations concerning
the Trust, its shares or operations except those contained in the most recent
Trust Prospectus and SAI and any supplements thereto, or (ii) to use any
description of the Trust in any sales literature or advertising (including
brochures, letters, illustrations and other similar materials, whether
transmitted directly to potential purchasers of Variable Products or published
in print or audio-visual media), except in either case as EDI or officers of
the Trust may authorize in advance, which authorization will not be
unreasonably withheld or delayed.
Insurer shall indemnify and hold harmless EDI from any and all
losses, claims, damages or liabilities (or actions in respect thereof) to
which EDI may be subject, insofar as such losses, claims, damages or
liabilities (or actions in respect thereof) arise out of or result from
negligent, improper, fraudulent or unauthorized acts or omissions by Insurer
or its employees, agents or representatives, including but not limited to
improper solicitation of applications for Variable Products.
(b) EDI will indemnify and hold harmless Insurer and the Separate
Account against any losses, claims, damages or liabilities, to which Insurer
or the Separate Account may become subject, insofar as such losses, claims,
damages or liabilities (or actions in respect thereof) arise out of or are
based upon (i) any untrue statement or alleged untrue statement of any
material fact contained in the Trust Prospectus and/or SAI or any supplements
thereto, (ii) the omission or alleged omission to state any material fact
required to be stated in the Trust Prospectus and/or SAI or any supplements
thereto or necessary to make the statements therein not misleading, or (iii)
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other misconduct or negligence of EDI in its capacity as a distributor of the
Trust; and will reimburse Insurer or the Separate Account for any legal or
other expenses reasonably incurred by it in connection with investigating or
defending against such loss, claim, damage, liability or action; provided,
however, that EDI shall not be liable in any such case to the extent that any
such loss, claim, damage or liability arises out of or is based upon an untrue
statement or alleged untrue statement or omission or alleged omission made in
the Trust Prospectus and/or SAI or any such supplement in good faith reliance
upon and in conformity with written information furnished by Insurer
specifically for use in the preparation thereof.
EDI shall not indemnify Insurer or the Separate Account for any
action where an applicant for the Variable Products or a policyholder was not
furnished or sent or given, at or prior to written confirmation of the sale of
the Variable Products and at such later times as required by state or federal
securities laws, a copy of the prospectus relating to the Variable Products
together with the Trust Prospectus, any supplements to the Trust Prospectus
EDI may furnish to Insurer and, if requested by the applicant from Insurer or
required by applicable law, the Trust SAI and any supplements thereto and, as
required by applicable law, the Trust's annual and semi-annual reports, other
required reports and proxy statements.
5. This Agreement shall terminate automatically if it shall be
assigned. The Agreement shall also terminate automatically if the Distribution
Agreement shall terminate.
6. If EDI is notified that the Distribution Agreement will be
terminated and that it shall cease to be a principal underwriter of the Class
B shares of the Trust, EDI shall immediately notify the other parties in
writing of such termination, and this
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Agreement shall continue in effect until the effective date of the termination
of the Distribution Agreement. This Agreement may be terminated by any party at
any time on one hundred eighty days' written notice to the other parties,
without the payment of any penalty.
7. This Agreement shall be subject to the provisions of the 1940
Act, the 1934 Act and the Securities Act of 1933 and the rules, regulations,
and rulings thereunder and of the NASD, from time to time in effect, including
such exemptions from the 1940 Act and no-action positions as the Securities
and Exchange Commission or its staff may grant, and the terms hereof shall be
interpreted and construed in accordance therewith. Without limiting the
generality of the foregoing, the term "assigned" shall not include any
transaction exempt from section 15(b)(2) of the Investment Company Act by
order of the Securities and Exchange Commission or any transaction as to which
the staff of the Securities and Exchange Commission has taken a no-action
position.
Insurer and EDI shall each, in connection with its obligations
hereunder, comply with all laws and regulations applicable thereto, whether
federal or state, and whether relating to insurance, securities or other
general areas, including but not limited to the record keeping and sales
supervision requirements of such laws and regulations.
EDI shall immediately notify Insurer of the issuance by any
regulatory body of any stop order with respect to the Trust Prospectus or SAI
or the initiation of any proceeding for that purpose or for any other purpose
relating to the registration or an offering of shares of the Trust and of any
other action or circumstances that may prevent the lawful offer or sale of
shares of the Trust in any state or jurisdiction.
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8. Insurer and EDI shall submit to all regulatory and administrative
bodies having jurisdiction over the operations of Insurer, EDI or the Trust,
present or future, any information, reports or other material which any such
body by reason of this Agreement may request or require as authorized by
applicable laws or regulations.
EDI shall keep confidential any information about Insurer's Variable
Products or policy owners obtained pursuant to this Agreement and shall
disclose such information only if Insurer has authorized such disclosure, or
if such disclosure is required by state or federal regulatory bodies, as
authorized by applicable law. EDI will notify Insurer of disclosures required
by regulatory bodies as soon as possible.
EDI agrees that all records and other data pertaining to the
Variable Products are the exclusive property of Insurer and that any such
records and other data, whether maintained in written or electronic format,
shall be furnished to Insurer by EDI upon termination of this Agreement for
any reason whatsoever. This shall not preclude EDI from keeping copies of such
data or records for its own files subject to the provisions of this paragraph.
9. Insurer retains the ultimate right of control over, and
responsibility for marketing the Variable Products.
10. EDI represents that neither EDI nor any person employed in any
material connection with respect to the services provided pursuant to this
Agreement:
(a) Within the last 10 years has been convicted of any felony or
misdemeanor arising out of conduct involving embezzlement, fraudulent
conversion, or
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misappropriation of funds or securities, or involving violations of ss.ss. 1341,
1342, or 1343 of Title 18, United States Code; or
(b) Within the last 10 years has been found by any state regulatory
authority to have violated or has acknowledged violation of any provision of
any state insurance law involving fraud, deceit or knowing misrepresentation;
or
(c) Within the last 10 years has been found by any federal or state
regulatory authorities to have violated or have acknowledged violation of any
provision of federal or state securities laws involving fraud, deceit or
knowing misrepresentation.
11. EDI and Insurer each represent that no commission or other fee
shall be charged or paid to any person or entity in connection with the sale
or purchase of the Trust's Class B shares to or from the Separate Account,
other than regular salary or wages.
12. This Agreement may be executed in multiple counterparts, each of
which shall be deemed an original, but all of which shall constitute one and
the same instrument.
<PAGE>
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be duly executed as of the day and year first above written. The effective
date of this Agreement shall be the date first above written.
EQUITABLE DISTRIBUTORS, INC.
Attest:
_______________________ By:______________________________________
THE EQUITABLE LIFE ASSURANCE
SOCIETY OF THE UNITED STATES
Attest:
By:______________________________
SEPARATE ACCOUNT NO. 49
By: THE EQUITABLE LIFE ASSURANCE
SOCIETY OF THE UNITED STATES
as depositor
Attest:
_________________________ By:______________________________
<PAGE>
SCHEDULE A
Name of Portfolio
Common Stock
Money Market
Aggressive Stock
Global
International
Conservative Investors
Growth Investors
Quality Bond
Intermediate Government Securities
Growth and Income
ACCUMULATOR
DATA
PART A -- THIS PART LISTS YOUR PERSONAL DATA.
OWNER: [John Doe]
ANNUITANT: [John Doe] Age: [60] Sex: [Male]
CONTRACT: GROUP ANNUITY CONTRACT NO. AC 7625
CERTIFICATE NUMBER: [00000]
ENDORSEMENTS ATTACHED: Endorsement Applicable to Non-Qualified Certificates
Endorsement Applicable to Market Value Adjustment Terms
ISSUE DATE: [January 1, 1996]
CONTRACT DATE: [January 1, 1996]
ANNUITY COMMENCEMENT DATE: [January 22, 2021]
THE MAXIMUM MATURITY AGE IS AGE [85] -- SEE SECTION 7.03. The Annuity
Commencement Date may not be later than the Processing Date which
follows the Annuitant's [85th] birthday.
BENEFICIARY: [Jane Doe]
SUCCESSOR OWNER/ANNUITANT: [Applicable if Owner and Annuitant are the same and
beneficiary is the spouse at the time of election and
time of Owner/Annuitant's death] [Jane Doe]
No. 94ICB Data page 1
<PAGE>
DATA PAGES (CONT'D)
PART B - -THIS PART DESCRIBES CERTAIN PROVISIONS OF YOUR CERTIFICATE.
INITIAL CONTRIBUTION RECEIVED (SEE SECTION 3.02): [$10,000.00]
INVESTMENT OPTIONS AVAILABLE (SEE PART II); YOUR ALLOCATION IS ALSO SHOWN.
INVESTMENT OPTIONS ALLOCATION (SEE SECTION 3.01)
o [CONSERVATIVE INVESTORS FUND $2,500.00
o GROWTH INVESTORS FUND
o GROWTH AND INCOME FUND
o COMMON STOCK FUND $2,500.00
o GLOBAL FUND
o INTERNATIONAL FUND
o AGGRESSIVE STOCK FUND
o MONEY MARKET FUND
o INTERMEDIATE GOVERNMENT SECURITIES FUND
o GUARANTEE PERIODS (CLASS I)
EXPIRATION DATE AND GUARANTEED RATE
FEBRUARY 15, 1997 $2,500.00
FEBRUARY 15, 1998 $2,500.00
FEBRUARY 15, 1999
FEBRUARY 15, 2000
FEBRUARY 15, 2001
FEBRUARY 15, 2002
FEBRUARY 15, 2003
FEBRUARY 15, 2004
FEBRUARY 15, 2005
FEBRUARY 15, 2006]
TOTAL:[$10,000.00]
Investment Options shown are Investment Funds of our Separate Account No. 49
and Guarantee Periods shown are in the Guaranteed Period Account. See
Endorsement Applicable to Market Value Adjustment Terms.
"TYPES" OF INVESTMENT OPTIONS (SEE SECTION 4.02): Not applicable
GUARANTEED INTEREST ACCOUNT (SEE SECTION 2.01): Not available under this
Certificate
No. 94ICB Data page 2
<PAGE>
DATA PAGES (CONT'D)
BUSINESS DAY (SEE SECTION 1.05): A Business Day for this Certificate will mean
any day on which the New York Stock Exchange is open for trading.
PROCESSING DATES (SEE SECTION 1.20): A Processing Date is each Contract Date
anniversary.
AVAILABILITY OF INVESTMENT OPTIONS (SEE SECTION 2.04): (See Data pages, Part
C; Allocation Restrictions)
ALLOCATION OF CONTRIBUTIONS (SEE SECTION 3.01): Except as indicated below,
your initial and any subsequent Contributions are allocated according to your
instructions. No more than 60% of any Contribution may be allocated to the
Guaranteed Period Account.
If you have elected Principal Assurance in the application then a portion of
your initial Contribution is allocated by us to a Guarantee Period you have
selected. The remaining portion of your initial Contribution is allocated to
the Investment Funds according to your instructions. Any subsequent
Contributions will be allocated according to your instructions. ( See Data
pages, Part C; Allocation Restrictions)
CONTRIBUTION LIMITS (SEE SECTION 3.02): [Initial Contribution minimum:
[$10,000]. Subsequent Contribution minimum: [$1,000]. Subsequent Contributions
can be made at any time subject to the following: For issue ages 20 through
69, Contributions made on or after age 70 may not exceed Contributions made
prior to age 70; for issue ages 70 through 74, Contributions made after age 75
may not exceed Contributions made prior to age 75. For all issue ages,
Contributions may not be made once the Certificate is within seven years of
the Annuity Commencement Date. We may refuse to accept any Contribution if the
sum of all Contributions under your Certificate would then total more than
[$1,500,000]. We may also refuse to accept any contribution if the sum of all
contributions under all Equitable annuity accumulation certificates/contracts
you own would then total more than [$2,500,000].]
TRANSFER RULES (SEE SECTION 4.02): (See Data pages, Part C)
ALLOCATION OF WITHDRAWALS (SEE SECTION 5.01): Lump Sum Withdrawals - You must
provide withdrawal instructions indicating from which Investment Options the
Lump Sum Withdrawal and any withdrawal charge will be taken; Periodic
Withdrawals - Unless you specify otherwise, Periodic Withdrawals will be
withdrawn on a pro rata basis from your Annuity Account Value in the
Investment Funds. If there is insufficient value or no value in the Investment
Funds, any additional amount required or the total amount of the withdrawal,
as applicable, will be withdrawn from the Guarantee Periods in order of the
earliest Expiration Date(s) first.
WITHDRAWAL RESTRICTIONS (SEE SECTION 5.01): Lump Sum Withdrawals - Only one
Lump Sum Withdrawal may be taken during a Contract Year at any time during
such Contract Year; Periodic Withdrawals - May not start sooner than 28 days
after issue of this Certificate. You may elect to receive Periodic Withdrawals
on a quarterly or annual basis subject to a maximum of 2.5% quarterly and
10.0% annually of the Annuity Account Value as of the Transaction Date.
No. 94ICB Data page 3
<PAGE>
DATA PAGES (CONT'D)
MINIMUM WITHDRAWAL AMOUNT (SEE SECTION 5.01): [Lump Sum Withdrawals minimum -
$1,000; Periodic Withdrawals minimum - $250.]
MINIMUM AMOUNT OF ANNUITY ACCOUNT VALUE AFTER A WITHDRAWAL (SEE SECTION 5.02):
Requests for a withdrawal must be for either (a) [90%] or less of the Cash
Value or (b) 100% of the Cash Value (surrender of the Certificate).
We will NOT exercise our rights, described in Sections 5.02(b) and 5.02(c), to
terminate the Certificate.
DEATH BENEFIT AMOUNT (SEE SECTION 6.01):
The sum of:
(1) The Annuity Account Value in the Investment Funds, or, if greater,
the guaranteed minimum death benefit defined below; and
(2) The death benefit amount provided with respect to the Endorsement
Applicable to Market Value Adjustment Terms. (See Data pages, Part
C)
Guaranteed Minimum Death Benefit (GMDB)
The GMDB is determined daily. On the Contract Date, the GMDB is equal to
the portion of the initial Contribution allocated to the Investment
Funds. Thereafter, the GMDB is equal to (a) the GMDB determined on the
immediately preceding Business Day, plus (b) any subsequent
Contributions and transfers into the Investment Funds, less (c) any
transfers and withdrawals from such Funds. In addition, interest (see
below) is credited to and becomes part of the GMDB on each Processing
Date.
GMDB Interest Rate
Interest will be calculated at the effective annual GMDB interest rate
of 6% for Annuitant issue ages 69 and under; 3% for issue ages 70
through 74; and 0% for issue ages 75 and above, except with respect to
amounts in the Money Market Fund and the Intermediate Government
Securities Fund where the interest credit will be based on an interest
rate of 3% for Annuitant issue ages 74 and under; and 0% for issue ages
75 and above. Contributions, transfers and withdrawals during the
Contract Year will be taken into account.
No. 94ICB Data page 4
<PAGE>
DATA PAGES (CONT'D)
Withdrawals and transfers out of the Investment Funds generally reduce
the GMDB on a dollar-for-dollar basis as of the date of the withdrawal
or transfer. However, if at any time the sum of withdrawals and
transfers out of the Investment Funds in a Contract Year, calculated as
a percentage of the Annuity Account Value as of the date of such
withdrawal or transfer, exceed the current GMDB interest rate, the
transaction that caused the excess and all additional withdrawals and/or
transfers out of the Investment Funds in that Contract Year will cause a
percentage reduction in the GMDB as of the date of the withdrawal or
transfer, rather than a dollar-for-dollar reduction. This means that if
the GMDB interest rate is 6% and you withdraw 5% of the Annuity Account
Value in the Investment Funds, your GMDB will be reduced by the dollar
amount of the withdrawal as of the date of the withdrawal. If you
withdraw 10% of your Annuity Account Value, your GMDB will be reduced by
10% as of the date of the withdrawal.
If the successor Owner/Annuitant Owner election is in effect at your
death, the GMDB will be set at the Annuity Account Value in the
Investment Funds as of the date of death, if greater than the current
GMDB.
NORMAL FORM OF ANNUITY (SEE SECTION 7.04): [Life Annuity 10 Year Period
Certain]
AMOUNT OF ANNUITY BENEFIT (SEE SECTION 7.05): The amount applied to provide
the Annuity Benefit will be (1) the Annuity Account Value for any life annuity
form or (2) the Cash Value for any period certain only annuity form except
that if the period certain is more than five years the amount applied will be
no less than 95% of the Annuity Account Value.
INTEREST RATE TO BE APPLIED IN ADJUSTING FOR MISSTATEMENT OF AGE OR SEX
(SEE SECTION 7.06):
[6% per year]
MINIMUM AMOUNT TO BE APPLIED TO AN ANNUITY (SEE SECTION 7.06): [$2,000, as
well as minimum of $20 for initial monthly annuity payment.]
WITHDRAWAL CHARGES (SEE SECTION 8.01): [A withdrawal charge will be imposed as
a percentage of each Contribution made to the extent that a withdrawal exceeds
the Free Corridor Amount as discussed in Section 8.01 or, if the Certificate
is surrendered to receive the Cash Value. We determine the withdrawal charge
separately for each Contribution in accordance with the table below.]
No. 94ICB Data page 5
<PAGE>
DATA PAGES (CONT'D)
Current and Maximum
Percentage of
Contract Year Contributions
[1 7.00%
2 6.00%
3 5.00%
4 4.00%
5 3.00%
6 2.00%
7 1.00%
8 and later 0.00%]
[The applicable withdrawal charge percentage is determined by the Contract
Year in which the withdrawal is made or the Certificate is surrendered,
beginning with "Contract Year 1" with respect to each Contribution withdrawn
or surrendered. For purposes of the table, for each Contribution, the Contract
Year in which we receive that Contribution is "Contract Year 1."]
[Withdrawal charges will be deducted from the Investment Options from which
each withdrawal is made in proportion to the amount being withdrawn from each
Investment Option.]
FREE CORRIDOR AMOUNT (SEE SECTION 8.01): [[15%] of Annuity Account Value at the
beginning of the Contract Year minus any amount previously withdrawn during the
Contract Year. Amounts withdrawn up to the Free Corridor Amount will not be
deemed a withdrawal of Contributions.]
[Withdrawals in excess of the Free Corridor Amount will be deemed withdrawals
of Contributions in the order in which they were made (that is, the first-in,
first-out basis will apply).]
[The Free Corridor Amount does not apply when calculating the withdrawal
charge applicable upon a surrender.]
CHARGES DEDUCTED FROM ANNUITY ACCOUNT VALUE (SEE SECTION 8.02):
(a) Guaranteed Minimum Death Benefit Charge: [For the guaranteed
minimum death benefit we will deduct on each Processing Date an
amount equal to [0.35%] of the guaranteed minimum death benefit in
effect on such Processing Date. [0.35%] is the maximum we will
charge.]
(b) Premium Taxes: [A charge for any applicable premium tax generally
will be deducted from the amount applied to provide an Annuity
Benefit under Section 7.02. In certain states, however, we may
deduct the charge from Contributions rather than at the Annuity
Commencement Date.]
`No. 94ICB Data page 6
<PAGE>
DATA PAGES (CONT'D)
The charge in (a) will always be deducted from the Annuity Account Value in
the Investment Funds on a pro rata basis. The charge in (b) will be deducted
from the Annuity Account Value in the Investment Funds on a pro rata basis. If
there is insufficient value in the Investment Funds, all or a portion of the
charge in (b) will be deducted from the Annuity Account Value with respect to
the Guarantee Periods in order of the earliest Expiration Date(s) first.
TRANSFER CHARGE (SEE SECTION 8.03): Currently, there is no charge. We reserve
the right to impose a charge at a maximum of $25 for each transfer per
Contract Year in excess of five.
DAILY SEPARATE ACCOUNT CHARGES (SEE SECTION 8.04):
Mortality and Expense Risk Charge:
Current and Maximum [Annual rate of 0.90% (equivalent to a daily
rate of 0.002477%).]
Asset Based Administrative Charge:
Current and Maximum [Annual rate of 0.35% (equivalent to a daily
rate of 0.000969%).]
No. 94ICB Data page 7
<PAGE>
DATA PAGES (CONT'D)
PART C -- THIS PART LISTS THE TERMS WHICH APPLY TO THE ENDORSEMENT
APPLICABLE TO MARKET VALUE ADJUSTMENT TERMS (MVA ENDORSEMENT).
ALLOCATION RESTRICTIONS (SEE SECTION 3.01): If the Annuitant is between ages
71 through 74 allocations may not be made to a Guarantee Period with a
maturity year that would exceed the year in which the Annuitant will attain
age 80. If the Annuitant is age 75 or above, allocations may be made only to
Guarantee Periods with maturities of five years or less; however, in no event
may allocations be made to Guarantee Periods with maturities beyond the
February 15th immediately following the Annuity Commencement Date.
TRANSFERS AT EXPIRATION DATE (SEE ITEM 1 OF MVA ENDORSEMENT): If no election
is made with respect to amounts in the Guaranteed Period Account as of the
Expiration Date, such amounts will be transferred into the Guarantee Period
with the earliest Expiration Date.
MARKET VALUE ADJUSTMENT (MVA) ON TRANSFERS AND WITHDRAWALS (SEE ITEM 2 OF MVA
ENDORSEMENT): The MVA (positive or negative) resulting from a withdrawal or
transfer of a portion of the amount in a Guarantee Period will be a percentage
of the MVA that would be applicable upon a withdrawal of all the Annuity
Account Value from a Guarantee Period. This percentage is determined by (i)
dividing the amount of the withdrawal or transfer from the Guarantee Period by
(ii) the Annuity Account Value in such Guarantee Period prior to the
withdrawal or transfer.
TRANSFER RULES (SEE SECTION 4.02): Transfers are permitted to or from the
Guaranteed Period Account or among the Guarantee Periods once per quarter
during each Contract Year at any time during the quarter. Guarantee Periods to
which transfers may be made are limited based on your attained age (see
Allocation Restrictions above).
MVA FORMULA (SEE ITEM 3 OF MVA ENDORSEMENT): The Guaranteed Rate for new
allocations to a Guarantee Period is the rate we have in effect for this
purpose even if new allocations to that Guarantee Period would not be accepted
at the time. This rate will not be less than 3%.
The current rate percentage we use in item (c) of the formula is 0.00%. For
purposes of calculating the MVA only, we reserve the right to add up to 0.25%
to such current rate percentage.
DEATH BENEFIT AMOUNT (SEE SECTION 6.01): The larger of (a) the Annuity Account
Value in the Guaranteed Period Account and (b) the sum of the Guaranteed
Period Amounts in each Guarantee Period.
No. 94ICBMVA Data page 8
ROLLOVER IRA
DATA
PART A -- THIS PART LISTS YOUR PERSONAL DATA.
OWNER: [John Doe]
ANNUITANT: [John Doe] Age: [60] Sex: [Male]
CONTRACT: GROUP ANNUITY CONTRACT NO. AC 7627
CERTIFICATE NUMBER: [00000]
ENDORSEMENTS ATTACHED: Endorsement Applicable to IRA Certificates
Endorsement Applicable to Market Value Adjustment Terms
Endorsement Applicable to Life Contingent Annuity
ISSUE DATE: [January 1, 1996]
CONTRACT DATE: [January 1, 1996]
ANNUITY COMMENCEMENT DATE: [January 22, 2021]
THE MAXIMUM MATURITY AGE IS AGE [85] -- SEE SECTION 7.03. The Annuity
Commencement Date may not be later than the Processing Date which
follows your [85th] birthday.
If you elect the IRA Assured Payment Option or IRA Assured Payment
Option Plus (IRA APO Plus) when you are age 79 or older, and
subsequently terminate the Option, the Annuity Commencement Date may be
no later than the calendar year in which you attain age 90.
However, if you choose a date later than age 70 1/2, distribution of at
least the minimum payments required must commence by April 1 of the
calendar year following the calendar year in which you attain age 70 1/2
(see item 2 of the Endorsement Applicable to IRA Certificates).
BENEFICIARY: [Jane Doe]
No. 94ICB Data page 1
<PAGE>
DATA PAGES (CONT'D)
PART B -- THIS PART DESCRIBES CERTAIN PROVISIONS OF YOUR CERTIFICATE.
INITIAL CONTRIBUTION RECEIVED (SEE SECTION 3.02): [$10,000.00]
INVESTMENT OPTIONS AVAILABLE (SEE PART II); YOUR ALLOCATION IS ALSO SHOWN.
ALLOCATION
INVESTMENT OPTIONS (SEE SECTION 3.01)
- ------------------ ------------------
o [CONSERVATIVE INVESTORS FUND
o GROWTH INVESTORS FUND
o GROWTH AND INCOME FUND $2,500.00
o COMMON STOCK FUND
o GLOBAL FUND
o INTERNATIONAL FUND
o AGGRESSIVE STOCK FUND $2,500.00
o MONEY MARKET FUND
o INTERMEDIATE GOVERNMENT SECURITIES FUND
o GUARANTEE PERIODS (CLASS I)
EXPIRATION DATE AND GUARANTEED RATE
FEBRUARY 15, 1997 5.00% $2,500.00
FEBRUARY 15, 1998 5.00% $2,500.00
FEBRUARY 15, 1999
FEBRUARY 15, 2000
FEBRUARY 15, 2001
FEBRUARY 15, 2002
FEBRUARY 15, 2003
FEBRUARY 15, 2004
FEBRUARY 15, 2005
FEBRUARY 15, 2006
FEBRUARY 15, 2007*
FEBRUARY 15, 2008*
FEBRUARY 15, 2009*
FEBRUARY 15, 2010*
FEBRUARY 15, 2011*]
TOTAL: [$10,000.00]
Investment Options shown are Investment Funds of our Separate Account No. 49
and Guarantee Periods shown are in the Guaranteed Period Account. See
Endorsement Applicable to Market Value Adjustment Terms.
* Only available under the IRA Assured Payment Option and IRA APO Plus.
"TYPES" OF INVESTMENT OPTIONS (SEE SECTION 4.02): Not applicable
GUARANTEED INTEREST ACCOUNT (SEE SECTION 2.01): Not available under this
Certificate
No. 94ICB Data page 2
<PAGE>
DATA PAGES (CONT'D)
BUSINESS DAY (SEE SECTION 1.05): A Business Day for this Certificate will mean
any day on which the New York Stock Exchange is open for trading.
PROCESSING DATES (SEE SECTION 1.20): A Processing Date is each Contract Date
anniversary.
AVAILABILITY OF INVESTMENT OPTIONS (SEE SECTION 2.04): (See Data pages, Part
C; Allocation Restrictions)
ALLOCATION OF CONTRIBUTIONS (SEE SECTION 3.01): [Except as indicated below,
your initial and any subsequent Contributions are allocated according to your
instructions. (No more than 60% of any Contribution may be allocated to the
Guaranteed Period Account.)]
[If you have elected Principal Assurance in the application, then a portion of
your initial Contribution is allocated by us to a Guarantee Period you have
selected. The remaining portion of your initial Contribution is allocated to
the Investment Funds according to your instructions. Any subsequent
Contributions will be allocated according to your instructions. (See Data
pages, Part C; Allocation Restrictions)]
[If you elect the IRA Assured Payment Option after issue of the Certificate,
your Annuity Account Value and any subsequent Contributions will be allocated
by us to the Guaranteed Period Account and the Life Contingent Annuity and no
amounts may be allocated to the Investment Funds. (See Data pages, Part C;
Allocation Restrictions)]
[If you elect the IRA APO Plus after issue of the Certificate, a portion of
your Annuity Account Value is allocated by us to the Guaranteed Period Account
and the Life Contingent Annuity. The remaining Annuity Account Value is
allocated to the Investment Funds according to your instructions until
transferred by us. (See Data pages, Part C; Allocation Restrictions)]
CONTRIBUTION LIMITS (SEE SECTION 3.02): [We will only accept initial
Contributions of at least [$10,000 ]in the form of either a rollover
Contribution or a direct custodian-to-custodian transfer from other individual
retirement arrangements. Subsequent Contributions may be made in an amount of
at least [$1,000]. Subsequent Contributions may be "regular" IRA Contributions
(limited to a maximum of $2,000 a year), rollover Contributions or direct
transfers. Rollover Contributions and direct transfers are not subject to the
$2,000 annual limit. "Regular" IRA Contributions may not be made for the
taxable year in which you attain age 70 1/2 and thereafter. Rollover and
direct transfer Contributions may be made until you attain age 83. However,
any amount contributed after you attain age 70 1/2 must be net of your minimum
distribution for the year in which the rollover or direct transfer
Contribution is made (see item 2 Annuity Commencement Date in Endorsement
Applicable to IRA Certificates). We may refuse to accept any Contribution if
the sum of all Contributions under your Certificate would then total more than
[$1,500,000]. We may also refuse to accept any contribution if the sum of all
contributions under all Equitable annuity accumulation certificates/contracts
you own would then total more than [$2,500,000].]
No. 94ICB Data page 3
<PAGE>
DATA PAGES (CONT'D)
[A minimum Annuity Account Value of $25,000 is required to elect the IRA
Assured Payment Option or IRA APO Plus.]
TRANSFER RULES (SEE SECTION 4.02): (See Data pages, Part C)
ALLOCATION OF WITHDRAWALS (SEE SECTION 5.01): [Lump Sum Withdrawals - You must
provide withdrawal instructions indicating from which Investment Options the
Lump Sum Withdrawal and any withdrawal charge will be taken; Minimum
Distribution Withdrawals - Unless you specify otherwise, Minimum Distribution
Withdrawals will be withdrawn on a pro rata basis from your Annuity Account
Value in the Investment Funds. If there is insufficient value or no value in
the Investment Funds, any additional amount of the withdrawal required or the
total amount of the withdrawal, as applicable, will be withdrawn from the
Guarantee Periods in order of the earliest Expiration Date(s) first.]
WITHDRAWAL RESTRICTIONS (SEE SECTION 5.01): Lump Sum Withdrawals - Only one
Lump Sum Withdrawal may be taken during a Contract Year at any time during
such Contract Year; Minimum Distribution Withdrawals - May be elected in the
year in which you attain age 70 1/2 or at a later date. Minimum Distribution
Withdrawals will be made annually.
Minimum Distribution Withdrawals may not be elected while the IRA Assured
Payment Option or IRA APO Plus is in effect.
MINIMUM WITHDRAWAL AMOUNT (SEE SECTION 5.01): [Lump Sum Withdrawals minimum -
$1,000; Minimum Distribution Withdrawals minimum - $250.]
MINIMUM AMOUNT OF ANNUITY ACCOUNT VALUE AFTER A WITHDRAWAL (SEE SECTION 5.02):
Requests for a withdrawal must be for either (a) [90]% or less of the Cash
Value or (b) 100% of the Cash Value (surrender of the Certificate).
We will NOT exercise our rights, described in Sections 5.02(b) and 5.02(c), to
terminate the Certificate.
DEATH BENEFIT AMOUNT (SEE SECTION 6.01):
The sum of:
(1) The Annuity Account Value in the Investment Funds or, if greater,
the guaranteed minimum death benefit defined below; and
(2) The death benefit amount provided with respect to the Endorsement
Applicable to Market Value Adjustment Terms. (See Data pages, Part
C)
No. 94ICB Data page 4
<PAGE>
DATA PAGES (CONT'D.)
Guaranteed Minimum Death Benefit (GMDB)
The GMDB is determined daily. On the Contract Date, the GMDB is equal to
the portion of the initial Contribution allocated to the Investment
Funds. Thereafter, the GMDB is equal to (a) the GMDB determined on the
immediately preceding Business Day, plus (b) any subsequent
Contributions and transfers into the Investment Funds, less (c) any
transfers and withdrawals from such Funds. In addition, interest (see
below) is credited to and becomes part of the GMDB on each Processing
Date.
Interest will be calculated at the applicable effective annual GMDB
interest rate for your "attained age" (your age at issue of the
Certificate plus the number of Contract Years
that have elapsed since the Contract Date, see table below) taking into
account Contributions, transfers and withdrawals during the Contract
Year, except with respect to amounts in the Money Market Fund and the
Intermediate Government Securities Fund where the interest credit will
be based on an interest rate of 3% for Annuitant attained ages 70 and
under; and 0% for attained ages 71 and over.
Attained Age Rate
20 through 70 6%
71 through 85 0%
Withdrawals and transfers out of the Investment Funds generally reduce
the GMDB on a dollar-for-dollar basis as of the date of the withdrawal
or transfer. However, if at any time the sum of withdrawals and
transfers out of the Investment Funds in a Contract Year, calculated as
a percentage of the Annuity Account Value as of the date of such
withdrawal or transfer, exceed the current GMDB interest rate, the
transaction that caused the excess and all additional withdrawals and/or
transfers out of the Investment Funds in that Contract Year will cause a
percentage reduction in the GMDB as of the date of the withdrawal or
transfer, rather than a dollar-for-dollar reduction. This means that if
the GMDB interest rate is 6% and you withdraw 5% of the Annuity Account
Value in the Investment Funds, your GMDB will be reduced by the dollar
amount of the withdrawal as of the date of the withdrawal. If you
withdraw 10% of your Annuity Account Value, your GMDB will be reduced by
10% as of the date of the withdrawal.
NORMAL FORM OF ANNUITY (SEE SECTION 7.04): [Life Annuity 10 Year Period
Certain]
AMOUNT OF ANNUITY BENEFIT (SEE SECTION 7.05): The amount applied to provide
the Annuity Benefit will be (1) the Annuity Account Value for any life annuity
form or (2) the Cash Value for any period certain only annuity form except
that if the period certain is more than five years the amount applied will be
no less than 95% of the Annuity Account Value.
INTEREST RATE TO BE APPLIED IN ADJUSTING FOR MISSTATEMENT OF AGE OR SEX (SEE
SECTION 7.06): [6% per year]
No. 94ICB Data Page 5
<PAGE>
DATA PAGES (CONT'D)
MINIMUM AMOUNT TO BE APPLIED TO AN ANNUITY (SEE SECTION 7.06): [$2,000, as
well as minimum of $20 for initial monthly annuity payment.]
WITHDRAWAL CHARGES (SEE SECTION 8.01): [A withdrawal charge will be imposed as
a percentage of each Contribution made to the extent that (i) any withdrawals
during a Contract Year exceed the Free Corridor Amount as discussed in Section
8.01 or, (ii) the Certificate is surrendered to receive the Cash Value. We
determine the withdrawal charge separately for each Contribution in accordance
with the table below.]
Current and Maximum
Percentage of
Contract Year Contributions
[1 7.00%
2 6.00%
3 5.00%
4 4.00%
5 3.00%
6 2.00%
7 1.00%
8 and later 0.00%]
[The applicable withdrawal charge percentage is determined by the Contract
Year in which the Lump Sum Withdrawal is made or the Certificate is
surrendered, beginning with "Contract Year 1" with respect to each
Contribution withdrawn or surrendered. For purposes of the table, for each
Contribution, the Contract Year in which we receive that Contribution is
"Contract Year 1."]
[Withdrawal charges will be deducted from the Annuity Account Value in the
Investment Options from which each withdrawal is made in proportion to the
amount being withdrawn from each Investment Option.]
FREE CORRIDOR AMOUNT (SEE SECTION 8.01): [[15%] of Annuity Account Value at
the beginning of the Contract Year, minus any amount previously withdrawn
during the Contract Year. Amounts withdrawn up to the Free Corridor Amount
will not be deemed a withdrawal of Contributions. In any Contract Year when a
Minimum Distribution Withdrawal is the only withdrawal taken, no withdrawal
charge will apply.]
[Lump Sum Withdrawals in excess of the Free Corridor Amount or a Minimum
Distribution Withdrawal when added to a Lump Sum Withdrawal previously taken
in the same Contract Year, which exceeds the Free Corridor Amount will be
deemed withdrawals of Contributions in the order in which they were made (that
is, the first-in, first-out basis will apply).]
[The Free Corridor Amount does not apply when calculating the withdrawal
charge applicable upon a surrender.]
No. 94ICB Data page 6
<PAGE>
DATA PAGES (CONT'D)
[If the IRA Assured Payment Option or IRA APO Plus is in effect a 10% Free
Corridor Amount will apply for Lump Sum Withdrawals.]
CHARGES DEDUCTED FROM ANNUITY ACCOUNT VALUE (SEE SECTION 8.02):
(a) Guaranteed Minimum Death Benefit Charge: [For the guaranteed
minimum death benefit we will deduct on each Processing Date an
amount equal to [0.20%] of the guaranteed minimum death benefit in
effect on such Processing Date. [0.20%] is the maximum we will
charge.]
(b) Premium Taxes: [A charge for any applicable premium tax generally
will be deducted from the amount applied to provide an Annuity
Benefit under Section 7.02. In certain states, however, we may
deduct the charge from Contributions rather than at the Annuity
Commencement Date.]
The charge in (a) will always be deducted from the Annuity Account Value in
the Investment Funds on a pro rata basis. The charge in (b) will be deducted
from the Annuity Account Value in the Investment Funds on a pro rata basis. If
there is insufficient value in the Investment Funds, all or a portion of the
charge in (b) will be deducted from the Annuity Account Value with respect to
the Guarantee Periods in order of the earliest Expiration Date(s) first.
TRANSFER CHARGE (SEE SECTION 8.03): [Currently, there is no charge. We reserve
the right to impose a charge at a maximum of $25 for each transfer per
Contract Year in excess of five.]
DAILY SEPARATE ACCOUNT CHARGES (SEE SECTION 8.04):
Mortality and Expense Risk Charge:
Current and Maximum [Annual rate of 0.90% (equivalent to a daily
rate of 0.002477%).]
Asset Based Administrative Charge:
Current and Maximum [Annual rate of 0.35% (equivalent to a daily
rate of 0.000969%).]
No. 94ICB Data page 7
<PAGE>
DATA PAGES (CONT'D)
PART C -- THIS PART LISTS THE TERMS WHICH APPLY TO THE ENDORSEMENT
APPLICABLE TO MARKET VALUE ADJUSTMENT TERMS (MVA ENDORSEMENT).
ALLOCATION RESTRICTIONS (SEE SECTION 3.01): Except as indicated below, if you
are between ages 71 through 74 allocations may not be made to a Guarantee
Period with a maturity year that would exceed the year in which you will
attain age 80. At ages 75 and above, allocations may be made only to Guarantee
Periods with maturities of five years or less; however, in no event may
allocations be made to Guarantee Periods with maturities beyond the February
15th immediately following the Annuity Commencement Date.
If you elect the IRA Assured Payment Option, your Contributions and Annuity
Account Value will be allocated by us to serially maturing Guarantee Periods
having Expiration Dates in annual sequence and the Modal Payment portion of
the Guaranteed Period Account, if applicable, and applied to the Life
Contingent Annuity, so as to provide substantially equal or increasing
withdrawal payments during a fixed period followed by annuity payments for
life under the Life Contingent Annuity. The fixed period payments consist of
payments described under Transfers at Expiration Date, below. When amounts are
applied under the Life Contingent Annuity, Data pages, Part D will be issued.
If you elect the APO Plus, a portion of your Annuity Account Value is
allocated by us to serially maturing Guarantee Periods having Expiration Dates
in annual sequence and the Modal Payment portion of the Guaranteed Period
Account, if applicable, and applied to the Life Contingent Annuity, so as to
provide substantially equal withdrawal payments during a fixed period followed
by annuity payments for life under the Life Contingent Annuity. Fixed period
payments are described under Transfers at Expiration Date, below. The
remaining Annuity Account Value is allocated among the Investment Funds
according to your instructions. Any subsequent Contributions will also be
allocated to the Investment Funds according to your instructions and then will
be periodically transferred by us to the Guarantee Periods and the Life
Contingent Annuity. When amounts are applied under the Life Contingent
Annuity, Data pages, Part D will be issued.
TRANSFERS AT EXPIRATION DATE (SEE ITEM 1 OF MVA ENDORSEMENT): Except as
indicated below, if no election is made with respect to amounts in the
Guaranteed Period Account as of the Expiration Date, such amounts will be
transferred into the Guarantee Period with the earliest Expiration Date.
If the IRA Assured Payment Option or IRA APO Plus is in effect, upon the
expiration of a Guarantee Period, the Guaranteed Period Amount will be paid to
you in full, if annual payments are to be made on an Expiration Date in each
calendar year. Otherwise, the Guaranteed Period Amount will be transferred
into the Modal Payment portion of the Guaranteed Period Account. You may not
transfer these amounts into any other Investment Options. These withdrawals
will not be subject to a withdrawal charge.
No. 94ICBMVA Data page 8
<PAGE>
DATA PAGES (CONT'D)
MARKET VALUE ADJUSTMENT (MVA) ON TRANSFERS AND WITHDRAWALS (SEE ITEM 2 OF MVA
ENDORSEMENT): The MVA (positive or negative) resulting from a withdrawal or
transfer of a portion of the amount in a Guarantee Period will be a percentage
of the MVA that would be applicable upon a withdrawal of all of the Annuity
Account Value from a Guarantee Period. This percentage is determined by (i)
dividing the amount of the withdrawal or transfer from the Guarantee Period by
(ii) the Annuity Account Value in such Guarantee Period prior to the
withdrawal or transfer.
TRANSFER RULES (SEE SECTION 4.02): Transfers are permitted to or from the
Guaranteed Period Account or among the Guarantee Periods once per quarter
during each Contract Year at any time during the quarter. Guarantee Periods to
which transfers may be made are limited based on your attained age (see
Allocation Restrictions above).
MVA FORMULA (SEE ITEM 3 OF MVA ENDORSEMENT): The Guaranteed Rate for new
allocations to a Guarantee Period is the rate we have in effect for this
purpose even if new allocations to that Guarantee Period would not be accepted
at the time. This rate will not be less than 3%.
The current rate percentage we use in item (c) of the formula is [0.00%]. For
purposes of calculating the MVA only, we reserve the right to add up to
[0.25%] to such current rate percentage.
DEATH BENEFIT AMOUNT (SEE SECTION 6.01): The larger of (a) the Annuity Account
Value in the Guaranteed Period Account and (b) the sum of the Guaranteed
Period Amounts in each Guarantee Period.
No. 94ICBMVA Data page 9
[Form of Legal Opinion]
[Date]
The Equitable Life Assurance
Society of the United States
787 Seventh Avenue
New York, New York 10019
Dear Sirs:
This opinion is furnished in connection with the filing by The Equitable
Life Assurance Society of the United States ("Equitable Life") and Separate
Account No. 49 of Equitable Life ("Separate Account No. 49") of a Form N-4
Registration Statement of Equitable Life and Separate Account No. 49 under the
Securities Act of 1933 (File No. 333-[ ]) and of the Registration Statement of
Separate Account No. 49 under the Investment Company Act of 1940 included in
the same Form N-4. The Registration Statement covers an indefinite number of
units of interest ("Units") in Separate Account No. 49.
The Units are purchased with contributions received under individual
annuity contracts and certificates Equitable Life offers under a group annuity
contract (collectively, the "Certificates"). As described in the prospectus
included in the Registration Statement, the Certificates are designed to
provide for retirement income benefits. The Certificates have been filed with
the New York superintendent of insurance.
I have examined such corporate records of Equitable Life and provisions
of the New York insurance law as are relevant to authorization and issuance of
the Certificates and such other documents and laws as I consider appropriate.
On the basis of such examination, it is my opinion that:
1. Equitable Life is a corporation duly organized and validly existing under
the laws of the State of New York.
2. Separate Account No. 49 was duly established pursuant to the provisions
of the New York Insurance Law.
<PAGE>
The Equitable Life Assurance
Society of the United States
Page 2
3. The assets of Separate Account No. 49 are owned by Equitable Life;
Equitable Life is not a trustee with respect thereto. Under New York
law, the income, gains and losses, whether or not realized, from assets
allocated to Separate Account No. 49 must be credited to or charged
against such account, without regard to the other income, gains or
losses of Equitable Life.
4. The Certificates provide that the portion of the assets of Separate
Account No. 49 equal to the reserves and other contract liabilities with
respect to Separate Account No. 49 shall not be chargeable with
liabilities arising out of any other business Equitable Life may conduct
and that Equitable Life reserves the right to transfer assets of
Separate Account No. 49 in excess of such reserves and contract
liabilities to the general account of Equitable Life.
5. The Certificates (including any Units credited thereunder) will be duly
authorized and when issued in accordance with applicable regulatory
approvals will represent validly issued and binding obligations of
Equitable Life.
I hereby consent to the use of this opinion as an exhibit to the
Registration Statement.
Very truly yours,
/s/ Jonathan E. Gaines
Jonathan E. Gaines
15518/bz2-1.doc
Consent of Independent Accounts
We hereby consent to the use in the Statements of Additional Information
constituting part of this Registration Statement on Form N-4 (the "Registration
Statement") of our report dated February 7, 1996, relating to the consolidated
financial statements of The Equitable Life Assurance Society of the United
States, and of our report dated February 7, 1996, relating to the consolidated
financial statement schedules of The Equitable Life Assurance Society of the
United States, which appears in such Statements of Additional Information and to
the incorporation by reference of our reports into the Prospectuses which
constitute part of this Registration Statement. We also consent to the
references to us under the headings "Custodian and Independent Accountants" in
such Statements of Additional Information and to the references to us under the
headings "Independent Accountants" in such Prospectuses.
/s/ Price Waterhouse LLP
Price Waterhouse LLP
New York, New York
June 6, 1996
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Mildred Oliver and each of
them (with full power to each of them to act alone), his or her true and
lawful attorney-in-fact and agent, with full power of substitution to each,
for him or her and on his or her behalf and in his or her name, place and
stead, to execute and file any of the documents referred to below relating to
registrations under the Securities Act of 1933, the Securities Exchange Act of
1934 and the Investment Company Act of 1940 with respect to any insurance or
annuity contracts or other agreements providing for allocation of amounts to
Separate Accounts of the Company, and related units or interests in Separate
Accounts: registration statements on any form or forms under the Securities
Act of 1933 and the Investment Company Act of 1940 and annual reports on any
form or forms under the Securities Exchange Act of 1934, and any and all
amendments and supplements thereto, with all exhibits and all instruments
necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others or other, and to have full power and
authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this day of May, 1996.
/s/Stanley B. Tulin
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Claude Bebear
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/James M. Benson
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Christopher Brockson
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Francoise Colloc'h
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Henri de Castries
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Joseph L. Dionne
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/William T. Esrey
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Jean-Rene Fourtou
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Norman C. Francis
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Donald J.Greene
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Anthony J. Hamilton
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/John T. Hartley
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/John H.F. Haskell, Jr.
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/W. Edwin Jarmain
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/G. Donald Johnston, Jr.
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand this
15th day of February, 1996
/s/Winthrop Knowlton
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/George T. Lowy
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/William T. McCaffrey
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Joseph J. Melone
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Didier Pineau-Valencienne
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/George J. Sella, Jr.
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Gordon G. Dinsmore, Samuel B. Shlesinger, James D. Goodwin, Pauline
Sherman, Michael F. McNelis, Naomi J. Weinstein, Charles Wilder, Mildred
Oliver and each of them (with full power to each of them to act alone), his or
her true and lawful attorney-in-fact and agent, with full power of
substitution to each, for him or her and on his or her behalf and in his or
her name, place and stead, to execute and file any of the documents referred
to below relating to registrations under the Securities Act of 1933, the
Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units
or interests in Separate Accounts: registration statements on any form or
forms under the Securities Act of 1933 and the Investment Company Act of 1940
and annual reports on any form or forms under the Securities Exchange Act of
1934, and any and all amendments and supplements thereto, with all exhibits
and all instruments necessary or appropriate in connection therewith, each of
said attorneys-in-fact and agents and his, her or their substitutes being
empowered to act with or without the others or other, and to have full power
and authority to do or cause to be done in the name and on behalf of the
undersigned each and every act and thing requisite and necessary or
appropriate with respect thereto to be done in and about the premises in order
to effectuate the same, as fully to all intents and purposes as the
undersigned might or could do in person, hereby ratifying and confirming all
that said attorneys-in-fact and agents, or any of them, may do or cause to be
done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 15th day of February, 1996.
/s/Dave H. Williams
38292
FORMULAE FOR DETERMINING MONEY MARKET FUND YIELD
FOR A SEVEN-DAY PERIOD FOR THE INCOME MANAGER
1. The value of one hypothetical Unit in an account (excluding capital
changes) at the beginning of a seven-day period
2. The value of one hypothetical Unit in the same account (excluding capital
changes) at the end of the seven-day period
3. Net change in Unit Value [(1) subtracted from [(2)]
4. Base period return [(3) divided by (1)]
5. Current yield [(4) annualized (multiplied by 365/7)]
6. Effective Yield [ [1 + (4)] [raised to the (365/7) power] ] - 1
FORMULAE FOR DETERMINING CUMULATIVE AND ANNUALIZED
RATES OF RETURN FOR THE INCOME MANAGER
CRR = [ (UVt) - 1] x 100
[ (UVt-B) ]
ARR = [ (UVt)1/B - 1] x 100
[ (UVt-B) ]
where: B is the total time of the investment, in years or fraction
thereof.
UVt is the separate account unit value at the end of the period.
UVt-B is the separate account unit value at time B years prior to the
end of the period.
CRR is the cumulative rate of return over the period of B years.
ARR is the annualized rate of return over the period of B years.
FORMULAE FOR DETERMINING STANDARDIZED PERFORMANCE VALUE AND
ANNUALIZED AVERAGE PERFORMANCE RATIO FOR INCOME MANAGER CERTIFICATES
Invested in One Investment Fund of the Hudson River Trust
and Surrendered at the End of a Period
AV0 = $1,000.00
AVt = AVt-1 x (UVt)
(UVt-1)
Acct = AVt
CV = Acct - SC
AAR = [(CV) 1/B - 1] x 100
[(AV0) ]
where: AV0 is the amount invested on the inception date.
t is the anniversary date of the INCOME MANAGER certificate, which
is from 1 to B years after the date of inception (t=0).
B is the total time of the investment, in years or fraction
thereof,from the date of inception.
AVt is the accumulated value at time t of AV0.
UVt is the separate account unit value at time t.
Acct is the account value of the INCOME MANAGER certificate on the
surrender date.
CV is the cash value of the INCOME MANAGER certificate on the
surrender date.
SC is the applicable withdrawal charge for the INCOME MANAGER
certificate on the surrender date.
AAR is the average annual return over the period of B years.
