As filed with the Securities and Exchange Registration No. 33-75980*
Commission on August 30, 2000 Registration No. 811-2513
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
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Post-Effective Amendment No. 12 To
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
and Amendment to
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
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Variable Annuity Account C of Aetna Life Insurance and Annuity Company
Aetna Life Insurance and Annuity Company
151 Farmington Avenue, TS31, Hartford, Connecticut 06156
Depositor's Telephone Number, including Area Code: (860) 273-4686
Julie E. Rockmore, Counsel
Aetna Life Insurance and Annuity Company
151 Farmington Avenue, TS31, Hartford, Connecticut 06156
(Name and Address of Agent for Service)
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It is proposed that this filing will become effective:
days after filing pursuant to paragraph (a)(2) of Rule 485
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X on November 1, 2000 pursuant to paragraph (a)(1) of Rule 485
--------
*Pursuant to Rule 429(a) under the Securities Act of 1933, Registrant has
included a combined prospectus under this Registration Statement which includes
all the information which would currently be required in a prospectus relating
to the securities covered by Registration Statement No. 33-75984.
<PAGE>
VARIABLE ANNUITY ACCOUNT C
CROSS REFERENCE SHEET
<TABLE>
<CAPTION>
FORM N-4 LOCATION - PROSPECTUS DATED MAY 1, 2000, AND AS
ITEM NO. PART A (PROSPECTUS) AMENDED BY SUPPLEMENTS DATED AUGUST 21, 2000 AND
NOVEMBER 1, 2000
<S> <C> <C>
1 Cover Page....................................... Cover Page
2 Definitions...................................... Not Applicable
3 Synopsis......................................... Contract Overview; Fee Table, and as amended
4 Condensed Financial Information.................. Condensed Financial Information; Appendix III -
Condensed Financial Information
5 General Description of Registrant, Depositor,
and Portfolio Companies.......................... Other Topics - The Company; Variable Annuity Account C;
Investment Options
6 Deductions and Expenses.......................... Fees, and as amended
7 General Description of Variable Annuity Contracts Contract Overview; Other Topics
8 Annuity Period................................... The Income Phase, and as amended
9 Death Benefit.................................... Death Benefit
10 Purchases and Contract Value..................... Contract Purchase and Participation; Your Account Value
11 Redemptions...................................... Right to Cancel
12 Taxes............................................ Taxation
13 Legal Proceedings................................ Other Topics - Legal Matters and Proceedings, and as amended
14 Table of Contents of the Statement of Additional
Information...................................... Contents of the Statement of Additional Information
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
LOCATION - STATEMENT OF ADDITIONAL INFORMATION
FORM N-4 DATED MAY 1, 2000, AND AS AMENDED BY
ITEM NO. PART B (STATEMENT OF ADDITIONAL INFORMATION) SUPPLEMENT DATED NOVEMBER 1, 2000
<S> <C> <C>
15 Cover Page........................................... Cover page
16 Table of Contents.................................... Table of Contents
17 General Information and History...................... General Information and History
18 Services............................................. General Information and History; Independent Auditors
19 Purchase of Securities Being Offered................. Offering and Purchase of Contracts
20 Underwriters......................................... Offering and Purchase of Contracts
21 Calculation of Performance Data...................... Performance Data, and as amended; Average Annual Total
Return Quotation, and as amended
22 Annuity Payments..................................... Income Phase Payments
23 Financial Statements................................. Financial Statements of the Separate Account; Financial Statements
</TABLE>
Part C (Other Information)
Information required to be included in Part C is set forth under the appropriate
item, so numbered, in Part C to this Registration Statement.
<PAGE>
PARTS A AND B
The Prospectus dated May 1, 2000 is incorporated into Part A of this
Post-Effective Amendment No. 12 by reference to Post-Effective Amendment No. 11
to the Registration Statement on Form N-4 (File No. 33-75980), as filed on April
12, 2000 and declared effective on May 1, 2000 and by reference to Prospectus
Supplement dated August 21, 2000, as filed under Rule 497(e) on August 21, 2000.
The Statement of Additional Information dated May 1, 2000 is incorporated into
Part B of this Post-Effective Amendment No. 12 by reference to the Registrant's
filing under Rule 497(c) as filed on May 2, 2000.
A Supplement dated November 1, 2000 to the Prospectus and a Supplement dated
November 1, 2000 to the Statement of Additional Information are included in
Parts A and B, respectively, of this Post-Effective Amendment.
<PAGE>
VARIABLE ANNUITY ACCOUNT C
Aetna Life Insurance and Annuity Company
Supplement Dated November 1, 2000
to Prospectus Dated May 1, 2000, as Amended
by Supplement Dated August 21, 2000
The information in this supplement updates and amends certain information
contained in the prospectus dated May 1, 2000, as amended by supplement dated
August 21, 2000. You should read this supplement along with the prospectus.
1. The following information replaces the information about HR 10 Contracts in
the section entitled "Fees Deducted from the Subaccounts" located on page 7
of the prospectus:
<TABLE>
<CAPTION>
HR 10
(Daily deductions equal to the given percentage Contracts
on an annual basis) ----------
<S> <C>
Mortality and Expense Risk Charge(3) ......... 1.25%
Administrative Expense Charge ................ 0.25% (4)
----
Total Separate Account Expenses .............. 1.50%
</TABLE>
(3) For all types of contracts, the mortality and expense risk fee during
the income phase is 1.25% on an annual basis of your account value
invested in the subaccount.
(4) Effective November 1, 2000 under HR 10 Contracts issued after May 1,
1984, we make a daily deduction of 0.25% on an annual basis of the
account value invested in the subaccounts. We currently do not impose
this fee under Corporate 401 Contracts; however, under some Corporate 401
Contracts we reserve the right to impose this fee in the future.
2. The following information replaces the first paragraph in the section
entitled "Hypothetical Examples -- Account Fees Incurred Over Time" located
on page 9 of the prospectus:
Account Fees Incurred Over Time. The following hypothetical examples show
the fees paid over time if $1,000 is invested in a subaccount, assuming a
5% annual return on the investment. For the purposes of these examples, we
deducted the following fees: mortality and expense risk charge of 1.25% and
1.19% on an annual basis for HR 10 Contracts and Corporate 401 Contracts
respectively, the maximum administrative expense charge of 0.25% on an
annual basis for HR 10 and Corporate 401 Contracts (which is charged under
some HR 10 Contracts effective November 1, 2000 but is not currently
charged under Corporate 401 Contracts), and a maintenance fee of $30.00
(converted to a percentage of assets equal to 0.031% for HR 10 Contracts
and 0.36% for 401 Contracts). The total annual fund expenses used are those
shown in the column "Total Annual Expenses Without Waivers or Reductions"
in the Fund Expense Table.
3. The following information replaces the information in the section entitled
"Administrative Expense Charge" located on page 18 of the prospectus:
Maximum Amount: 0.25% annually of your account value invested in the
subaccounts. This fee may be assessed during the accumulation phase and
during the income phase.
When/How. Effective November 1, 2000 under HR 10 Contracts issued after May
1, 1984, during the accumulation phase only we make a daily deduction of
0.25% on an annual basis of the account value invested in the subaccounts.
We currently do not impose this fee under Corporate 401 Contracts; however,
under some Corporate 401 Contracts we reserve the right to impose this fee.
Purpose: This fee is intended to recoup some of the day to day
administrative and technology expenses incurred in maintaining and
servicing the contracts.
Form No.: X.75980-00 November 2000
<PAGE>
4. The following information replaces the paragraph entitled "Charges Deducted"
under the section entitled "The Income Phase" located on page 24 of the
prospectus:
Charges Deducted. We make a daily deduction of 1.25% on an annual basis for
mortality and expense risks from amounts held in the subaccounts. Therefore
if variable payments and a nonlifetime payment option are chosen, we still
make this deduction from the subacounts selected, even though we no longer
assume any mortality risk. We may also deduct a daily administrative charge
from amounts held in the subaccounts; however, we are not currently
deducting such fees during the income phase under the contracts.
5. The following information replaces the section entitled "Legal Matters and
Proceedings" located on page 34 of the prospectus:
Legal Matters and Proceedings
We are aware of no material legal proceedings pending which involve the
separate account as a party or which would materially affect the separate
account. The validity of the securities offered by this prospectus has been
passed upon by Counsel to the Company.
In recent years, several life insurance and annuity companies have been
named as defendants in class action lawsuits relating to life insurance and
annuity pricing and sales practices. The Company is a defendant in two such
lawsuits:
A purported class action complaint was filed in the Circuit Court of
Lauderdale County, Alabama on March 28, 2000 by Loretta Shaner against the
Company (the "Shaner Complaint"). This case has been removed to the United
States District Court for the Northern District of Alabama. The Shaner
Complaint seeks unspecified compensatory damages from the Company and
unnamed affiliates of the Company. The Shaner Complaint claims that the
Company's sale of deferred annuity products for use as investments in
tax-deferred contributory retirement plans (e.g., IRAs) is improper. This
litigation is in the preliminary stages. The Company intends to defend the
action vigorously.
A purported class action complaint was filed in the United States District
Court for the Middle District of Florida on June 30, 2000, by Helen Reese,
Richard Reese, Villere Bergeron, and Allan Eckert against the Company (the
"Reese Complaint"). The Reese Complaint seeks compensatory and punitive
damages and injunctive relief from the Company. The Reese Complaint claims
that the Company engaged in unlawful sales practices in marketing life
insurance policies. This litigation is in the preliminary stages. The
Company intends to defend the action vigorously.
The Company also is a party to other litigation and arbitration proceedings
in the ordinary course of its business, none of which is expected to have a
material adverse effect on the Company.
Form No.: X.75980-00 November 2000
VARIABLE ANNUITY ACCOUNT C
Aetna Life Insurance and Annuity Company
Supplement Dated November 1, 2000
to Statement of Additional Information dated May 1, 2000
The information in this supplement updates and amends certain information
contained in the Statement of Additional Information dated May 1, 2000. You
should read this supplement along with the Statement of Additional Information.
1. The following information replaces the information in the section entitled
PERFORMANCE DATA - Average Annual Total Return Quotations - Standardized and
Non-Standardized" located on page 4 of the Statement of Additional Information:
Average Annual Total Return Quotations - Standardized and Non-Standardized
The tables below reflect the average annual standardized and
non-standardized total return quotation figures for the periods ended
December 31, 1999 for the subaccounts under the contracts. Table A below
reflects the figures for the subaccounts available under HR 10 contracts.
The standardized returns for HR 10 contracts assume a mortality and expense
risk charge of 1.25%, an administrative expense charge of 0.25%, a $30
annual maintenance fee and an early withdrawal charge for ten years. Table
B reflects the figures for the subaccounts available under Corporate 401
contracts. The standardized returns for Corporate 401 contracts assume a
mortality and expense risk charge of 1.19%, a $30 annual maintenance fee
and an early withdrawal charge for ten years. The non-standardized returns
assume the same charges but do not include the early withdrawal charge.
For the subaccount funded by the Portfolio Partners portfolio, two sets of
performance returns are shown for each subaccount: one showing performance
based solely on the performance of the Portfolio Partners portfolio from
November 28, 1997, the date the Portfolio commenced operations; and one
quotation based on (a) performance through November 26, 1997 of the fund it
replaced under many contracts and; (b) after November 26, 1997, based on
the performance of the Portfolio Partners portfolio.
For those subaccounts where results are not available for the full calendar
period indicated, performance for such partial periods is shown in the
column labeled "Since Inception." For standardized performance, the "Since
Inception" column shows the average annual return since the date
contributions were first received in the fund under the separate account.
For non-standardized performance, the "Since Inception" column shows
average annual total return since the fund's inception date.
<PAGE>
2. The following information replaces the information in Table A located on page
5 of the Statement of Additional Information:
Table A
HR10 CONTRACTS
<TABLE>
<CAPTION>
Date Contributions
First Received Under
STANDARDIZED the Separate Account
----------------------------------------- ----------------------
Since
SUBACCOUNT 1 Year 5 Year 10 Year Inception*
---------- ------- ------- -------- -----------
<S> <C> <C> <C> <C> <C>
Aetna Balanced VP, Inc. (1) 6.29% 16.23% 11.56%
Aetna Bond VP(1) (7.13%) 4.84% 6.09%
Aetna Growth and Income VP(1) 9.86% 20.66% 13.78%
Aetna Money Market VP(1)(2) (1.69%) 3.04% 3.73%
PPI MFS Research Growth Portfolio 16.06% 16.59% 11/28/1997
American Century VP Capital Appreciation/PPI MFS Research 16.06% 10.56% 9.44% 08/31/1992
Growth(3)
</TABLE>
<TABLE>
<CAPTION>
Fund
Inception
NON-STANDARDIZED Date
----------------------------------------------- ----------------
Since
SUBACCOUNT 1 Year 3 Years 5 Years 10 Years Inception**
---------- ------ ------- ------- -------- --------- ----------------
<S> <C> <C> <C> <C> <C> <C>
Aetna Balanced VP, Inc. (1) 11.89% 15.84% 17.18% 11.56%
Aetna Bond VP(1) (2.25%) 3.56% 5.70% 6.09%
Aetna Growth and Income VP(1) 15.65% 18.60% 21.65% 13.78%
Aetna Money Market VP(1)(2) 3.49% 3.74% 3.89% 3.73%
PPI MFS Research Growth Portfolio 22.17% 19.49% 11/28/1997
American Century VP Capital Appreciation/ PPI MFS Research 22.17% 12.25% 11.47% 9.16%
Growth(3)
</TABLE>
Please refer to the discussion preceding the tables for an explanation of the
charges included and methodology used in calculating the standardized and
non-standardized figures. These figures represent historical performance and
should not be considered a projection of future performance.
* Reflects performance from the date contributions were first received in the
fund under the separate account.
** Reflects performance from the fund's inception date.
(1) These funds have been in operation and available through the separate
account for more than ten years.
(2) The current yield for the subaccount for the seven-day period ended
December 31, 1999 (on an annualized basis) was 4.27%. Current yield more
closely reflects current earnings than does total return. The current yield
reflects the deduction of the mortality and expense risk charge and the
maintenance fee but does not reflect the deduction of the maximum 5% early
withdrawal charge.
(3) The fund first listed was replaced with the applicable Portfolio Partners
Portfolio after the close of business on November 26, 1997. The performance
shown is based on the performance of the replaced fund until November 26,
1997, and the performance of the applicable Portfolio Partners Portfolio
after that date. The replaced fund may not have been available under all
contracts. The "Date Contributions First Received Under the Separate
Account" and the "Fund Inception Date" refer to the applicable date for the
replaced fund. If no date is shown, contributions were first received in
the replaced fund under the separate account more than ten years ago in the
standardized table or the replaced fund has been in operation for more than
ten years in the non-standardized table.
<PAGE>
VARIABLE ANNUITY ACCOUNT C
PART C - OTHER INFORMATION
Item 24. Financial Statements and Exhibits
------------------------------------------
<TABLE>
<S> <C> <C>
(a) Financial Statements:
(1) Incorporated by reference in Part A:
Condensed Financial Information
(2) Incorporated by reference in Part B:
Financial Statements of Variable Annuity Account C:
- Statement of Assets and Liabilities as of December 31, 1999
- Statement of Operations for the year ended December 31, 1999
- Statements of Changes in Net Assets for the years ended December 31, 1999 and 1998
- Condensed Financial Information for the year ended December 31, 1999
- Notes to Financial Statements
- Independent Auditors' Report
Financial Statements of the Depositor:
- Independent Auditors' Report
- Consolidated Statements of Income for the years ended December 31, 1999, 1998 and 1997
- Consolidated Balance Sheets as of December 31, 1999 and 1998
- Consolidated Statements of Changes in Shareholder's Equity for the years ended December 31, 1999, 1998 and 1997
- Consolidated Statements of Cash Flows for the years ended December 31, 1999, 1998 and 1997
- Notes to Consolidated Financial Statements
(b) Exhibits
(1) Resolution of the Board of Directors of Aetna Life Insurance and Annuity Company establishing
Variable Annuity Account C(1)
(2) Not applicable
(3.1) Broker-Dealer Agreement(2)
(3.2) Alternative Form of Wholesaling Agreement and Related Selling Agreement(3)
(4.1) Variable Annuity Contract (G-CDA-HF)(4)
(4.2) Variable Annuity Certificate (GTCC-HF)(5)
(4.3) Variable Annuity Contract (I-CDA-HD)(6)
(4.4) Variable Annuity Contract (GIH-CDA-HB)(5)
(4.5) Variable Annuity Contract (IMT-CDA-HO)(5)
(4.6) Variable Annuity Contract (G-CDA-HD)(7)
(4.7) Variable Annuity Contract (GIP-CDA-HB)(8)
(4.8) Endorsement (EGAAE-IO) to Contract GIH-CDA-HB(5)
(4.9) Endorsement (EGISA-IA) to Contracts GIH-CDA-HB and IMT-CDA-HO(5)
</TABLE>
<PAGE>
<TABLE>
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(4.10) Endorsement (EVPE-IC) to Contracts GIH-CDA-HB and IMT-CDA-HO(5)
(4.11) Endorsement (EGE2MF5-IB) to Contract GIH-CDA-HB(6)
(4.12) Endorsement (EGAWA-HC) to Contracts GIH-CDA-HB and GIP-CDA-HB(5)
(4.13) Endorsement (EGAWGU-HC) to Contracts GIH-CDA-HB and GIP-CDA-HB(5)
(4.14) Endorsement (ETCI-IB) to Contracts GIH-CDA-HB, GIP-CDA-HB and IMT-CDA-HO(5)
(4.15) Endorsement (EGP-MDRPM-96) to Contracts GIH-CDA-HB and GIP-CDA-HB(5)
(4.16) Endorsement (EGP-MDRHF-96) to Contract G-CDA-HF(5)
(4.17) Endorsement (EGP-MDRHD-96) to Contract G-CDA-HD(5)
(4.18) Endorsement (EIP-MDRHD-96) to Contract I-CDA-HD(5)
(4.19) Endorsement (EIP-MDRPM-96) to Contract IMT-CDA-HO(5)
(4.20) Endorsement (ESVB-HB) to Contracts IMT-CDA-HO and GIH-CDA-HB(5)
(4.21) Endorsement (EUSR-HC) to Contract IMT-CDA-HO(5)
(4.22) Endorsement (EGAWI-HC) to Contract IMT-CDA-HO(5)
(4.23) Endorsement (ERPH-HB) to Contract IMT-CDA-HO(5)
(4.24) Endorsement (EIECVT-HI) to Contract IMT-CDA-HO(5)
(4.25) Endorsement (ESF-GPHIMT-HD) to Contracts IMT-CDA-HO and GIH-CDA-HB(5)
(4.26) Endorsement (EEIMEDH-IB) to Contract IMT-CDA-HO(5)
(4.27) Endorsement (EEGEDP-IB) to Contract GIH-CDA-HB(5)
(4.28) Endorsement (EPUMF-IC) to Contract GIH-CDA-HB(5)
(4.29) Endorsement (EGECVT-HI) to Contract GIH-CDA-HB(5)
(4.30) Endorsement (ERPH-HB) to Contract GIH-CDA-HB(5)
(4.31) Endorsement (EEIMEDH-IB) to Contract GIH-CDA-HB(5)
(4.32) Endorsement (EPAMAR-HD) to Contracts GIH-CDA-HB and GIP-CDA-HB(5)
(4.33) Endorsement (EFUND97) to Contract IMT-CDA-HO(4)
(4.34) Endorsement (EG401-GIE-98) to Contracts G-CDA-HF, GIH-CDA-HB, G-CDA-HD and GIP-CDA-HB(9)
(5.1) Variable Annuity Contract Application (300-GPP-10)(8)
(5.2) Variable Annuity Contract Application (200-IMC-HG)(5)
(6.1) Certificate of Incorporation of Aetna Life Insurance and Annuity Company(10)
(6.2) Amendment of Certificate of Incorporation of Aetna Life Insurance and Annuity Company(6)
(6.3) By-Laws as amended September 17, 1997 of Aetna Life Insurance and Annuity Company(11)
(7) Not applicable
</TABLE>
<PAGE>
<TABLE>
<S> <C>
(8.1) Fund Participation Agreement by and among Aetna Life Insurance and Annuity Company and Aetna Variable Fund,
Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of
its series, Aetna Generation Portfolios, Inc. on behalf of each of its series, Aetna Variable Portfolios, Inc.
on behalf of each of its series, and Aeltus Investment Management, Inc. dated as of May 1, 1998(2)
(8.2) Amendment dated November 9, 1998 to Fund Participation Agreement by and among Aetna Life Insurance and Annuity
Company and Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna
GET Fund on behalf of each of its series, Aetna Generation Portfolios, Inc. on behalf of each of its series,
Aetna Variable Portfolios, Inc. on behalf of each of its series, and Aeltus Investment Management, Inc. dated as
of May 1, 1998(12)
(8.3) Second Amendment dated December 31, 1999 to Fund Participation Agreement by and among Aetna Life Insurance and
Annuity Company and Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP,
Inc., Aetna GET Fund on behalf of each of its series, Aetna Generation Portfolios, Inc. on behalf of each of its
series, Aetna Variable Portfolios, Inc. on behalf of each of its series, and Aeltus Investment Management, Inc.
dated as of May 1, 1998 and amended on November 9, 1998(13)
(8.4) Third Amendment dated February 11, 2000 to Fund Participation Agreement by and among Aetna Life Insurance and
Annuity Company and Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP,
Inc., Aetna GET Fund on behalf of each of its series, Aetna Generation Portfolios, Inc. on behalf of each of its
series, Aetna Variable Portfolios, Inc. on behalf of each of its series, and Aeltus Investment Management, Inc.
dated as of May 1, 1998 and amended on November 9, 1998 and December 31, 1999(14)
(8.5) Fourth Amendment dated May 1, 2000 to Fund Participation Agreement by and among Aetna Life Insurance and Annuity
Company and Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna
GET Fund on behalf of each of its series, Aetna Generation Portfolios, Inc. on behalf of each of its series,
Aetna Variable Portfolios, Inc. on behalf of each of its series, and Aeltus Investment Management, Inc. dated as
of May 1, 1998 and amended on November 9, 1998, December 31, 1999 and February 11, 2000(14)
(8.6) Service Agreement between Aeltus Investment Management, Inc. and Aetna Life Insurance and Annuity Company in
connection with the sale of shares of Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares,
Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna Generation Portfolios, Inc. on
behalf of each of its series, and Aetna Variable Portfolios, Inc. on behalf of each of its series dated as of
May 1, 1998(2)
(8.7) Amendment dated November 4, 1998 to Service Agreement between Aeltus Investment Management, Inc. and Aetna Life
Insurance and Annuity Company in connection with the sale of shares of Aetna Variable Fund, Aetna Variable
Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf
</TABLE>
<PAGE>
<TABLE>
<S> <C>
of each of its series, Aetna Generation Portfolios, Inc. on behalf of each of its series and Aetna Variable
Portfolios, Inc. on behalf of each of its series dated as of May 1, 1998(12)
(8.8) Second Amendment dated February 11, 2000 to Service Agreement between Aeltus Investment Management, Inc. and
Aetna Life Insurance and Annuity Company in connection with the sale of shares of Aetna Variable Fund, Aetna
Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its
series, Aetna Generation Portfolios, Inc. on behalf of each of its series and Aetna Variable Portfolios, Inc. on
behalf of each of its series dated as of May 1, 1998 and November 14, 1998(14)
(8.9) Third Amendment dated May 1, 2000 to Service Agreement between Aeltus Investment Management, Inc. and Aetna Life
Insurance and Annuity Company in connection with the sale of shares of Aetna Variable Fund, Aetna Variable
Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna
Generation Portfolios, Inc. on behalf of each of its series and Aetna Variable Portfolios, Inc. on behalf of
each of its series dated as of May 1, 1998, November 14, 1998 and February 11, 2000(14)
(9) Opinion and Consent of Counsel*
(10) Consent of Independent Auditors*
(11) Not applicable
(12) Not applicable
(13) Schedule for Computation of Performance Data(15)
(14.1) Powers of Attorney(16)
(14.2) Authorization for Signatures(3)
</TABLE>
<TABLE>
<S> <C>
1. Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No.
33-75986), as filed on April 22, 1996.
2. Incorporated by reference to Registration Statement on Form N-4 (File No. 333-56297), as filed on June 8, 1998.
3. Incorporated by reference to Post-Effective Amendment No. 5 to Registration Statement on Form N-4 (File No. 33-75986), as
filed on April 12, 1996.
4. Incorporated by reference to Post-Effective Amendment No. 14 to Registration Statement on Form N-4 (File No. 33-75964), as
filed on July 29, 1997.
5. Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 33-75980), as
filed on February 12, 1997.
6. Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 33-75964), as
filed on February 11, 1997.
7. Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. 33-75982), as
filed on April 22, 1996.
8. Incorporated by reference to Post-Effective Amendment No. 8 to Registration Statement on Form N-4 (File No. 33-75980), as
filed on August 19, 1997.
9. Incorporated by reference to Post-Effective Amendment No. 10 to Registration Statement on Form N-4 (File No. 33-75974), as
filed on April 15, 1999.
</TABLE>
<PAGE>
<TABLE>
<S> <C>
10. Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement on Form S-1 (File No. 33-60477), as
filed on April 15, 1996.
11. Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 33-91846), as
filed on October 30, 1997.
12. Incorporated by reference to Post-Effective Amendment No. 2 to Registration Statement on Form N-4 (File No. 333-56297), as
filed on December 14, 1998.
13. Incorporated by reference to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as
filed on February 16, 2000.
14. Incorporated by reference to Post-Effective Amendment No. 20 to Registration Statement on Form N-4 (File No. 333-01107), as
filed on April 4, 2000.
15. Incorporated by reference to Post-Effective Amendment No. 9 to Registration Statement on Form N-4 (File No. 33-75980), as
filed on April 17, 1998.
16. Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement on Form N-4 (File No. 333-56297), as
filed on June 26, 2000
* To be filed by amendment.
</TABLE>
<PAGE>
Item 25. Directors and Officers of the Depositor
------------------------------------------------
<TABLE>
<CAPTION>
Name and Principal
Business Address* Positions and Offices with Depositor
----------------- ------------------------------------
<S> <C>
John Y. Kim Director, President and Chief Investment Officer
Allan Baker Director and Senior Vice President
Catherine H. Smith Director, Senior Vice President and Chief Financial Officer
Kirk P. Wickman Senior Vice President, General Counsel and Corporate Secretary
Deborah Koltenuk Vice President, Corporate Controller and Assistant Treasurer
Brian Murphy Vice President and Chief Compliance Officer
</TABLE>
* The principal business address of all directors and officers listed is 151
Farmington Avenue, Hartford, Connecticut 06156.
Item 26. Persons Controlled by or Under Common Control with the Depositor or
Registrant
----------------------------------------------------------------------------
Incorporated herein by reference to Item 26 of Post-Effective Amendment No.
23 to the Registration Statement on Form N-4 (File No. 333-56297), as filed on
August 18, 2000.
Item 27. Number of Contract Owners
----------------------------------
As of July 31, 2000, there were 602,683 individuals holding interests in
variable annuity contracts funded through Variable Annuity Account C.
Item 28. Indemnification
------------------------
Section 21 of Public Act No. 97-246 of the Connecticut General Assembly (the
"Act") provides that a corporation may provide indemnification of or advance
expenses to a director, officer, employee or agent only as permitted by Sections
33-770 to 33-778, inclusive, of the Connecticut General Statutes, as amended by
Sections 12 to 20, inclusive, of this Act. Reference is hereby made to Section
33-771(e) of the Connecticut General Statutes ("CGS") regarding indemnification
of directors and Section 33-776(d) of CGS regarding indemnification of officers,
employees and agents of Connecticut corporations. These statutes provide in
general that Connecticut corporations incorporated prior to January 1, 1997
shall, except to the extent that their certificate of incorporation expressly
provides otherwise, indemnify their directors, officers,
<PAGE>
employees and agents against "liability" (defined as the obligation to pay a
judgment, settlement, penalty, fine, including an excise tax assessed with
respect to an employee benefit plan, or reasonable expenses incurred with
respect to a proceeding) when (1) a determination is made pursuant to Section
33-775 that the party seeking indemnification has met the standard of conduct
set forth in Section 33-771 or (2) a court has determined that indemnification
is appropriate pursuant to Section 33-774. Under Section 33-775, the
determination of and the authorization for indemnification are made (a) by the
disinterested directors, as defined in Section 33-770(3); (b) by special
counsel; (c) by the shareholders; or (d) in the case of indemnification of an
officer, agent or employee of the corporation, by the general counsel of the
corporation or such other officer(s) as the board of directors may specify.
Also, Section 33-772 provides that a corporation shall indemnify an individual
who was wholly successful on the merits or otherwise against reasonable expenses
incurred by him in connection with a proceeding to which he was a party because
he was a director of the corporation. Pursuant to Section 33-771(d), in the case
of a proceeding by or in the right of the corporation or with respect to conduct
for which the director, officer, agent or employee was adjudged liable on the
basis that he received a financial benefit to which he was not entitled,
indemnification is limited to reasonable expenses incurred in connection with
the proceeding against the corporation to which the individual was named a
party.
The statute does specifically authorize a corporation to procure indemnification
insurance on behalf of an individual who was a director, officer, employer or
agent of the corporation. Consistent with the statute, Aetna Inc. has procured
insurance from Lloyd's of London and several major United States and
international excess insurers for its directors and officers and the directors
and officers of its subsidiaries, including the Depositor.
Item 29. Principal Underwriter
------------------------------
(a) In addition to serving as the principal underwriter and depositor for
the Registrant, Aetna Life Insurance and Annuity Company (Aetna) also
acts as the principal underwriter and investment adviser for Portfolio
Partners, Inc. (a management investment company registered under the
Investment Company Act of 1940 (1940 Act)). Additionally, Aetna acts as
the principal underwriter and depositor for Variable Life Account B of
Aetna, Variable Life Account C of Aetna, Variable Annuity Account B of
Aetna and Variable Annuity Account G of Aetna (separate accounts of
Aetna registered as unit investment trusts under the 1940 Act). Aetna
is also the principal underwriter for Variable Annuity Account I of
Aetna Insurance Company of America (AICA) (a separate account of AICA
registered as a unit investment trust under the 1940 Act).
(b) See Item 25 regarding the Depositor.
<PAGE>
(c) Compensation as of December 31, 1999:
<TABLE>
<CAPTION>
(1) (2) (3) (4) (5)
Name of Net Underwriting Compensation on
Principal Discounts and Redemption or Brokerage
Underwriter Commissions Annuitization Commissions Compensation*
----------- ----------- ------------- ----------- -------------
<S> <C> <C>
Aetna Life Insurance $5,240,551 $159,707,139
and Annuity Company
</TABLE>
* Compensation shown in column 5 includes deductions for mortality and
expense risk guarantees and contract charges assessed to cover costs
incurred in the sales and administration of the contracts issued under
Variable Annuity Account C.
Item 30. Location of Accounts and Records
-----------------------------------------
All accounts, books and other documents required to be maintained by
Section 31(a) of the 1940 Act and the rules under it relating to the securities
described in and issued under this Registration Statement are located at the
home office of the Depositor as follows:
Aetna Life Insurance and Annuity Company
151 Farmington Avenue
Hartford, Connecticut 06156
Item 31. Management Services
----------------------------
Not applicable
Item 32. Undertakings
---------------------
Registrant hereby undertakes:
(a) to file a post-effective amendment to this registration statement on
Form N-4 as frequently as is necessary to ensure that the audited
financial statements in the registration statement are never more than
sixteen months old for as long as payments under the variable annuity
contracts may be accepted;
(b) to include as part of any application to purchase a contract offered by
a prospectus which is part of this registration statement on Form N-4,
a space that an applicant can check to request a Statement of
Additional Information; and
<PAGE>
(c) to deliver any Statement of Additional Information and any financial
statements required to be made available under this Form N-4 promptly
upon written or oral request.
(d) Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or
otherwise, the Registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against
public policy as expressed in the Act and is, therefore, unenforceable.
In the event that a claim for indemnification against such liabilities
(other than the payment by the Registrant of expenses incurred or paid
by a director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by
such director, officer or controlling person in connection with the
securities being registered, the Registrant will, unless in the opinion
of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question of 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.
(e) Aetna Life Insurance and Annuity Company represents that the fees and
charges deducted under the contracts covered by this registration
statement, in the aggregate, are reasonable in relation to the services
rendered, the expenses expected to be incurred, and the risks assumed
by the insurance company.
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant, Variable Annuity Account C of Aetna Life Insurance and
Annuity Company, has caused this Post-Effective Amendment to its Registration
Statement on Form N-4 (File No. 33-75980) to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Hartford, State of
Connecticut, on the 30th day of August, 2000.
VARIABLE ANNUITY ACCOUNT C OF AETNA
LIFE INSURANCE AND ANNUITY COMPANY
(Registrant)
By: AETNA LIFE INSURANCE AND ANNUITY COMPANY
(Depositor)
By: John Y. Kim*
----------------------------------------
John Y. Kim
President
As required by the Securities Act of 1933, this Post-Effective Amendment
No. 12 to the Registration Statement has been signed by the following persons in
the capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
John Y. Kim* Director and President )
------------------------------------- (principal executive officer) )
John Y. Kim )
)
Allan Baker* Director ) August
------------------------------------- ) 30, 2000
Allan Baker )
)
Catherine H. Smith* Director and Chief Financial Officer )
------------------------------------- )
Catherine H. Smith )
)
Deborah Koltenuk* Corporate Controller )
------------------------------------- )
Deborah Koltenuk )
</TABLE>
By: /s/ Julie E. Rockmore
----------------------
Julie E. Rockmore
*Attorney-in-Fact
