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As filed with the Securities and Exchange Commission on May 6, 1997
Registration No. 333-16279
___________________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-1
Registration Statement under the Securities Act of 1933
Amendment No. 2
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
(Exact name of registrant as specified in its charter)
NEW YORK 6355
(State or other (Primary Standard (I.R.S. Employer
jurisdiction of Industrial Identification No.)
incorporation or Classification Code 13-3919096
organization) Number)
230 Park Avenue, Suite 966
New York, New York
(212) 973-9647
(Address and Telephone Number of registrant's principal executive office)
Marilyn Talman, Esq. COPY TO:
First Golden American Life Insurance Stephen Roth, Esq.
Company of New York Sutherland, Asbill &
1001 Jefferson Street, Suite 400 Brennan, L.L.P.
Wilmington, DE 19801 1275 Pennsylvania Avenue, N.W.
(302) 576-3516 Washington, D.C. 20004-2404
(Name and Address of Agent for Service of Process)
____________
Approximate date of commencement of proposed sale to the public:
As soon as practical after the effective date of the Registration Statement
_____________
If any of the Securities being registered on this Form are to be offered on
a delayed or continuous basis pursuant to Rule 415 under the Securities Act
of 1933, check the following box ...................................... [X]
Calculation of Registration Fee
Proposed Proposed
Title of Amount Being Maximum Maximum Amount of
Securities Registered Offering Aggregate Registration
Being Price Offering Fee
Registered Per Unit (1) Price (1)
___________________________________________________________________________
Annuity N/A N/A $25,080,000 $7,600
Contracts
(Interests in
Fixed
Account)
(1) The maximum aggregate offering price is estimated solely for the
purpose of determining the registration fee. The amount to be registered
and the proposed maximum offering price per unit are not applicable since
these securities are not issued in predetermined amounts or units.
(2) Previously paid.
__________________________________________________________________________
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FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
CROSS REFERENCE SHEET
Pursuant to Regulation S-K, Item 501(b)
Form S-1 Item No. and Caption Prospectus Heading
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1. Forepart of the Registration Outside Front Cover
Statement and Outside Front Page
Cover Page of Prospectus
2. Inside Front and Outside Back Summary of the
Cover of Prospectus Contract; Table of
Contents
3. Summary Information, Risk Outside Front Cover
Factors and Ratio of Earnings page; Facts About the
to Fixed Charges Company and the
Accounts; Summary of
the Contract;
Definitions
4. Use of Proceeds Facts About the Company
and the Accounts
5. Determination of Offering Not Applicable
Price
6. Dilution Not Applicable
7. Selling Security Holders Not Applicable
8. Plan of Distribution Selling the Contract
9. Description of Securities to Summary of the
be Registered Contract; Facts About
the Contract
10. Interest of Named Experts and Experts
Counsel
11. Information of Named Experts First Golden; More
and Counsel Information About First
Golden American Life
Insurance Company of
New York; Directors and
Executive Officer;
Legal Proceedings
12. Disclosure of Commission Part II, Item 14
Position on
Indemnification for
Securities Act Liabilities
<PAGE>
PART I
EXPLANATORY NOTE
The Contracts covered by this Registration Statement are
being offered through two different distribution systems.
Therefore, there are two Prospectuses ("Version 1" and
"Version 2") for the Contracts covered by this
registration statement, one pertaining to each
distribution system. Version 2 differs from Version 1 in
the following respects: (a) Version 2 offers different
variable funding options; and (b) Version 2 is intended to
be used by a different retail distribution system,
receiving different compensation, than is the case for
Version 1. Both versions contain the same features and
options other than the variable funding options. In
particular, Version 1 and Version 2 include the market
value adjusted fixed account option covered by this
registration statement. Other interests in the Contract
identical to both Version 1 and Version 2 are covered by a
registration statement on Form N-4 (File Nos. 333-16501,
811-07935).
This Post-Effective Amendment includes the text of both
Version 1 and Version 2 of the Prospectus.
The Prospectus contained herein does not contain all of the
information permitted by Securities and Exchange Commission
Regulations. Therefore, this Amendment No. 2 on Form S-1 for
First Golden American Life Insurance Company of New York
("First Golden") incorporates by reference the Statement
of Additional Information for the GoldenSelect DVA PLUS
and Empire PrimElite Combination Variable and Fixed Annuity,
and Part C (Other Information) contained the in Registration
Statement on Form N-4 (post-effective amendment No. 1,
File Nos. 333-16501, 811-07935, filed on or about the date
hereof) for First Golden Separate Account NY-B. This
information may be obtained free of charge from First Golden
American Life Insurance Company of New York by calling
Customer Service at 800-963-9539.
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FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
First Golden American Life Insurance Company of New York is a stock company
domiciled in New York, New York.
DEFERRED COMBINATION VARIABLE AND
FIXED ANNUITY PROSPECTUS
GOLDENSELECT DVA PLUS
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This prospectus describes individual deferred variable annuity Contracts (the
"Contract") offered by First Golden American Life Insurance Company of New
York ("First Golden," "we," "our" or "us"). The Owner ("you" or "your") pur-
chases the Contract with an Initial Premium and is permitted to make addi-
tional premium payments.
The Contract is funded by two accounts, Separate Account NY-B ("Account NY-B")
and the Fixed Account (collectively, the "Accounts").
Nineteen Divisions of Account NY-B are currently available under the Contract.
The investments available through the Divisions of Account NY-B include mutual
fund portfolios (the "Series") of The GCG Trust (the "GCG Trust") and the
Equi-Select Series Trust (the "ESS Trust"). The investments available through
the Fixed Account include various Fixed Allocations which we credit with fixed
rates of interest for the Guarantee Periods you select. We currently offer
Guarantee Periods with durations of 1, 3, 5, 7 and 10 years. We reserve the
right at any time to increase or decrease the number of Guarantee Periods of-
fered. Not all Guarantee Periods may be available for new allocations.
This prospectus describes the Contract and provides background information re-
garding Account NY-B and the Fixed Account. The prospectuses for the GCG Trust
and the ESS Trust (individually, "a Trust," and collectively, "the Trusts"),
which must accompany this prospectus, provide information regarding investment
activities and policies of the Trusts.
You may allocate your premiums among the nineteen Divisions and the Fixed Al-
locations available under the Contract in any way you choose, subject to cer-
tain restrictions. You may change the allocation of your Accumulation Value
during a Contract Year free of charge. We reserve the right, however, to as-
sess a charge for each allocation change after the twelfth allocation change
in a Contract Year.
Your Accumulation Value in Account NY-B will vary in accordance with the in-
vestment performance of the Divisions selected by you. Therefore, you bear the
entire investment risk for all amounts allocated to Account NY-B. You also
bear the investment risk with respect to surrenders, partial withdrawals,
transfers and annuitization from a Fixed Allocation prior to the end of the
applicable Guarantee Period. Such surrender, partial withdrawal, transfer or
annuitization may be subject to a Market Value Adjustment, which could have
the effect of either increasing or decreasing your Accumulation Value.
We will pay a death benefit to the Beneficiary if the Owner dies prior to the
Annuity Commencement Date or the Annuitant dies prior to the Annuity Commence-
ment Date when the Owner is other than an individual.
This prospectus describes your principal rights and limitations and sets forth
the information concerning the Accounts that investors should know before in-
vesting. A Statement of Additional Information, dated May 1, 1997, about Ac-
count NY-B has been filed with the Securities and Exchange Commission ("SEC")
and is available without charge upon request. To obtain a copy of this docu-
ment call or write our Customer Service Center. The Table of Contents of the
Statement of Additional Information may be found on the last page of this pro-
spectus. The Statement of Additional Information is incorporated herein by
reference.
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE AC-
CURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
CONTRACTS AND UNDERLYING SERIES SHARES WHICH FUND THE CONTRACTS ARE NOT IN-
SURED BY THE FDIC OR ANY OTHER AGENCY. THEY ARE NOT DEPOSITS OR OTHER OBLIGA-
TIONS OF ANY BANK AND ARE NOT BANK GUARANTEED. THEY ARE SUBJECT TO MARKET
FLUCTUATION, REINVESTMENT RISK AND POSSIBLE LOSS OF PRINCIPAL INVESTED.
PLEASE READ THIS PROSPECTUS AND KEEP IT FOR FUTURE REFERENCE. IT IS NOT VALID
UNLESS ACCOMPANIED BY THE CURRENT PROSPECTUSES FOR THE GCG TRUST AND THE ESS
TRUST.
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DISTRIBUTED BY: ISSUED BY: ADMINISTERED AT:
Directed Services, Inc. First Golden American Life Customer Service Center
Wilmington, Delaware 19801 Insurance Company of New York 230 Park Avenue, Suite 966
New York, NY 10169
HOME OFFICE: 1-800-963-9539
New York, New York
</TABLE>
PROSPECTUS DATED: MAY 1, 1997
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TABLE OF CONTENTS
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PAGE
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DEFINITION OF TERMS........................................................ 1
SUMMARY OF CONTRACT........................................................ 3
FEE TABLE.................................................................. 5
CONDENSED FINANCIAL AND OTHER INFORMATION.................................. 8
FINANCIAL STATEMENTS....................................................... 8
Performance Related Information
INTRODUCTION............................................................... 9
First Golden.............................................................. 9
The GCG Trust and the ESS Trust........................................... 9
Separate Account NY-B..................................................... 9
Account NY-B Divisions.................................................... 10
Changes Within Account NY-B............................................... 13
The Fixed Account......................................................... 13
FACTS ABOUT THE CONTRACT................................................... 15
The Owner................................................................. 15
The Annuitant............................................................. 16
The Beneficiary........................................................... 16
Change of Owner or Beneficiary............................................ 16
Availability of the Contract.............................................. 16
Types of Contracts........................................................ 16
Your Right to Select or Change Contract Options........................... 17
Premiums.................................................................. 17
Making Additional Premium Payments........................................ 17
Crediting Premium Payments................................................ 17
Restrictions on Allocation of Premium Payments............................ 18
Your Right to Reallocate.................................................. 18
Dollar Cost Averaging..................................................... 18
What Happens if a Division is Not Available............................... 19
Accumulation Value in Each Division....................................... 19
Measurement of Investment Experience...................................... 20
Cash Surrender Value...................................................... 20
Surrendering to Receive the Cash Surrender Value.......................... 20
Partial Withdrawals....................................................... 20
Automatic Rebalancing..................................................... 22
Proceeds Payable to the Beneficiary....................................... 22
Death Benefit Options..................................................... 22
Reports to Owners......................................................... 23
When We Make Payments..................................................... 23
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PAGE
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CHARGES AND FEES.......................................................... 23
Charge Deduction Division................................................ 23
Charges Deducted from the Accumulation Value............................. 24
Charges Deducted from the Divisions...................................... 24
Trust Expenses........................................................... 25
CHOOSING YOUR ANNUITIZATION OPTIONS....................................... 25
Annuitization of Your Contract........................................... 25
Annuity Commencement Date Selection...................................... 26
Frequency Selection...................................................... 26
The Annuitization Options................................................ 26
Payment When Named Person Dies........................................... 27
OTHER CONTRACT PROVISIONS................................................. 27
In Case of Errors in Application Information............................. 27
Contract Changes--Applicable Tax Law..................................... 27
Your Right to Cancel or Exchange Your Contract........................... 27
Other Contract Changes................................................... 27
Group or Sponsored Arrangements.......................................... 28
Selling the Contract..................................................... 28
REGULATORY INFORMATION.................................................... 28
Voting Rights............................................................ 28
State Regulation......................................................... 28
Legal Proceedings........................................................ 28
Legal Matters............................................................ 28
Experts.................................................................. 29
MORE INFORMATION ABOUT FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW
YORK...................................................................... 29
Management's Discussion and Analysis of Financial Condition and Results
of Operations............................................................ 29
Directors and Executive Officers......................................... 31
FEDERAL TAX CONSIDERATIONS................................................ 33
Introduction............................................................. 33
Tax Status of First Golden............................................... 33
Taxation of Non-Qualified Annuities...................................... 33
IRA Contracts and Other Qualified Retirement Plans....................... 36
Federal Income Tax Withholding........................................... 39
FINANCIAL STATEMENTS OF FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF
NEW YORK.................................................................. 40
STATEMENT OF ADDITIONAL INFORMATION....................................... 51
Table of Contents........................................................ 51
APPENDIX A................................................................ A-1
Market Value Adjustment Examples......................................... A-1
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THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH OFFERING MAY NOT LAWFULLY BE MADE. NO PERSON IS AUTHORIZED TO MAKE ANY
REPRESENTATIONS IN CONNECTION WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN
THIS PROSPECTUS.
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DEFINITION OF TERMS
ACCOUNTS
Separate Account NY-B and the Fixed Account.
ACCUMULATION VALUE
The total amount invested under the Contract. Initially, this amount is equal
to the premium paid. Thereafter, the Accumulation Value will reflect the pre-
miums paid, investment experience of the Divisions and interest credited to
your Fixed Allocations, charges deducted and any partial withdrawals.
ANNUAL RATCHET ENHANCED DEATH BENEFIT OPTION
An enhanced death benefit option that may be elected only at issue and only if
the Owner or Annuitant (when the Owner is other than an individual) is age 79
or younger. The enhanced death benefit provided by this option is the highest
Accumulation Value on any Contract Anniversary on or prior to the Owner turn-
ing age 80, as adjusted for additional premiums and partial withdrawals.
ANNUITANT
The person designated by the Owner to be the measuring life in determining An-
nuity Payments.
ANNUITY COMMENCEMENT DATE
The date on which Annuity Payments begin.
ANNUITY OPTIONS
Options the Owner selects that determine the form and amount of Annuity Pay-
ments.
ANNUITY PAYMENT
The periodic payment an Owner receives. It may be either a fixed or a variable
amount based on the Annuity Option chosen.
ATTAINED AGE
The Issue Age of the Owner or Annuitant plus the number of full years elapsed
since the Contract Date.
BENEFICIARY
The person designated to receive benefits in the case of the death of the
Owner or the Annuitant (when the Owner is other than an individual).
BUSINESS DAY
Any day the New York Stock Exchange ("NYSE") is open for trading, exclusive of
Federal holidays, or any day on which the SEC requires that mutual funds, unit
investment trusts or other investment portfolios be valued.
CASH SURRENDER VALUE
The amount the Owner receives upon surrender of the Contract, including any
Market Value Adjustment.
CHARGE DEDUCTION DIVISION
The Division from which all charges are deducted if so designated by you. The
Charge Deduction Division currently is the Liquid Asset Division.
CONTINGENT ANNUITANT
The person designated by the Owner who, upon the Annuitant's death prior to
the Annuity Commencement Date, becomes the Annuitant.
CONTRACT
The entire Contract consisting of the basic Contract and any riders or en-
dorsements.
CONTRACT ANNIVERSARY
The anniversary of the Contract Date.
CONTRACT DATE
The date on which we have received the Initial Premium and upon which we begin
determining the Contract values. It may or may not be the same as the Issue
Date. This date is used to determine Contract months, processing dates, years
and anniversaries.
CONTRACT PROCESSING DATES
The days when we deduct certain charges from the Accumulation Value. If the
Contract Processing Date is not a Valuation Date, it will be on the next suc-
ceeding Valuation Date. The Contract Processing Dates will be once each year
on the Contract Anniversary.
CONTRACT PROCESSING PERIOD
The first Contract processing period begins with the Contract Date and ends at
the close of business on the first Contract Processing Date. All subsequent
Contract processing periods begin at the close of business on the most recent
Contract Processing Date and extend to the close of business on the next Con-
tract Processing Date. There is one Contract processing period each year.
CONTRACT YEAR
The period between Contract anniversaries.
CUSTOMER SERVICE CENTER
Where service is provided to you. The mailing address and telephone number of
the Customer Service Center are shown on the cover.
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DIVISIONS
The investment options available under Account NY-B.
ENDORSEMENTS
An endorsement changes or adds provisions to the Contract.
EXPERIENCE FACTOR
The factor which reflects the investment experience of the portfolio in which
a Division invests and also reflects the charges assessed against the Division
for a Valuation Period.
FIXED ACCOUNT
An Account which contains all of our assets that support Owner Fixed Alloca-
tions and any interest credited thereto.
FIXED ALLOCATION
An amount allocated to the Fixed Account that is credited with a Guaranteed
Interest Rate for a specified Guarantee Period.
FREE LOOK PERIOD
The period of time within which the Owner may examine the Contract and return
it for a refund.
GUARANTEED INTEREST RATE
The effective annual interest rate which we will credit for a specified Guar-
antee Period. The Guaranteed Interest Rate will never be less than 3%.
GUARANTEE PERIOD
The period of time for which a rate of interest is guaranteed to be credited
to a Fixed Allocation. We currently offer Guarantee Periods with durations of
1, 3, 5, 7 and 10 years.
INDEX OF INVESTMENT EXPERIENCE
The index that measures the performance of a Division.
INITIAL PREMIUM
The payment required to put a Contract into effect.
ISSUE AGE
The Owner's or Annuitant's age on his or her last birthday on or before the
Contract Date.
ISSUE DATE
The date the Contract is issued at our Customer Service Center.
MARKET VALUE ADJUSTMENT
A positive or negative adjustment made to a Fixed Allocation. It may apply to
certain withdrawals and transfers, whether in whole or in part, and
annuitizations of all or part of a Fixed Allocation prior to the end of a
Guarantee Period.
MATURITY DATE
The date on which a Guarantee Period matures.
OWNER
The person who owns the Contract and is entitled to exercise all rights under
the Contract. This person's death also initiates payment of the death benefit.
RIDER
A rider amends the Contract, in certain instances adding benefits.
SPECIALLY DESIGNATED DIVISION
The Division to which distributions from a portfolio underlying a Division in
which reinvestment is not available will be allocated unless you specify oth-
erwise. The Specially Designated Division currently is the Liquid Asset Divi-
sion.
STANDARD DEATH BENEFIT OPTION
The death benefit option that you will receive under the Contract unless the
Annual Ratchet Death Benefit Option is elected. The death benefit provided by
this option is equal to the greatest of (i) Accumulation Value; (ii) total
premium payments less any partial withdrawals; and (iii) Cash Surrender Value.
VALUATION DATE
The day at the end of a Valuation Period when each Division is valued.
VALUATION PERIOD
Each business day together with any non-business days before it.
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SUMMARY OF CONTRACT
This prospectus has been designed to provide you with information regarding
the Contract and the Accounts which fund the Contract. Information concerning
the Series underlying the Divisions of Account NY-B and the Fixed Account is
set forth in the Trusts' prospectuses.
This summary is intended to provide only a very brief overview of the more
significant aspects of the Contract. Further detail is provided in this pro-
spectus and in the Contract. The Contract, together with any riders or en-
dorsements, constitutes the entire agreement between you and us and should be
retained as part of your permanent records.
This prospectus has been designed to provide you with the necessary informa-
tion to make a decision on purchasing the Contract. You have a choice of in-
vestments. We do not promise that your Accumulation Value will increase. De-
pending on the investment experience of the Divisions and interest credited to
the Fixed Allocations in which you are invested, your Accumulation Value, Cash
Surrender Value and death benefit may increase or decrease on any day. You
bear the investment risk.
DESCRIPTION OF THE CONTRACT
The Contract is designed to establish retirement benefits for two types of
purchasers. The first type of purchaser is one who is eligible to participate
in, and purchases a Contract for use with, an individual retirement annuity
("IRA") meeting the requirements of section 408(b) of the Internal Revenue
Code of 1986 ("qualified plan"). For a Contract funding a qualified plan, dis-
tributions may be made to you to satisfy requirements imposed by Federal tax
law. The second type of purchaser is one who purchases a Contract outside of a
qualified plan ("non-qualified plan").
The Contract also offers a choice of Annuity Options to which you may apply
all or a portion of the Accumulation Value on the annuity commencement date or
the Cash Surrender Value upon surrender of the Contract. See Choosing Your An-
nuity Options.
AVAILABILITY
We can issue a Contract if both the Annuitant and the Owner are not older than
age 85 and accept additional premium payments until either the Annuitant or
Owner reaches the Attained Age of 85 for non-qualified plans (age 70 for qual-
ified plans, except for rollover contributions). The minimum Initial Premium
is $10,000 for a non-qualified plan and $1,500 for a qualified plan. We may
change the minimum initial or additional premium requirements for certain
group or sponsored arrangements. See Other Contract Provisions, Group or Spon-
sored Arrangements.
The minimum additional premium payment we will accept is $500 for a non-quali-
fied plan and $250 for a qualified plan. You must receive our prior approval
before making a premium payment that causes the Accumulation Value of all an-
nuities that you maintain with us to exceed $1,000,000.
THE DIVISIONS
Each of the nineteen Divisions of Account NY-B offered under this prospectus
invests in a mutual fund portfolio with its own distinct investment objectives
and policies. Each Division of Account NY-B invests in a corresponding Series
of the GCG Trust, managed by Directed Services, Inc. ("DSI"), or a correspond-
ing Series of the ESS Trust, managed by Equitable Investment Services, Inc.
("EISI," and together with DSI, the "Managers"). The Trusts and the Managers
have retained several portfolio managers to manage the assets of each Series.
See Facts About the Company and the Accounts, Account NY-B Divisions.
HOW THE ACCUMULATION VALUE VARIES
The Accumulation Value in the Divisions varies each day based on investment
results. You bear the risk of poor investment performance and you receive the
benefits from favorable investment performance. The Accumulation Value also
reflects premium payments, charges deducted and partial withdrawals. See Facts
About the Contract, Accumulation Value in Each Division.
THE FIXED ACCOUNT
The investments available through the Fixed Account include various Fixed Al-
locations which we credit with fixed rates of interest for the Guarantee Peri-
ods you select. We reset the interest rates for new Guarantee Periods periodi-
cally based on our sole discretion. We may offer Guarantee Periods from one to
ten years. We currently offer Guarantee Periods with durations of 1, 3, 5, 7
and 10 years.
You bear the investment risk with respect to surrenders, partial withdrawals,
transfers and annuitization from your Fixed Allocations. A surrender, partial
withdrawal, transfer or annuitization made prior to the end of a Guarantee Pe-
riod may be subject to a Market Value Adjustment, which could have the effect
of either increasing or decreasing your Accumulation Value. We will not apply
a Market Value Adjustment on a surrender, partial withdrawal, transfer or
annuitization made within 30 days prior to the Maturity Date of the applicable
Guarantee Period or certain transfers made in connection with the dollar cost
averaging
3
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program. Systematic withdrawals from a Fixed Allocation also are not subject
to a Market Value Adjustment.
MARKET VALUE ADJUSTMENT
We will apply a Market Value Adjustment, subject to certain exceptions, to a
surrender, partial withdrawal, transfer or annuitization from a Fixed Alloca-
tion made prior to the end of a Guarantee Period. The Market Value Adjustment
does not apply to amounts invested in Account NY-B.
SURRENDERING YOUR CONTRACT
You may surrender the Contract and receive its Cash Surrender Value at any
time while both the Annuitant and Owner are living and before the Annuity Com-
mencement Date. See Facts About the Contract, Cash Surrender Value and Surren-
dering to Receive the Cash Surrender Value.
TAKING PARTIAL WITHDRAWALS
After the Free Look Period, prior to the annuity commencement date and while
the Contract is in effect, you may take partial withdrawals from the Accumula-
tion Value of your Contract. You may elect in advance to take systematic par-
tial withdrawals on a monthly, quarterly or annual basis. If you have an IRA
Contract, you may elect IRA partial withdrawals on a monthly, quarterly or an-
nual basis.
Partial withdrawals are subject to certain restrictions as defined in this
prospectus, including a surrender charge and a Market Value Adjustment. Par-
tial withdrawals above a specified percentage of your Accumulation Value may
be subject to a surrender charge. See Facts About the Contract, Partial With-
drawals.
DOLLAR COST AVERAGING
Under this program, you may choose to have a specified dollar amount trans-
ferred from either the Limited Maturity Bond Division, Liquid Asset Division
or a Fixed Allocation with a one year Guarantee Period to the other Divisions
of Account NY-B on a monthly basis with the objective of shielding your in-
vestment from short-term price fluctuations. See Facts About the Contract,
Dollar Cost Averaging.
YOUR RIGHT TO CANCEL THE CONTRACT
You may cancel your Contract within the Free Look Period which is a ten day
period of time beginning once you receive the Contract. For purposes of admin-
istering our allocation and certain other administrative rules, we deem this
period to end 15 days after the Contract is mailed from our Customer Service
Center. Some states may require that we provide a longer free look period. In
some states we restrict the Initial Premium allocation during the Free Look
Period. See Other Contract Provisions, Your Right to Cancel or Exchange Your
Contract.
YOUR RIGHT TO CHANGE THE CONTRACT
The Contract may be changed to another annuity plan subject to our rules at
the time of the change. See Other Contract Provisions, Other Contract Changes.
DEATH BENEFIT OPTIONS
The Contract provides a death benefit to the beneficiary if the Owner dies
prior to the Annuity Commencement Date. Subject to our rules, there are two
death benefit options that may be available to you under the Contract: the
Standard Death Benefit Option and the Annual Ratchet Enhanced Death Benefit
Option. See Facts About the Contract, Death Benefit Options. We may offer a
reduced death benefit under certain group and sponsored arrangements. See
Other Contract Provisions, Group or Sponsored Arrangements.
DEDUCTIONS FOR CHARGES AND FEES
We invest the entire amount of the initial and any additional premium payments
in the Divisions and the Fixed Allocations you select, subject to certain re-
strictions we impose. See Facts About the Contract, Restrictions on Allocation
of Premium Payments. We then may deduct an annual Contract fee from your Accu-
mulation Value; other charges, including the mortality and expense risk charge
and asset based administrative charge, are deducted from the Account NY-B Di-
visions. See Fee Table, Other Contract Provisions, Charges and Fees. We may
reduce certain charges under group or sponsored arrangements. See Other Con-
tract Provisions, Group or Sponsored Arrangements. Unless you have elected the
Charge Deduction Division, charges are deducted proportionately from all
Account NY-B Divisions in which you are invested. If there is no Accumulation
Value in these Divisions, charges will be deducted from your Fixed Allocations
starting with Guarantee Periods nearest their Maturity Dates until such
charges have been deducted.
FEDERAL INCOME TAXES
The ultimate effect of Federal income taxes on the amounts held under an annu-
ity Contract, on Annuity Payments and on the economic benefits to the Owner,
Annuitant or Beneficiary depends on First Golden's tax status and upon the tax
status of the individuals concerned. In general, an Owner is not taxed on in-
creases in value under an annuity Contract until some form of distribution is
made under it. There may be tax penalties if you make a withdrawal or surren-
der the Contract before reaching age 59 1/2. See Federal Tax Considerations.
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FEE TABLE
TRANSACTION EXPENSES/1/
Contingent Deferred Sales Charge/2/ (imposed as a percentage of premium pay-
ments withdrawn upon excess partial withdrawal or surrender):/3/
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COMPLETE YEARS ELAPSED SURRENDER
SINCE PREMIUM PAYMENT CHARGE
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0 7%
1 6%
2 5%
3 4%
4 3%
5 2%
6 1%
7+ 0%
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Excess Allocation Charge............................................ $0/4/
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ANNUAL CONTRACT FEES
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Administrative Charge................................................ $30
(Waived if the Accumulation Value equals or exceeds $100,000 at the
end of the Contract Year, or once the sum of premiums paid equals or
exceeds $100,000.)
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SEPARATE ACCOUNT ANNUAL EXPENSES (percentage of assets in each Division):/5/
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ENHANCED
STANDARD DEATH BENEFIT
DEATH BENEFIT ANNUAL RATCHET
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<S> <C> <C>
Mortality and Expense Risk Charge............. 1.10% 1.25%
Asset Based Administrative Charge............. 0.15% 0.15%
----- -----
Total Separate Account Expenses............... 1.25% 1.40%
</TABLE>
THE GCG TRUST ANNUAL EXPENSES (based on combined net assets of the indicated
groups of Series):
<TABLE>
<CAPTION>
OTHER TOTAL
SERIES FEES/6/ EXPENSES/7/ EXPENSES
------ ------- ------------------- -------------
<S> <C> <C> <C>
Multiple Allocation, Fully
Managed, Capital Appreciation,
Rising Dividends, All-Growth, 0.99% 0.01% 1.00%
Real Estate, Hard Assets,
Value Equity, Strategic
Equity, and Small Cap Series:
Emerging Markets Series:/8/ 1.75% 0.05% 1.80%
Managed Global Series:/9/ 1.25% 0.01% 1.26%
Limited Maturity Bond and 0.60% 0.01% 0.61%
Liquid Asset Series:
THE ESS TRUST ANNUAL EXPENSES:
<CAPTION>
OTHER TOTAL
EXPENSES EXPENSES
AFTER EXPENSE AFTER EXPENSE
SERIES FEES/6/ REIMBURSEMENT/10/ REIMBURSEMENT
------ ------- ------------------- -------------
<S> <C> <C> <C>
OTC, Research and Total Return 0.80% 0.40% 1.20%
Portfolios
Growth & Income and Value + 0.95% 0.40% 1.35%
Growth Portfolios
</TABLE>
- -------------------
1 A Market Value Adjustment, which may increase or decrease your Accumulation
Value, may apply to certain transactions. See Market Value Adjustment.
2 We also deduct a charge for premium taxes (which can range from 0% to 3.5%
of premium) from your Accumulation Value upon surrender, excess partial
withdrawals or on the Annuity Commencement Date. See Premium Taxes.
3 For purposes of calculating the surrender charge for the excess partial
withdrawal, (i) we treat premium payments as being withdrawn on a first-in
first-out basis, and (ii) amounts withdrawn which are not considered an ex-
cess partial withdrawal are not treated as a withdrawal of any premium pay-
ments. See Charges Deducted from the Accumulation Value, Surrender Charge
for Excess Partial Withdrawals.
4 We reserve the right to impose a charge in the future at a maximum of $25
for each allocation change in excess of twelve per Contract Year. See Ex-
cess Allocation Charge.
5
<PAGE>
5 See Facts About the Contract, Death Benefit Options, for a description of
the Contract's Standard and Annual Ratchet Death Benefit Options.
6 Fees decline as combined assets increase (see Account NY-B Divisions and
the Trust prospectuses for details).
7 Other Expenses generally consist of independent trustees fees and expenses.
8 Expenses have been restated to reflect current fees.
9 The expenses for the Managed Global Series are based on the actual experi-
ence of the Series together with that of its predecessor for accounting
purposes, the Managed Global Account of Separate Account D.
10 Other expenses shown take into account the effect of EISI's agreement to
reimburse each portfolio for all operating expenses, excluding management
fees, that exceed 0.40% of its average daily net assets. This reimbursement
is voluntary and can be terminated at any time. Prior to February 3, 1997,
EISI had an agreement to reimburse each portfolio for all operating ex-
penses, excluding management fees, that exceeded 0.75% of its average daily
net assets. In the absence of the current reimbursement agreement, Other
Expenses would have been 0.55%, 0.51%, 0.45%, 0.69% and 0.95%, respectively
for the OTC, Research, Growth & Income, and Value + Growth Portfolios for
the year ended December 31, 1996.
Examples:
The examples do not take into account any deduction for premium taxes. Premium
taxes currently range from 0% to 3.5% of premium payments. There may be sur-
render charges if you choose to annuitize within the first three Contract
Years.
If at issue you elect the Annual Ratchet Enhanced Death Benefit Option and you
surrender your Contract at the end of the applicable time period, you would
pay the following expenses for each $1,000 of Initial Premium assuming a 5%
annual return on assets:
<TABLE>
<CAPTION>
DIVISION ONE YEAR THREE YEARS FIVE YEARS TEN YEARS
<S> <C> <C> <C> <C>
Multiple Allocation.............. $84.77 $116.20 $150.24 $277.70
Fully Managed.................... $84.77 $116.20 $150.24 $277.70
Capital Appreciation............. $84.77 $116.20 $150.24 $277.70
Rising Dividends................. $84.77 $116.20 $150.24 $277.70
All-Growth....................... $84.77 $116.20 $150.24 $277.70
Real Estate...................... $84.77 $116.20 $150.24 $277.70
Hard Assets...................... $84.77 $116.20 $150.24 $277.70
Value Equity..................... $84.77 $116.20 $150.24 $277.70
Strategic Equity................. $84.77 $116.20 $150.24 $277.70
Small Cap........................ $84.77 $116.20 $150.24 $277.70
Emerging Markets................. $92.75 $139.96 $189.51 $354.24
Managed Global................... $87.37 $123.98 $163.18 $303.31
OTC.............................. $86.77 $122.19 $160.21 $297.47
Research......................... $86.77 $122.19 $160.21 $297.47
Total Return..................... $86.77 $122.19 $160.21 $297.47
Growth & Income.................. $88.27 $126.67 $167.62 $312.01
Value + Growth................... $88.27 $126.67 $167.62 $312.01
Limited Maturity Bond............ $80.86 $104.41 $130.50 $237.92
Liquid Asset..................... $80.86 $104.41 $130.50 $237.92
</TABLE>
6
<PAGE>
If at issue you elect the Annual Ratchet Enhanced Death Benefit Option and you
do not surrender your Contract or if you annuitize on the Annuity Commencement
Date, you would pay the following expenses for each $1,000 of Initial Premium
assuming a 5% annual return on assets:
<TABLE>
<CAPTION>
DIVISION ONE YEAR THREE YEARS FIVE YEARS TEN YEARS
<S> <C> <C> <C> <C>
Multiple Allocation.............. $24.77 $76.20 $130.24 $277.70
Fully Managed.................... $24.77 $76.20 $130.24 $277.70
Capital Appreciation............. $24.77 $76.20 $130.24 $277.70
Rising Dividends................. $24.77 $76.20 $130.24 $277.70
All-Growth....................... $24.77 $76.20 $130.24 $277.70
Real Estate...................... $24.77 $76.20 $130.24 $277.70
Hard Assets...................... $24.77 $76.20 $130.24 $277.70
Value Equity..................... $24.77 $76.20 $130.24 $277.70
Strategic Equity................. $24.77 $76.20 $130.24 $277.70
Small Cap........................ $24.77 $76.20 $130.24 $277.70
Emerging Markets................. $32.75 $99.96 $169.51 $354.24
Managed Global................... $27.37 $83.98 $143.18 $303.31
OTC.............................. $26.77 $82.19 $140.21 $297.47
Research......................... $26.77 $82.19 $140.21 $297.47
Total Return..................... $26.77 $82.19 $140.21 $297.47
Growth & Income.................. $28.27 $86.67 $147.62 $312.01
Value + Growth................... $28.27 $86.67 $147.62 $312.01
Limited Maturity Bond............ $20.86 $64.41 $110.50 $237.92
Liquid Asset..................... $20.86 $64.41 $110.50 $237.92
</TABLE>
The purpose of the Fee Table is to The examples reflect the election at
assist you in understanding the vari- issue of the Annual Ratchet Enhanced
ous costs and expenses that you will Death Benefit Option. If the Standard
bear directly or indirectly. For pur- Death Benefit Option is elected, the
poses of computing the annual per actual expenses incurred will be less
Contract administrative charge, the than those represented in the Exam-
dollar amounts shown in the examples ples.
are based on an Initial Premium of
$65,000. THIS EXAMPLE SHOULD NOT BE CONSIDERED
A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE
GREATER OR LESS THAN THOSE SHOWN,
SUBJECT TO THE GUARANTEES UNDER THE
CONTRACT.
7
<PAGE>
- -------------------------------------------------------------------------------
CONDENSED FINANCIAL AND OTHER INFORMATION
No condensed financial information for Account NY-B is presented because, as
of the date of this prospectus, Account NY-B had not yet commenced operations.
FINANCIAL STATEMENTS
The audited financial statements of First Golden prepared in accordance with
generally accepted accounting principles for the period ended December 31,
1996 (as well as the auditors' report thereon) are contained in the Prospec-
tus.
PERFORMANCE RELATED INFORMATION
Performance information for the Divisions of Account NY-B, including the yield
and effective yield of the Liquid Asset Division, the yield of the remaining
Divisions, and the total return of all Divisions may appear in reports and
promotional literature to current or prospective Owners.
Current yield for the Liquid Asset Division will be based on income received
by a hypothetical investment over a given 7-day period (less expenses accrued
during the period), and then "annualized" (i.e., assuming that the 7-day yield
would be received for 52 weeks, stated in terms of an annual percentage return
on the investment). "Effective yield" for the Liquid Asset Division is calcu-
lated in a manner similar to that used to calculate yield, but when
annualized, the income earned by the investment is assumed to be reinvested.
The "effective yield" will be slightly higher than the "yield" because of the
compounding effect of earnings.
For the remaining Divisions, quotations of yield will be based on all invest-
ment income per unit (Accumulation Value divided by the index of investment
experience, see Facts About the Contract, Measurement of Investment Experi-
ence, Index of Investment Experience and Unit Value) earned during a given 30-
day period, less expenses accrued during the period ("net investment income").
Quotations of average annual total return for any Division will be expressed
in terms of the average annual compounded rate of return on a hypothetical in-
vestment in a Contract over a period of one, five, and ten years (or, if less,
up to the life of the Division), and will reflect the deduction of the appli-
cable surrender charge, the administrative charge and the applicable mortality
and expense risk charge. See Charges and Fees. Quotations of total return may
simultaneously be shown for other periods that do not take into account cer-
tain contractual charges, such as the surrender charge.
Performance information for a Division may be compared, in reports and promo-
tional literature, to: (i) the Standard & Poor's 500 Stock Index ("S&P 500"),
Dow Jones Industrial Average ("DJIA"), Donoghue Money Market Institutional Av-
erages, or other indices measuring performance of a pertinent group of securi-
ties so that investors may compare a Division's results with those of a group
of securities widely regarded by investors as representative of the securities
markets in general; (ii) other variable annuity separate accounts or other in-
vestment products tracked by Lipper Analytical Services, a widely used inde-
pendent research firm which ranks mutual funds and other investment companies
by overall performance, investment objectives, and assets, or tracked by other
ratings services, including VARDS, companies, publications, or persons who
rank separate accounts or other investment products on overall performance or
other criteria; and (iii) the Consumer Price Index (measure for inflation) to
assess the real rate of return from an investment in the Contract. Unmanaged
indices may assume the reinvestment of dividends but generally do not reflect
deductions for administrative and management costs and expenses.
Performance information for any Division reflects only the performance of a
hypothetical Contract under which the Accumulation Value is allocated to a Di-
vision during a particular time period on which the calculations are based.
Performance information should be considered in light of the investment objec-
tives and policies, characteristics and quality of the portfolio of the Series
of the respective Trust in which the Division invests and the market condi-
tions during the given time period, and should not be considered as a repre-
sentation of what may be achieved in the future. For a description of the
methods used to determine yield and total return for the Divisions, see the
Statement of Additional Information.
Reports and promotional literature may also contain other information includ-
ing the ranking of any Division derived from rankings of variable annuity sep-
arate accounts or other investment products tracked by Lipper Analytical Serv-
ices or by rating services, companies, publications, or other persons who rank
separate accounts or other investment products on overall performance or other
criteria. First Golden may, from time to time, include in its advertising and
sales materials, tax deferred compounding charts and other hypothetical illus-
trations, which may include comparisons of currently taxable and tax deferred
investment programs, based on selected tax brackets.
8
<PAGE>
- -------------------------------------------------------------------------------
INTRODUCTION
The following information describes the Contract and the Accounts which fund
the Contract, Account NY-B and the Fixed Account. Account NY-B invests in mu-
tual fund portfolios of the Trusts. The Fixed Account contains all of the as-
sets that support Owner Fixed Allocations which we credit with Guaranteed In-
terest Rates for the Guarantee Periods you select.
FIRST GOLDEN
First Golden American Life Insurance Company of New York ("First Golden" or
the "Company") is a stock life insurance company organized under the laws of
the State of New York. First Golden is a wholly owned subsidiary of Golden
American Life Insurance Company. Golden American Life Insurance Company, in
turn, is an indirect wholly owned subsidiary of Equitable of Iowa Companies, a
holding company for Equitable Life Insurance Company of Iowa, USG Annuity &
Life Company, Locust Street Securities, Inc., Equitable American Insurance
Company, Equitable Investment Services, Inc. ("EISI"), and Directed Services,
Inc. ("DSI"). First Golden is authorized to do business only in the State of
New York. First Golden offers variable annuities.
THE GCG TRUST AND THE ESS TRUST
The GCG Trust is an open-end management investment company, more commonly
called a mutual fund. The GCG Trust's shares may also be available to other
separate accounts funding variable insurance products offered by First Golden.
This is called "mixed funding."
The GCG Trust may also sell its shares to separate accounts of other insurance
companies, both affiliated and not affiliated with First Golden. This is
called "shared funding." Although we do not anticipate any inherent difficul-
ties arising from either mixed or shared funding, it is theoretically possible
that, due to differences in tax treatment or other considerations, the inter-
est of Owners of various Contracts participating in the GCG Trust might at
sometime be in conflict. After the GCG Trust receives the requisite order from
the SEC, shares of the GCG Trust may also be sold to certain qualified pension
and retirement plans. The Board of Trustees of the GCG Trust, the GCG Trust's
Manager, and we and any other insurance companies participating in the GCG
Trust are required to monitor events to identify any material conflicts that
arise from the use of the GCG Trust for mixed and/or shared funding or between
various policy Owners and pension and retirement plans. For more information
about the risks of mixed and shared funding, please refer to the GCG Trust
prospectus.
The ESS Trust is also an open-end management investment company. Currently,
the ESS Trust's shares are not available to separate accounts of other insur-
ance companies except affiliated insurance companies such as First Golden. It
is anticipated that in the future the ESS Trust will become available to sepa-
rate accounts of unaffiliated companies.
You will find complete information about both the GCG Trust and the ESS Trust,
including the risks associated with each Series, in the accompanying Trusts'
prospectuses. You should read them carefully in conjunction with this prospec-
tus before investing. Additional copies of the Trusts' prospectuses may be ob-
tained by contacting our Customer Service Center.
SEPARATE ACCOUNT NY-B
All obligations under the Contract are general obligations of First Golden.
Account NY-B is a separate investment account used to support our variable an-
nuity Contracts and for other purposes as permitted by applicable laws and
regulations. The assets of Account NY-B are kept separate from our general ac-
count and any other separate accounts we may have. We may offer other variable
annuity Contracts investing in Account NY-B which are not discussed in this
prospectus. Account NY-B may also invest in other series which are not avail-
able to the Contract described in this prospectus.
We own all the assets in Account NY-B. Income and realized and unrealized
gains or losses from assets in the account are credited to or charged against
that account without regard to other income, gains or losses in our other in-
vestment accounts. As required, the assets in Account NY-B are at least equal
to the reserves and other liabilities of that account. These assets may not be
charged with liabilities from any other business we conduct.
They may, however, be subject to liabilities arising from Divisions whose as-
sets are attributable to other variable annuity Contracts supported by Account
NY-B. If the assets exceed the required reserves and other liabilities, we may
transfer the excess to our general account.
Account NY-B was established on June 13, 1996 to invest in mutual funds, unit
investment trusts or other investment portfolios which we determine to be
suitable for the Contract's purposes. Account NY-B is treated as a unit in-
vestment trust under Federal securities laws. It is registered with the
9
<PAGE>
SEC under the Investment Company Act of 1940 (the "1940 Act") as an investment
company and meets the definition of a separate account under the Federal secu-
rities laws. It is governed by the laws of the state of New York, our state of
domicile. Registration with the SEC does not involve any supervision by the
SEC of the management or investment policies or practices of Account NY-B.
ACCOUNT NY-B DIVISIONS
Account NY-B is divided into Divisions. Currently, each Division of Account
NY-B offered under this prospectus invests in a portfolio of the GCG Trust or
the ESS Trust. DSI serves as the Manager to each Series of the GCG Trust, and
EISI serves as the Manager to each Series of the ESS Trust. See the Trusts'
prospectuses for details. The Trusts, DSI and EISI have retained several port-
folio managers to manage the assets of each Series as indicated below. There
may be restrictions on the amount of the allocation to certain Divisions based
on state laws and regulations. The investment objectives of the various Series
in the Trusts are described below. There is no guarantee that any portfolio or
Series will meet its investment objectives. Meeting objectives depends on var-
ious factors, including, in certain cases, how well the portfolio managers an-
ticipate changing economic and market conditions. Account NY-B also has other
Divisions investing in other series which are not available to the Contract
described in this prospectus.
DSI and EISI provide the overall business management and administrative serv-
ices necessary for the Series' operation and provide or procure the services
and information necessary to the proper conduct of the business of the Series.
See the Trusts' prospectuses for details.
DSI is responsible for providing or procuring, at DSI's expense, the services
reasonably necessary for the ordinary operation of the Series of the GCG
Trust. DSI does not bear the expense of brokerage fees and other transactional
expenses for securities or other assets (which are generally considered part
of the cost for assets), taxes (if any) paid by a Series of the GCG Trust, in-
terest on borrowing, fees and expenses of the independent trustees, and ex-
traordinary expenses, such as litigation or indemnification expenses. See the
GCG Trust prospectus for details.
EISI is also responsible for providing or procuring the services reasonably
necessary for the ordinary operation of the ESS Trust. The expenses associated
with providing such services, however, in the absence of any expense reim-
bursement by EISI, are expenses of the ESS Trust. See the ESS Trust prospectus
for details.
Each Trust pays its respective Manager for its services a fee, payable month-
ly, based on the annual rates of the average daily net assets of the Series
shown in the tables below. DSI and EISI (and not the Trusts) pay each portfo-
lio manager a monthly fee for managing the assets of the Series.
THE GCG TRUST
<TABLE>
<CAPTION>
SERIES FEES (based on combined assets of the indicated groups of Series)
------------------------------------------------ -----------------------------------------------------------------
<C> <S>
Multiple Allocation, Fully Managed, Capital 1.00% of first $750 million;
Appreciation, Rising Dividends, All-Growth, 0.95% of next $1.250 billion;
Real Estate, Hard Assets, Value Equity, 0.90% of next $1.5 billion; and
Strategic Equity, and Small Cap Series: 0.85% of amount in excess of $3.5 billion
Emerging Markets Series: 1.75% of average daily net assets
Managed Global Series: 1.25% of first $500 million;
1.05% of amount in excess of $500 million
Limited Maturity Bond and Liquid Asset Series: 0.60% of first $200 million;
0.55% of next $300 million; and
0.50% of amount in excess of $500 million
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
THE ESS TRUST
<TABLE>
<CAPTION>
SERIES FEES
------------------------------------------------ ------------------------------------------------
<C> <S>
OTC, Research and Total Return Portfolios: 0.80% of first $300 million;
0.55% of amount in excess of $300 million
Growth & Income and Value + Growth Portfolios: 0.95% of first $200 million;
0.75% of amount in excess of $200 million
- --------------------------------------------------------------------------------------------------
</TABLE>
10
<PAGE>
The following Divisions invest in designated Series of the GCG Trust.
MULTIPLE ALLOCATION DIVISION
MULTIPLE ALLOCATION SERIES
OBJECTIVE -- The highest total return, consisting of capital appreciation and
current income, consistent with the preservation of capital and elimination of
unnecessary risk.
INVESTMENTS -- Investment in equity and debt securities and the use of certain
sophisticated investment strategies and techniques.
PORTFOLIO MANAGER -- Zweig Advisors Inc.
FULLY MANAGED DIVISION
FULLY MANAGED SERIES
OBJECTIVE -- High total investment return over the long term, consistent with
the preservation of capital and prudent investment risk.
INVESTMENTS -- Pursues an active asset allocation strategy whereby investments
are allocated, based upon an evaluation of economic and market trends and the
anticipated relative total return available, among three asset classes -- debt
securities, equity securities and money market instruments.
PORTFOLIO MANAGER -- T. Rowe Price Associates, Inc.
CAPITAL APPRECIATION DIVISION
CAPITAL APPRECIATION SERIES
OBJECTIVE -- Long-term capital growth.
INVESTMENTS -- Invests in common stocks and preferred stock that will be allo-
cated among various categories of stocks referred to as "components" which
consist of the following: (i) The Growth Component -- securities that the
Portfolio Manager believes have the following characteristics: stability and
quality of earnings and positive earnings momentum; dominant competitive posi-
tions; and demonstrate above-average growth rates as compared to published S&P
500 earnings projections; and (ii) The Value Component--securities that the
portfolio manager regards as fundamentally undervalued, i.e., securities sell-
ing at a discount to asset value and securities with a relatively low price-
/earnings ratio. The securities eligible for this component may include real
estate stocks, such as securities of publicly owned companies that, in the
portfolio manager's judgement, offer an optimum combination of current divi-
dend yield, expected dividend growth, and discount to current real estate val-
ue.
PORTFOLIO MANAGER -- Chancellor LGT Asset Management, Inc.
RISING DIVIDENDS DIVISION
RISING DIVIDENDS SERIES
OBJECTIVE -- Capital appreciation, with dividend income as a secondary objec-
tive.
INVESTMENTS -- Investment in equity securities of high quality companies that
meet the following four criteria: consistent dividend increases; substantial
dividend increases; reinvested profits; and an under-leveraged balance sheet.
PORTFOLIO MANAGER -- Kayne, Anderson Investment Management, L.P.
ALL-GROWTH DIVIDENDS
ALL-GROWTH SERIES
OBJECTIVE -- Capital appreciation.
INVESTMENTS -- Investment in securities selected for their long- term growth
prospects.
PORTFOLIO MANAGER -- Pilgrim, Baxter & Associates, Ltd.
REAL ESTATE DIVISION
REAL ESTATE SERIES
OBJECTIVE -- Capital appreciation, with current income as a secondary objec-
tive.
INVESTMENTS -- Investment in publicly traded equity securities of companies in
the real estate industry listed on national exchanges or on the National Asso-
ciation of Securities Dealers Automated Quotation System.
PORTFOLIO MANAGER -- E.I.I. Realty Securities, Inc.
HARD ASSETS DIVISION
HARD ASSETS SERIES
OBJECTIVE -- Long-term capital appreciation.
INVESTMENTS -- Investment in equity and debt securities of companies engaged
in the exploration, development, production, management, and distribution of
natural resources.
PORTFOLIO MANAGER -- Van Eck Associates Corporation
VALUE EQUITY DIVISION
VALUE EQUITY SERIES
OBJECTIVE -- Capital appreciation with a secondary objective of dividend in-
come.
INVESTMENTS -- Investment primarily in equity securities of U.S. and foreign
issuers which, when purchased, meet quantitative standards believed by the
Portfolio Manager to indicate above average financial soundness and high in-
trinsic value relative to price.
PORTFOLIO MANAGER -- Eagle Asset Management, Inc.
11
<PAGE>
STRATEGIC EQUITY DIVISION
STRATEGIC EQUITY SERIES
OBJECTIVE -- Long-term capital appreciation.
INVESTMENTS -- Investment primarily in equity securities based on various eq-
uity market timing techniques. The amount of the Series' assets allocated to
equities shall vary from time to time to seek positive investment performance
from advancing equity markets and to reduce exposure to equities when
risk/reward characteristics are believed to be less attractive.
PORTFOLIO MANAGER -- Zweig Advisors Inc.
SMALL CAP DIVISION
SMALL CAP SERIES
OBJECTIVE -- Long-term capital appreciation.
INVESTMENTS -- Investment primarily in equity securities of companies that, at
the time of purchase, have a total market capitalization -- present market
value per share multiplied by the total number of shares outstanding -- within
the range of companies included in the Russell 2000 Growth Index.
PORTFOLIO MANAGER -- Fred Alger Management, Inc.
EMERGING MARKETS DIVISION
EMERGING MARKETS SERIES
OBJECTIVE -- Long-term growth of capital.
INVESTMENTS -- Investment primarily in equity securities of companies that are
considered to be in emerging market countries in the Pacific Basin and Latin
America. Income is not an objective, and any production of current income is
considered incidental to the objective of growth of capital.
PORTFOLIO MANAGER -- Putnam Investment Management, Inc.
MANAGED GLOBAL DIVISION
MANAGED GLOBAL SERIES
OBJECTIVE -- High total investment return, consistent with a prudent regard
for capital preservation.
INVESTMENTS -- Investment in a wide range of equity and debt securities and
money market instruments of both domestic and foreign issuers.
PORTFOLIO MANAGER -- Putnam Investment Management, Inc.
LIMITED MATURITY BOND DIVISION
LIMITED MATURITY BOND SERIES
OBJECTIVE -- Highest current income consistent with low risk to principal and
liquidity. Also seeks to enhance its total return through capital appreciation
when market factors indicate that capital appreciation may be available with-
out significant risk to principal.
INVESTMENTS -- Investment primarily in a diversified portfolio of limited ma-
turity debt securities. No individual security will at the time of purchase
have a remaining maturity longer than seven years and the dollar-weighted av-
erage maturity of the Series will not exceed five years.
PORTFOLIO MANAGER -- Equitable Investment Services, Inc.
LIQUID ASSET DIVISION
LIQUID ASSET SERIES
OBJECTIVE -- High level of current income consistent with the preservation of
capital and liquidity.
INVESTMENTS -- Obligations of the U.S. Government and its agencies and instru-
mentalities; bank obligations; commercial paper and short-term corporate debt
securities.
TERM -- All issues maturing in less than one year.
PORTFOLIO MANAGER -- Equitable Investment Services, Inc.
The following Divisions invest in designated Series of the ESS Trust.
OTC DIVISION
OTC PORTFOLIO
OBJECTIVE -- Long-term growth of capital.
INVESTMENTS -- Investment primarily in securities of companies that are traded
principally on the over-the-counter (OTC) market.
PORTFOLIO MANAGER -- Massachusetts Financial Services Company
RESEARCH DIVISION
RESEARCH PORTFOLIO
OBJECTIVE -- Long term growth of capital and future income.
INVESTMENTS -- Investment primarily in common stocks or securities convertible
into common stocks of companies believed to possess better than average pros-
pects for long-term growth.
PORTFOLIO MANAGER -- Massachusetts Financial Services Company
TOTAL RETURN DIVISION
TOTAL RETURN PORTFOLIO
OBJECTIVE -- Above-average income consistent with prudent employment of capi-
tal.
INVESTMENTS -- Investment primarily in equity securities.
PORTFOLIO MANAGER -- Massachusetts Financial Services Company
GROWTH & INCOME DIVISION
GROWTH & INCOME PORTFOLIO
OBJECTIVE -- Long-term total return.
INVESTMENTS -- Investment primarily in equity and debt securities, focusing on
small- and mid-cap companies that offer potential appreciation, current in-
come, or both.
PORTFOLIO MANAGER -- Robertson, Stephens & Company Investment Management, L.P.
12
<PAGE>
VALUE + GROWTH DIVISION
VALUE + GROWTH PORTFOLIO
OBJECTIVE -- Capital appreciation.
INVESTMENTS -- Investment primarily in mid-cap growth companies with favorable
relationships between price /earnings ratios and growth rates. Mid-cap compa-
nies are those with market capitalizations ranging from $750 million to ap-
proximately $2 billion.
PORTFOLIO MANAGER -- Robertson, Stephens & Company Investment Management, L.P.
CHANGES WITHIN ACCOUNT NY-B
We may from time to time make additional Divisions available. These Divisions
will invest in investment portfolios we find suitable for the Contract. We
also have the right to eliminate investment Divisions from Account NY-B, to
combine two or more Divisions, or to substitute a new portfolio for the port-
folio in which a Division invests. A substitution may become necessary if, in
our judgment, a portfolio no longer suits the purposes of the Contract. This
may happen due to a change in laws or regulations, or a change in a portfo-
lio's investment objectives or restrictions, or because the portfolio is no
longer available for investment, or for some other reason. In addition, we re-
serve the right to transfer assets of Account NY-B, which we determine to be
associated with the class of Contracts to which your Contract belongs, to an-
other account. If necessary, we will get prior approval from the insurance de-
partment of our state of domicile before making such a substitution or trans-
fer. We will also get any required approval from the SEC and any other
required approvals before making such a substitution or transfer. We will no-
tify you as soon as practicable of any proposed changes.
When permitted by law, We reserve the right to:
(1) deregister Account NY-B under the 1940 Act;
(2) operate Account NY-B as a management company under the 1940 Act if it is
operating as a unit investment trust;
(3) restrict or eliminate any voting rights as to Account NY-B; and
(4) combine Account NY-B with other accounts.
THE FIXED ACCOUNT
Premium payments may be allocated to the Fixed Account at the time of the Ini-
tial Premium payment or as subsequently made. In addition, all or part of your
Accumulation Value may be transferred to the Fixed Account. Assets supporting
amounts allocated to the Fixed Account are available to fund the claims of all
classes of our customers, Owners and other creditors. Interests under your
Contract relating to the Fixed Account are registered under the Securities Act
of 1933, but the Fixed Account is not registered under the 1940 Act.
SELECTING A GUARANTEE PERIOD. You may select one or more Fixed Allocations
with specified Guarantee Periods for investment. We currently offer Guarantee
Periods with durations of 1, 3, 5, 7 and 10 years. We reserve the right at any
time to decrease or increase the number of Guarantee Periods offered. Not all
Guarantee Periods may be available for new allocations. Each Fixed Allocation
will have a Maturity Date corresponding to the last day of the calendar month
of the applicable Guarantee Period.
Your Accumulation Value in the Fixed Account equals the sum of your Fixed Al-
locations plus the interest credited thereto, as adjusted for any partial
withdrawals, reallocations or other charges we may impose. Your Fixed Alloca-
tion will be credited with the Guaranteed Interest Rate in effect on the date
we receive and accept your premium or reallocation of Accumulation Value. The
Guaranteed Interest Rate will be credited daily to yield the quoted Guaranteed
Interest Rate.
GUARANTEED INTEREST RATES. Each Guarantee Period will have an interest rate
that is guaranteed. We do not have a specific formula for establishing the
Guaranteed Interest Rates for the different Guarantee Periods. The determina-
tion made will be influenced by, but not necessarily correspond to, interest
rates available on fixed income investments which we may acquire with the
amounts we receive as premium payments or reallocations of Accumulation Value
under the Contracts. These amounts will be invested primarily in investment-
grade fixed income securities including: securities issued by the United
States Government or its agencies or instrumentalities, which issues may or
may not be guaranteed by the United States Government; debt securities that
have an investment grade rating, at the time of purchase, within the four
highest grades assigned by Moody's Investor Services, Inc. (Aaa, Aa, A or
Baa), Standard & Poor's Ratings Group (AAA, AA, A or BBB) or any other nation-
ally recognized rating service; mortgage-backed securities collateralized by
the Federal Home Loan Mortgage Association, the Federal National Mortgage As-
sociation or the Government National Mortgage Association, or that have an in-
vestment grade rating at the time of purchase within the four highest grades
described above; other debt investments; commercial paper; and cash or cash
equivalents. You will have no direct or indirect interest in these invest-
ments. We will also consider other factors in determining the Guaranteed In-
terest Rates, including regulatory and tax
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requirements, sales commissions and administrative expenses borne by us, gen-
eral economic trends and competitive factors. We cannot predict or guarantee
the level of future interest rates. However, no Fixed Allocation will ever
have a Guaranteed Interest Rate of less than 3% per year.
While the foregoing generally describes our investment strategy with respect
to the Fixed Account, we are not obligated to invest according to any particu-
lar strategy, except as may be required by New York and other state insurance
laws.
TRANSFERS FROM A FIXED ALLOCATION. You may transfer your Accumulation Value
from a Fixed Allocation to one or more new Fixed Allocations with new Guaran-
tee Periods of any length offered by us or to the Divisions of Account NY-B.
Unless you specify in writing the Fixed Allocations from which such transfers
will be made, we will transfer amounts from the Fixed Allocations starting
with the Guarantee Period nearest its Maturity Date, until we have honored
your transfer request.
Transfers from a Fixed Allocation made within 30 days prior to the Maturity
Date of the applicable Guarantee Period or pursuant to the dollar cost averag-
ing program will not be subject to a Market Value Adjustment. All other trans-
fers from your Fixed Allocations will be subject to a Market Value Adjustment.
The minimum amount that can be transferred to or from any Fixed Allocation is
$250. If a transfer request would reduce the Accumulation Value remaining in
your Fixed Allocation to less than $250, we will treat such transfer request
as a request to transfer the entire Accumulation Value in such Fixed Alloca-
tion.
At the end of a Fixed Allocation's Guarantee Period, you may transfer amounts
in that Fixed Allocation to the Divisions and one or more new Fixed Alloca-
tions with Guarantee Periods of any length then offered by us. You may not,
however, transfer amounts to any Fixed Allocation with a Guarantee Period that
extends beyond your Annuity Commencement Date.
At least 30 calendar days prior to a Maturity Date of any of your Fixed Allo-
cations, or earlier if required by state law, we will send you a notice of the
Guarantee Periods then available. Prior to the Maturity Date of your Fixed Al-
locations you must notify us as to which Division or new Guarantee Period you
have selected. If timely instructions are not received, we will transfer your
Accumulation Value in the maturing Fixed Allocation to a Fixed Allocation with
a Guarantee Period equal in length to the expiring Guarantee Period. If such
Guarantee Period is not available or extends beyond your annuity commencement
date, we will transfer your Accumulation Value in the maturing Fixed Alloca-
tion to the next shortest Guarantee Period which does not extend beyond the
Annuity Commencement Date. If no such Guarantee Period is available, we will
transfer your Accumulation Value to the Specially Designated Division.
PARTIAL WITHDRAWALS FROM A FIXED ALLOCATION. Prior to the Annuity Commencement
Date and while your Contract is in effect, you may take partial withdrawals
from the Accumulation Value in a Fixed Allocation by sending satisfactory no-
tice to our Customer Service Center. You may make systematic withdrawals of
interest earnings only from a Fixed Allocation under our Systematic Partial
Withdrawal Option. (See Partial Withdrawals, Systematic Partial Withdrawal Op-
tion.) Systematic withdrawals from a Fixed Allocation are not permitted if
such Fixed Allocation participates in the dollar cost averaging program. With-
drawals from a Fixed Allocation taken within 30 days prior to the Maturity
Date and systematic withdrawals are not subject to a Market Value Adjustment;
however, a surrender charge may be imposed. Withdrawals may have federal in-
come tax consequences, including a 10% penalty tax. See Surrender Charge, Sur-
render Charge for Excess Partial Withdrawals and Federal Tax Considerations.
If you specify a Fixed Allocation from which your partial withdrawal will be
made, we will assess the partial withdrawal against that Fixed Allocation. If
you do not specify the investment option from which the partial withdrawal
will be taken, we will not assess your partial withdrawal against any Fixed
Allocations unless the partial withdrawal exceeds the Accumulation Value in
the Divisions of Account NY-B. If there is no Accumulation Value in those Di-
visions, partial withdrawals will be deducted from your Fixed Allocations
starting with the Guarantee Periods nearest their Maturity Dates until we have
honored your request.
MARKET VALUE ADJUSTMENT. We will apply a Market Value Adjustment, determined
by application of the formula described below, in the following circumstances:
(i) whenever you make a withdrawal or transfer from a Fixed Allocation, other
than withdrawals or transfers made within 30 days prior to the Maturity Date
of the applicable Guarantee Period, systematic partial withdrawals, or pursu-
ant to the dollar cost averaging program; and (ii) on the Annuity Commencement
Date with respect to any Fixed Allocation having a Guarantee Period that does
not end on or within 30 days after the annuity commencement date.
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The Market Value Adjustment is determined by multiplying the amount withdrawn,
transferred or annuitized by the following factor:
1+I /N/365/
---------
(1+J+.0025) -1
Where "I" is the Index Rate for a Fixed Allocation as of the first day of the
applicable Guarantee Period; "J" is the Index Rate for new Fixed Allocations
with Guarantee Periods equal to the number of years remaining in the Guarantee
Period at the time of the withdrawal, transfer or annuitization; and "N" is
the remaining number of days in the Guarantee Period at the time of the with-
drawal, transfer or annuitization.
The Index Rate is the average of the Ask Yields for U.S. Treasury Strips as
reported by a national quoting service for the applicable maturity. The aver-
age currently is based on the period from the 22nd day of the calendar month
two months prior to the calendar month of the Index Rate determination to the
21st day of the calendar month immediately prior to the month of determina-
tion. The applicable maturity is the maturity date for these U.S. Treasury
Strips on or next following the last day of the Guarantee Period. If the Ask
Yields are no longer available, the Index Rate will be determined using a
suitable replacement method approved where required.
We currently calculate the Index Rate once each calendar month. However, we
reserve the right to calculate the Index Rate more frequently than monthly,
but in no event will such Index Rate be based upon a period of less than 28
days.
The Market Value Adjustment may result in either an increase or decrease in
the Accumulation Value of your Fixed Allocation. If a full surrender, transfer
or annuitization from the Fixed Allocation has been requested, the balance of
the Market Value Adjustment will be added to or subtracted from the amount
surrendered, transferred or annuitized. If a partial withdrawal, transfer or
annuitization has been requested, the Market Value Adjustment will be calcu-
lated on the total amount that must be withdrawn, transferred or annuitized in
order to provide the amount requested. If a negative Market Value Adjustment
exceeds the Accumulation Value in the Fixed Allocation, such transaction will
be considered a full surrender, transfer or annuitization. The Appendix con-
tains several examples which illustrate the application of the Market Value
Adjustment.
Because of the Market Value Adjustment provision of the Contract, you bear the
investment risk that the Guaranteed Interest Rates offered by us at the time
you make a withdrawal or transfer from a Fixed Allocation or start receiving
annuity payments may be higher or lower than the Guaranteed Interest Rate of
the Fixed Allocation to which the Market Value Adjustment is applied, with the
result that the Accumulation Value of your Fixed Allocation may be substan-
tially reduced or increased. This will depend on the relationship of (1) the
initial Index Rate, applicable at the time the allocation is made, on the
Fixed Allocation from which the withdrawal, transfer or annuitization is made
to (2) the current Index Rate offered by us for the Guarantee Period equal to
the number of years remaining in the Guarantee Period as of such date. If the
initial Index Rate of (1) is higher than the then current Index Rate of (2)
plus .0025, application of the Market Value Adjustment will result in an in-
crease in your Accumulation Value. If the Index Rate of (1) is lower than the
then current Index Rate of (2) plus .0025, application of the Market Value Ad-
justment will result in a decrease in your Accumulation Value.
- -------------------------------------------------------------------------------
FACTS ABOUT THE CONTRACT
THE OWNER
You are the Owner. You are also the Annuitant unless another Annuitant is
named in the application. You have the rights and options described in the
Contract. One or more persons may own the Contract. If there are multiple Own-
ers named, the age of the oldest Owner shall determine the applicable death
benefit.
Death of an Owner activates the death benefit provision. In the case of a sole
Owner who dies prior to the annuity commencement date, we will pay the Benefi-
ciary the death benefit when due. The sole Owner's estate will be the Benefi-
ciary if no Beneficiary designation is in effect, or if the designated Benefi-
ciary has predeceased the Owner. In the case of a joint Owner of the Contract
dying prior to the annuity commencement date, we will designate the surviving
Owner(s) as the Beneficiary(ies). This supersedes any previous Beneficiary
designation.
In the case where the Owner is a trust and a beneficial Owner of the trust has
been designated, the beneficial Owner will be treated as the Owner of the Con-
tract solely for the purpose of determining the death benefit provisions. If a
beneficial Owner is changed or added after the Contract Date, this will be
treated as a change of Owner for purposes of determining the death benefit.
See Change of Owner or Beneficiary. If no beneficial Owner of the Trust has
been designated, the availability of en-
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hanced death benefits will be determined by the age of the Annuitant at issue.
THE ANNUITANT
The Annuitant is the person designated by the Owner to be the measuring life
in determining Annuity Payments. The Owner will receive the annuity benefits
of the Contract if the Annuitant is living on the Annuity Commencement Date.
If the Annuitant dies before the Annuity Commencement Date, and a contingent
Annuitant has been named, the contingent Annuitant becomes the Annuitant (un-
less the Owner is not an individual, in which case the death benefit becomes
payable). Once named, the Annuitant may not be changed at any time.
If there is no contingent Annuitant when the Annuitant dies prior to the Annu-
ity Commencement Date, the Owner will become the Annuitant. The Owner may des-
ignate a new Annuitant within 60 days of the death of the Annuitant.
If there is no contingent Annuitant when the Annuitant dies prior to the Annu-
ity Commencement Date and the Owner is not an individual, we will pay the Ben-
eficiary the death benefit then due. The Beneficiary will be as provided in
the Beneficiary designation then in effect. If no Beneficiary designation is
in effect, or if there is no designated Beneficiary living, the Owner will be
the Beneficiary. If the Annuitant was the sole Owner and there is no Benefi-
ciary designation, the Annuitant's estate will be the Beneficiary.
Regardless of whether a death benefit is payable, if the Annuitant dies and
any Owner is not an individual, such death will trigger application of the
distribution rules imposed by Federal tax law.
THE BENEFICIARY
The Beneficiary is the person to whom we pay death benefit proceeds and who
becomes the successor Owner if the Owner dies prior to the annuity commence-
ment date. We pay death benefit proceeds to the primary Beneficiary (unless
there are joint Owners, in which case death proceeds are payable to the sur-
viving Owner(s)). See Proceeds Payable to the Beneficiary.
If the Beneficiary dies before the Annuitant or Owner, the death benefit pro-
ceeds are paid to the contingent Beneficiary, if any. If there is no surviving
Beneficiary, we pay the death benefit proceeds to the Owner's estate.
One or more persons may be named as Beneficiary or contingent Beneficiary. In
the case of more than one Beneficiary, unless otherwise specified, we will as-
sume any death benefit proceeds are to be paid in equal shares to the surviv-
ing beneficiaries.
You have the right to change beneficiaries during the Annuitant's lifetime un-
less you have designated an irrevocable Beneficiary. When an irrevocable Bene-
ficiary has been designated, you and the irrevocable Beneficiary may have to
act together to exercise certain rights and options under the Contract.
CHANGE OF OWNER OR BENEFICIARY
During the Annuitant's lifetime and while your Contract is in effect, you may
transfer ownership of the Contract (if purchased in connection with a non-
qualified plan) subject to our published rules at the time of the change. A
change in Ownership may affect the amount of the death benefit and the guaran-
teed death benefit. You may also change the Beneficiary. To make either of
these changes, you must send us written notice of the change in a form satis-
factory to us. The change will take effect as of the day the notice is signed.
The change will not affect any payment made or action taken by us before re-
cording the change at our Customer Service Center. See Federal Tax Considera-
tions, Transfer of Annuity Contracts, and Assignments.
AVAILABILITY OF THE CONTRACT
We can issue a Contract if both the Annuitant and the Owner are not older than
age 85.
TYPES OF CONTRACTS
QUALIFIED CONTRACTS. The Contract may be issued as an Individual Retirement
Annuity or in connection with an individual retirement account. In the latter
case, the Contract will be issued without an Individual Retirement Annuity en-
dorsement, and the rights of the participant under the Contract will be af-
fected by the terms and conditions of the particular individual retirement
trust or custodial account, and by provisions of the Code and the regulations
thereunder. For example, the individual retirement trust or custodial account
will impose minimum distribution rules, which may require distributions to
commence not later than April 1st of the calendar year following the calendar
year in which you attain age 70 1/2. For both Individual Retirement Annuities
and individual retirement accounts, the minimum Initial Premium is $1,500.
IF THE CONTRACT IS PURCHASED TO FUND A QUALIFIED PLAN, DISTRIBUTION MUST COM-
MENCE NOT LATER THAN APRIL 1ST OF THE CALENDAR YEAR FOLLOWING THE CALENDAR
YEAR IN WHICH YOU ATTAIN AGE 70 1/2. IF YOU OWN MORE THAN ONE QUALIFIED PLAN,
YOU SHOULD CONSULT YOUR TAX ADVISOR.
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NON-QUALIFIED CONTRACTS. The Contract may fund any non-qualified plan. Non-
qualified Contracts do not qualify for any tax-favored treatment other than
the benefits provided for by annuities.
YOUR RIGHT TO SELECT OR CHANGE CONTRACT OPTIONS. Before the Annuity Commence-
ment Date, you may change the Annuity Commencement Date, frequency of Annuity
Payments or the Annuity Option by sending a written request to our Customer
Service Center. The Annuitant may not be changed at any time.
PREMIUMS
You purchase the Contract with an Initial Premium. After the end of the Free
Look Period, you may make additional premium payments. See Making Additional
Premium Payments. The minimum Initial Premium is $10,000 for a non-qualified
Contract and $1,500 for a qualified Contract.
You must receive our prior approval before making a premium payment that
causes the Accumulation Value of all annuities that you maintain with us to
exceed $1,000,000. We may change the minimum initial or additional premium re-
quirements for certain group or sponsored arrangements. See Group or Sponsored
Arrangements.
QUALIFIED PLANS. For IRA Contracts, the annual premium on behalf of any indi-
vidual Contract may not exceed $2,000. Provided your spouse does not make a
contribution to an IRA, you may set up a spousal IRA even if your spouse has
earned some compensation during the year. The maximum deductible amount for a
spousal IRA program is the lesser of $2,250 or 100% of your compensation re-
duced by the contribution (if any) made by you for the taxable year to your
own IRA. However, no more than $2,000 can go to either your or your spouse's
IRA in any one year. For example, $1,750 may go to your IRA and $500 to your
spouse's IRA. These maximums are not applicable if the premium is the result
of a rollover from another qualified plan.
WHERE TO MAKE PAYMENTS. Remit premium payments to our Customer Service Center.
The address is shown on the cover. We will send you a confirmation notice.
MAKING ADDITIONAL PREMIUM PAYMENTS
You may make additional premium payments after the end of the Free Look Peri-
od. We can accept additional premium payments until either the Annuitant or
Owner reaches the Attained Age of 85 under non-qualified plans. For qualified
plans, no contributions may be made to an IRA Contract for the taxable year in
which you attain age 70 1/2 and thereafter (except for rollover contribu-
tions). The minimum additional premium payment we will accept is $500 for a
non-qualified plan and $250 for a qualified plan.
CREDITING PREMIUM PAYMENTS
The Initial Premium will be accepted or rejected within two business days of
receipt by us if accompanied by information sufficient to permit us to deter-
mine if we are able to issue a Contract. We may retain an Initial Premium for
up to five business days while attempting to obtain information sufficient to
enable us to issue the Contract. If we are unable to do so within five busi-
ness days, the applicant will be informed of the reasons for the delay and the
Initial Premium will be returned immediately unless the applicant consents to
our retaining the Initial Premium until we have received the information we
require. Thereafter, all additional premiums will be accepted on the day re-
ceived.
We will also accept, by agreement with broker-dealers and when permissible in
a state, transmittal of initial and additional premium payments by wire order
from the broker-dealer to our Customer Service Center. Such transmittals must
be accompanied by a simultaneous facsimile transmission of an application.
Contact our Customer Service Center to find out about state availability and
broker-dealer requirements.
Upon our acceptance of premium payments received via wire order and accompa-
nied by a facsimile of an application, we will issue the Contract, allocate
the premium payment according to your instructions, and invest the payment at
the value next determined following receipt. See Restrictions on Allocation of
Premium Payments. Wire orders not accompanied by an application may be re-
tained for up to five business days while we attempt to obtain information
sufficient to enable us to issue the Contract. If we are unable to do so, our
Customer Service Center will inform the broker-dealer, on behalf of the appli-
cant, of the reasons for the delay and return the premium payment immediately
to the broker-dealer for return to the applicant, unless the applicant specif-
ically consents to allow us to retain the premium payment until our Customer
Service Center receives the application.
On the date we receive and accept your initial or additional premium payment:
(1) We allocate the Initial Premium among the Divisions and Fixed Allocations
according to your instructions, subject to any restrictions. See Restric-
tions on Allocation of Premium Payments. For additional premium payments,
the Accumulation Value will increase by the
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<PAGE>
amount of the premium. If we do not receive instructions from you, the in-
crease in the Accumulation Value will be allocated among the Divisions in
proportion to the amount of Accumulation Value in each Division as of the
date we receive and accept the additional premium payment. If there is no
Accumulation Value in the Divisions, the increase in the Accumulation Value
will be allocated to a Fixed Allocation with the shortest Guarantee Period
then available.
(2) For an Initial Premium, we calculate your applicable death benefit. When
an additional premium payment is made, we increase your applicable death
benefit in accordance with the death benefit option in effect for your
Contract.
Following receipt and acceptance of the application, and investment of the
premium payment, we will issue the Contract.
RESTRICTIONS ON ALLOCATION OF PREMIUM PAYMENTS
We may require that an Initial Premium designated for a Division of Account
NY-B be allocated to the Specially Designated Division during the Free Look
Period for Initial Premiums received. After the free look period, if your Ini-
tial Premium was allocated to the Specially Designated Division, we will
transfer the Accumulation Value to the Divisions you previously selected based
on the index of investment experience next computed for each Division. See
Facts About the Contract, Measurement of Investment Experience, Index of In-
vestment Experience and Unit Value. Initial premiums designated for the Fixed
Account will be allocated to a Fixed Allocation with the Guarantee Period you
have chosen.
YOUR RIGHT TO REALLOCATE
You may reallocate your Accumulation Value among the Divisions and Fixed Allo-
cations at the end of the free look period. We currently do not assess a
charge for allocation changes made during a Contract Year. We reserve the
right, however, to assess a $25 charge for each allocation change after the
twelfth allocation change in a Contract Year. We require that each realloca-
tion of your Accumulation Value equal at least $250 or, if less, your entire
Accumulation Value within a Division or Fixed Allocation. We reserve the right
to limit, upon notice, the maximum number of reallocations you may make within
a Contract Year. In addition, we reserve the right to defer the reallocation
privilege at any time we are unable to purchase or redeem shares of the GCG
Trust or the ESS Trust. We also reserve the right to modify or terminate your
right to reallocate your Accumulation Value at any time in accordance with ap-
plicable law. Reallocations from the Fixed Account are subject to the Market
Value Adjustment unless taken as part of the dollar cost averaging program or
within 30 days prior to the Maturity Date of the applicable Guarantee Period.
To make a reallocation change, you must provide us with satisfactory notice at
our Customer Service Center.
We reserve the right to limit the number of reallocations of your Accumulation
Value among the Divisions and Fixed Allocations or refuse any reallocation re-
quest if we believe that: (a) excessive trading by you or a specific realloca-
tion request may have a detrimental effect on unit values or the share prices
of the underlying Series; or (b) we are informed by the GCG Trust or the ESS
Trust that the purchase or redemption of shares is to be restricted because of
excessive trading or a specific reallocation or group of reallocations is
deemed to have a detrimental effect on share prices of the GCG Trust or the
ESS Trust.
Where permitted by law, we may accept your authorization of third party real-
location on your behalf, subject to our rules. We may suspend or cancel such
acceptance at any time. We will notify you of any such suspension or cancella-
tion. We may restrict the Divisions and Fixed Allocations that will be avail-
able to you for reallocations of premiums during any period in which you au-
thorize such third party to act on your behalf. We will give you prior
notification of any such restrictions. However, we will not enforce such re-
strictions if we are provided evidence satisfactory to us that: (a) such third
party has been appointed by a court of competent jurisdiction to act on your
behalf; or (b) such third party has been appointed by you to act on your be-
half for all your financial affairs.
Some restrictions may apply based on the free look provisions of the state
where the Contract is issued. See Your Right to Cancel or Exchange Your
Contract.
DOLLAR COST AVERAGING
If you have at least $10,000 of Accumulation Value in the Limited Maturity
Bond Division, the Liquid Asset Division or a Fixed Allocation with a one year
Guarantee Period, you may elect the dollar cost averaging program and have a
specified dollar amount transferred from those Divisions or such Fixed Alloca-
tion on a monthly basis.
The main objective of dollar cost averaging is to attempt to shield your in-
vestment from short-term price fluctuations. Since the same dollar amount is
transferred to other Divisions each month, more units are purchased in a Divi-
sion if the value per unit is low and less units are purchased if the value
per unit is high.
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<PAGE>
Therefore, a lower than average value per unit may be achieved over the long
term. This plan of investing allows investors to take advantage of market
fluctuations but does not assure a profit or protect against a loss in declin-
ing markets.
Dollar cost averaging may be elected at issue 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 your Accumulation Value in the Limited Maturity
Bond Division, the Liquid Asset Division or a Fixed Allocation with a one year
Guarantee Period when you elect the dollar cost averaging program, divided by
12.
The transfer date will be the same calendar day each month as the Contract
Date. The dollar amount will be allocated to the Divisions in which you are
invested in proportion to your Accumulation Value in each Division unless you
specify otherwise. If, on any transfer date, your Accumulation Value is equal
to or less than the amount you have elected to have transferred, the entire
amount will be transferred and the program will end. You may change the trans-
fer amount once each Contract Year, or cancel this program by sending satis-
factory notice to our Customer Service Center at least seven days before the
next transfer date. Any allocation under this program will not be included in
determining if the excess allocation charge will apply. We currently do not
permit transfers under the dollar cost averaging program from Fixed Alloca-
tions with other than one year Guarantee Periods. Transfers from a Fixed Allo-
cation under the dollar cost averaging program will not be subject to a Market
Value Adjustment. See Market Value Adjustment. A Fixed Allocation may not par-
ticipate simultaneously in both the dollar cost averaging program and the Sys-
tematic Partial Withdrawal Option.
WHAT HAPPENS IF A DIVISION IS NOT AVAILABLE
When a distribution is made from an investment portfolio supporting a Division
of Account NY-B in which reinvestment is not available, we will allocate the
distribution, unless you specify otherwise, to the Specially Designated Divi-
sion.
Such a distribution can occur when (a) an investment portfolio matures, or (b)
a distribution from a portfolio or Division cannot be reinvested in the port-
folio or Division due to the unavailability of securities for acquisition.
When an investment portfolio matures, we will notify you in writing 30 days in
advance of that date. To elect an allocation of the distribution to other than
the Specially Designated Division, you must provide satisfactory notice to us
at least seven days prior to the date the portfolio matures. Such allocations
are not counted for purposes of the number of free allocation changes permit-
ted. When a distribution from a portfolio or Division cannot be reinvested in
the portfolio due to the unavailability of securities for acquisition, we will
notify you promptly after the allocation has occurred. If, within 30 days, you
allocate the Accumulation Value from the Specially Designated Division to
other Divisions or Fixed Allocations of your choice, such allocations will not
be included in determining if the excess allocation charge will apply.
YOUR ACCUMULATION VALUE
Your Accumulation Value is the sum of the amounts in each of the Divisions and
the Fixed Allocations in which you are invested, and is the amount available
for investment at any time. You select the Divisions and Fixed Allocations to
which to allocate your Accumulation Value. We adjust your Accumulation Value
on each Valuation Date to reflect the Divisions' investment performance and
interest credited to your Fixed Allocations, any additional premium payments
or partial withdrawals since the previous Valuation Date, and on each Contract
processing date to reflect any deduction of the annual Contract fee. Your Ac-
cumulation Value is applied to your choice of an Annuity Option on the Annuity
Commencement Date subject to our published rules at such time. See Choosing an
Income Plan.
ACCUMULATION VALUE IN EACH DIVISION
ON THE CONTRACT DATE. On the Contract Date, your Accumulation Value is allo-
cated to each Division as you have specified, unless the Contract is issued in
a state that requires the return of premium payments during the Free Look Pe-
riod, in which case, the portion of your Initial Premium not allocated to a
Fixed Allocation will be allocated to the Specially Designated Division during
the Free Look Period. See Your Right to Cancel or Exchange Your Contract.
ON EACH VALUATION DATE. At the end of each subsequent Valuation Period, the
amount of Accumulation Value in each Division will be calculated as follows:
(1) We take the Accumulation Value in the Division at the end of the preceding
Valuation Period.
(2) We multiply (1) by the Division's net rate of return for the current Valu-
ation Period.
(3) We add (1) and (2).
(4) We add to (3) any additional premium payments allocated to the Division
during the current Valuation Period.
(5) We add or subtract allocations to or from that Division during the current
Valuation Period.
19
<PAGE>
(6) We subtract from (5) any partial withdrawals and any associated charges
allocated to that Division during the current Valuation Period.
(7) We subtract from (6) the amounts allocated to that Division for: (a) any
Contract fees; and (b) any charge for premium taxes.
All amounts in (7) are allocated to each Division in the proportion that (6)
bears to the Accumulation Value in Account NY-B, unless the Charge Deduction
Division has been specified. See Charges Deducted from the Accumulation Value.
MEASUREMENT OF INVESTMENT EXPERIENCE
INDEX OF INVESTMENT EXPERIENCE AND UNIT VALUE. The investment experience of a
Division is determined on each Valuation Date. We use an index to measure
changes in each Division's experience during a Valuation Period. In most
cases, we set the index at $10 when the first investments in an underlying se-
ries are made. The index for a current Valuation Period equals the index for
the preceding Valuation Period multiplied by the experience factor for the
current Valuation Period.
We may express the value of amounts allocated to the Divisions in terms of
units. We determine the number of units for a given amount on a Valuation Date
by dividing the dollar value of that amount by the index of investment experi-
ence for that date. The index of investment experience is equal to the value
of a unit.
HOW WE DETERMINE THE EXPERIENCE FACTOR. For Divisions of Account NY-B the ex-
perience factor reflects the investment experience of the Series of the Trust
in which a Division invests as well as the charges assessed against the Divi-
sion for a Valuation Period. The factor is calculated as follows:
(1) We take the net asset value of the portfolio in which the Division invests
at the end of the current Valuation Period.
(2) We add to (1) the amount of any dividend or capital gains distribution de-
clared for the investment portfolio and reinvested in such portfolio dur-
ing the current Valuation Period. We subtract from that amount a charge
for our taxes, if any.
(3) We divide (2) by the net asset value of the portfolio at the end of the
preceding Valuation Period.
(4) We subtract the applicable daily mortality and expense risk charge from
each Division for each day in the valuation period.
(5) We subtract the daily asset based administrative charge from each Division
for each day in the valuation period.
Calculations for Divisions investing in a Series are made on a per share ba-
sis.
NET RATE OF RETURN FOR A DIVISION. The net rate of return for a Division dur-
ing a valuation period is the experience factor for that Valuation Period mi-
nus one.
CASH SURRENDER VALUE
Your Contract's Cash Surrender Value fluctuates daily with the investment re-
sults of the Divisions, interest credited to Fixed Allocations and any Market
Value Adjustment. We do not guarantee any minimum Cash Surrender Value. On any
date before the Annuity Commencement Date while the Contract is in effect, the
cash surrender value is calculated as follows:
(1) We take the Contract's Accumulation Value;
(2) We deduct from (1) any surrender charge and any charge for premium taxes;
(3) We deduct from (2) any charges incurred but not yet deducted; and
(4) We adjust (3) for any Market Value Adjustment.
SURRENDERING TO RECEIVE THE CASH SURRENDER VALUE
The Contract may be surrendered by the Owner at any time while the Annuitant
is living and before the Annuity Commencement Date.
A surrender will be effective on the date your written request and the Con-
tract are received at our Customer Service Center. The Cash Surrender Value is
determined and all benefits under the Contract will then be terminated, as of
that date. You may receive the Cash Surrender Value in a single sum payment or
apply it under one or more Annuity Options. See The Annuity Options. We will
usually pay the Cash Surrender Value within seven days but we may delay pay-
ment. See When We Make Payments.
PARTIAL WITHDRAWALS
Prior to the Annuity Commencement Date, while the Annuitant is living and the
Contract is in effect, you may take partial withdrawals from the Accumulation
Value by sending satisfactory notice to our Customer Service Center. Unless
you specify otherwise, the amount of the withdrawal, including any surrender
charge and Market Value Adjustment, will be taken in proportion to the amount
of Accumulation Value in each Division in which you are invested. If there is
no Accumulation Value in those Divisions, partial withdrawals will be deducted
from your Fixed Allocations starting with the Guarantee Periods nearest their
Maturity Dates until we have honored your request.
20
<PAGE>
There are three options available for selecting partial withdrawals, the Con-
ventional Partial Withdrawal Option, the Systematic Partial Withdrawal Option
and the IRA Partial Withdrawal Option. All three options are described below.
The maximum amount you may withdraw each Contract Year without incurring a
surrender charge is 15% of your Accumulation Value. See Surrender Charge for
Excess Partial Withdrawals. Partial withdrawals may not be repaid. A partial
withdrawal request for an amount in excess of 90% of the Cash Surrender Value
will be treated as a request to surrender the Contract.
CONVENTIONAL PARTIAL WITHDRAWAL OPTION. After the Free Look Period, you may
take conventional partial withdrawals. The minimum amount you may withdraw un-
der this option is $1,000. A conventional partial withdrawal from a Fixed Al-
location may be subject to a Market Value Adjustment.
SYSTEMATIC PARTIAL WITHDRAWAL OPTION. This option may be elected at the time
you apply for a Contract, or at a later date. This option may be elected to
commence in a Contract Year where a conventional partial withdrawal has been
taken. However, it may not be elected while the IRA Partial Withdrawal Option
is in effect.
You may choose to receive systematic partial withdrawals on a monthly, quar-
terly or annual basis from your Accumulation Value in the Divisions or the
Fixed Allocations. The commencement of payments under this option may not be
elected to start sooner than 28 days after the Contract Issue Date. You select
the date of the quarter or month when the withdrawals will be made but no
later than the 28th day of the month. If no date is selected, the withdrawals
will be made on the same calendar day of each month as the Contract Date.
You may select a dollar amount or a percentage of the Accumulation Value from
the Divisions in which you are invested as the amount of your withdrawal sub-
ject to the following maximums, but in no event can a payment be less than
$100:
<TABLE>
<CAPTION>
FREQUENCY MAXIMUM PERCENTAGE
--------- ------------------
<S> <C>
Monthly 1.25%
Quarterly 3.75%
Annual 15.00%
</TABLE>
If a dollar amount is selected and the amount to be systematically withdrawn
would exceed the applicable maximum percentage of your Accumulation Value on
the withdrawal date, the amount withdrawn will be reduced so that it equals
such percentage.
For example, if a $500 monthly withdrawal was elected and on the withdrawal
date 1.25% of the Accumulation Value equaled $300, the withdrawal amount would
be reduced to $300. If a percentage is selected and the amount to be systemat-
ically withdrawn based on that percentage would be less than the minimum of
$100, we would increase the amount to $100 provided it does not exceed the
maximum percentage. If it is below the maximum percentage we will send the
minimum. If it is above the maximum percentage we will send the amount and
then cancel the option. For example, if you selected 1.0% to be systematically
withdrawn on a monthly basis and that amount equaled $90, and since $100 is
less than 1.25% of the Accumulation Value, we would send $100. If 1.0% equaled
$75, and since $100 is more than 1.25% of the Accumulation Value we would send
$75 and then cancel the option. In such a case, in order to receive systematic
partial withdrawals in the future, you would be required to submit a new no-
tice to our Customer Service Center.
Systematic Partial Withdrawals from Fixed Allocations are limited to interest
earnings during the prior month or quarter, depending on whether you have cho-
sen a monthly, quarterly or annual frequency, respectively. Systematic Partial
Withdrawals are not subject to a Market Value Adjustment. A Fixed Allocation,
however, may not participate simultaneously in both the dollar cost averaging
program and the Systematic Partial Withdrawal Option.
You may change the amount or percentage of your withdrawal once each Contract
Year or cancel this option at any time by sending satisfactory notice to our
Customer Service Center at least seven days prior to the next scheduled with-
drawal date. However, you may not change the amount or percentage of your
withdrawals in any Contract Year during which you have previously taken a con-
ventional partial withdrawal.
IRA PARTIAL WITHDRAWAL OPTION. If you have an IRA Contract and will attain age
70 1/2 in the current calendar year, distributions may be made to you to sat-
isfy requirements imposed by Federal tax law. IRA partial withdrawals provide
payout of amounts required to be distributed by the Internal Revenue Service
rules governing mandatory distributions under qualified plans. See Federal Tax
Considerations. We will send you a notice before your distributions commence,
and you may elect this option at that time, or at a later date. You may not
elect IRA partial withdrawals while the Systematic Partial Withdrawal Option
is in effect. If you do not elect the IRA Partial Withdrawal Option, and dis-
tributions are required by Federal tax law, distributions adequate to satisfy
the requirements imposed by Federal tax law may be made. Thus, if the System-
atic Partial Withdrawal Option
21
<PAGE>
is in effect, distributions under that option must be adequate to satisfy the
mandatory distribution rules imposed by Federal tax law.
You may choose to receive IRA partial withdrawals on a monthly, quarterly or
annual frequency. You select the day of the month when the withdrawals will be
made, but it cannot be later than the 28th day of the month. If no date is se-
lected, the withdrawals will be made on the same calendar day of the month as
the Contract Date.
At your request, we will determine the amount that is required to be withdrawn
from your Contract each year based on the information you give us and various
choices you make. For information regarding the calculation and choices you
have to make, see the Statement of Additional Information. The minimum dollar
amount you can withdraw is $100. At the time we determine the required partial
withdrawal amount for a taxable year based on the frequency you select, if
that amount is less than $100, we will pay $100. At any time where the partial
withdrawal amount is greater than the Accumulation Value, we will cancel the
Contract and send you the amount of the Cash Surrender Value.
You may change the payment frequency of your withdrawals once each Contract
Year or cancel this option at any time by sending us satisfactory notice to
our Customer Service Center at least seven days prior to the next scheduled
withdrawal date.
An IRA partial withdrawal in excess of the amount allowed under the Systematic
Partial Withdrawal Option may be subject to a Market Value Adjustment.
PARTIAL WITHDRAWALS IN GENERAL. CONSULT YOUR TAX ADVISOR REGARDING THE TAX
CONSEQUENCES ASSOCIATED WITH TAKING PARTIAL WITHDRAWALS. A partial withdrawal
made before the taxpayer reaches age 59 1/2 may result in imposition of a tax
penalty of 10% of the taxable portion withdrawn. See Federal Tax Considera-
tions for more details.
AUTOMATIC REBALANCING
If you have at least $10,000 of Accumulation Value invested in the Divisions,
you may elect to participate in our automatic rebalancing program. Automatic
rebalancing provides you with an easy way to maintain the particular asset al-
location that you and your financial advisor have determined are most suitable
for your individual long-term investment goals. We do not charge a fee for
participating in our automatic rebalancing program.
Under the program you may elect to have all your allocations among the Divi-
sions rebalanced on a quarterly, semi-annual, or annual calendar basis. The
minimum size of an allocation to a Division must be in full percentage points.
Rebalancing does not affect any amounts that you have allocated to the Fixed
Account. The program may be used in conjunction with the systematic partial
withdrawal option only where such withdrawals are taken pro rata. Automatic
rebalancing is not available if you participate in dollar cost averaging. Au-
tomatic rebalancing will not take place during the free look period.
To participate in automatic rebalancing you must submit to our Customer Serv-
ice Center written notice in a form satisfactory to us. We will begin the pro-
gram on the last Valuation Date of the applicable calendar period in which we
receive the notice. You may cancel the program at any time. The program will
automatically terminate if you choose to reallocate your Accumulation Value
among the Divisions or if you make an additional premium payment or partial
withdrawal on other than a pro rata basis. Additional premium payments and
partial withdrawals effected on a pro rata basis will not cause the automatic
rebalancing program to terminate.
PROCEEDS PAYABLE TO THE BENEFICIARY
If the Owner or the Annuitant (when the Owner is other than an individual)
dies prior to the annuity commencement date, we will pay the Beneficiary the
death benefit proceeds under the Contract. Such amount may be received in a
single sum or applied to any of the Annuity Options. See The Annuity Options.
If we do not receive a request to apply the death benefit proceeds to an Annu-
ity Option, a single sum distribution will be made. Any distributions from
non-qualified Contracts must comply with applicable Federal tax law distribu-
tion requirements.
DEATH BENEFIT OPTIONS
Subject to our rules, there are two death benefit options that may be elected
by you at issue under the Contract: the Standard Death Benefit Option and the
Annual Ratchet Enhanced Death Benefit Option.
The Annual Ratchet Enhanced Death Benefit Option may only be elected at issue
and only if the Owner or Annuitant (when the Owner is other than an individu-
al) is age 79 or younger at issue.
We may offer a reduced death benefit under certain group and sponsored ar-
rangements. See Other Contract Provisions, Group or Sponsored Arrangements.
STANDARD DEATH BENEFIT OPTION. You will automatically receive the Standard
Death Benefit Option unless you elect the Annual Ratchet Enhanced
22
<PAGE>
Death Benefit. The Standard Death Benefit Option for the Contract is equal to
the greatest of: (i) your Accumulation Value; (ii) total premiums less any
partial withdrawals; and (iii) the Cash Surrender Value.
ANNUAL RATCHET ENHANCED DEATH BENEFIT OPTION. The Annual Ratchet Enhanced
Death Benefit under the Contract, if elected, is equal to the greatest of: (i)
the Accumulation Value; (ii) total premium payments less any partial withdraw-
als; (iii) the Cash Surrender Value; or (iv) the following valuation:
(1) We take the enhanced death benefit from the prior Valuation Date. On the
Contract Date, the enhanced death benefit is equal to the Initial Premium.
(2) We add to (1) any additional premiums paid since the prior Valuation Date
and subtract from (1) any partial withdrawals (including any Market Value
Adjustments and surrender charges incurred) taken since the prior Valua-
tion Date.
(3) On a Valuation Date that occurs on or prior to the Owner's Attained Age 80
which is also a Contract Anniversary, we set the enhanced death benefit
equal to the greater of (2) or the Accumulation Value as of such date.
On all other Valuation Dates, the enhanced death benefit is equal to (2).
HOW TO CLAIM PAYMENTS TO BENEFICIARY. We must receive due proof of the death
of the Owner or the Annuitant (if the Owner is other than an individual) (such
as an official death certificate) at our Customer Service Center before we
will make any payments to the Beneficiary. We will calculate the death benefit
as of the date we receive due proof of death. The Beneficiary should contact
our Customer Service Center for instructions.
REPORTS TO OWNERS. We will send you a report once each calendar quarter within
31 days after the end of each calendar quarter. The report will show the Accu-
mulation Value, the Cash Surrender Value, and the death benefit as of the end
of the calendar quarter. The report will also show the allocation of your Ac-
cumulation Value as of such date and the amounts deducted from or added to the
Accumulation Value since the last report. The report will also include any
other information that may be currently required by the insurance supervisory
official of the jurisdiction in which the Contract is delivered.
We will also send you copies of any shareholder reports of the portfolios or
securities in which Account NY-B invests, as well as any other reports, no-
tices or documents required by law to be furnished to Owners.
WHEN WE MAKE PAYMENTS
We will generally pay death benefit proceeds and the cash surrender value
within seven days after our Customer Service Center receives all the informa-
tion needed to process the payment.
However, we may delay payment of amounts derived from the Divisions if it is
not practical for us to value or dispose of shares of Account NY-B because:
(1) The NYSE is closed for trading;
(2) The SEC determines that a state of emergency exists;
(3) An order or pronouncement of the SEC permits a delay for the protection of
Owners; or,
(4) The check used to pay the premium has not cleared through the banking sys-
tem. This may take up to 15 days.
During such times, as to amounts allocated to the Divisions, we may delay:
(1) Determination and payment of any Cash Surrender Value;
(2) Determination and payment of any death benefit if death occurs before the
Annuity Commencement Date;
(3) Allocation changes of the Accumulation Value; or,
(4) Application under an Annuity Option of the Accumulation Value.
We reserve the right to delay payment of amounts from the Fixed Account for up
to six months.
- -------------------------------------------------------------------------------
CHARGES AND FEES
We deduct the charges described below to cover our costs and expenses, serv-
ices provided and risks assumed under the Contracts. We incur certain costs
and expenses for the distribution and administration of the Contracts, for
providing the benefits payable thereunder and for bearing various risks there-
under. The amount of a charge will not necessarily correspond to the costs as-
sociated with providing the services or benefits indicated by the designation
of the charge. For example, the Surrender Charge collected may not fully cover
all of the distribution expenses incurred by us.
23
<PAGE>
CHARGE DEDUCTION DIVISION
You may specify at issue if you wish to have all charges against the Accumula-
tion Value deducted from the Liquid Asset Division. We call this the Charge
Deduction Division Option, and within this context refer to the Liquid Asset
Division as the Charge Deduction Division. If you do not elect this option, or
if the amount of the charges is greater than the amount in the Division, the
charges will be deducted as discussed below. You may also choose to elect or
cancel this option while the Contract is in force by sending satisfactory no-
tice to our Customer Service Center.
CHARGES DEDUCTED FROM THE ACCUMULATION VALUE
We invest the entire amount of the initial and any additional premium payments
in the Divisions and the Fixed Allocations you select, subject to certain re-
strictions. See Restrictions on Allocation of Premium Payments. We then may
deduct certain amounts from your Accumulation Value. We may reduce certain
fees and charges, including any surrender, administration, and mortality and
expense risk charges, under group or sponsored arrangements. See Group or
Sponsored Arrangements. Unless you have elected the Charge Deduction Division,
charges are deducted proportionately from all affected Divisions in which you
are invested. If there is no Accumulation Value in those Divisions, we will
deduct charges from your Fixed Allocations starting with the Guarantee Periods
nearest their Maturity Dates until such charges have been paid. The charges we
deduct are:
SURRENDER CHARGE. A contingent deferred sales charge ("Surrender Charge") is
imposed as a percentage of each premium payment if the Contract is surrendered
or an excess partial withdrawal is taken during the seven year period from the
date we receive and accept such premium payment. The percentage of premium
payments deducted at the time of surrender or excess partial withdrawal de-
pends upon the number of complete years that have elapsed since that premium
payment was made. We determine the surrender charge as a percentage of each
premium payment as follows:
<TABLE>
<CAPTION>
Complete Years Elapsed Surrender
Since Premium Payment Charge
------------------- ---------
<S> <C>
0 7%
1 6%
2 5%
3 4%
4 3%
5 2%
6 1%
7+ 0%
</TABLE>
SURRENDER CHARGE FOR EXCESS PARTIAL WITHDRAWALS. There is considered to be an
excess partial withdrawal in any Contract Year in which the amount withdrawn
exceeds 15% of your Accumulation Value on the date of the withdrawal minus any
amount withdrawn during that Contract Year. Where you are receiving systematic
partial withdrawals, any combination of conventional partial withdrawals taken
and any systematic partial withdrawals expected to be received in a Contract
Year will be considered in determining the amount of the excess partial with-
drawal. Such a withdrawal will be considered a partial surrender of the Con-
tract and we will impose a surrender charge and any associated premium tax.
See Facts About the Contract, The Fixed Account, Market Value Adjustment. Such
charges will be deducted from the Accumulation Value in proportion to the Ac-
cumulation Value in each Division or Fixed Allocation from which the excess
partial withdrawal was taken. In instances where the excess partial withdrawal
equals the entire Accumulation Value in each such Division or Fixed Alloca-
tion, charges will be deducted proportionately from all other Divisions and
Fixed Allocations in which you are invested.
For purposes of calculating the surrender charge for the excess partial with-
drawal, (i) we treat premium payments as being withdrawn on a first-in first-
out basis, and (ii) amounts withdrawn which are not considered an excess par-
tial withdrawal are not treated as a withdrawal of any premium payments.
Although we treat premium payments as being withdrawn before earnings for pur-
poses of calculating the surrender charge for excess partial withdrawals, the
Federal income tax law treats earnings as withdrawn first. See Federal Tax
Considerations, Taxation of Non-Qualified Annuities.
For example, the following assumes an Initial Premium payment of $10,000 and
additional premium payments of $10,000 in each of the second and third Con-
tract Years, for total premium payments under the Contract of $30,000. It also
assumes a partial withdrawal at the beginning of the fourth Contract Year of
20% of the Accumulation Value of $35,000.
In this example, $5,250 ($35,000 x .15) is the maximum partial withdrawal that
may be withdrawn during the Contract Year without the imposition of a surren-
der charge. The total partial withdrawal would be $7,000 ($35,000 x .2).
Therefore, $1,750 ($7,000-$5,250) is considered an excess partial withdrawal
of a part of the Initial Premium payment of $10,000 and would be subject to a
4% surrender charge of $70.00 ($1,750 x .04). This example does not take into
account any Market Value Adjustment or deduction of any premium taxes.
24
<PAGE>
PREMIUM TAXES. We make a charge for state and local premium taxes in certain
states which can range from 0% to 3.5% of premium. The charge depends on the
Owner's state of residence. We reserve the right to change this amount to con-
form with changes in the law or if the Owner changes state of residence.
Premium taxes are generally incurred on the annuity commencement date and a
charge for such premium taxes is then deducted from your Accumulation Value on
such date. However, some jurisdictions impose a premium tax at the time that
initial and additional premiums are paid, regardless of the Annuity Commence-
ment Date. In those states we may initially defer collection of the amount of
the charge for premium taxes from your Accumulation Value and deduct it
against Accumulation Value on surrender of the Contract, excess partial with-
drawals or on the Annuity Commencement Date.
ADMINISTRATIVE CHARGE. The administrative charge is incurred at the beginning
of the Contract processing period and deducted at the end of each Contract
processing period. We deduct this charge when determining the Cash Surrender
Value payable if you surrender the Contract prior to the end of a Contract
processing period. If the Accumulation Value at the end of the Contract
processing period equals or exceeds $100,000 or the sum of the premiums paid
equals or exceeds $100,000, the charge is zero. Otherwise, the amount deducted
is $30 per Contract Year. See Asset Based Administrative Charge, below.
EXCESS ALLOCATION CHARGE. We currently do not assess a charge for allocation
changes made during a Contract Year. We reserve the right, however, to assess
a $25 charge for each allocation change after the twelfth allocation change in
a Contract Year. This amount represents the maximum we will charge. The charge
would be deducted from the Divisions and the Fixed Allocations from which each
such reallocation is made in proportion to the amount being transferred from
each such Division and Fixed Allocation unless you have chosen to use the
Charge Deduction Division. Any allocations or transfers due to the election of
dollar cost averaging and reallocation under the provision What Happens if a
Division is Not Available will not be included in determining if the excess
allocation charge should apply.
CHARGES DEDUCTED FROM THE DIVISIONS
MORTALITY AND EXPENSE RISK CHARGE. The amount of the mortality and expense
risk charge depends on the death benefit option that has been elected. If the
Standard Death Benefit Option is elected, the charge is equivalent, on an an-
nual basis, to 1.10% of the assets in each Division. The charge is deducted on
each Valuation Date at the rate of .003030% for each day in the Valuation Pe-
riod. If the Annual Ratchet Enhanced Death Benefit is elected, the charge is
equivalent, on an annual basis, to 1.25% of the assets in each Division. The
charge is deducted on each Valuation Date at the rate of .003446% for each day
in the Valuation Period.
ASSET BASED ADMINISTRATIVE CHARGE. We will deduct a daily charge from the as-
sets in each Division, to compensate us for a portion of the administrative
expenses under the Contract. The daily charge is at a rate of 0.000411%
(equivalent to an annual rate of 0.15%) on the assets in each Division.
TRUST EXPENSES
There are fees and charges deducted from each Series of the GCG Trust and the
ESS Trust. Please read the respective Trust prospectus for details.
- -------------------------------------------------------------------------------
CHOOSING YOUR ANNUITIZATION OPTIONS
ANNUITIZATION OF YOUR CONTRACT
If the Annuitant and Owner are living on the Annuity Commencement Date, we
will begin making payments to the Owner under an income plan. We will make
these payments under the Annuity Option chosen. You may change an Annuity Op-
tion by making a written request to us at least 30 days prior to the Annuity
Commencement Date of the Contract. The amount of the payments will be deter-
mined by applying your Accumulation Value adjusted for any applicable Market
Value Adjustment on the Annuity Commencement Date in accordance with The Annu-
ity Options section below, subject to our published rules at such time. See
When We Make Payments.
You may also elect an Annuity Option on surrender of the Contract for its Cash
Surrender Value or you may choose one or more Annuity Options for the payment
of death benefit proceeds while it is in effect and before the Annuity Com-
mencement Date. If, at the time of the Owner's death or the Annuitant's death
(if the Owner is not an individual), no option has been chosen for paying
death benefit proceeds, the Beneficiary may choose an option
25
<PAGE>
within 60 days. In all events, payments of death benefit proceeds must comply
with the distribution requirements of applicable Federal tax law.
The minimum monthly annuity income payment that we will make is $20. We may
require that a single sum payment be made if the Accumulation Value is less
than $2,000 or if the calculated monthly annuity income payment is less than
$20.
For each option we will issue a separate written agreement putting the option
into effect. Before we pay any annuity benefits, we require the return of the
Contract. If your Contract has been lost, we will require that you complete
and return the applicable Contract form. Various factors will affect the level
of annuity benefits including the Annuity Option chosen, the applicable pay-
ment rate used and the investment results of the Divisions and interest cred-
ited to the Fixed Allocations in which the Accumulation Value has been invest-
ed.
Some annuity options may provide only for fixed payments. Fixed Annuity Pay-
ments are regular payments, the amount of which is fixed and guaranteed by us.
The amount of the payments will depend only on the form and duration of pay-
ments chosen, the age of the Annuitant or Beneficiary (and sex, where appro-
priate), the total Accumulation Value applied to purchase the fixed option,
and the applicable payment rate.
Our approval is needed for any option where:
(1) The person named to receive payment is other than the Owner or Beneficia-
ry;
(2) The person named is not a natural person, such as a corporation; or
(3) Any income payment would be less than the minimum annuity income payment
allowed.
ANNUITY COMMENCEMENT DATE SELECTION
You select the Annuity Commencement Date. You may select any date following
the fifth Contract Anniversary but before the Contract Processing Date in the
month following the Annuitant's 90th birthday. If, on the Annuity Commencement
Date, a Surrender Charge remains, the elected Annuity Option must include a
life annuity or a period certain of at least five years duration. If you do
not select a date, the annuity commencement date will be in the month follow-
ing the Annuitant's 90th birthday. If the Annuity Commencement Date occurs
when the Annuitant is at an advanced age, such as over age 85, it is possible
that the Contract will not be considered an annuity for Federal tax purposes.
See Federal Tax Considerations. For a Contract purchased in connection with a
qualified plan, distribution must commence not later than April 1st of the
calendar year following the calendar year in which you attain age 70 1/2. Con-
sult your tax advisor.
FREQUENCY SELECTION
You choose the frequency of the Annuity Payments. They may be monthly, quar-
terly, semi-annually or annually. If we do not receive written notice from
you, the payments will be made monthly. There may be certain restrictions on
minimum payments that we will allow.
THE ANNUITIZATION OPTIONS
There are four options to choose from as shown below. Options 1 through 3 are
fixed and option 4 may be fixed or variable. For a fixed option, the Accumula-
tion Value in the Divisions is transferred to the general account.
OPTION 1. INCOME FOR A FIXED PERIOD. Payment is made in equal installments for
a fixed number of years based on the Accumulation Value as of the annuity com-
mencement date. We guarantee that each monthly payment will be at least the
amount set forth in the Contract. Guaranteed amounts for annual, semi-annual
and quarterly payments are available upon request. Illustrations are available
upon request. If the Cash Surrender Value or Accumulation Value is applied un-
der this option, a 10% penalty tax may apply to the taxable portion of each
income payment until the Owner reaches age 59 1/2.
OPTION 2. INCOME FOR LIFE. Payment is made in equal monthly installments and
guaranteed for at least a period certain. The period certain can be 10 or 20
years. Other periods certain may be available on request. A refund certain may
be chosen instead. Under this arrangement, income is guaranteed until payments
equal the amount applied. If the person named lives beyond the guaranteed pe-
riod, payments continue until his or her death. We guarantee that each payment
will be at least the amount set forth in the Contract corresponding to the
person's age on his or her last birthday before the option's effective date.
Amounts for ages not shown in the Contract are available upon request.
OPTION 3. JOINT LIFE INCOME. This option is available if there are two persons
named to receive payments. At least one of the persons named must be either
the Owner or Beneficiary of the Contract. Monthly payments are guaranteed and
are made as long as at least one of the named persons is living. There is no
minimum number of payments. Monthly payment amounts are available upon re-
quest.
OPTION 4. ANNUITY PLAN. An amount can be used to buy any single premium annu-
ity we offer on the option's effective date.
26
<PAGE>
PAYMENT WHEN NAMED PERSON DIES
When the person named to receive payment dies, we will pay any amounts still
due as provided by the option agreement. The amounts still due are determined
as follows:
(1) For option 1, or any remaining guaranteed payments under option 2, pay-
ments will be continued. Under options 1 and 2, the discounted values of
the remaining guaranteed payments may be paid in a single sum. This means
we deduct the amount of the interest each remaining guaranteed payment
would have earned had it not been paid out early. The discount interest
rate is never less than 3% for option 1 and 3.50% for option 2 per year.
We will, however, base the discount interest rate on the interest rate
used to calculate the payments for options 1 and 2 if such payments were
not based on the tables in the Contract.
(2) For option 3, no amounts are payable after both named persons have died.
(3) For option 4, the annuity agreement will state the amount due, if any.
- -------------------------------------------------------------------------------
OTHER CONTRACT PROVISIONS
IN CASE OF ERRORS IN APPLICATION INFORMATION
If an age or sex given in the application or enrollment form is misstated, the
amounts payable or benefits provided by the Contract shall be those that the
premium payment would have bought at the correct age or sex.
SENDING NOTICE TO US. Any written notices, inquiries or requests should be
sent to our Customer Service Center. Please include your name, your Contract
number and, if you are not the Annuitant, the name of the Annuitant.
ASSIGNING THE CONTRACT AS COLLATERAL. You may assign a non-qualified Contract
as collateral security for a loan or other obligation. This does not change
the Ownership. However, your rights and any Beneficiary's rights are subject
to the terms of the assignment. See Transfer of Annuity Contracts, and Assign-
ments. An assignment may have Federal tax consequences. See Federal Tax Con-
siderations.
You must give us satisfactory written notice at our Customer Service Center in
order to make or release an assignment. We are not responsible for the valid-
ity of any assignment.
NON-PARTICIPATING. The Contract does not participate in the divisible surplus
of First Golden.
AUTHORITY TO MAKE AGREEMENTS. All agreements made by us must be signed by our
president or a vice president and by our secretary or an assistant secretary.
No other person, including an insurance agent or broker, can change any of the
Contract's terms, make any can change any of the Contract's terms, make any
agreements binding on us or extend the time for premium payments.
CONTRACT CHANGES -- APPLICABLE TAX LAW
We reserve the right to make changes in the Contract to the extent we deem it
necessary to continue to qualify the Contract as an annuity. Any such changes
will apply uniformly to all Contracts that are affected. You will be given ad-
vance written notice of such changes.
YOUR RIGHT TO CANCEL OR EXCHANGE YOUR CONTRACT
CANCELLING YOUR CONTRACT. You may cancel your Contract within your Free Look
Period, which is ten days after you receive your Contract. For purposes of ad-
ministering our allocation and administrative rules, we deem this period to
expire 15 days after the Contract is mailed to you. Some states may require a
longer Free Look Period. If you decide to cancel, you may mail or deliver the
Contract to our Customer Service Center. We will refund the greater of the
premium paid or the Accumulation Value plus any charges we deducted; and the
contract will be void as of the effective date of cancellation. We may require
your premiums designated for investment in the Divisions of Account NY-B be
allocated to the Specially Designated Division during the Free Look Period.
Premiums designated for the Fixed Account will be allocated to a Fixed Alloca-
tion with the Guarantee Period you have chosen. If you do not choose to exer-
cise your right to cancel during the Free Look Period, then at the end of the
Free Look Period your money will be invested in the Divisions chosen by you,
based on the index of investment experience next computed for each Division.
See Facts About the Contract, Measurement of Investment Experience, Index of
Experience and Unit Value.
EXCHANGING YOUR CONTRACT. For information regarding Section 1035 Exchanges,
see Federal Tax Considerations.
OTHER CONTRACT CHANGES
You may change the Contract to another annuity plan subject to our rules at
the time of the change.
27
<PAGE>
GROUP OR SPONSORED ARRANGEMENTS
For certain group or sponsored arrangements, we may reduce any surrender, ad-
ministration, and mortality and expense risk charges. We may also change the
minimum initial and additional premium requirements, or offer a reduced 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 Contracts to its employees 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 require-
ments for size and number of years in existence. Group or sponsored arrange-
ments that have been set up solely to buy Contracts or that have been in ex-
istence less than six months will not qualify for reduced charges.
We will make these and any similar reductions according to our rules in effect
when an application or enrollment form for a Contract is approved. We may
change these rules from time to time. Any variation in the administrative
charge will reflect differences in costs or services and will not be unfairly
discriminatory.
SELLING THE CONTRACT
DSI is also principal underwriter and distributor of the Contract as well as
for any other Contracts issued through Account NY-B and any other separate ac-
counts of First Golden and Golden American. We pay DSI for acting as principal
underwriter under a distribution agreement. The offering of the Contract will
be continuous.
DSI has entered into and will continue to enter into sales agreements with
broker-dealers to solicit for the sale of the Contract through registered rep-
resentatives who are licensed to sell securities and variable insurance prod-
ucts including variable annuities. These agreements provide that applications
for Contracts may be solicited by registered representatives of the broker-
dealers appointed by First Golden to sell its variable life insurance and
variable annuities. These broker-dealers are registered with the SEC and are
members of the National Association of Securities Dealers, Inc. ("NASD"). The
registered representatives are authorized under applicable state regulations
to sell variable life insurance and variable annuities. The writing agent will
receive commissions and expense allowances totaling up to 6.5% of any initial
or additional premium payments made.
- -------------------------------------------------------------------------------
REGULATORY INFORMATION
VOTING RIGHTS
ACCOUNT NY-B. We will vote the shares of a Trust owned by Account NY-B accord-
ing to your instructions. However, if the Investment Company Act of 1940 or
any related regulations should change, or if interpretations of it or related
regulations should change, and we decide that we are permitted to vote the
shares of a Trust in our own right, we may decide to do so.
We determine the number of shares that you have in a Division by dividing the
Contract's Accumulation Value in that Division by the net asset value of one
share of the portfolio in which a Division invests. Fractional votes will be
counted. We will determine the number of shares you can instruct us to vote
180 days or less before a Trust's meeting. We will ask you for voting instruc-
tions by mail at least 10 days before the meeting.
If we do not get your instructions in time, we will vote the shares in the
same proportion as the instructions received from all Contracts in that Divi-
sion. We will also vote shares we hold in Account NY-B which are not attribut-
able to Owners in the same proportion.
STATE REGULATION
We are regulated and supervised by the Insurance Department of the State of
New York, which periodically examines our financial condition and operations.
We are also subject to the insurance laws and regulations of all jurisdictions
where we do business. The variable Contract offered by this prospectus has
been approved by the Insurance Department of the State of New York. We are re-
quired to submit annual statements of our operations, including financial
statements, to the Insurance Departments of the various jurisdictions in which
we do business to determine solvency and compliance with state insurance laws
and regulations.
LEGAL PROCEEDINGS
First Golden, as an insurance company, is ordinarily involved in litigation.
We do not believe that any current litigation is material and we do not expect
to incur significant losses from such actions.
LEGAL MATTERS
The legal validity of the Contract described in this prospectus has been
passed on by Myles R.
28
<PAGE>
Tashman, Esquire, Executive Vice President, General Counsel and Secretary of
First Golden. Sutherland, Asbill & Brennan, L.L.P. of Washington, D.C. has
provided advice on certain matters relating to Federal securities laws.
EXPERTS
The audited financial statements of First Golden American Life Insurance Com-
pany of New York, appearing in this Prospectus and Registration Statement have
been audited by Ernst & Young LLP, independent auditors, as set forth in their
report thereon appearing in this Prospectus and in the Registration Statement
and are included in reliance upon such report given upon the authority of such
firm as experts in accounting and auditing.
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MORE INFORMATION ABOUT FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW
YORK
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
This Management's Discussion and Analysis of Financial Condition and Results
of Operations should be read in conjunction with the GAAP Basis Financial
Statements and Notes to Financial Statements included herein.
First Golden, a wholly owned subsidiary of Golden American Life Insurance Com-
pany ("Golden American" or the "Parent"), was incorporated on May 24, 1996.
Golden American is a wholly owned indirect subsidiary of Equitable of Iowa
Companies. Equitable of Iowa Companies is a holding company for Equitable Life
Insurance Company of Iowa, USG Annuity & Life Company, Locust Street Securi-
ties, Inc., Equitable American Insurance Company, Equitable Investment Servic-
es, Inc., Equitable of Iowa Securities Network, Inc., Directed Services, Inc.,
and Golden American. First Golden's primary purpose will be to offer insurance
products in the State of New York. On January 2, 1997, First Golden became li-
censed as a life insurance company in the State of New York. First Golden is
authorized to do business only in the State of New York.
First Golden's primary business purpose is to offer variable insurance prod-
ucts ("Contracts"). First Golden Contracts are funded by Separate Account NY-B
and were first offered to the public on March 25, 1997. As of the date of this
prospectus, Separate Account NY-B had not received any premium payments under
the Contracts.
BUSINESS ENVIRONMENT. The current business and regulatory environment remains
challenging for the insurance industry. Increasing competition from tradi-
tional insurance carriers as well as banks and mutual fund companies offer
consumers many choices. However, overall demand for variable annuity product
remains strong for several reasons including: a dynamic stock market perfor-
mance over the last 3 years; relatively low interest rates; an aging United
States population that is increasingly concerned about retirement and estate
planning, as well as maintaining their standard of living in retirement; po-
tential reductions in government and employer-provided benefits at retirement
as well as lower public confidence in the adequacy of those benefits.
RESULTS OF OPERATIONS FOR THE PERIOD DECEMBER 17, 1996 (COMMENCEMENT OF OPERA-
TIONS) THROUGH DECEMBER 31, 1996. Net income for the period from December 17,
1996 through December 31, 1996 was $42,000. Net investment income of $65,000
was earned and income taxes were $23,000.
Future revenues will be generated from the sale of variable products resulting
in product charge revenues as well as investment income from the investments.
Future benefits and expenses will include policy benefits, operating expenses
and commission expenses associated with the sale and maintenance of the Con-
tracts.
LIQUIDITY AND CAPITAL RESOURCES. Positive cash flow elements from operations
included net income and increases in liabilities. Negative cash flow elements
from operations were produced from two sources, the increase in accrued in-
vestment income and the net amortization of discounts on short-term invest-
ments.
Future cash flows will consist of product charges, investment income and matu-
rities of fixed maturity investments. Future cash flow uses will include the
payment of annuity and insurance benefits, operating expenses and commissions
and the purchase of new investments.
On December 17, 1996, Golden American made capital contributions to First
Golden of $25,000,000. Of this amount, $2,000,000 represented 200,000 shares
of common stock with a par value of $10.00 per share. The remaining
$23,000,000 was contributed as additional paid-in capital. First Golden be-
lieves that it will be able to
29
<PAGE>
fund the capital and surplus required for projected new business from existing
statutory capital and surplus as well as future surplus contributions from its
Parent. First Golden expects to continue to receive capital contributions from
Golden American if necessary.
First Golden is required to maintain a minimum capital and surplus of not less
than $4,000,000 under the provisions of the insurance laws of the State of New
York in which it became licensed to sell insurance products on January 2,
1997.
Under the provisions of the insurance laws of the State of New York, First
Golden cannot distribute any dividends to its stockholders unless a notice of
its intention to declare a dividend and the amount of the dividend has been
filed not less than 30 days in advance of the proposed declaration. The super-
intendent may disapprove the distribution by giving written notice to the Com-
pany within 30 days after the filing should the superintendent find that the
financial condition of the Company does not warrant the distribution.
The NAIC's risk-based capital requirements require insurance companies to cal-
culate and report information under a risk-based capital formula. These re-
quirements are intended to allow insurance regulators to identify inadequately
capitalized insurance companies based upon the type and mixture of risks in-
herent in the Company's operations. The formula includes components for asset
risk, liability risk, interest rate exposure and other factors. The Company
intends to comply with these requirements in 1997, as its insurance license
was approved on January 2, 1997, and expects its total adjusted capital to ex-
ceed levels which require regulatory action.
SEGMENT INFORMATION. First Golden's operations will consist of one business
segment, the sale of insurance products. First Golden anticipates that it will
not be dependent upon any single customer but anticipates three brokers-deal-
ers will account for a significant portion of its revenue in 1997. All premi-
ums will be received from consumers in the State of New York.
FINANCIAL CONDITION
INVESTMENTS. First Golden's assets are invested in accordance with applicable
New York laws. These laws govern the nature and the quality of investments
that may be made by life insurance companies and the percentage of their as-
sets that may be committed to any particular type of investment. In general,
these laws permit investments, within specified limits subject to certain
qualifications, in federal, state, and municipal obligations, corporate bonds,
preferred or common stocks, real estate mortgages, real estate and certain
other investments.
First Golden makes investments in accordance with investment guidelines that
take into account investment quality, liquidity and diversification, and in-
vests primarily in investment grade securities. All of First Golden's assets
except for variable separate account assets are available to meet its obliga-
tions under the Contracts. At December 31, 1996, First Golden had invested as-
sets of $24,570,000 consisting of $24,220,000 of bonds, and $350,000 of short-
term securities.
Based on amortized cost, at December 31, 1996, 91.6% of the investment portfo-
lio were invested in investment grade bonds and 8.4% were invested in non-in-
vestment grade securities. First Golden defines non-investment grade as
unsecured corporate debt obligations which do not have a rating equivalent to
Standard & Poor's (or similar rating agency) BBB or higher and are not guaran-
teed by an agency of the federal government.
RESERVES. Future policy benefits for the fixed account will be established
utilizing the retrospective deposit accounting method. Policy reserves repre-
sent the premiums received plus accrued interest less mortality and adminis-
tration charges.
REINSURANCE. The Company intends to reinsure its mortality risk associated
with the Contract's guaranteed death benefit with one or more appropriately
licensed insurance companies.
COMPETITION. In 1997, First Golden will be engaged in a business that is
highly competitive because of the number of competitors including banks, mu-
tual funds and life insurance companies which all compete for retirement sav-
ings from consumers. There are approximately 142 stock, mutual and other types
of insurers in the life insurance business in the State of New York, a sub-
stantial number of which offer similar products and are significantly larger
than First Golden.
CERTAIN AGREEMENTS. On November 8, 1996, First Golden and Golden American en-
tered into an administrative service agreement pursuant to which Golden Ameri-
can agreed to provide certain accounting, actuarial, tax, underwriting, sales,
management and other services to Golden American. Expenses incurred by Golden
American in relation to this service agreement will be reimbursed by First
Golden on an allocated cost basis. As of December 31, 1996, no such charges
have been billed to First Golden. First Golden expects to enter into a similar
agreement with another affiliate, Equitable Life Insurance Company of Iowa,
for additional services.
30
<PAGE>
Also on November 8, 1996, First Golden and DSI entered into a service agree-
ment pursuant to which First Golden has agreed to provide DSI certain of its
personnel to perform management, administrative and clerical services and the
use of certain of its facilities. First Golden expects to charge DSI for such
expenses and all other general and administrative costs, first on the basis of
direct charges when identifiable, and second allocated based on the estimated
amount of time spent by First Golden's employees on behalf of DSI. As of De-
cember 31, 1996, no such charges have been billed to DSI.
DISTRIBUTION AGREEMENT. First Golden has entered into agreements with DSI to
perform services related to the distribution of its products. DSI will act as
the principal underwriter (as defined in the Securities Act of 1933 and the
Investment Company Act of 1940, as amended) of the variable insurance products
issued by First Golden.
EMPLOYEES. During 1996, Golden American provided the support necessary for the
incorporation and licensing of First Golden. During 1997, First Golden will
have few direct employees due to its small size and will continue to receive
support pursuant to various management services from DSI, Golden American and
other affiliates as described above under "Certain Agreements." The cost of
these services are allocated to First Golden.
Certain officers of First Golden are also officers of Golden American and DSI,
and certain officers of First Golden are also officers of Equitable of Iowa
Companies, Equitable Life Insurance Company of Iowa and/or of Equitable of
Iowa Securities Network, Inc. See "Directors and Executive Officers."
PROPERTIES. First Golden's principal office is located at 230 Park Avenue,
Suite 966, New York, New York 10169, where certain of the Company's records
are maintained. The 2,568 square feet of office space is leased for a 5 year
term.
DIRECTORS AND EXECUTIVE OFFICERS
<TABLE>
<CAPTION>
POSITIONS(S) WITH THE
NAME (AGE) COMPANY
- ------------------------- ---------------------------
<S> <C>
Terry L. Kendall (50) Chairman, President,
Chief Executive Officer
and Director
Myles R. Tashman (54) Executive Vice President,
General Counsel, Secretary
and Director
Barnett Chernow (47) Executive Vice President,
Director
Edward C. Wilson (56) Executive Vice President
Carol V. Coleman (47) Director
Stephen J. Friedman (59) Director
Frederick S. Hubbell (46) Director
</TABLE>
<TABLE>
<CAPTION>
POSITIONS(S) WITH THE
NAME (AGE) COMPANY
- ----------------------- -------------------------
<S> <C>
Bernard Levitt (71) Director
Roger R. Martin (65) Director
Andrew Kalinowski (52) Director
David L. Jacobson (47) Senior Vice President
and Assistant Secretary
Stephen J. Preston (39) Senior Vice President
and Chief Actuary
Mary B. Wilkinson (40) Senior Vice President
and Treasurer
(Chief Financial Officer)
Marilyn Talman (50) Vice President, Associate
Counsel and Assistant
Secretary
</TABLE>
Each director is elected to serve for one year or until the next annual meet-
ing of shareholders or until his or her successor is elected. Some directors
are directors of insurance company subsidiaries of First Golden's ultimate
parent, Equitable of Iowa Companies.
The principal positions of First Golden's directors and senior executive offi-
cers for the past five years are listed below:
Mr. Terry L. Kendall is President, Chief Executive Officer and Chairman of the
Board of the First Golden American Life Insurance Company of New York. Since
September, 1993, Mr. Kendall has also served as President and Chief Executive
Officer of Golden American Life Insurance Company. From September, 1993
through September, 1996, Mr. Kendall also served as Chairman of the Board of
Golden American Life Insurance Company. From 1982 through June 1993, he was
President and Chief Executive Officer of United Pacific Life Insurance Compa-
ny. He was elected to serve as director of First Golden in June, 1996.
Mr. Myles R. Tashman is Executive Vice President, General Counsel, Secretary
and Director of First Golden American Life Insurance Company of New York.
Since December, 1995, Mr. Tashman has also served as Executive Vice President
of Golden American Life Insurance Company. From 1986 through 1993, he was Se-
nior Vice President and General Counsel of United Pacific Life Insurance Com-
pany. He was elected to serve as a director of First Golden in June, 1996.
Mr. Barnett Chernow is Executive Vice President and Director of First Golden
American Life Insurance Company of New York. Since 1996, Mr. Chernow has also
served as Executive Vice President of Golden American Life Insurance Company.
From 1977 through 1993, he held various positions with Reliance Insurance Com-
panies and was Senior Vice President and Chief Financial Officer of United Pa-
cific Life Insurance Company from 1984 through 1993. He was elected to serve
as a director of First Golden in June, 1996.
31
<PAGE>
Mr. Edward C. Wilson is Executive Vice President of First Golden American Life
Insurance Company. Since January, 1997, Mr. Wilson has also served as Presi-
dent of Directed Services, Inc. Since January, 1996, Mr. Wilson has also
served as Executive Vice President of Golden American Life Insurance Company.
From August, 1994 to December, 1995, he was Senior Managing Director at Van
Eck Global Investors. From July, 1990 to August, 1994, he was Vice President
and National Sales Manager at Keyport Life Insurance Company.
Ms. Carol V. Coleman is a Director of First Golden, having been first ap-
pointed in December, 1997. She is a financial recruiter with Vantage Staffing
since 1994. From 1991 through 1993, she was a consultant with Executive Edge.
She also served as a Chair of the Board for Typa Youth Program Association
from 1988 through 1990. Prior to that, she held various executive and board
positions with banking institutions.
Mr. Stephen J. Friedman is a Director of First Golden, having been first ap-
pointed in June, 1996. Mr. Friedman is a partner of the law firm of Debevoise
& Plimpton in New York, NY since 1993. From 1988 through 1993, he was Execu-
tive Vice President and General Counsel to Equitable Life Assurance Society of
the United States.
Mr. Frederick S. Hubbell is a Director of First Golden, having been first ap-
pointed in December, 1997. Mr. Hubbell is Chairman, President and Chief Execu-
tive Officer of Equitable of Iowa since 1991. He also has served as Chairman
and President of Equitable Life Insurance Company of Iowa since 1987. He
serves in a similar capacity for most Equitable of Iowa affiliate companies.
Mr. Bernard Levitt is a Director of First Golden, having been first appointed
in June, 1996. Until his retirement in 1990, Mr. Levitt was a life insurance
consultant with American Life Insurance Company or New York, since 1989.
Mr. Roger R. Martin is a Director of First Golden, having been first appointed
in June, 1996. Until his retirement in July, 1995, Mr. Martin was a Vice Pres-
ident with Bear Sterns since 1984.
Mr. Andrew Kalinowski is a Director of First Golden, having been first ap-
pointed in June, 1996. Mr. Kalinowski is a Principal and the President of Up-
state Special Risk Services, Incorporated since 1974. He is also a Principal,
the Chief Marketing Officer and Vice President of LifeMark Securities Corpora-
tion since 1983, a Principal, Vice President and Secretary of LifeMark Associ-
ates, Incorporated since 1993, and a Principal and Director of LIFE Incorpo-
rated.
Mr. David L. Jacobson is Senior Vice President and Assistant Secretary of
First Golden American Life Insurance Company. Since November, 1993, Mr. Jacob-
son has also served as Senior Vice President and Assistant Secretary of Golden
American Life Insurance Company. Since September, 1996, Mr. Jacobson has also
served as Assistant Secretary of Equitable Life Insurance Company of Iowa and
as Vice President of Equitable of Iowa Securities Network, Inc. From April,
1974 through November, 1993, he held various positions with United Pacific
Life Insurance Company and was Vice President upon leaving.
Mr. Stephen J. Preston is Senior Vice President and Chief Actuary of First
Golden American Life Insurance Company. Since December, 1993, Mr. Preston has
served in an identical capacity with Golden American Life Insurance Company.
From September, 1993 through November, 1993, he was Senior Vice President and
Actuary for Mutual of America Insurance Company. From July, 1987 through Au-
gust, 1993, he held various positions with United Pacific Life Insurance Com-
pany and was Vice President and Actuary upon leaving.
Ms. Mary Bea Wilkinson is Senior Vice President and Treasurer of First Golden
American Life Insurance Company. From November, 1993 through 1996, Ms. Wilkin-
son served as Senior Vice President, Assistant Secretary and Treasurer of
Golden American Life Insurance Company. From August, 1993 through October,
1993, she was an Assistant Vice President with CIGNA Insurance Companies. From
January, 1987 through July, 1993, she held various positions with United Pa-
cific Life Insurance Company and was Vice President and Controller upon leav-
ing.
Ms. Marilyn Talman is Vice President, Associate General Counsel and Assistant
Secretary of First Golden American Life Insurance Company of New York. Since
April, 1996, Ms. Talman has also served as Vice President, Associate General
Counsel and Assistant Secretary for Golden American Life Insurance Company.
Since September, 1996, Ms. Talman has also served as Assistant Secretary of
Equitable Life Insurance Company of Iowa and as Vice President of Equitable of
Iowa Securities Network, Inc. From March, 1992 through March, 1994, she held
various positions with Rodney Square Management Corp. and was Vice President
and General Counsel upon leaving. From June, 1989 through February, 1992, she
was an Associate with the law firm of Ballard, Spahr, Andrews & Ingersoll.
32
<PAGE>
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FEDERAL TAX CONSIDERATIONS
INTRODUCTION
The following discussion of the federal income tax treatment of the Contract
is not exhaustive, does not purport to cover all situations, and is not in-
tended as tax advice. The federal income tax treatment of the Contract is un-
clear in certain circumstances, and a qualified tax adviser should always be
consulted with regard to the application of the tax law to individual circum-
stances. This discussion is based on the Internal Revenue Code of 1986, as
amended (the "Code"), Treasury Department regulations, and interpretations ex-
isting on the date of this prospectus. These authorities, however, are subject
to change by Congress, the Treasury Department, and judicial decisions.
This discussion does not address state or local tax consequences associated
with the purchase of the Contract. In addition, FIRST GOLDEN MAKES NO GUARAN-
TEE REGARDING ANY TAX TREATMENT--FEDERAL, STATE OR LOCAL--OF ANY CONTRACT OR
OF ANY TRANSACTION INVOLVING A CONTRACT.
TAX STATUS OF FIRST GOLDEN
First Golden is taxed as a life insurance company under the Code. Since the
operations of Account NY-B are a part of, and are taxed with, the operations
of First Golden, Account NY-B is not separately taxed as a "regulated invest-
ment company" under the Code. Under existing federal income tax laws, invest-
ment income and capital gains of Account NY-B are not taxed to First Golden to
the extent they are applied under a Contract. First Golden does not anticipate
that it will incur any federal income tax liability in Account NY-B attribut-
able to Contract obligations, and therefore First Golden does not intend to
make provision for any such taxes. If First Golden is taxed on investment in-
come or capital gains of Account NY-B, then First Golden may impose a charge
against Account NY-B, as appropriate, in order to make provision for such tax-
es.
TAXATION OF NON-QUALIFIED ANNUITIES
TAX DEFERRAL DURING ACCUMULATION PERIOD. Under existing provisions of the
Code, except as described below, any increase in an Owner's Accumulation Value
is generally not taxable to the Owner until amounts are received from the Con-
tract, either in the form of annuity payments as contemplated by the Contract,
or in some other form of distribution. However, this rule allowing deferral
applies only if (1) the investments of Account NY-B are "adequately diversi-
fied" in accordance with Treasury Department regulations, (2) First Golden,
rather than the Owner, is considered the owner of the assets of Account NY-B
for federal income tax purposes, and (3) the Contract is owned by an individ-
ual (or is treated as owned by an individual). In addition to the foregoing,
if the Contract's annuity commencement date occurs at a time when the Annui-
tant is at an advanced age, such as over age 85, it is possible that the Owner
will be taxable currently on the annual increase in the Accumulation Value.
Diversification Requirements. The Code and Treasury Department regulations
prescribe the manner in which the investments of a segregated asset ac-
count, such as the Divisions of Account NY-B, are to be "adequately diver-
sified." If a Division of Account NY-B failed to comply with these diversi-
fication standards, Contracts based on that segregated asset account would
not be treated as an annuity contract for federal income tax purposes and
the Owner would generally be taxable currently on the income on the con-
tract (as defined in the tax law) beginning with the period of non-
diversification. First Golden expects that the Divisions of Account NY-B
will comply with the diversification requirements prescribed by the Code
and Treasury Department regulations.
Ownership Treatment. In certain circumstances, variable annuity contract
owners may be considered the owners, for federal income tax purposes, of
the assets of a segregated asset account, such as the Divisions of Account
NY-B, used to support their contracts. In those circumstances, income and
gains from the segregated asset account would be includible in the contract
owners' gross income. The Internal Revenue Service (the "IRS") has stated
in published rulings that a variable contract owner will be considered the
owner of the assets of a segregated asset account if the owner possesses
incidents of ownership in those assets, such as the ability to exercise in-
vestment control over the assets. In addition, the Treasury Department an-
nounced, in connection with the issuance of regulations concerning invest-
ment diversification, that those regulations "do not provide guidance
concerning the circumstances in which investor control of the investments
of a segregated asset account may cause the investor, rather than the in-
surance company, to be treated as the owner of the assets in the account."
This announcement also
33
<PAGE>
stated that guidance would be issued by way of regulations or rulings on
the "extent to which policyholders may direct their investments to particu-
lar subaccounts (of a segregated asset account) without being treated as
owners of the underlying assets." As of the date of this prospectus, no
such guidance has been issued.
The ownership rights under the Contract are similar to, but different in
certain respects from, those described by the IRS in rulings in which it
was determined that contract owners were not owners of the assets of a seg-
regated asset account. For example, the Owner of this Contract has the
choice of more investment options to which to allocate purchase payments
and the Accumulation Value, and may be able to transfer among investment
options more frequently, than in such rulings. These differences could re-
sult in the Owner being treated as the owner of all or a portion of the as-
sets of Account NY-B. In addition, First Golden does not know what stan-
dards will be set forth in the regulations or rulings which the Treasury
Department has stated it expects to issue. First Golden therefore reserves
the right to modify the Contract as necessary to attempt to prevent Con-
tract Owners from being considered the owners of the assets of Account NY-
B. However, there is no assurance that such efforts would be successful.
Frequently, if the IRS or the Treasury Department sets forth a new position
which is adverse to taxpayers, the position is applied on a prospective ba-
sis only. Thus, if the IRS or the Treasury Department were to issue regula-
tions or a ruling which treated an Owner of this Contract as the owner of
Account NY-B, that treatment might apply on a prospective basis. However,
if the regulations or ruling were not considered to set forth a new posi-
tion, an Owner might retroactively be determined to be the owner of the as-
sets of Account NY-B.
Non-Natural Owner. As a general rule, Contracts held by "non-natural per-
sons" such as a corporation, trust or other similar entity, as opposed to a
natural person, are not treated as annuity contracts for federal tax pur-
poses. The income on such Contracts (as defined in the tax law) is taxed as
ordinary income that is received or accrued by the Owner of the Contract
during the taxable year. There are several exceptions to this general rule
for non-natural Owners. First, Contracts will generally be treated as held
by a natural person if the nominal Owner is a trust or other entity which
holds the Contract as an agent for a natural person. However, this special
exception will not apply in the case of any employer who is the nominal
Owner of a Contract under a non-qualified deferred compensation arrangement
for its employees.
In addition, exceptions to the general rule for non-natural Owners will ap-
ply with respect to (1) Contracts acquired by an estate of a decedent by
reason of the death of the decedent, (2) certain Contracts issued in con-
nection with qualified retirement plans, (3) certain Contracts purchased by
employers upon the termination of certain qualified retirement plans, (4)
certain Contracts used in connection with structured settlement agreements,
and (5) Contracts purchased with a single purchase payment when the annuity
starting date (as defined in the tax law) is no later than a year from pur-
chase of the Contract and substantially equal periodic payments are made,
not less frequently than annually, during the annuity period.
The remainder of this discussion assumes that the Contract will be treated
as an annuity contract for federal income tax purposes.
TAXATION OF PARTIAL WITHDRAWALS AND SURRENDERS. In the case of a partial with-
drawal prior to the annuity commencement date, amounts received generally are
includible in income to the extent the Owner's Accumulation Value (determined
without regard to any surrender charge, within the meaning of the tax law) be-
fore the surrender exceeds his or her "investment in the contract." In the
case of a surrender of the Contract for the cash surrender value, amounts re-
ceived are includible in income to the extent they exceed the "investment in
the contract." For these purposes, the investment in the contract at any time
equals the total of the premium payments made under the Contract to that time
(to the extent such payments were neither deductible when made nor excludable
from income as, for example, in the case of certain contributions to IRAs and
other qualified retirement plans) less any amounts previously received from
the Contract which were not includible in income.
In the case of systematic partial withdrawals, the amount of each withdrawal
will generally be taxed in the same manner as a partial withdrawal made prior
to the annuity commencement date, as described above. However, there is some
uncertainty regarding the tax treatment of systematic partial withdrawals, and
it is possible that additional amounts may be includible in income.
The Contract provides a death benefit that in certain circumstances may exceed
the greater of the premium payments and the Accumulation Value. As described
elsewhere in this prospectus, First
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<PAGE>
Golden imposes certain charges with respect to the death benefit. It is possi-
ble that some portion of those charges could be treated for federal tax pur-
poses as a partial withdrawal from the Contract.
TAXATION OF ANNUITY PAYMENTS. Normally, the portion of each annuity payment
taxable as ordinary income is equal to the excess of the payment over the ex-
clusion amount. In the case of fixed annuity payments, the exclusion amount is
the amount determined by multiplying (1) the fixed annuity payment by (2) the
ratio of the "investment in the contract" (defined above), adjusted for any
period certain or refund feature, allocated to the fixed annuity option to the
total expected amount of fixed annuity payments for the period of the Contract
(determined under Treasury Department regulations). In the case of variable
annuity payments, the exclusion amount for each variable annuity payment is a
specified dollar amount equal to the investment in the Contract allocated to
the variable annuity option when payments begin divided by the number of vari-
able payments expected to be made (determined by Treasury Department regula-
tions).
Once the total amount of the investment in the contract is excluded using
these formulas, annuity payments will be fully taxable. If annuity payments
cease because of the death of the Annuitant and before the total amount of the
investment in the Contract is recovered, the unrecovered amount generally will
be allowed as a deduction to the Annuitant or Beneficiary (depending upon the
circumstances).
TAXATION OF DEATH BENEFIT PROCEEDS. Prior to the annuity commencement date,
amounts may be distributed from a Contract because of the death of an Owner
or, in certain circumstances, the death of the Annuitant. Such death benefit
proceeds are includible in income as follows: (1) if distributed in a lump
sum, they are taxed in the same manner as a surrender, as described above, or
(2) if distributed under an annuity option, they are taxed in the same manner
as annuity payments, as described above. After the annuity commencement date,
where a guaranteed period exists under an annuity option and the Annuitant
dies before the end of that period, payments made to the Beneficiary for the
remainder of that period are includible in income as follows: (1) if received
in a lump sum, they are includible in income to the extent that they exceed
the unrecovered investment in the contract at that time, or (2) if distributed
in accordance with the existing annuity option selected, they are fully ex-
cludable from income until the remaining investment in the contract is deemed
to be recovered, and all annuity payments thereafter are fully includible in
income.
If certain amounts become payable in a lump sum from a Contract, such as the
death benefit, it is possible that such amounts might be viewed as construc-
tively received and thus subject to tax, even though not actually received. A
lump sum will not be constructively received if it is applied under an annuity
option within 60 days after the date on which it becomes payable. (Any annuity
option selected must comply with applicable mimimum distribution requirements
imposed by the Code.)
ASSIGNMENTS, PLEDGES, AND GRATUITOUS TRANSFERS. Other than in the case of Con-
tracts issued as IRAs or in connection with certain other qualified retirement
plans (which generally cannot be assigned or pledged), any assignment or
pledge (or agreement to assign or pledge) of any portion of the value of the
Contract is treated for federal income tax purposes as a partial withdrawal of
such amount or portion. The investment in the Contract is increased by the
amount includible as income with respect to such assignment or pledge, though
it is not affected by any other aspect of the assignment or pledge (including
its release). If an Owner transfers a Contract without adequate consideration
to a person other than the Owner's spouse (or to a former spouse incident to
divorce), the Owner will be taxed on the difference between the cash surrender
value (within the meaning of the tax law) and the investment in the contract
at the time of transfer. In such case, the transferee's investment in the con-
tract will be increased to reflect the increase in the transferor's income.
SECTION 1035 EXCHANGES. Code section 1035 provides that no gain or loss is
recognized when an annuity contract is received in exchange for a life, endow-
ment, or annuity contract, provided that no cash or other property is received
in the exchange transaction. Special rules and procedures apply in order for
an exchange to meet the requirements of section 1035. Also, there are addi-
tional tax considerations involved when the contracts are issued in connection
with qualified retirement plans. Prospective Owners of this Contract should
consult a tax advisor before entering into a section 1035 exchange (with re-
spect to non-qualified annuity contracts) or a trustee-to-trustee transfer or
rollover (with respect to qualified annuity contracts).
PENALTY TAX ON PREMATURE DISTRIBUTIONS. Where a Contract has not been issued
as an IRA or in connection with another qualified retirement plan, there gen-
erally is a 10% penalty tax on the taxable amount of any payment from the Con-
tract unless the payment is: (a) received on or after the Owner reaches age 59
1/2; (b) attributable to the Owner's becoming disabled (as defined in the tax
35
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law); (c) made on or after the death of the Owner or, if the Owner is not an
individual, on or after the death of the primary annuitant (as defined in the
tax law); (d) made as a series of substantially equal periodic payments (not
less frequently than annually) for the life (or life expectancy) of the Owner
or the joint lives (or joint life expectancies) of the Owner and a designated
beneficiary (as defined in the tax law), or (e) made under a Contract pur-
chased with a single purchase payment when the annuity starting date (as de-
fined in the tax law) is no later than a year from purchase of the Contract
and substantially equal periodic payments are made, not less frequently than
annually, during the annuity period.
In the case of systematic partial withdrawals, it is unclear whether such
withdrawals will qualify for exception (d) above. (For reporting purposes, we
currently treat such withdrawals as if they do not qualify for this excep-
tion). In addition, if withdrawals are of interest amounts only, as is the
case with systematic partial withdrawals from a Fixed Allocation, exception
(d) will not apply.
AGGREGATION OF CONTRACTS. In certain circumstances, the amount of an annuity
payment, withdrawal or surrender from a Contract that is includible in income
is determined by combining some or all of the annuity contracts owned by an
individual not issued in connection with qualified retirement plans. For exam-
ple, if a person purchases two or more deferred annuity contracts from the
same insurance company (or its affiliates) during any calendar year, all such
contracts will be treated as one contract for purposes of determining whether
any payment not received as an annuity (including withdrawals and surrenders
prior to the annuity commencement date) is includible in income. In addition,
if a person purchases a Contract offered by this prospectus and also purchases
at approximately the same time an immediate annuity, the IRS may treat the two
contracts as one contract. The effects of such aggregation are not clear; how-
ever, it could affect the time when income is taxable and the amount which
might be subject to the 10% penalty tax described above.
IRA CONTRACTS AND OTHER QUALIFIED RETIREMENT PLANS
IN GENERAL. In addition to issuing the Contracts as non-qualified annuities,
First Golden also currently issues the Contracts as IRAs. (As indicated above,
in this prospectus, IRAs are referred to as "qualified plans.") First Golden
may also issue the Contracts in connection with certain other types of quali-
fied retirement plans which receive favorable treatment under the Code. Numer-
ous special tax rules apply to the owners under IRAs and other qualified re-
tirement plans and to the contracts used in connection with such plans. These
tax rules vary according to the type of plan and the terms and conditions of
the plan itself. For example, for both surrenders and annuity payments under
certain contracts issued in connection with qualified retirement plans, there
may be no "investment in the contract" and the total amount received may be
taxable. Also, special rules apply to the time at which distributions must
commence and the form in which the distributions must be paid. Therefore, no
attempt is made to provide more than general information about the use of Con-
tracts with the various types of qualified retirement plans. A qualified tax
advisor should be consulted before purchase of a Contract in connection with a
qualified retirement plan.
When issued in connection with a qualified retirement plan, a Contract will be
amended as necessary to conform to the requirements of the plan. However, Own-
ers, Annuitants, and Beneficiaries are cautioned that the rights of any person
to any benefits under qualified retirement plans may be subject to the terms
and conditions of the plans themselves, regardless of the terms and conditions
of the Contract. In addition, First Golden is not bound by terms and condi-
tions of qualified retirement plans to the extent such terms and conditions
contradict the Contract, unless First Golden consents.
INDIVIDUAL RETIREMENT ANNUITIES. As indicated above, First Golden currently
issues the Contract as an IRA. If the Contract is used for this purpose, the
Owner must be the Annuitant.
Premium Payments. Both the premium payments that may be paid, and the tax
deduction that an individual may claim for such premium payments, are lim-
ited under an IRA. In general, the premium payments that may be made for an
IRA for any year are limited to the lesser of $2,000 or 100% of the indi-
vidual's earned income for the year. Also, with respect to an individual
who has less income than his or her spouse, premium payments may be made by
that individual to an IRA to the extent of the lesser of (1) $2,000, or (2)
the sum of (i) the compensation includible in the gross income of the indi-
vidual's spouse for the taxable year and (ii) the compensation includible
in the gross income of the individual's spouse for the taxable year reduced
by the amount allowed as a deduction for IRA contributions to such spouse.
An excise tax is imposed on IRA contributions that exceed the law's limits.
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<PAGE>
The deductible amount of the premium payments made for an IRA for any tax-
able year (including a contract for a noncompensated spouse) is limited to
the amount of premium payments that may be paid for the contract for that
year, or a lesser amount where the individual or his or her spouse is an
active participant in certain qualified retirement plans. A single person
who is an active participant in a qualified retirement plan (including a
qualified pension, profit-sharing, or annuity plan, a simplified employee
pension plan, or a "section 403(b)" annuity plan, as discussed below) and
who has adjusted gross income in excess of $35,000 may not deduct premium
payments, and such a person with adjusted gross income between $25,000 and
$35,000 may deduct only a portion of such payments. Also, married persons
who file a joint return, one of whom is an active participant in a quali-
fied retirement plan, and who have adjusted gross income in excess of
$50,000 may not deduct premium payments, and those with adjusted gross in-
come between $40,000 and $50,000 may deduct only a portion of such pay-
ments. Married persons filing separately may not deduct premium payments if
either the taxpayer or the taxpayer's spouse is an active participant in a
qualified retirement plan.
In applying these and other rules applicable to an IRA, all individual re-
tirement accounts and IRAs owned by an individual are treated as one con-
tract, and all amounts distributed during any taxable year are treated as
one distribution.
Tax Deferral During Accumulation Period. Until distributions are made from
an IRA, increases in the Accumulation Value of the Contract are not taxed.
IRAs and individual retirement accounts (that may invest in this Contract)
generally may not invest in life insurance contracts, but an annuity con-
tract that is issued as an IRA (or that is purchased by an individual re-
tirement account) may provide a death benefit that equals the greater of
the premiums paid and the contract's cash value. The Contract provides a
death benefit that in certain circumstances may exceed the greater of the
premium payments and the Accumulation Value. It is possible that an en-
hanced death benefit could be viewed as violating the prohibition on in-
vestment in life insurance contracts, with the result that the Contract
would not be viewed as satisfying the requirements of an IRA and would not
be a permissible investment for an individual retirement account.
Taxation of Distributions and Rollovers. If all premium payments made to an
IRA were deductible, all amounts distributed from the Contract are included
in the recipient's income when distributed. However, if nondeductible pre-
mium payments were made to an IRA (within the limits allowed by the tax
laws), a portion of each distribution from the Contract typically is in-
cludible in income when it is distributed. In such a case, any amount dis-
tributed as an annuity payment or in a lump sum upon death or surrender is
taxed as described above in connection with such a distribution from a non-
qualified contract, treating as the investment in the contract the sum of
the nondeductible premium payments at the end of the taxable year in which
the distribution commences or is made (less any amounts previously distrib-
uted that were excluded from income). Also, in such a case, any amount dis-
tributed upon a partial withdrawal is partially includible in income. The
includible amount is the excess of the distribution over the exclusion
amount, which in turn generally equals the distribution multiplied by the
ratio of the investment in the contract to the Accumulation Value.
In any event, subject to the direct rollover and mandatory withholding re-
quirements (discussed below), amounts may be "rolled over" from certain
qualified retirement plans to an IRA (or from one IRA or individual retire-
ment account to an IRA) without incurring current income tax if certain
conditions are met. Only certain types of distributions to eligible indi-
viduals from qualified retirement plans, individual retirement accounts,
and IRAs may be rolled over.
Penalty Taxes. Subject to certain exceptions, a penalty tax is imposed on
distributions from an IRA equal to 10% of the amount of the distribution
includible in income. (Amounts rolled over from an IRA generally are ex-
cludable from income.) The exceptions provide, however, that this penalty
tax does not apply to distributions made to the Owner (1) on or after age
59 1/2, (2) on or after death or because of disability (as defined in the
tax law), or (3) as part of a series of substantially equal periodic pay-
ments over the life (or life expectancy) of the Owner or the joint lives
(or joint life expectancies) of the Owner and his or her beneficiary (as
defined in the tax law). In addition to the foregoing, failure to comply
with a minimum distribution requirement will result in the imposition of a
penalty tax of 50% of the amount by which a minimum required distribution
ex-
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ceeds the actual distribution from an IRA. Under this requirement, distri-
butions of minimum amounts from an IRA as specified in the tax law must
generally commence by April 1 of the calendar year following the calendar
year in which the Owner attains age 70 1/2.
OTHER TYPES OF QUALIFIED RETIREMENT PLANS. The following sections describe tax
considerations of Contracts used in connection with various types of qualified
retirement plans other than IRAs. First Golden does not currently offer all of
the types of qualified retirement plans described and may not offer them in
the future. Prospective purchasers of Contracts for use in connection with
such qualified retirement plans should therefore contact First Golden's Cus-
tomer Service Center to ascertain the availability of the Contract for quali-
fied retirement plans at any given time.
Simplified Employee Pensions (SEP-IRAs). Section 408(k) of the Code allows
employers to establish simplified employee pension plans for their employ-
ees, using the employees' IRAs for such purposes, if certain criteria are
met. Under these plans the employer may, within specified limits, make de-
ductible contributions on behalf of the employees to IRAs. As discussed
above (see Individual Retirement Annuities), there is some uncertainty re-
garding the treatment of the Contract's enhanced death benefit for purposes
of certain tax rules governing IRAs (which would include SEP-IRAs). Employ-
ers intending to use the contract in connection with such plans should seek
competent advice.
SIMPLE IRAs. Section 408(p) of the Code permits certain small employers to
establish "SIMPLE retirement accounts," including SIMPLE IRAs, for their
employees. Under SIMPLE IRAs, certain deductible contributions are made by
both employees and employers. SIMPLE IRAs are subject to various require-
ments, including limits on the amounts that may be contributed, the persons
who may be eligible, and the time when distributions may commence. As dis-
cussed above (see Individual Retirement Annuities), there is some uncer-
tainty regarding the proper characterization of the Contract's enhanced
death benefit for purposes of certain tax rules governing IRAs (which would
include SIMPLE IRAs). Employers intending to use the Contract in connection
with a SIMPLE retirement account should seek competent advice.
Corporate and Self-Employed ("H.R. 10" or "Keogh") Pension and Profit-Shar-
ing Plans. Sections 401(a) and 403(a) of the Code permit corporate employ-
ers to establish various types of tax-favored retirement plans for employ-
ees. The Self-Employed Individuals' Tax Retirement Act of 1962, as amended,
commonly referred to as "H.R. 10" or "Keogh," permits self-employed indi-
viduals also to establish such tax-favored retirement plans for themselves
and their employees. Such retirement plans may permit the purchase of the
Contract in order to provide benefits under the plans. The Contract pro-
vides a death benefit that in certain circumstances may exceed the greater
of the premium payments and the Accumulation Value. It is possible that
such death benefit could be characterized as an incidental death benefit.
There are limitations on the amount of incidental benefits that may be pro-
vided under pension and profit sharing plans. In addition, the provision of
such benefits may result in currently taxable income to participants. Em-
ployers intending to use the Contract in connection with such plans should
seek competent advice.
Section 403(b) Annuity Contracts. Section 403(b) of the Code permits public
school employees, employees of certain types of charitable, educational and
scientific organizations exempt from tax under section 501(c)(3) of the
Code, and employees of certain types of State educational organizations
specified in section 170(b)(l)(A)(ii), to have their employers purchase an-
nuity contracts for them and, subject to certain limitations, to exclude
the amount of premium payments from gross income for federal income tax
purposes. Purchasers of the Contracts for use as a "Section 403(b) Annuity
Contract" should seek competent advice as to eligibility, limitations on
permissible amounts of premium payments and other tax consequences associ-
ated with such contracts. In particular, purchasers and their advisors
should consider that this Contract provides a death benefit that in certain
circumstances may exceed the greater of the premium payments and the Accu-
mulation Value. It is possible that such death benefit could be character-
ized as an incidental death benefit. If the death benefit were so charac-
terized, this could result in currently taxable income to employees. In
addition, there are limitations on the amount of incidental death benefits
that may be provided under a Section 403(b) Annuity Contract. Even if the
death benefit under the Contract were characterized as an incidental death
benefit, it is unlikely to violate those limits unless the purchaser also
purchases a life insurance contract as part of his or her Section 403(b)
Annuity Contract.
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<PAGE>
Section 403(b) Annuity Contracts contain restrictions on withdrawals of (i)
contributions made pursuant to a salary reduction agreement in years begin-
ning after December 31, 1988, (ii) earnings on those contributions, and
(iii) earnings after 1988 on amounts attributable to salary reduction con-
tributions (and earnings on those contributions) held as of the last year
beginning before January 1, 1989. These amounts can be paid only if the em-
ployee has reached age 59 1/2, separated from service, died, become disa-
bled (within the meaning of the tax law), or in the case of hardship.
Amounts permitted to be distributed in the event of hardship are limited to
actual contributions; earnings thereon cannot be distributed on account of
hardship. (These limitations on withdrawals do not apply to the extent
First Golden is directed to transfer some or all of the Accumulation Value
as a tax-free direct transfer to the issuer of another Section 403(b) Annu-
ity Contract or into a section 403(b)(7) custodial account subject to with-
drawal restrictions which are at least as stringent.)
Eligible Deferred Compensation Plans of State and Local Governments and
Tax-Exempt Organizations. Section 457 of the Code permits employees of
state and local governments and tax-exempt organizations to defer a portion
of their compensation without paying current federal income taxes. The em-
ployees must be participants in an eligible deferred compensation plan.
Generally, a Contract purchased by a state or local government or a tax-ex-
empt organization will not be treated as an annuity contract for federal
income tax purposes. Those who intend to use the Contracts in connection
with such plans should seek competent advice.
DIRECT ROLLOVERS AND FEDERAL INCOME TAX WITHHOLDING FOR "ELIGIBLE ROLLOVER
DISTRIBUTIONS". In the case of an annuity contract used in connection with a
pension, profit-sharing, or annuity plan qualified under sections 401(a) or
403(a) of the Code, or that is a Section 403(b) Annuity Contract, any "eligi-
ble rollover distribution" from the contract will be subject to direct
rollover and mandatory withholding requirements. An eligible rollover distri-
bution generally is the taxable portion of any distribution from a qualified
pension plan under section 401(a) of the Code, qualified annuity plan under
Section 403(a) of the Code, or Section 403(b) Annuity or custodial account,
excluding certain amounts (such as minimum distributions required under sec-
tion 401(a)(9) of the Code and distributions which are part of a "series of
substantially equal periodic payments" made not less frequently than annually
for the life (or life expectancy) of the employee, or for the joint lives (or
joint life expectancies) of the employee and the employee's designated benefi-
ciary (within the meaning of the tax law), or for a specified period of 10
years or more).
Under these new requirements, federal income tax equal to 20% of the eligible
rollover distribution will be withheld from the amount of the distribution.
Unlike withholding on certain other amounts distributed from the Contract,
discussed below, the taxpayer cannot elect out of withholding with respect to
an eligible rollover distribution. However, this 20% withholding will not ap-
ply to that portion of the eligible rollover distribution which, instead of
receiving, the taxpayer elects to have directly transferred to certain eligi-
ble retirement plans (such as to this Contract when issued as an IRA).
If this Contract is issued in connection with a pension, profit-sharing, or
annuity plan qualified under sections 401(a) or 403(a) of the Code, or is a
Section 403(b) Annuity Contract, then, prior to receiving an eligible rollover
distribution, the Owner will receive a notice (from the plan administrator or
First Golden) explaining generally the direct rollover and mandatory withhold-
ing requirements and how to avoid the 20% withholding by electing a direct
transfer.
FEDERAL INCOME TAX WITHHOLDING
First Golden will withhold and remit to the federal government a part of the
taxable portion of each distribution made under the Contract unless the dis-
tributee notifies First Golden at or before the time of the distribution that
he or she elects not to have any amounts withheld. In certain circumstances,
First Golden may be required to withhold tax, as explained above. The with-
holding rates applicable to the taxable portion of periodic annuity payments
(other than eligible rollover distributions) are the same as the withholding
rates generally applicable to payments of wages. In addition, the withholding
rate applicable to the taxable portion of non-periodic payments (including
surrenders prior to the annuity commencement date) is 10%. Regardless of
whether you elect to have federal income tax withheld, you are still liable
for payment of federal income tax on the taxable portion of the payment. As
discussed above, the withholding rate applicable to eligible rollover distri-
butions is 20%.
39
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- --------------------------------------------------------------------------------
FINANCIAL STATEMENTS OF FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW
YORK
December 17, 1996 (Commencement of Operations) through December 31, 1996 with
Report of Independent Auditors
40
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
FINANCIAL STATEMENTS
DECEMBER 17, 1996 (COMMENCEMENT OF OPERATIONS) THROUGH DECEMBER 31, 1996
CONTENTS
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Report of Independent Auditors............................................. 42
Audited Financial Statements
Balance Sheet.............................................................. 43
Statement of Income........................................................ 44
Statement of Changes in Stockholder's Equity............................... 45
Statement of Cash Flows.................................................... 46
Notes to Financial Statements.............................................. 47
</TABLE>
41
<PAGE>
REPORT OF INDEPENDENT AUDITORS
The Board of Directors and Stockholder
First Golden American Life Insurance Company of New York
We have audited the accompanying balance sheet of First Golden American Life
Insurance Company of New York (wholly owned by Golden American Life Insurance
Company) as of December 31, 1996 and the related statements of income, changes
in stockholder's equity, and cash flows for the period from December 17, 1996
(commencement of operations) through December 31, 1996. These financial state-
ments are the responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audit in accordance with generally accepted auditing stan-
dards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of mate-
rial misstatement. An audit includes examining, on a test basis, evidence sup-
porting the amounts and disclosures in the financial statements. An audit also
includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement pre-
sentation. We believe that our audits provide a reasonable basis for our opin-
ion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of First Golden American Life
Insurance Company of New York at December 31, 1996, and the results of its op-
erations and its cash flows for the period from December 17, 1996 through De-
cember 31, 1996, in conformity with generally accepted accounting principles.
/s/ Ernst & Young LLP
Des Moines, Iowa
January 24, 1997
42
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
BALANCE SHEET
DECEMBER 31, 1996
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<S> <C>
ASSETS
Investments:
Fixed maturities available for sale, at fair value (cost--$24,373).. $24,220
Short-term investments.............................................. 350
-------
Total investments.................................................... 24,570
Cash and cash equivalents............................................ 5
Accrued investment income............................................ 338
Deferred income tax benefit.......................................... 54
-------
Total assets......................................................... $24,967
=======
LIABILITIES AND STOCKHOLDER'S EQUITY
Liabilities:
Other liabilities................................................... $ 1
Income taxes payable................................................ 23
-------
Total liabilities.................................................... 24
Commitments and contingencies
STOCKHOLDER'S EQUITY
Preferred stock, par value $5,000 per share, authorized 6,000
shares............................................................... --
Common stock, par value $10 per share, authorized, issued, and
outstanding 200,000 shares........................................... 2,000
Additional paid-in capital........................................... 23,000
Unrealized depreciation of fixed maturities.......................... (99)
Retained earnings.................................................... 42
-------
Total stockholder's equity........................................... 24,943
-------
Total liabilities and stockholder's equity........................... $24,967
=======
</TABLE>
See accompanying notes.
43
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
STATEMENT OF INCOME
PERIOD FROM DECEMBER 17, 1996* THROUGH DECEMBER 31, 1996
(DOLLARS IN THOUSANDS)
<TABLE>
<S> <C>
REVENUES
Net investment income (net of expenses of $1).............................. $65
---
Total revenues............................................................. 65
Income taxes............................................................... 23
---
Net income................................................................. $42
===
</TABLE>
- ----------------------
*Commencement of operations
See accompanying notes.
44
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
PERIOD FROM DECEMBER 17, 1996* THROUGH DECEMBER 31, 1996
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
UNREALIZED
ADDITIONAL DEPRECIATION TOTAL
COMMON PAID-IN OF FIXED RETAINED STOCKHOLDER'S
STOCK CAPITAL MATURITIES EARNINGS EQUITY
------ ---------- ------------ -------- -------------
<S> <C> <C> <C> <C> <C>
Capitalization of Company
by issuance of common
stock and contribution of
paid-in capital.......... $2,000 $23,000 $25,000
Net income............... -- -- $42 42
Change in unrealized
depreciation of fixed
maturities............... -- -- $(99) -- (99)
------ ------- ---- --- -------
Balance at December 31,
1996..................... $2,000 $23,000 $(99) $42 $24,943
====== ======= ==== === =======
</TABLE>
- ----------------------
*Commencement of operations
See accompanying notes
45
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
STATEMENT OF CASH FLOWS
PERIOD FROM DECEMBER 17, 1996* THROUGH DECEMBER 31, 1996
(DOLLARS IN THOUSANDS)
<TABLE>
<S> <C>
OPERATING ACTIVITIES
Net income.......................................................... $ 42
Adjustments to reconcile net income to net cash provided by
operating activities:
Increase in accrued investment income.............................. (58)
Net amortization of discount on short-term investments............. (7)
Increase in income taxes payable................................... 23
Increase in other liabilities...................................... 1
--------
Net cash provided by provided operating activities.................. 1
INVESTING ACTIVITIES
Purchases of fixed maturities including accrued interest............ (24,653)
Purchases of short-term investments................................. (25,598)
Sales of short-term investments..................................... 25,255
--------
Net cash used in investing activities............................... (24,996)
FINANCING ACTIVITIES
Capitalization of Company by issuance of common stock and
contribution of paid-in capital..................................... 25,000
--------
Net cash provided by financing activities........................... 25,000
--------
Net increase in cash and cash equivalents........................... 5
Cash and cash equivalents at beginning of period.................... --
--------
Cash and cash equivalents at end of period.......................... $ 5
========
</TABLE>
- ----------------------
*Commencement of operations
See accompanying notes.
46
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
1. SIGNIFICANT ACCOUNTING POLICIES
Organization
First Golden American Life Insurance Company of New York ("First Golden" or
the "Company") a wholly-owned subsidiary of Golden American Life Insurance
Company ("Golden American" or the "Parent"), was incorporated on May 24, 1996.
Golden American is a wholly-owned indirect subsidiary of Equitable of Iowa
Companies. On December 17, 1996, Golden American provided capitalization in
the amount of $25,000,000 to First Golden (see note 5). First Golden commenced
investment operations on December 17, 1996. First Golden's primary purpose
will be to offer insurance products in the State of New York. On January 2,
1997, First Golden became licensed as a life insurance company in the State of
New York and is currently pursuing policy approvals.
Use of Estimates
The preparation of the financial statements in conformity with generally ac-
cepted accounting principles requires management to make estimates and assump-
tions that affect the amounts reported in the financial statements and accom-
panying notes. Actual results could differ from those estimates.
Investments
The Company accounts for its investments under the Statement of Financial
Accounting Standards ("SFAS") No. 115, "Accounting for Certain Investments in
Debt and Equity Securities". Pursuant to SFAS No. 115, fixed maturity securi-
ties are designated as either "available for sale", "held for investment" or
"trading". Sales of fixed maturities designated as "available for sale" are
not restricted by SFAS No. 115. Available for sale securities are reported at
fair value and unrealized gains and losses on these securities are included
directly in stockholder's equity after adjustment for related changes in de-
ferred income taxes.
At December 31, 1996, all of the Company's fixed maturity securities are
designated as available for sale although the Company is not precluded from
designating fixed maturity securities as held for investment or trading at
some future date. Securities that the company has the positive intent and
ability to hold to maturity are designated as "held for investment". Held for
investment securities are reported at cost adjusted for amortization of premi-
ums and discounts.
Changes in the fair value of these securities, except for declines that are
other than temporary, are not reflected in the Company's financial statements.
Sales of securities designated as held for investment are severely restricted
by SFAS No. 115. Securities that are bought and held principally for the pur-
pose of selling them in the near term are designated as trading securities.
Unrealized gains and losses on trading securities are included in current
earnings. Transfers of securities between categories are restricted and are
recorded at fair value at the time of the transfer. Securities that are deter-
mined to have a decline in value that is other than temporary are written down
to estimated fair value which becomes the security's new cost basis by a
charge to realized losses in the Company's statement of income. Premiums and
discounts are amortized/accrued utilizing the scientific interest method which
results in a constant yield over the securities' expected life.
Amortization/accrual of premiums and discounts on mortgage-backed securities
incorporates a prepayment assumption to estimate the securities' expected
life.
Short-term investments are carried at cost, adjusted for amortization of
premiums and accrual of discounts.
Estimated fair values, as reported herein, of publicly-traded fixed maturity
securities are as reported by an independent pricing service. Fair values of
conventional mortgage-backed securities not actively traded in a liquid market
are estimated using a third-party pricing system, which uses a matrix calcula-
tion assuming a spread over U.S. Treasury bonds based upon the expected aver-
age lives of the securities. Fair values of private placement bonds are esti-
mated using a matrix that assumes a spread (based on interest rates and a risk
assessment of the bonds) over U.S. Treasury bonds. Realized gains and losses
are determined on the basis of specific identification and average cost meth-
ods for manager initiated and issuer initiated disposals, respectively.
47
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1996
1. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers all de-
mand deposits and interest-bearing accounts not related to the investment
function to be cash equivalents. All interest-bearing accounts classified as
cash equivalents have original maturities of three months or less.
Deferred Income Taxes
Deferred tax assets or liabilities are computed based on the difference be-
tween the financial statement and income tax bases of assets and liabilities
using the enacted marginal tax rate. Deferred tax assets or liabilities are
adjusted to reflect the pro-forma impact of unrealized gains and losses on
fixed maturity securities the Company has designated as available for sale un-
der SFAS No. 115. Changes in deferred tax assets or liabilities resulting from
this SFAS No. 115 adjustment are charged or credited directly to stockholder's
equity. Deferred income tax expenses or credits reflected in the Company's
Statement of Income are based on the changes in the deferred tax asset or lia-
bility from period to period (excluding the SFAS No. 115 adjustment).
Fair Value of Financial Instruments
First Golden has evaluated its financial instruments, including short-term
investments, and determined that carrying amounts reported in the balance
sheet approximate fair value.
2. INVESTMENT OPERATIONS
The Company accounts for its investments under the Statement of Financial
Accounting Standards ("SFAS") No. 115, "Accounting for Certain Investments in
Debt and Equity Securities". SFAS No. 115 requires companies to classify their
securities as either "available for sale", "held to maturity" or "trading". At
December 31, 1996, all of First Golden's fixed maturities are designated as
available for sale.
SFAS No. 115 requires the carrying value of fixed maturity securities clas-
sified as available for sale to be adjusted for changes in fair value, primar-
ily caused by interest rates. While other related accounts are adjusted as
discussed in Note 1, the insurance liabilities supported by these securities
are not adjusted under SFAS No. 115, thereby creating volatility in stockhold-
er's equity as interest rates change. As a result, the Company expects that
its stockholder's equity will be exposed to incremental volatility due to
changes in market interest rates and the accompanying changes in the reported
value of securities classified as available for sale, with equity increasing
as market interest rates decline and, conversely, decreasing as market inter-
est rates rise.
For the period December 17, 1996 through December 31, 1996, there were no
realized gains or losses on investments.
The major categories of investment income for the period December 17, 1996
through December 31, 1996 are summarized as follows (dollars in thousands):
<TABLE>
<S> <C>
Fixed maturities.............................. $57
Short-term investments........................ 9
---
66
Less investment expenses...................... (1)
---
Net investment income......................... $65
===
</TABLE>
48
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1996
2. INVESTMENT OPERATIONS (CONTINUED)
At December 31, 1996, amortized cost, gross unrealized gains and losses and
estimated fair value of the Company's fixed maturity securities designated as
available for sale are as follows:
<TABLE>
<CAPTION>
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
--------- ---------- ---------- ---------
(DOLLARS IN THOUSANDS)
<S> <C> <C> <C> <C>
U.S. government and governmental
agencies and authorities:
Mortgage-backed securities..... $ 4,870 $ 1 $ (36) $ 4,835
Other.......................... 396 -- (2) 394
Public utilities................ 983 -- (5) 978
Investment grade corporates..... 16,046 -- (120) 15,926
Below investment grade
corporates...................... 2,078 15 (6) 2,087
------- --- ----- -------
$24,373 $16 $(169) $24,220
======= === ===== =======
</TABLE>
The amortized cost and estimated fair value of fixed maturity securities by
contractual maturity at December 31, 1996, are shown below. Expected maturi-
ties will differ from contractual maturities because borrowers may have the
right to call or prepay obligations with or without call or prepayment penal-
ties.
<TABLE>
<CAPTION>
ESTIMATED FAIR
AMORTIZED COST VALUE
-------------- --------------
(DOLLARS IN THOUSANDS)
<S> <C> <C>
Due after one year through five years.......... $ 919 $ 912
Due after five years through ten years......... 18,584 18,473
------- -------
19,503 19,385
Mortgage-backed securities..................... 4,870 4,835
------- -------
$24,373 $24,220
======= =======
</TABLE>
During periods of significant interest rate volatility, the mortgages under-
lying mortgage-backed securities may prepay more quickly or more slowly than
anticipated. If the principal amount of such mortgages are prepaid earlier
than anticipated during periods of declining interest rates, investment income
may decline due to reinvestment of these funds at lower current market rates.
If principal repayments are slower than anticipated during periods of rising
interest rates, increases in investment yield may lag behind increases in in-
terest rates because funds will remain invested at lower historical rates
rather than reinvested at higher current rates. To mitigate this prepayment
volatility, the Company invests primarily in intermediate tranche collateral-
ized mortgage obligations ("CMOs"). CMOs are pools of mortgages that are seg-
regated into sections, or tranches, which provide sequential retirement of
bonds rather than a pro-rata share of principal return in the pass-through
structure. The Company owns no "interest only" or "principal only" mortgage-
backed securities. Further, the Company has not purchased obligations at sig-
nificant premiums, thereby limiting exposure to loss during periods of accel-
erated prepayments. At December 31, 1996, unamortized premiums on mortgage-
backed securities totaled $18,000 and unaccrued discounts on mortgage-backed
securities totaled $43,000.
The Company analyzes its investment portfolio at least quarterly in order to
determine if the carrying value of its investments has been impaired. The car-
rying value of debt and equity securities is written down to fair value by a
charge to realized losses when an impairment in value appears to be other than
temporary. During 1996, there were no investments having impairments in value
that were other than temporary.
At December 31, 1996, $400,000 in par value of fixed maturity investments
were on deposit with regulatory authorities pursuant to certain statutory re-
quirements.
No investment in any person or its affiliates (other than bonds issued by
agencies of the United States government) exceeded ten percent of stockhold-
er's equity at December 31, 1996.
49
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1996
3. INCOME TAXES
First Golden will file a separate federal income tax return. Deferred income
taxes have been established based upon temporary differences, the reversal of
which will result in taxable or deductible amounts in future years when the
related asset or liability is recovered or settled. The only component of
First Golden's deferred taxes is an asset in the amount of $54,000 related to
the unrealized depreciation of fixed maturities.
4. STOCKHOLDER'S EQUITY
First Golden is required to maintain a minimum total statutory-basis capital
and surplus of not less than $4,000,000 under the provisions of the insurance
laws of the State of New York in which it became licensed to sell variable an-
nuity products on January 2, 1997.
Under the provisions of the insurance laws of the State of New York, First
Golden cannot distribute any dividends to its stockholders unless a notice of
its intention to declare a dividend and the amount of the dividend has been
filed not less than thirty days in advance of the proposed declaration. The
superintendent may disapprove the distribution by giving written notice to the
Company within thirty days after the filing should the superintendent find
that the financial condition of the Company does not warrant the distribution.
5. RELATED PARTY TRANSACTIONS
On December 17, 1996, Golden American contributed $25,000,000 to First Gold-
en, $2,000,000 in common stock (200,000 shares at $10 per share) and
$23,000,000 of additional capital.
All expenses related to the incorporation and licensing of First Golden were
incurred by its Parent.
The Company has a service agreement with Golden American in which Golden
American will provide administrative and financial related services. As of De-
cember 31, 1996, no services had been rendered.
6. COMMITMENTS AND CONTINGENCIES
Leases
The Company leases its home office space which expires December 31, 2001.
The office space is currently under construction with an expected completion
date of February, 1997. As a result, no rent expense was incurred for the year
ended December 31, 1996. At December 31, 1996, minimum rental payments due un-
der the operating lease are:
<TABLE>
<S> <C>
1997..................................... $ 47,348
1998..................................... 75,756
1999..................................... 75,756
2000..................................... 75,756
2001..................................... 75,756
--------
$350,372
========
</TABLE>
50
<PAGE>
- --------------------------------------------------------------------------------
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
<TABLE>
<CAPTION>
ITEM PAGE
<S> <C>
INTRODUCTION....................................................... 1
Description of First Golden American Life Insurance Company of New
York............................................................... 1
Safekeeping of Assets.............................................. 1
The Administrator.................................................. 1
Independent Auditors............................................... 1
Distribution of Contracts.......................................... 1
Performance Information............................................ 2
IRA Partial Withdrawal Option...................................... 5
Other Information.................................................. 6
Financial Statements of Separate Account NY-B...................... 6
Appendix--Description of Bond Ratings.............................. A-1
</TABLE>
51
<PAGE>
- -------------------------------------------------------------------------------
STATEMENT OF ADDITIONAL INFORMATION (CONTINUED)
PLEASE TEAR OFF, COMPLETE AND RETURN THE FORM BELOW TO ORDER A FREE STATEMENT
OF ADDITIONAL INFORMATION FOR THE CONTRACTS OFFERED UNDER THE PROSPECTUS. AD-
DRESS THE FORM TO OUR CUSTOMER SERVICE CENTER, THE ADDRESS IS SHOWN ON THE
COVER.
...............................................................................
PLEASE SEND ME A FREE COPY OF THE STATEMENT OF ADDITIONAL INFORMATION FOR SEP-
ARATE ACCOUNT NY-B
PLEASE PRINT OR TYPE
----------------------------------
NAME
----------------------------------
SOCIAL SECURITY NUMBER
----------------------------------
STREET ADDRESS
----------------------------------
CITY, STATE, ZIP
(IN FG-3120 NY DVA PLUS 5/97)
...............................................................................
52
<PAGE>
(This page has been intentionally left blank.)
53
<PAGE>
APPENDIX A
MARKET VALUE ADJUSTMENT EXAMPLES
EXAMPLE #1: FULL SURRENDER -- EXAMPLE OF A NEGATIVE MARKET VALUE ADJUSTMENT
Assume $100,000 was allocated to a Fixed Allocation with a Guarantee Period
of ten years, a Guaranteed Interest Rate of 7.50%, an initial Index Rate ("I")
of 7.00%; that a full surrender is requested three years into the Guarantee
Period; that the then Index Rate for a seven year Guarantee Period ("J") is
8.0%; and that no prior transfers or partial withdrawals affecting this Fixed
Allocation have been made.
CALCULATE THE MARKET VALUE ADJUSTMENT
1. The Accumulation Value of the Fixed Allocation on the date of surrender
is $124,230 ($100,000 X 1.075/3/)
2. N = 2,555 (365 X 7)
3. Market Value Adjustment = $124,230 X 1.07 (/2,555/365/) = $9,700
------
[(1.0825) -1]
Therefore, the amount paid to you on full surrender ignoring any surrender
charge is $114,530 ($124,230 - $9,700).
EXAMPLE #2: FULL SURRENDER -- EXAMPLE OF A POSITIVE MARKET VALUE ADJUSTMENT
Assume $100,000 was allocated to a Fixed Allocation with a Guarantee Period
of ten years, a Guaranteed Interest Rate of 7.5%, an initial Index Rate ("I")
of 7.00%; that a full surrender is requested three years into the Guarantee
Period; that the then Index Rate for a seven year Guarantee Period ("J") is
6.0%; and that no prior transfers or partial withdrawals affecting this Fixed
Allocation have been made.
CALCULATE THE MARKET VALUE ADJUSTMENT
1. The Accumulation Value of the Fixed Allocation on the date of surrender
is $124,230 ($100,000 X 1.075)
2. N = 2,555 (365 X 7)
3. Market Value Adjustment = $124,230 X 1.07 (/2,555/365/) = $6,270
------
[(1.0625) -1]
Therefore, the amount paid to you on full surrender ignoring any surrender
charge is $130,500 ($124,230 + $6,270).
EXAMPLE #3: PARTIAL WITHDRAWAL -- EXAMPLE OF A NEGATIVE MARKET VALUE
ADJUSTMENT
Assume $200,000 was allocated to a Fixed Allocation with a Guarantee Period
of ten years, a Guaranteed Interest Rate of 7.5%, an initial Index Rate ("I")
of 7.00%; that a partial withdrawal of $114,530 is requested three years into
the Guarantee period; that the then Index Rate ("J") for a seven year Guaran-
tee Period is 8.0%; and that no prior transfers or partial withdrawals affect-
ing this Fixed Allocation have been made.
First calculate the amount that must be withdrawn from the Fixed Allocation
to provide the amount requested.
1. The Accumulation Value of the Fixed Allocation on the date of withdrawal
is $248,459 ($200,000 X 1.075)
2. N = 2,555 (365 X 7)
3. Amount that must be withdrawn = $114,530/ 1.07 /2,555/365/ = $124,230
------
[ (1.0825) ]
Then calculate the Market Value Adjustment on that amount
4. Market Value Adjustment = $124,230 X 1.07 (/2,555/365/) = $9,700
------
[(1.0825) -1]
A1
<PAGE>
Therefore, the amount of the partial withdrawal paid to you is $114,530, as
requested. The Fixed Allocation will be reduced by the amount of the partial
withdrawal, $114,530, and also reduced by the Market Value Adjustment of
$9,700, for a total reduction in the Fixed Allocation of $124,230.
EXAMPLE #4: PARTIAL WITHDRAWAL -- EXAMPLE OF A POSITIVE MARKET VALUE
ADJUSTMENT
Assume $200,000 was allocated to a Fixed Allocation with a Guarantee Period
of ten years, a Guaranteed Interest Rate of 7.5%, an initial Index Rate of
7.0%; that a partial withdrawal of $130,500 requested three years into the
Guarantee Period; that the then Index Rate ("J") for a seven year Guarantee
Period is 6.0%; and that no prior transfers or partial withdrawals affecting
this Fixed Allocation have been made.
First calculate the amount that must be withdrawn from the Fixed Allocation
to provide the amount requested.
1. The Accumulation Value of Fixed Allocation on the date of surrender is
$248,459 ($200,000 X 1.075)
2. N = 2,555 (365 X 7)
3. Amount that must be withdrawn = $130,500/ 1.07 /2,555/365/ = $124,230
------
[ (1.0625) ]
Then calculate the Market Value Adjustment on that amount
4. Market Value Adjustment = $124,230 X 1.07 /2,555/365/ = $6,270
------
[(1.0625) -1]
Therefore, the amount of the partial withdrawal paid to you is $130,500, as
requested. The Fixed Allocation will be reduced by the amount of the partial
withdrawal, $130,500, but increased by the Market Value Adjustment of $6,270,
for a total reduction in the Fixed Allocation of $124,230.
A2
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
First Golden American Life Insurance Company of New York
is a stock company domiciled in New York, New York.
IN FG-3120 NY DVA PLUS 5/97
<PAGE>
- --------------------------------------------------------------------------------
Empire PrimElite
Deferred Variable Annuity Prospectus
May 6, 1997
First Golden American Life Insurance Company
of New York
May 1, 1997
Equi-Select Series Trust
February 28, 1997
Travelers Series Fund Inc.
April 29, 1997
Smith Barney Series Fund Inc.
October 31, 1996
Smith Barney Concert Allocation Series Inc.
- --------------------------------------------------------------------------------
PE-1-NY 5.97
<PAGE>
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
DEFINITION OF TERMS....................................................... 1
SUMMARY OF CONTRACT....................................................... 3
FEE TABLE................................................................. 6
CONDENSED FINANCIAL AND OTHER INFORMATION................................. 9
Financial Statements.................................................... 9
Performance Related Information......................................... 9
INTRODUCTION.............................................................. 10
FACTS ABOUT THE COMPANY AND THE ACCOUNTS.................................. 10
First Golden............................................................ 10
The ESS Trust, Travelers Series Fund, Smith Barney Series Fund and Smith
Barney Concert Allocation Series....................................... 10
Separate Account NY-B................................................... 10
Account NY-B Divisions.................................................. 11
ESS Trust............................................................... 11
Travelers Series Fund................................................... 12
Smith Barney Series Fund................................................ 13
Smith Barney Concert Allocation Series.................................. 13
Changes Within Account NY-B............................................. 14
The Fixed Account....................................................... 14
FACTS ABOUT THE CONTRACT.................................................. 17
The Owner............................................................... 17
The Annuitant........................................................... 17
The Beneficiary......................................................... 18
Change of Owner or Beneficiary.......................................... 18
Availability of the Contract............................................ 18
Types of Contracts...................................................... 18
Your Right to Select or Change Contract Options......................... 19
Premiums................................................................ 19
Making Additional Premium Payments...................................... 19
Crediting Premium Payments.............................................. 20
Restrictions on Allocation of Premium Payments.......................... 20
Your Right to Reallocate................................................ 20
Dollar Cost Averaging................................................... 21
What Happens if a Division is Not Available............................. 22
Your Accumulation Value................................................. 22
Accumulation Value in Each Division..................................... 22
Measurement of Investment Experience.................................... 23
Cash Surrender Value.................................................... 23
Surrendering to Receive the Cash Surrender Value........................ 24
Partial Withdrawals..................................................... 24
Automatic Rebalancing................................................... 26
Proceeds Payable to the Beneficiary..................................... 26
Death Benefit Options................................................... 26
Reports to Owners....................................................... 27
When We Make Payments................................................... 27
CHARGES AND FEES.......................................................... 28
Charge Deduction Division............................................... 28
Charges Deducted from the Accumulation Value............................ 28
</TABLE>
i
<PAGE>
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Charges Deducted from the Divisions..................................... 30
Trust Expenses.......................................................... 30
CHOOSING YOUR ANNUITIZATION OPTIONS....................................... 30
Annuitization of Your Contract.......................................... 30
Annuity Commencement Date Selection..................................... 31
Frequency Selection..................................................... 31
The Annuitization Options............................................... 31
Payment When Named Person Dies.......................................... 32
OTHER CONTRACT PROVISIONS................................................. 32
In Case of Errors in Application Information............................ 32
Contract Changes -- Applicable Tax Law.................................. 33
Your Right to Cancel or Exchange Your Contract.......................... 33
Other Contract Changes.................................................. 33
Group or Sponsored Arrangements......................................... 33
Selling the Contract.................................................... 34
REGULATORY INFORMATION.................................................... 34
Voting Rights........................................................... 34
State Regulation........................................................ 34
Legal Proceedings....................................................... 35
Legal Matters........................................................... 35
Experts................................................................. 35
MORE INFORMATION ABOUT FIRST GOLDEN AMERICAN LIFE INSURANCE
COMPANY OF NEW YORK...................................................... 35
Management's Discussion and Analysis of Financial Condition and Results
of Operations.......................................................... 35
Directors and Executive Officers........................................ 38
FEDERAL TAX CONSIDERATIONS................................................ 40
Introduction............................................................ 40
Tax Status of First Golden.............................................. 40
Taxation on Non-Qualified Annuities..................................... 40
IRA Contracts and Other Qualified Retirement Plans In General........... 44
Federal Income Tax Withholding.......................................... 48
FINANCIAL STATEMENTS OF FIRST GOLDEN AMERICAN LIFE INSURANCE
COMPANY OF NEW YORK...................................................... 49
STATEMENT OF ADDITIONAL INFORMATION....................................... 60
Table of Contents....................................................... 60
Appendix A.............................................................. A-1
Market Value Adjustment Examples........................................ i
</TABLE>
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH OFFERING MAY NOT LAWFULLY BE MADE. NO PERSON IS AUTHORIZED TO MAKE ANY
REPRESENTATIONS IN CONNECTION WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN
THIS PROSPECTUS.
ii
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
First Golden American Life Insurance Company of New York is a stock company
domiciled in New York, New York.
DEFERRED COMBINATION VARIABLE AND FIXED ANNUITY PROSPECTUS
EMPIRE PRIMELITE
This prospectus describes individual deferred variable annuity Contracts
(the "Contract") offered by First Golden American Life Insurance Company of
New York ("First Golden," "we," "our" or "us"). The Owner ("you" or "your")
purchases the Contract with an Initial Premium and is permitted to make
additional premium payments.
The Contract is funded by two accounts, Separate Account NY-B ("Account NY-
B") and the Fixed Account (collectively, the "Accounts").
Thirteen divisions of Account NY-B are currently available under the
Contract. The investments available through the Divisions of Account NY-B
include mutual fund portfolios (the "Series") of the Equi-Select Series Trust
(the "ESS Trust"), Travelers Series Fund Inc. (the "Travelers Series Fund"),
Smith Barney Series Fund Inc. (the "Smith Barney Series Fund") and Smith
Barney Concert Allocation Series Inc. (the "Smith Barney Concert Allocation
Series"). The investments available through the Fixed Account include various
Fixed Allocations which we credit with fixed rates of interest for the
Guarantee Periods you select. We currently offer Guarantee Periods with
durations of 1, 3, 5, 7 and 10 years. We reserve the right at any time to
increase or decrease the number of Guarantee Periods offered. Not all
Guarantee Periods may be available for new allocations.
This prospectus describes the Contract and provides background information
regarding Account NY-B and the Fixed Account. The prospectuses for the ESS
Trust, Travelers Series Fund, Smith Barney Series Fund and Smith Barney
Concert Allocation Series (individually, "a Fund," and collectively, "the
Funds"), which must accompany this prospectus, provide information regarding
investment activities and policies of the Funds.
You may allocate your premiums among the thirteen Divisions and the Fixed
Allocations available under the Contract in any way you choose, subject to
certain restrictions. You may change the allocation of your Accumulation Value
during a Contract Year free of charge. We reserve the right, however, to
assess a charge for each allocation change after the twelfth allocation change
in a Contract Year.
Your Accumulation Value in Account NY-B will vary in accordance with the
investment performance of the Divisions selected by you. Therefore, you bear
the entire investment risk for all amounts allocated to Account NY-B. You also
bear the investment risk with respect to surrenders, partial withdrawals,
transfers and annuitization from a Fixed Allocation prior to the end of the
applicable Guarantee Period. Such surrender, partial withdrawal, transfer or
annuitization may be subject to a Market Value Adjustment, which could have
the effect of either increasing or decreasing your Accumulation Value.
We will pay a death benefit to the Beneficiary if the Owner dies prior to
the Annuity Commencement Date or the Annuitant dies prior to the Annuity
Commencement Date when the Owner is other than an individual.
This prospectus describes your principal rights and limitations and sets
forth the information concerning the Accounts that investors should know
before investing. A Statement of Additional Information, dated May 6, 1997,
about Account NY-B has been filed with the Securities and Exchange Commission
("SEC") and is available without charge upon request. To obtain a copy of this
document call or write our Customer Service Center. The Table of Contents of
the Statement of Additional Information may be found on the last page of this
prospectus. The Statement of Additional Information is incorporated herein by
reference.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.
CONTRACTS AND UNDERLYING SERIES SHARES WHICH FUND THE CONTRACTS 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
MARKET FLUCTUATION, REINVESTMENT RISK AND POSSIBLE LOSS OF PRINCIPAL INVESTED.
PLEASE READ THIS PROSPECTUS AND KEEP IT FOR FUTURE REFERENCE. IT IS NOT
VALID UNLESS ACCOMPANIED BY THE CURRENT PROSPECTUSES FOR THE ESS TRUST,
TRAVELERS SERIES FUND, SMITH BARNEY SERIES FUND AND SMITH BARNEY CONCERT
ALLOCATION SERIES.
<TABLE>
<S> <C> <C> <C>
ISSUED BY: DISTRIBUTED BY: HOME OFFICE: ADMINISTERED AT:
First Golden American Life Directed Services, Inc. New York, New York Customer Service Center
Insurance Company of New York Wilmington, Delaware Mailing Address:
19801 230 Park Avenue, Suite 966
New York, NY 10169
1-800-963-9539
</TABLE>
PROSPECTUS DATED: MAY 6, 1997
<PAGE>
DEFINITION OF TERMS
ACCOUNTS -- Separate Account NY-B and the Fixed Account.
ACCUMULATION VALUE -- The total amount invested under the Contract.
Initially, this amount is equal to the premium paid. Thereafter, the
Accumulation Value will reflect the premiums paid, investment experience of
the Divisions and interest credited to your Fixed Allocations, charges
deducted and any partial withdrawals.
ANNUAL RATCHET ENHANCED DEATH BENEFIT OPTION -- An enhanced death benefit
option that may be elected only at issue and only if the Owner or Annuitant
(when the Owner is other than an individual) is age 79 or younger. The
enhanced death benefit provided by this option is the highest Accumulation
Value on any Contract Anniversary on or prior to the Owner turning age 80, as
adjusted for additional premiums and partial withdrawals.
ANNUITANT -- The person designated by the Owner to be the measuring life in
determining Annuity Payments.
ANNUITY COMMENCEMENT DATE -- The date on which Annuity Payments begin.
ANNUITY OPTIONS -- Options the Owner selects that determine the form and
amount of Annuity Payments.
ANNUITY PAYMENT -- The periodic payment an Owner receives. It may be either
a fixed or a variable amount based on the Annuity Option chosen.
ATTAINED AGE -- The Issue Age of the Owner or Annuitant plus the number of
full years elapsed since the Contract Date.
BENEFICIARY -- The person designated to receive benefits in the case of the
death of the Owner or the Annuitant (when the Owner is other than an
individual).
BUSINESS DAY -- Any day the New York Stock Exchange ("NYSE") is open for
trading, exclusive of Federal holidays, or any day on which the SEC requires
that mutual funds, unit investment trusts or other investment portfolios be
valued.
CASH SURRENDER VALUE -- The amount the Owner receives upon surrender of the
Contract, including any Market Value Adjustment.
CHARGE DEDUCTION DIVISION -- The Division from which all charges are
deducted if so designated by you. The Charge Deduction Division currently is
the Money Market Division.
CONTINGENT ANNUITANT -- The person designated by the Owner who, upon the
Annuitant's death prior to the Annuity Commencement Date, becomes the
Annuitant.
CONTRACT -- The entire Contract consisting of the basic Contract and any
riders or endorsements.
CONTRACT ANNIVERSARY -- The anniversary of the Contract Date.
CONTRACT DATE -- The date on which we have received the Initial Premium and
upon which we begin determining the Contract values. It may or may not be the
same as the Issue Date. This date is used to determine Contract months,
processing dates, years and anniversaries.
CONTRACT PROCESSING DATES -- The days when we deduct certain charges from
the Accumulation Value. If the Contract Processing Date is not a Valuation
Date, it will be on the next succeeding Valuation Date. The Contract
Processing Dates will be once each year on the Contract Anniversary.
CONTRACT PROCESSING PERIOD -- The first Contract processing period begins
with the Contract Date and ends at the close of business on the first Contract
Processing Date. All subsequent Contract processing periods begin at the close
of business on the most recent Contract Processing Date and extend to the
close of business on the next Contract Processing Date. There is one Contract
processing period each year.
1
<PAGE>
CONTRACT YEAR -- The period between Contract anniversaries.
CUSTOMER SERVICE CENTER -- Where service is provided to you. The mailing
address and telephone number of the Customer Service Center are shown on the
cover.
DIVISIONS -- The investment options available under Account NY-B.
ENDORSEMENTS -- An endorsement changes or adds provisions to the Contract.
EXPERIENCE FACTOR -- The factor which reflects the investment experience of
the portfolio in which a Division invests and also reflects the charges
assessed against the Division for a Valuation Period.
FIXED ACCOUNT -- An Account which contains all of our assets that support
Owner Fixed Allocations and any interest credited thereto.
FIXED ALLOCATION -- An amount allocated to the Fixed Account that is
credited with a Guaranteed Interest Rate for a specified Guarantee Period.
FREE LOOK PERIOD -- The period of time within which the Owner may examine
the Contract and return it for a refund.
GUARANTEED INTEREST RATE -- The effective annual interest rate which we will
credit for a specified Guarantee Period. The Guaranteed Interest Rate will
never be less than 3%.
GUARANTEE PERIOD -- The period of time for which a rate of interest is
guaranteed to be credited to a Fixed Allocation. We currently offer Guarantee
Periods with durations of 1, 3, 5, 7 and 10 years.
INDEX OF INVESTMENT EXPERIENCE -- The index that measures the performance of
a Division.
INITIAL PREMIUM -- The payment required to put a Contract into effect.
ISSUE AGE -- The Owner's or Annuitant's age on his or her last birthday on
or before the Contract Date.
ISSUE DATE -- The date the Contract is issued at our Customer Service
Center.
MARKET VALUE ADJUSTMENT -- A positive or negative adjustment made to a Fixed
Allocation. It may apply to certain withdrawals and transfers, whether in
whole or in part, and annuitizations of all or part of a Fixed Allocation
prior to the end of a Guarantee Period.
MATURITY DATE -- The date on which a Guarantee Period matures.
OWNER -- The person who owns the Contract and is entitled to exercise all
rights under the Contract. This person's death also initiates payment of the
death benefit.
RIDER -- A rider amends the Contract, in certain instances adding benefits.
SPECIALLY DESIGNATED DIVISION -- The Division to which distributions from a
portfolio underlying a Division in which reinvestment is not available will be
allocated unless you specify otherwise. The Specially Designated Division
currently is the Money Market Division.
STANDARD DEATH BENEFIT OPTION -- The death benefit option that you will
receive under the Contract unless the Annual Ratchet Death Benefit Option is
elected. The death benefit provided by this option is equal to the greatest of
(i) Accumulation Value; (ii) total premium payments less any partial
withdrawals; and (iii) Cash Surrender Value.
VALUATION DATE -- The day at the end of a Valuation Period when each
Division is valued.
VALUATION PERIOD -- Each business day together with any non-business days
before it.
2
<PAGE>
SUMMARY OF CONTRACT
This prospectus has been designed to provide you with information regarding
the Contract and the Accounts which fund the Contract. Information concerning
the Series underlying the Divisions of Account NY-B and the Fixed Account is
set forth in the Funds' prospectuses.
This summary is intended to provide only a very brief overview of the more
significant aspects of the Contract. Further detail is provided in this
prospectus and in the Contract. The Contract, together with any riders or
endorsements, constitutes the entire agreement between you and us and should
be retained as part of your permanent records.
This prospectus has been designed to provide you with the necessary
information to make a decision on purchasing the Contract. You have a choice
of investments. We do not promise that your Accumulation Value will increase.
Depending on the investment experience of the Divisions and interest credited
to the Fixed Allocations in which you are invested, your Accumulation Value,
Cash Surrender Value and death benefit may increase or decrease on any day.
You bear the investment risk.
DESCRIPTION OF THE CONTRACT
The Contract is designed to establish retirement benefits for two types of
purchasers. The first type of purchaser is one who is eligible to participate
in, and purchases a Contract for use with, an individual retirement annuity
("IRA") meeting the requirements of section 408(b) of the Internal Revenue
Code of 1986 ("qualified plan"). For a Contract funding a qualified plan,
distributions may be made to you to satisfy requirements imposed by Federal
tax law. The second type of purchaser is one who purchases a Contract outside
of a qualified plan ("non-qualified plan").
The Contract also offers a choice of Annuity Options to which you may apply
all or a portion of the Accumulation Value on the annuity commencement date or
the Cash Surrender Value upon surrender of the Contract. See Choosing Your
Annuity Options.
AVAILABILITY
We can issue a Contract if both the Annuitant and the Owner are not older
than age 85 and accept additional premium payments until either the Annuitant
or Owner reaches the Attained Age of 85 for non-qualified plans (age 70 for
qualified plans, except for rollover contributions). The minimum Initial
Premium is $10,000 for a non-qualified plan and $1,500 for a qualified plan.
We may change the minimum initial or additional premium requirements for
certain group or sponsored arrangements. See Other Contract Provisions, Group
or Sponsored Arrangements.
The minimum additional premium payment we will accept is $500 for a non-
qualified plan and $250 for a qualified plan. You must receive our prior
approval before making a premium payment that causes the Accumulation Value of
all annuities that you maintain with us to exceed $1,000,000.
THE DIVISIONS
Each of the thirteen Divisions of Account NY-B offered under this prospectus
invests in a mutual fund portfolio with its own distinct investment objectives
and policies. Each Division of Account NY-B invests in a corresponding Series
of the ESS Trust, managed by Equitable Investment Services, Inc. ("EISI") a
corresponding Series of the Travelers Series Fund, managed by Smith Barney
Mutual Funds Management Inc. ("SBMFM"), a corresponding Series of the Smith
Barney Series Fund, managed by SBMFM or a corresponding Series of the Smith
Barney Concert Allocation Series, managed by Travelers Investment Adviser,
Inc. ("TIA") (TIA, together with SBMFM and EISI, the "Managers"). The Trusts
and the Managers have retained several portfolio managers to manage the assets
of each Series. See Facts About the Company and the Accounts, Account NY-B
Divisions.
3
<PAGE>
HOW THE ACCUMULATION VALUE VARIES
The Accumulation Value in the Divisions varies each day based on investment
results. You bear the risk of poor investment performance and you receive the
benefits from favorable investment performance. The Accumulation Value also
reflects premium payments, charges deducted and partial withdrawals. See Facts
About the Contract, Accumulation Value in Each Division.
THE FIXED ACCOUNT
The investments available through the Fixed Account include various Fixed
Allocations which we credit with fixed rates of interest for the Guarantee
Periods you select. We reset the interest rates for new Guarantee Periods
periodically based on our sole discretion. We may offer Guarantee Periods from
one to ten years. We currently offer Guarantee Periods with durations of 1, 3,
5, 7 and 10 years.
You bear the investment risk with respect to surrenders, partial
withdrawals, transfers and annuitization from your Fixed Allocations. A
surrender, partial withdrawal, transfer or annuitization made prior to the end
of a Guarantee Period may be subject to a Market Value Adjustment, which could
have the effect of either increasing or decreasing your Accumulation Value. We
will not apply a Market Value Adjustment on a surrender, partial withdrawal,
transfer or annuitization made within 30 days prior to the Maturity Date of
the applicable Guarantee Period or certain transfers made in connection with
the dollar cost averaging program. Systematic withdrawals from a Fixed
Allocation also are not subject to a Market Value Adjustment.
MARKET VALUE ADJUSTMENT
We will apply a Market Value Adjustment, subject to certain exceptions, to a
surrender, partial withdrawal, transfer or annuitization from a Fixed
Allocation made prior to the end of a Guarantee Period. The Market Value
Adjustment does not apply to amounts invested in Account NY-B.
SURRENDERING YOUR CONTRACT
You may surrender the Contract and receive its Cash Surrender Value at any
time while both the Annuitant and Owner are living and before the Annuity
Commencement Date. See Facts About the Contract, Cash Surrender Value and
Surrendering to Receive the Cash Surrender Value.
TAKING PARTIAL WITHDRAWALS
After the Free Look Period, prior to the annuity commencement date and while
the Contract is in effect, you may take partial withdrawals from the
Accumulation Value of your Contract. You may elect in advance to take
systematic partial withdrawals on a monthly or quarterly basis. If you have an
IRA Contract, you may elect IRA partial withdrawals on a monthly, quarterly or
annual basis.
Partial withdrawals are subject to certain restrictions as defined in this
prospectus, including a surrender charge and a Market Value Adjustment.
Partial withdrawals above a specified percentage of your Accumulation Value
may be subject to a surrender charge. See Facts About the Contract, Partial
Withdrawals.
DOLLAR COST AVERAGING
Under this program, you may choose to have a specified dollar amount
transferred from either the Money Market Division or a Fixed Allocation with a
one year Guarantee Period to the other Divisions of Account NY-B on a monthly
basis with the objective of shielding your investment from short-term price
fluctuations. See Facts About the Contract, Dollar Cost Averaging.
YOUR RIGHT TO CANCEL THE CONTRACT
You may cancel your Contract within the Free Look Period which is a ten day
period of time beginning once you receive the Contract. For purposes of
administering our allocation and certain other administrative
4
<PAGE>
rules, we deem this period to end 15 days after the Contract is mailed from
our Customer Service Center. Some states may require that we provide a longer
free look period. In some states we restrict the Initial Premium allocation
during the Free Look Period. See Other Contract Provisions, Your Right to
Cancel or Exchange Your Contract.
YOUR RIGHT TO CHANGE THE CONTRACT
The Contract may be changed to another annuity plan subject to our rules at
the time of the change. See Other Contract Provisions, Other Contract Changes.
DEATH BENEFIT OPTIONS
The Contract provides a death benefit to the beneficiary if the Owner dies
prior to the Annuity Commencement Date. Subject to our rules, there are two
death benefit options that may be available to you under the Contract: the
Standard Death Benefit Option and the Annual Ratchet Enhanced Death Benefit
Option. See Facts About the Contract, Death Benefit Options. We may offer a
reduced death benefit under certain group and sponsored arrangements. See
Other Contract Provisions, Group or Sponsored Arrangements.
DEDUCTIONS FOR CHARGES AND FEES
We invest the entire amount of the initial and any additional premium
payments in the Divisions and the Fixed Allocations you select, subject to
certain restrictions we impose. See Facts About the Contract, Restrictions on
Allocation of Premium Payments. We then may deduct an annual Contract fee from
your Accumulation Value; other charges, including the mortality and expense
risk charge and asset based administrative charge, are deducted from the
Account NY-B Divisions. See Fee Table, Other Contract Provisions, Charges and
Fees. We may reduce certain charges under group or sponsored arrangements. See
Other Contract Provisions, Group or Sponsored Arrangements. Unless you have
elected the Charge Deduction Division, charges are deducted proportionately
from all Account NY-B Divisions in which you are invested. If there is no
Accumulation Value in these Divisions, charges will be deducted from your
Fixed Allocations starting with Guarantee Periods nearest their Maturity Dates
until such charges have been deducted.
FEDERAL INCOME TAXES
The ultimate effect of Federal income taxes on the amounts held under an
annuity Contract, on Annuity Payments and on the economic benefits to the
Owner, Annuitant or Beneficiary depends on First Golden's tax status and upon
the tax status of the individuals concerned. In general, an Owner is not taxed
on increases in value under an annuity Contract until some form of
distribution is made under it. There may be tax penalties if you make a
withdrawal or surrender the Contract before reaching age 59 1/2. See Federal
Tax Considerations.
5
<PAGE>
FEE TABLE
TRANSACTION EXPENSES /(1)/
Contingent Deferred Sales Charge /(2)/ (imposed as a percentage of premium
payments withdrawn upon excess partial withdrawal or surrender): /(3)/
<TABLE>
<CAPTION>
COMPLETE YEARS ELAPSED SURRENDER
SINCE PREMIUM PAYMENT CHARGE
---------------------- ---------
<S> <C>
0............................................................ 7%
1............................................................ 6%
2............................................................ 5%
3............................................................ 4%
4............................................................ 3%
5............................................................ 2%
6............................................................ 1%
7+........................................................... 0%
</TABLE>
<TABLE>
<S> <C>
Excess Allocation Charge............................................... $0/(4)/
ANNUAL CONTRACT FEES:
Administrative Charge.................................................. $30
</TABLE>
(Waived if the Accumulation Value equals or exceeds $100,000 at the end of the
Contract Year, or once the sum of premiums paid equals or exceeds $100,000.)
SEPARATE ACCOUNT ANNUAL EXPENSES (percentage of assets in each
Division): /(5)/
<TABLE>
<CAPTION>
ENHANCED DEATH
STANDARD BENEFIT
-------- --------------
ANNUAL
RATCHET
<S> <C> <C>
Mortality and Expense Risk Charge.................... 1.10% 1.25%
Asset Based Administrative Charge.................... 0.15% 0.15%
---- ----
Total Separate Account Expenses...................... 1.25% 1.40%
</TABLE>
THE ESS TRUST ANNUAL EXPENSES:
<TABLE>
<CAPTION>
OTHER TOTAL
EXPENSES EXPENSES
AFTER EXPENSE AFTER EXPENSE
SERIES FEES /(6)/ REIMBURSEMENT/(7)/ REIMBURSEMENT
------ ---------- ------------------ -------------
<S> <C> <C> <C>
OTC Portfolio................... 0.80% 0.40% 1.20%
Research Portfolio.............. 0.80% 0.40% 1.20%
Total Return Portfolio.......... 0.80% 0.40% 1.20%
</TABLE>
TRAVELERS SERIES FUND EXPENSES:
<TABLE>
<CAPTION>
OTHER TOTAL
SERIES FEES EXPENSES EXPENSES
------ ---- -------- --------
<S> <C> <C> <C>
Smith Barney Income and Growth....................... 0.65% 0.08% 0.73%
Smith Barney International Equity.................... 0.90% 0.20% 1.10%
Smith Barney High Income............................. 0.60% 0.24% 0.84%
Smith Barney Money Market /(8)/...................... 0.60% 0.14% 0.74%
</TABLE>
6
<PAGE>
SMITH BARNEY SERIES FUND EXPENSES:
<TABLE>
<CAPTION>
OTHER TOTAL
SERIES FEES EXPENSES EXPENSES
------ ---- -------- --------
<S> <C> <C> <C>
Appreciation Portfolio.............................. 0.75% 0.10% 0.85%
</TABLE>
SMITH BARNEY CONCERT ALLOCATION SERIES ANNUAL EXPENSES:
<TABLE>
<CAPTION>
OTHER EXPENSES TOTAL EXPENSES
MANAGEMENT AFTER EXPENSE AFTER EXPENSE
SERIES FEES /(9)/ REIMBURSEMENT /(10)/ REIMBURSEMENT /(10)/
------ ---------- ---------------------- ----------------------
<S> <C> <C> <C>
Select High Growth Port-
folio.................. .35% 0% .35%
Select Growth Portfo-
lio.................... .35% 0% .35%
Select Balanced Portfo-
lio.................... .35% 0% .35%
Select Conservative
Portfolio.............. .35% 0% .35%
Select Income Portfo-
lio.................... .35% 0% .35%
</TABLE>
- ------------------
(1) A Market Value Adjustment, which may increase or decrease your
Accumulation Value, may apply to certain transactions. See Market Value
Adjustment.
(2) We also deduct a charge for premium taxes (which can range from 0% to 3.5%
of premium) from your Accumulation Value upon surrender, excess partial
withdrawals or on the Annuity Commencement Date. See Premium Taxes.
(3) For purposes of calculating the surrender charge for the excess partial
withdrawal, (i) we treat premium payments as being withdrawn on a first-in
first-out basis, and (ii) amounts withdrawn which are not considered an
excess partial withdrawal are not treated as a withdrawal of any premium
payments. See Charges Deducted from the Accumulation Value, Surrender
Charge for Excess Partial Withdrawals.
(4) We reserve the right to impose a charge in the future at a maximum of $25
or each allocation change in excess of twelve per Contract Year. See
Excess Allocation Charge.
(5) See Facts About the Contract, Death Benefit Options, for a description of
the Contract's Standard and Annual Ratchet Death Benefit Options.
(6) Fees decline as combined assets increase (see Account NY-B Divisions and
the Trust prospectuses for details).
(7) Other expenses shown take into account the effect of EISI's agreement to
reimburse the portfolios for all operating expenses, excluding management
fees, that exceed 0.40% of its average daily net assets. This
reimbursement is voluntary and can be terminated at any time. Prior to
February 3, 1997, EISI had an agreement to reimburse each portfolio for
all operating expenses, excluding management fees, that exceeded 0.75% of
its average daily net assets. In the absence of the current reimbursement
agreement, other expenses would have been 0.55%, 0.51% and 0.45%,
respectively for the OTC, Research and Total Return Portfolios, for the
year ended December 31, 1996.
(8) SBMFM, the fund's investment manager, waived all or part of its management
fees for the year ended October 31, 1996 for the Money Market Portfolio
such that the actual total annual expenses charged in 1996 was 0.65%. This
voluntary fee waiver can be terminated at any time.
(9) Each Select Portfolio of Smith Barney Concert Allocation Series, as a
shareholder of the underlying Smith Barney Funds (see "Smith Barney
Concert Allocation Series" following), also will indirectly bear its
proportionate share of any investment management fees and other expenses
paid by the underlying Smith Barney Funds.
(10) TIA, the manager of each Select Portfolio, has agreed to bear all
expenses of these Select Portfolios of Smith Barney Concert Allocation
Series other than the management fee and extraordinary expenses.
EXAMPLES:
The examples do not take into account any deduction for premium taxes.
Premium taxes currently range from 0% to 3.5% of premium payments. There may
be surrender charges if you choose to annuitize within the first three
Contract Years.
7
<PAGE>
If at issue you elect the Annual Ratchet Enhanced Death Benefit Option and
you surrender your Contract at the end of the applicable time period, you
would pay the following expenses for each $1,000 of Initial Premium assuming a
5% annual return on assets:
<TABLE>
<CAPTION>
DIVISION ONE YEAR THREE YEARS FIVE YEARS TEN YEARS
- -------- -------- ----------- ---------- ---------
<S> <C> <C> <C> <C>
OTC.................................. $87.22 $123.50 $162.33 $301.38
Research............................. $87.22 $123.50 $162.33 $301.38
Total Return......................... $87.22 $123.50 $162.33 $301.38
Smith Barney Income and Growth....... $82.51 $109.36 $118.75 $254.34
Smith Barney International Equity.... $86.22 $120.51 $157.36 $291.57
Smith Barney High Income............. $83.62 $112.69 $144.32 $265.57
Smith Barney Money Market............ $82.62 $109.67 $139.26 $255.37
Appreciation Portfolio............... $83.72 $112.99 $144.83 $266.58
Select High Growth Portfolio......... $78.69 $ 97.78 $119.27 $214.54
Select Growth Portfolio.............. $78.69 $ 97.78 $119.27 $214.54
Select Balanced Portfolio............ $78.69 $ 97.78 $119.27 $214.54
Select Conservative Portfolio........ $78.69 $ 97.78 $119.27 $214.54
Select Income Portfolio.............. $78.69 $ 97.78 $119.27 $214.54
</TABLE>
If at issue you elect the Annual Ratchet Enhanced Death Benefit Option and
you do not surrender your Contract or if you annuitize on the Annuity
Commencement Date, you would pay the following expenses for each $1,000 of
Initial Premium assuming a 5% annual return on assets:
<TABLE>
<CAPTION>
DIVISION ONE YEAR THREE YEARS FIVE YEARS TEN YEARS
- -------- -------- ----------- ---------- ---------
<S> <C> <C> <C> <C>
OTC.................................. $27.22 $83.50 $142.33 $301.38
Research............................. $27.22 $83.50 $142.33 $301.38
Total Return......................... $27.22 $83.50 $142.33 $301.38
Smith Barney Income and Growth....... $22.51 $69.36 $138.75 $254.34
Smith Barney International Equity.... $26.22 $80.51 $137.36 $291.57
Smith Barney High Income............. $23.62 $72.69 $124.32 $265.57
Smith Barney Money Market............ $22.62 $69.67 $119.26 $255.37
Appreciation Portfolio............... $23.72 $72.99 $124.83 $266.58
Select High Growth Portfolio......... $19.68 $57.78 $ 99.27 $214.54
Select Growth Portfolio.............. $19.68 $57.78 $ 99.27 $214.54
Select Balanced Portfolio............ $19.68 $57.78 $ 99.27 $214.54
Select Conservative Portfolio........ $19.68 $57.78 $ 99.27 $214.54
Select Income Portfolio.............. $19.68 $57.78 $ 99.27 $214.54
</TABLE>
The purpose of the Fee Table is to assist you in understanding the various
costs and expenses that you will bear directly or indirectly. For purposes of
computing the annual per Contract administrative charge, the dollar amounts
shown in the examples are based on an Initial Premium of $33,000.
The examples reflect the election at issue of the Annual Ratchet Enhanced
Death Benefit Option. If the Standard Death Benefit Option is elected, the
actual expenses incurred will be less than those represented in the Examples.
THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN, SUBJECT TO
THE GUARANTEES UNDER THE CONTRACT.
8
<PAGE>
CONDENSED FINANCIAL AND OTHER INFORMATION
No condensed financial information for Account NY-B is presented because, as
of the date of this prospectus, Account NY- B had not yet commenced
operations.
FINANCIAL STATEMENTS
The audited financial statements of First Golden prepared in accordance with
generally accepted accounting principles for the period ended December 31,
1996 (as well as the auditors' report thereon) are contained in the
Prospectus.
PERFORMANCE RELATED INFORMATION
Performance information for the Divisions of Account NY-B, including the
yield and effective yield of the Money Market Division, the yield of the
remaining Divisions, and the total return of all Divisions may appear in
reports and promotional literature to current or prospective Owners.
Current yield for the Money Market Division will be based on income received
by a hypothetical investment over a given 7-day period (less expenses accrued
during the period), and then "annualized" (i.e., assuming that the 7-day yield
would be received for 52 weeks, stated in terms of an annual percentage return
on the investment). "Effective yield" for the Money Market Division is
calculated in a manner similar to that used to calculate yield, but when
annualized, the income earned by the investment is assumed to be reinvested.
The "effective yield" will be slightly higher than the "yield" because of the
compounding effect of earnings.
For the remaining Divisions, quotations of yield will be based on all
investment income per unit (Accumulation Value divided by the index of
investment experience, see Facts About the Contract, Measurement of Investment
Experience, Index of Investment Experience and Unit Value) earned during a
given 30-day period, less expenses accrued during the period ("net investment
income"). Quotations of average annual total return for any Division will be
expressed in terms of the average annual compounded rate of return on a
hypothetical investment in a Contract over a period of one, five, and ten
years (or, if less, up to the life of the Division), and will reflect the
deduction of the applicable surrender charge, the administrative charge and
the applicable mortality and expense risk charge. See Charges and Fees.
Quotations of total return may simultaneously be shown for other periods that
do not take into account certain contractual charges, such as the surrender
charge.
Performance information for a Division may be compared, in reports and
promotional literature, to: (i) the Standard & Poor's 500 Stock Index ("S&P
500"), Dow Jones Industrial Average ("DJIA"), Donoghue Money Market
Institutional Averages, or other indices measuring performance of a pertinent
group of securities so that investors may compare a Division's results with
those of a group of securities widely regarded by investors as representative
of the securities markets in general; (ii) other variable annuity separate
accounts or other investment products tracked by Lipper Analytical Services, a
widely used independent research firm which ranks mutual funds and other
investment companies by overall performance, investment objectives, and
assets, or tracked by other ratings services, including VARDS, companies,
publications, or persons who rank separate accounts or other investment
products on overall performance or other criteria; and (iii) the Consumer
Price Index (measure for inflation) to assess the real rate of return from an
investment in the Contract. Unmanaged indices may assume the reinvestment of
dividends but generally do not reflect deductions for administrative and
management costs and expenses.
Performance information for any Division reflects only the performance of a
hypothetical Contract under which the Accumulation Value is allocated to a
Division during a particular time period on which the calculations are based.
Performance information should be considered in light of the investment
objectives and policies, characteristics and quality of the portfolio of the
Series of the respective Fund in which the Division invests and the market
conditions during the given time period, and should not be considered as a
representation of what may be achieved in the future. For a description of the
methods used to determine yield and total return for the Divisions, see the
Statement of Additional Information.
Reports and promotional literature may also contain other information
including the ranking of any Division derived from rankings of variable
annuity separate accounts or other investment products tracked by Lipper
Analytical Services or by rating services, companies, publications, or other
persons who rank separate accounts or other investment products on overall
performance or other criteria. First Golden may, from time to time, include in
its advertising and sales materials, tax deferred compounding charts and other
hypothetical illustrations, which may include comparisons of currently taxable
and tax deferred investment programs, based on selected tax brackets.
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INTRODUCTION
The following information describes the Contract and the Accounts which fund
the Contract, Account NY-B and the Fixed Account. Account NY-B invests in
mutual fund portfolios of the Funds. The Fixed Account contains all of the
assets that support Owner Fixed Allocations which we credit with Guaranteed
Interest Rates for the Guarantee Periods you select.
FACTS ABOUT THE COMPANY AND THE ACCOUNTS
FIRST GOLDEN
First Golden American Life Insurance Company of New York ("First Golden" or
the "Company") is a stock life insurance company organized under the laws of
the State of New York. First Golden is a wholly owned subsidiary of Golden
American Life Insurance Company. Golden American Life Insurance Company, in
turn, is an indirect wholly owned subsidiary of the Equitable of Iowa
Companies, a holding company for Equitable Life Insurance Company of Iowa, USG
Annuity & Life Company, Locust Street Securities, Inc., Equitable American
Insurance Company, Equitable Investment Services, Inc. ("EISI"), Golden
American, and Directed Services, Inc. ("DSI"). First Golden is authorized to
do business only in the State of New York. First Golden offers variable
annuities.
THE ESS TRUST, TRAVELERS SERIES FUND, SMITH BARNEY SERIES FUND AND SMITH
BARNEY CONCERT ALLOCATION SERIES
The Travelers Series Fund, the Smith Barney Series Fund and the Smith Barney
Concert Allocation Series are open-end management investment companies, more
commonly called mutual funds. The Travelers Series Fund and the Smith Barney
Series Fund shares may also be available to other separate accounts funding
variable insurance products offered by First Golden. This is called "mixed
funding."
The Travelers Series Fund, the Smith Barney Series Fund and the Smith Barney
Concert Allocation Series may also sell their shares to separate accounts of
other insurance companies, both affiliated and not affiliated with First
Golden. This is called "shared funding." Although we do not anticipate any
inherent difficulties arising from either mixed or shared funding, it is
theoretically possible that, due to differences in tax treatment or other
considerations, the interest of Owners of various Contracts participating in
the Travelers Series Fund or the Smith Barney Series Fund might at sometime be
in conflict. The Boards of the Travelers Series Fund, the Smith Barney Series
Fund and the Smith Barney Concert Allocation Series and we and any other
insurance companies participating in the Travelers Series Fund, the Smith
Barney Series Fund or the Smith Barney Concert Allocation Series are required
to monitor events to identify any material conflicts that arise from the use
of the Travelers Series Fund, the Smith Barney Series Fund or the Smith Barney
Concert Allocation Series for mixed and/or shared funding or between various
policy Owners and pension and retirement plans. For more information about the
risks of mixed and shared funding, please refer to the Travelers Series Fund,
the Smith Barney Series Fund and the Smith Barney Concert Allocation Series
prospectuses.
The ESS Trust is also an open-end management investment company. Currently,
the ESS Trust's shares are not available to separate accounts of other
insurance companies except affiliated insurance companies such as First
Golden. It is anticipated that in the future the ESS Trust will become
available to separate accounts of unaffiliated companies
You will find complete information about the ESS Trust, the Travelers Series
Fund, the Smith Barney Series Fund and the Smith Barney Concert Allocation
Series including the risks associated with each Series, in the accompanying
Funds' prospectuses. You should read them carefully in conjunction with this
prospectus before investing. Additional copies of the Funds' prospectuses may
be obtained by contacting our Customer Service Center.
SEPARATE ACCOUNT NY-B
All obligations under the Contract are general obligations of First Golden.
Account NY-B is a separate investment account used to support our variable
annuity Contracts and for other purposes as permitted by applicable laws and
regulations. The assets of Account NY-B are kept separate from our general
account and any other separate accounts we may have. We may offer other
variable annuity Contracts investing in Account NY-B which are not discussed
in this prospectus. Account NY-B may also invest in other series which are not
available to the Contract described in this prospectus.
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We own all the assets in Account NY-B. Income and realized and unrealized
gains or losses from assets in the account are credited to or charged against
that account without regard to other income, gains or losses in our other
investment accounts. As required, the assets in Account NY-B are at least
equal to the reserves and other liabilities of that account. These assets may
not be charged with liabilities from any other business we conduct.
They may, however, be subject to liabilities arising from Divisions whose
assets are attributable to other variable annuity Contracts supported by
Account NY-B. If the assets exceed the required reserves and other
liabilities, we may transfer the excess to our general account.
Account NY-B was established on June 13, 1996 to invest in mutual funds,
unit investment trusts or other investment portfolios which we determine to be
suitable for the Contract's purposes. Account NY-B is treated as a unit
investment trust under Federal securities laws. It is registered with the SEC
under the Investment Company Act of 1940 (the "1940 Act") as an investment
company and meets the definition of a separate account under the Federal
securities laws. It is governed by the laws of the state of New York, our
state of domicile. Registration with the SEC does not involve any supervision
by the SEC of the management or investment policies or practices of Account
NY-B.
ACCOUNT NY-B DIVISIONS
Account NY-B is divided into Divisions. Currently, each Division of Account
NY-B offered under this prospectus invests in a portfolio of the ESS Trust,
Travelers Series Fund, Smith Barney Series Fund or the Smith Barney Concert
Allocation Series. EISI serves as the Manager to each Series of the ESS Trust,
SBMFM serves as Manager to each Series of the Travelers Series Fund and the
Smith Barney Series Fund and TIA serves as Manager to each Series of the Smith
Barney Concert Allocation Series. See the Funds' prospectuses for details. The
ESS Trust and EISI have retained several portfolio managers to manage the
assets of each Series of the Trust. There may be restrictions on the amount of
the allocation to certain Divisions based on state laws and regulations. The
investment objectives of the various Series in the Funds are described below.
There is no guarantee that any portfolio or Series will meet its investment
objectives. Meeting objectives depends on various factors, including, in
certain cases, how well the portfolio managers anticipate changing economic
and market conditions.
EISI, SBMFM and TIA provide the overall business management and
administrative services necessary for the Series' operation and provide or
procure the services and information necessary to the proper conduct of the
business of the Series. See the Funds' prospectuses for details.
Each Fund pays its respective Manager for its services a fee, payable
monthly, based on the annual rates of the average daily net assets of the
Series shown in the fee tables. EISI (and not the Fund) pays each portfolio
manager a monthly fee for managing the assets of the Series.
ESS TRUST
The ESS Trust is one of the funding vehicles for the Contracts. The Trust is
managed by EISI which is a wholly owned subsidiary of the Equitable of Iowa
Companies. EISI has retained a Sub-Adviser for the OTC, Research and Total
Return Portfolios to make investment decisions and place orders. The Sub-
Adviser for the Portfolios is Massachusetts Financial Services Company. See
"Management of the Trust" in the ESS Trust Prospectus, which accompanies this
Prospectus, for additional information concerning EISI and the Sub-Adviser,
including a description of advisory and sub-advisory fees. Purchasers should
read this Prospectus and the Prospectus for the Trust carefully before
investing.
The Trust is an open-end management investment company. While a brief
summary of the investment objectives of the available Portfolios is set forth
below, more comprehensive information, including a discussion of potential
risks, is found in the current Prospectus for the ESS Trust which is included
with this Prospectus. Additional Prospectuses and the Statement of Additional
Information can be obtained by calling or writing the Company's Administrative
Office.
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The investment objectives of the Portfolios are as follows:
OTC PORTFOLIO. The investment objective of the OTC Portfolio is to seek to
obtain long-term growth of capital. The Portfolio seeks to achieve its
objective by investing at least 65% of its total assets, under normal
circumstances, in securities principally traded on the over-the-counter (OTC)
securities market.
RESEARCH PORTFOLIO. The Research Portfolio seeks to provide long-term growth
of capital and future income by investing a substantial portion of its assets
in the common stocks or securities convertible into common stocks of companies
believed to possess better than average prospects for long-term growth. A
smaller proportion of the assets may be invested in bonds, short- term
obligations, preferred stocks or common stocks whose principal characteristic
is income production rather than growth. The portfolio securities of the
Research Portfolio are selected by the investment research analysts in the
Equity Research Group of the Sub-Adviser. The Portfolio's assets are allocated
to industry groups (e.g. within the health care sector, the managed care, drug
and medical supply industries). The allocation by sector and industry is
determined by the analysts acting together as a group.
TOTAL RETURN PORTFOLIO. The Total Return Portfolio primarily seeks to obtain
above-average income (compared to a portfolio entirely invested in equity
securities) consistent with the prudent employment of capital. While current
income is the primary objective, the Portfolio believes that there should also
be a reasonable opportunity for growth of capital and income since many
securities offering a better than average yield may also possess growth
potential. Generally, at least 40% of the Portfolio's assets will be invested
in equity securities.
TRAVELERS SERIES FUND
The Travelers Series Fund is an investment company underlying certain
variable annuity and variable life insurance contracts. The Fund is managed by
SBMFM. SBMFM is a wholly owned subsidiary of Smith Barney Holdings Inc. Smith
Barney Holdings Inc. is a wholly owned subsidiary of Travelers Group Inc.
which is a financial services holding company engaged, through its
subsidiaries, principally in four business segments: investment services,
consumer finance services, life insurance services and property & casualty
insurance services.
While a brief summary of the investment objectives is set forth below, more
comprehensive information, including a discussion of potential risks, is found
in the current Prospectus for the Fund, which is included with this
Prospectus. Additional Prospectuses and the Statement of Additional
Information can be obtained by calling or writing the Company's Administrative
Office.
The Fund is intended to meet differing investment objectives with its
currently available separate Portfolios.
The investment objectives of the Portfolios are as follows:
INCOME AND GROWTH PORTFOLIO. The Income and Growth Portfolio seeks current
income and long-term growth of income and capital by investing primarily, but
not exclusively, in common stocks. The Portfolio invests primarily in common
stocks offering a current return from dividends and in interest-paying debt
obligations (such as U.S. Government Securities, investment grade bonds and
debentures) and high quality short-term debt obligations (such as commercial
paper and repurchase agreements collateralized by U.S. Government Securities
with broker/dealers or other financial institutions.)
INTERNATIONAL EQUITY PORTFOLIO. The International Equity Portfolio seeks
total return on its assets from growth of capital and income. The Portfolio
seeks to achieve its objective by investing at least 65% of its assets in a
diversified portfolio of equity securities of established non-U.S. issuers.
Investing in foreign securities generally involves risks not ordinarily
associated with investing in securities of domestic issuers. Purchasers are
cautioned to read "Special Investment Techniques and Risk Considerations--
Foreign Securities" in the Fund Prospectus.
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HIGH INCOME PORTFOLIO. The High Income Portfolio seeks high current income.
Capital appreciation is a secondary objective. The Portfolio seeks to achieve
its investment objectives by investing, under normal circumstances, at least
65% of its assets in high-yielding corporate debt obligations and preferred
stock. The Portfolio invests significantly in lower grade corporate debt
securities, which are commonly known as "junk bonds" and involve a significant
degree of risk. (See "The Fund's Investment Program--Smith Barney High Income
Portfolio" in the Fund Prospectus.) Prior to investing in this Portfolio,
Contact owners are cautioned to read the section entitled "Special Investment
Techniques and Risk Considerations--Lower-Quality and Non-Rated Securities" in
the Fund Prospectus. The Portfolio may invest up to 20% of its assets in the
securities of foreign issuers that are denominated in currencies other than
the U.S. dollar and may invest without limitation in securities of foreign
issuers that are denominated in U.S. dollars. Investing in foreign securities
generally involves risks not ordinarily associated with investing in
securities of domestic issuers. Contract owners are cautioned to read "Special
Investment Techniques and Risk Considerations--Foreign Securities" in the Fund
Prospectus.
MONEY MARKET PORTFOLIO. The Money Market Portfolio seeks maximum current
income and preservation of capital. The Portfolio seeks to achieve its
objectives by investing in bank obligations and high quality commercial paper,
corporate obligations and municipal obligations, in addition to U.S.
Government Securities and related repurchase agreements. An investment in this
Portfolio is neither insured nor guaranteed by the U.S. Government. In
addition, there is no assurance that the Portfolio will be able to maintain a
stable net asset value of $1.00 per share.
SMITH BARNEY SERIES FUND
The Smith Barney Series Fund is a diversified, open-end management
investment company. SBMFM is the investment adviser to the Appreciation
Portfolio (see "Travelers Series Fund" above information pertaining to SBMFM).
The Smith Barney Series Fund has ten Portfolios, one of which are currently
available in connection with the Contracts. While a brief summary of the
investment objective is set forth below, more comprehensive information,
including a discussion of potential risks, is found in the current Prospectus
for Smith Barney Series Fund, which is included with this Prospectus.
Additional Prospectuses and the Statement of Additional Information can be
obtained by calling or writing the Company's Administrative Office.
The investment objective of the Portfolios are as follows:
APPRECIATION PORTFOLIO. The Appreciation Portfolio's goal is long-term
appreciation of capital. The Portfolio will attempt to achieve its goal by
investing primarily in equity and equity-related securities that are believed
to afford attractive opportunities for appreciation. Under normal market
conditions, substantially all--but not less than 65%--of the Portfolio's
assets will consist of common stocks, but the Portfolio also may hold
securities convertible into common stocks and warrants.
SMITH BARNEY CONCERT ALLOCATION SERIES
Smith Barney Concert Allocation Series is an open-end, non-diversified
management investment company. TIA serves as investment manager to each
portfolio in the Smith Barney Concert Allocation Series (the "Select
Portfolios"). TIA is an indirect wholly owned subsidiary of Travelers Group
Inc. Each Select Portfolio of Concert Series seeks to achieve its investment
objective by investing in a diverse mix of "Underlying Smith Barney Funds"
("fund of funds" structure), which consist of open-end management investment
companies or series thereof for which Smith Barney Inc. ("Smith Barney") now
or in the future acts as principal underwriter or for which Smith Barney,
SBMFM or Smith Barney Strategy Advisers Inc. now or in the future acts as
investment adviser. See the Prospectus for the Select Portfolios of Smith
Barney Concert Allocation Series for more information concerning the fund of
funds structure. The fund of funds structure is different from the investment
structure of most investment options available for a variable annuity
contract. Such a structure involves additional income tax risks (see "Federal
Tax Considerations").
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The investment objectives of the Select Portfolios are as follows:
SELECT HIGH GROWTH PORTFOLIO. The Select High Growth Portfolio's investment
objective is to seek capital appreciation.
SELECT GROWTH PORTFOLIO. The Select Growth Portfolio's investment objective
is to seek long-term growth of capital.
SELECT BALANCED PORTFOLIO. The Select Balanced Portfolio's investment
objective is to seek a balance of growth of capital and income.
SELECT CONSERVATIVE PORTFOLIO. The Select Conservative Portfolio's
investment objective is to seek income and, secondarily, long-term growth of
capital.
SELECT INCOME PORTFOLIO. The Select Income Portfolio's investment objective
is to seek high current income.
While a brief summary of the investment objectives of the Portfolios of ESS
Trust, Travelers Series Fund, Smith Barney Series Fund and Smith Barney
Concert Allocation Series are set forth above, more comprehensive information,
including a discussion of potential risks, is found in the current
Prospectuses for each of the Investment Options, which are included with this
Prospectus. Additional Prospectuses and the Statements of Additional
Information can be obtained by calling the Customer Service Center or writing.
Purchasers should read the Prospectuses carefully before investing.
CHANGES WITHIN ACCOUNT NY-B
We may from time to time make additional Divisions available. These
Divisions will invest in investment portfolios we find suitable for the
Contract. We also have the right to eliminate investment Divisions from
Account NY-B, to combine two or more Divisions, or to substitute a new
portfolio for the portfolio in which a Division invests. A substitution may
become necessary if, in our judgment, a portfolio no longer suits the purposes
of the Contract. This may happen due to a change in laws or regulations, or a
change in a portfolio's investment objectives or restrictions, or because the
portfolio is no longer available for investment, or for some other reason. In
addition, we reserve the right to transfer assets of Account NY-B, which we
determine to be associated with the class of Contracts to which your Contract
belongs, to another account. If necessary, we will get prior approval from the
insurance department of our state of domicile before making such a
substitution or transfer. We will also get any required approval from the SEC
and any other required approvals before making such a substitution or
transfer. We will notify you as soon as practicable of any proposed changes.
When permitted by law, We reserve the right to:
(1) deregister Account NY-B under the 1940 Act;
(2) operate Account NY-B as a management company under the 1940 Act if it
is operating as a unit investment trust;
(3) restrict or eliminate any voting rights as to Account NY-B; and
(4) combine Account NY-B with other accounts.
THE FIXED ACCOUNT
Premium payments may be allocated to the Fixed Account at the time of the
Initial Premium payment or as subsequently made. In addition, all or part of
your Accumulation Value may be transferred to the Fixed Account. Assets
supporting amounts allocated to the Fixed Account are available to fund the
claims of all classes of our customers, Owners and other creditors. Interests
under your Contract relating to the Fixed Account are registered under the
Securities Act of 1933, but the Fixed Account is not registered under the 1940
Act.
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SELECTING A GUARANTEE PERIOD
You may select one or more Fixed Allocations with specified Guarantee
Periods for investment. We currently offer Guarantee Periods with durations of
1, 3, 5, 7 and 10 years. We reserve the right at any time to decrease or
increase the number of Guarantee Periods offered. Not all Guarantee Periods
may be available for new allocations. Each Fixed Allocation will have a
Maturity Date corresponding to the last day of the calendar month of the
applicable Guarantee Period.
Your Accumulation Value in the Fixed Account equals the sum of your Fixed
Allocations plus the interest credited thereto, as adjusted for any partial
withdrawals, reallocations or other charges we may impose. Your Fixed
Allocation will be credited with the Guaranteed Interest Rate in effect on the
date we receive and accept your premium or reallocation of Accumulation Value.
The Guaranteed Interest Rate will be credited daily to yield the quoted
Guaranteed Interest Rate.
GUARANTEED INTEREST RATES
Each Guarantee Period will have an interest rate that is guaranteed. We do
not have a specific formula for establishing the Guaranteed Interest Rates for
the different Guarantee Periods. The determination made will be influenced by,
but not necessarily correspond to, interest rates available on fixed income
investments which we may acquire with the amounts we receive as premium
payments or reallocations of Accumulation Value under the Contracts. These
amounts will be invested primarily in investment-grade fixed income securities
including: securities issued by the United States Government or its agencies
or instrumentalities, which issues may or may not be guaranteed by the United
States Government; debt securities that have an investment grade rating, at
the time of purchase, within the four highest grades assigned by Moody's
Investor Services, Inc. (Aaa, Aa, A or Baa), Standard & Poor's Ratings Group
(AAA, AA, A or BBB) or any other nationally recognized rating service;
mortgage-backed securities collateralized by the Federal Home Loan Mortgage
Association, the Federal National Mortgage Association or the Government
National Mortgage Association, or that have an investment grade rating at the
time of purchase within the four highest grades described above; other debt
investments; commercial paper; and cash or cash equivalents. You will have no
direct or indirect interest in these investments. We will also consider other
factors in determining the Guaranteed Interest Rates, including regulatory and
tax requirements, sales commissions and administrative expenses borne by us,
general economic trends and competitive factors. We cannot predict or
guarantee the level of future interest rates. However, no Fixed Allocation
will ever have a Guaranteed Interest Rate of less than 3% per year.
While the foregoing generally describes our investment strategy with respect
to the Fixed Account, we are not obligated to invest according to any
particular strategy, except as may be required by New York and other state
insurance laws.
TRANSFERS FROM A FIXED ALLOCATION
You may transfer your Accumulation Value from a Fixed Allocation to one or
more new Fixed Allocations with new Guarantee Periods of any length offered by
us or to the Divisions of Account NY-B. Unless you specify in writing the
Fixed Allocations from which such transfers will be made, we will transfer
amounts from the Fixed Allocations starting with the Guarantee Period nearest
its Maturity Date, until we have honored your transfer request.
Transfers from a Fixed Allocation made within 30 days prior to the Maturity
Date of the applicable Guarantee Period or pursuant to the dollar cost
averaging program will not be subject to a Market Value Adjustment. All other
transfers from your Fixed Allocations will be subject to a Market Value
Adjustment. The minimum amount that can be transferred to or from any Fixed
Allocation is $250. If a transfer request would reduce the Accumulation Value
remaining in your Fixed Allocation to less than $250, we will treat such
transfer request as a request to transfer the entire Accumulation Value in
such Fixed Allocation.
At the end of a Fixed Allocation's Guarantee Period, you may transfer
amounts in that Fixed Allocation to the Divisions and one or more new Fixed
Allocations with Guarantee Periods of any length then offered by us.
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You may not, however, transfer amounts to any Fixed Allocation with a
Guarantee Period that extends beyond your Annuity Commencement Date.
At least 30 calendar days prior to a Maturity Date of any of your Fixed
Allocations, or earlier if required by state law, we will send you a notice of
the Guarantee Periods then available. Prior to the Maturity Date of your Fixed
Allocations you must notify us as to which Division or new Guarantee Period
you have selected. If timely instructions are not received, we will transfer
your Accumulation Value in the maturing Fixed Allocation to a Fixed Allocation
with a Guarantee Period equal in length to the expiring Guarantee Period. If
such Guarantee Period is not available or extends beyond your annuity
commencement date, we will transfer your Accumulation Value in the maturing
Fixed Allocation to the next shortest Guarantee Period which does not extend
beyond the Annuity Commencement Date. If no such Guarantee Period is
available, we will transfer your Accumulation Value to the Specially
Designated Division.
PARTIAL WITHDRAWALS FROM A FIXED ALLOCATION
Prior to the Annuity Commencement Date and while your Contract is in effect,
you may take partial withdrawals from the Accumulation Value in a Fixed
Allocation by sending satisfactory notice to our Customer Service Center. You
may make systematic withdrawals of interest earnings only from a Fixed
Allocation under our Systematic Partial Withdrawal Option. (See Partial
Withdrawals, Systematic Partial Withdrawal Option.) Systematic withdrawals
from a Fixed Allocation are not permitted if such Fixed Allocation
participates in the dollar cost averaging program. Withdrawals from a Fixed
Allocation taken within 30 days prior to the Maturity Date and systematic
withdrawals are not subject to a Market Value Adjustment; however, a surrender
charge may be imposed. Withdrawals may have federal income tax consequences,
including a 10% penalty tax. See Surrender Charge, Surrender Charge for Excess
Partial Withdrawals and Federal Tax Considerations.
If you specify a Fixed Allocation from which your partial withdrawal will be
made, we will assess the partial withdrawal against that Fixed Allocation. If
you do not specify the investment option from which the partial withdrawal
will be taken, we will not assess your partial withdrawal against any Fixed
Allocations unless the partial withdrawal exceeds the Accumulation Value in
the Divisions of Account NY-B. If there is no Accumulation Value in those
Divisions, partial withdrawals will be deducted from your Fixed Allocations
starting with the Guarantee Periods nearest their Maturity Dates until we have
honored your request.
MARKET VALUE ADJUSTMENT
We will apply a Market Value Adjustment, determined by application of the
formula described below, in the following circumstances: (i) whenever you make
a withdrawal or transfer from a Fixed Allocation, other than withdrawals or
transfers made within 30 days prior to the Maturity Date of the applicable
Guarantee Period, systematic partial withdrawals, or pursuant to the dollar
cost averaging program; and (ii) on the Annuity Commencement Date with respect
to any Fixed Allocation having a Guarantee Period that does not end on or
within 30 days after the annuity commencement date.
The Market Value Adjustment is determined by multiplying the amount
withdrawn, transferred or annuitized by the following factor:
( (1 + I) ) /(N/365)/
(---------------)
((1 + J + .0025)) -1
Where "I" is the Index Rate for a Fixed Allocation as of the first day of
the applicable Guarantee Period; "J" is the Index Rate for new Fixed
Allocations with Guarantee Periods equal to the number of years remaining in
the Guarantee Period at the time of the withdrawal, transfer or annuitization;
and "N" is the remaining number of days in the Guarantee Period at the time of
the withdrawal, transfer or annuitization.
The Index Rate is the average of the Ask Yields for U.S. Treasury Strips as
reported by a national quoting service for the applicable maturity. The
average currently is based on the period from the 22nd day of the calendar
month two months prior to the calendar month of the Index Rate determination
to the 21st day of the
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calendar month immediately prior to the month of determination. The applicable
maturity is the maturity date for these U.S. Treasury Strips on or next
following the last day of the Guarantee Period. If the Ask Yields are no
longer available, the Index Rate will be determined using a suitable
replacement method approved where required.
We currently calculate the Index Rate once each calendar month. However, we
reserve the right to calculate the Index Rate more frequently than monthly,
but in no event will such Index Rate be based upon a period of less than 28
days.
The Market Value Adjustment may result in either an increase or decrease in
the Accumulation Value of your Fixed Allocation. If a full surrender, transfer
or annuitization from the Fixed Allocation has been requested, the balance of
the Market Value Adjustment will be added to or subtracted from the amount
surrendered, transferred or annuitized. If a partial withdrawal, transfer or
annuitization has been requested, the Market Value Adjustment will be
calculated on the total amount that must be withdrawn, transferred or
annuitized in order to provide the amount requested. If a negative Market
Value Adjustment exceeds the Accumulation Value in the Fixed Allocation, such
transaction will be considered a full surrender, transfer or annuitization.
The Appendix contains several examples which illustrate the application of the
Market Value Adjustment.
Because of the Market Value Adjustment provision of the Contract, you bear
the investment risk that the Guaranteed Interest Rates offered by us at the
time you make a withdrawal or transfer from a Fixed Allocation or start
receiving annuity payments may be higher or lower than the Guaranteed Interest
Rate of the Fixed Allocation to which the Market Value Adjustment is applied,
with the result that the Accumulation Value of your Fixed Allocation may be
substantially reduced or increased. This will depend on the relationship of
(1) the initial Index Rate, applicable at the time the allocation is made, on
the Fixed Allocation from which the withdrawal, transfer or annuitization is
made to (2) the current Index Rate offered by us for the Guarantee Period
equal to the number of years remaining in the Guarantee Period as of such
date. If the initial Index Rate of (1) is higher than the then current Index
Rate of (2) plus .0025, application of the Market Value Adjustment will result
in an increase in your Accumulation Value. If the Index Rate of (1) is lower
than the then current Index Rate of (2) plus .0025, application of the Market
Value Adjustment will result in a decrease in your Accumulation Value.
FACTS ABOUT THE CONTRACT
THE OWNER
You are the Owner. You are also the Annuitant unless another Annuitant is
named in the application. You have the rights and options described in the
Contract. One or more persons may own the Contract. If there are multiple
Owners named, the age of the oldest Owner shall determine the applicable death
benefit.
Death of an Owner activates the death benefit provision. In the case of a
sole Owner who dies prior to the annuity commencement date, we will pay the
Beneficiary the death benefit when due. The sole Owner's estate will be the
Beneficiary if no Beneficiary designation is in effect, or if the designated
Beneficiary has predeceased the Owner. In the case of a joint Owner of the
Contract dying prior to the annuity commencement date, we will designate the
surviving Owner(s) as the Beneficiary(ies). This supersedes any previous
Beneficiary designation.
In the case where the Owner is a trust and a beneficial Owner of the trust
has been designated, the beneficial Owner will be treated as the Owner of the
Contract solely for the purpose of determining the death benefit provisions.
If a beneficial Owner is changed or added after the Contract Date, this will
be treated as a change of Owner for purposes of determining the death benefit.
See Change of Owner or Beneficiary. If no beneficial Owner of the Trust has
been designated, the availability of enhanced death benefits will be
determined by the age of the Annuitant at issue.
THE ANNUITANT
The Annuitant is the person designated by the Owner to be the measuring life
in determining Annuity Payments. The Owner will receive the annuity benefits
of the Contract if the Annuitant is living on the Annuity
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Commencement Date. If the Annuitant dies before the Annuity Commencement Date,
and a contingent Annuitant has been named, the contingent Annuitant becomes
the Annuitant (unless the Owner is not an individual, in which case the death
benefit becomes payable). Once named, the Annuitant may not be changed at any
time.
If there is no contingent Annuitant when the Annuitant dies prior to the
Annuity Commencement Date, the Owner will become the Annuitant. The Owner may
designate a new Annuitant within 60 days of the death of the Annuitant.
If there is no contingent Annuitant when the Annuitant dies prior to the
Annuity Commencement Date and the Owner is not an individual, we will pay the
Beneficiary the death benefit then due. The Beneficiary will be as provided in
the Beneficiary designation then in effect. If no Beneficiary designation is
in effect, or if there is no designated Beneficiary living, the Owner will be
the Beneficiary. If the Annuitant was the sole Owner and there is no
Beneficiary designation, the Annuitant's estate will be the Beneficiary.
Regardless of whether a death benefit is payable, if the Annuitant dies and
any Owner is not an individual, such death will trigger application of the
distribution rules imposed by Federal tax law.
THE BENEFICIARY
The Beneficiary is the person to whom we pay death benefit proceeds and who
becomes the successor Owner if the Owner dies prior to the annuity
commencement date. We pay death benefit proceeds to the primary Beneficiary
(unless there are joint Owners, in which case death proceeds are payable to
the surviving Owner(s)). See Proceeds Payable to the Beneficiary.
If the Beneficiary dies before the Annuitant or Owner, the death benefit
proceeds are paid to the contingent Beneficiary, if any. If there is no
surviving Beneficiary, we pay the death benefit proceeds to the Owner's
estate.
One or more persons may be named as Beneficiary or contingent Beneficiary.
In the case of more than one Beneficiary, unless otherwise specified, we will
assume any death benefit proceeds are to be paid in equal shares to the
surviving beneficiaries.
You have the right to change beneficiaries during the Annuitant's lifetime
unless you have designated an irrevocable Beneficiary. When an irrevocable
Beneficiary has been designated, you and the irrevocable Beneficiary may have
to act together to exercise certain rights and options under the Contract.
CHANGE OF OWNER OR BENEFICIARY
During the Annuitant's lifetime and while your Contract is in effect, you
may transfer ownership of the Contract (if purchased in connection with a non-
qualified plan) subject to our published rules at the time of the change. A
change in Ownership may affect the amount of the death benefit and the
guaranteed death benefit. You may also change the Beneficiary. To make either
of these changes, you must send us written notice of the change in a form
satisfactory to us. The change will take effect as of the day the notice is
signed. The change will not affect any payment made or action taken by us
before recording the change at our Customer Service Center. See Federal Tax
Considerations, Transfer of Annuity Contracts, and Assignments.
AVAILABILITY OF THE CONTRACT
We can issue a Contract if both the Annuitant and the Owner are not older
than age 85.
TYPES OF CONTRACTS
QUALIFIED CONTRACTS
The Contract may be issued as an Individual Retirement Annuity or in
connection with an individual retirement account. In the latter case, the
Contract will be issued without an Individual Retirement Annuity endorsement,
and the rights of the participant under the Contract will be affected by the
terms and conditions of
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the particular individual retirement trust or custodial account, and by
provisions of the Code and the regulations thereunder. For example, the
individual retirement trust or custodial account will impose minimum
distribution rules, which may require distributions to commence not later than
April 1st of the calendar year following the calendar year in which you attain
age 70 1/2. For both Individual Retirement Annuities and individual retirement
accounts, the minimum Initial Premium is $1,500.
IF THE CONTRACT IS PURCHASED TO FUND A QUALIFIED PLAN, DISTRIBUTION MUST
COMMENCE NOT LATER THAN APRIL 1ST OF THE CALENDAR YEAR FOLLOWING THE CALENDAR
YEAR IN WHICH YOU ATTAIN AGE 70 1/2. IF YOU OWN MORE THAN ONE QUALIFIED PLAN,
YOU SHOULD CONSULT YOUR TAX ADVISOR.
NON-QUALIFIED CONTRACTS
The Contract may fund any non-qualified plan. Non-qualified Contracts do not
qualify for any tax-favored treatment other than the benefits provided for by
annuities.
YOUR RIGHT TO SELECT OR CHANGE CONTRACT OPTIONS
Before the Annuity Commencement Date, you may change the Annuity
Commencement Date, frequency of Annuity Payments or the Annuity Option by
sending a written request to our Customer Service Center. The Annuitant may
not be changed at any time.
PREMIUMS
You purchase the Contract with an Initial Premium. After the end of the Free
Look Period, you may make additional premium payments. See Making Additional
Premium Payments. The minimum Initial Premium is $10,000 for a non-qualified
Contract and $1,500 for a qualified Contract.
You must receive our prior approval before making a premium payment that
causes the Accumulation Value of all annuities that you maintain with us to
exceed $1,000,000. We may change the minimum initial or additional premium
requirements for certain group or sponsored arrangements. See Group or
Sponsored Arrangements.
QUALIFIED PLANS
For IRA Contracts, the annual premium on behalf of any individual Contract
may not exceed $2,000. Provided your spouse does not make a contribution to an
IRA, you may set up a spousal IRA even if your spouse has earned some
compensation during the year. The maximum deductible amount for a spousal IRA
program is the lesser of $2,250 or 100% of your compensation reduced by the
contribution (if any) made by you for the taxable year to your own IRA.
However, no more than $2,000 can go to either your or your spouse's IRA in any
one year. For example, $1,750 may go to your IRA and $500 to your spouse's
IRA. These maximums are not applicable if the premium is the result of a
rollover from another qualified plan.
WHERE TO MAKE PAYMENTS
Remit premium payments to our Customer Service Center. The address is shown
on the cover. We will send you a confirmation notice.
MAKING ADDITIONAL PREMIUM PAYMENTS
You may make additional premium payments after the end of the Free Look
Period. We can accept additional premium payments until either the Annuitant
or Owner reaches the Attained Age of 85 under non-qualified plans. For
qualified plans, no contributions may be made to an IRA Contract for the
taxable year in which you attain age 70 1/2 and thereafter (except for
rollover contributions). The minimum additional premium payment we will accept
is $500 for a non-qualified plan and $250 for a qualified plan.
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CREDITING PREMIUM PAYMENTS
The Initial Premium will be accepted or rejected within two business days of
receipt by us if accompanied by information sufficient to permit us to
determine if we are able to issue a Contract. We may retain an Initial Premium
for up to five business days while attempting to obtain information sufficient
to enable us to issue the Contract. If we are unable to do so within five
business days, the applicant will be informed of the reasons for the delay and
the Initial Premium will be returned immediately unless the applicant consents
to our retaining the Initial Premium until we have received the information we
require. Thereafter, all additional premiums will be accepted on the day
received.
We will also accept, by agreement with broker-dealers and when permissible
in a state, transmittal of initial and additional premium payments by wire
order from the broker-dealer to our Customer Service Center. Such transmittals
must be accompanied by a simultaneous facsimile transmission of an
application. Contact our Customer Service Center to find out about state
availability and broker-dealer requirements.
Upon our acceptance of premium payments received via wire order and
accompanied by a facsimile of an application, we will issue the Contract,
allocate the premium payment according to your instructions, and invest the
payment at the value next determined following receipt. See Restrictions on
Allocation of Premium Payments. Wire orders not accompanied by an application
may be retained for up to five business days while we attempt to obtain
information sufficient to enable us to issue the Contract. If we are unable to
do so, our Customer Service Center will inform the broker-dealer, on behalf of
the applicant, of the reasons for the delay and return the premium payment
immediately to the broker-dealer for return to the applicant, unless the
applicant specifically consents to allow us to retain the premium payment
until our Customer Service Center receives the application.
On the date we receive and accept your initial or additional premium
payment:
(1) We allocate the Initial Premium among the Divisions and Fixed
Allocations according to your instructions, subject to any
restrictions. See Restrictions on Allocation of Premium Payments. For
additional premium payments, the Accumulation Value will increase by
the amount of the premium. If we do not receive instructions from you,
the increase in the Accumulation Value will be allocated among the
Divisions in proportion to the amount of Accumulation Value in each
Division as of the date we receive and accept the additional premium
payment. If there is no Accumulation Value in the Divisions, the
increase in the Accumulation Value will be allocated to a Fixed
Allocation with the shortest Guarantee Period then available.
(2) For an Initial Premium, we calculate your applicable death benefit.
When an additional premium payment is made, we increase your applicable
death benefit in accordance with the death benefit option in effect for
your Contract.
Following receipt and acceptance of the application, and investment of the
premium payment, we will issue the Contract.
RESTRICTIONS ON ALLOCATION OF PREMIUM PAYMENTS
We may require that an Initial Premium designated for a Division of Account
NY-B be allocated to the Specially Designated Division during the Free Look
Period for Initial Premiums received. After the free look period, if your
Initial Premium was allocated to the Specially Designated Division, we will
transfer the Accumulation Value to the Divisions you previously selected based
on the index of investment experience next computed for each Division. See
Facts About the Contract, Measurement of Investment Experience, Index of
Investment Experience and Unit Value. Initial premiums designated for the
Fixed Account will be allocated to a Fixed Allocation with the Guarantee
Period you have chosen.
YOUR RIGHT TO REALLOCATE
You may reallocate your Accumulation Value among the Divisions and Fixed
Allocations at the end of the free look period. We currently do not assess a
charge for allocation changes made during a Contract Year. We
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reserve the right, however, to assess a $25 charge for each allocation change
after the twelfth allocation change in a Contract Year. We require that each
reallocation of your Accumulation Value equal at least $250 or, if less, your
entire Accumulation Value within a Division or Fixed Allocation. We reserve
the right to limit, upon notice, the maximum number of reallocations you may
make within a Contract Year. In addition, we reserve the right to defer the
reallocation privilege at any time we are unable to purchase or redeem shares
of the ESS Trust, the Travelers Series Fund or the Smith Barney Series Fund.
We also reserve the right to modify or terminate your right to reallocate your
Accumulation Value at any time in accordance with applicable law.
Reallocations from the Fixed Account are subject to the Market Value
Adjustment unless taken as part of the dollar cost averaging program or within
30 days prior to the Maturity Date of the applicable Guarantee Period. To make
a reallocation change, you must provide us with satisfactory notice at our
Customer Service Center.
We reserve the right to limit the number of reallocations of your
Accumulation Value among the Divisions and Fixed Allocations or refuse any
reallocation request if we believe that: (a) excessive trading by you or a
specific reallocation request may have a detrimental effect on unit values or
the share prices of the underlying Series; or (b) we are informed by the ESS
Trust, the Travelers Series Fund, the Smith Barney Series Fund or the Smith
Barney Concert Allocation Series that the purchase or redemption of shares is
to be restricted because of excessive trading or a specific reallocation or
group of reallocations is deemed to have a detrimental effect on share prices
of the ESS Trust, the Travelers Series Fund or the Smith Barney Series Fund.
Where permitted by law, we may accept your authorization of third party
reallocation on your behalf, subject to our rules. We may suspend or cancel
such acceptance at any time. We will notify you of any such suspension or
cancellation. We may restrict the Divisions and Fixed Allocations that will be
available to you for reallocations of premiums during any period in which you
authorize such third party to act on your behalf. We will give you prior
notification of any such restrictions. However, we will not enforce such
restrictions if we are provided evidence satisfactory to us that: (a) such
third party has been appointed by a court of competent jurisdiction to act on
your behalf; or (b) such third party has been appointed by you to act on your
behalf for all your financial affairs.
Some restrictions may apply based on the free look provisions of the state
where the Contract is issued. See Your Right to Cancel or Exchange Your
Contract.
DOLLAR COST AVERAGING
If you have at least $10,000 of Accumulation Value in the Smith Barney Money
Market Division or a Fixed Allocation with a one year Guarantee Period, you
may elect the dollar cost averaging program and have a specified dollar amount
transferred from the Division or such Fixed Allocation 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 Divisions each month, more units are purchased in a
Division if the value per unit is low and less units are purchased if the
value per unit is high.
Therefore, a lower than average value per unit may be achieved over the long
term. This plan of investing allows investors to take advantage of market
fluctuations but does not assure a profit or protect against a loss in
declining markets.
Dollar cost averaging may be elected at issue 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 your Accumulation Value in Liquid Asset
Division or a Fixed Allocation with a one year Guarantee Period when you elect
the dollar cost averaging program, divided by 12.
The transfer date will be the same calendar day each month as the Contract
Date. The dollar amount will be allocated to the Divisions in which you are
invested in proportion to your Accumulation Value in each Division unless you
specify otherwise. If, on any transfer date, your Accumulation Value is equal
to or less than the amount you have elected to have transferred, the entire
amount will be transferred and the program will end.
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You may change the transfer amount once each Contract Year, or cancel this
program by sending satisfactory notice to our Customer Service Center at least
seven days before the next transfer date. Any allocation under this program
will not be included in determining if the excess allocation charge will
apply. We currently do not permit transfers under the dollar cost averaging
program from Fixed Allocations with other than one year Guarantee Periods.
Transfers from a Fixed Allocation under the dollar cost averaging program will
not be subject to a Market Value Adjustment. See Market Value Adjustment. A
Fixed Allocation may not participate simultaneously in both the dollar cost
averaging program and the Systematic Partial Withdrawal Option.
WHAT HAPPENS IF A DIVISION IS NOT AVAILABLE
When a distribution is made from an investment portfolio supporting a
Division of Account NY-B in which reinvestment is not available, we will
allocate the distribution, unless you specify otherwise, to the Specially
Designated Division.
Such a distribution can occur when (a) an investment portfolio matures, or
(b) a distribution from a portfolio or Division cannot be reinvested in the
portfolio or Division due to the unavailability of securities for acquisition.
When an investment portfolio matures, we will notify you in writing 30 days in
advance of that date. To elect an allocation of the distribution to other than
the Specially Designated Division, you must provide satisfactory notice to us
at least seven days prior to the date the portfolio matures. Such allocations
are not counted for purposes of the number of free allocation changes
permitted. When a distribution from a portfolio or Division cannot be
reinvested in the portfolio due to the unavailability of securities for
acquisition, we will notify you promptly after the allocation has occurred.
If, within 30 days, you allocate the Accumulation Value from the Specially
Designated Division to other Divisions or Fixed Allocations of your choice,
such allocations will not be included in determining if the excess allocation
charge will apply.
YOUR ACCUMULATION VALUE
Your Accumulation Value is the sum of the amounts in each of the Divisions
and the Fixed Allocations in which you are invested, and is the amount
available for investment at any time. You select the Divisions and Fixed
Allocations to which to allocate your Accumulation Value. We adjust your
Accumulation Value on each Valuation Date to reflect the Divisions' investment
performance and interest credited to your Fixed Allocations, any additional
premium payments or partial withdrawals since the previous Valuation Date, and
on each Contract processing date to reflect any deduction of the annual
Contract fee. Your Accumulation Value is applied to your choice of an Annuity
Option on the Annuity Commencement Date subject to our published rules at such
time. See Choosing an Income Plan.
ACCUMULATION VALUE IN EACH DIVISION
ON THE CONTRACT DATE
On the Contract Date, your Accumulation Value is allocated to each Division
as you have specified, unless the Contract is issued in a state that requires
the return of premium payments during the Free Look Period, in which case, the
portion of your Initial Premium not allocated to a Fixed Allocation will be
allocated to the Specially Designated Division during the Free Look Period.
See Your Right to Cancel or Exchange Your Contract.
ON EACH VALUATION DATE
At the end of each subsequent Valuation Period, the amount of Accumulation
Value in each Division will be calculated as follows:
(1) We take the Accumulation Value in the Division at the end of the
preceding Valuation Period.
(2) We multiply (1) by the Division's net rate of return for the current
Valuation Period.
(3) We add (1) and (2).
(4) We add to (3) any additional premium payments allocated to the Division
during the current Valuation Period.
(5) We add or subtract allocations to or from that Division during the
current Valuation Period.
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(6) We subtract from (5) any partial withdrawals and any associated charges
allocated to that Division during the current Valuation Period.
(7) We subtract from (6) the amounts allocated to that Division for: (a)
any Contract fees; and (b) any charge for premium taxes.
All amounts in (7) are allocated to each Division in the proportion that (6)
bears to the Accumulation Value in Account NY- B, unless the Charge Deduction
Division has been specified. See Charges Deducted from the Accumulation Value.
MEASUREMENT OF INVESTMENT EXPERIENCE
INDEX OF INVESTMENT EXPERIENCE AND UNIT VALUE
The investment experience of a Division is determined on each Valuation
Date. We use an index to measure changes in each Division's experience during
a Valuation Period. In most cases, we set the index at $10 when the first
investments in a Division are made. The index for a current Valuation Period
equals the index for the preceding Valuation Period multiplied by the
experience factor for the current Valuation Period.
We may express the value of amounts allocated to the Divisions in terms of
units. We determine the number of units for a given amount on a Valuation Date
by dividing the dollar value of that amount by the index of investment
experience for that date. The index of investment experience is equal to the
value of a unit.
HOW WE DETERMINE THE EXPERIENCE FACTOR
For Divisions of Account NY-B the experience factor reflects the investment
experience of the Series of the Fund in which a Division invests as well as
the charges assessed against the Division for a Valuation Period. The factor
is calculated as follows:
(1) We take the net asset value of the portfolio in which the Division
invests at the end of the current Valuation Period.
(2) We add to (1) the amount of any dividend or capital gains distribution
declared for the investment portfolio and reinvested in such portfolio
during the current Valuation Period. We subtract from that amount a
charge for our taxes, if any.
(3) We divide (2) by the net asset value of the portfolio at the end of the
preceding Valuation Period.
(4) We subtract the applicable daily mortality and expense risk charge from
each Division for each day in the valuation period.
(5) We subtract the daily asset based administrative charge from each
Division for each day in the valuation period.
Calculations for Divisions investing in a Series are made on a per share
basis.
NET RATE OF RETURN FOR A DIVISION
The net rate of return for a Division during a valuation period is the
experience factor for that Valuation Period minus one.
CASH SURRENDER VALUE
Your Contract's Cash Surrender Value fluctuates daily with the investment
results of the Divisions, interest credited to Fixed Allocations and any
Market Value Adjustment. We do not guarantee any minimum Cash Surrender Value.
On any date before the Annuity Commencement Date while the Contract is in
effect, the cash surrender value is calculated as follows:
(1) We take the Contract's Accumulation Value;
(2) We deduct from (1) any surrender charge and any charge for premium
taxes;
(3) We deduct from (2) any charges incurred but not yet deducted; and
(4) We adjust (3) for any Market Value Adjustment.
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SURRENDERING TO RECEIVE THE CASH SURRENDER VALUE
The Contract may be surrendered by the Owner at any time while the Annuitant
is living and before the Annuity Commencement Date.
A surrender will be effective on the date your written request and the
Contract are received at our Customer Service Center. The Cash Surrender Value
is determined and all benefits under the Contract will then be terminated, as
of that date. You may receive the Cash Surrender Value in a single sum payment
or apply it under one or more Annuity Options. See The Annuity Options. We
will usually pay the Cash Surrender Value within seven days but we may delay
payment. See When We Make Payments.
PARTIAL WITHDRAWALS
Prior to the Annuity Commencement Date, while the Annuitant is living and
the Contract is in effect, you may take partial withdrawals from the
Accumulation Value by sending satisfactory notice to our Customer Service
Center. Unless you specify otherwise, the amount of the withdrawal, including
any surrender charge and Market Value Adjustment, will be taken in proportion
to the amount of Accumulation Value in each Division in which you are
invested. If there is no Accumulation Value in those Divisions, partial
withdrawals will be deducted from your Fixed Allocations starting with the
Guarantee Periods nearest their Maturity Dates until we have honored your
request.
There are three options available for selecting partial withdrawals, the
Conventional Partial Withdrawal Option, the Systematic Partial Withdrawal
Option and the IRA Partial Withdrawal Option. All three options are described
below. The maximum amount you may withdraw each Contract Year without
incurring a surrender charge is 15% of your Accumulation Value. See Surrender
Charge for Excess Partial Withdrawals. Partial withdrawals may not be repaid.
A partial withdrawal request for an amount in excess of 90% of the Cash
Surrender Value will be treated as a request to surrender the Contract.
CONVENTIONAL PARTIAL WITHDRAWAL OPTION
After the Free Look Period, you may take conventional partial withdrawals.
The minimum amount you may withdraw under this option is $1,000. A
conventional partial withdrawal from a Fixed Allocation may be subject to a
Market Value Adjustment.
SYSTEMATIC PARTIAL WITHDRAWAL OPTION
This option may be elected at the time you apply for a Contract, or at a
later date. This option may be elected to commence in a Contract Year where a
conventional partial withdrawal has been taken. However, it may not be elected
while the IRA Partial Withdrawal Option is in effect.
You may choose to receive systematic partial withdrawals on a monthly or
quarterly basis from your Accumulation Value in the Divisions or the Fixed
Allocations. The commencement of payments under this option may not be elected
to start sooner than 28 days after the Contract Issue Date. You select the
date of the quarter or month when the withdrawals will be made but no later
than the 28th day of the month. If no date is selected, the withdrawals will
be made on the same calendar day of each month as the Contract Date.
You may select a dollar amount or a percentage of the Accumulation Value
from the Divisions in which you are invested as the amount of your withdrawal
subject to the following maximums, but in no event can a payment be less than
$100:
<TABLE>
<CAPTION>
FREQUENCY MAXIMUM PERCENTAGE
--------- ------------------
<S> <C>
Monthly................................................... 1.25%
Quarterly................................................. 3.75%
Annual.................................................... 15.00%
</TABLE>
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If a dollar amount is selected and the amount to be systematically withdrawn
would exceed the applicable maximum percentage of your Accumulation Value on
the withdrawal date, the amount withdrawn will be reduced so that it equals
such percentage. For example, if a $500 monthly withdrawal was elected and on
the withdrawal date 1.25% of the Accumulation Value equaled $300, the
withdrawal amount would be reduced to $300. If a percentage is selected and
the amount to be systematically withdrawn based on that percentage would be
less than the minimum of $100, we would increase the amount to $100 provided
it does not exceed the maximum percentage. If it is below the maximum
percentage we will send the minimum. If it is above the maximum percentage we
will send the amount and then cancel the option. For example, if you selected
1.0% to be systematically withdrawn on a monthly basis and that amount equaled
$90, and since $100 is less than 1.25% of the Accumulation Value, we would
send $100. If 1.0% equaled $75, and since $100 is more than 1.25% of the
Accumulation Value we would send $75 and then cancel the option. In such a
case, in order to receive systematic partial withdrawals in the future, you
would be required to submit a new notice to our Customer Service Center.
Systematic Partial Withdrawals from Fixed Allocations are limited to
interest earnings during the prior month or quarter, depending on whether you
have chosen a monthly or quarterly frequency, respectively. Systematic Partial
Withdrawals are not subject to a Market Value Adjustment. A Fixed Allocation,
however, may not participate simultaneously in both the dollar cost averaging
program and the Systematic Partial Withdrawal Option.
You may change the amount or percentage of your withdrawal once each
Contract Year or cancel this option at any time by sending satisfactory notice
to our Customer Service Center at least seven days prior to the next scheduled
withdrawal date. However, you may not change the amount or percentage of your
withdrawals in any Contract Year during which you have previously taken a
conventional partial withdrawal.
IRA PARTIAL WITHDRAWAL OPTION
If you have an IRA Contract and will attain age 70 1/2 in the current
calendar year, distributions may be made to you to satisfy requirements
imposed by Federal tax law. IRA partial withdrawals provide payout of amounts
required to be distributed by the Internal Revenue Service rules governing
mandatory distributions under qualified plans. See Federal Tax Considerations.
We will send you a notice before your distributions commence, and you may
elect this option at that time, or at a later date. You may not elect IRA
partial withdrawals while the Systematic Partial Withdrawal Option is in
effect. If you do not elect the IRA Partial Withdrawal Option, and
distributions are required by Federal tax law, distributions adequate to
satisfy the requirements imposed by Federal tax law may be made. Thus, if the
Systematic Partial Withdrawal Option is in effect, distributions under that
option must be adequate to satisfy the mandatory distribution rules imposed by
Federal tax law.
You may choose to receive IRA partial withdrawals on a monthly, quarterly or
annual frequency. You select the day of the month when the withdrawals will be
made, but it cannot be later than the 28th day of the month. If no date is
selected, the withdrawals will be made on the same calendar day of the month
as the Contract Date.
At your request, we will determine the amount that is required to be
withdrawn from your Contract each year based on the information you give us
and various choices you make. For information regarding the calculation and
choices you have to make, see the Statement of Additional Information. The
minimum dollar amount you can withdraw is $100. At the time we determine the
required partial withdrawal amount for a taxable year based on the frequency
you select, if that amount is less than $100, we will pay $100. At any time
where the partial withdrawal amount is greater than the Accumulation Value, we
will cancel the Contract and send you the amount of the Cash Surrender Value.
You may change the payment frequency of your withdrawals once each Contract
Year or cancel this option at any time by sending us satisfactory notice to
our Customer Service Center at least seven days prior to the next scheduled
withdrawal date.
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An IRA partial withdrawal in excess of the amount allowed under the
Systematic Partial Withdrawal Option may be subject to a Market Value
Adjustment.
PARTIAL WITHDRAWALS IN GENERAL
CONSULT YOUR TAX ADVISOR REGARDING THE TAX CONSEQUENCES ASSOCIATED WITH
TAKING PARTIAL WITHDRAWALS. A partial withdrawal made before the taxpayer
reaches age 59 1/2 may result in imposition of a tax penalty of 10% of the
taxable portion withdrawn. See Federal Tax Considerations for more details.
AUTOMATIC REBALANCING
If you have at least $10,000 of Accumulation Value invested in the
Divisions, you may elect to participate in our automatic rebalancing program.
Automatic rebalancing provides you with an easy way to maintain the particular
asset allocation that you and your financial advisor have determined are most
suitable for your individual long-term investment goals. We do not charge a
fee for participating in our automatic rebalancing program.
Under the program you may elect to have all your allocations among the
Divisions rebalanced on a quarterly, semi-annual, or annual calendar basis.
The minimum size of an allocation to a Division must be in full percentage
points. Rebalancing does not affect any amounts that you have allocated to the
Fixed Account. The program may be used in conjunction with the systematic
partial withdrawal option only where such withdrawals are taken pro rata.
Automatic rebalancing is not available if you participate in dollar cost
averaging. Automatic rebalancing will not take place during the free look
period.
To participate in automatic rebalancing you must submit to our Customer
Service Center written notice in a form satisfactory to us. We will begin the
program on the last Valuation Date of the applicable calendar period in which
we receive the notice. You may cancel the program at any time. The program
will automatically terminate if you choose to reallocate your Accumulation
Value among the Divisions or if you make an additional premium payment or
partial withdrawal on other than a pro rata basis. Additional premium payments
and partial withdrawals effected on a pro rata basis will not cause the
automatic rebalancing program to terminate.
PROCEEDS PAYABLE TO THE BENEFICIARY
If the Owner or the Annuitant (when the Owner is other than an individual)
dies prior to the annuity commencement date, we will pay the Beneficiary the
death benefit proceeds under the Contract. Such amount may be received in a
single sum or applied to any of the Annuity Options. See The Annuity Options.
If we do not receive a request to apply the death benefit proceeds to an
Annuity Option, a single sum distribution will be made. Any distributions from
non-qualified Contracts must comply with applicable Federal tax law
distribution requirements.
DEATH BENEFIT OPTIONS
Subject to our rules, there are two death benefit options that may be
elected by you at issue under the Contract: the Standard Death Benefit Option
and the Annual Ratchet Enhanced Death Benefit Option.
The Annual Ratchet Enhanced Death Benefit Option may only be elected at
issue and only if the Owner or Annuitant (when the Owner is other than an
individual) is age 79 or younger at issue.
We may offer a reduced death benefit under certain group and sponsored
arrangements. See Other Contract Provisions, Group or Sponsored Arrangements.
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STANDARD DEATH BENEFIT OPTION
You will automatically receive the Standard Death Benefit Option unless you
elect the Annual Ratchet Enhanced Death Benefit. The Standard Death Benefit
Option for the Contract is equal to the greatest of: (i) your Accumulation
Value; (ii) total premiums less any partial withdrawals; and (iii) the Cash
Surrender Value.
ANNUAL RATCHET ENHANCED DEATH BENEFIT OPTION
The Annual Ratchet Enhanced Death Benefit under the Contract, if elected, is
equal to the greatest of: (i) the Accumulation Value; (ii) total premium
payments less any partial withdrawals; (iii) the Cash Surrender Value; or (iv)
the following valuation:
(1) We take the enhanced death benefit from the prior Valuation Date. On
the Contract Date, the enhanced death benefit is equal to the Initial
Premium.
(2) We add to (1) any additional premiums paid since the prior Valuation
Date and subtract from (1) any partial withdrawals (including any
Market Value Adjustments and surrender charges incurred) taken since
the prior Valuation Date.
(3) On a Valuation Date that occurs on or prior to the Owner's Attained Age
80 which is also a Contract Anniversary, we set the enhanced death
benefit equal to the greater of (2) or the Accumulation Value as of
such date.
On all other Valuation Dates, the enhanced death benefit is equal to (2).
HOW TO CLAIM PAYMENTS TO BENEFICIARY
We must receive due proof of the death of the Owner or the Annuitant (if the
Owner is other than an individual) (such as an official death certificate) at
our Customer Service Center before we will make any payments to the
Beneficiary. We will calculate the death benefit as of the date we receive due
proof of death. The Beneficiary should contact our Customer Service Center for
instructions.
REPORTS TO OWNERS
We will send you a report once each calendar quarter within 31 days after
the end of each calendar quarter. The report will show the Accumulation Value,
the Cash Surrender Value, and the death benefit as of the end of the calendar
quarter. The report will also show the allocation of your Accumulation Value
as of such date and the amounts deducted from or added to the Accumulation
Value since the last report. The report will also include any other
information that may be currently required by the insurance supervisory
official of the jurisdiction in which the Contract is delivered.
We will also send you copies of any shareholder reports of the portfolios or
securities in which Account NY-B invests, as well as any other reports,
notices or documents required by law to be furnished to Owners.
WHEN WE MAKE PAYMENTS
We will generally pay death benefit proceeds and the cash surrender value
within seven days after our Customer Service Center receives all the
information needed to process the payment.
However, we may delay payment of amounts derived from the Divisions if it is
not practical for us to value or dispose of shares of Account NY-B because:
(1) The NYSE is closed for trading;
(2) The SEC determines that a state of emergency exists;
(3) An order or pronouncement of the SEC permits a delay for the protection
of Owners; or,
(4) The check used to pay the premium has not cleared through the banking
system. This may take up to 15 days.
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During such times, as to amounts allocated to the Divisions, we may delay:
(1) Determination and payment of any Cash Surrender Value;
(2) Determination and payment of any death benefit if death occurs before
the Annuity Commencement Date;
(3) Allocation changes of the Accumulation Value; or,
(4) Application under an Annuity Option of the Accumulation Value.
We reserve the right to delay payment of amounts from the Fixed Account for
up to six months.
CHARGES AND FEES
CHARGE DEDUCTION DIVISION
You may specify at issue if you wish to have all charges against the
Accumulation Value deducted from the Money Market Division. We call this the
Charge Deduction Division Option, and within this context refer to the Money
Market as the Charge Deduction Division. If you do not elect this option, or
if the amount of the charges is greater than the amount in the Division, the
charges will be deducted as discussed below. You may also choose to elect or
cancel this option while the Contract is in force by sending satisfactory
notice to our Customer Service Center.
CHARGES DEDUCTED FROM THE ACCUMULATION VALUE
We invest the entire amount of the initial and any additional premium
payments in the Divisions and the Fixed Allocations you select, subject to
certain restrictions. See Restrictions on Allocation of Premium Payments. We
then may deduct certain amounts from your Accumulation Value. We may reduce
certain fees and charges, including any surrender, administration, and
mortality and expense risk charges, under group or sponsored arrangements. See
Group or Sponsored Arrangements. Unless you have elected the Charge Deduction
Division, charges are deducted proportionately from all affected Divisions in
which you are invested. If there is no Accumulation Value in those Divisions,
we will deduct charges from your Fixed Allocations starting with the Guarantee
Periods nearest their Maturity Dates until such charges have been paid. The
charges we deduct are:
SURRENDER CHARGE
A contingent deferred sales charge ("Surrender Charge") is imposed as a
percentage of each premium payment if the Contract is surrendered or an excess
partial withdrawal is taken during the seven year period from the date we
receive and accept such premium payment. The percentage of premium payments
deducted at the time of surrender or excess partial withdrawal depends upon
the number of complete years that have elapsed since that premium payment was
made. We determine the surrender charge as a percentage of each premium
payment as follows:
<TABLE>
<CAPTION>
COMPLETE YEARS ELAPSED
SINCE PREMIUM PAYMENT SURRENDER CHARGE
---------------------- ----------------
<S> <C>
0..................................................... 7%
1..................................................... 6%
2..................................................... 5%
3..................................................... 4%
4..................................................... 3%
5..................................................... 2%
6..................................................... 1%
7+.................................................... 0%
</TABLE>
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SURRENDER CHARGE FOR EXCESS PARTIAL WITHDRAWALS
There is considered to be an excess partial withdrawal in any Contract Year
in which the amount withdrawn exceeds 15% of your Accumulation Value on the
date of the withdrawal minus any amount withdrawn during that Contract Year.
Where you are receiving systematic partial withdrawals, any combination of
conventional partial withdrawals taken and any systematic partial withdrawals
expected to be received in a Contract Year will be considered in determining
the amount of the excess partial withdrawal. Such a withdrawal will be
considered a partial surrender of the Contract and we will impose a surrender
charge and any associated premium tax. See Facts About the Contract, The Fixed
Account, Market Value Adjustment. Such charges will be deducted from the
Accumulation Value in proportion to the Accumulation Value in each Division or
Fixed Allocation from which the excess partial withdrawal was taken. In
instances where the excess partial withdrawal equals the entire Accumulation
Value in each such Division or Fixed Allocation, charges will be deducted
proportionately from all other Divisions and Fixed Allocations in which you
are invested.
For purposes of calculating the surrender charge for the excess partial
withdrawal, (i) we treat premium payments as being withdrawn on a first-in
first-out basis, and (ii) amounts withdrawn which are not considered an excess
partial withdrawal are not treated as a withdrawal of any premium payments.
Although we treat premium payments as being withdrawn before earnings for
purposes of calculating the surrender charge for excess partial withdrawals,
the Federal income tax law treats earnings as withdrawn first. See Federal Tax
Considerations, Taxation of Non-Qualified Annuities.
For example, the following assumes an Initial Premium payment of $10,000 and
additional premium payments of $10,000 in each of the second and third
Contract Years, for total premium payments under the Contract of $30,000. It
also assumes a partial withdrawal at the beginning of the fourth Contract Year
of 20% of the Accumulation Value of $35,000.
In this example, $5,250 ($35,000 x .15) is the maximum partial withdrawal
that may be withdrawn during the Contract Year without the imposition of a
surrender charge. The total partial withdrawal would be $7,000 ($35,000 x .2).
Therefore, $1,750 ($7,000-$5,250) is considered an excess partial withdrawal
of a part of the Initial Premium payment of $10,000 and would be subject to a
4% surrender charge of $70.00 ($1,750 x .04). This example does not take into
account any Market Value Adjustment or deduction of any premium taxes.
PREMIUM TAXES
We make a charge for state and local premium taxes in certain states which
can range from 0% to 3.5% of premium. The charge depends on the Owner's state
of residence. We reserve the right to change this amount to conform with
changes in the law or if the Owner changes state of residence.
Premium taxes are generally incurred on the annuity commencement date and a
charge for such premium taxes is then deducted from your Accumulation Value on
such date. However, some jurisdictions impose a premium tax at the time that
initial and additional premiums are paid, regardless of the Annuity
Commencement Date. In those states we may initially defer collection of the
amount of the charge for premium taxes from your Accumulation Value and deduct
it against Accumulation Value on surrender of the Contract, excess partial
withdrawals or on the Annuity Commencement Date.
ADMINISTRATIVE CHARGE
The administrative charge is incurred at the beginning of the Contract
processing period and deducted at the end of each Contract processing period.
We deduct this charge when determining the Cash Surrender Value payable if you
surrender the Contract prior to the end of a Contract processing period. If
the Accumulation Value at the end of the Contract processing period equals or
exceeds $100,000 or the sum of the premiums paid equals or exceeds $100,000,
the charge is zero. Otherwise, the amount deducted is $30 per Contract Year.
See Asset Based Administrative Charge, below.
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EXCESS ALLOCATION CHARGE
We currently do not assess a charge for allocation changes made during a
Contract Year. We reserve the right, however, to assess a $25 charge for each
allocation change after the twelfth allocation change in a Contract Year. This
amount represents the maximum we will charge. The charge would be deducted
from the Divisions and the Fixed Allocations from which each such reallocation
is made in proportion to the amount being transferred from each such Division
and Fixed Allocation unless you have chosen to use the Charge Deduction
Division. Any allocations or transfers due to the election of dollar cost
averaging and reallocation under the provision What Happens if a Division is
Not Available will not be included in determining if the excess allocation
charge should apply.
CHARGES DEDUCTED FROM THE DIVISIONS
We deduct the charges described below to cover our costs and expenses,
services provided and risks assumed under the Contracts. We incur certain
costs and expenses for the distribution and administration of the Contracts,
for providing the benefits payable thereunder and for bearing various risks
thereunder. The amount of a charge will not necessarily correspond to the
costs associated with providing the services or benefits indicated by the
designation of the charge. For example, the Surrender Charge collected may not
fully cover all of the distribution expenses incurred by us.
MORTALITY AND EXPENSE RISK CHARGE
The amount of the mortality and expense risk charge depends on the death
benefit option that has been elected. If the Standard Death Benefit Option is
elected, the charge is equivalent, on an annual basis, to 1.10% of the assets
in each Division. The charge is deducted on each Valuation Date at the rate of
.003030% for each day in the Valuation Period. If the Annual Ratchet Enhanced
Death Benefit is elected, the charge is equivalent, on an annual basis, to
1.25% of the assets in each Division. The charge is deducted on each Valuation
Date at the rate of .003446% for each day in the Valuation Period.
ASSET BASED ADMINISTRATIVE CHARGE
We will deduct a daily administrative charge from the assets in each
Division. The daily charge is at a rate of 0.000411% (equivalent to an annual
rate of 0.15%) on the assets in each Division.
TRUST EXPENSES
There are fees and charges deducted from each Series of the ESS Trust, the
Travelers Series Fund, the Smith Barney Series Fund, and the Smith Barney
Concert Allocation Series. Please read the respective Trust prospectus for
details.
CHOOSING YOUR ANNUITIZATION OPTIONS
ANNUITIZATION OF YOUR CONTRACT
If the Annuitant and Owner are living on the Annuity Commencement Date, we
will begin making payments to the Owner under an income plan. We will make
these payments under the Annuity Option chosen. You may change an Annuity
Option by making a written request to us at least 30 days prior to the Annuity
Commencement Date of the Contract. The amount of the payments will be
determined by applying your Accumulation Value adjusted for any applicable
Market Value Adjustment on the Annuity Commencement Date in accordance with
The Annuity Options section below, subject to our published rules at such
time. See When We Make Payments.
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You may also elect an Annuity Option on surrender of the Contract for its
Cash Surrender Value or you may choose one or more Annuity Options for the
payment of death benefit proceeds while it is in effect and before the Annuity
Commencement Date. If, at the time of the Owner's death or the Annuitant's
death (if the Owner is not an individual), no option has been chosen for
paying death benefit proceeds, the Beneficiary may choose an option within 60
days. In all events, payments of death benefit proceeds must comply with the
distribution requirements of applicable Federal tax law.
The minimum monthly annuity income payment that we will make is $20. We may
require that a single sum payment be made if the Accumulation Value is less
than $2,000 or if the calculated monthly annuity income payment is less than
$20.
For each option we will issue a separate written agreement putting the
option into effect. Before we pay any annuity benefits, we require the return
of the Contract. If your Contract has been lost, we will require that you
complete and return the applicable Contract form. Various factors will affect
the level of annuity benefits including the Annuity Option chosen, the
applicable payment rate used and the investment results of the Divisions and
interest credited to the Fixed Allocations in which the Accumulation Value has
been invested.
Some annuity options may provide only for fixed payments. Fixed Annuity
Payments are regular payments, the amount of which is fixed and guaranteed by
us. The amount of the payments will depend only on the form and duration of
payments chosen, the age of the Annuitant or Beneficiary (and sex, where
appropriate), the total Accumulation Value applied to purchase the fixed
option, and the applicable payment rate.
Our approval is needed for any option where:
(1) The person named to receive payment is other than the Owner or
Beneficiary;
(2) The person named is not a natural person, such as a corporation; or
(3) Any income payment would be less than the minimum annuity income
payment allowed.
ANNUITY COMMENCEMENT DATE SELECTION
You select the Annuity Commencement Date. You may select any date following
the fifth Contract Anniversary but before the Contract Processing Date in the
month following the Annuitant's 90th birthday. If, on the Annuity Commencement
Date, a Surrender Charge remains, the elected Annuity Option must include a
life annuity or a period certain of at least five years duration. If you do
not select a date, the annuity commencement date will be in the month
following the Annuitant's 90th birthday. If the Annuity Commencement Date
occurs when the Annuitant is at an advanced age, such as over age 85, it is
possible that the Contract will not be considered an annuity for Federal tax
purposes. See Federal Tax Considerations. For a Contract purchased in
connection with a qualified plan, distribution must commence not later than
April 1st of the calendar year following the calendar year in which you attain
age 70 1/2. Consult your tax advisor.
FREQUENCY SELECTION
You choose the frequency of the Annuity Payments. They may be monthly,
quarterly, semi-annually or annually. If we do not receive written notice from
you, the payments will be made monthly. There may be certain restrictions on
minimum payments that we will allow.
THE ANNUITIZATION OPTIONS
There are four options to choose from as shown below. Options 1 through 3
are fixed and option 4 may be fixed or variable. For a fixed option, the
Accumulation Value in the Divisions is transferred to the general account.
OPTION 1. INCOME FOR A FIXED PERIOD
Payment is made in equal installments for a fixed number of years based on
the Accumulation Value as of the annuity commencement date. We guarantee that
each monthly payment will be at least the amount set forth
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in the Contract. Guaranteed amounts for annual, semi-annual and quarterly
payments are available upon request. Illustrations are available upon request.
If the Cash Surrender Value or Accumulation Value is applied under this
option, a 10% penalty tax may apply to the taxable portion of each income
payment until the Owner reaches age 59 1/2.
OPTION 2. INCOME FOR LIFE
Payment is made in equal monthly installments and guaranteed for at least a
period certain. The period certain can be 10 or 20 years. Other periods
certain may be available on request. A refund certain may be chosen instead.
Under this arrangement, income is guaranteed until payments equal the amount
applied. If the person named lives beyond the guaranteed period, payments
continue until his or her death. We guarantee that each payment will be at
least the amount set forth in the Contract corresponding to the person's age
on his or her last birthday before the option's effective date. Amounts for
ages not shown in the Contract are available upon request.
OPTION 3. JOINT LIFE INCOME
This option is available if there are two persons named to receive payments.
At least one of the persons named must be either the Owner or Beneficiary of
the Contract. Monthly payments are guaranteed and are made as long as at least
one of the named persons is living. There is no minimum number of payments.
Monthly payment amounts are available upon request.
OPTION 4. ANNUITY PLAN
An amount can be used to buy any single premium annuity we offer on the
option's effective date.
PAYMENT WHEN NAMED PERSON DIES
When the person named to receive payment dies, we will pay any amounts still
due as provided by the option agreement. The amounts still due are determined
as follows:
(1) For option 1, or any remaining guaranteed payments under option 2,
payments will be continued. Under options 1 and 2, the discounted
values of the remaining guaranteed payments may be paid in a single
sum. This means we deduct the amount of the interest each remaining
guaranteed payment would have earned had it not been paid out early.
The discount interest rate is never less than 3% for option 1 and 3.50%
for option 2 per year. We will, however, base the discount interest
rate on the interest rate used to calculate the payments for options 1
and 2 if such payments were not based on the tables in the Contract.
(2) For option 3, no amounts are payable after both named persons have
died.
(3) For option 4, the annuity agreement will state the amount due, if any.
OTHER CONTRACT PROVISIONS
IN CASE OF ERRORS IN APPLICATION INFORMATION
If an age or sex given in the application or enrollment form is misstated,
the amounts payable or benefits provided by the Contract shall be those that
the premium payment would have bought at the correct age or sex.
SENDING NOTICE TO US
Any written notices, inquiries or requests should be sent to our Customer
Service Center. Please include your name, your Contract number and, if you are
not the Annuitant, the name of the Annuitant.
ASSIGNING THE CONTRACT AS COLLATERAL
You may assign a non-qualified Contract as collateral security for a loan or
other obligation. This does not change the Ownership. However, your rights and
any Beneficiary's rights are subject to the terms of the
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assignment. See Transfer of Annuity Contracts, and Assignments. An assignment
may have Federal tax consequences. See Federal Tax Considerations.
You must give us satisfactory written notice at our Customer Service Center
in order to make or release an assignment. We are not responsible for the
validity of any assignment.
NON-PARTICIPATING
The Contract does not participate in the divisible surplus of First Golden.
AUTHORITY TO MAKE AGREEMENTS
All agreements made by us must be signed by our president or a vice
president and by our secretary or an assistant secretary. No other person,
including an insurance agent or broker, can change any of the Contract's
terms, make any can change any of the Contract's terms, make any agreements
binding on us or extend the time for premium payments.
CONTRACT CHANGES -- APPLICABLE TAX LAW
We reserve the right to make changes in the Contract to the extent we deem
it necessary to continue to qualify the Contract as an annuity. Any such
changes will apply uniformly to all Contracts that are affected. You will be
given advance written notice of such changes.
YOUR RIGHT TO CANCEL OR EXCHANGE YOUR CONTRACT
CANCELING YOUR CONTRACT
You may cancel your Contract within your Free Look Period, which is ten days
after you receive your Contract. For purposes of administering our allocation
and administrative rules, we deem this period to expire 15 days after the
Contract is mailed to you. Some states may require a longer Free Look Period.
If you decide to cancel, you may mail or deliver the Contract to our Customer
Service Center. We will refund the greater of the premium paid or the
Accumulation Value plus any charges we deducted; and the contract will be void
as of the effective date of cancellation. We may require your premiums
designated for investment in the Divisions of Account NY-B be allocated to the
Specially Designated Division during the Free Look Period. Premiums designated
for the Fixed Account will be allocated to a Fixed Allocation with the
Guarantee Period you have chosen. If you do not choose to exercise your right
to cancel during the Free Look Period, then at the end of the Free Look Period
your money will be invested in the Divisions chosen by you, based on the index
of investment experience next computed for each Division. See Facts About the
Contract, Measurement of Investment Experience, Index of Experience and Unit
Value.
EXCHANGING YOUR CONTRACT
For information regarding Section 1035 Exchanges, see Federal Tax
Considerations.
OTHER CONTRACT CHANGES
You may change the Contract to another annuity plan subject to our rules at
the time of the change.
GROUP OR SPONSORED ARRANGEMENTS
For certain group or sponsored arrangements, we may reduce any surrender,
administration, and mortality and expense risk charges. We may also change the
minimum initial and additional premium requirements, or offer a reduced 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 Contracts to its employees on an individual basis.
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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 Contracts or that have been
in existence less than six months will not qualify for reduced charges.
We will make these and any similar reductions according to our rules in
effect when an application or enrollment form for a Contract is approved. We
may change these rules from time to time. Any variation in the administrative
charge will reflect differences in costs or services and will not be unfairly
discriminatory.
SELLING THE CONTRACT
DSI is also principal underwriter and distributor of the Contract as well as
for any other Contracts issued through Account NY-B and any other separate
accounts of First Golden and Golden American. We pay DSI for acting as
principal underwriter under a distribution agreement. The offering of the
Contract will be continuous.
DSI has entered into and will continue to enter into sales agreements with
broker-dealers to solicit for the sale of the Contract through registered
representatives who are licensed to sell securities and variable insurance
products including variable annuities. These agreements provide that
applications for Contracts may be solicited by registered representatives of
the broker-dealers appointed by First Golden to sell its variable life
insurance and variable annuities. These broker-dealers are registered with the
SEC and are members of the National Association of Securities Dealers, Inc.
("NASD"). The registered representatives are authorized under applicable state
regulations to sell variable life insurance and variable annuities. The
writing agent will receive commissions and expense allowances totaling up to
6.5% of any initial or additional premium payments made.
REGULATORY INFORMATION
VOTING RIGHTS
ACCOUNT NY-B
We will vote the shares of a Trust owned by Account NY-B according to your
instructions. However, if the Investment Company Act of 1940 or any related
regulations should change, or if interpretations of it or related regulations
should change, and we decide that we are permitted to vote the shares of a
trust in our own right, we may decide to do so.
We determine the number of shares that you have in a Division by dividing
the Contract's Accumulation Value in that Division by the net asset value of
one share of the portfolio in which a Division invests. Fractional votes will
be counted. We will determine the number of shares you can instruct us to vote
180 days or less before a Trust's meeting. We will ask you for voting
instructions by mail at least 10 days before the meeting.
If we do not get your instructions in time, we will vote the shares in the
same proportion as the instructions received from all Contracts in that
Division. We will also vote shares we hold in Account NY-B which are not
attributable to Owners in the same proportion.
STATE REGULATION
We are regulated and supervised by the Insurance Department of the State of
New York, which periodically examines our financial condition and operations.
We are also subject to the insurance laws and regulations of all jurisdictions
where we do business. The variable Contract offered by this prospectus has
been approved by the Insurance Department of the State of New York. We are
required to submit annual statements of our operations, including financial
statements, to the Insurance Departments of the various jurisdictions in which
we do business to determine solvency and compliance with state insurance laws
and regulations.
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LEGAL PROCEEDINGS
First Golden, as an insurance company, is ordinarily involved in litigation.
We do not believe that any current litigation is material and we do not expect
to incur significant losses from such actions.
LEGAL MATTERS
The legal validity of the Contract described in this prospectus has been
passed on by Myles R. Tashman, Esquire, Executive Vice President, General
Counsel and Secretary of First Golden. Sutherland, Asbill & Brennan, L.L.P. of
Washington, D.C. has provided advice on certain matters relating to Federal
securities laws.
EXPERTS
The audited financial statements of First Golden American Life Insurance
Company of New York, appearing in this Prospectus and Registration Statement
have been audited by Ernst & Young LLP, independent auditors, as set forth in
their report thereon appearing in this Prospectus and in the Registration
Statement and are included in reliance upon such report given upon the
authority of such firm as experts in accounting and auditing.
MORE INFORMATION ABOUT FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW
YORK
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
This Management's Discussion and Analysis of Financial Condition and Results
of Operations should be read in conjunction with the GAAP Basis Financial
Statements and Notes to Financial Statements included herein.
First Golden, a wholly owned subsidiary of Golden American Life Insurance
Company ("Golden American" or the "Parent"), was incorporated on May 24, 1996.
Golden American is a wholly owned indirect subsidiary of Equitable of Iowa
Companies. Equitable of Iowa Companies is a holding company for Equitable Life
Insurance Company of Iowa, USG Annuity & Life Company, Locust Street
Securities, Inc., Equitable of Iowa Securities Network, Inc., Equitable
American Insurance Company, Equitable Investment Services, Inc., Directed
Services, Inc. ("DSI"), and Golden American. First Golden's primary purpose
will be to offer insurance products in the State of New York. On January 2,
1997 First Golden became licensed as a life insurance company in the State of
New York. First Golden is authorized to do business only in the State of New
York.
First Golden's primary business purpose is to offer variable insurance
products (the "Contracts"). The First Golden Contracts are funded by Separate
Account NY-B and were offered to the public for the first time in March of
1997. As of the date of this prospectus, Separate Account NY-B had not
received any premium payments under the Contracts.
BUSINESS ENVIRONMENT
The current business and regulatory environment remains challenging for the
insurance industry. Increasing competition from traditional insurance carriers
as well as banks and mutual fund companies offer consumers many choices.
However, overall demand for variable annuity product remains strong for
several reasons including: a dynamic stock market performance over the last 3
years; relatively low interest rates; an aging United States population that
is increasingly concerned about retirement and estate planning, as well as
maintaining their standard of living in retirement; potential reductions in
government and employer-provided benefits at retirement as well as lower
public confidence in the adequacy of those benefits.
RESULTS OF OPERATIONS FOR THE PERIOD DECEMBER 17, 1996 (COMMENCEMENT OF
OPERATIONS) THROUGH DECEMBER 31, 1996
Net income for the period from December 17, 1996 through December 31, 1996
was $42,000. Net investment income of $65,000 was earned and income taxes were
$23,000.
Future revenues will be generated from the sale of variable products
resulting in product charge revenues as well as investment income from the
investments. Future benefits and expenses will include policy benefits,
operating expenses and commission expenses associated with the sale and
maintenance of the Contracts.
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LIQUIDITY AND CAPITAL RESOURCES
Positive cash flow elements from operations included net income and
increases in liabilities. Negative cash flow elements from operations were
produced from two sources, the increase in accrued investment income and the
net amortization of discounts on short-term investments.
Future cash flows will consist of product charges, investment income and
maturities of fixed maturity investments. Future cash flow uses will include
the payment of annuity and insurance benefits, operating expenses and
commissions and the purchase of new investments.
On December 17, 1996, Golden American made capital contributions to First
Golden of $25,000,000. Of this amount, $2,000,000 represented 200,000 shares
of common stock with a par value of $10.00 per share. The remaining
$23,000,000 was contributed as additional paid-in capital. First Golden
believes that it will be able to fund the capital and surplus required for
projected new business from existing statutory capital and surplus as well as
future surplus contributions from its Parent. First Golden expects to continue
to receive capital contributions from Golden American if necessary.
First Golden is required to maintain a minimum capital and surplus of not
less than $4,000,000 under the provisions of the insurance laws of the State
of New York in which it became licensed to sell insurance products on January
2, 1997.
Under the provisions of the insurance laws of the State of New York, First
Golden cannot distribute any dividends to its stockholders unless a notice of
its intention to declare a dividend and the amount of the dividend has been
filed not less than thirty days in advance of the proposed declaration. The
superintendent may disapprove the distribution by giving written notice to the
Company within thirty days after the filing should the superintendent find
that the financial condition of the Company does not warrant the distribution.
The NAIC's risk-based capital requirements require insurance companies to
calculate and report information under a risk-based capital formula. These
requirements are intended to allow insurance regulators to identify
inadequately capitalized insurance companies based upon the type and mixture
of risks inherent in the Company's operations. The formula includes components
for asset risk, liability risk, interest rate exposure and other factors. The
Company intends to comply with these requirements in 1997, as its insurance
license was approved on January 2, 1997, and expects its total adjusted
capital to exceed levels which require regulatory action.
SEGMENT INFORMATION
First Golden's operations will consist of one business segment, the sale of
insurance products. First Golden anticipates that it will not be dependent
upon any single customer but anticipates three broker/dealers will account for
a significant portion of its revenue in 1997. All premiums will be received
from consumers in the State of New York.
FINANCIAL CONDITION
INVESTMENTS
First Golden's assets are invested in accordance with applicable New York
laws. These laws govern the nature and the quality of investments that may be
made by life insurance companies and the percentage of their assets that may
be committed to any particular type of investment. In general, these laws
permit investments, within specified limits subject to certain qualifications,
in federal, state, and municipal obligations, corporate bonds, preferred or
common stocks, real estate mortgages, real estate and certain other
investments.
First Golden makes investments in accordance with investment guidelines that
take into account investment quality, liquidity and diversification, and
invests primarily in investment grade securities. All of First Golden's assets
except for variable separate account assets are available to meet its
obligations under the Contracts. At December 31, 1996, First Golden had
invested assets of $24,570,000 consisting of $24,220,000 of bonds, and
$350,000 of short-term securities.
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Based on amortized cost, at December 31, 1996, 91.6% of the investment
portfolio were invested in investment grade bonds and 8.4% were invested in
non-investment grade securities. First Golden defines non-investment grade as
unsecured corporate debt obligations which do not have a rating equivalent to
Standard & Poor's (or similar rating agency) BBB or higher and are not
guaranteed by an agency of the federal government.
RESERVES
Future policy benefits for the fixed account will be established utilizing
the retrospective deposit accounting method. Policy reserves represent the
premiums received plus accrued interest less mortality and administration
charges.
REINSURANCE
The Company intends to reinsure its mortality risk associated with the
Contract's guaranteed death benefit with one or more appropriately licensed
insurance companies.
COMPETITION
In 1997, First Golden will be engaged in a business that is highly
competitive because of the number of competitors including banks, mutual funds
and life insurance companies which all compete for retirement savings from
consumers. There are approximately 142 stock, mutual and other types of
insurers in the life insurance business in the State of New York, a
substantial number of which offer similar products and are significantly
larger than First Golden.
CERTAIN AGREEMENTS
On November 8, 1996, First Golden and Golden American entered into an
administrative service agreement pursuant to which Golden American agreed to
provide certain accounting, actuarial, tax, underwriting, sales, management
and other services to Golden American. Expenses incurred by Golden American in
relation to this service agreement will be reimbursed by First Golden on an
allocated cost basis. As of December 31, 1996, no such charges have been
billed to First Golden. First Golden expects to enter into a similar agreement
with another affiliate, Equitable Life Insurance Company of Iowa, for
additional services.
Also on November 8, 1996, First Golden and DSI entered into a service
agreement pursuant to which First Golden has agreed to provide DSI certain of
its personnel to perform management, administrative and clerical services and
the use of certain of its facilities. First Golden expects to charge DSI for
such expenses and all other general and administrative costs, first on the
basis of direct charges when identifiable, and second allocated based on the
estimated amount of time spent by First Golden's employees on behalf of DSI.
As of December 31, 1996, no such charges have been billed to DSI.
DISTRIBUTION AGREEMENT
First Golden has entered into agreements with DSI to perform services
related to the distribution of its products. DSI will act as the principal
underwriter (as defined in the Securities Act of 1933 and the Investment
Company Act of 1940, as amended) of the variable insurance products issued by
First Golden.
EMPLOYEES
During 1996, Golden American provided the support necessary for the
incorporation and licensing of First Golden. During 1997, First Golden will
have a few direct employees due to its small size and will continue to various
management services from DSI, Golden American and other affiliates as
described above under "Certain Agreements." The cost of these services are
allocated to First Golden.
Certain officers of First Golden are also officers of Golden American and
DSI, and certain officers of First Golden are also officers of Equitable of
Iowa Companies, Equitable Life Insurance Company of Iowa and/or of Equitable
of Iowa Securities Network, Inc. See "Directors and Executive Officers."
PROPERTIES
First Golden's principal office is located at 230 Park Avenue, Suite 966,
New York, New York 10169, where certain of the Company's records are
maintained. The 2,568 square feet of office space is leased for a 5-year term.
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DIRECTORS AND EXECUTIVE OFFICERS
<TABLE>
<CAPTION>
NAME (AGE) POSITIONS(S) WITH THE COMPANY
- ---- ----- -----------------------------
<S> <C> <C>
Terry L. Kendall............ (50) Chairman, President, Chief Executive Officer
and Director
Myles R. Tashman............ (54) Executive Vice President, General Counsel,
Secretary and Director
Barnett Chernow............. (47) Executive Vice President, Director
Edward C. Wilson............ (56) Executive Vice President
Carol V. Coleman............ (47) Director
Stephen J. Friedman......... (59) Director
Frederick S. Hubbell........ (46) Director
Bernard Levitt.............. (71) Director
Roger R. Martin............. (65) Director
Andrew Kalinowski........... (52) Director
David L. Jacobson........... (47) Senior Vice President and Assistant Secretary
Stephen J. Preston.......... (39) Senior Vice President and Chief Actuary
Mary B. Wilkinson........... (40) Senior Vice President and Treasurer
(Chief Financial Officer)
Marilyn Talman.............. (50) Vice President, Associate Counsel and
Assistant Secretary
</TABLE>
Each director is elected to serve for one year or until the next annual
meeting of shareholders or until his or her successor is elected. Some
directors are directors of insurance company subsidiaries of First Golden's
ultimate parent, Equitable of Iowa Companies.
The principal positions of First Golden's directors and senior executive
officers for the past five years are listed below:
Mr. Terry L. Kendall is President, Chief Executive Officer and Chairman of
the Board of the First Golden American Life Insurance Company of New York.
Since September, 1993, Mr. Kendall has also served as President and Chief
Executive Officer of Golden American Life Insurance Company. From September,
1993 through September, 1996, Mr. Kendall also served as Chairman of the Board
of Golden American Life Insurance Company. From 1982 through June 1993, he was
President and Chief Executive Officer of United Pacific Life Insurance
Company. He was elected to serve as director of First Golden in June, 1996.
Mr. Myles R. Tashman is Executive Vice President, General Counsel, Secretary
and Director of First Golden American Life Insurance Company of New York.
Since December, 1995, Mr. Tashman has also served as Executive Vice President
of Golden American Life Insurance Company. From 1986 through 1993, he was
Senior Vice President and General Counsel of United Pacific Life Insurance
Company. He was elected to serve as a director of First Golden in June, 1996.
Mr. Barnett Chernow is Executive Vice President and Director of First Golden
American Life Insurance Company of New York. Since 1996, Mr. Chernow has also
served as Executive Vice President of Golden American Life Insurance Company.
From 1977 through 1993, he held various positions with Reliance Insurance
Companies and was Senior Vice President and Chief Financial Officer of United
Pacific Life Insurance Company from 1984 through 1993. He was elected to serve
as a director of First Golden in June, 1996.
Mr. Edward C. Wilson is Executive Vice President of First Golden American
Life Insurance Company. Since January, 1997, Mr. Wilson has also served as
President of Directed Services, Inc. Since January, 1996,
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Mr. Wilson has also served as Executive Vice President of Golden American Life
Insurance Company. From August, 1994 to December, 1995, he was Senior Managing
Director at Van Eck Global Investors. From July, 1990 to August, 1994, he was
Vice President and National Sales Manager at Keyport Life Insurance Company.
Ms. Carol V. Coleman is a Director of First Golden, having been first
appointed in December, 1996. She is a financial recruiter with Vantage
Staffing since 1994. From 1991 through 1993, she was a consultant with
Executive Edge. She also served as a Chair of the Board for Typa Youth Program
Association from 1988 through 1990. Prior to that, she held various executive
and board positions with banking institutions.
Mr. Stephen J. Friedman is a Director of First Golden, having been first
appointed in June, 1996. Mr. Friedman is a partner of the law firm of
Debevoise & Plimpton in New York, NY since 1993. From 1988 through 1993, he
was Executive Vice President and General Counsel to Equitable Life Assurance
Society of the United States.
Mr. Frederick S. Hubbell is a Director of First Golden, having been first
appointed in December, 1996. Mr. Hubbell is Chairman, President and Chief
Executive Officer of Equitable of Iowa since 1991. He also has served as
Chairman and President of Equitable Life Insurance Company of Iowa since 1987.
He serves in a similar capacity for most Equitable of Iowa affiliate
companies.
Mr. Bernard Levitt is a Director of First Golden, having been first
appointed in June, 1996. Until his retirement in 1990, Mr. Levitt was a life
insurance consultant with American Life Insurance Company of New York, since
1989.
Mr. Roger R. Martin is a Director of First Golden, having been first
appointed in June, 1996. Until his retirement in July, 1995, Mr. Martin was a
Vice President with Bear Sterns since 1984.
Mr. Andrew Kalinowski is a Director of First Golden, having been first
appointed in June, 1996. Mr. Kalinowski is a Principal and the President of
Upstate Special Risk Services, Incorporated since 1974. He is also a
Principal, the Chief Marketing Officer and Vice President of LifeMark
Securities Corporation since 1983, a Principal, Vice President and Secretary
of LifeMark Associates, Incorporated since 1993, and a Principal and Director
of LIFE Incorporated.
Mr. David L. Jacobson is Senior Vice President and Assistant Secretary of
First Golden American Life Insurance Company. Since November, 1993, Mr.
Jacobson has also served as Senior Vice President and Assistant Secretary of
Golden American Life Insurance Company. Since September, 1996, Mr. Jacobson
has also served as Assistant Secretary of Equitable Life Insurance Company of
Iowa and as Vice President of Equitable of Iowa Securities Network, Inc. From
April, 1974 through November, 1993, he held various positions with United
Pacific Life Insurance Company and was Vice President upon leaving.
Mr. Stephen J. Preston is Senior Vice President and Chief Actuary of First
Golden American Life Insurance Company. Since December, 1993, Mr. Preston has
served in an identical capacity with Golden American Life Insurance Company.
From September, 1993 through November, 1993, he was Senior Vice President and
Actuary for Mutual of America Insurance Company. From July, 1987 through
August, 1993, he held various positions with United Pacific Life Insurance
Company and was Vice President and Actuary upon leaving.
Ms. Mary Bea Wilkinson is Senior Vice President and Treasurer of First
Golden American Life Insurance Company. From November, 1993 through 1996, Ms.
Wilkinson served as Senior Vice President, Assistant Secretary and Treasurer
of Golden American Life Insurance Company. From August, 1993 through October,
1993, she was an Assistant Vice President with CIGNA Insurance Companies. From
January, 1987 through July, 1993, she held various positions with United
Pacific Life Insurance Company and was Vice President and Controller upon
leaving.
Ms. Marilyn Talman is Vice President, Associate General Counsel and
Assistant Secretary of First Golden American Life Insurance Company of New
York. Since April, 1996, Ms. Talman has also served as Vice President,
Associate General Counsel and Assistant Secretary for Golden American Life
Insurance Company.
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<PAGE>
Since September, 1996, Ms. Talman has also served as Assistant Secretary of
Equitable Life Insurance Company of Iowa and as Vice President of Equitable of
Iowa Securities Network, Inc. From March, 1992 through March, 1994, she held
various positions with Rodney Square Management Corp. and was Vice President
and General Counsel upon leaving. From June, 1989 through February, 1992, she
was an Associate with the law firm of Ballard, Spahr, Andrews & Ingersoll for
Golden American Life Insurance Company. From March, 1992 through March, 1994,
she held various positions with Rodney Square Management Corp. and was Vice
President and General Counsel upon leaving. From June, 1989 through February,
1992, she was an Associate with the law firm of Ballard, Spahr, Andrews &
Ingersoll.
FEDERAL TAX CONSIDERATIONS
INTRODUCTION
The following discussion of the federal income tax treatment of the Contract
is not exhaustive, does not purport to cover all situations, and is not
intended as tax advice. The federal income tax treatment of the Contract is
unclear in certain circumstances, and a qualified tax adviser should always be
consulted with regard to the application of the tax law to individual
circumstances. This discussion is based on the Internal Revenue Code of 1986,
as amended (the "Code"), Treasury Department regulations, and interpretations
existing on the date of this prospectus. These authorities, however, are
subject to change by Congress, the Treasury Department, and judicial
decisions.
This discussion does not address state or local tax consequences associated
with the purchase of the Contract. In addition, FIRST GOLDEN MAKES NO
GUARANTEE REGARDING ANY TAX TREATMENT--FEDERAL, STATE OR LOCAL--OF ANY
CONTRACT OR OF ANY TRANSACTION INVOLVING A CONTRACT.
TAX STATUS OF FIRST GOLDEN
First Golden is taxed as a life insurance company under the Code. Since the
operations of Account NY-B are a part of, and are taxed with, the operations
of First Golden, Account NY-B is not separately taxed as a "regulated
investment company" under the Code. Under existing federal income tax laws,
investment income and capital gains of Account NY-B are not taxed to First
Golden to the extent they are applied under a Contract. First Golden does not
anticipate that it will incur any federal income tax liability in Account NY-B
attributable to Contract obligations, and therefore First Golden does not
intend to make provision for any such taxes. If First Golden is taxed on
investment income or capital gains of Account NY-B, then First Golden may
impose a charge against Account NY-B, as appropriate, in order to make
provision for such taxes.
TAXATION OF NON-QUALIFIED ANNUITIES
TAX DEFERRAL DURING ACCUMULATION PERIOD
Under existing provisions of the Code, except as described below, any
increase in an Owner's Accumulation Value is generally not taxable to the
Owner until amounts are received from the Contract, either in the form of
annuity payments as contemplated by the Contract, or in some other form of
distribution. However, this rule allowing deferral applies only if (1) the
investments of Account NY-B are "adequately diversified" in accordance with
Treasury Department regulations, (2) First Golden, rather than the Owner, is
considered the owner of the assets of Account NY-B for federal income tax
purposes, and (3) the Contract is owned by an individual (or is treated as
owned by an individual). In addition to the foregoing, if the Contract's
annuity commencement date occurs at a time when the Annuitant is at an
advanced age, such as over age 85, it is possible that the Owner will be
taxable currently on the annual increase in the Accumulation Value.
Diversification Requirements. The Code and Treasury Department regulations
prescribe the manner in which the investments of a segregated asset account,
such as the Divisions of Account NY-B, are to be "adequately diversified." If
a Division of Account NY-B failed to comply with these diversification
standards, Contracts based on that segregated asset account would not be
treated as an annuity contract for federal income
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<PAGE>
tax purposes and the Owner would generally be taxable currently on the income
on the contract (as defined in the tax law) beginning with the period of non-
diversification. First Golden expects that the Divisions of Account NY-B will
comply with the diversification requirements prescribed by the Code and
Treasury Department regulations.
Ownership Treatment. In certain circumstances, variable annuity contract
owners may be considered the owners, for federal income tax purposes, of the
assets of a segregated asset account, such as the Divisions of Account NY-B,
used to support their contracts. In those circumstances, income and gains from
the segregated asset account would be includible in the contract owners' gross
income. The Internal Revenue Service (the "IRS") has stated in published
rulings that a variable contract owner will be considered the owner of the
assets of a segregated asset account if the owner possesses incidents of
ownership in those assets, such as the ability to exercise investment control
over the assets. In addition, the Treasury Department announced, in connection
with the issuance of regulations concerning investment diversification, that
those regulations "do not provide guidance concerning the circumstances in
which investor control of the investments of a segregated asset account may
cause the investor, rather than the insurance company, to be treated as the
owner of the assets in the account." This announcement also stated that
guidance would be issued by way of regulations or rulings on the "extent to
which policyholders may direct their investments to particular subaccounts (of
a segregated asset account) without being treated as owners of the underlying
assets." As of the date of this prospectus, no such guidance has been issued.
The ownership rights under the Contract are similar to, but different in
certain respects from, those described by the IRS in rulings in which it was
determined that contract owners were not owners of the assets of a segregated
asset account. For example, the Owner of this Contract has the choice of more
investment options to which to allocate purchase payments and the Accumulation
Value, and may be able to transfer among investment options more frequently,
than in such rulings. These differences could result in the Owner being
treated as the owner of all or a portion of the assets of Account NY-B.
Furthermore, under the Contract, the Owner may choose to invest in the
Select Portfolios of Concert Series, which in turn invest in regulated
investment companies which are available for investment to the general public
("fund of funds structure"). Section 817 of the Code and the Treasury
Regulations thereunder do not currently address variable contract
diversification in the context of such a fund of funds structure. Furthermore,
in consideration of this structure, it is unknown what level of investment
management must be exercised by the managers of the Portfolios of the
Investment Options and what amount of investment diversification of these
portfolios is required in order to preclude the existence of an unacceptable
level of owner control. As discussed above, if the Owner is deemed to possess
too much control over the assets of the Separate Account, the Contract would
not be given tax-deferred treatment and therefore the earnings allocable to
the Contract would be subject to federal income tax prior to receipt by the
Owner.
First Golden does not know what standards will be set forth in the
regulations or rulings which the Treasury Department has stated it expects to
issue. First Golden therefore reserves the right to modify the Contract as
necessary to attempt to prevent Contract Owners from being considered the
owners of the assets of Account NY-B. However, there is no assurance that such
efforts would be successful. Frequently, if the IRS or the Treasury Department
sets forth a new position which is adverse to taxpayers, the position is
applied on a prospective basis only. Thus, if the IRS or the Treasury
Department were to issue regulations or a ruling which treated an Owner of
this Contract as the owner of Account NY-B, that treatment might apply on a
prospective basis. However, if the regulations or ruling were not considered
to set forth a new position, an Owner might retroactively be determined to be
the owner of the assets of Account NY-B.
Non-Natural Owner. As a general rule, Contracts held by "non-natural
persons" such as a corporation, trust or other similar entity, as opposed to a
natural person, are not treated as annuity contracts for federal tax purposes.
The income on such Contracts (as defined in the tax law) is taxed as ordinary
income that is received or accrued by the Owner of the Contract during the
taxable year. There are several exceptions to this general
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<PAGE>
rule for non-natural owners. First, Contracts will generally be treated as
held by a natural person if the nominal Owner is a trust or other entity which
holds the Contract as an agent for a natural person. However, this special
exception will not apply in the case of any employer who is the nominal Owner
of a Contract under a non-qualified deferred compensation arrangement for its
employees.
In addition, exceptions to the general rule for non-natural Owners will
apply with respect to (1) Contracts acquired by an estate of a decedent by
reason of the death of the decedent, (2) certain Contracts issued in
connection with qualified retirement plans, (3) certain Contracts purchased by
employers upon the termination of certain qualified retirement plans, (4)
certain Contracts used in connection with structured settlement agreements,
and (5) Contracts purchased with a single purchase payment when the annuity
starting date (as defined in the tax law) is no later than a year from
purchase of the Contract and substantially equal periodic payments are made,
not less frequently than annually, during the annuity period.
The remainder of this discussion assumes that the Contract will be treated
as an annuity contract for federal income tax purposes.
TAXATION OF PARTIAL WITHDRAWALS AND SURRENDERS
In the case of a partial withdrawal prior to the annuity commencement date,
amounts received generally are includible in income to the extent the Owner's
Accumulation Value (determined without regard to any surrender charge, within
the meaning of the tax law) before the surrender exceeds his or her
"investment in the contract." In the case of a surrender of the Contract for
the cash surrender value, amounts received are includible in income to the
extent they exceed the "investment in the contract." For these purposes, the
investment in the contract at any time equals the total of the premium
payments made under the Contract to that time (to the extent such payments
were neither deductible when made nor excludable from income as, for example,
in the case of certain contributions to IRAs and other qualified retirement
plans) less any amounts previously received from the Contract which were not
includible in income.
In the case of systematic partial withdrawals, the amount of each withdrawal
will generally be taxed in the same manner as a partial withdrawal made prior
to the annuity commencement date, as described above. However, there is some
uncertainty regarding the tax treatment of systematic partial withdrawals, and
it is possible that additional amounts may be includible in income.
The Contract provides a death benefit that in certain circumstances may
exceed the greater of the premium payments and the Accumulation Value. As
described elsewhere in this prospectus, First Golden imposes certain charges
with respect to the death benefit. It is possible that some portion of those
charges could be treated for federal tax purposes as a partial withdrawal from
the Contract.
TAXATION OF ANNUITY PAYMENTS
Normally, the portion of each annuity payment taxable as ordinary income is
equal to the excess of the payment over the exclusion amount. In the case of
fixed annuity payments, the exclusion amount is the amount determined by
multiplying (1) the fixed annuity payment by (2) the ratio of the "investment
in the contract" (defined above), adjusted for any period certain or refund
feature, allocated to the fixed annuity option to the total expected amount of
fixed annuity payments for the period of the Contract (determined under
Treasury Department regulations). In the case of variable annuity payments,
the exclusion amount for each variable annuity payment is a specified dollar
amount equal to the investment in the contract allocated to the variable
annuity option when payments begin divided by the number of variable payments
expected to be made (determined by Treasury Department regulations).
Once the total amount of the investment in the contract is excluded using
these formulas, annuity payments will be fully taxable. If annuity payments
cease because of the death of the Annuitant and before the total amount of the
investment in the contract is recovered, the unrecovered amount generally will
be allowed as a deduction to the Annuitant or Beneficiary (depending upon the
circumstances).
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TAXATION OF DEATH BENEFIT PROCEEDS
Prior to the annuity commencement date, amounts may be distributed from a
Contract because of the death of an Owner or, in certain circumstances, the
death of the Annuitant. Such death benefit proceeds are includible in income
as follows: (1) if distributed in a lump sum, they are taxed in the same
manner as a surrender, as described above, or (2) if distributed under an
annuity option, they are taxed in the same manner as annuity payments, as
described above. After the annuity commencement date, where a guaranteed
period exists under an annuity option and the Annuitant dies before the end of
that period, payments made to the Beneficiary for the remainder of that period
are includible in income as follows: (1) if received in a lump sum, they are
includible in income to the extent that they exceed the unrecovered investment
in the contract at that time, or (2) if distributed in accordance with the
existing annuity option selected, they are fully excludable from income until
the remaining investment in the contract is deemed to be recovered, and all
annuity payments thereafter are fully includible in income.
If certain amounts become payable in a lump sum from a Contract, such as the
death benefit, it is possible that such amounts might be viewed as
constructively received and thus subject to tax, even though not actually
received. A lump sum will not be constructively received if it is applied
under an annuity option within 60 days after the date on which it becomes
payable. (Any annuity option selected must comply with applicable mimimum
distribution requirements imposed by the Code.)
ASSIGNMENTS, PLEDGES, AND GRATUITOUS TRANSFERS
Other than in the case of Contracts issued as IRAs or in connection with
certain other qualified retirement plans (which generally cannot be assigned
or pledged), any assignment or pledge (or agreement to assign or pledge) of
any portion of the value of the Contract is treated for federal income tax
purposes as a partial withdrawal of such amount or portion. The investment in
the contract is increased by the amount includible as income with respect to
such assignment or pledge, though it is not affected by any other aspect of
the assignment or pledge (including its release). If an Owner transfers a
Contract without adequate consideration to a person other than the Owner's
spouse (or to a former spouse incident to divorce), the Owner will be taxed on
the difference between the cash surrender value (within the meaning of the tax
law) and the investment in the contract at the time of transfer. In such case,
the transferee's investment in the contract will be increased to reflect the
increase in the transferor's income.
SECTION 1035 EXCHANGES
Code section 1035 provides that no gain or loss is recognized when an
annuity contract is received in exchange for a life, endowment, or annuity
contract, provided that no cash or other property is received in the exchange
transaction. Special rules and procedures apply in order for an exchange to
meet the requirements of section 1035. Also, there are additional tax
considerations involved when the contracts are issued in connection with
qualified retirement plans. Prospective Owners of this Contract should consult
a tax advisor before entering into a section 1035 exchange (with respect to
non-qualified annuity contracts) or a trustee-to-trustee transfer or rollover
(with respect to qualified annuity contracts).
PENALTY TAX ON PREMATURE DISTRIBUTIONS
Where a Contract has not been issued as an IRA or in connection with another
qualified retirement plan, there generally is a 10% penalty tax on the taxable
amount of any payment from the Contract unless the payment is: (a) received on
or after the Owner reaches age 59 1/2; (b) attributable to the Owner's
becoming disabled (as defined in the tax law); (c) made on or after the death
of the Owner or, if the Owner is not an individual, on or after the death of
the primary annuitant (as defined in the tax law); (d) made as a series of
substantially equal periodic payments (not less frequently than annually) for
the life (or life expectancy) of the Owner or the joint lives (or joint life
expectancies) of the Owner and a designated beneficiary (as defined in the tax
law), or (e) made under a Contract purchased with a single purchase payment
when the annuity starting date (as defined in the tax law) is no later than a
year from purchase of the Contract and substantially equal periodic payments
are made, not less frequently than annually, during the annuity period.
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In the case of systematic partial withdrawals, it is unclear whether such
withdrawals will qualify for exception (d) above. (For reporting purposes, we
currently treat such withdrawals as if they do not qualify for this
exception). In addition, if withdrawals are of interest amounts only, as is
the case with systematic partial withdrawals from a Fixed Allocation,
exception (d) will not apply.
AGGREGATION OF CONTRACTS
In certain circumstances, the amount of an annuity payment, withdrawal or
surrender from a Contract that is includible in income is determined by
combining some or all of the annuity contracts owned by an individual not
issued in connection with qualified retirement plans. For example, if a person
purchases two or more deferred annuity contracts from the same insurance
company (or its affiliates) during any calendar year, all such contracts will
be treated as one contract for purposes of determining whether any payment not
received as an annuity (including withdrawals and surrenders prior to the
annuity commencement date) is includible in income. In addition, if a person
purchases a Contract offered by this prospectus and also purchases at
approximately the same time an immediate annuity, the IRS may treat the two
contracts as one contract. The effects of such aggregation are not clear;
however, it could affect the time when income is taxable and the amount which
might be subject to the 10% penalty tax described above.
IRA CONTRACTS AND OTHER QUALIFIED RETIREMENT PLANS IN GENERAL
In addition to issuing the Contracts as non-qualified annuities, First
Golden also currently issues the Contracts as IRAs. (As indicated above, in
this prospectus, IRAs are referred to as "qualified plans.") First Golden may
also issue the Contracts in connection with certain other types of qualified
retirement plans which receive favorable treatment under the Code. Numerous
special tax rules apply to the owners under IRAs and other qualified
retirement plans and to the contracts used in connection with such plans.
These tax rules vary according to the type of plan and the terms and
conditions of the plan itself. For example, for both surrenders and annuity
payments under certain contracts issued in connection with qualified
retirement plans, there may be no "investment in the contract" and the total
amount received may be taxable. Also, special rules apply to the time at which
distributions must commence and the form in which the distributions must be
paid. Therefore, no attempt is made to provide more than general information
about the use of Contracts with the various types of qualified retirement
plans. A qualified tax advisor should be consulted before purchase of a
Contract in connection with a qualified retirement plan.
When issued in connection with a qualified retirement plan, a Contract will
be amended as necessary to conform to the requirements of the plan. However,
Owners, Annuitants, and Beneficiaries are cautioned that the rights of any
person to any benefits under qualified retirement plans may be subject to the
terms and conditions of the plans themselves, regardless of the terms and
conditions of the Contract. In addition, First Golden is not bound by terms
and conditions of qualified retirement plans to the extent such terms and
conditions contradict the Contract, unless First Golden consents.
INDIVIDUAL RETIREMENT ANNUITIES
As indicated above, First Golden currently issues the Contract as an IRA. If
the Contract is used for this purpose, the Owner must be the Annuitant.
Premium Payments. Both the premium payments that may be paid, and the tax
deduction that an individual may claim for such premium payments, are limited
under an IRA. In general, the premium payments that may be made for an IRA for
any year are limited to the lesser of $2,000 or 100% of the individual's
earned income for the year. Also, with respect to an individual who has less
income than his or her spouse, premium payments may be made by that individual
to an IRA to the extent of the lesser of (1) $2,000, or (2) the sum of (i) the
compensation includible in the gross income of the individual's spouse for the
taxable year and (ii) the compensation includible in the gross income of the
individual's spouse for the taxable year reduced by the amount allowed as a
deduction for IRA contributions to such spouse. An excise tax is imposed on
IRA contributions that exceed the law's limits.
44
<PAGE>
The deductible amount of the premium payments made for an IRA for any
taxable year (including a contract for a noncompensated spouse) is limited to
the amount of premium payments that may be paid for the contract for that
year, or a lesser amount where the individual or his or her spouse is an
active participant in certain qualified retirement plans. A single person who
is an active participant in a qualified retirement plan (including a qualified
pension, profit-sharing, or annuity plan, a simplified employee pension plan,
or a "section 403(b)" annuity plan, as discussed below) and who has adjusted
gross income in excess of $35,000 may not deduct premium payments, and such a
person with adjusted gross income between $25,000 and $35,000 may deduct only
a portion of such payments. Also, married persons who file a joint return, one
of whom is an active participant in a qualified retirement plan, and who have
adjusted gross income in excess of $50,000 may not deduct premium payments,
and those with adjusted gross income between $40,000 and $50,000 may deduct
only a portion of such payments. Married persons filing separately may not
deduct premium payments if either the taxpayer or the taxpayer's spouse is an
active participant in a qualified retirement plan.
In applying these and other rules applicable to an IRA, all individual
retirement accounts and IRAs owned by an individual are treated as one
contract, and all amounts distributed during any taxable year are treated as
one distribution.
Tax Deferral During Accumulation Period. Until distributions are made from
an IRA, increases in the Accumulation Value of the Contract are not taxed.
IRAs and individual retirement accounts (that may invest in this Contract)
generally may not invest in life insurance contracts, but an annuity contract
that is issued as an IRA (or that is purchased by an individual retirement
account) may provide a death benefit that equals the greater of the premiums
paid and the contract's cash value. The Contract provides a death benefit that
in certain circumstances may exceed the greater of the premium payments and
the Accumulation Value. It is possible that an enhanced death benefit could be
viewed as violating the prohibition on investment in life insurance contracts,
with the result that the Contract would not be viewed as satisfying the
requirements of an IRA and would not be a permissible investment for an
individual retirement account.
Taxation of Distributions and Rollovers. If all premium payments made to an
IRA were deductible, all amounts distributed from the Contract are included in
the recipient's income when distributed. However, if nondeductible premium
payments were made to an IRA (within the limits allowed by the tax laws), a
portion of each distribution from the Contract typically is includible in
income when it is distributed. In such a case, any amount distributed as an
annuity payment or in a lump sum upon death or surrender is taxed as described
above in connection with such a distribution from a non-qualified contract,
treating as the investment in the contract the sum of the nondeductible
premium payments at the end of the taxable year in which the distribution
commences or is made (less any amounts previously distributed that were
excluded from income). Also, in such a case, any amount distributed upon a
partial withdrawal is partially includible in income. The includible amount is
the excess of the distribution over the exclusion amount, which in turn
generally equals the distribution multiplied by the ratio of the investment in
the contract to the Accumulation Value.
In any event, subject to the direct rollover and mandatory withholding
requirements (discussed below), amounts may be "rolled over" from certain
qualified retirement plans to an IRA (or from one IRA or individual retirement
account to an IRA) without incurring current income tax if certain conditions
are met. Only certain types of distributions to eligible individuals from
qualified retirement plans, individual retirement accounts, and IRAs may be
rolled over.
Penalty Taxes. Subject to certain exceptions, a penalty tax is imposed on
distributions from an IRA equal to 10% of the amount of the distribution
includible in income. (Amounts rolled over from an IRA generally are
excludable from income.) The exceptions provide, however, that this penalty
tax does not apply to distributions made to the Owner (1) on or after age 59
1/2, (2) on or after death or because of disability (as defined in the tax
law), or (3) as part of a series of substantially equal periodic payments over
the life (or life expectancy) of the Owner or the joint lives (or joint life
expectancies) of the Owner and his or her beneficiary (as defined in the tax
45
<PAGE>
law). In addition to the foregoing, failure to comply with a minimum
distribution requirement will result in the imposition of a penalty tax of 50%
of the amount by which a minimum required distribution exceeds the actual
distribution from an IRA. Under this requirement, distributions of minimum
amounts from an IRA as specified in the tax law must generally commence by
April 1 of the calendar year following the calendar year in which the Owner
attains age 70 1/2.
OTHER TYPES OF QUALIFIED RETIREMENT PLANS
The following sections describe tax considerations of Contracts used in
connection with various types of qualified retirement plans other than IRAs.
First Golden does not currently offer all of the types of qualified retirement
plans described and may not offer them in the future. Prospective purchasers
of Contracts for use in connection with such qualified retirement plans should
therefore contact First Golden's Customer Service Center to ascertain the
availability of the Contract for qualified retirement plans at any given time.
Simplified Employee Pensions (SEP-IRAs). Section 408(k) of the Code allows
employers to establish simplified employee pension plans for their employees,
using the employees' IRAs for such purposes, if certain criteria are met.
Under these plans the employer may, within specified limits, make deductible
contributions on behalf of the employees to IRAs. As discussed above (see
Individual Retirement Annuities), there is some uncertainty regarding the
treatment of the Contract's enhanced death benefit for purposes of certain tax
rules governing IRAs (which would include SEP-IRAs). Employers intending to
use the contract in connection with such plans should seek competent advice.
SIMPLE IRAs. Section 408(p) of the Code permits certain small employers to
establish "SIMPLE retirement accounts," including SIMPLE IRAs, for their
employees. Under SIMPLE IRAs, certain deductible contributions are made by
both employees and employers. SIMPLE IRAs are subject to various requirements,
including limits on the amounts that may be contributed, the persons who may
be eligible, and the time when distributions may commence. As discussed above
(see Individual Retirement Annuities), there is some uncertainty regarding the
proper characterization of the Contract's enhanced death benefit for purposes
of certain tax rules governing IRAs (which would include SIMPLE IRAs).
Employers intending to use the contract in connection with a SIMPLE retirement
account should seek competent advice.
Corporate and Self-Employed ("H.R. 10" or "Keogh") Pension and Profit-
Sharing Plans. Sections 401(a) and 403(a) of the Code permit corporate
employers to establish various types of tax-favored retirement plans for
employees. The Self-Employed Individuals' Tax Retirement Act of 1962, as
amended, commonly referred to as "H.R. 10" or "Keogh," permits self-employed
individuals also to establish such tax-favored retirement plans for themselves
and their employees. Such retirement plans may permit the purchase of the
Contract in order to provide benefits under the plans. The Contract provides a
death benefit that in certain circumstances may exceed the greater of the
premium payments and the Accumulation Value. It is possible that such death
benefit could be characterized as an incidental death benefit. There are
limitations on the amount of incidental benefits that may be provided under
pension and profit sharing plans. In addition, the provision of such benefits
may result in currently taxable income to participants. Employers intending to
use the Contract in connection with such plans should seek competent advice.
Section 403(b) Annuity Contracts. Section 403(b) of the Code permits public
school employees, employees of certain types of charitable, educational and
scientific organizations exempt from tax under section 501(c)(3) of the Code,
and employees of certain types of State educational organizations specified in
section 170(b)(l)(A)(ii), to have their employers purchase annuity contracts
for them and, subject to certain limitations, to exclude the amount of premium
payments from gross income for federal income tax purposes. Purchasers of the
Contracts for use as a "Section 403(b) Annuity Contract" should seek competent
advice as to eligibility, limitations on permissible amounts of premium
payments and other tax consequences associated with such contracts. In
particular, purchasers and their advisors should consider that this Contract
provides a death benefit that in certain circumstances may exceed the greater
of the premium payments and the Accumulation Value. It is possible that such
death benefit could be characterized as an incidental death benefit. If the
death benefit were so
46
<PAGE>
characterized, this could result in currently taxable income to employees. In
addition, there are limitations on the amount of incidental death benefits
that may be provided under a Section 403(b) Annuity Contract. Even if the
death benefit under the Contract were characterized as an incidental death
benefit, it is unlikely to violate those limits unless the purchaser also
purchases a life insurance contract as part of his or her Section 403(b)
Annuity Contract.
Section 403(b) Annuity Contracts contain restrictions on withdrawals of (i)
contributions made pursuant to a salary reduction agreement in years beginning
after December 31, 1988, (ii) earnings on those contributions, and (iii)
earnings after 1988 on amounts attributable to salary reduction contributions
(and earnings on those contributions) held as of the last year beginning
before January 1, 1989. These amounts can be paid only if the employee has
reached age 59 1/2, separated from service, died, become disabled (within the
meaning of the tax law), or in the case of hardship. Amounts permitted to be
distributed in the event of hardship are limited to actual contributions;
earnings thereon cannot be distributed on account of hardship. (These
limitations on withdrawals do not apply to the extent First Golden is directed
to transfer some or all of the Accumulation Value as a tax-free direct
transfer to the issuer of another Section 403(b) Annuity Contract or into a
section 403(b)(7) custodial account subject to withdrawal restrictions which
are at least as stringent.)
Eligible Deferred Compensation Plans of State and Local Governments and Tax-
Exempt Organizations. Section 457 of the Code permits employees of state and
local governments and tax-exempt organizations to defer a portion of their
compensation without paying current federal income taxes. The employees must
be participants in an eligible deferred compensation plan. Generally, a
Contract purchased by a state or local government or a tax-exempt organization
will not be treated as an annuity contract for federal income tax purposes.
Those who intend to use the Contracts in connection with such plans should
seek competent advice.
DIRECT ROLLOVERS AND FEDERAL INCOME TAX WITHHOLDING FOR "ELIGIBLE ROLLOVER
DISTRIBUTIONS."
In the case of an annuity contract used in connection with a pension,
profit-sharing, or annuity plan qualified under sections 401(a) or 403(a) of
the Code, or that is a Section 403(b) Annuity Contract, any "eligible rollover
distribution" from the Contract will be subject to direct rollover and
mandatory withholding requirements. An eligible rollover distribution
generally is the taxable portion of any distribution from a qualified pension
plan under section 401(a) of the Code, qualified annuity plan under Section
403(a) of the Code, or Section 403(b) Annuity or custodial account, excluding
certain amounts (such as minimum distributions required under section
401(a)(9) of the Code and distributions which are part of a "series of
substantially equal periodic payments" made not less frequently than annually
for the life (or life expectancy) of the employee, or for the joint lives (or
joint life expectancies) of the employee and the employee's designated
beneficiary (within the meaning of the tax law), or for a specified period of
10 years or more).
Under these new requirements, federal income tax equal to 20% of the
eligible rollover distribution will be withheld from the amount of the
distribution. Unlike withholding on certain other amounts distributed from the
Contract, discussed below, the taxpayer cannot elect out of withholding with
respect to an eligible rollover distribution. However, this 20% withholding
will not apply to that portion of the eligible rollover distribution which,
instead of receiving, the taxpayer elects to have directly transferred to
certain eligible retirement plans (such as to this Contract when issued as an
IRA).
If this Contract is issued in connection with a pension, profit-sharing, or
annuity plan qualified under sections 401(a) or 403(a) of the Code, or is a
Section 403(b) Annuity Contract, then, prior to receiving an eligible rollover
distribution, the Owner will receive a notice (from the plan administrator or
First Golden) explaining generally the direct rollover and mandatory
withholding requirements and how to avoid the 20% withholding by electing a
direct transfer.
47
<PAGE>
FEDERAL INCOME TAX WITHHOLDING
First Golden will withhold and remit to the federal government a part of the
taxable portion of each distribution made under the Contract unless the
distributee notifies First Golden at or before the time of the distribution
that he or she elects not to have any amounts withheld. In certain
circumstances, First Golden may be required to withhold tax, as explained
above. The withholding rates applicable to the taxable portion of periodic
annuity payments (other than eligible rollover distributions) are the same as
the withholding rates generally applicable to payments of wages. In addition,
the withholding rate applicable to the taxable portion of non-periodic
payments (including surrenders prior to the annuity commencement date) is 10%.
Regardless of whether you elect to have federal income tax withheld, you are
still liable for payment of federal income tax on the taxable portion of the
payment. As discussed above, the withholding rate applicable to eligible
rollover distributions is 20%.
48
<PAGE>
FINANCIAL STATEMENTS
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
DECEMBER 17, 1996 (COMMENCEMENT OF OPERATIONS)
THROUGH DECEMBER 31, 1996
WITH REPORT OF INDEPENDENT AUDITORS
49
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
FINANCIAL STATEMENTS
DECEMBER 17, 1996 (COMMENCEMENT OF OPERATIONS) THROUGH DECEMBER 31, 1996
CONTENTS
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Report of Independent Auditors............................................. 51
Audited Financial Statements
Balance Sheet.............................................................. 52
Statement of Income........................................................ 53
Statement of Changes in Stockholder's Equity............................... 54
Statement of Cash Flows.................................................... 55
Notes to Financial Statements.............................................. 56
</TABLE>
50
<PAGE>
REPORT OF INDEPENDENT AUDITORS
The Board of Directors and Stockholder First Golden American Life Insurance
Company of New York
We have audited the accompanying balance sheet of First Golden American Life
Insurance Company of New York (wholly owned by Golden American Life Insurance
Company) as of December 31, 1996 and the related statements of income, changes
in stockholder's equity, and cash flows for the period from December 17, 1996
(commencement of operations) through December 31, 1996. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards 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. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of First Golden American Life
Insurance Company of New York at December 31, 1996, and the results of its
operations and its cash flows for the period from December 17, 1996 through
December 31, 1996, in conformity with generally accepted accounting principles.
/S/ Ernst & Young LLP
Des Moines, Iowa
January 24, 1997
51
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
BALANCE SHEET
DECEMBER 31, 1996
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<S> <C>
ASSETS
Investments:
Fixed maturities available for sale, at fair value (cost--$24,373).. $24,220
Short-term investments.............................................. 350
-------
Total investments.................................................... 24,570
Cash and cash equivalents............................................ 5
Accrued investment income............................................ 338
Deferred income tax benefit.......................................... 54
-------
Total assets......................................................... $24,967
=======
LIABILITIES AND STOCKHOLDER'S EQUITY
Liabilities:
Other liabilities................................................... $ 1
Income taxes payable................................................ 23
-------
Total liabilities.................................................... 24
Commitments and contingencies
STOCKHOLDER'S EQUITY
Preferred stock, par value $5,000 per share, authorized 6,000
shares.............................................................. --
Common stock, par value $10 per share, authorized, issued, and
outstanding 200,000 shares.......................................... 2,000
Additional paid-in capital........................................... 23,000
Unrealized depreciation of fixed maturities.......................... (99)
Retained earnings.................................................... 42
-------
Total stockholder's equity........................................... 24,943
-------
Total liabilities and stockholder's equity........................... $24,967
=======
</TABLE>
See accompanying notes.
52
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
STATEMENT OF INCOME
PERIOD FROM DECEMBER 17, 1996* THROUGH DECEMBER 31, 1996
(DOLLARS IN THOUSANDS)
<TABLE>
<S> <C>
REVENUES
Net investment income (net of expenses of $1).............................. $65
---
Total revenues............................................................. 65
Income taxes............................................................... 23
---
Net income................................................................. $42
===
</TABLE>
- -----------------------
* Commencement of operations
See accompanying notes.
53
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
PERIOD FROM DECEMBER 17, 1996* THROUGH DECEMBER 31, 1996
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
UNREALIZED
ADDITIONAL DEPRECIATION TOTAL
COMMON PAID-IN OF FIXED RETAINED STOCKHOLDER'S
STOCK CAPITAL MATURITIES EARNINGS EQUITY
------ ---------- ------------ -------- -------------
<S> <C> <C> <C> <C> <C>
Capitalization of Company
by issuance of common
stock and contribution
of paid-in capital...... $2,000 $23,000 $25,000
Net income............... -- -- $42 42
Change in unrealized
depreciation of fixed
maturities.............. -- -- $(99) -- (99)
------ ------- ---- --- -------
Balance at December 31,
1996.................... $2,000 $23,000 $(99) $42 $24,943
====== ======= ==== === =======
</TABLE>
- -----------------------
* Commencement of operations
See accompanying notes.
54
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
STATEMENT OF CASH FLOWS
PERIOD FROM DECEMBER 17, 1996* THROUGH DECEMBER 31, 1996
(DOLLARS IN THOUSANDS)
<TABLE>
<S> <C>
OPERATING ACTIVITIES
Net income.......................................................... $ 42
Adjustments to reconcile net income to net cash provided by operat-
ing activities:
Increase in accrued investment income.............................. (58)
Net amortization of discount on short-term investments............. (7)
Increase in income taxes payable................................... 23
Increase in other liabilities...................................... 1
--------
Net cash provided by operating activities........................... 1
INVESTING ACTIVITIES
Purchases of fixed maturities including accrued interest............ (24,653)
Purchases of short-term investments................................. (25,598)
Sales of short-term investments..................................... 25,255
--------
Net cash used in investing activities............................... (24,996)
FINANCING ACTIVITIES
Capitalization of Company by issuance of common stock and contribu-
tion of paid-in capital............................................ 25,000
--------
Net cash provided by financing activities........................... 25,000
--------
Net increase in cash and cash equivalents........................... 5
Cash and cash equivalents at beginning of period.................... --
--------
Cash and cash equivalents at end of period.......................... $ 5
========
</TABLE>
- -----------------------
* Commencement of operations
See accompanying notes.
55
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
1. SIGNIFICANT ACCOUNTING POLICIES
Organization
First Golden American Life Insurance Company of New York ("First Golden" or
the "Company") a wholly-owned subsidiary of Golden American Life Insurance
Company ("Golden American" or the "Parent"), was incorporated on May 24, 1996.
Golden American is a wholly-owned indirect subsidiary of Equitable of Iowa
Companies. On December 17, 1996, Golden American provided capitalization in
the amount of $25,000,000 to First Golden (see note 5). First Golden commenced
investment operations on December 17, 1996. First Golden's primary purpose
will be to offer insurance products in the State of New York. On January 2,
1997, First Golden became licensed as a life insurance company in the State of
New York and is currently pursuing policy approvals.
Use of Estimates
The preparation of the financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
Investments
The Company accounts for its investments under the Statement of Financial
Accounting Standards ("SFAS") No. 115, "Accounting for Certain Investments in
Debt and Equity Securities". Pursuant to SFAS No. 115, fixed maturity
securities are designated as either "available for sale", "held for
investment" or "trading". Sales of fixed maturities designated as "available
for sale" are not restricted by SFAS No. 115. Available for sale securities
are reported at fair value and unrealized gains and losses on these securities
are included directly in stockholder's equity after adjustment for related
changes in deferred income taxes.
At December 31, 1996, all of the Company's fixed maturity securities are
designated as available for sale although the Company is not precluded from
designating fixed maturity securities as held for investment or trading at
some future date. Securities that the company has the positive intent and
ability to hold to maturity are designated as "held for investment". Held for
investment securities are reported at cost adjusted for amortization of
premiums and discounts.
Changes in the fair value of these securities, except for declines that are
other than temporary, are not reflected in the Company's financial statements.
Sales of securities designated as held for investment are severely restricted
by SFAS No. 115. Securities that are bought and held principally for the
purpose of selling them in the near term are designated as trading securities.
Unrealized gains and losses on trading securities are included in current
earnings. Transfers of securities between categories are restricted and are
recorded at fair value at the time of the transfer. Securities that are
determined to have a decline in value that is other than temporary are written
down to estimated fair value which becomes the security's new cost basis by a
charge to realized losses in the Company's statement of income. Premiums and
discounts are amortized/accrued utilizing the scientific interest method which
results in a constant yield over the securities' expected life.
Amortization/accrual of premiums and discounts on mortgage-backed securities
incorporates a prepayment assumption to estimate the securities' expected
life.
Short-term investments are carried at cost, adjusted for amortization of
premiums and accrual of discounts.
Estimated fair values, as reported herein, of publicly-traded fixed maturity
securities are as reported by an independent pricing service. Fair values of
conventional mortgage-backed securities not actively traded in a liquid market
are estimated using a third-party pricing system, which uses a matrix
calculation assuming a spread over U.S. Treasury bonds based upon the expected
average lives of the securities. Fair values of private
56
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
DECEMBER 31, 1996
1. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Investments (continued)
placement bonds are estimated using a matrix that assumes a spread (based on
interest rates and a risk assessment of the bonds) over U.S. Treasury bonds.
Realized gains and losses are determined on the basis of specific
identification and average cost methods for manager initiated and issuer
initiated disposals, respectively.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers all
demand deposits and interest-bearing accounts not related to the investment
function to be cash equivalents. All interest-bearing accounts classified as
cash equivalents have original maturities of three months or less.
Deferred Income Taxes
Deferred tax assets or liabilities are computed based on the difference
between the financial statement and income tax bases of assets and liabilities
using the enacted marginal tax rate. Deferred tax assets or liabilities are
adjusted to reflect the pro-forma impact of unrealized gains and losses on
fixed maturity securities the Company has designated as available for sale
under SFAS No. 115. Changes in deferred tax assets or liabilities resulting
from this SFAS No. 115 adjustment are charged or credited directly to
stockholder's equity. Deferred income tax expenses or credits reflected in the
Company's Statement of Income are based on the changes in the deferred tax
asset or liability from period to period (excluding the SFAS No. 115
adjustment).
Fair Value of Financial Instruments
First Golden has evaluated its financial instruments, including short-term
investments, and determined that carrying amounts reported in the balance
sheet approximate fair value.
2. INVESTMENT OPERATIONS
The Company accounts for its investments under the Statement of Financial
Accounting Standards ("SFAS") No. 115, "Accounting for Certain Investments in
Debt and Equity Securities". SFAS No. 115 requires companies to classify their
securities as either "available for sale", "held to maturity" or "trading". At
December 31, 1996, all of First Golden's fixed maturities are designated as
available for sale.
SFAS No. 115 requires the carrying value of fixed maturity securities
classified as available for sale to be adjusted for changes in fair value,
primarily caused by interest rates. While other related accounts are adjusted
as discussed in Note 1, the insurance liabilities supported by these
securities are not adjusted under SFAS No. 115, thereby creating volatility in
stockholder's equity as interest rates change. As a result, the Company
expects that its stockholder's equity will be exposed to incremental
volatility due to changes in market interest rates and the accompanying
changes in the reported value of securities classified as available for sale,
with equity increasing as market interest rates decline and, conversely,
decreasing as market interest rates rise.
For the period December 17, 1996 through December 31, 1996, there were no
realized gains or losses on investments.
The major categories of investment income for the period December 17, 1996
through December 31, 1996 are summarized as follows (dollars in thousands):
<TABLE>
<S> <C>
Fixed maturities........... $57
Short-term investments..... 9
---
66
Less investment expenses... (1)
---
Net investment income...... $65
===
</TABLE>
57
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
DECEMBER 31, 1996
2. INVESTMENT OPERATIONS (CONTINUED)
At December 31, 1996, amortized cost, gross unrealized gains and losses and
estimated fair value of the Company's fixed maturity securities designated as
available for sale are as follows:
<TABLE>
<CAPTION>
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
--------- ---------- ---------- ---------
(DOLLARS IN THOUSANDS)
<S> <C> <C> <C> <C>
U.S. government and governmental
agencies and authorities:
Mortgage-backed securities.... $ 4,870 $ 1 $ (36) $ 4,835
Other......................... 396 -- (2) 394
Public utilities................ 983 -- (5) 978
Investment grade corporates..... 16,046 -- (120) 15,926
Below investment grade
corporates..................... 2,078 15 (6) 2,087
------- --- ----- -------
$24,373 $16 $(169) $24,220
======= === ===== =======
</TABLE>
The amortized cost and estimated fair value of fixed maturity securities by
contractual maturity at December 31, 1996, are shown below. Expected
maturities will differ from contractual maturities because borrowers may have
the right to call or prepay obligations with or without call or prepayment
penalties.
<TABLE>
<CAPTION>
ESTIMATED FAIR
AMORTIZED COST VALUE
-------------- --------------
(DOLLARS IN THOUSANDS)
<S> <C> <C>
Due after one year through five years.......... $ 919 $ 912
Due after five years through ten years......... 18,584 18,473
------- -------
19,503 19,385
Mortgage-backed securities..................... 4,870 4,835
------- -------
$24,373 $24,220
======= =======
</TABLE>
During periods of significant interest rate volatility, the mortgages
underlying mortgage-backed securities may prepay more quickly or more slowly
than anticipated. If the principal amount of such mortgages are prepaid
earlier than anticipated during periods of declining interest rates,
investment income may decline due to reinvestment of these funds at lower
current market rates. If principal repayments are slower than anticipated
during periods of rising interest rates, increases in investment yield may lag
behind increases in interest rates because funds will remain invested at lower
historical rates rather than reinvested at higher current rates. To mitigate
this prepayment volatility, the Company invests primarily in intermediate
tranche collateralized mortgage obligations ("CMOs"). CMOs are pools of
mortgages that are segregated into sections, or tranches, which provide
sequential retirement of bonds rather than a pro-rata share of principal
return in the pass-through structure. The Company owns no "interest only" or
"principal only" mortgage-backed securities. Further, the Company has not
purchased obligations at significant premiums, thereby limiting exposure to
loss during periods of accelerated prepayments. At December 31, 1996,
unamortized premiums on mortgage-backed securities totaled $18,000 and
unaccrued discounts on mortgage-backed securities totaled $43,000.
The Company analyzes its investment portfolio at least quarterly in order to
determine if the carrying value of its investments has been impaired. The
carrying value of debt and equity securities is written down to fair value by
a charge to realized losses when an impairment in value appears to be other
than temporary. During 1996, there were no investments having impairments in
value that were other than temporary.
58
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
NOTES TO FINANCIAL STATEMENTS--(CONTINUED)
DECEMBER 31, 1996
2. INVESTMENT OPERATIONS (CONTINUED)
At December 31, 1996, $400,000 in par value of fixed maturity investments
were on deposit with regulatory authorities pursuant to certain statutory
requirements.
No investment in any person or its affiliates (other than bonds issued by
agencies of the United States government) exceeded ten percent of
stockholder's equity at December 31, 1996.
3. INCOME TAXES
First Golden will file a separate federal income tax return. Deferred income
taxes have been established based upon temporary differences, the reversal of
which will result in taxable or deductible amounts in future years when the
related asset or liability is recovered or settled. The only component of
First Golden's deferred taxes is an asset in the amount of $54,000 related to
the unrealized depreciation of fixed maturities.
4. STOCKHOLDER'S EQUITY
First Golden is required to maintain a minimum total statutory-basis capital
and surplus of not less than $4,000,000 under the provisions of the insurance
laws of the State of New York in which it became licensed to sell variable
annuity products on January 2, 1997.
Under the provisions of the insurance laws of the State of New York, First
Golden cannot distribute any dividends to its stockholders unless a notice of
its intention to declare a dividend and the amount of the dividend has been
filed not less than thirty days in advance of the proposed declaration. The
superintendent may disapprove the distribution by giving written notice to the
Company within thirty days after the filing should the superintendent find
that the financial condition of the Company does not warrant the distribution.
5. RELATED PARTY TRANSACTIONS
On December 17, 1996, Golden American contributed $25,000,000 to First
Golden, $2,000,000 in common stock (200,000 shares at $10 per share) and
$23,000,000 of additional capital.
All expenses related to the incorporation and licensing of First Golden were
incurred by its Parent.
The Company has a service agreement with Golden American in which Golden
American will provide administrative and financial related services. As of
December 31, 1996, no services had been rendered.
6. COMMITMENTS AND CONTINGENCIES
Leases
The Company leases its home office space which expires December 31, 2001.
The office space is currently under construction with an expected completion
date of February, 1997. As a result, no rent expense was incurred for the year
ended December 31, 1996. At December 31, 1996, minimum rental payments due
under the operating lease are:
<TABLE>
<S> <C>
1997.................. $ 47,348
1998.................. 75,756
1999.................. 75,756
2000.................. 75,756
2001.................. 75,756
--------
$350,372
========
</TABLE>
59
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
<TABLE>
<CAPTION>
ITEM PAGE
<S> <C>
INTRODUCTION.............................................................. 1
Description of First Golden American Life Insurance Company of New York... 1
Safekeeping of Assets..................................................... 1
The Administrator......................................................... 1
Independent Auditors...................................................... 2
Distribution of Contracts................................................. 2
Performance Information................................................... 2
IRA Partial Withdrawal Option............................................. 9
Other Information......................................................... 9
Financial Statements of Separate Account NY-B............................. 10
Appendix--Description of Bond Ratings..................................... A-1
</TABLE>
60
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION (CONTINUED)
PLEASE TEAR OFF, COMPLETE AND RETURN THE FORM BELOW TO ORDER A FREE
STATEMENT OF ADDITIONAL INFORMATION FOR THE CONTRACTS OFFERED UNDER THE
PROSPECTUS. ADDRESS THE FORM TO OUR CUSTOMER SERVICE CENTER, THE ADDRESS IS
SHOWN ON THE COVER.
...............................................................................
PLEASE SEND ME A FREE COPY OF THE STATEMENT OF ADDITIONAL INFORMATION FOR
SEPARATE ACCOUNT NY-B
PLEASE PRINT OR TYPE
_____________________________________
NAME:
_____________________________________
SOCIAL SECURITY NUMBER:
_____________________________________
STREET ADDRESS:
_____________________________________
CITY, STATE, ZIP:
PE-1-NY
...............................................................................
61
<PAGE>
APPENDIX A
MARKET VALUE ADJUSTMENT EXAMPLES
EXAMPLE #1: FULL SURRENDER -- EXAMPLE OF A NEGATIVE MARKET VALUE ADJUSTMENT
Assume $100,000 was allocated to a Fixed Allocation with a Guarantee Period
of ten years, a Guaranteed Interest Rate of 7.50%, an initial Index Rate ("I")
of 7.00%; that a full surrender is requested three years into the Guarantee
Period; that the then Index Rate for a seven year Guarantee Period ("J") is
8.0%; and that no prior transfers or partial withdrawals affecting this Fixed
Allocation have been made.
CALCULATE THE MARKET VALUE ADJUSTMENT
1. The Accumulation Value of the Fixed Allocation on the date of surrender
is $124,230 ($100,000 X 1.075/3/)
2. N = 2,555 (365 X 7)
3. Market Value Adjustment = $124,230 X [(1.07 ) /(2,555/365)/ ] = $9,700
[(------) ]
[(1.0825) -1]
Therefore, the amount paid to you on full surrender ignoring any surrender
charge is $114,530 ($124,230 - $9,700).
EXAMPLE #2: FULL SURRENDER -- EXAMPLE OF A POSITIVE MARKET VALUE ADJUSTMENT
Assume $100,000 was allocated to a Fixed Allocation with a Guarantee Period
of ten years, a Guaranteed Interest Rate of 7.5%, an initial Index Rate ("I")
of 7.00%; that a full surrender is requested three years into the Guarantee
Period; that the then Index Rate for a seven year Guarantee Period ("J") is
6.0%; and that no prior transfers or partial withdrawals affecting this Fixed
Allocation have been made.
CALCULATE THE MARKET VALUE ADJUSTMENT
1. The Accumulation Value of the Fixed Allocation on the date of surrender
is $124,230 ($100,000 X 1.075)
2. N = 2,555 (365 X 7)
3. Market Value Adjustment = $124,230 X [(1.07 ) /(2,555/365)/ ] = $6,270
[(------) ]
[(1.0625) -1]
Therefore, the amount paid to you on full surrender ignoring any surrender
charge is $130,500 ($124,230 + $6,270).
EXAMPLE #3: PARTIAL WITHDRAWAL -- EXAMPLE OF A NEGATIVE MARKET VALUE
ADJUSTMENT
Assume $200,000 was allocated to a Fixed Allocation with a Guarantee Period
of ten years, a Guaranteed Interest Rate of 7.5%, an initial Index Rate ("I")
of 7.00%; that a partial withdrawal of $114,530 is requested three years into
the Guarantee period; that the then Index Rate ("J") for a seven year
Guarantee Period is 8.0%; and that no prior transfers or partial withdrawals
affecting this Fixed Allocation have been made.
First calculate the amount that must be withdrawn from the Fixed Allocation
to provide the amount requested.
1. The Accumulation Value of the Fixed Allocation on the date of withdrawal
is $248,459 ($200,000 X 1.075)
2. N = 2,555 (365 X 7)
3. Amount that must be withdrawn = [$114,530/(1.07 ) /2,555/365/] = $124,230
[ (------) ]
[ (1.0825) ]
Then calculate the Market Value Adjustment on that amount
4. Market Value Adjustment = $124,230 X [(1.07 ) /(2,555/365)/ ] = $9,700
[(------) ]
[(1.0825) -1]
A1
<PAGE>
Therefore, the amount of the partial withdrawal paid to you is $114,530, as
requested. The Fixed Allocation will be reduced by the amount of the partial
withdrawal, $114,530, and also reduced by the Market Value Adjustment of
$9,700, for a total reduction in the Fixed Allocation of $124,230.
EXAMPLE #4: PARTIAL WITHDRAWAL -- EXAMPLE OF A POSITIVE MARKET VALUE
ADJUSTMENT
Assume $200,000 was allocated to a Fixed Allocation with a Guarantee Period
of ten years, a Guaranteed Interest Rate of 7.5%, an initial Index Rate of
7.0%; that a partial withdrawal of $130,500 requested three years into the
Guarantee Period; that the then Index Rate ("J") for a seven year Guarantee
Period is 6.0%; and that no prior transfers or partial withdrawals affecting
this Fixed Allocation have been made.
First calculate the amount that must be withdrawn from the Fixed Allocation
to provide the amount requested.
1. The Accumulation Value of Fixed Allocation on the date of surrender is
$248,459 ($200,000 X 1.075)
2. N = 2,555 (365 X 7)
<TABLE>
<S> <C>
3. Amount that must be withdrawn = [ $130,500/ (1.07 ) /2,555/365/ ] = $124,230
[ (------) ]
[ (1.0625) ]
</TABLE>
Then calculate the Market Value Adjustment on that amount
4. Market Value Adjustment = $124,230 X [(1.07 ) /2,555/365/ ] = $6,270
[(------) ]
[(1.0625) -1]
Therefore, the amount of the partial withdrawal paid to you is $130,500, as
requested. The Fixed Allocation will be reduced by the amount of the partial
withdrawal, $130,500, but increased by the Market Value Adjustment of $6,270,
for a total reduction in the Fixed Allocation of $124,230.
A2
<PAGE>
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
First Golden American Life Insurance Company of New York is a
stock company domiciled in New York, New York
<PAGE>
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
ITEM 13. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION
Not applicable.
ITEM 14. INDEMNIFICATION OF DIRECTORS AND OFFICERS
The following provisions regarding the Indemnification of
Directors and Officers of the Registrant are applicable:
INDEMNIFICATION OF DIRECTORS, OFFICERS, EMPLOYEES AND INCORPORATORS
First Golden shall indemnify (including therein the
prepayment of expenses) any person who is or was a director,
officer or employee, or who is or was serving at the request
of First Golden as a director, officer or employee of another
corporation, partnership, joint venture, trust or other
enterprise for expenses (including attorney's fees),
judgments, fines and amounts paid in settlement actually and
reasonably incurred by him with respect to any threatened,
pending or completed action, suit or proceedings against him
by reason of the fact that he is or was such a director,
officer or employee to the extent and in the manner permitted
by law.
First Golden may also, to the extent permitted by law,
indemnify any other person who is or was serving First
American in any capacity. The Board of Directors shall have
the power and authority to determine who may be indemnified
under this paragraph and to what extent (not to exceed the
extent provided in the above paragraph) any such person may
be indemnified.
First Golden may purchase and maintain insurance on behalf
of any such person or persons to be indemnified under the
provision in the above paragraphs, against any such liability
to the extent permitted by law.
Insofar as indemnification for liabilities arising under the
Securities Act of 1933, as amended, may be permitted to
directors, officers and controlling persons of the
Registrant, as provided above or otherwise, the Registrant
has been advised that in the opinion of the SEC such
indemnification by the Depositor is against public policy, as
expressed in the Securities Act of 1933, and therefore may be
unenforceable. In the event that a claim of such
indemnification (except insofar as it provides for the
payment by the Depositor of expenses incurred or paid by a
director, officer or controlling person in the successful
defense of any action, suit or proceeding) is asserted
against the Depositor by such director, officer or
controlling person and the SEC is still of the same opinion,
the Depositor or 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 of whether such indemnification by the Depositor is
against public policy as expressed by the Securities Act of
1933 and will be governed by the final adjudication of such
issue.
SECURITIES AND EXCHANGE COMMISSION POSITION ON INDEMNIFICATION
Insofar as indemnification for liabilities arising
under the Securities Act of 1933 (the "Act") may
be permitted to directors, officers and
controlling persons of the Registrant pursuant to
the foregoing provisions, or other-wise, 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 jurisdic-tion 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 16. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) EXHIBITS.
1 Underwriting Agreement Between First
Golden American Life Insurance Company of New
York and Directed Services, Inc./1
3(i) Articles of Incorporation of First Golden
American Life Insurance Company of New York./1
3(ii) By-laws of First Golden American Life
Insurance Company of New York./1
4(a) Individual Deferred Combination Variable and
Fixed Annuity Contract./1
4(b) Individual Deferred Combination Variable and
Fixed Annuity Application./1
4(c) Individual Retirement Annuity Rider Page./1
5 Opinion and Consent of Myles R. Tashman, Esq.
10(a) Services Agreement, dated November 8, 1996,
between Directed Services, Inc. and First Golden
American Life Insurance Company of New York./1
10(b) Administrative Services Agreement, dated
November 8, 1996, between First Golden American
Life Insurance Company of New York and Golden
American Life Insurance./1
10(c) Form of Administrative Services Agreement
between First Golden American Life Insurance
Company of New York and Equitable Life
Insurance Company of Iowa./1
10(d) Form of Custodial Agreement between Registrant
and The Bank of New York./1
10(e) Form of Participation Agreement between:
Depositor and the Travelers Series Fund Inc.
Depositor and the Smith Barney Series Fund Inc.
Depositor and the Smith Barney Concert
Allocation Series Inc./1
23(a) Consent of Sutherland, Asbill & Brennan, L.L.P.
23(b) Consent of Ernst & Young LLP, Independent Auditors.
24 Powers of Attorney.
27 Fincial Data Schedule
___________________
/1 Incorporated by reference to Pre-Effective Amendment No. 1 of
this Registration Statement filed with the Securities and
Exchange COmmission on March 18, 1997.
(b) FINANCIAL STATEMENT SCHEDULE.
(1) All financial statements are included in the
Prospectuses, as indicated therein.
(2) Schedule I follows:
SCHEDULE I
SUMMARY OF INVESTMENTS
OTHER THAN INVESTMENTS IN RELATED PARTIES
(Dollars in thousands)
Balance
Sheet
December 31, 1996 Cost/1 Value Amount
- -------------------------------------------------------------------------------
TYPE OF INVESTMENT
Fixed maturities, available for sale:
Bonds:
United States Government and governmental
agencies and authorities $ 5,266 $ 5,229 $ 5,229
Public utilities 983 978 978
Investment grade corporate 16,046 15,926 15,926
Below investment grade corporate 2,078 2,087 2,087
---------------------------------
Total fixed maturities, available for sale 24,373 24,220 24,220
Short-term investments 350 350
--------- ---------
Total investments $ 24,723 $ 24,570
========= =========
Note 1: Cost is defined as the amortized cost for bonds adjusted for
amortization of premiums and accrual of discounts.
ITEM 17. UNDERTAKINGS
The undersigned registrant hereby undertakes:
(1) To file, during any period in which offers or sales are
being made, a post-effective amendment to this registration
statement:
(i) To include any prospectus required by Section
10(a)(3) of the Securities Act of 1933;
(ii) To reflect in the prospectus any facts or
events arising after the effective date of the
registration statement (or the most recent post-
effective amendment thereof) which, individually or
in the aggregate, represent a fundamental change in
the information set forth in the registration
statement; and
(iii) To include any material information with
respect to the plan of distribution not previously
disclosed in the registration statement or any
material change to such information in the
registration statement.
(2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment
shall be deemed to be a new registration statement relating
to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial
bona fide offering thereof.
(3) To remove from registration by means of a post-effective
amendment any of the securities being registered which
remain unsold at the termination of the offering.
(4) That, for purposes of determining any liability under the
Securities Act of 1933, each filing of the registrant's
annual report pursuant to Section 13(a) or Section 15(d) of
the Securities Exchange Act of 1934 (and, where applicable,
each filing of an employee benefit plan's annual report
pursuant to Section 15(d) of the Securities Exchange Act of
1934) that is incorporated by reference in the registration
statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering
of such securities at that time shall be deemed to be the
initial bona fide offering thereof.
<PAGE>
SIGNATURES
As required by the Securities Act of 1933, the Registrant has duly caused
this Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Wilmington and State of Delaware,
on the 6th day of May, 1997.
FIRST GOLDEN AMERICAN LIFE
INSURANCE COMPANY OF NEW YORK
(Registrant)
By: _______________________________
Terry L. Kendall*
Chairman, President, Chief Executive
Officer and Director
Attest: /s/ Marilyn Talman
-------------------------
Marilyn Talman
Vice President, Associate General Counsel
and Assistant Secretary
As required by the Securities Act of 1933, this Registration Statement has
been signed below by the following persons in the capacities indicated on
May 6, 1997.
Signature Title
--------- -----
______________________________ Chairman, President
Terry L. Kendall* Director, Chief Executive Officer
of Depositor
______________________________ Senior Vice President and
Mary Bea Wilkinson* Treasurer (Chief Financial Officer)
DIRECTORS OF DEPOSITOR
_______________________________ _______________________________
Myles R. Tashman* Bernard Levitt*
_______________________________ _______________________________
Barnett Chernow* Roger Martin*
_______________________________ _______________________________
Stephen J. Friedman* Andrew Kalinowski*
_______________________________ _______________________________
Carol V. Coleman Frederick S. Hubbell*
By: /s/ Marilyn Talman Attorney-in-Fact
---------------------
Marilyn Talman
________________
* Executed by Marilyn Talman on behalf of those indicated
pursuant to Power of Attorney.
<PAGE>
EXHIBIT INDEX
ITEM EXHIBIT. . . . . . . . . . . . . . . . . . . . . . . . PAGE #
5 Opinion and Consent of Myles R. Tashman, Esq. . . . .
23(a) Consent of Sutherland, Asbill & Brennan, L.L.P. . . .
23(b) Consent of Ernst & Young LLP, Independent Auditors . .
24 Powers of Attorney . . . . . . . . . . . . . . . . . .
27 Financial Data Schedule . . . . . . . . . . . . . . .
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
230 Park Avenue, Suite 966, New York, NY 10169
May 1, 1997
Board of Directors
First Golden American Life Insurance
Company of New York
230 Park Avenue, Suite 966
New York, NY 10169
Ms. Colemean and Gentlemen:
In my capacity as Executive Vice President and Secretary of
First Golden American Life Insurance Company of New York, a
New York domiciled corporation ("Company"), I have supervised the
preparation of the registration statement for the Deferred
Combination Variable and Fixed Annuity Contract
("Contract") to be filed by the Company with the Securities
and Exchange Commission under the Securities Act of 1933.
I am of the following opinion:
(1) The Company was organized in accordance with the
laws of the State of New York and is a duly authorized
stock life insurance company under the laws of New York and
the laws of those states in which the Company is admitted
to do business;
(2) The Company is authorized to issue the Contracts
in those states in which it is admitted and upon compliance
with applicable local law;
(3) The Contracts, when issued in accordance with the
prospectus contained in the aforesaid registration
statement and upon compliance with applicable local law,
will be legal and binding obligations of the Company in
accordance with their terms.
In arriving at the foregoing opinion, I have made such
examination of law and examined such records and other
documents as in my judgment are necessary or appropriate.
I hereby consent to the filing of this opinion as an
exhibit to the aforesaid registration statement and to the
reference to me under the caption "Legal Matters" in the
prospectus contained in said registration statement. In
giving this consent I do not thereby admit that I come
within the category of persons whose consent is required
under section 7 of the Securities Act of 1933 or the Rules
and Regulations of the Securities and Exchange Commission
thereunder.
Sincerely,
/s/ Myles R. Tashman
Myles R. Tashman
Executive Vice President, General Counsel
and Secretary
<PAGE>
SUTHERLAND, ASBILL & BRENNAN, L.L.P.
Atlanta o Austin o New York o Washington
1275 PENNSYLVANIA AVENUE, N.W. TEL: (202) 383-0100
WASHINGTON, D.C. 20004-2404 FAX: (202) 637-3593
STEPHEN E. ROTH
DIRECT LINE: (202) 383-0158
Internet: [email protected]
May 1, 1997
VIA EDGARLINK
- -------------
Board of Directors
First Golden American Life Insurance Company of New York
230 Park Avenue, Suite 966
New York, NY 10017
Ladies and Gentlemen:
We hereby consent to the reference to our name under the
caption "Legal Matters" in the Prospectus filed as part of
Amendment No. 2 to the registration statement on Form S-1 for
First Golden American Life Insurance Company of New York (File
No. 333-16279). In giving this consent, we do not admit that we
are in the category of persons whose consent is required under
Section 7 of the Securities Act of 1933.
Very truly yours,
SUTHERLAND, ASBILL & BRENNAN
By: /s/Stephen E. Roth
------------------
Stephen E. Roth
<PAGE>
Exhibit 23(b) - Consent of Ernst & Young LLP, Independent Auditors
We consent to the reference to our firm under the caption
"Independent Auditors" in the Statement of Additional Information
incorporated by reference from registration statement (Form N-4 No.
333-16501) filed with the Securities and Exchange Commission
contemporaneously with this registration statement. We also consent
to the use of our report dated January 24, 1997, with respect to the
financial statements of First Golden American Life Insurance Company
of New York, and to the reference to our firm under the captions
"Experts" and "Financial Statements" in the Prospectuses included in
this Amendment No. 2 to the Registration Statement (Form S-1 No.
333-16279) of First Golden American Life Insurance Company of New
York.
Our audit also included the financial statement schedule of First
Golden American Life Insurance Company of New York included in Item
16(b)(2). This schedule is the responsibility of the Company's
management. Our responsibility is to express an opinion based on our
audit. In our opinion, the financial statement schedule referred to
above, when considered in relation to the basic financial statements
taken as a whole, presents fairly in all material respects the
information set forth therein.
/s/Ernst & Young LLP
Des Moines, Iowa
May 1, 1997
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned,
being the duly elected President, Chief Executive Officer and
Director of First Golden American Life Insurance Company of New
York ("First Golden"), constitutes and appoints Myles R. Tashman,
and Marilyn Talman, and each of them, his true and lawful
attorneys-in-fact and agents with full power of substitution and
resubstitution for him in his name, place and stead, in any and
all capacities, to sign First Golden's registration statements
and applications for exemptive relief, and any and all amendments
thereto, and to file the same, with all exhibits thereto, and
other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and
agents full power and authority to do and perform each and every
act and thing requisite and necessary to be done, as fully to all
intents and purposes as he might or could do in person, hereby
ratifying and affirming all that said attorneys-in-fact and
agents, or any of them, or his or her substitute or substitutes,
may lawfully do or cause to be done by virtue thereof.
Date: October 16, 1996
------------------
/s/ Terry L. Kendall
----------------------
Terry L. Kendall
President, Chief Executive Officer
and Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned,
being a duly elected Senior Vice President and Treasurer
(Chief Financial Officer) of First Golden American
Life Insurance Company of New York ("First Golden"), constitutes
and appoints Myles R. Tashman, and Marilyn Talman, and each of
them, her true and lawful attorneys-in-fact and agents with full
power of substitution and resubstitution for her in her name,
place and stead, in any and all capacities, to sign First
Golden's registration statements and applications for exemptive
relief, and any and all amendments thereto, and to file the same,
with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents full power and authority
to do and perform each and every act and thing requisite and
necessary to be done, as fully to all intents and purposes as she
might or could do in person, hereby ratifying and affirming all
that said attorneys-in-fact and agents, or any of them, or his or
her substitute or substitutes, may lawfully do or cause to be
done by virtue thereof.
Date: March 7, 1997
------------------
/s/ Mary Bea Wilkinson
----------------------
Mary Bea Wilkinson
Senior Vice President and
Treasurer (Chief
Financial Officer)
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned,
being a duly elected Executive Vice President and Director of
First Golden American Life Insurance Company of New York ("First
Golden"), constitutes and appoints Myles R. Tashman, and Marilyn
Talman, and each of them, his true and lawful attorneys-in-fact
and agents with full power of substitution and resubstitution for
him in his name, place and stead, in any and all capacities, to
sign First Golden's registration statements and applications for
exemptive relief, and any and all amendments thereto, and to file
the same, with all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents full
power and authority to do and perform each and every act and
thing requisite and necessary to be done, as fully to all intents
and purposes as he might or could do in person, hereby ratifying
and affirming all that said attorneys-in-fact and agents, or any
of them, or his or her substitute or substitutes, may lawfully do
or cause to be done by virtue thereof.
Date: November 14, 1996
------------------
Barnett Chernow
----------------------
Barnett Chernow
Executive Vice President
and Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned,
being a duly elected Executive Vice President, General Counsel,
Secretary and Director of First Golden American Life Insurance
Company of New York ("First Golden"), constitutes and appoints
Marilyn Talman, his true and lawful attorney-in-fact and agent
with full power of substitution and resubstitution for him in his
name, place and stead, in any and all capacities, to sign First
Golden's registration statements and applications for exemptive
relief, and any and all amendments thereto, and to file the same,
with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting
unto said attorney-in-fact and agent full power and authority to
do and perform each and every act and thing requisite and
necessary to be done, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and affirming all
that said attorney-in-fact and agent, or her substitute or
substitutes, may lawfully do or cause to be done by virtue
thereof.
Date: October 12, 1996
------------------
/s/ Myles R. Tashman
----------------------
Myles R. Tashman
Executive Vice President
General Counsel, Secretary
and Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned,
being a duly elected Director of First Golden American Life
Insurance Company of New York ("First Golden"), constitutes and
appoints Myles R. Tashman, and Marilyn Talman, and each of them,
his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution for him in his name, place and
stead, in any and all capacities, to sign First Golden's
registration statements and applications for exemptive relief,
and any and all amendments thereto, and to file the same, with
all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents full power and authority
to do and perform each and every act and thing requisite and
necessary to be done, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and affirming all
that said attorneys-in-fact and agents, or any of them, or his or
her substitute or substitutes, may lawfully do or cause to be
done by virtue thereof.
Date: October 18, 1996
------------------
/s/ Stephen J. Friedman
----------------------
Stephen J. Friedman
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned,
being a duly elected Director of First Golden American Life
Insurance Company of New York ("First Golden"), constitutes and
appoints Myles R. Tashman, and Marilyn Talman, and each of them,
his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution for him in his name, place and
stead, in any and all capacities, to sign First Golden's
registration statements and applications for exemptive relief,
and any and all amendments thereto, and to file the same, with
all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents full power and authority
to do and perform each and every act and thing requisite and
necessary to be done, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and affirming all
that said attorneys-in-fact and agents, or any of them, or his or
her substitute or substitutes, may lawfully do or cause to be
done by virtue thereof.
Date: October 15, 1996
------------------
/s/ Bernard Levitt
----------------------
Bernard Levitt
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned,
being a duly elected Director of First Golden American Life
Insurance Company of New York ("First Golden"), constitutes and
appoints Myles R. Tashman, and Marilyn Talman, and each of them,
his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution for him in his name, place and
stead, in any and all capacities, to sign First Golden's
registration statements and applications for exemptive relief,
and any and all amendments thereto, and to file the same, with
all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents full power and authority
to do and perform each and every act and thing requisite and
necessary to be done, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and affirming all
that said attorneys-in-fact and agents, or any of them, or his or
her substitute or substitutes, may lawfully do or cause to be
done by virtue thereof.
Date: October 15, 1996
------------------
/s/ Roger R. Martin
----------------------
Roger R. Martin
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned,
being a duly elected Director of First Golden American Life
Insurance Company of New York ("First Golden"), constitutes and
appoints Myles R. Tashman, and Marilyn Talman, and each of them,
his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution for him in his name, place and
stead, in any and all capacities, to sign First Golden's
registration statements and applications for exemptive relief,
and any and all amendments thereto, and to file the same, with
all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents full power and authority
to do and perform each and every act and thing requisite and
necessary to be done, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and affirming all
that said attorneys-in-fact and agents, or any of them, or his or
her substitute or substitutes, may lawfully do or cause to be
done by virtue thereof.
Date: November 18, 1996
------------------
/s/ Andrew Kalinowski
----------------------
Andrew Kalinowski
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned,
being a duly elected Director of First Golden American Life
Insurance Company of New York ("First Golden"), constitutes and
appoints Myles R. Tashman, and Marilyn Talman, and each of them,
his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution for him in his name, place and
stead, in any and all capacities, to sign First Golden's
registration statements and applications for exemptive relief,
and any and all amendments thereto, and to file the same, with
all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents full power and authority
to do and perform each and every act and thing requisite and
necessary to be done, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and affirming all
that said attorneys-in-fact and agents, or any of them, or his or
her substitute or substitutes, may lawfully do or cause to be
done by virtue thereof.
Date: March 11, 1997
------------------
/s/ Frederick S. Hubbell
------------------------
Frederick S. Hubbell
Director
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY INFORMATION EXTRACTED FROM THE BALANCE SHEET
AND STATEMENT OF INCOME AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATMENTS.
</LEGEND>
<MULTIPLIER> 1000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> OTHER
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> DEC-17-1996
<PERIOD-END> DEC-31-1996
<EXCHANGE-RATE> 1
<DEBT-HELD-FOR-SALE> 24,220
<DEBT-CARRYING-VALUE> 0
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<EQUITIES> 0
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 24,570
<CASH> 5
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<TOTAL-ASSETS> 24,967
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0
0
<COMMON> 2,000
<OTHER-SE> 22,943
<TOTAL-LIABILITY-AND-EQUITY> 24,967
0
<INVESTMENT-INCOME> 65
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<OTHER-INCOME> 0
<BENEFITS> 0
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<UNDERWRITING-OTHER> 0
<INCOME-PRETAX> 65
<INCOME-TAX> 23
<INCOME-CONTINUING> 42
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 42
<EPS-PRIMARY> 0
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<RESERVE-OPEN> 0
<PROVISION-CURRENT> 0
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<PAGE>
</TABLE>
