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Registration No. 811-
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-8B-2
REGISTRATION STATEMENT OF UNIT INVESTMENT TRUSTS
WHICH ARE CURRENTLY ISSUING SECURITIES
Pursuant to Section 8(b) of the Investment Company Act of 1940
THE TRAVELERS VARIABLE LIFE INSURANCE SEPARATE ACCOUNT FOUR
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(Name of Unit Investment Trust)
THE TRAVELERS INSURANCE COMPANY
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(Name of Depositor)
One Tower Square
Hartford, Connecticut 06183
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(Registrant's Principal Business Address)
Not the issuer of periodic payment plan certificates.
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X Issuer of periodic payment plan certificates.
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CONTENTS
I. Organization and General Information
II. General Description of the Trust and Securities of the Trust
III. Organization, Personnel and Affiliated Persons of Depositor
IV. Distribution and Redemption of Securities
V. Information Concerning the Trustee or Custodian
VI. Information Concerning Insurance of Holders of Securities
VII. Policy of Registrant
VIII. Financial and Statistical Information
IX. Exhibits
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I. ORGANIZATION AND GENERAL INFORMATION
1. (a) Furnish name of the Trust and the Internal Revenue Service Employer
Identification Number.
The Travelers Variable Life Insurance Separate Account Four
(the "Trust"); There is no IRS Employer Identification Number
for the Trust.
(b) Furnish title of each class or series of securities issued by the
Trust.
Modified Single Premium Individual Variable Life Insurance
Policy (the "Policy").
2. Furnish name and principal business address and zip code and the Internal
Revenue Service Employer Identification Number of each depositor of the
Trust.
The Travelers Insurance Company ("TIC")
One Tower Square
Hartford, Connecticut 06183
IRS Employer Identification Number: 06-0566090
3. Furnish name and principal business address and zip code and the Internal
Revenue Service Employer Identification Number of each custodian or
trustee of the Trust.
The Travelers Insurance Company ("TIC")
One Tower Square
Hartford, Connecticut 06183
IRS Employer Identification Number: 06-0566090
4. Furnish name and principal business address and zip code and the Internal
Revenue Service Employer Identification Number of each principal
underwriter currently distributing securities of the Trust.
No Policies are currently being distributed. When such
distribution commences, Tower Square Securities, Inc. ("Tower
Square ") will be the "Principal Underwriter" for the
Policies.
Tower Square Securities, Inc. ("Tower Square ")
One Tower Square
Hartford, Connecticut 06183
IRS Employer Identification Number: 06-0843577
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5. Furnish name of state or other sovereign power, the laws of which govern
with respect to the organization of the Trust.
State of Connecticut
6. (a) Furnish the dates of execution and termination of any indenture or
agreement currently in effect under the terms of which the Trust was
organized and issued or proposes to issue securities.
The Trust was established on October 16, 1996 pursuant to a
resolution of the Board of Directors of The Travelers
Insurance Company. The Trust will continue in existence until
its complete liquidation and distribution of assets to all
persons entitled to receive them. The Policies will be issued
pursuant to the Board's resolution and administered in
accordance with the laws of the State of Connecticut There is
no such indenture or agreement.
(b) Furnish the dates of execution and termination of any indenture or
agreement currently in effect pursuant to which the proceeds of
payments on securities issued or to be issued by the Trust are held
by the custodian or trustee.
TIC intends to act as its own custodian for the safekeeping of
the Trust's assets. There is no such indenture or agreement.
7. Furnish in chronological order the following information with respect to
each change of name of the Trust since January 1, 1930. If the name has
never been changed, so state.
The Trust has never been known by any other name.
8. State the date on which the fiscal year of the Trust ends.
December 31st.
9. MATERIAL LITIGATION. Furnish a description of any pending legal
proceedings, material with respect to the security holders of the Trust by
reason of the nature of the claim or the amount thereof, to which the
Trust, the depositor, or the principal underwriter is a party or of which
the assets of the Trust are the subject, including the substance of the
claims involved in such proceeding and the title of the proceeding.
Furnish a similar statement with respect to any pending administrative
proceeding commenced by a governmental authority or any such proceeding or
legal proceeding known to be contemplated by a governmental authority.
Include any proceeding which, although immaterial itself, is
representative of, or one of, a group which in the aggregate is material.
There are no pending material legal or administrative
proceedings affecting the Trust to which the Trust, TIC or
Tower Square is a party.
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II. GENERAL DESCRIPTION OF THE TRUST
AND SECURITIES OF THE TRUST
GENERAL INFORMATION CONCERNING THE SECURITIES OF THE TRUST AND THE RIGHTS OF
HOLDERS
10. Furnish a brief statement with respect to the following matters for each
class or series of securities issued by the Trust:
(a) Whether the securities are of the registered or bearer type.
The Policies are of the registered type insofar as all the
insurance policies are personal to the Policy Owner and
records are maintained by TIC.
(b) Whether the securities are of the cumulative or distributive type.
The Policies are of the cumulative type, providing for no
distribution of dividends or capital gains except in
connection with cash surrenders, loans, or death benefits.
The Policies are non-participating with regard to dividends
TIC declares.
(c) The rights of security holders with respect to withdrawal or
redemption.
Incorporated herein by reference to the Prospectus filed
concurrently herewith as part of a Registration Statement on
Form S-6 under the Securities Act of 1933 describing modified
single premium variable universal life insurance policies (the
"Prospectus"), specifically, the section entitled "Policy
Surrenders and Cash Surrender Value."
(d) The rights of security holders with respect to conversion, transfer,
partial redemption, and similar matters.
Incorporated herein by reference to the Prospectus,
specifically the sections entitled "Prospectus Summary,"
"Surrender Charges," "Transfer Charges," "Transfers of Cash
Value," "Policy Surrenders and Cash Surrender Value," and
"Exchange Rights."
(e) If the Trust is the issuer of periodic payment plan certificates,
the substance of the provisions of any indenture or agreement with
respect to lapses or defaults by security holders in making
principal payments, and with respect to reinstatement.
Incorporated herein by reference to the Prospectus,
specifically the sections entitled "Allocation of Premium
Payments" and "Policy Lapse and Reinstatement."
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(f) The substance of the provisions of any indenture or agreement with
respect to voting rights, together with the names of any persons
other than security holders given the right to exercise voting
rights pertaining to the Trust's securities or the underlying
securities and the relationship of such persons to the Trust.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Voting Rights of the
Investment Options" and "Disregard of Voting Instructions."
(g) Whether security holders must be given notice of any change in:
(1) the composition of the assets of the Trust.
(2) the terms and conditions of the securities issued by the
Trust.
(3) the provisions of any indenture or agreement of the Trust.
(4) the identity of the depositor, trustee or custodian.
For items (1) and (4), any such changes would require
notification to the policy owners (as described in the
Prospectus which is incorporated herein by reference,
specifically the sections entitled "Substitutions and
Additions " and "Other Matters." For items (2) and (3), for
material changes requiring such notification, we will notify
policy owners in accordance with the requirements of the state
insurance departments.
(h) Whether the consent of security holders is required in order for
action to be taken concerning any change in:
(1) the composition of the assets of the Trust.
(2) the terms and conditions of the securities issued by the
Trust.
(3) the provisions of any indenture or agreement of the Trust.
(4) the identity of the depositor, trustee or custodian.
For items (1) and (4), any such changes would require
notification to the policy owners (as described in the
Prospectus which is incorporated herein by reference,
specifically the sections entitled "Substitutions and
Additions " and "Other Matters." For items (2) and (3), for
material changes requiring such notification, we will notify
policy owners in accordance with the requirements of the state
insurance departments. Any such material changes may require
Policy owner consent.
(i) Any other principal feature of the securities issued by the Trust or
any other principal right, privilege or obligation not covered by
subdivisions (a) through (g) or by any other item in this form.
Incorporated by reference to the Prospectus, specifically the
sections entitled "The Policy," "Other Matters," "Death
Benefit" and "Policy Loans."
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INFORMATION CONCERNING THE SECURITIES UNDERLYING THE TRUST'S SECURITIES
11. Describe briefly the kind or type of securities comprising the unit of
specified securities in which security holders have an interest.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "The Separate Account."
12. If the Trust is the issuer of periodic payment plan certificates and if
any underlying securities were issued by another investment company,
furnish the following information for each such company:
(a) Name of company.
(b) Name and principal business address of depositor.
(c) Name and principal business address of trustee or custodian.
(d) Name and principal address of principal underwriter.
(e) The period during which the securities of such company have been the
underlying securities.
The Trust may invest in the securities of various management
investment companie. A description of each available option is set
forth in the prospectus under the heading "The Investment Options."
This information is incorporated herein by reference to the
Prospectus. No underlying securities have yet been acquired by the
Trust.
INFORMATION CONCERNING LOADS, FEES, CHARGES AND EXPENSES
13. (a) Furnish the following information with respect to each load, fee,
expense or charge to which (1) principal payments, (2) underlying
securities, (3) distributions, (4) cumulated or reinvested
distributions or income, and (5) redeemed or liquidated assets of
the Trust's securities are subject:
(A) the nature of such load, fee, expense, or charge;
(B) the amount thereof;
(C) the name of the person to whom such amounts are paid and his
relationship to the Trust;
(D) the nature of the services performed by such person in
consideration for such load, fee, expense or charge.
Incorporated herein by reference to the Prospectus,
specifically the sections entitled "Charges and Deductions,"
"Distribution of the Policies," and "Investment Option
Expenses."
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(b) For each installment payment type of periodic payment plan
certificates of the Trust, furnish the following information with
respect to sales load and other deductions from principal payments.
Incorporated herein by reference to the Prospectus,
specifically the sections entitled "Prospectus Summary,"
"Charges and Deductions," "Surrender Charges" and
"Distribution of the Policy."
(c) State the amount of total deductions as a percentage of the net
amount invested for each type of security issued by the Trust.
State each different sales charge available as a percentage of the
public offering price and as a percentage of the net amount
invested. List any special purchase plans or methods established by
rule or exemptive order that reflect scheduled variations in, or
elimination of, the sales load and identify each class of
individuals or transactions to which such plans apply.
Incorporated herein by reference to the Prospectus,
specifically the sections entitled "Policy Summary," "Charges
and Deductions" and "Reduction or Elimination of Charges."
(d) Explain fully the reasons for any difference in the price at which
securities are offered generally to the public, and the price at
which securities are offered for any class of transactions to any
class or group of individuals, including officers, directors or
employees of the depositor, trustee custodian, or principal
underwriter.
Not Applicable.
(e) Furnish a brief description of any loads, fees, expenses or charges
not covered in Item 13(a) which may be paid by security holders in
connection with the Trust or its securities.
Various optional riders may be purchased by the Policy Owner.
(f) State whether the depositor, principal underwriter, custodian or
trustee, or any affiliated person of the foregoing may receive
profits or other benefits not included in answer to Item 13(a) or
13(d) through the sale or purchase of the Trust's securities or
interests in such securities, or underlying securities or interests
in underlying securities, and describe fully the nature and extent
of such profits or benefits.
Neither the Depositor, the Principal Underwriter nor any of
their affiliates will receive any profits or benefits not
included in responses to Item 13(a) and 13(d) above.
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(g) State the percentage that the aggregate annual charges and
deductions for maintenance and other expenses of the Trust bear to
the dividend and interest income from the Trust property during the
period covered by the financial statements filed herewith.
Not Applicable.
INFORMATION CONCERNING THE OPERATIONS OF THE TRUST
14. Describe the procedure with respect to applications (if any) and the
issuance and authentication of the Trust's securities, and state the
substance of the provisions of any indenture or agreement pertaining
thereto.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "The Policy Application."
15. Describe the procedure with respect to the receipt of payments from
purchasers of the Trust's securities and the handling of the proceeds
thereof, and state the substance of the provisions of any indenture or
agreement pertaining thereto.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "The Policy," "Valuation of
the Separate Accounts," and "Safekeeping of the Separate
Account Assets."
16. Describe the procedure with respect to the acquisition of underlying
securities and the disposition thereof, and state the substance of the
provisions of any indenture or agreement pertaining thereto.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Valuation of the Separate
Account." On each Valuation Date, TIC will make only one
purchase or sale of the shares of each Investment Option that
is offered through the Separate Account. Each purchase or
sale will be at net asset value.
17. (a) Describe the procedure with respect to withdrawal or redemption by
security holders.
Incorporated herein by reference to the Prospectus,
specifically the sections entitled "Prospectus Summary,"
"Right to Cancel Period," "Policy Surrenders and Cash
Surrender Value" and "Policy Loans."
(b) Furnish the names of any persons who may redeem or repurchase, or
are required to redeem or repurchase, the Trust's securities or
underlying securities from security holders, and the substance of
the provisions of any indenture or agreement pertaining thereto.
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TIC is required to honor and process all surrender requests as
described in Item 17(a) above. The Investment Options are
required to redeem their shares at net asset value and to make
payment therefor to the Trust within three (3) days of the
receipt of any redemption request.
(c) Indicate whether repurchased or redeemed securities will be canceled
or may be resold.
When a Policy is surrendered, it is canceled.
18. (a) Describe the procedure with respect to the receipt, custody and
disposition of the income and other distributable funds of the Trust
and state the substance of the provisions of any indenture or
agreement pertaining thereto.
All income and other distributable funds of the Trust are
reinvested in the shares of the Investment Options that made
the distributions and will be added to the assets of the
Trust.
(b) Describe the procedure, if any, with respect to the reinvestment of
distributions to security holders and state the substance of the
provisions of any indenture or agreement pertaining thereto.
Not Applicable.
(c) If any reserves or special funds are created out of income or
principal, state with respect to each such reserve or fund the
purpose and ultimate disposition thereof, and describe the manner of
handling of same.
The Trust holds certain reserves for life insurance benefits
provided by the Policies.
(d) Submit a schedule showing the periodic and special distributions
which have been made to security holders during the three years
covered by the financial statements filed herewith. State for each
such distribution the aggregate amount and amount per share. If
distributions from sources other than current income have been made
identify each such other source and indicate whether such
distribution represents the return of principal payments to security
holders. If payments other than cash were made describe the nature
thereof, the account charged and the basis of determining the amount
of such charge.
Not Applicable.
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19. Describe the procedure with respect to the keeping of records and accounts
of the Trust, the making of reports and the furnishing of information to
security holders, and the substance of the provisions of any indenture or
agreement pertaining thereto.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Other Matters -- Reports to
Policy Owners."
20. State the substance of the provisions of any indenture or agreement
concerning the Trust with respect to the following:
(a) Amendments to such indenture or agreement.
Not Applicable.
(b) The extension or termination of such indenture or agreement.
Not Applicable.
(c) The removal or resignation of the trustee or custodian, or the
failure of the trustee or custodian to perform its duties,
obligations and functions.
Not Applicable.
(d) The appointment of a successor trustee and the procedure if a
successor trustee is not appointed.
Not Applicable.
(e) The removal or resignation of the depositor, or the failure of the
depositor to perform its duties, obligations and functions.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "The Insurance Company."
(f) The appointment of a successor depositor and the procedure if a
successor depositor is not appointed.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "The Insurance Company."
21. (a) State the substance of the provisions of any indenture or agreement
with respect to loans to security holders.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Prospectus Summary" and
"Policy Loans."
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(b) Furnish a brief description of any procedure or arrangement by which
loans are made available to security holders by the depositor,
principal underwriter, trustee or custodian, or any affiliated
person of the foregoing. The following items should be covered:
(1) The name of each person who makes such agreements or
arrangements with security holders.
(2) The rate of interest payable on such loans.
(3) The period for which loans may be made.
(4) Costs or charges for default in repayment at maturity.
(5) Other material provisions of the agreement or arrangement.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Prospectus Summary" and
"Policy Loans."
(c) If such loans are made, furnish the aggregate amount of loans
outstanding at the end of the last fiscal year, the amount of
interest collected during the last fiscal year allocated to the
depositor, principal underwriter, trustee or custodian or affiliated
person of the foregoing and the aggregate amount of loans in default
at the end of the last fiscal year covered by financial statements
filed herewith.
Not Applicable.
22. State the substance of the provisions of any indenture or agreement with
respect to limitations on the liabilities of the depositor, trustee or
custodian, or any other party to such indenture or agreement.
Not Applicable.
23. Describe any bonding arrangement for officers, directors, partners or
employees of the depositor or principal underwriter of the Trust,
including the amount of coverage and the type of bond.
Not Applicable.
24. State the substance of any other material provisions of any indenture or
agreement concerning the Trust or its securities and a description of any
other material functions or duties of the depositor, trustee or custodian
not stated in Item 10 or Items 14 to 23 inclusive.
Not Applicable.
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III. ORGANIZATION, PERSONNEL AND AFFILIATED PERSONS
OF THE DEPOSITOR
ORGANIZATION AND OPERATIONS OF DEPOSITOR
25. State the form of organization of the depositor of the Trust, the name of
the state or other sovereign power under the laws of which the depositor
was organized and the date of organization.
The Travelers Insurance Company is a stock insurance company
incorporated on June 17, 1863 in the State of Connecticut.
26. (a) Furnish the following information with respect to all fees received
by the depositor of the Trust in connection with the exercise of any
functions or duties concerning securities of the Trust during the
period covered by the financial statements filed herewith:
Not Applicable.
(b) Furnish the following information with respect to any fee or any
participation in fees received by the depositor from any underlying
investment company or any affiliated person or investment adviser of
such company:
(1) The nature of such fee or participation.
(2) The name of the person making payment.
(3) The nature of the services rendered in consideration for such
fee or participation.
(4) The aggregate amount received during the last fiscal year
covered by the financial statements filed herewith.
Not Applicable.
27. Describe the general character of the business engaged in by the depositor
including a statement as to any business other than that of depositor of
the Trust. If the depositor acts or has acted in any capacity with
respect to any investment company or companies other than the Trust, state
the name or names of such company or companies, their relationship, if
any, to the Trust, and the nature of the depositor's activities therewith.
If the depositor has ceased to act in such named capacity, state the date
of and circumstances surrounding such cessation.
TIC is empowered by its charter to write life, accident and
health insurance endowments and annuities, and to pay benefits
in fixed and/or variable amounts. TIC currently writes
individual life insurance and individual and group annuity
Policies on a non-participating basis.
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In addition to serving as depositor for the Trust, TIC also
serves or will serve as the depositor for the following
investment companies:
The Travelers Growth and Income Stock Account for Variable
Annuities
The Travelers Quality Bond Account for Variable Annuities
The Travelers Money Market Account for Variable Annuities
The Travelers Timed Growth and Income Stock Account for
Variable Annuities
The Travelers Timed Short-Term Bond Account for Variable
Annuities
The Travelers Aggressive Stock Account for Variable Annuities
The Travelers Bond Account for Variable Annuities
The Travelers Fund UA for Variable Annuities
The Travelers Fund BD for Variable Annuities
The Travelers Variable Life Insurance Separate Account Three
The Travelers Fund UL for Variable Life Insurance
The Travelers Fund ABD for Variable Annuities
The Travelers Separate Account QP for Variable Annuities
OFFICIALS AND AFFILIATED PERSONS OF DEPOSITOR
28. (a) Furnish as at latest practicable date the following information with
respect to the depositor of the Trust, with respect to each officer,
director, or partner of the depositor, and with respect to each
natural person directly or indirectly owning, controlling or holding
with power to vote 5% or more of the outstanding voting securities
of the depositor.
Not applicable. See Item 29 below.
(b) Furnish a brief statement of the business experience during the last
five years of each officer, director or partner of the depositor.
Incorporated by reference to the Prospectus, specifically the
section entitled "Management."
COMPANIES OWNING SECURITIES OF DEPOSITOR
29. Furnish as at latest practicable date the following information with
respect to each company which directly or indirectly owns, controls or
holds with power to vote 5% or more of the outstanding voting securities
of the depositor.
As of October 1, 1996, TIC is an indirect wholly owned
subsidiary of Travelers Group Inc. The following table shows
via indentations the relationship of TIC to Travelers Group
Inc.:
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Travelers Group Inc.
Associated Madison Companies
PFS Services Inc.
The Travelers Insurance Group Inc.
The Travelers Insurance Company
CONTROLLING PERSONS
30. Furnish as the latest practicable date the following information with
respect to any person, other than those covered by Items 28, 29, and 42
who directly or indirectly controls the depositor.
No person other than those covered by Items 28, 29 and 42
hereof directly or indirectly controls the depositor.
COMPENSATION OF OFFICERS AND DIRECTORS OF DEPOSITOR, COMPENSATION OF OFFICERS
OF DEPOSITOR
31. Furnish the following information with respect to the remuneration of
services paid by the depositor during the last fiscal year covered by
financial statements filed herewith:
(a) directly to each of the officers or partners of the depositor
directly receiving the three highest amounts of remuneration:
(b) directly to all officers or partners of the depositor as a group
exclusive of persons whose remuneration is included under Item
31(a), stating separately the aggregate amount paid by the depositor
itself and the aggregate amount paid by all the subsidiaries;
(c) indirectly or through subsidiaries to each of the officers or
partners of the depositor.
Not Applicable.
COMPENSATION OF DIRECTORS
32. Furnish the following information with respect to the remuneration for
services, exclusive of remuneration reported under Item 31, paid by the
depositor during the last fiscal year covered by financial statements
filed herewith:
(a) the aggregate direct remuneration to directors
(b) indirectly or through subsidiaries to directors
Not Applicable.
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COMPENSATION TO EMPLOYEES
33. (a) Furnish the following information with respect to the aggregate
amount of remuneration for services of all employees of the
depositor (exclusive of persons whose remuneration is reported in
Items 31 and 32) who received remuneration in excess of $10,000
during the last fiscal year covered by financial statements filed
herewith from the depositor and any of its subsidiaries.
Not Applicable.
(b) Furnish the following information with respect to the remuneration
for services paid directly during the last fiscal year covered by
financial statements filed herewith to the following classes of
persons (exclusive of those persons covered by Item 33(a)): (1)
Sales managers, branch managers, district managers and other persons
supervising the sale of registrant's securities; (2) Salesmen,
sales agents, canvassers and other persons making solicitations but
not in supervisory capacity; (3) Administrative and clerical
employees; and (4) Others (specify). If a person is employed in
more than one capacity, classify according to predominant type of
work.
Not Applicable.
COMPENSATION TO OTHER PERSONS
34. Furnish the following information with respect to the aggregate amount of
compensation for services paid any person (exclusive of persons whose
remuneration is reported in Items 31, 32 and 33), whose aggregate
compensation in connection with services rendered with respect to the
Trust in all capacities exceeded $10,000 during the last fiscal year
covered by financial statements filed herewith from the depositor and any
of its subsidiaries.
Not Applicable.
IV. DISTRIBUTION AND REDEMPTION OF SECURITIES
DISTRIBUTION OF SECURITIES
35. Furnish the names of the states in which sales of the Trust's securities
(a) are currently being made, (b) are presently proposed to be made and
(c) have been discontinued, indicating by appropriate letter the status
with respect to each state.
The Trust has not yet commenced operations and no sales have
been made or discontinued in any state. It is proposed that
securities of the Trust will be sold in all states of the
United States.
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36. If sales of the Trust's securities have at any time since January 1, 1936
been suspended for more than a month describe the reasons for such
suspension.
Not Applicable.
37. (a) Furnish the following information with respect to each instance
where subsequent to January 1, 1937, any federal or state
governmental officer, agency, or regulatory body denied authority to
distribute securities of the Trust, excluding a denial which was
merely a procedural step prior to any determination by such officer,
etc. and which denial was subsequently rescinded.
(1) Name of officer, agency or body.
(2) Date of denial.
(3) Brief statement of reason given for denial.
Not Applicable.
(b) Furnish the following information with regard to each instance
where, subsequent to January 1, 1937, the authority to distribute
securities of the Trust has been revoked by any federal or state
governmental officer, agency or regulatory body.
(1) Name of officer, agency or body.
(2) Date of revocation.
(3) Brief statement of reason given for revocation.
Not Applicable.
38. (a) Furnish a general description of the method of distribution of
securities of the Trust.
Incorporated herein by reference to the Prospectus,
specifically the sections entitled "The Policy" and
"Distribution of the Policy."
(b) State the substance of any current selling agreement between each
principal underwriter and the Trust or the depositor, including a
statement as to the inception and termination dates of the
agreement, any renewal and termination provisions, and any
assignment provisions.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Distribution of the Policy."
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(c) State the substance of any current agreement or arrangements of each
principal underwriter with dealers, agents, salesmen, etc. with
respect to commissions and overriding commissions, territories,
franchises, qualifications and revocations. If the Trust is the
issuer of periodic payment plan certificates, furnish schedules of
commissions and the bases thereof.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Distribution of the Policy."
INFORMATION CONCERNING PRINCIPAL UNDERWRITER
39. (a) State the form of organization of each principal underwriter of
securities of the Trust, the name of the state or other sovereign
power under the laws of which each underwriter was organized and the
date of organization.
Tower Square Securities, Inc. is a stock corporation
incorporated on January 31, 1968 in the State of Connecticut.
(b) State whether any principal underwriter currently distributing securities
of the Trust is a member of the National Association of Securities
Dealers, Inc.
No Policies are currently being distributed. Tower Square
Securities, Inc. is a member of the National Association of
Securities Dealers, Inc.
40. (a) Furnish the following information with respect to all fees received
by each principal underwriter of the Trust from the sale of
securities of the Trust and any other functions in connection
therewith exercised by such underwriter in such capacity or
otherwise during the period covered by the financial statements
filed herewith.
Not Applicable.
(b) Furnish the following information with respect to any fee or any
participation in fees received by each principal underwriter from
any underlying investment company or any affiliated person or
investment adviser of such company:
(1) The nature of such fee or participation.
(2) The name of the person making payment.
(3) The nature of the services rendered in consideration for such
fee or participation.
(4) The aggregate amount received during the last fiscal year
covered by the financial statements filed herewith.
Not Applicable.
17
<PAGE> 18
41. (a) Describe the general character of the business engaged in by each
principal underwriter, including a statement as to any business
other than the distribution of securities of the Trust. If a
principal underwriter acts or has acted in any capacity with respect
to any investment company or companies other than the Trust, state
the name or names of such company or companies, their relationship,
if any, to the Trust and the nature of such activities. If a
principal underwriter has ceased to act in such named capacity,
state the date of and the circumstances surrounding such cessation.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Distribution of Policies."
As of the date of this Registration Statement, Tower Square
acts in the capacity of principal underwriter with respect to
the following investment companies:
The Travelers Growth and Income Stock Account for Variable
Annuities
The Travelers Quality Bond Account for Variable Annuities
The Travelers Money Market Account for Variable Annuities
The Travelers Timed Growth and Income Stock Account for
Variable Annuities
The Travelers Timed Short-Term Bond Account for Variable
Annuities
The Travelers Aggressive Stock Account for Variable Annuities
The Travelers Bond Account for Variable Annuities
The Travelers Fund U for Variable Annuities
The Travelers Fund UL for Variable Life Insurance
The Travelers Fund UL II for Variable Life Insurance
The Travelers Fund VA for Variable Annuities
The Travelers Fund BD for Variable Annuities
The Travelers Fund BD II for Variable Annuities
The Travelers Variable Life Insurance Separate Account One
The Travelers Variable Life Insurance Separate Account Three
The Travelers Fund ABD for Variable Annuities
The Travelers Fund ABD II for Variable Annuities
(b) Furnish as at latest practicable date the address of each branch
office of each principal underwriter currently selling securities of
the Trust and furnish the name and residence address of the person
in charge of such office.
Not Applicable.
(c) Furnish the number of individual salesmen of each principal
underwriter through whom any of the securities of the Trust were
distributed for the last fiscal year of the Trust covered by the
financial statements filed herewith and furnish the aggregate amount
of compensation received by such salesmen in such year.
Securities of the Trust have not yet been distributed by the
principal underwriter or any of its representatives.
Following the effectiveness of this Registration
18
<PAGE> 19
Statement, securities of the Trust may be sold by
broker-dealers entering into selling agreements with Tower
Square , the principal underwriter. Securities will also be
sold directly by representatives of Tower Square .
42. Furnish as at latest practicable date the following information with
respect to each principal underwriter currently distributing securities of
the Trust and with respect to each of the officers, directors or partners
of such underwriter:
Securities of the Trust have not yet been distributed by the
principal underwriter or any of its representatives. As of
October 1, 1996, the directors and officers of Tower Square
Securities, Inc. were as follows:
<TABLE>
<CAPTION>
NAME TITLE
<S> <C>
Russell H. Johnson Chairman and Chief Executive Officer
Donald R. Munson, Jr. Member, Board of Directors, President and
Chief Operating Officer
William F. Scully III Member, Board of Directors, Treasurer and Senior
Vice President and Chief Financial Officer
Jay S. Benet Member, Board of Directors
Warren H. May Member, Board of Directors
George C. Kokulis Member, Board of Directors
Cynthia P. Macdonald Vice President, Chief Compliance Officer and
Assistant Secretary
Kathleen A. McGah Corporate Secretary and General Counsel
Stuart L. Baritz Vice President
Robert C. Hamilton Vice President
Tracey Kiff-Judson Second Vice President
Robin A. Jones Second Vice President
Whitney F. Burr Second Vice President
Marlene M. Ibsen Second Vice President
John J. Williams, Jr. Director, Assistant Compliance Officer
Susan M. Cursio Director, Operations Manager
Dennis D. D'Angelo Director
Thomas P. Tooley Director
Nancy S. Waldrop Assistant Treasurer
</TABLE>
The principal business address for all persons listed above is: One Tower
Square, Hartford, Connecticut 06183
19
<PAGE> 20
43. Furnish, for the last fiscal year covered by the financial statements
filed herewith, the amount of brokerage commissions received by any
principal underwriter who is a member of a national securities exchange
and who is currently distributing the securities of the Trust or effecting
transactions for the Trust in the portfolio securities of the Trust.
Not Applicable.
OFFERING PRICE OR ACQUISITION VALUATION OF SECURITIES OF THE TRUST
44. (a) Furnish the following information with respect to the method of
valuation used by the Trust for purposes of determining the offering
price to the public of securities issued by the Trust or the
valuation of shares or interests in the underlying securities
acquired by the holder of a periodic payment plan certificate:
(1) The source of quotations used to determine the value of
portfolio securities.
(2) Whether opening, closing, bid, asked or any other price is
used.
(3) Whether price is as of the day of sale or as of any other
time.
(4) A brief description of the methods used by registrant for
determining other assets and liabilities including accrual for
expenses and taxes (including taxes on unrealized
appreciation.
(5) Other items which registrant adds to the net asset value in
computing offering price of its securities.
(6) Whether adjustments are made for fractions, (i) before adding
distributor's compensation (load); and (ii) after adding
distributor's compensation (load).
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Accumulation Unit Values."
(b) Furnish a specimen schedule showing the components of the offering
price of the Trust's securities as at latest practicable date.
No Policies have yet been offered for sale to the public.
(c) If there is any variation in the offering price of the Trust's
securities to any person or classes of persons other than
underwriters, state the nature and amount of such variation and
indicate the person or classes of persons to whom such offering is
made.
There will not be any variation in offering price.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "The Policy."
20
<PAGE> 21
45. Furnish the following information with respect to any suspension of the
redemption rights of the securities issued by the Trust during the three
fiscal years covered by the financial statements filed herewith:
(a) by whose action redemption rights were suspended.
(b) the number of days' notice given to security holders prior to
suspension of redemption rights.
(c) reason for suspension.
(d) period during which suspension was in effect.
Not Applicable.
REDEMPTION VALUATION OF SECURITIES OF THE TRUST
46. (a) Furnish the following information with respect to the method of
determining the redemption or withdrawal valuation of securities
issued by the Trust:
(1) The source of quotations used to determine the value of
portfolio securities.
(2) Whether opening, closing, bid, asked or any other price is
used.
(3) Whether price is as of the day of sale or as of any other
time.
(4) A brief description of the methods used by registrant for
determining other assets and liabilities including accrual for
expenses and taxes (including taxes on unrealized
appreciation.)
(5) Other items which registrant deducts from the net asset value
in computing redemption value of its securities.
(6) Whether adjustments are made for fractions.
Incorporated herein by reference to the Prospectus,
specifically the sections entitled "The Policy," "Surrender
Charges," "Transfer of Cash Value" and "Cash Value and Cash
Surrender Value." The source of quotations for the Underlying
Funds' securities will be the respective custodian or
principal underwriter for the Underlying Funds.
(b) Furnish a specimen schedule showing the components of the redemption
price to holders of the Trust's securities as at the latest
practicable date. Such schedule shall be in substantially the
following form.
Not Applicable.
PURCHASE AND SALE OF INTERESTS IN UNDERLYING SECURITIES FROM AND TO SECURITY
HOLDERS
47. Furnish a statement as to the procedure with respect to the maintenance of
a position in the underlying securities or interests in the underlying
securities, the extent and nature thereof and the person who maintains
such a position. Include a description of the
21
<PAGE> 22
procedure with respect to the purchase of underlying securities or
interests in the underlying securities from security holders who exercise
redemption or withdrawal rights and the sale of such underlying securities
and interests in the underlying securities to other security holders.
State whether the method of valuation of such underlying securities or
interests in underlying securities differs from that set forth in Items 44
and 46. If any item of expenditure included in the determination of the
valuation is not or may not actually be incurred or expended, explain the
nature of such item and who may benefit from the transaction.
Incorporated herein by reference to the Prospectus,
specifically the sections entitled "The Separate Account."
Methods of valuation do not differ from those described in
Items 44 and 46.
V. INFORMATION CONCERNING THE TRUSTEE OR CUSTODIAN
48. Furnish the following information as to each trustee or custodian of the
Trust.
(a) Name and principal address.
(b) Form of organization.
(c) State or other sovereign power under the laws of which the trustee
or custodian was organized.
(d) Name of governmental supervising or examining authority.
TIC is a corporation incorporated under the laws of the State
of Connecticut. Its principal business address is One Tower
Square, Hartford, Connecticut 06183. It is regulated and
supervised by the Connecticut Insurance Commissioner.
49. State the basis for payment of fees or expenses of the trustee or
custodian for services rendered with respect to the Trust and its
securities, and the aggregate amount thereof for the last fiscal year.
Indicate the person paying such fees or expenses. If any fees or expenses
are prepaid, state the unearned amount.
TIC will not receive separate compensation for services
rendered as custodian.
50. State whether the trustee or custodian or any other person has or may
create a lien on the assets of the Trust, and if so, give full
particulars, outlining the substance of the provisions of any indenture or
agreement with respect thereto.
Not Applicable.
22
<PAGE> 23
VI. INFORMATION CONCERNING INSURANCE
OF HOLDERS OF SECURITIES
51. Furnish the following information with respect to insurance of holders of
securities:
PLEASE NOTE: The Policies are themselves the securities being issued in
this case, and the responses to question 51 set forth refer to the
insurance that is provided by the "security" that is being registered.
(a) The name and address of the insurance company.
The Travelers Insurance Company
One Tower Square
Hartford, Connecticut 06183
(b) The types of policies and whether individual or group policies.
Modified Single Premium Individual Variable Universal Life
Insurance Policies.
(c) The types of risks insured and excluded.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "The Policy Application."
(d) The coverage of the policies.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "The Policy."
(e) The beneficiaries of such policies and the uses to which the
proceeds of policies must be put.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Death Benefit."
(f) The terms and manner of cancellation and of reinstatement.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Policy Lapse and
Reinstatement."
(g) The method of determining the amount of premiums to be paid by
holders of securities.
23
<PAGE> 24
Incorporated herein by reference to the Prospectus,
specifically the section entitled "The Policy."
(h) The amount of aggregate premiums paid to the insurance company
during the last fiscal year.
Not Applicable.
(I) Whether any person other than the insurance company receives any
part of such premiums, the name of each such person and the amounts
involved, and the nature of the services rendered therefor.
Not Applicable.
(j) The substance of any other material provisions of any indenture or
agreement of the Trust relating to insurance.
Not Applicable.
VII. POLICY OF THE REGISTRANT
52. (a) Furnish the substance of the provisions of any indenture or
agreement with respect to the conditions upon which and the method
of selection by which particular portfolio securities must or may be
eliminated from assets of the Trust or must or may be replaced by
other portfolio securities. If an investment adviser or other
person is to be employed in connection with such selection,
elimination or substitution, state the name of such person, the
nature of any affiliation to the depositor, trustee or custodian,
and any principal underwriter, and the amount of remuneration to be
received for such services. If any particular person is not
designated in the indenture or agreement, describe briefly the
method of selection of such person.
Incorporated herein by reference to the Prospectus,
specifically the sections entitled "The Separate Account and
the Underlying Funds."
(b) Furnish the following information with respect to each transaction
involving the elimination of any underlying security during the
period covered by the financial statements filed herewith:
(1) Title of security;
(2) Date of elimination;
(3) Reasons for elimination;
(4) The use of the proceeds from the sale of the eliminated
security;
(5) Title of security substituted, if any;
24
<PAGE> 25
(6) Whether depositor, principal underwriter, trustee or custodian
or any affiliated person of the foregoing were involved in the
transaction;
(7) Compensation or remuneration received by each such person
directly or indirectly as a result of the transaction.
Not Applicable.
(c) Describe the policy of the Trust with respect to the substitution
and elimination of the underlying securities of the Trust with
respect to:
(1) the grounds for elimination and substitution;
(2) the type of securities which may be substituted for any
underlying security;
(3) whether the acquisition of such substituted security or
securities would constitute the concentration of investment in
a particular industry or group of industries or would conform
to a policy of concentration of investment in a particular
industry or group of industries;
(4) whether such substituted securities may be the securities of
another investment company; and
(5) the substance of the provisions of any indenture or agreement
which authorize or restrict the policy of the registrant in
this regard.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Substitution."
(d) Furnish a description of any policy (exclusive of policies
covered by paragraphs (a) and (b) herein) of the Trust which
is deemed a matter of fundamental policy and which is elected
to be treated as such.
None.
REGULATED INVESTMENT COMPANY
53. (a) State the taxable status of the Trust.
Incorporated herein by reference to the Prospectus,
specifically the section entitled "Federal Tax Considerations."
(b) State whether the Trust qualified for the last taxable year as a
regulated investment company as defined in Section 851 of the
Internal Revenue Code of 1954, and state its present intention with
respect to such qualifications during the current taxable year.
Not applicable.
25
<PAGE> 26
VIII. FINANCIAL AND STATISTICAL INFORMATION
54. If the Trust is not the issuer of periodic payment plan certificates
furnish the following information with respect to each class or series of
its securities:
Not Applicable.
55. If the Trust is not the issuer of periodic payment plan certificates, a
transcript of a hypothetical account shall be filed in approximately the
following form on the basis of the certificate calling for the smallest
amount of payments. The schedule shall cover a certificate of the type
currently being sold assuming that such certificate had been sold at a
date approximately ten years prior to the date of registration or at the
approximate date of organization of the Trust.
Not Applicable.
56. If the Trust is the issuer of periodic payment plan certificates, furnish
by years for the period covered by the financial statements filed herewith
in respect of certificates sold during such period, the following
information for each fully paid type of each installment payment type of
periodic payment plan certificate currently being issued by the Trust.
Not Applicable.
57. If the Trust is the issuer of periodic payment plan certificates, furnish
by years for the period covered by the financial statements filed herewith
the following information for each installment payment type of periodic
payment plan certificate currently being issued by the Trust.
Not Applicable.
58. If the Trust is the issuer of periodic payment plan certificates furnish
the following information for each installment payment type of periodic
payment plan certificate outstanding as at the latest practicable date.
Not Applicable.
59. Financial Statements.
FINANCIAL STATEMENTS OF THE TRUST
The Trust has not yet commenced operations, has no assets or
liabilities and has received no income and incurred no
expenses, and, therefore, financial statements are not
available at this time.
26
<PAGE> 27
FINANCIAL STATEMENTS OF DEPOSITOR
The financial statements of The Travelers Insurance Company
will be provided in a Pre-Effective Amendment to the
Registration Statement on Form S-6.
EXHIBITS
A. Furnish the most recent form of the following as amended to date and
currently in effect:
(1) The indenture or agreement under the terms of which the Trust was
organized or issued securities.
Incorporated herein by reference to the exhibits contained in the
Registration Statement on Form S-6.
(2) The indenture or agreement pursuant to which the proceeds of
payments of securities are held by the custodian or trustee, if such
indenture or agreement is not the same as the indenture or agreement
referred to in paragraph (1).
Not Applicable.
(3) Distributing contracts:
(a) Agreements between the Trust and principal underwriter or
between the depositor and principal underwriter.
(b) Specimen of typical agreements between principal underwriter
and dealers, managers, sales supervisors and salesmen.
(c) Schedules of sales commissions referred to in Item 38(c).
Incorporated herein by reference to the exhibits
contained in the Registration Statement on Form S-6.
(4) Any agreement between the depositor, principal underwriter and the
custodian or trustee other than indentures or agreements set forth
in paragraphs (1), (2) and (3) with respect to the Trust or its
securities.
Not Applicable.
(5) The form of each type of security.
Incorporated herein by reference to the exhibits
contained in the Registration Statement on Form S-6.
27
<PAGE> 28
(6) The certificate of incorporation or other instrument of organization
and by-laws of the depositor.
Incorporated herein by reference to the exhibits
contained in the Registration Statement on Form S-6.
(7) Any insurance policy under a contract between the Trust and the
insurance company or between the depositor and the insurance
company, together with the table of insurance premiums.
Not Applicable.
(8) Any agreement between the Trust or the depositor concerning the
Trust with the issuer, depositor, principal underwriter or
investment adviser of any underlying investment company or any
affiliated person of such persons.
Not Applicable.
(9) All other material contracts not entered into in the ordinary course
of business of the Trust or of the depositor concerning the Trust.
None.
(10) Form of application for a periodic payment plan certificate.
Incorporated herein by reference to the exhibits
contained in the Registration Statement on Form S-6.
B. Furnish copies of each of the following:
(1) Each notice sent to security holders pursuant to Section 19 of the
Act prior to the date of the filing of this form.
Not Applicable.
(2) Each annual report sent to security holders covering each fiscal
year ending after January 1, 1937, exclusive of reports, copies of
which have heretofore been filed with the Commission pursuant to the
Act.
Not Applicable.
C. Furnish the name and address of each dealer to or through whom any
principal underwriter currently offering securities of the Trust,
distributed securities of the Trust during the last fiscal year covered by
the financial statements filed herewith.
Not Applicable.
28
<PAGE> 29
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, The
Travelers Insurance Company, the Depositor of the Registrant has caused this
registration statement to be duly signed on behalf of the registrant in the
City of Hartford and State of Connecticut on the 29TH day of October , 1996.
THE TRAVELERS VARIABLE LIFE INSURANCE
SEPARATE ACCOUNT FOUR
(Registrant)
THE TRAVELERS INSURANCE COMPANY
(Depositor)
By:
-----------------------------------------------
Ian R. Stuart
Vice President and Chief Financial Officer
Chief Accounting Officer and Controller
The Travelers Insurance Company
ATTEST:
By:
--------------------------------------
Ernest J. Wright
Secretary
The Travelers Insurance Company
29
