VARIABLE ANNUITY ACCOUNT SEVEN
N-4, 1998-10-21
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<PAGE>   1
                                                           File Nos. 333- 
                                                                     811-

    As filed with the Securities and Exchange Commission on October 21, 1998


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM N-4
                   REGISTRATION STATEMENT UNDER THE SECURITIES
                                   ACT OF 1933                               [X]


                            Pre-Effective Amendment No.                      [ ]


                            Post-Effective Amendment No.                     [ ]

                                     and/or

                   REGISTRATION STATEMENT UNDER THE INVESTMENT
                             COMPANY ACT OF 1940                             [X]


                                Amendment No. 

                        (Check appropriate box or boxes)

                         VARIABLE ANNUITY ACCOUNT SEVEN
                           (Exact Name of Registrant)

                     Anchor National Life Insurance Company
                               (Name of Depositor)

                               1 SunAmerica Center
                       Los Angeles, California 90067-6022
              (Address of Depositor's Principal Offices) (Zip Code)

                Depositor's Telephone Number, including Area Code
                                 (310) 772-6000

                              Susan L. Harris, Esq.
                     Anchor National Life Insurance Company
                               1 SunAmerica Center
                       Los Angeles, California 90067-6022
                     (Name and Address of Agent for Service)


Approximate date of proposed public offering:

     As soon as practicable after effectiveness of the Registration Statement. 
        
Title of securities being registered:

      Interests in a Separate Account under group and individual flexible
      payment deferred annuity contracts.

The Registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall file
a further amendment which specifically states that this Registration Statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
shall determine.


<PAGE>   2

                          VARIABLE ANNUITY ACCOUNT SEVEN

                              Cross Reference Sheet

                               PART A - PROSPECTUS

<TABLE>
<CAPTION>
Item Number in Form N-4                                   Caption
- -----------------------                                   -------
<S>     <C>                                               <C>
1.      Cover Page.............................           Cover Page

2.      Definitions............................           Glossary

3.      Synopsis...............................           Profile; Fee Tables;
                                                          Portfolio Expenses;
                                                          Examples

4.      Condensed Financial Information........           Examples

5.      General Description of Registrant,
        Depositor and Portfolio Companies......           The [         ]
                                                          Variable Annuity;
                                                          Other Information

6.      Deductions.............................           Expenses

7.      General Description of
        Variable Annuity Contracts.............           The [         ] 
                                                          Variable Annuity;
                                                          Purchasing a [     ] 
                                                          Variable Annuity;
                                                          Investment Options

8.      Annuity Period.........................           Income Options

9.      Death Benefit..........................           Death Benefit

10.     Purchases and Contract Value...........           Purchasing a [       ]
                                                          Variable Annuity 

11.     Redemptions............................           Access To Your Money

12.     Taxes..................................           Taxes

13.     Legal Proceedings......................           Other Information - Legal
                                                          Proceedings

14.     Table of Contents of Statement
        of Additional Information..............           Table of Contents of
                                                          Statement of Additional
                                                          Information

</TABLE>



<PAGE>   3







               PART B - STATEMENT OF ADDITIONAL INFORMATION

        Certain information required in part B of the Registration Statement has
been included within the Prospectus forming part of this Registration Statement;
the following cross-references suffixed with a "P" are made by reference to the
captions in the Prospectus.

<TABLE>
<CAPTION>
Item Number in Form N-4                             Caption
- -----------------------                             -------
<S>     <C>                                         <C> 
15.     Cover Page.............................     Cover Page

16.     Table of Contents......................     Table of Contents

17.     General Information and History........     The Variable [         ]
                                                    Annuity (P); Separate
                                                    Account; General Account;
                                                    Investment Options (P);
                                                    Other Information

18.     Services...............................     Other Information (P)

19.     Purchase of Securities Being Offered...     Purchasing a [         ]
                                                    Variable Annuity (P)

20.     Underwriters...........................     Distribution of Contracts

21.     Calculation of Performance Data........     Performance Data

22.     Annuity Payments.......................     Income Options (P);
                                                    Income Payments;
                                                    Annuity Unit Values

23.     Financial Statements...................     Depositor: Other
                                                    Information - Financial
                                                    Statements; Registrant:
                                                    Financial Statements

</TABLE>


                                     PART C


        Information required to be included in Part C is set forth under the
appropriate item, so numbered, in Part C of this Registration Statement.



<PAGE>   4
 
                                  PROFILE LOGO
 
THIS PROFILE IS A SUMMARY OF SOME OF THE MORE IMPORTANT POINTS THAT YOU SHOULD
KNOW AND CONSIDER BEFORE PURCHASING THE [               ] VARIABLE ANNUITY. THE
ANNUITY IS MORE FULLY DESCRIBED IN THE PROSPECTUS. PLEASE READ THE PROSPECTUS
CAREFULLY.
 
                               January    , 1999
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                   1. THE [               ] VARIABLE ANNUITY
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
The [            ] Variable Annuity is a contract between you and Anchor
National Life Insurance Company. It is designed to help you invest on a
tax-deferred basis and meet long-term financial goals, such as retirement
funding. Tax deferral means all your money, including the amount you would
otherwise pay in current income taxes, remains in your contract to generate more
earnings. Your money could grow faster than it would in a comparable taxable
investment.
 
[            ] offers a diverse selection of money managers and investment
options. You may divide your money among any or all of our 26 variable
portfolios and 7 fixed account options. Your investment is not guaranteed. The
value of your [            ] contract can fluctuate up or down, based on the
performance of the underlying investments you select, and you may experience a
loss.
 
The variable portfolios offer professionally managed investment choices with
goals ranging from capital preservation to aggressive growth. Your choices for
the various investment options are found on the next page.
 
The contract also offers 7 fixed account options, for different time periods.
Each may have a different interest rate. Interest rates are guaranteed by Anchor
National.
 
Like most annuities, the contract has an accumulation phase and an income phase.
During the accumulation phase, you invest money in your contract. Your earnings
are based on the investment performance of the variable portfolios to which your
money is allocated and/or the interest rate(s) earned on the fixed account
option(s) in which you invest. You may withdraw money from your contract during
the accumulation phase. However, as with other tax-deferred investments, you
will pay taxes on earnings and untaxed contributions when you withdraw them. An
IRS tax penalty may apply if you make withdrawals before age 59 1/2.
 
During the income phase, you may receive income payments from your annuity. Your
payments may be fixed in dollar amount, vary with investment performance or a
combination of both, depending on where your money is allocated. Among other
factors, the amount of money you are able to accumulate in your contract during
the accumulation phase will affect the amount of your income payments during the
income phase.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                               2. INCOME OPTIONS
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
You can select from one of five income options:
 
   (1) payments for your lifetime;
   (2) payments for your lifetime and your survivor's lifetime;
   (3) payments for your lifetime and your survivor's lifetime, but for not less
       than 10 years;
   (4) payments for your lifetime, but for not less than 10 or 20 years; and
   (5) payments for a specified period of 5 to 30 years.
 
You will also need to decide when your income payments begin and if you want
your income payments to fluctuate with investment performance or remain
constant. Once you begin receiving income payments, you cannot change your
income option.
 
If your contract is part of a non-qualified retirement plan (one that is
established with after-tax dollars), payments during the income phase are
considered partly a return of your original investment. The "original
investment" part of each payment is not taxable as income. For contracts which
are part of a qualified retirement plan using before-tax dollars, the entire
payment is taxable as income.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                   3. PURCHASING A [               ] VARIABLE
                                ANNUITY CONTRACT
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
You can buy a contract through your Edward Jones investment representative, who
can also help you complete the proper forms. For non-qualified contracts, the
minimum initial purchase payment is $5,000 and subsequent amounts of $500 or
more may be added to your contract at any time during the accumulation phase.
For qualified contracts, the minimum initial purchase payment is $2,000 and
subsequent amounts of $250 or more may be added to your contract at any time
during the accumulation phase.
<PAGE>   5
 
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                             4. INVESTMENT OPTIONS
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
You may allocate money to the following variable portfolios of the Anchor Series
Trust and/or the SunAmerica Series Trust:
 
ANCHOR SERIES TRUST
  MANAGED BY WELLINGTON MANAGEMENT COMPANY, LLP
      - Capital Appreciation Portfolio
      - Growth Portfolio
      - Government and Quality Bond Portfolio
 
SUNAMERICA SERIES TRUST
  MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
      - Global Equities Portfolio
      - Alliance Growth Portfolio
      - Growth-Income Portfolio
  MANAGED BY DAVIS SELECTED ADVISERS, L.P.
      - Venture Value Portfolio
      - Real Estate Portfolio
  MANAGED BY FEDERATED INVESTORS
      - Federated Value Portfolio
      - Utility Portfolio
      - Corporate Bond Portfolio
  MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT/
  GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL
      - Asset Allocation Portfolio
      - Global Bond Portfolio
  MANAGED BY MASSACHUSETTS FINANCIAL SERVICES
      - Mid-Cap Growth Portfolio
      - Investors Portfolio
      - Total Return Portfolio
  MANAGED BY MORGAN STANLEY ASSET MANAGEMENT INC.
      - International Diversified Equities Portfolio
      - Worldwide High Income Portfolio
  MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
      - Putnam Growth Portfolio
      - International Growth and Income Portfolio
      - Emerging Markets Portfolio
  MANAGED BY SUNAMERICA ASSET MANAGEMENT CORP.
      - Aggressive Growth Portfolio
      - "Dogs" of Wall Street Portfolio
      - SunAmerica Balanced Portfolio
      - High-Yield Bond Portfolio
      - Cash Management Portfolio
 
You may also allocate money to the 1, 3, 5, 7 and 10-year fixed account options
and, under certain circumstances, the 6-month and 1-year Dollar Cost Averaging
("DCA") fixed account options. The interest rates applicable for these fixed
account options may differ from time to time; however, we will never credit less
than a 3% compounded effective yield. Once established, the rate will not change
during the selected period. Your contract value will be adjusted up or down for
withdrawals or transfers from the 3, 5, 7 and 10 year fixed account options
prior to the end of the guarantee period.
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                                  5. EXPENSES
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
We deduct insurance charges, to cover our mortality and expense risks, which
equal 0.85% annually of the average daily value of your contract allocated to
the variable portfolios.
 
We apply an up-front sales charge against each purchase payment you make. The
sales charge equals a percentage of each purchase payment. The sales charge
ranges from 0.50% to 5.75%, depending upon the size of your purchase payment.
You may be entitled to a reduced sales charge if you agree to contribute
additional money to your contract within a 13-month period or if you have
related contracts with us.
 
If you take a withdrawal within 12 months of making a purchase payment of
$1,000,000 or more, we deduct a contingent deferred sales charge of 0.50% from
the portion of the withdrawal coming from that purchase payment.
 
As with other professionally managed investments, there are also investment
charges imposed on contracts with money allocated to the variable portfolios. We
estimate these fees to range from .63% to 1.90%.
 
Each year, you are allowed to make 15 transfers without charge. After your first
15 transfers, a $25 transfer fee ($10 in Pennsylvania and Texas) applies to each
subsequent transfer.
 
In a limited number of states, you may also be assessed a state premium tax of
up to 3.5% depending upon the state.
 
The following chart is designed to help you understand the charges in your
contract. The column "Total Annual Charges" shows the total of the 0.85%
insurance charges and the investment charges for each variable portfolio.
 
The next two columns show two examples of the charges you would pay under the
contract. The examples assume that you invested $1,000 in a contract which earns
5% annually and that you withdraw your money: (1) at the end of year 1, and (2)
at the end of year 10. We assume an up-front sales charge of 5.75% and a premium
tax of 0% in both examples.
<PAGE>   6
 
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
                                                                                               EXAMPLES:
                                       TOTAL ANNUAL         TOTAL ANNUAL                     TOTAL EXPENSES   TOTAL EXPENSES
                                        INSURANCE            INVESTMENT       TOTAL ANNUAL     AT END OF        AT END OF
   ANCHOR SERIES TRUST PORTFOLIO         CHARGES              CHARGES           CHARGES         1 YEAR**        10 YEARS**
- ----------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>                  <C>               <C>            <C>              <C>
Capital Appreciation                       0.85%                        (Fees and Charges to be
Growth                                     0.85%                          filed by amendment)
Government and Quality Bond                0.85%
- ----------------------------------------------------------------------------------------------------------------------------
SUNAMERICA SERIES TRUST PORTFOLIO
Emerging Markets*                          0.85%                    %                 %           $                $
International Diversified Equities         0.85%                    %                 %           $                $
Global Equities                            0.85%                    %                 %           $                $
International Growth and Income*           0.85%                    %                 %           $                $
Aggressive Growth*                         0.85%                    %                 %           $                $
Real Estate*                               0.85%                    %                 %           $                $
Mid-Cap Growth                             0.85%                    %                 %           $                $
Putnam Growth                              0.85%                    %                 %           $                $
Investors                                  0.85%                    %                 %           $                $
Alliance Growth                            0.85%                    %                 %           $                $
"Dogs" of Wall Street*                     0.85%                    %                 %           $                $
Venture Value                              0.85%                    %                 %           $                $
Federated Value*                           0.85%                    %                 %           $                $
Growth-Income                              0.85%                    %                 %           $                $
Utility*                                   0.85%                    %                 %           $                $
Asset Allocation                           0.85%                    %                 %           $                $
Total Return                               0.85%                    %                 %           $                $
SunAmerica Balanced*                       0.85%                    %                 %           $                $
Worldwide High Income                      0.85%                    %                 %           $                $
High-Yield Bond                            0.85%                    %                 %           $                $
Corporate Bond                             0.85%                    %                 %           $                $
Global Bond                                0.85%                    %                 %           $                $
Cash Management                            0.85%                    %                 %           $                $
- ----------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>
 
 * For these portfolios, the adviser, SunAmerica Asset Management Corp., has
   voluntarily agreed to waive fees or reimburse expenses, if necessary, to keep
   operating expenses at or below an established maximum amount. All waivers or
   reimbursements may be terminated at any time. For more detailed information,
   see Fee Tables and Examples in the prospectus.
 
** Includes sales charge applicable to a $1,000 purchase payment, or 5.75%.
 
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                                    6. TAXES
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
Unlike taxable investments where earnings are taxed in the year they are earned,
taxes on amounts earned in a non-qualified contract are deferred until they are
withdrawn. In a qualified contract, all amounts are taxable when they are
withdrawn.
 
When you begin taking distributions or withdrawals from your contract, earnings
are considered to be taken out first and will be taxed at your ordinary income
rate. You may be subject to a 10% IRS penalty tax for distributions or
withdrawals before age 59 1/2.
 
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                            7. ACCESS TO YOUR MONEY
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
Withdrawals may be made from your contract in the amount of $1,000 or more. You
may request a withdrawal in writing or by establishing systematic withdrawals.
Under systematic withdrawals, the minimum withdrawal amount is $250.
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                                 8. PERFORMANCE
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
The value of your annuity will fluctuate depending upon the investment
performance of the variable portfolio(s) you choose.
 
When you invest in the [            ] Variable Annuity, your money is actually
invested in the underlying portfolios of the Anchor Series Trust and/or the
SunAmerica Series Trust. These trusts are older than the annuity itself and have
served as underlying investments for other variable annuity contracts. Of
course, past performance does not guarantee future results.
 
As of the date of this prospectus, the sale of this contract has not yet begun.
Therefore, no performance information is presented here.
<PAGE>   7
 
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                                9. DEATH BENEFIT
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
If you should die during the accumulation phase, your beneficiary will receive a
death benefit. You must select from the two death benefit options described
below at the time you purchase your contract. Once selected, your death benefit
may not be changed. You should discuss with your Edward Jones investment
representative the options available to you and which option is best for you.
 
     OPTION 1 - PURCHASE PAYMENT ACCUMULATION OPTION:
 
The death benefit is the greater of:
 
(1) the value of your contract at the time we receive satisfactory proof of
    death; or
 
(2) total purchase payments less withdrawals (and any fees or charges applicable
    to such withdrawals), compounded at a 4% annual growth rate (3% growth rate
    if 70 or older at the time of contract issue); or
 
(3) the value of your contract on the seventh contract anniversary, plus any
    purchase payments since the seventh anniversary and less any withdrawals
    (and any fees or charges applicable to such withdrawals), all compounded at
    a 4% annual growth rate until the date of death (3% if 70 or older at the
    time of contract issue).
 
     OPTION 2 - MAXIMUM ANNIVERSARY OPTION:
 
The death benefit is the greater of:
 
(1) the value of your contract at the time we receive satisfactory proof of
    death; or
 
(2) total purchase payments less any withdrawals (and any fees or charges
    applicable to such withdrawals); or
 
(3) the maximum anniversary value on any contract anniversary prior to your 81st
    birthday. The anniversary value equals the value of your contract on a
    contract anniversary plus any purchase payments since that anniversary and
    less any withdrawals (and any fees or charges applicable to such
    withdrawals).
 
If you are age 90 or older at the time of death and selected the option 2 death
benefit, the death benefit will be equal to the value of your contract at the
time we receive satisfactory proof of death.
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                             10. OTHER INFORMATION
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
FREE LOOK: You may cancel your contract within ten days (or longer if required
by your state) by mailing it to our Annuity Service Center. Your contract will
be treated as void on the date we receive it and we will pay you an amount equal
to the value of your contract (unless otherwise required by state law). Its
value may be more or less than the money you initially invested.
 
ASSET ALLOCATION REBALANCING: If selected by you, this program seeks to keep
your investment in line with your goals. We will maintain your specified
allocation mix in the variable portfolios and the 1-year fixed account option by
readjusting your money on a calendar quarter, semiannual or annual basis.
 
SYSTEMATIC WITHDRAWAL PROGRAM: If selected by you, this program allows you to
receive either monthly, quarterly, semiannual or annual checks during the
accumulation phase. Systematic withdrawals may also be electronically
transferred to your bank account. Of course, withdrawals may be taxable and a
10% IRS penalty tax may apply if you are under age 59 1/2.
 
PRINCIPAL ADVANTAGE PROGRAM: If selected by you, this program allows you to
obtain growth potential without any market risk to your principal. We will
guarantee that the portion of your money allocated to the 1, 3, 5, 7 or 10-year
fixed account option will grow to equal your principal investment when it is
allocated in accordance with the program.
 
DOLLAR COST AVERAGING: If selected by you, this program allows you to invest
gradually in the variable portfolios from any of the variable portfolios, the
1-year fixed account option, the 6-month DCA fixed account option or the 1-year
DCA fixed account option.
 
AUTOMATIC PAYMENT PLAN: You can add to your contract directly from your bank
account with as little as $20 per month.
 
CONFIRMATIONS AND QUARTERLY STATEMENTS: You will receive a confirmation of each
transaction within your contract. On a quarterly basis, you will receive a
complete statement of your transactions over the past quarter and a summary of
your account values.
 
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                                 11. INQUIRIES
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
If you have questions about your contract or need to make changes, call your
Edward Jones investment representative or contact us at:
 
      Anchor National Life Insurance Company
      Annuity Service Center
      P.O. Box 54299
      Los Angeles, California 90054-0299
      Telephone Number: (800) 445-SUN2
 
If money accompanies your correspondence, you should direct it to:
 
      Anchor National Life Insurance Company
      P.O. Box 100330
      Pasadena, California 91189-0001
<PAGE>   8
 
                                   PROSPECTUS
                               JANUARY    , 1999
 
<TABLE>
<S>                                   <C>     <C>
Please read this prospectus carefully         FLEXIBLE PAYMENT DEFERRED ANNUITY CONTRACTS
before investing and keep it for              issued by
future reference. It contains                 ANCHOR NATIONAL LIFE INSURANCE COMPANY
important information about the               in connection with
[            ] Variable Annuity.              VARIABLE ANNUITY ACCOUNT SEVEN
                                              The annuity has 33 investment choices -- 7 fixed account
To learn more about the annuity               options and 26 Variable Portfolios listed below. The 7 fixed
offered by this prospectus, you can           account options include specified periods of 1, 3, 5, 7 and
obtain a copy of the Statement of             10 years and DCA accounts for 6-month and 1-year periods.
Additional Information ("SAI") dated          The 26 Variable Portfolios are part of the Anchor Series
January   , 1999. The SAI is on file          Trust or the SunAmerica Series Trust.
with the Securities and Exchange
Commission ("SEC") and is                     ANCHOR SERIES TRUST:
incorporated by reference into this           MANAGED BY WELLINGTON MANAGEMENT COMPANY, LLP
prospectus. The Table of Contents of          - Capital Appreciation Portfolio
the SAI appears on page 21 of this            - Growth Portfolio
prospectus. For a free copy of the            - Government and Quality Bond Portfolio
SAI, call us at (800) 445-SUN2 or
write to us at our Annuity Service            SUNAMERICA SERIES TRUST:
Center, P.O. Box 54299, Los Angeles,          MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
California 90054-0299.                        - Global Equities Portfolio
                                              - Alliance Growth Portfolio
In addition, the SEC maintains a              - Growth-Income Portfolio
website (http://www.sec.gov) that             MANAGED BY DAVIS SELECTED ADVISERS, L.P.
contains the SAI, materials                   - Venture Value Portfolio
incorporated by reference and other           - Real Estate Portfolio
information filed electronically with         MANAGED BY FEDERATED INVESTORS
the SEC by Anchor National.                   - Federated Value Portfolio
                                              - Utility Portfolio
ANNUITIES INVOLVE RISKS, INCLUDING            - Corporate Bond Portfolio
POSSIBLE LOSS OF PRINCIPAL. ANNUITIES         MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT/
ARE NOT A DEPOSIT OR OBLIGATION OF,           GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL
OR GUARANTEED OR ENDORSED BY, ANY             - Asset Allocation Portfolio
BANK. THEY ARE NOT FEDERALLY INSURED          - Global Bond Portfolio
BY THE FEDERAL DEPOSIT INSURANCE              MANAGED BY MASSACHUSETTS FINANCIAL SERVICES
CORPORATION, THE FEDERAL RESERVE              - Mid-Cap Growth Portfolio
BOARD OR ANY OTHER AGENCY.                    - Investors Portfolio
                                              - Total Return Portfolio
                                              MANAGED BY MORGAN STANLEY ASSET MANAGEMENT INC.
                                              - International Diversified Equities Portfolio
                                              - Worldwide High Income Portfolio
                                              MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
                                              - Putnam Growth Portfolio
                                              - International Growth and Income Portfolio
                                              - Emerging Markets Portfolio
                                              MANAGED BY SUNAMERICA ASSET MANAGEMENT CORP.
                                              - Aggressive Growth Portfolio
                                              - "Dogs" of Wall Street Portfolio
                                              - SunAmerica Balanced Portfolio
                                              - High-Yield Bond Portfolio
                                              - Cash Management Portfolio
</TABLE>
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
     EXCHANGE COMMISSION, NOR HAS THE COMMISSION PASSED UPON THE
        ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
                           TO THE CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>   9
 
<TABLE>
 <S>   <C>                                                     <C>
 ------------------------------------------------------------------
 ------------------------------------------------------------------
                         TABLE OF CONTENTS
 ------------------------------------------------------------------
 ------------------------------------------------------------------
 GLOSSARY....................................................     2
 FEE TABLES..................................................     3
       Sales Charge..........................................     3
       Contingent Deferred Sales Charge......................     3
       Owner Transaction Expenses............................     3
       Annual Separate Account Expenses......................     3
       The Income Protector Expense..........................     3
       Portfolio Expenses....................................     3
 EXAMPLES....................................................     4
 THE [          ] VARIABLE ANNUITY...........................     5
 PURCHASING A [        ] VARIABLE ANNUITY CONTRACT...........     5
       Allocation of Purchase Payments.......................     6
       Accumulation Units....................................     6
       Free Look.............................................     6
 INVESTMENT OPTIONS..........................................     6
       Variable Portfolios...................................     6
       Anchor Series Trust...................................     7
       SunAmerica Series Trust...............................     7
       Fixed Account Options.................................     7
       Market Value Adjustment ("MVA").......................     7
       Transfers During the Accumulation Phase...............     8
       Dollar Cost Averaging.................................     9
       Asset Allocation Rebalancing..........................     9
       Principal Advantage Program...........................    10
       Voting Rights.........................................    10
       Substitution..........................................    10
 ACCESS TO YOUR MONEY........................................    10
       Systematic Withdrawal Program.........................    10
       Minimum Contract Value................................    11
 DEATH BENEFIT...............................................    11
 EXPENSES....................................................    11
       Insurance Charges.....................................    12
       Sales Charge..........................................    12
       Reduction of Sales Charge.............................    12
       Letter of Intent......................................    12
       Rights of Accumulation................................    12
       Purchase Payments Subject to a Contingent Deferred
         Sales Charge........................................    13
       Investment Charges....................................    13
       Transfer Fee..........................................    13
       Premium Tax...........................................    13
       Income Taxes..........................................    13
       Reduction or Elimination of Certain Charges and
         Expenses, and Additional Amounts Credited...........    13
 INCOME OPTIONS..............................................    14
       Annuity Date..........................................    14
       Income Options........................................    14
       Fixed or Variable Income Payments.....................    14
       Income Payments.......................................    14
       Transfers During the Income Phase.....................    15
       Deferment of Payments.................................    15
       The Income Protector..................................    15
 TAXES.......................................................    18
       Annuity Contracts in General..........................    18
       Tax Treatment of Distributions -
         Non-Qualified Contracts.............................    18
       Tax Treatment of Distributions -
         Qualified Contracts.................................    18
       Minimum Distributions.................................    18
       Diversification.......................................    18
 PERFORMANCE.................................................    19
 OTHER INFORMATION...........................................    19
       Anchor National.......................................    19
       The Separate Account..................................    19
       The General Account...................................    19
       Distribution of the Contract..........................    19
       Administration........................................    20
       Year 2000.............................................    20
       Legal Proceedings.....................................    20
       Ownership.............................................    20
       Custodian.............................................    21
       Additional Information................................    21
       Selected Consolidated Financial Data..................    21
       Management Discussion and Analysis....................    21
       Properties............................................    21
       Directors and Executive Officers......................    21
       Executive Compensation................................    21
       Security Ownership of Owners and Management...........    21
       Regulation............................................    21
       Independent Accountants...............................    21
 TABLE OF CONTENTS OF STATEMENT OF ADDITIONAL INFORMATION....
                                                                 21
 FINANCIAL STATEMENTS........................................    21
 APPENDIX A -- MARKET VALUE ADJUSTMENT.......................   A-1
 APPENDIX B -- PREMIUM TAXES.................................   B-1
 
 ------------------------------------------------------------------
 ------------------------------------------------------------------
                              GLOSSARY
 ------------------------------------------------------------------
 ------------------------------------------------------------------
 We have capitalized some of the technical terms used in this
 prospectus. To help you understand these terms, we have defined
 them in this glossary.
 ACCUMULATION PHASE - The period during which you invest money in
 your contract.
 ACCUMULATION UNITS - A measurement we use to calculate the value
 of the variable portion of your contract during the Accumulation
 Phase.
 ANNUITANT(S) - The person(s) on whose life (lives) we base income
 payments.
 ANNUITY DATE - The date on which income payments are to begin, as
 selected by you.
 ANNUITY UNITS - A measurement we use to calculate the amount of
 income payments you receive from the variable portion of your
 contract during the Income Phase.
 BENEFICIARY - The person designated to receive any benefits under
 the contract if you or the Annuitant dies.
 INCOME PHASE - The period during which we make income payments to
 you.
 IRS - The Internal Revenue Service.
 NON-QUALIFIED (CONTRACT) - A contract purchased with after-tax
 dollars. In general, these contracts are not under any pension
 plan, specially sponsored program or individual retirement account
 ("IRA").
 PURCHASE PAYMENTS - The money you give us to buy the contract, as
 well as any additional money you give us to invest in the contract
 after you own it.
 QUALIFIED (CONTRACT) - A contract purchased with pre-tax dollars.
 These contracts are generally purchased under a pension plan,
 specially sponsored program or IRA.
 TRUSTS - Refers to the Anchor Series Trust and the SunAmerica
 Series Trust collectively.
 VARIABLE PORTFOLIO(S)  -  The variable investment options
 available under the contract. Each Variable Portfolio has its own
 investment objective and is invested in the underlying investments
 of the Anchor Series Trust or the SunAmerica Series Trust.
</TABLE>
 
                                        2
<PAGE>   10
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                                   FEE TABLES
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
  SALES CHARGE
 
<TABLE>
<CAPTION>
                                         SALES CHARGE AS A
                                        PERCENTAGE OF GROSS
     AMOUNT OF PURCHASE PAYMENT      PURCHASE PAYMENT INVESTED*
  --------------------------         --------------------------
<S>                                  <C>
  Less than $50,000.................           5.75%
  $50,000 but less than $100,000....           4.75%
  $100,000 but less than $250,000...           3.50%
  $250,000 but less than $500,000...           2.50%
  $500,000 but less than                       2.00%
    $1,000,000......................
  $1,000,000 or more................           0.50%
</TABLE>
 
 * Your purchase payment may qualify for a reduced sales charge. SEE EXPENSES
   SECTION ON PAGE 11.
 
  CONTINGENT DEFERRED SALES CHARGE ("CDSC")
 
<TABLE>
<CAPTION>
                                     CDSC AS A PERCENTAGE OF
                                     WITHDRAWAL AMOUNTS TAKEN
                                       WITHIN 12 MONTHS OF
   AMOUNT OF PURCHASE PAYMENT            PURCHASE PAYMENT
  --------------------------      -----------------------------
<S>                               <C>
  $1,000,000 or more.............             0.50%
</TABLE>
 
  OWNER TRANSACTION EXPENSES
 
<TABLE>
   <S>                       <C>   <C>                       <C>
   WITHDRAWAL CHARGE............   None
   TRANSFER FEE.................   No charge for first 15 transfers
                                   each year; thereafter, fee is $25
                                   ($10 in Pennsylvania and Texas) per
                                   transfer
</TABLE>
 
  ANNUAL SEPARATE ACCOUNT EXPENSES
  (AS A PERCENTAGE OF AVERAGE ACCOUNT VALUE)
 
<TABLE>
<S>                                                    <C>
  Mortality and Expense Risk Charge..................  0.85%
                                                       -----
      TOTAL SEPARATE ACCOUNT EXPENSES                  0.85%
                                                       =====
</TABLE>
 
  THE INCOME PROTECTOR EXPENSE
  (DEDUCTED ANNUALLY FROM CONTRACT VALUE)
 
<TABLE>
<CAPTION>
         THE INCOME PROTECTOR            FEE AS A PERCENTAGE OF
             ALTERNATIVES               YOUR INCOME BENEFIT BASE
  -------------------                   -----------------------
<S>                                     <C>
  Base Income Protector................            0%
  Income Protector Plus................           .15%
  Income Protector Max.................           .30%
</TABLE>
 
                              PORTFOLIO EXPENSES*
                              ANCHOR SERIES TRUST
(AS A PERCENTAGE OF AVERAGE NET ASSETS FOR THE TRUST'S TWELVE-MONTH PERIOD ENDED
                               NOVEMBER 30, 1998)
 
<TABLE>
<CAPTION>
                                                            MANAGEMENT         OTHER        TOTAL ANNUAL
                        PORTFOLIO                               FEE          EXPENSES         EXPENSES
<S>                                                         <C>              <C>            <C>
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
Capital Appreciation                                            (Portfolio expenses for period ending
- ---------------------------------------------------------------------------------------------------------
Growth                                                              November 30, 1998 to be filed
- ---------------------------------------------------------------------------------------------------------
Government and Quality Bond                                                 by amendment)
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
</TABLE>
 
                            SUNAMERICA SERIES TRUST
(AS A PERCENTAGE OF AVERAGE NET ASSETS AFTER REIMBURSEMENT OR WAIVER OF EXPENSES
              FOR THE TRUST'S FISCAL YEAR ENDED NOVEMBER 30, 1998)
 
<TABLE>
<CAPTION>
                                                            MANAGEMENT         OTHER        TOTAL ANNUAL
                        PORTFOLIO                               FEE          EXPENSES         EXPENSES
<S>                                                         <C>              <C>            <C>
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
Emerging Markets
- ---------------------------------------------------------------------------------------------------------
International Diversified Equities
- ---------------------------------------------------------------------------------------------------------
Global Equities
- ---------------------------------------------------------------------------------------------------------
International Growth and Income
- ---------------------------------------------------------------------------------------------------------
Aggressive Growth
- ---------------------------------------------------------------------------------------------------------
Real Estate
- ---------------------------------------------------------------------------------------------------------
Mid-Cap Growth
- ---------------------------------------------------------------------------------------------------------
Putnam Growth
- ---------------------------------------------------------------------------------------------------------
Investors**
- ---------------------------------------------------------------------------------------------------------
Alliance Growth
- ---------------------------------------------------------------------------------------------------------
"Dogs" of Wall Street***
- ---------------------------------------------------------------------------------------------------------
Venture Value
- ---------------------------------------------------------------------------------------------------------
Federated Value
- ---------------------------------------------------------------------------------------------------------
Growth-Income
- ---------------------------------------------------------------------------------------------------------
Utility
- ---------------------------------------------------------------------------------------------------------
Asset Allocation
- ---------------------------------------------------------------------------------------------------------
Total Return****
- ---------------------------------------------------------------------------------------------------------
SunAmerica Balanced
- ---------------------------------------------------------------------------------------------------------
Worldwide High Income
- ---------------------------------------------------------------------------------------------------------
High-Yield Bond
- ---------------------------------------------------------------------------------------------------------
Corporate Bond
- ---------------------------------------------------------------------------------------------------------
Global Bond
- ---------------------------------------------------------------------------------------------------------
Cash Management
- ---------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------
</TABLE>
 
    * The portfolio expenses do not include sales charges.
   ** As of           , 1998, the Phoenix Growth Portfolio was renamed the
      Investors Portfolio, managed by Massachusetts Financial Services. The
      expenses shown here are those of the former Phoenix Growth Portfolio
      managed by Phoenix Investment Counsel, Inc.
  *** The inception date for the "Dogs" of Wall Street Portfolio was April 1,
      1998. The percentages are estimated amounts for the current fiscal year.
 **** As of           , 1998, the Phoenix Balanced Portfolio was renamed the
      Investors Portfolio managed by Massachusetts Financial Services. The
      expenses shown here are those of the former Phoenix Balanced Portfolio
      managed by Phoenix Investment Counsel, Inc.
 
     THE ABOVE PORTFOLIO EXPENSES WERE PROVIDED BY THE TRUSTS. WE HAVE NOT
            INDEPENDENTLY VERIFIED THE ACCURACY OF THE INFORMATION.
                                        3
<PAGE>   11
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                                    EXAMPLES
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
You will pay the following expenses on a $1,000 investment in each Variable
Portfolio, assuming a 5% annual return on assets and a sales charge of 5.75%. We
do not deduct any additional fees or charges when you surrender your contract or
switch to the Income Phase. Therefore, we provide only one set of expense
figures below.
 
<TABLE>
<CAPTION>
                         PORTFOLIO                             1 YEAR    3 YEARS
<S>                                                           <C>        <C>
- ---------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------
Capital Appreciation                (Expense information to   $          $
- ---------------------------------------------------------------------------------
Growth                            be filed by amendment)      $          $
- ---------------------------------------------------------------------------------
Government and Quality Bond                                   $          $
- ---------------------------------------------------------------------------------
Emerging Markets                                              $          $
- ---------------------------------------------------------------------------------
International Diversified Equities                            $          $
- ---------------------------------------------------------------------------------
Global Equities                                               $          $
- ---------------------------------------------------------------------------------
International Growth and Income                               $          $
- ---------------------------------------------------------------------------------
Aggressive Growth                                             $          $
- ---------------------------------------------------------------------------------
Real Estate                                                   $          $
- ---------------------------------------------------------------------------------
Mid-Cap Growth                                                $          $
- ---------------------------------------------------------------------------------
Putnam Growth                                                 $          $
- ---------------------------------------------------------------------------------
Investors                                                     $          $
- ---------------------------------------------------------------------------------
Alliance Growth                                               $          $
- ---------------------------------------------------------------------------------
"Dogs" of Wall Street                                         $          $
- ---------------------------------------------------------------------------------
Venture Value                                                 $          $
- ---------------------------------------------------------------------------------
Federated Value                                               $          $
- ---------------------------------------------------------------------------------
Growth-Income                                                 $          $
- ---------------------------------------------------------------------------------
Utility                                                       $          $
- ---------------------------------------------------------------------------------
Asset Allocation                                              $          $
- ---------------------------------------------------------------------------------
Total Return                                                  $          $
- ---------------------------------------------------------------------------------
SunAmerica Balanced                                           $          $
- ---------------------------------------------------------------------------------
Worldwide High Income                                         $          $
- ---------------------------------------------------------------------------------
High-Yield Bond                                               $          $
- ---------------------------------------------------------------------------------
Corporate Bond                                                $          $
- ---------------------------------------------------------------------------------
Global Bond                                                   $          $
- ---------------------------------------------------------------------------------
Cash Management                                               $          $
- ---------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------
</TABLE>
 
                                        4
<PAGE>   12
 
EXPLANATION OF FEE TABLES AND EXAMPLES
 
1.  The purpose of the Fee Tables is to show you the various expenses you would
    incur directly and indirectly by investing in the contract.
 
2.  For certain Variable Portfolios, the adviser, SunAmerica Asset Management
    Corp., has voluntarily agreed to waive fees or reimburse certain expenses,
    if necessary, to keep annual operating expenses at or below the lesser of
    the maximum allowed by any applicable state expense limitations or the
    following percentages of each Variable Portfolio's average net assets:
    SunAmerica Balanced (1.00%); "Dogs" of Wall Street (.85%); Aggressive Growth
    (.90%); Federated Value (1.03%); Utility (1.05%); Emerging Markets (1.90%);
    International Growth and Income (1.60%); and Real Estate (1.25%). The
    adviser also may voluntarily waive or reimburse additional amounts to
    increase a Variable Portfolio's investment return. All waivers and/or
    reimbursements may be terminated at any time. Furthermore, the adviser may
    recoup any waivers or reimbursements within two years after such waivers or
    reimbursements are granted, provided that the Variable Portfolio is able to
    make such payment and remain in compliance with the foregoing expense
    limitations.
 
3.  Absent fee waivers or reimbursement of expenses by the adviser, you would
    have incurred the following expenses during the last fiscal year: Utility
    (    ); Emerging Markets (    ); International Growth and Income (    ); and
    Real Estate (    ).
 
4.  The Examples assume that no transfer fees were imposed. Although premium
    taxes may apply in certain states, they are not reflected in the Examples.
    In addition, the examples do not reflect the fees associated with the
    optional income protector plus and max features. SEE INCOME OPTIONS ON PAGE
    14.
 
5.  THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
    EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
 
    AS OF THE DATE OF THIS PROSPECTUS SALES OF THIS CONTRACT HAD NOT BEGUN.
   THEREFORE, NO CONDENSED FINANCIAL INFORMATION APPEARS IN THIS PROSPECTUS.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                       THE [           ] VARIABLE ANNUITY
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
An annuity is a contract between you and an insurance company. You are the owner
of the contract. The contract provides three main benefits:
 
     - Tax Deferral: This means that you do not pay taxes on your earnings from
       the annuity until you withdraw them.
 
     - Death Benefit: If you die during the Accumulation Phase, the insurance
       company pays a death benefit to your Beneficiary.
 
     - Guaranteed Income: If elected, you receive a stream of income for your
       lifetime, or another available period you select.
 
This annuity was developed to help you contribute to your retirement savings.
This annuity works in two stages, the Accumulation Phase and the Income Phase.
Your contract is in the Accumulation Phase during the period when you make
payments into the contract. The Income Phase begins when you request us to start
making income payments to you out of the money accumulated in your contract.
 
The contract is called a "variable" annuity because it allows you to invest in
portfolios which, like mutual funds, vary with market conditions. You can gain
or lose money if you invest in these Variable Portfolios. The amount of money
you accumulate in your contract depends on the performance of the Variable
Portfolios in which you invest. This contract currently offers 26 Variable
Portfolios.
 
The contract also offers several fixed account options for varying time periods.
Fixed account options earn interest at a rate set and guaranteed by Anchor
National. If you allocate money to the fixed account options, the amount of
money that accumulates in the contract depends on the total interest credited to
the particular fixed account option(s) in which you invest.
 
For more information on investment options available under this contract SEE
INVESTMENT OPTIONS ON PAGE 6.
 
Anchor National Life Insurance Company (Anchor National, The Company, Us, We)
issues the [       ] Variable Annuity. When you purchase a [       ] Variable
Annuity, a contract exists between you and Anchor National. The Company is a
stock life insurance company organized under the laws of the state of Arizona.
Its principal place of business is 1 SunAmerica Center, Los Angeles, California
90067. The Company conducts life insurance and annuity business in the District
of Columbia and all states except New York. Anchor National is an indirect,
wholly owned subsidiary of SunAmerica Inc., a Maryland corporation.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                  PURCHASING A [           ] VARIABLE ANNUITY
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
A Purchase Payment is the money you give us to buy a contract. Any additional
money you give us to invest in the contract after purchase is a subsequent
Purchase Payment.
 
                                        5
<PAGE>   13
 
This chart shows the minimum initial and subsequent Purchase Payments permitted
under your contract. These amounts depend upon whether a contract is Qualified
or Non-qualified for tax purposes. FOR FURTHER EXPLANATION, SEE TAXES ON PAGE
18.
 
<TABLE>
<S>                   <C>                <C>
- -----------------------------------------------------------
                                              Minimum
                       Minimum Initial       Subsequent
                       Purchase Payment   Purchase Payment
- -----------------------------------------------------------
      Qualified             $2,000              $250
- -----------------------------------------------------------
    Non-Qualified           $5,000              $500
- -----------------------------------------------------------
</TABLE>
 
Prior Company approval is required to accept Purchase Payments greater than
$1,000,000. Also, the optional automatic payment plan allows you to make
subsequent Purchase Payments of as little as $20.00.
 
We may refuse any Purchase Payment. In general, we will not issue a Qualified
contract to anyone who is age 70 1/2 or older, unless it is shown that the
minimum distribution required by the IRS is being made. In addition we may not
issue a contract to anyone over age 90.
 
ALLOCATION OF PURCHASE PAYMENTS
 
We invest your Purchase Payments in the fixed and variable investment options
according to your instructions. If we receive a Purchase Payment without
allocation instructions, we invest the money according to your last allocation
instructions. SEE INVESTMENT OPTIONS ON THIS PAGE.
 
In order to issue your contract, we must receive your completed application,
Purchase Payment allocation instructions and any other required paperwork at our
principal place of business. We allocate your initial purchase payment within
two days of receiving it. If we do not have complete information necessary to
issue your contract, we will contact you. If we do not have the information
necessary to issue your contract within 5 business days we will:
 
     - Send your money back to you, or;
 
     - Ask your permission to keep your money until we get the information
       necessary to issue the contract.
 
ACCUMULATION UNITS
 
When you allocate a Purchase Payment to the Variable Portfolios, we credit your
contract with Accumulation Units of the separate account. The value of an
Accumulation Unit goes up and down based on the performance of the Variable
Portfolios.
 
We calculate the value of an Accumulation Unit each day that the New York Stock
Exchange ("NYSE") is open as follows:
 
     1. We determine the total value of money invested in a particular Variable
        Portfolio;
 
     2. We subtract from that amount all applicable contract charges; and
 
     3. We divide this amount by the number of outstanding Accumulation Units.
 
We determine the number of Accumulation Units credited to your contract by
dividing the Purchase Payment, less the applicable sales charge, by the
Accumulation Unit value for the specific Variable Portfolio.
 
     EXAMPLE:
 
     We receive a $50,000 Purchase Payment from you on Wednesday which you
     allocate to the Global Bond Portfolio. After we deduct the sales charge,
     the net amount to be invested is $47,625. We determine that the value of an
     Accumulation Unit for the Global Bond Portfolio is $11.10 when the NYSE
     closes on Wednesday. We then divide $47,625 by $11.10 and credit your
     contract on Wednesday night with 4290.54 Accumulation Units for the Global
     Bond Portfolio.
 
Performance of the Variable Portfolios and the charges and expenses under your
contract affect Accumulation Unit values. These factors cause the value of your
contract to go up and down.
 
FREE LOOK
 
You may cancel your contract within ten days after receiving it (or longer if
required by state law). We call this a "free look." To cancel, you must mail the
contract along with your free look request to our Annuity Service Center at P.O.
Box 54299, Los Angeles, California 90054-0299. We will refund the value of your
contract on the day we receive your request. The amount refunded may be more or
less than the amount you originally invested.
 
Certain states require us to return your Purchase Payments upon a free look
request. Additionally all contracts issued as an IRA require the full return of
Purchase Payments upon a free look. With respect to those contracts, we reserve
the right to put your money in the Cash Management Portfolio during the free
look period. If you cancel your contract during the free look period, we return
your Purchase Payment or the value of your contract, whichever is larger. At the
end of the free look period, we allocate your money according to your
instructions.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                               INVESTMENT OPTIONS
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
VARIABLE PORTFOLIOS
 
The contract currently offers 26 Variable Portfolios. These Variable Portfolios
invest in shares of the Anchor Series Trust and the SunAmerica Series Trust (the
"Trusts"). Additional Variable Portfolios may be available in the future. The
 
                                        6
<PAGE>   14
 
Variable Portfolios operate similarly to a mutual fund but are only available
through the purchase of certain insurance contracts.
 
SunAmerica Asset Management Corp., an indirect wholly owned subsidiary of
SunAmerica Inc., is the investment adviser to the Trusts. The Trusts serve as
the underlying investment vehicles for other variable annuity contracts issued
by Anchor National, and other affiliated/unaffiliated insurance companies.
Neither Anchor National nor the Trusts believe that offering shares of the
Trusts in this manner disadvantages you. The adviser monitors the Trusts for
potential conflicts.
 
The Variable Portfolios along with their respective subadvisers are listed
below:
 
     ANCHOR SERIES TRUST
 
Wellington Management Company, LLP serves as subadviser to the Anchor Series
Trust Portfolios. Anchor Series Trust has Variable Portfolios in addition to
those listed below which are not available for investment under the contract.
The 3 available Variable Portfolios are:
 
  MANAGED BY WELLINGTON MANAGEMENT COMPANY, LLP
 
     - Capital Appreciation Portfolio
     - Growth Portfolio
     - Government and Quality Bond Portfolio
 
     SUNAMERICA SERIES TRUST
 
Various subadvisers provide investment advice for the SunAmerica Series Trust
Portfolios. SunAmerica Series Trust has Variable Portfolios in addition to those
listed below which are not available for investment under the contract. The 23
available Variable Portfolios and the subadvisers are:
 
  MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
 
    - Global Equities Portfolio
    - Alliance Growth Portfolio
    - Growth Income Portfolio
 
  MANAGED BY DAVIS SELECTED ADVISERS, L.P.
 
    - Venture Value Portfolio
    - Real Estate Portfolio
 
  MANAGED BY FEDERATED INVESTORS
 
    - Federated Value Portfolio
    - Utility Portfolio
    - Corporate Bond Portfolio
 
  MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT/GOLDMAN
  SACHS ASSET MANAGEMENT INTERNATIONAL
 
    - Asset Allocation Portfolio
    - Global Bond Portfolio
 
  MANAGED BY MASSACHUSETTS FINANCIAL SERVICES
 
    - Mid-Cap Growth Portfolio
    - Investors Portfolio
    - Total Return Portfolio

  MANAGED BY MORGAN STANLEY ASSET MANAGEMENT INC.
 
    - International Diversified Equities Portfolio
    - Worldwide High Income Portfolio
 
  MANAGED BY PUTNAM INVESTMENT MANAGEMENT
 
    - Putnam Growth Portfolio
    - International Growth and Income Portfolio
    - Emerging Markets Portfolio
 
  MANAGED BY SUNAMERICA ASSET MANAGEMENT, INC.
 
    - Aggressive Growth Portfolio
    - "Dogs" of Wall Street Portfolio
    - SunAmerica Balanced Portfolio
    - High-Yield Bond Portfolio
    - Cash Management Portfolio
 
YOU SHOULD READ THE PROSPECTUSES FOR THE TRUSTS CAREFULLY. THESE PROSPECTUSES
CONTAIN DETAILED INFORMATION ABOUT THE PORTFOLIOS, INCLUDING EACH VARIABLE
PORTFOLIO'S INVESTMENT OBJECTIVE AND RISK FACTORS.
 
FIXED ACCOUNT OPTIONS
 
The contract also offers fixed account options for periods of 1, 3, 5, 7 or 10
years. We call these time periods guarantee periods. In addition, we have
6-month and 1-year Dollar Cost Averaging ("DCA") fixed accounts available under
the contract which provide a fixed interest rate for limited periods of time
when participating in the DCA program.
 
All of these fixed account options pay interest at rates set and guaranteed by
Anchor National. Interest rates may differ from time to time and are set at our
sole discretion. We will never credit less than a 3% compounded effective yield
to any of the fixed account options. The interest rate offered for new Purchase
Payments may differ from that offered for subsequent Purchase Payments and money
already in the fixed account options. In addition, different guarantee periods
offer different interest rates. Once established, the rates for specified
payments do not change during the specified period.
 
When a guarantee period ends, you may leave your money in the same guarantee
period. You may also reallocate your money to another fixed account option or to
the Variable Portfolios. If you want to reallocate your money you must contact
us within 30 days after the end of the current guarantee period and instruct us
how to reallocate the money. If we do not hear from you, we will keep your money
in the same guarantee period where it will earn the renewal interest rate
applicable at that time.
 
The 6-month and 1-year fixed account options are not registered under the
Securities Act of 1933 and are not subject to other provisions of the Investment
Company Act of 1940.
 
MARKET VALUE ADJUSTMENT ("MVA")
 
NOTE: THE FOLLOWING DISCUSSION APPLIES TO THE 3, 5, 7 and 10-YEAR FIXED ACCOUNT
OPTIONS, ONLY.
 
                                        7
<PAGE>   15
 
THESE OPTIONS ARE NOT AVAILABLE IN ALL STATES. PLEASE CONTACT YOUR EDWARD JONES
INVESTMENT REPRESENTATIVE FOR MORE INFORMATION.
 
If you take money out of the 3, 5, 7 or 10-year fixed account options before the
end of the guarantee period, we make an adjustment to your contract (the "MVA").
The MVA reflects any difference in the interest rate environment between the
time you place your money in the fixed account option and the time when you
withdraw that money. This adjustment can increase or decrease your contract
value. You have 30 days after the end of each guarantee period to reallocate
your funds without incurring any MVA.
 
We calculate the MVA by doing a comparison between current rates and the rate
being credited to you in the fixed account option. For the current rate we use a
rate being offered by us for a guarantee period that is equal to the time
remaining in the guarantee period from which you seek withdrawal. If we are not
currently offering a guarantee period for that period of time, we determine an
applicable rate by using a formula to arrive at a number between the interest
rates currently offered for the two closest periods available.
 
Generally, if interest rates drop between the time you put your money into the
fixed account options and the time you take it out, we credit a positive
adjustment to your contract. Conversely, if interest rates increase during the
same period, we post a negative adjustment to your contract.
 
Where the MVA is negative, we first deduct the adjustment from any money
remaining in the fixed account option. If there is not enough money in the fixed
account option to meet the negative deduction, we deduct the remainder from your
withdrawal. Where the MVA is positive, we add the adjustment to your withdrawal
amount.
 
APPENDIX A shows how we calculate the MVA.
 
TRANSFERS DURING THE ACCUMULATION PHASE
 
During the Accumulation Phase you may transfer funds between the Variable
Portfolios and/or the fixed account options. Funds already in your contract
cannot be transferred into the DCA fixed accounts. You must transfer at least
$100. If less than $100 will remain in any Variable Portfolio after a transfer,
that amount must be transferred as well.
 
You may request transfers of your account value between the Variable Portfolios
and/or the fixed account options in writing or by telephone. We currently allow
15 free transfers per contract per year. We charge $25 ($10 in Pennsylvania and
Texas) for each additional transfer in any contract year. Transfers resulting
from your participation in the DCA program count against your 15 free transfers
per contract year. However, transfers resulting from your participation in the
automatic asset rebalancing program do not count against your 15 free transfers.
 
We accept transfer requests by telephone unless you tell us not to on your
contract application. Additionally, in the future you may be able to execute
transfers or other financial transactions over the internet. When receiving
instructions over the telephone, we follow appropriate procedures to provide
reasonable assurance that the transactions executed are genuine. Thus, we are
not responsible for any claim, loss or expense from any error resulting from
instructions received over the telephone.
 
Upon implementation of internet account transfers we will have appropriate
procedures in place to provide reasonable assurance that the transactions
executed are genuine. Thus, we would not be responsible for any claim, loss or
expense from any error resulting from instructions received over the internet.
If we fail to follow our procedures, we may be liable for any losses due to
unauthorized or fraudulent instructions.
 
We may limit the number of transfers in any contract year or refuse any transfer
request for you or others invested in the contract if we believe that:
 
     - Excessive trading or a specific transfer request or group transfer
       requests may have a detrimental effect on unit values or the share prices
       of the underlying Variable Portfolios; or
 
     - The underlying Variable Portfolios inform us that they need to restrict
       the purchase or redemption of the shares because of excessive trading or
       because a specific transfer or group of transfers is deemed to have a
       detrimental effect on share prices of affected underlying Variable
       Portfolios.
 
Where permitted by law, we may accept your authorization for a third party to
make transfers for you subject to our rules. We reserve the right to suspend or
cancel such acceptance at any time and will notify you accordingly.
Additionally, we may restrict the investment options available for transfers
during any period in which such third party acts for you. We notify such third
party beforehand regarding any restrictions. However, we will not enforce these
restrictions if we are satisfied that:
 
     - such third party has been appointed by a court of competent jurisdiction
       to act on your behalf; or
 
     - such third party is a trustee/fiduciary for you or appointed by you to
       act on your behalf for all your financial affairs.
 
We may provide administrative or other support services to independent third
parties you authorize to make transfers on your behalf. We do not currently
charge you extra for providing these support services. This includes, but is not
limited to, transfers between investment options in accordance with market
timing strategies. Such independent third parties may or may not be appointed
with us for the sale of annuities. However, WE DO NOT ENGAGE ANY THIRD PARTIES
TO OFFER INVESTMENT ALLOCATION SERVICES OF ANY TYPE. WE
 
                                        8
<PAGE>   16
 
TAKE NO RESPONSIBILITY FOR THE INVESTMENT ALLOCATION AND TRANSFERS TRANSACTED ON
YOUR BEHALF BY SUCH THIRD PARTIES OR FOR ANY INVESTMENT ALLOCATION
RECOMMENDATIONS MADE BY SUCH PARTIES.
 
For information regarding transfers during the Income Phase, SEE INCOME OPTIONS
ON PAGE 14.
 
We reserve the right to modify, suspend, waive or terminate these transfer
provisions at any time.
 
DOLLAR COST AVERAGING
 
The DCA program allows you to invest gradually in the Variable Portfolios. Under
the program you systematically transfer a set dollar amount or percentage of
portfolio value from one Variable Portfolio or the 1-year fixed account option
(source accounts) to any other Variable Portfolio. Transfers may be monthly or
quarterly. You may change the frequency at any time by notifying us in writing.
The minimum transfer amount under the DCA program is $100, regardless of the
source account.
 
We also offer the 6-month and a 1-year DCA fixed accounts exclusively to
facilitate this program. The DCA fixed accounts only accept new Purchase
Payments. You cannot transfer money already in your contract into these options.
If you allocate a Purchase Payment into a DCA fixed account, we transfer all
your money allocated to that account into the Variable Portfolios over the
selected 6-month or 1-year period. You cannot change the option or the frequency
of transfers once selected.
 
If allocated to the 6-month DCA fixed account, we transfer your money over a
maximum of 6 monthly transfers. We base the actual number of transfers on the
total amount allocated to the account. For example, if you allocate $500 to the
6-month DCA fixed account, we transfer your money over a period of five months,
so that each payment complies with the $100 per transfer minimum.
 
We determine the amount of the transfers from the 1-year DCA fixed account based
on
 
     - the total amount of money allocated to the account, and
 
     - the frequency of transfers selected.
 
For example, let's say you allocate $1,000 to the 1-year DCA account. You select
monthly transfers. We completely transfer all of your money to the selected
investment options over a period of ten months.
 
You may terminate your DCA program at any time. If money remains in the DCA
fixed accounts, we transfer the remaining money to the 1-year fixed account
option, unless we receive different instructions from you. Transfers resulting
from a termination of this program do not count towards your 15 free transfers.
 
The DCA program is designed to lessen the impact of market fluctuations on your
investment. However, we cannot ensure that you will make a profit. When you
elect the DCA program, you are continuously investing in securities regardless
of fluctuating price levels. You should consider your tolerance for investing
through periods of fluctuating price levels.
 
We reserve the right to modify, suspend or terminate this program at any time.
 
     EXAMPLE:
 
     Assume that you want to gradually move $750 each quarter from the Cash
     Management Portfolio to the Aggressive Growth Portfolio over six quarters.
     You set up dollar cost averaging and purchase Accumulation Units at the
     following values:
 
<TABLE>
<CAPTION>
- -------------------------------------------
                ACCUMULATION      UNITS
   QUARTER          UNIT        PURCHASED
- -------------------------------------------
<S>            <C>            <C>
      1            $ 7.50          100
      2            $ 5.00          150
      3            $10.00          75
      4            $ 7.50          100
      5            $ 5.00          150
      6            $ 7.50          100
- -------------------------------------------
</TABLE>
 
     You paid an average price of only $6.67 per Accumulation Unit over six
     quarters, while the average market price actually was $7.08. By investing
     an equal amount of money each month, you automatically buy more
     Accumulation Units when the market price is low and fewer Accumulation
     Units when the market price is high. This example is for illustrative
     purposes only.
 
ASSET ALLOCATION REBALANCING
 
Earnings in your contract may cause the percentage of your investment in each
investment option to differ from your original allocations. The automatic asset
rebalancing program addresses this situation. At your election, we periodically
rebalance your investments to return your allocations to their original
percentages.
 
Asset rebalancing may involve shifting a portion of your money out of an
investment option with a higher return into an investment option with a lower
return. You request quarterly, semiannual or annual rebalancing. Transfers made
as a result of rebalancing do not count against your 15 free transfers for the
contract year.
 
We reserve the right to modify, suspend or terminate this program at any time.
 
     EXAMPLE:
 
     Assume that you want your initial Purchase Payment split between two
     Variable Portfolios. You want 50% in the Corporate Bond Portfolio and 50%
     in the Growth Portfolio. Over the next calendar quarter, the bond
 
                                        9
<PAGE>   17
 
market does very well while the stock market performs poorly. At the end of the
calendar quarter, the Corporate Bond Portfolio now represents 60% of your
holdings because it has increased in value and the Growth Portfolio represents
40% of your holdings. If you had chosen quarterly rebalancing, on the last day
of that quarter, we would sell some of your units in the Corporate Bond
Portfolio to bring its holdings back to 50% and use the money to buy more units
in the Growth Portfolio to increase those holdings to 50%.
 
PRINCIPAL ADVANTAGE PROGRAM
 
The principal advantage program allows you to invest in one or more Variable
Portfolios without putting your principal at direct risk. The program
accomplishes this by allocating your investment strategically between the fixed
account options and Variable Portfolios. You decide how much you want to invest
and approximately when you want a return of principal. We calculate how much of
your Purchase Payment to allocate to the particular fixed account option to
ensure that it grows to an amount equal to your total principal invested under
this program. We invest the rest of your principal in the Variable Portfolio(s)
of your choice.
 
We reserve the right to modify, suspend or terminate this program at any time.
 
     EXAMPLE:
 
     Assume that you want to allocate a portion of your initial Purchase Payment
     of $100,000 to the fixed account option after we deduct sales charges. You
     want the amount allocated to the fixed account option to grow to $100,000
     in 7 years. If the 7-year fixed account option is offering a 7% interest
     rate, we will allocate $62,275 to the 7-year fixed account option to ensure
     that this amount will grow to $100,000 at the end of the 7-year period. The
     remaining $37,725 may be allocated among the Variable Portfolios, as
     determined by you, to provide opportunity for greater growth.
 
VOTING RIGHTS
 
Anchor National is the legal owner of the Trusts' shares. However, when a
Variable Portfolio solicits proxies in conjunction with a vote of shareholders,
we must obtain your instructions on how to vote those shares. We vote all of the
shares we own in proportion to your instructions. This includes any shares we
own on our own behalf. Should we determine that we are no longer required to
comply with these rules, we will vote the shares in our own right.
 
SUBSTITUTION
 
If Variable Portfolios become unavailable for investment, we may be required to
substitute shares of another Variable Portfolio. We will seek prior approval of
the SEC and give you notice before substituting shares.
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                              ACCESS TO YOUR MONEY
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
You can access money in your contract in two ways:
 
     - by making a partial or total withdrawal, and/or;
 
     - by receiving income payments during the Income Phase. (SEE INCOME OPTIONS
       ON PAGE 14.)
 
We deduct a MVA if a partial withdrawal comes from the 3, 5, 7 or 10-year fixed
account prior to the end of the guarantee period. Additionally, we also deduct a
CDSC of 0.50% from any withdrawal amount coming from a Purchase Payment of $1
million or more made within 12 months prior to your withdrawal request. When
calculating the CDSC, we treat withdrawals as coming first from the Purchase
Payments that have been in your contract the longest. If you withdraw your
entire contract value, we also deduct premium taxes. (SEE EXPENSES ON PAGE 11.)
 
Under certain qualified plans, access to the money in your contract may be
restricted. Additionally, withdrawals made prior to age 59 1/2 may result in a
10% IRS penalty tax. (SEE TAXES ON PAGE 17.)
 
Under most circumstances, the partial withdrawal minimum is $1,000. We require
that the value left in any investment option be at least $100, after the
withdrawal. You must send a written withdrawal request. Unless you provide us
with different instructions, partial withdrawals will be made pro rata from each
Variable Portfolio and the fixed account option(s) in which your contract is
invested.
 
We may be required to suspend or postpone the payment of a withdrawal for any
period of time when: (1) the NYSE is closed (other than a customary weekend and
holiday closings); (2) trading with the NYSE is restricted; (3) an emergency
exists such that disposal of or determination of the value of shares of the
Variable Portfolios is not reasonably practicable; (4) the SEC, by order, so
permits for the protection of contract owners.
 
Additionally, we reserve the right to defer payments for a withdrawal from a
fixed account option. Such deferrals are limited to no longer than six months.
 
SYSTEMATIC WITHDRAWAL PROGRAM
 
During the Accumulation Phase, you may elect to receive periodic income payments
under the systematic withdrawal program. Under the program you may choose to
take monthly, quarterly, semiannual or annual payments from your contract.
Electronic transfer of these funds to your bank account is available. The
minimum amount of each withdrawal is $250. There must be at least $500 remaining
in your contract at all times. Withdrawals may be taxable and a 10% IRS penalty
tax may apply if you are under age 59 1/2. There is no additional charge for
participating in this program, although a CDSC and a MVA may apply. (SEE
EXPENSES ON PAGE 11.) We reserve the right to modify, suspend or terminate this
program at any time.
 
                                       10
<PAGE>   18
 
MINIMUM CONTRACT VALUE
 
Where permitted by state law, we may terminate your contract if both of the
following occur: (1) your contract is less than $500 as a result of withdrawals;
and (2) you have not made any Purchase Payments during the past three years. We
will provide you with sixty days written notice. At the end of the notice
period, we will distribute the contract value to you.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                 DEATH BENEFIT
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
If you die during the Accumulation Phase of your contract, we pay a death
benefit to your Beneficiary. At the time you purchase your contract, you must
select one of the two death benefits described below. Once selected, you can not
change your death benefit option. You should discuss the available options with
your Edward Jones investment representative to determine which option is best
for you.
 
OPTION 1 - PURCHASE PAYMENT ACCUMULATION OPTION
 
The death benefit is the greater of:
 
     1. the value of your contract at the time we receive satisfactory proof of
        death; or
 
     2. total Purchase Payments less withdrawals (and any fees or charges
        applicable to such withdrawals), compounded at a 4% annual growth rate
        until the date of death (3% growth rate if 70 or older at the time of
        contract issue); or
 
     3. the value of your contract on the seventh contract anniversary, plus any
        Purchase Payments and less any withdrawals (and any fees or charges
        applicable to such withdrawals) since the seventh contract anniversary,
        all compounded at a 4% annual growth rate until the date of death (3%
        growth rate if age 70 or older at the time of contract issue).
 
OPTION 2 - MAXIMUM ANNIVERSARY OPTION
 
The death benefit is the greater of:
 
     1. the value of your contract at the time we receive satisfactory proof of
        death; or
 
     2. total Purchase Payments less any withdrawals (and any fees or charges
        applicable to such withdrawals); or
 
     3. the maximum anniversary value on any contract anniversary prior to your
        81st birthday. The anniversary value equals the value of your contract
        on a contract anniversary plus any Purchase Payments and less any
        withdrawals (and any fees or charges applicable to such withdrawals)
        since that contract anniversary.
 
If you are age 90 or older at the time of death and selected the option 2 death
benefit, the death benefit will be equal to the value of your contract at the
time we receive satisfactory proof of death. Accordingly, you do not get the
advantage of option 2 if:
 
     - you are over age 80 at the time of contract issue, or
 
     - you are 90 or older at the time of your death.
 
We do not pay the death benefit if you die after you switch to the Income Phase.
However, if you die during the Income Phase, your Beneficiary receives any
remaining guaranteed income payments in accordance with the income option you
selected. (SEE INCOME OPTIONS ON PAGE 14.)
 
You name your Beneficiary. You may change the Beneficiary at any time, unless
you previously made an irrevocable Beneficiary designation.
 
We pay the death benefit when we receive satisfactory proof of death. We
consider the following satisfactory proof of death:
 
     1. a certified copy of the death certificate; or
 
     2. a certified copy of a decree of a court of competent jurisdiction as to
        the finding of death; or
 
     3. a written statement by a medical doctor who attended the deceased at the
        time of death; or
 
     4. any other proof satisfactory to us.
 
We may require additional proof before we pay the death benefit.
 
The death benefit payment must begin immediately upon receipt of all necessary
documents. In any event, the death benefit must be paid within 5 years of the
date of death unless the Beneficiary elects to have it payable in the form of an
income option. If the Beneficiary elects an income option, it must be paid over
the Beneficiary's lifetime or for a period not extending beyond the
Beneficiary's life expectancy. Payments must begin within one year of your
death.
 
If the Beneficiary is the spouse of a deceased owner, he or she can elect to
continue the contract at the then current value. If the Beneficiary/spouse
continues the contract, we do not pay a death benefit to him or her.
 
If a Beneficiary does not elect a specific form of pay out within 60 days of our
receipt of proof of death, we pay a lump sum death benefit to the Beneficiary.
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                    EXPENSES
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
There are charges and expenses associated with your contract. These charges and
expenses reduce your investment return. We will not increase these fees and
charges under your contract. Some states may require that we charge less than
the amounts described below.
 
                                       11
<PAGE>   19
 
INSURANCE CHARGES
 
The amount of this charge is 0.85% annually, of the value of your contract
invested in the Variable Portfolios. We deduct the charge daily.
 
The insurance charge compensates us for the mortality and expense risks assumed
by Anchor National.
 
If these charges do not cover all of our expenses, we will pay the difference.
Likewise, if these charges exceed our expenses, we will keep the difference.
 
SALES CHARGE
 
We apply an up-front sales charge against each Purchase Payment you put into
your contract. The sales charge equals a percentage of each Purchase Payment and
varies with the size of your Purchase Payment according to the following
schedule:
 
<TABLE>
<CAPTION>
 
- -------------------------------------------------------
                                        SALES CHARGE
                                     AS A PERCENTAGE OF
                                       GROSS PURCHASE
     AMOUNT OF PURCHASE PAYMENT       PAYMENT INVESTED
- -------------------------------------------------------
<S>                                  <C>
  Less than $50,000                        5.75%
  $50,000 but less than $100,000           4.75%
  $100,000 but less than $250,000          3.50%
  $250,000 but less than $500,000          2.50%
  $500,000 but less than $1,000,000        2.00%
  $1,000,000 or more                       0.50%*
- -------------------------------------------------------
</TABLE>
 
* A contingent deferred sales charge of 0.50% applies to withdrawals made within
  12 months of such Purchase Payment. SEE PURCHASE PAYMENTS SUBJECT TO A
  CONTINGENT DEFERRED SALES CHARGE ON PAGE 13.
 
We call the above Purchase Payment levels "breakpoints." You can reduce your
sales charge by increasing the amount of your Purchase Payment to the next
breakpoint. For example, a Purchase Payment of $50,000 brings you to the first
breakpoint and entitles you to a reduced sales charge of 4.75%.
 
REDUCTION OF SALES CHARGE
 
You may also be entitled to a reduced sales charge if you (1) sign a letter of
intent and invest a combined Purchase Payment amount of $50,000 or more within a
13-month period; and/or (2) have related contracts with us which qualify for
rights of accumulation privileges.
 
LETTER OF INTENT
 
A letter of intent allows you to set your own investment goal of $50,000 or more
over a 13-month period. We base the sales charge on any Purchase Payment you
make during the 13-month period on your investment goal. In essence, we reduce
your sales charge on Purchase Payments made during the 13-month period as though
the total amount of Purchase Payments (your investment goal) is invested as one
lump-sum.
 
     EXAMPLE:
 
     Assume as part of your contract application you sign a letter of intent
     indicating an investment goal of $50,000 over a 13-month period. The sales
     charge corresponding to your investment goal is 4.75%. You make an initial
     Purchase Payment of $20,000. We deduct a reduced sales charge of 4.75% from
     your initial Purchase Payment. Two months later you make a subsequent
     Purchase Payment of $10,000. We again deduct a reduced sales charge of
     4.75% from your Purchase Payment. Without a letter of intent the sales
     charge for each Purchase Payment would have been 5.75%.
 
You may elect to participate in the letter of intent program at any time.
However, we do not retroactively reduce sales charges on Purchase Payments made
before we receive your letter of intent. If you choose to participate in this
program at the time you apply for the contract, you must complete the letter of
intent section on the application. If you elect to participate in the program
after your contract is issued, you must complete the appropriate form. The
letter of intent form is available from our Annuity Service Center.
 
You are not obligated to reach your investment goal. If you do not achieve your
investment goal by the end of the 13-month period, we will deduct from your
contract the difference between (1) the sales charge applicable to the actual
amount of Purchase Payments you made during the period and (2) the sales charge
you actually paid. These charges will be deducted from your contract as of the
date we received each Purchase Payment.
 
If you exceed your investment goal and reach the next breakpoint, the sales
charge deducted is based on the next breakpoint level. However, we do not
retroactively reduce sales charges on previous Purchase Payments.
 
At any time during the 13-month period, you may increase your investment goal.
You must inform us in writing. We include Purchase Payments received during the
90 days prior to your notice in determining the sales charge on Purchase
Payments made from the date of notice through the end of the original 13-month
period.
 
We reserve the right to modify, suspend or terminate this program at any time.
 
RIGHTS OF ACCUMULATION
 
You may qualify for a reduced sales charge through rights of accumulation.
Rights of accumulation involves combining your current Purchase Payment with
your current contract value on this contract and/or the current contract values
of qualifying related contracts. If through accumulation you reach the next
breakpoint level, we reduce your sales charge accordingly.
 
Related contracts include other Anchor National contracts owned by you, your
spouse and your children under age 21.
 
                                       12
<PAGE>   20
 
There may be other requirements for qualification. For information on which
related contracts qualify for rights of accumulation privileges, please contact
your Edward Jones investment representative.
 
In order to use rights of accumulation to reduce your sales charge, you or your
Edward Jones investment representative must inform us in writing of the related
contracts. We will assign a rights of accumulation number to your contract. When
making a Purchase Payment, you or your Edward Jones investment representative
must submit your rights of accumulation number.
 
The sales charge for Purchase Payments submitted with a rights of accumulation
number will be based on the breakpoint corresponding to the sum of (1) your
Purchase Payment; (2) your current contract value; and (3) the current contract
values of your related contracts.
 
     EXAMPLE:
 
     Assume your contract has a current value of $20,000. You have a second
     contract with us which qualifies for rights of accumulation that has a
     current value of $25,000. You make a $5,000 Purchase Payment and include
     your rights of accumulation number with your payment. To determine the
     sales charge applicable to your Purchase Payment we first calculate the sum
     of (1) your current contract value ($20,000); (2) the current contract
     value of your related contract ($25,000); and (3) your current Purchase
     Payment ($5,000). The sum of these values is $50,000. We deduct the sales
     charge corresponding to a $50,000 Purchase Payment, or 4.75%, from your
     $5,000 Purchase Payment.
 
We reserve the right to modify, suspend or terminate this program at any time.
 
PURCHASE PAYMENTS SUBJECT TO A CONTINGENT DEFERRED SALES CHARGE
 
If you take a withdrawal within 12 months of making a Purchase Payment of
$1,000,000 or more, we deduct a contingent deferred sales charge (a "CDSC") of
0.50% from any portion of the withdrawal coming from that Purchase Payment.
Purchase Payments of $1,000,000 or more which are in your contract for longer
than 12 months are not subject to the CDSC.
 
When calculating the CDSC, we treat withdrawals as coming first from the
Purchase Payments that have been in your contract the longest. However, for tax
purposes, your withdrawals are considered earnings first, then Purchase
Payments.
 
Whenever possible, we deduct the CDSC from the money remaining in your contract.
If you fully surrender your contract value during the 12 months following our
receipt of a Purchase Payment of $1,000,000 or more, we deduct the CDSC from the
amount withdrawn. We waive the CDSC on death benefits paid during that 12-month
period.
 
Withdrawals made prior to age 59 1/2 may result in a 10% IRS penalty tax. SEE
TAXES ON PAGE 17.
 
INVESTMENT CHARGES
 
Charges are deducted from your Variable Portfolios for the advisory and other
expenses of the Variable Portfolios. THE FEE TABLES LOCATED AT PAGE 3 illustrate
these charges and expenses. For more detailed information on these investment
charges, refer to the prospectuses for the Trusts, enclosed or attached.
 
TRANSFER FEE
 
We currently permit 15 free transfers between investment options each contract
year. We charge you $25 for each additional transfer that contract year ($10 in
Pennsylvania and Texas). SEE INVESTMENT OPTIONS ON PAGE 6.
 
PREMIUM TAX
 
Certain states charge the Company a tax on the premiums you pay into the
contract. We deduct from your contract these premium tax charges. Currently we
deduct the charge for premium taxes when you take a full withdrawal or begin the
Income Phase of the contract. In the future, we may assess this deduction at the
time you put Purchase Payment(s) into the contract or upon payment of a death
benefit.
 
APPENDIX B provides more information about premium taxes.
 
INCOME TAXES
 
We do not currently deduct income taxes from your contract. We reserve the right
to do so in the future.
 
REDUCTION OR ELIMINATION OF CHARGES AND EXPENSES, AND ADDITIONAL AMOUNTS
CREDITED
 
Sometimes sales of the contracts to groups of similarly situated individuals may
lower our administrative and/or sales expenses. We reserve the right to reduce
or waive certain charges and expenses when this type of sale occurs. In
addition, we may also credit additional interest to policies sold to such
groups. We determine which groups are eligible for such treatment. Some of the
criteria we evaluate to make a determination are: size of the group; amount of
expected Purchase Payments; relationship existing between us and prospective
purchaser; nature of the purchase; length of time a group of contracts is
expected to remain active; purpose of the purchase and whether that purpose
increases the likelihood that our expenses will be reduced; and/or any other
factors that we believe indicate that administrative and/or sales expenses may
be reduced.
 
                                       13
<PAGE>   21
 
Anchor National may make such a determination regarding sales to its employees,
it affiliates' employees and employees of currently contracted broker-dealers;
its registered representatives and immediate family members of all of those
described.
 
We reserve the right to change or modify any such determination or the treatment
applied to a particular group, at any time.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                 INCOME OPTIONS
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
ANNUITY DATE
 
During the Income Phase, we use the money accumulated in your contract to make
regular income payments to you. You may switch to the Income Phase any time
after your 2nd contract anniversary. You select the month and year in which you
want income payments to begin. The first day of that month is the Annuity Date.
You may change your Annuity Date, so long as you do so at least seven days
before the income payments are scheduled to begin. Once you begin receiving
income payments, you cannot change your income option.
 
Income payments must begin on or before your 90th birthday or on your tenth
contract anniversary, whichever occurs later. If you do not choose an Annuity
Date, your income payments will automatically begin on this date. Certain states
may require your income payments to start earlier.
 
If the Annuity Date is past your 85th birthday, your contract could lose its
status as an annuity under Federal tax laws. This may cause you to incur adverse
tax consequences.
 
In addition, most qualified contracts require you to take minimum distributions
after you reach age 70 1/2. SEE TAXES ON PAGE 17.
 
INCOME OPTIONS
 
Currently, this contract offers five income options. If you elect to receive
income payments but do not select an option, your income payments will be made
in accordance with option 4 for a period of 10 years. For income payments based
on joint lives, we pay according to option 3.
 
We base our calculation of income payments on the life of the Annuitant and the
annuity rates set forth in your contract. As the contract owner, you may change
the Annuitant at any time prior to the Annuity Date. You must notify us if the
Annuitant dies before the Annuity Date and designate a new Annuitant.
 
     OPTION 1 - LIFE INCOME ANNUITY
 
This option provides income payments for the life of the Annuitant. Income
payments stop when the Annuitant dies.

     OPTION 2 - JOINT AND SURVIVOR LIFE ANNUITY
 
This option provides income payments for the life of the Annuitant and for the
life of another designated person. Upon the death of either person, we will
continue to make income payments during the lifetime of the survivor. Income
payments stop whenever the survivor dies.
 
     OPTION 3 - JOINT AND SURVIVOR LIFE ANNUITY WITH 10 OR 20 YEARS GUARANTEED
 
This option is similar to option 2 above, with an additional guarantee of
payments for at least 10 years. If the Annuitant and the survivor die before all
of the payments have been made, the remaining payments are made to the
Beneficiary under your contract.
 
     OPTION 4 - LIFE ANNUITY WITH 10 OR 20 YEARS GUARANTEED
 
This option is similar to option 1 above. In addition, this option provides a
guarantee that income payments will be made for at least 10 or 20 years. You
select the number of years. If the Annuitant dies before all guaranteed income
payments are made, the remaining income payments go to the Beneficiary under
your contract.
 
     OPTION 5 - INCOME FOR A SPECIFIED PERIOD
 
This option provides income payments for a guaranteed period, ranging from 5 to
30 years. If the Annuitant dies before all of the guaranteed income payments are
made, the remaining income payments are made to the Beneficiary under your
contract.
 
Please read the Statement of Additional Information ("SAI") for a more detailed
discussion of the income options.
 
FIXED OR VARIABLE INCOME PAYMENTS
 
You can choose income payments that are fixed, variable or both. If at the date
when income payments begin you are invested in the Variable Portfolios only,
your income payments will be variable. If your money is only in fixed accounts
at that time, your income payments will be fixed in amount. Further, if you are
invested in both fixed and variable investment options when income payments
begin, your payments will be fixed and variable. If income payments are fixed,
Anchor National guarantees the amount of each payment. If the income payments
are variable the amount is not guaranteed.
 
INCOME PAYMENTS
 
We make income payments on a monthly, quarterly, semi-annual or annual basis.
You instruct us to send you a check or to have the payments direct deposited
into your bank account. If state law allows, we distribute annuities with a
contract value of $5,000 or less in a lump sum. Also, if the selected income
option results in income payments of less than $50 per
 
                                       14
<PAGE>   22
 
payment, we may decrease the frequency of the payments, state law allowing.
 
If you are invested in the Variable Portfolios after the Annuity Date your
income payments vary depending on four things:
 
     - for life options, your age when payments begin, and;
 
     - the value of your contract in the Variable Portfolios on the Annuity
       Date, and;
 
     - the 3.5% assumed investment rate used in the annuity table for the
       contract, and;
 
     - the performance of the Variable Portfolios in which you are invested
       during the time you receive income payments.
 
If you are invested in both the fixed account options and the Variable
Portfolios after the Annuity Date, the allocation of funds between the fixed and
variable options also impacts the amount of your income payments.
 
TRANSFERS DURING THE INCOME PHASE
 
During the Income Phase, one transfer per month is permitted between the
Variable Portfolios. No other transfers are allowed during the Income Phase.
 
DEFERMENT OF PAYMENTS
 
We may defer making fixed payments for up to six months, or less if required by
law. Interest is credited to you during the deferral period.
 
THE INCOME PROTECTOR
 
This feature provides a future "safety net" in the event that, when you choose
to begin receiving income payments, your contract has not performed within a
historically anticipated range. The income protector feature offers you the
ability to receive a guaranteed fixed minimum retirement income when you switch
to the Income Phase. With the income protector you can know the level of minimum
income that will be available to you if, when you chose to retire, down markets
have negatively impacted your contract value. To receive income payments using
this feature you must follow the appropriate steps set forth below.
 
The income protector provides three alternative levels of minimum retirement
income. The base income protector is a standard feature of your contract, if the
feature is available for sale in your state. There is no additional charge
associated with the base feature. If elected, the income protector plus and
income protector max alternatives can provide increased levels of minimum
guaranteed income. We charge a fee for each of these alternatives. The amount of
the fee and how to select an alternative level of income protection, if that is
appropriate for you, is described below.
 
HOW WE DETERMINE THE AMOUNT OF YOUR MINIMUM GUARANTEED INCOME
 
We base the amount of minimum income available to you if you elect to receive
income payments using the income protector upon a calculation we call the income
benefit base. At the time your participation in the income protector program
becomes effective, your income benefit base is equal to your contract value. For
the base, participation is effective on the date of issue of your contract. For
the plus or max alternatives, participation is effective on either the date of
issue of the contract (if elected) or at the contract anniversary following your
election of the plus or max alternative.
 
The income benefit base is only a calculation. It does not represent a contract
value, nor does it guarantee performance of the Variable Portfolios in which you
invest.
 
Your income benefit base increases if you make subsequent Purchase Payments and
decreases if you withdraw money from your contract. The exact income benefit
base calculation is equal to (a) plus (b) minus (c) where:
 
     (a) is,
 
          - for the first year of calculation, your contract value on the date
            your participation in the program became effective, or;
 
          - for each subsequent year of calculation, the income benefit base on
            the prior contract anniversary, and;
 
     (b) is the sum of all subsequent Purchase Payments made into the contract
         since the last contract anniversary, and;
 
     (c) is all withdrawals and applicable fees and charges since the last
         contract anniversary (excluding any MVA), in an amount proportionate to
         the amount by which such withdrawals decreased your contract value.
 
For the plus or max alternatives, the income benefit base accumulates at one of
the following annual growth rates from the date your election in the alternative
becomes effective through your election to begin receiving income under the
program:
 
<TABLE>
<S>                        <C>
- -----------------------------------------------------
       Alternative                Growth Rate
- -----------------------------------------------------
The Income Protector Plus            3.25%
- -----------------------------------------------------
 The Income Protector Max            6.50%
- -----------------------------------------------------
</TABLE>
 
The growth rates for the plus or max features cease on the contract anniversary
following the Annuitant's 90th birthday.
 
                                       15
<PAGE>   23
 
CHOOSING THE APPROPRIATE LEVEL OF PROTECTION
FOR YOU
 
If you decide that you want the protection offered by the income protector plus
or max feature, you must elect the alternative by completing the income
protector election form available through our Annuity Service Center. You may
only elect one of the alternatives and you can never change your election once
made. Your income benefit base will begin accumulating at the applicable growth
rate on the contract anniversary following our receipt of your completed
election form. In order to obtain the benefit of the plus or max alternative you
may not begin the Income Phase for at least seven years following your election
of the plus or max feature. Thus, you must make your election prior to the later
of:
 
     - your 83rd birthday, or
 
     - your 3rd contract anniversary.
 
STEP-UP OF YOUR INCOME BENEFIT BASE
 
If you have elected to pay for the higher levels of protection available through
the income protector plus or max, you may also have the opportunity to "step-up"
your income benefit base. The step-up feature allows you to increase your income
benefit base to the amount of your contract value on your contract anniversary.
You can only elect to step-up within the 30 days before your next contract
anniversary. A seven year waiting period required prior to electing income
payments through the income protector is restarted if you step-up your income
benefit base. Thus, your last opportunity to step up is the later of :
 
     - your 83rd birthday, or
 
     - your 3rd contract anniversary.
 
You must complete the income protector election form to effect a step-up. The
form is available from our Annuity Service Center.
 
Qualified contract holders should refer to the Note at the end of the income
protector discussion.
 
ELECTING TO RECEIVE INCOME PAYMENTS
 
You may elect to begin the Income Phase of your contract using the income
protector program ONLY within the 30 days after the seventh or later contract
anniversary following the later of,
 
     - the effective date of your income protector participation, or
 
     - the contract anniversary of your most recent step-up.
 
The contract anniversary prior to your election to begin receiving income
payments is your income benefit date. This is the date as of which we calculate
your income benefit base to use in determining your guaranteed minimum fixed
retirement income. Your final income benefit base is equal to (a) minus (b)
where:
 
     (a) is your income benefit base as your income benefit date, and;
 
     (b) is any partial withdrawals of contract value and any charges applicable
         to those withdrawals (excluding any MVA) and any withdrawal charges
         otherwise applicable, calculated as if you fully surrender your
         contract as the income benefit date, and any applicable premium taxes.
 
To arrive at the minimum guaranteed retirement income available to you we apply
the annuity rates stated in your income protector endorsement for the income
option you select to your final income benefit base. You then choose if you
would like to receive that income annually, quarterly or monthly for the time
guaranteed under your selected income option. The income options available when
using the income protector program to receive your retirement income are:
 
     - Life Annuity with 10 Years Guaranteed, or
 
     - Joint and Survivor Life Annuity with 20 Years Guaranteed
 
At the time you elect to begin receiving income payments, we will calculate your
annual income using both your income benefit base and your contract value. We
will use the same income option for each calculation, however, the annuity
factors used to calculate your income under the income protector will be
different. You will receive whichever provides a greater stream of income. If
you elect to receive income payments using the income protector your income
payments will be fixed in amount. You are not required to use the income
protector to receive income payments. However, we will not refund fees paid for
the income protector if you elect to receive income payments under the general
provisions of your contract. YOU MAY NEVER NEED TO RELY UPON THE INCOME
PROTECTOR, IF YOUR CONTRACT PERFORMS WITHIN A HISTORICALLY ANTICIPATED RANGE.
ALTHOUGH, PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS.
 
FEES ASSOCIATED WITH THE INCOME PROTECTOR
 
The base income protector is a standard feature of your contract at no extra
charge. If you elect the income protector plus or max, we charge a fee, as
follows:
 
<TABLE>
<S>                        <C>
- -----------------------------------------------------
                           Fee As A % of Your Income
       Alternative                Benefit Base
- -----------------------------------------------------
The Income Protector Plus             .15%
- -----------------------------------------------------
 The Income Protector Max             .30%
- -----------------------------------------------------
</TABLE>
 
                                       16
<PAGE>   24
 
Since the income benefit base is only a calculation and does not provide a
contract value, we deduct the fee from your actual contract value beginning on
the contract anniversary on which your participation in the program becomes
effective.
 
After a step-up, the fee for the income protector max or plus will be based on
your stepped-up income benefit base, and will be deducted from your contract
value beginning on the effective date of the step-up.
 
If your contract is issued with the income protector program, and you elect the
plus or max alternative (either at contract issue or some later date) we begin
deducting the annual fee for the plus or max alternative on the contract
anniversary when your alternative election becomes effective. If your contract
is not issued with the income protector program and you elect the plus or max
alternative at some later date, we begin deducting the annual fee on the
contract anniversary following the date on which your participation in the
program becomes effective.
 
It is important to note that once you elect either alternative, you may not
cancel your election. We will deduct this charge from your contract value on
every contract anniversary up to and including your income benefit date.
Additionally, we deduct the entire annual fee from any full surrender of your
contract requested prior to your contract anniversary.
 
NOTE TO QUALIFIED CONTRACT HOLDERS
 
Qualified contracts generally require that you select an income option which
does not exceed your life expectancy. That restriction, if it applies to you,
may limit the benefit of the income protector program. As discussed above, in
order to utilize the income protector you must elect to receive income payments
under one of two income options. If those income options exceed your life
expectancy you may be prohibited from receiving your guaranteed fixed income
under the program. If you own a Qualified contract to which this restriction
applies and you elect the income protector max or plus, you may pay for this
guarantee and not be able to realize the benefit.
 
Generally,
 
     - for the Life Annuity with 10 Years Guaranteed, you must elect to receive
       income payments before age 79, and
 
     - for the Joint and Survivor Life Annuity with 20 Years Guaranteed, both
       Annuitants must be 70 or younger or one of the Annuitants must be 65 or
       younger when you switch to the Income Phase. Other age combinations may
       be available.
 
You may wish to consult your tax advisor for information concerning your
particular circumstances.
 
HYPOTHETICAL EXAMPLE OF THE OPERATION OF THE INCOME PROTECTOR
 
This table assumes $100,000 initial investment, net of sales charges, in a
Non-qualified contract with no withdrawals, additional payments or premium
taxes, no step-up and the election of optional income protector benefits at
contract issue.
 
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------
                             Minimum annual income if you elect to receive income payments
     If at issue                             on contract anniversary . . .                         Income Protector
    you are . . .              7                 10                 15                 20            Benefit Level
<S>                    <C>                <C>                <C>                <C>                <C>
- --------------------------------------------------------------------------------------------------------------------
   Male                      6,108              6,672              7,716              8,832              Base
   age 60*                   8,046              9,633             12,971             17,313              Plus
                             9,995             13,132             20,647             32,178               Max
- --------------------------------------------------------------------------------------------------------------------
   Female                    5,388              5,880              6,900              8,112              Base
   age 60*                   7,145              8,542             11,652             15,948              Plus
                             8,876             11,646             18,548             29,641               Max
- --------------------------------------------------------------------------------------------------------------------
   Joint**                   4,716              5,028              5,544              5,928              Base
   Male-60                   6,290              7,353              9,442             11,785              Plus
   Female-60                 7,813             10,024             15,030             21,903               Max
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
 
 * Life annuity with 10 years guaranteed
** Joint and survivor life annuity with 20 years guaranteed
 
                                       17
<PAGE>   25
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                     TAXES
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
NOTE: WE PREPARED THE FOLLOWING INFORMATION ON TAXES AS A GENERAL DISCUSSION OF
THE SUBJECT. IT IS NOT TAX ADVICE. WE CAUTION YOU TO SEEK COMPETENT TAX ADVICE
ABOUT YOUR OWN CIRCUMSTANCES. WE DO NOT GUARANTEE THE TAX STATUS OF YOUR
ANNUITY. TAX LAWS CONSTANTLY CHANGE, THEREFORE WE CANNOT GUARANTEE THAT THE
INFORMATION CONTAINED HEREIN IS COMPLETE AND/OR ACCURATE.
 
ANNUITY CONTRACTS IN GENERAL
 
The Internal Revenue Code ("IRC") provides for special rules regarding the tax
treatment of annuity contracts. Generally, taxes on the earnings in your annuity
contract are deferred until you take the money out. Different rules apply
depending on how you take the money out and whether your contract is Qualified
or Non-qualified.
 
If you do not purchase your contract under a pension plan, a specially sponsored
employer program or an individual retirement account, your contract is referred
to as a Non-qualified contract. A Non-qualified contract receives different tax
treatment than a Qualified contract. In general, your cost basis in a
Non-qualified contract is equal to the Purchase Payments you put into the
contract. You have already been taxed on the cost basis in your contract.
 
If you purchase your contract under a pension plan, a specially sponsored
employer program or as an individual retirement account, your contract is
referred to as a Qualified contract. Examples of Qualified plans are: Individual
Retirement Accounts ("IRAs"), Roth IRAs, Tax-Sheltered Annuities (referred to as
403(b) contracts), H.R. 10 Plans (referred to as Keogh Plans) and pension and
profit sharing plans, including 401(k) plans. Typically you have not paid any
tax on the Purchase Payments used to buy your contract and therefore, you have
no cost basis in your contract.
 
TAX TREATMENT OF DISTRIBUTIONS -
NON-QUALIFIED CONTRACTS
 
If you make a withdrawal from a Non-qualified contract, the IRC treats such a
withdrawal as first coming from the earnings and then as coming from your
Purchase Payments. For annuity payments, any portion of each payment that is
considered a return of your Purchase Payment will not be taxed. Withdrawn
earnings are treated as income to you and are taxable. The IRC provides for a
10% penalty tax on any earnings that are withdrawn other than in conjunction
with the following circumstances: (1) after reaching age 59 1/2; (2) when paid
to your Beneficiary after you die; (3) after you become disabled (as defined in
the IRC); (4) in a series of substantially equal installments made for your life
or for the joint lives of you and you Beneficiary; (5) under an immediate
annuity; or (6) which come from Purchase Payments made prior to August 14, 1982.
 
TAX TREATMENT OF DISTRIBUTIONS - QUALIFIED CONTRACTS
 
Generally, you have not paid any taxes on the Purchase Payments used to buy a
Qualified contract. Any amount of money you take out as a withdrawal or as
income payments is taxable income. The IRC further provides for a 10% penalty
tax on any withdrawal or income payment paid to you other than in conjunction
with the following circumstances: (1) after reaching age 59 1/2; (2) when paid
to your Beneficiary after you die; (3) after you become disabled (as defined in
the IRC); (4) in a series of substantially equal installments made for your life
or for the joint lives of you and your Beneficiary; (5) to the extent such
withdrawals do not exceed limitations set by the IRC for amounts paid during the
taxable year for medical care; (6) to fund higher education expenses (as defined
in IRC); (7) to fund certain first-time home purchase expenses; and, except in
the case of an IRA, (8) when you separate from service after attaining age 55;
and (9) when paid to an alternate payee pursuant to a qualified domestic
relations order.
 
The IRC limits the withdrawal of Purchase Payments from certain Tax-Sheltered
Annuities. Withdrawals can only be made when an owner: (1) reaches age 59 1/2;
(2) leaves his or her job; (3) dies; (4) becomes disabled (as defined in the
IRC); or (5) experiences a hardship (as defined in the IRC). In the case of
hardship, the owner can only withdraw Purchase Payments.
 
MINIMUM DISTRIBUTIONS
 
If you have a Qualified contract, distributions must begin by April 1 of the
calendar year following the later of (1) the calendar year in which you attain
age 70 1/2 or (2) the calendar year in which you retire.
 
DIVERSIFICATION
 
The IRC imposes certain diversification requirements on the underlying
investments for a variable annuity. We believe that each underlying Variable
Portfolios' management monitors the Variable Portfolios so as to comply with
these requirements. To be treated as a variable annuity for tax purposes, the
underlying investments must meet these requirements.
 
The diversification regulations do not provide guidance as to the circumstances
under which you, because of the degree of control you exercise over the
underlying investments, and not Anchor National, would be considered the owner
of the shares of the Variable Portfolios. It is unknown to what extent owners
are permitted to select investments, to make transfers among Variable Portfolios
or the number and type of Variable Portfolios owners may select from. If any
guidance is provided which is considered a new position, then the
 
                                       18
<PAGE>   26
 
guidance would generally be applied prospectively. However, if such guidance is
considered not to be a new position, it may be applied retroactively. This would
mean you, as the owner of the contract, could be treated as the owner of the
underlying Variable Portfolios. Due to the uncertainty in this area, we reserve
the right to modify the contract in an attempt to maintain favorable tax
treatment.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                  PERFORMANCE
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
We advertise the Cash Management Portfolio's yield and effective yield. In
addition, the other Variable Portfolios advertise total return, gross yield and
yield-to-maturity. These figures represent past performance of the Variable
Portfolios. These performance numbers do not indicate future results.
 
When we advertise performance for periods prior to the date the contracts were
first issued, we derive the figures from the performance of the corresponding
portfolios for the Trusts, if available. We modify these numbers to reflect
charges and expenses as if the contract was in existence during the period
stated in the advertisement. Figures calculated in this manner do not represent
actual historic performance of the particular Variable Portfolio.
 
Consult the SAI for more detailed information regarding the calculation of
performance data. The performance of each Variable Portfolio may also be
measured against unmanaged market indices. The indices we use include but are
not limited to the Dow Jones Industrial Average, the Standard & Poor's 500, the
Russell 1000 Growth Index, the Morgan Stanley Capital International Europe,
Australia and Far East Index ("EAFE") and the Morgan Stanley Capital
International World Index. We may compare the Variable Portfolios' performance
to that of other variable annuities with similar objectives and policies as
reported by independent ranking agencies such as Morningstar, Inc., Lipper
Analytical Services, Inc. or Variable Annuity Research & Data Service ("VARDS").
 
Anchor National may also advertise the rating and other information assigned to
it by independent industry ratings organizations. Some of those organizations
are A.M. Best Company ("A.M. Best"), Moody's Investor's Service ("Moody's"),
Standard & Poor's Insurance Rating Services ("S&P"), and Duff & Phelps. A.M.
Best's and Moody's ratings reflect their current opinion of our financial
strength and performance in comparison to others in the life and health
insurance industry. S&P's and Duff & Phelps' ratings measure the ability of an
insurance company to meet its obligations under insurance policies it issues.
These two ratings do not measure the insurer's ability to meet non-policy
obligations. Ratings in general do not relate to the performance of the Variable
Portfolios.
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                               OTHER INFORMATION
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
ANCHOR NATIONAL
 
Anchor National is a stock life insurance company originally organized under the
laws of the state of California in April 1965. On January 1, 1996, Anchor
National redomesticated under the laws of the state of Arizona.
 
Anchor National and its affiliates, SunAmerica Life Insurance Company, First
SunAmerica Life Insurance Company, CalAmerica Life Insurance Company, SunAmerica
National Life Insurance Company, SunAmerica Asset Management, Imperial Premium
Finance, Inc., Resources Trust Company, and five broker-dealers, specialize in
retirement savings and investment products and services. Business focuses
include fixed and variable annuities, mutual funds, premium finance,
broker-dealer services and trust administration services.
 
THE SEPARATE ACCOUNT
 
Anchor National originally established a separate account, Variable Annuity
Account Seven ("separate account"), under Arizona law on August 28, 1998. The
separate account is registered with the SEC as a unit investment trust under the
Investment Company Act of 1940, as amended.
 
Anchor National owns the assets in the separate account. However, the assets in
the separate account are not chargeable with liabilities arising out of any
other business conducted by Anchor National. Income gains and losses (realized
and unrealized) resulting from assets in the separate account are credited to or
charged against the separate account without regard to other income gains or
losses of Anchor National.
 
THE GENERAL ACCOUNT
 
Money allocated to the fixed account options goes into Anchor National's general
account. The general account consists of all of Anchor National's assets other
than assets attributable to a separate account. All of the assets in the general
account are chargeable with the claims of any Anchor National contract holders
as well as all of its creditors. The general account funds are invested as
permitted under state insurance laws.
 
DISTRIBUTION OF THE CONTRACT
 
This contract is sold exclusively by investment representatives affiliated with
Edward Jones & Company. We pay commissions to these investment representatives
for the sale of the contracts. We do not expect the total commissions to exceed
4.75% of your Purchase Payments. We may also pay a bonus to investment
representatives for contracts which stay active for a particular period of time,
in addition to standard commissions. The sales charges on your contract cover
the cost of commissions we pay to the investment representative.
 
From time to time, we may pay or allow additional promotional incentives in the
form of cash or other
 
                                       19
<PAGE>   27
 
compensation. Promotional incentives may change at any time.
 
SunAmerica Capital Services, Inc., 733 Third Avenue, 4th Floor, New York, New
York 10017 distributes the contracts. SunAmerica Capital Services is an
affiliate of , a registered as a broker-dealer under the Exchange Act of 1934
and a member of the National Association of Securities Dealers, Inc.
 
ADMINISTRATION
 
We are responsible for the administrative servicing of your contract. Please
contact our Annuity Service Center
at 1-800-445-SUN2, if you have any comment, question or service request.
 
We send out transaction confirmations and quarterly statements. It is your
responsibility to review these documents carefully and notify us of any
inaccuracies immediately. We investigate all inquiries. To the extent that we
believe we made an error, we retroactively adjust your contract, provided you
notify us within 30 days of receiving the transaction confirmation or quarterly
statement. Any other adjustments we deem warranted are made as of the time we
receive notice of the error.
 
YEAR 2000
 
We rely significantly on computer systems and applications in our daily
operations. Many of our systems are not presently year 2000 compliant, which
means that because they have historically used only two digits to identify the
year in a date, they will fail to distinguish dates in the "2000s" from dates in
the "1900s." Anchor National's business, financial condition and results of
operations could be materially and adversely affected by the failure of our
systems and applications (and those operated by third parties interfacing with
our systems and applications) to properly operate or manage these dates.
 
Anchor National has a coordinated plan to repair or replace these noncompliant
systems and to obtain similar assurances from third parties interfacing with our
systems and applications. In fiscal 1997, the Company's parent recorded on its
books, a $15.0 million provision for estimated programming costs to repair
noncompliant systems, of which $6.2 million was allocated to us. We are making
expenditures which we expect will ultimately total $5.0 million to replace
certain other noncompliant systems. Total expenditures relating to the repair of
noncompliant systems will be capitalized by the Company's parent as software
costs and will be paid for over future periods. Both phases of the project are
progressing according to plan and we expect to substantially complete them by
the end of calendar 1998. We will test both the repaired and replacement systems
during calendar 1999.
 
In addition, we distributed a year 2000 questionnaire to our significant
suppliers, distributors, financial institutions, lessors and others we do
business with to evaluate their year 2000 compliance plans and state of
readiness and to determine how our systems and applications may be affected by
their failure to solve their own year 2000 issues. To date, however, we have
only received preliminary feedback from such parties and have not independently
confirmed any information received from other parties with respect to the year
2000 issues. Therefore, we cannot assure that such other parties will complete
their year 2000 conversions in a timely fashion or will not suffer a year 2000
business disruption that may adversely affect our financial condition and
results of operations.
 
Because we expect to complete our year 2000 conversion prior to any potential
disruption to our business, we have not developed a comprehensive year 2000
contingency plan. Anchor National closely monitors the progression of its plan
for compliance, and if necessary, would devote additional resources to assure
the timely completion of our year 2000 plan. If we determine that our business
is at material risk of disruption due to the year 2000 issue or anticipate that
we will not complete our year 2000 conversion in a timely fashion, we will work
to enhance our contingency plans.
 
The above statements are forward-looking. The costs of our year 2000 conversion,
the date which we have set to complete such conversion and the possible risks
associated with the year 2000 issue are based on our current estimates and are
subject to various uncertainties that could cause the actual results to differ
materially from our expectations. Such uncertainties include, among others, our
success in identifying systems and applications that are not year 2000
compliant, the nature and amount of programming required to upgrade or replace
each of the affected systems and applications, the availability of qualified
personnel, consultants and other resources, and the success of the year 2000
conversion efforts of others.
 
LEGAL PROCEEDINGS
 
There are no pending legal proceedings affecting the separate account. Anchor
National and its subsidiaries engage in various kinds of routine litigation. In
management's opinion, these matters are not of material importance to their
respective total assets nor are they material with respect to the separate
account.
 
OWNERSHIP
 
The [       ] Variable Annuity is a Flexible Payment Group Deferred Annuity
contract. We issue a group contract to a contract holder for the benefit of the
participants in the group. As a participant in the group, you will receive a
certificate which evidences your ownership. As used in this prospectus, the term
contract refers to your certificate. In some states, a Flexible Payment
Individual Modified Guaranteed and Variable Deferred Annuity contract is
available instead. Such a contract is identical to the contract
 
                                       20
<PAGE>   28
 
described in this prospectus, with the exception that we issue it directly to
the owner.
 
CUSTODIAN
 
State Street Bank and Trust Company, 255 Franklin Street, Boston, Massachusetts
02110, serves as the custodian of the assets of the separate account. Anchor
National pays State Street Bank for services provided, based on a schedule of
fees.
 
ADDITIONAL INFORMATION
 
Anchor National is subject to the informational requirements of the Securities
and Exchange Act of 1934 (as amended). We file reports and other information
with the SEC to meet those requirements. You can inspect and copy this
information at SEC public facilities at the following locations:
 
WASHINGTON, DISTRICT OF COLUMBIA
450 Fifth Street, N.W., Room 1024
Washington, D.C. 20549
 
CHICAGO, ILLINOIS
500 West Madison Street
Chicago, IL 60661
 
NEW YORK, NEW YORK
7 World Trade Center, 13th Fl.
New York, NY 10048
 
To obtain copies by mail contact the Washington, D.C. location. After you pay
the fees as prescribed by the rules and regulations of the SEC, the required
documents are mailed.
 
Registration statements under the Securities Act of 1933, as amended, related to
the contracts offered by this prospectus are on file with the SEC. This
prospectus does not contain all of the information contained in the
registrations statement and its exhibits. For further information regarding the
separate account, Anchor National and its general account, the Variable
Portfolios and the contract, please refer to the registration statement and its
exhibits.
 
The SEC also maintains a website (http://www.sec.gov) that contains the SAI,
materials incorporated by reference and other information filed electronically
with the SEC by Anchor National.
 
SELECTED CONSOLIDATED FINANCIAL DATA
 
(Information to be filed by Amendment)
 
MANAGEMENT DISCUSSION AND ANALYSIS
 
(Information to be filed by Amendment)
 
PROPERTIES
 
(Information to be filed by Amendment)
 
DIRECTORS AND OFFICERS
 
(Information to be filed by Amendment)
 
EXECUTIVE COMPENSATION
 
(Information to be filed by Amendment)
 
SECURITY OWNERSHIP OF OWNERS AND MANAGEMENT
 
(Information to be filed by Amendment)
 
REGULATION
 
(Information to be filed by Amendment)
 
INDEPENDENT ACCOUNTS
 
(Information to be filed by Amendment)
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
                              TABLE OF CONTENTS OF
                      STATEMENT OF ADDITIONAL INFORMATION
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
<TABLE>
<S>                                               <C>
Separate Account..............................      3
General Account...............................      3
Performance Data..............................      4
Income Payments...............................      8
Annuity Unit Values...........................      8
Taxes.........................................     11
Distribution of Contracts.....................     14
Financial Statements..........................     15
</TABLE>
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                              FINANCIAL STATEMENTS
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
(Information to be filed by amendment)
 
                                       21
<PAGE>   29
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                  APPENDIX A - MARKET VALUE ADJUSTMENT ("MVA")
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
The MVA reflects the impact that changing interest rates have on the value of
money invested at a fixed interest rate. The longer the period of time remaining
in the term you initially agreed to leave your money in the fixed account
option, the greater the impact of changing interest rates. The impact of the MVA
can be either positive or negative, and is computed by multiplying the amount
withdrawn, transferred or annuitized by the following factor:
 
                                            (N/12) 
                          [(1+I/(1+J+0.005)]       - 1
 
                  The MVA formula may differ in certain states
  where:
 
        I is the interest rate you are earning on the money invested in the
        fixed account option;
 
        J is the interest rate then currently available for the period of time
        equal to the number of years remaining in the term you initially agreed
        to leave your money in the fixed account option; and
 
        N is the number of full months remaining in the term you initially
        agreed to leave your money in the fixed account option.
 
EXAMPLES OF THE MVA
 
The examples below assume the following:
 
     (1) You made an initial Purchase Payment of $10,000 and allocated it to the
         10-year fixed account option at a rate of 7%;
 
     (2) You make a partial withdrawal of $4,000 when 1 1/2 years (18 months)
         remain in the 10-year term you initially agreed to leave your money in
         the fixed account option (N=18); and
 
     (3) You have not made any other transfers, additional Purchase Payments, or
         withdrawals.
 
If a CDSC applies, it is deducted before the MVA. The MVA is assessed on the
amount withdrawn less any CDSC.
 
POSITIVE ADJUSTMENT
 
Assume that on the date of withdrawal, the interest rate in effect for a new
Purchase Payments in the 1-year fixed account option is 5.5% and the 3-year
fixed account option is 6.5%. By linear interpolation, the interest rate for the
remaining 2 years (1 1/2 years rounded up to the next full year) in the contract
is calculated to be 6%.

                                      (N/12)   
The MVA factor is = [(1+I/(1+J+0.005)]       - 1
                                         (18/12)
                  = [(1.07)/(1.06+0.005)]        - 1
                              (1.5)
                  = (1.004695)      - 1
                  = 1.007051 - 1
                  = + 0.007051
 
The requested withdrawal amount is multiplied by the MVA factor to determine the
MVA:
                         $4,000 x (+0.007051) = +$28.20
 
$28.20 represents the MVA that would be added to your withdrawal.
 
NEGATIVE ADJUSTMENT
 
Assume that on the date of withdrawal, the interest rate in effect for new
Purchase Payments in the 1-year fixed account option is 7.5% and the 3-year
fixed account option is 8.5%. By linear interpolation, the interest rate for the
remaining 2 years (1 1/2 years rounded up to the next full year) in the contract
is calculated to be 8%.
 
                                       (N/12) 
The MVA factor is = [(1+I)/(1+J+0.005)]       - 1
                                         (18/12)
                  = [(1.07)/(1.08+0.005)]        - 1
                              (1.5)
                  = (0.986175)      - 1
                  = 0.979335 - 1
                  = - 0.020665
 
The requested withdrawal amount is multiplied by the MVA factor to determine the
MVA:
                        $4,000 X (- 0.020665) = -$82.66
 
$82.66 represents the MVA that will be deducted from the money remaining in the
10-year fixed account option.
 
                                       A-1
<PAGE>   30
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                           APPENDIX B - PREMIUM TAXES
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
Premium taxes vary according to the state and are subject to change without
notice. In many states, there is no tax at all. Listed below are the current
premium tax rates in those states that assess a premium tax. For current
information, you should consult your tax adviser.
 
<TABLE>
<CAPTION>
                                                              QUALIFIED    NON-QUALIFIED
                           STATE                              CONTRACT       CONTRACT
<S>                                                           <C>          <C>
========================================================================================
California                                                        .50%          2.35%
- ----------------------------------------------------------------------------------------
District of Columbia                                             2.25%          2.25%
- ----------------------------------------------------------------------------------------
Kentucky                                                            2%             2%
- ----------------------------------------------------------------------------------------
Maine                                                               0%             2%
- ----------------------------------------------------------------------------------------
Nevada                                                              0%           3.5%
- ----------------------------------------------------------------------------------------
South Dakota                                                        0%          1.25%
- ----------------------------------------------------------------------------------------
West Virginia                                                       1%             1%
- ----------------------------------------------------------------------------------------
Wyoming                                                             0%             1%
- ----------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------
</TABLE>
 
                                       B-1
<PAGE>   31
 
- --------------------------------------------------------------------------------
 
   Please forward a copy (without charge) of the [           ] Variable Annuity
   Statement of Additional Information to:
 

              (Please print or type and fill in all information.)
 

        ------------------------------------------------------------------------
        Name
 
        ------------------------------------------------------------------------
        Address
 
        ------------------------------------------------------------------------
        City/State/Zip
 

        Date:                       Signed:
               ------------------            -----------------------------------
 
   Return to: Anchor National Life Insurance Company, Annuity Service Center,
   P.O. Box 52499, Los Angeles, California 90054-0299
- --------------------------------------------------------------------------------
<PAGE>   32
                       STATEMENT OF ADDITIONAL INFORMATION


                   FLEXIBLE PAYMENT DEFERRED ANNUITY CONTRACTS

                                    ISSUED BY

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                               IN CONNECTION WITH

                         VARIABLE ANNUITY ACCOUNT SEVEN




This Statement of Additional Information is not a prospectus; it should be read
with the prospectus relating to the annuity contracts described above. A copy of
the prospectus may be obtained without charge by calling (800) 445-SUN2 or
writing us at:

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
                             ANNUITY SERVICE CENTER
                                 P.O. BOX 54299
                       LOS ANGELES, CALIFORNIA 90054-0299




                                January   , 1999
<PAGE>   33

                                TABLE OF CONTENTS



<TABLE>
<CAPTION>
                                                                               PAGE
                                                                               ----
<S>                                                                            <C>

Separate Account...........................................................     3

General Account............................................................     3

Performance Data ..........................................................     4

Income Payments............................................................     6

Annuity Unit Values........................................................     7

Taxes......................................................................     9

Distribution of Contracts..................................................    13

Financial Statements.......................................................    13
</TABLE>


<PAGE>   34

                                SEPARATE ACCOUNT


        Variable Annuity Account Seven was originally established by Anchor
National Life Insurance Company (the "Company") on August 28, 1998, pursuant to
the provisions of Arizona law, as a segregated asset account of the Company. The
separate account meets the definition of a "separate account" under the federal
securities laws and is registered with the Securities and Exchange Commission
(the "SEC") as a unit investment trust under the Investment Company Act of 1940.
This registration does not involve supervision of the management of the separate
account or the Company by the SEC.

        The assets of the separate account are the property of the Company.
However, the assets of the separate account, equal to its reserves and other
contract liabilities, are not chargeable with liabilities arising out of any
other business the Company may conduct. Income, gains, and losses, whether or
not realized, from assets allocated to the separate account are credited to or
charged against the separate account without regard to other income, gains, or
losses of the Company.

        The separate account is divided into Portfolios, with the assets of each
Portfolio invested in the shares of one of the underlying funds. The Company
does not guarantee the investment performance of the separate account, its
Portfolios or the underlying funds. Values allocated to the separate account and
the amount of variable income payments will vary with the values of shares of
the underlying funds, and are also reduced by contract charges.

        The basic objective of a variable annuity contract is to provide
variable income payments which will be to some degree responsive to changes in
the economic environment, including inflationary forces and changes in rates of
return available from various types of investments. The contract is designed to
seek to accomplish this objective by providing that variable income payments
will reflect the investment performance of the separate account with respect to
amounts allocated to it both before and after the Annuity Date. Since the
separate account is always fully invested in shares of the underlying funds, its
investment performance reflects the investment performance of those entities.
The values of such shares held by the separate account fluctuate and are subject
to the risks of changing economic conditions as well as the risk inherent in the
ability of the underlying funds' managements to make necessary changes in their
Portfolios to anticipate changes in economic conditions. Therefore, the owner
bears the entire investment risk that the basic objectives of the contract may
not be realized, and that the adverse effects of inflation may not be lessened.
There can be no assurance that the aggregate amount of variable income payments
will equal or exceed the Purchase Payments made with respect to a particular
account for the reasons described above, or because of the premature death of an
Annuitant.

        Another important feature of the contract related to its basic objective
is the Company's promise that the dollar amount of variable income payments made
during the lifetime of the Annuitant will not be adversely affected by the
actual mortality experience of the Company or by the actual expenses incurred by
the Company in excess of expense deductions provided for in the contract
(although the Company does not guarantee the amounts of the variable income
payments).


                                 GENERAL ACCOUNT


        The general account is made up of all of the general assets of the
Company other than those 



                                     - 3 -
<PAGE>   35

allocated to the separate account or any other segregated asset account of the
Company. A Purchase Payment may be allocated to the 1, 3, 5, 7 or 10 year fixed
account options and the DCA fixed accounts for 6-month and 1-year periods
available in connection with the general account, as elected by the owner at the
time of purchasing a contract or when making a subsequent Purchase Payment.
Assets supporting amounts allocated to fixed account options become part of the
Company's general account assets and are available to fund the claims of all
classes of customers of the Company, as well as of its creditors. Accordingly,
all of the Company's assets held in the general account will be available to
fund the Company's obligations under the contracts as well as such other claims.

        The Company will invest the assets of the general account in the manner
chosen by the Company and allowed by applicable state laws regarding the nature
and 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
and subject to certain qualifications, in federal, state and municipal
obligations, corporate bonds, preferred and common stocks, real estate
mortgages, real estate and certain other investments.


                                PERFORMANCE DATA


        From time to time the separate account may advertise the Cash Management
Portfolio's "yield" and "effective yield." Both yield figures are based on
historical earnings and are not intended to indicate future performance. The
"yield" of the Cash Management Portfolio refers to the net income generated for
a contract funded by an investment in the Portfolio (which invests in shares of
the Cash Management Portfolio of SunAmerica Series Trust) over a seven-day
period (which period will be stated in the advertisement). This income is then
"annualized." That is, the amount of income generated by the investment during
that week is assumed to be generated each week over a 52-week period and is
shown as a percentage of the investment. The "effective yield" is calculated
similarly but, when annualized, the income earned by an investment in the
Portfolio is assumed to be reinvested at the end of each seven day period. The
"effective yield" will be slightly higher than the "yield" because of the
compounding effect of this assumed reinvestment. Neither the yield nor the
effective yield takes into consideration the effect of any capital changes that
might have occurred during the seven day period, nor do they reflect the impact
of premium taxes or any withdrawal charges. The impact of other recurring
charges (including the mortality and expense risk charge) on both yield figures
is, however, reflected in them to the same extent it would affect the yield (or
effective yield) for a contract of average size.

        In addition, the separate account may advertise "total return" data for
its other Portfolios. Like the yield figures described above, total return
figures are based on historical data and are not intended to indicate future
performance. The "total return" is a computed rate of return that, when
compounded annually over a stated period of time and applied to a hypothetical
initial investment in a Portfolio made at the beginning of the period, will
produce the same contract value at the end of the period that the hypothetical
investment would have produced over the same period (assuming a complete
redemption of the contract at the end of the period). Recurring contract charges
are reflected in the total return figures in the same manner as they are
reflected in the yield data for contracts funded through the Cash Management
Portfolio.

        For periods starting prior to the date the contracts were first offered
to the public, the total return data for the Portfolios of the separate account
will be derived from the performance of the corresponding Portfolios of Anchor
Series Trust and SunAmerica Series Trust, modified to reflect the charges and
expenses as if the separate account Portfolio had been in existence since the
inception date of each 



                                     - 4 -
<PAGE>   36

respective Anchor Series Trust and SunAmerica Series Trust Portfolio. Thus, such
performance figures should not be construed to be actual historic performance of
the relevant separate account Portfolio. Rather, they are intended to indicate
the historical performance of the corresponding Portfolios of Anchor Series
Trust and SunAmerica Series Trust, adjusted to provide direct comparability to
the performance of the Portfolios after the date the contracts were first
offered to the public (which will reflect the effect of fees and charges imposed
under the contracts). Anchor Series Trust and SunAmerica Series Trust have
served since their inception as underlying investment media for separate
accounts of other insurance companies in connection with variable contracts not
having the same fee and charge schedules as those imposed under the contracts.

        Performance data for the various Portfolios are computed in the manner
described below.

CASH MANAGEMENT PORTFOLIO

        Current yield is computed by first determining the Base Period Return
attributable to a hypothetical contract having a balance of one Accumulation
Unit at the beginning of a 7 day period using the formula:

               Base Period Return = (EV-SV)/(SV)

        where:

               SV =   value of one Accumulation Unit at the start of a 7 day 
                      period

               EV =   value of one Accumulation Unit at the end of the 7 day 
                      period


        The change in the value of an Accumulation Unit during the 7 day period
reflects the income received, minus any expenses accrued, during such 7 day
period.

        The current yield is then obtained by annualizing the Base Period
Return:

               Current Yield = (Base Period Return) x (365/7)

        The Cash Management Portfolio also quotes an "effective yield" that
differs from the current yield given above in that it takes into account the
effect of dividend reinvestment in the underlying fund. The effective yield,
like the current yield, is derived from the Base Period Return over a 7 day
period. However, the effective yield accounts for dividend reinvestment by
compounding the current yield according to the formula:

               Effective Yield = [(Base Period Return + 1)(365/7) - 1]

        The yield quoted should not be considered a representation of the yield
of the Cash Management Portfolio in the future since the yield is not fixed.
Actual yields will depend on the type, quality and maturities of the investments
held by the underlying fund and changes in interest rates on such investments.

        Yield information may be useful in reviewing the performance of the Cash
Management Portfolio and for providing a basis for comparison with other
investment alternatives. However, the Cash Management Portfolio's yield
fluctuates, unlike bank deposits or other investments that typically pay a fixed
yield for a stated period of time.



                                     - 5 -
<PAGE>   37

OTHER PORTFOLIOS

        The Portfolios of the separate account other than the Cash Management
Portfolio compute their performance data as "total return."

        Total return for a Portfolio represents a single computed annual rate of
return that, when compounded annually over a specified time period (one, five,
and ten years, or since inception) and applied to a hypothetical initial
investment in a contract funded by that Portfolio made at the beginning of the
period, will produce the same contract value at the end of the period that the
hypothetical investment would have produced over the same period. The total rate
of return (T) is computed so that it satisfies the formula:

               [(1-SC)P](1+T)(n) = ERV

where:         P =    a hypothetical initial payment of $1,000
               T =    average annual total return
               n =    number of years
              SC =    sales charge

             ERV =    ending redeemable value of a hypothetical $1,000 payment
                      made at the beginning of the 1, 5, or 10 year period as of
                      the end of the period (or fractional portion thereof).

        The total return figures reflect the effect of recurring charges, as
discussed herein. Recurring charges are taken into account in a manner similar
to that used for the yield computations for the Cash Management Portfolio,
described above. As with the Cash Management Portfolio yield figures, total
return figures are derived from historical data and are not intended to be a
projection of future performance.


                                 INCOME PAYMENTS

INITIAL MONTHLY INCOME PAYMENTS

        The initial income payment is determined by applying separately that
portion of the contract value allocated to the fixed account options and the
variable Portfolio(s), less any premium tax, and then applying it to the annuity
table specified in the contract for fixed and variable income payments. Those
tables are based on a set amount per $1,000 of proceeds applied. The appropriate
rate must be determined by the sex (except where, as in the case of certain
Qualified contracts and other employer-sponsored retirement plans, such
classification is not permitted) and age of the Annuitant and designated second
person, if any, and the income option selected.

        The dollars applied are then divided by 1,000 and the result multiplied
by the appropriate annuity factor appearing in the table to compute the amount
of the first monthly income payment. In the case of a variable annuity, that
amount is divided by the value of an Annuity Unit as of the Annuity Date to
establish the number of Annuity Units representing each variable income payment.
The number of Annuity Units determined for the first variable income payment
remains constant for the second and subsequent monthly variable income payments,
assuming that no reallocation of contract values is made.



                                     - 6 -
<PAGE>   38

SUBSEQUENT MONTHLY PAYMENTS

        For fixed income payments, the amount of the second and each subsequent
monthly income payment is the same as that determined above for the first
monthly payment.

        For variable income payments, the amount of the second and each
subsequent monthly income payment is determined by multiplying the number of
Annuity Units, as determined in connection with the determination of the initial
monthly payment, above, by the Annuity Unit value as of the day preceding the
date on which each income payment is due.


                               ANNUITY UNIT VALUES

        The value of an Annuity Unit is determined independently for each
Portfolio.

        The annuity tables contained in the contract are based on a 3.5% per
annum assumed investment rate. If the actual net investment rate experienced by
a Portfolio exceeds 3.5%, variable income payments derived from allocations to
that Portfolio will increase over time. Conversely, if the actual rate is less
than 3.5%, variable income payments will decrease over time. If the net
investment rate equals 3.5%, the variable income payments will remain constant.
If a higher assumed investment rate had been used, the initial monthly payment
would be higher, but the actual net investment rate would also have to be higher
in order for income payments to increase (or not to decrease).

        The payee receives the value of a fixed number of Annuity Units each
month. The value of a fixed number of Annuity Units will reflect the investment
performance of the Portfolios elected, and the amount of each income payment
will vary accordingly.

        For each Portfolio, the value of an Annuity Unit is determined by
multiplying the Annuity Unit value for the preceding month by the Net Investment
Factor for the month for which the Annuity Unit value is being calculated. The
result is then multiplied by a second factor which offsets the effect of the
assumed net investment rate of 3.5% per annum which is assumed in the annuity
tables contained in the contract.

NET INVESTMENT FACTOR

        The Net Investment Factor ("NIF") is an index applied to measure the net
investment performance of a Portfolio from one day to the next. The NIF may be
greater or less than or equal to one; therefore, the value of an Annuity Unit
may increase, decrease or remain the same.

        The NIF for any Portfolio for a certain month is determined by dividing
(a) by (b) where:

        (a)     is the Accumulation Unit value of the Portfolio determined as of
                the end of that month, and

        (b)     is the Accumulation Unit value of the Portfolio determined as of
                the end of the preceding month.

        The NIF for a Portfolio for a given month is a measure of the net
investment performance of the Portfolio from the end of the prior month to the
end of the given month. A NIF of 1.000 results in no change; a NIF greater than
1.000 results in an increase; and a NIF less than 1.000 results in a decrease.
The NIF is increased (or decreased) in accordance with the increases (or
decreases, respectively) in the value of a share of the underlying fund in which
the Portfolio invests; it is also reduced by separate account asset



                                     - 7 -
<PAGE>   39

charges.

        ILLUSTRATIVE EXAMPLE

        Assume that one share of a given Portfolio had an Accumulation Unit
value of $11.46 as of the close of the New York Stock Exchange ("NYSE") on the
last business day in September; that its Accumulation Unit value had been $11.44
at the close of the NYSE on the last business day at the end of the previous
month. The NIF for the month of September is:

                      NIF = ($11.46/$11.44)

                             = 1.00174825

        The change in Annuity Unit value for a Portfolio from one month to the
next is determined in part by multiplying the Annuity Unit value at the prior
month end by the NIF for that Portfolio for the new month. In addition, however,
the result of that computation must also be multiplied by an additional factor
that takes into account, and neutralizes, the assumed investment rate of 3.5
percent per annum upon which the income payment tables are based. For example,
if the net investment rate for a Portfolio (reflected in the NIF) were equal to
the assumed investment rate, the variable income payments should remain constant
(i.e., the Annuity Unit value should not change). The monthly factor that
neutralizes the assumed investment rate of 3.5 percent per annum is:

               1/[(1.035)(1/12)] = 0.99713732

        In the example given above, if the Annuity Unit value for the Portfolio
was $10.103523 on the last business day in August, the Annuity Unit value on the
last business day in September would have been:

               $10.103523 x 1.00174825 x 0.99713732 = $10.092213

VARIABLE INCOME PAYMENTS

        ILLUSTRATIVE EXAMPLE

        Assume that a male owner, P, owns a contract in connection with which P
has allocated all of his contract value to a single Portfolio. P is also the
sole Annuitant and, at age 60, has elected to annuitize his contract under
Option 4, a Life Annuity With 120 Monthly Payments Guaranteed. As of the last
valuation preceding the Annuity Date, P's Account was credited with 7543.2456
Accumulation Units each having a value of $15.432655, (i.e., P's account value
is equal to 7543.2456 x $15.432655 = $116,412.31). Assume also that the Annuity
Unit value for the Portfolio on that same date is $13.256932, and that the
Annuity Unit value on the day immediately prior to the second income payment
date is $13.327695.

        P's first variable income payment is determined from the annuity factor
tables in P's contract, using the information assumed above. From these tables,
which supply monthly annuity factors for each $1,000 of applied contract value,
P's first variable income payment is determined by multiplying the factor of
$4.92 (Option 4 tables, male Annuitant age 60 at the Annuity Date) by the result
of dividing P's account value by $1,000:

             First Payment = $4.92 x ($116,412.31/$1,000) = $572.75



                                     - 8 -
<PAGE>   40

        The number of P's Annuity Units (which will be fixed; i.e., it will not
change unless he transfers his Account to another Account) is also determined at
this time and is equal to the amount of the first variable income payment
divided by the value of an Annuity Unit on the day immediately prior to
annuitization:

             Annuity Units = $572.75/$13.256932 = 43.203812

        P's second variable income payment is determined by multiplying the
number of Annuity Units by the Annuity Unit value as of the day immediately
prior to the second payment due date:

             Second Payment = 43.203812 x $13.327695 = $575.81

        The third and subsequent variable income payments are computed in a
manner similar to the second variable income payment.

        Note that the amount of the first variable income payment depends on the
contract value in the relevant Portfolio on the Annuity Date and thus reflects
the investment performance of the Portfolio net of fees and charges during the
Accumulation Phase. The amount of that payment determines the number of Annuity
Units, which will remain constant during the Income Phase (assuming no transfers
from the Portfolio). The net investment performance of the Portfolio during the
Income Phase is reflected in continuing changes during this phase in the Annuity
Unit value, which determines the amounts of the second and subsequent variable
income payments.


                                      TAXES

GENERAL

        Section 72 of the Internal Revenue Code of 1986, as amended (the "Code")
governs taxation of annuities in general. An owner is not taxed on increases in
the value of a contract until distribution occurs, either in the form of a
non-annuity distribution or as income payments under the income option elected.
For a lump sum payment received as a total surrender (total redemption), the
recipient is taxed on the portion of the payment that exceeds the cost basis of
the contract. For a payment received as a withdrawal (partial redemption),
federal tax liability is determined on a last-in, first-out basis, meaning
taxable income is withdrawn before the cost basis of the contract is withdrawn.
For contracts issued in connection with Nonqualified plans, the cost basis is
generally the Purchase Payments, while for contracts issued in connection with
Qualified plans there may be no cost basis. The taxable portion of the lump sum
payment is taxed at ordinary income tax rates. Tax penalties may also apply.

        For income payments, the taxable portion is determined by a formula
which establishes the ratio that the cost basis of the contract bears to the
total value of income payments for the term of the annuity contract. The taxable
portion is taxed at ordinary income tax rates. Owners, Annuitants and
Beneficiaries under the contracts should seek competent financial advice about
the tax consequences of distributions under the retirement plan under which the
contracts are purchased.

        The Company is taxed as a life insurance company under the Code. For
federal income tax purposes, the separate account is not a separate entity from
the Company and its operations form a part of the Company.

WITHHOLDING TAX ON DISTRIBUTIONS



                                     - 9 -
<PAGE>   41

        The Code generally requires the Company (or, in some cases, a plan
administrator) to withhold tax on the taxable portion of any distribution or
withdrawal from a contract. For "eligible rollover distributions" from contracts
issued under certain types of Qualified plans, 20% of the distribution must be
withheld, unless the payee elects to have the distribution "rolled over" to
another eligible plan in a direct "trustee to trustee" transfer. This
requirement is mandatory and cannot be waived by the owner. Withholding on other
types of distributions can be waived.

        An "eligible rollover distribution" is the estimated taxable portion of
any amount received by a covered employee from a plan qualified under Section
401(a) or 403(a) of the Code, or from a tax-sheltered annuity qualified under
Section 403(b) of the Code (other than (1) income payments for the life (or life
expectancy) of the employee, or joint lives (or joint life expectancies) of the
employee and his or her designated Beneficiary, or for a specified period of ten
years or more; and (2) distributions required to be made under the Code).
Failure to "roll over" the entire amount of an eligible rollover distribution
(including an amount equal to the 20% portion of the distribution that was
withheld) could have adverse tax consequences, including the imposition of a
penalty tax on premature withdrawals, described later in this section.

        Withdrawals or distributions from a contract other than eligible
rollover distributions are also subject to withholding on the estimated taxable
portion of the distribution, but the owner may elect in such cases to waive the
withholding requirement. If not waived, withholding is imposed (1) for periodic
payments, at the rate that would be imposed if the payments were wages, or (2)
for other distributions, at the rate of 10%. If no withholding exemption
certificate is in effect for the payee, the rate under (1) above is computed by
treating the payee as a married individual claiming 3 withholding exemptions.

DIVERSIFICATION - SEPARATE ACCOUNT INVESTMENTS

        Section 817(h) of the Code imposes certain diversification standards on
the underlying assets of variable annuity contracts. The Code provides that a
variable annuity contract will not be treated as an annuity contract for any
period (and any subsequent period) for which the investments are not adequately
diversified, in accordance with regulations prescribed by the United States
Treasury Department ("Treasury Department"). Disqualification of the contract as
an annuity contract would result in imposition of federal income tax to the
owner with respect to earnings allocable to the contract prior to the receipt of
any payments under the contract. The Code contains a safe harbor provision which
provides that annuity contracts, such as your contract, meet the diversification
requirements if, as of the close of each calendar quarter, the underlying assets
meet the diversification standards for a regulated investment company, and no
more than 55% of the total assets consist of cash, cash items, U.S. government
securities and securities of other regulated investment companies.

        The Treasury Department has issued regulations which establish
diversification requirements for the investment portfolios underlying variable
contracts such as the contracts. The regulations amplify the diversification
requirements for variable contracts set forth in the Code and provide an
alternative to the safe harbor provision described above. Under the regulations
an investment portfolio will be deemed adequately diversified if (1) no more
than 55% of the value of the total assets of the portfolio is represented by any
one investment; (2) no more than 70% of the value of the total assets of the
portfolio is represented by any two investments; (3) no more than 80% of the
value of the total assets of the portfolio is represented by any three
investments; and (4) no more than 90% of the value of the total assets of the
portfolio is represented by any four investments. For purposes of determining
whether or not the diversification standards imposed on the underlying assets of
variable contracts by Section 817(h) of the Code have been met, "each United
States government agency or instrumentality shall be treated as a separate
issuer."



                                     - 10 -
<PAGE>   42

MULTIPLE CONTRACTS

        Multiple annuity contracts which are issued within a calendar year to
the same contract owner by one company or its affiliates are treated as one
annuity contract for purposes of determining the tax consequences of any
distribution. Such treatment may result in adverse tax consequences including
more rapid taxation of the distributed amounts from such multiple contracts. The
Company believes that Congress intended to affect the purchase of multiple
deferred annuity contracts which may have been purchased to avoid withdrawal
income tax treatment. Owners should consult a tax adviser prior to purchasing
more than one annuity contract in any calendar year.

TAX TREATMENT OF ASSIGNMENTS

        An assignment of a contract may have tax consequences, and may also be
prohibited by ERISA in some circumstances. Owners should therefore consult
competent legal advisers should they wish to assign their contracts.

QUALIFIED PLANS

        The contracts offered by this prospectus are designed to be suitable for
use under various types of Qualified plans. Taxation of owners in each Qualified
plan varies with the type of plan and terms and conditions of each specific
plan. Owners, Annuitants and Beneficiaries are cautioned that benefits under a
Qualified plan may be subject to the terms and conditions of the plan,
regardless of the terms and conditions of the contracts issued pursuant to the
plan.

        Following are general descriptions of the types of Qualified plans with
which the contracts may be used. Such descriptions are not exhaustive and are
for general information purposes only. The tax rules regarding Qualified plans
are very complex and will have differing applications depending on individual
facts and circumstances. Each purchaser should obtain competent tax advice prior
to purchasing a contract issued under a Qualified plan.

        Contracts issued pursuant to Qualified plans include special provisions
restricting contract provisions that may otherwise be available and described in
this prospectus. Generally, contracts issued pursuant to Qualified plans are not
transferable except upon surrender or annuitization. Various penalty and excise
taxes may apply to contributions or distributions made in violation of
applicable limitations. Furthermore, certain withdrawal penalties and
restrictions may apply to surrenders from Qualified contracts.

        (a)    H.R. 10 PLANS

               Section 401 of the Code permits self-employed individuals to
        establish Qualified plans for themselves and their employees, commonly
        referred to as "H.R. 10" or "Keogh" Plans. Contributions made to the
        plan for the benefit of the employees will not be included in the gross
        income of the employees until distributed from the plan. The tax
        consequences to owners may vary depending upon the particular plan
        design. However, the Code places limitations and restrictions on all
        plans on such items as: amounts of allowable contributions; form, manner
        and timing of distributions; vesting and nonforfeitability of interests;
        nondiscrimination in eligibility and participation; and the tax
        treatment of distributions, withdrawals and surrenders. Purchasers of
        contracts for use with an H.R. 10 Plan should obtain competent tax
        advice as to the tax treatment and suitability of such an investment.



                                     - 11 -
<PAGE>   43

        (b)    TAX-SHELTERED ANNUITIES

               Section 403(b) of the Code permits the purchase of "tax-sheltered
        annuities" by public schools and certain charitable, education and
        scientific organizations described in Section 501(c)(3) of the Code.
        These qualifying employers may make contributions to the contracts for
        the benefit of their employees. Such contributions are not includible in
        the gross income of the employee until the employee receives
        distributions from the contract. The amount of contributions to the
        tax-sheltered annuity is limited to certain maximums imposed by the
        Code. Furthermore, the Code sets forth additional restrictions governing
        such items as transferability, distributions, nondiscrimination and
        withdrawals. Any employee should obtain competent tax advice as to the
        tax treatment and suitability of such an investment.

        (c)    INDIVIDUAL RETIREMENT ACCOUNTS

               Section 408(b) of the Code permits eligible individuals to
        contribute to an individual retirement program known as an "Individual
        Retirement Account" ("IRA"). Under applicable limitations, certain
        amounts may be contributed to an IRA which will be deductible from the
        individual's gross income. These IRAs are subject to limitations on
        eligibility, contributions, transferability and distributions. Sales of
        contracts for use with IRAs are subject to special requirements imposed
        by the Code, including the requirement that certain informational
        disclosure be given to persons desiring to establish an IRA. Purchasers
        of contracts to be qualified as IRAs should obtain competent tax advice
        as to the tax treatment and suitability of such an investment.

        (d)    ROTH IRAS

               Section 408(a) of the Code permits an individual to contribute to
        an individual retirement program called a Roth IRA. Unlike contributions
        to a regular IRA under Section 408(b) of the Code, contributions to a
        Roth IRA are not made on a tax-deferred basis, but distributions are
        tax-free if certain requirements are satisfied. Like regular IRAs, Roth
        IRAs are subject to limitations on the amount that may be contributed,
        those who may be eligible and the time when distributions may commence
        without tax penalty. Certain persons may be eligible to convert a
        regular IRA into a Roth IRA, and the taxes on the resulting income may
        be spread over four years if the conversion occurs before January 1,
        1999. If and when the contracts are made available for use with Roth
        IRAs, they may be subject to special requirements imposed by the
        Internal Revenue Service ("IRS"). Purchasers of the contracts for this
        purpose will be provided with such supplementary information as may be
        required by the IRS or other appropriate agency.

        (e)    CORPORATE PENSION AND PROFIT-SHARING PLANS

               Sections 401(a) and 401(k) of the Code permit corporate employers
        to establish various types of retirement plans for employees. These
        retirement plans may permit the purchase of the contracts to provide
        benefits under the plan. Contributions to the plan for the benefit of
        employees will not be includible in the gross income of the employee
        until distributed from the plan. The tax consequences to owners may vary
        depending upon the particular plan design. However, the Code places
        limitations on all plans on such items as amount of allowable
        contributions; form, manner and timing of distributions; vesting and
        nonforfeitability of interests; nondiscrimination in eligibility and
        participation; and the tax treatment of distributions, withdrawals and
        surrenders. Purchasers of contracts for use with corporate pension or
        profit sharing plans should obtain competent tax advice as to the tax
        treatment and suitability of such an investment.



                                     - 12 -
<PAGE>   44

        (f)    DEFERRED COMPENSATION PLANS - SECTION 457

               Under Section 457 of the Code, governmental and certain other
        tax-exempt employers may establish, for the benefit of their employees,
        deferred compensation plans which may invest in annuity contracts. The
        Code, as in the case of Qualified plans, establishes limitations and
        restrictions on eligibility, contributions and distributions. Under
        these plans, contributions made for the benefit of the employees will
        not be includible in the employees' gross income until distributed from
        the plan. However, under a 457 plan all the plan assets shall remain
        solely the property of the employer, subject only to the claims of the
        employer's general creditors until such time as made available to an
        owner or a Beneficiary.


                            DISTRIBUTION OF CONTRACTS

        The contracts are offered through SunAmerica Capital Services, Inc.,
located at 733 Third Avenue, 4th Floor, New York, New York 10017. SunAmerica
Capital Services, Inc. is registered as a broker-dealer under the Securities
Exchange Act of 1934, as amended, and is a member of the National Association of
Securities Dealers, Inc. The Company and SunAmerica Capital Services, Inc. are
each an indirect wholly owned subsidiary of SunAmerica Inc.

        Contracts are offered on a continuous basis.


                              FINANCIAL STATEMENTS

        The audited consolidated financial statements of the Company as of
September 30, 1998 and 1997 and for each of the three years in the period ended
September 30, 1998 are currently being prepared and will be filed by Amendment.
The consolidated financial statements of the Company should be considered only
as bearing on the ability of the Company to meet its obligation under the
contracts for amounts allocated to the 1, 3, 5, 7 or 10 year fixed account
options and the DCA fixed accounts for 6-month and 1-year periods. As of the
date of this Statement of Additional Information sale of these contracts had not
yet begun. Therefore, financial statements for Variable Annuity Account Seven
are not contained herein.



                                     - 13 -
<PAGE>   45
                          PART C -- OTHER INFORMATION

Item 24.      Financial Statements And Exhibits

 

(a)     Financial Statements

         The following financial statements are included in Part A of the
         Registration Statement:

                  None

          The following financial statements are included in Part B of the
          Registration Statement:

 
                  None

(b)      Exhibits

(1)       Resolutions Establishing Separate Account.............. Filed Herewith
(2)       Custody Agreements..................................... Not Applicable
(3)       (a) Form of Distribution Contract...................... To Be Filed
          (b) Form of Selling Agreement.......................... To Be Filed
(4)       (a) Variable Annuity Contract.......................... To Be Filed
          (b) Variable Annuity Certificate....................... To Be Filed
(5)       Application for Contract............................... To Be Filed
(6)       Depositor -- Corporate Documents
          (a) Articles of Incorporation.......................... Filed Herewith
          (b) By-Laws............................................ Filed Herewith
(7)       Reinsurance Contract................................... Not Applicable
(8)       Form of Fund Participation Agreement................... To Be Filed
(9)       Opinion of Counsel..................................... To Be Filed
          Consent of Counsel..................................... To Be Filed
(10)      Consent of Independent Accountants..................... To Be Filed 
(11)      Financial Statements Omitted from Item 23.............. Not Applicable
(12)      Initial Capitalization Agreement....................... Not Applicable
(13)      Performance Computations............................... Not Applicable
(14)      Diagram and Listing of All Persons Directly 
          or Indirectly Controlled By or Under Common 
          Control with Anchor National Life Insurance
          Company, the Depositor of Registrant................... Filed Herewith
(15)      Powers of Attorney..................................... Filed Herewith
                                                                  (included with
                                                                  signature
                                                                  page)

Item 25.   Directors and Officers of the Depositor

         The officers and directors of Anchor National Life Insurance Company
are listed below. Their principal business address is 1 SunAmerica Center, Los
Angeles, California 90067-6022, unless otherwise noted.

NAME                                      POSITION
- ----                                      --------

Eli Broad                                 Chairman, President and 
                                          Chief Executive Officer
Jay S. Wintrob                            Director and Executive Vice 
                                          President
Jana W. Greer                             Director and Senior Vice President
Peter McMillan                            Director
James R. Belardi                          Director and Senior Vice President
Susan L. Harris                           Director, Senior Vice President 
                                          and Secretary
Scott L. Robinson                         Director and Senior Vice President
N. Scott Gillis                           Senior Vice President and Controller



                                      II-1

<PAGE>   46

NAME                                      POSITION
- ----                                      --------
Edwin R. Reoliquio                        Senior Vice President and 
                                          Chief Actuary
James W. Rowan                            Senior Vice President
Victor E. Akin                            Senior Vice President
J. Franklin Grey                          Vice President
Keith B. Jones                            Vice President
Michael L. Lindquist                      Vice President
Edward P. Nolan*                          Vice President
Gregory M. Outcalt                        Vice President
Scott H. Richland                         Vice President
David R. Bechtel                          Vice President and Treasurer

- ------------------------
* 88 Bradley Road, P.O. Box 4005, Woodbridge, Connecticut 06525

 
Item 26.  Persons Controlled By or Under Common Control With Depositor or
Registrant

         The Registrant is a Separate Account of Anchor National Life Insurance
Company (Depositor). For a complete listing and diagram of all persons directly
or indirectly controlled by or under common control with the Depositor or
Registrant, see Exhibit 14 which is incorporated herein by reference.

Item 27.  Number Of Contract Owners

        None.

Item 28.  Indemnification

        None.

Item 29.  Principal Underwriter

        SunAmerica Capital Services, Inc. serves as distributor to the
Registrant.

        Its principal business address is 733 Third Avenue, 4th Floor, New York,
New York 10017. The following are the directors and officers of SunAmerica
Capital Services, Inc.

 

Name                               Position with Distributor
- ----                               -------------------------
Peter A. Harbeck                   President
Robert M. Zakem                    Executive Vice President, 
                                   General Counsel &
                                   Assistant Secretary
Steven Rothstein                   Treasurer
Susan L. Harris                    Secretary
J. Steven Neamtz                   President
 

               Net Distribution   Compensation on
Name of        Discounts and      Redemption or     Brokerage
Distributor    Commissions        Annuitization     Commissions    Commissions*
- -----------    ----------------   ---------------   -----------    ------------
SunAmerica          None               None              None           None
Capital 
Services, Inc.
- --------------------
*Distribution fee is paid by Anchor National Life Insurance Company.

Item 30.  Location of Accounts and Records

         Anchor National Life Insurance Company, the Depositor for the
Registrant, is located at 1 SunAmerica Center, Los Angeles, California
90067-6022. SunAmerica Capital Services, Inc., the distributor of the Contracts,
is located at 733 Third Avenue, New York, New York 10017. Each maintains those
accounts and records required to be maintained by it pursuant to Section 31(a)
of the Investment Company Act and the rules promulgated thereunder.

         State Street Bank and Trust Company, 225 Franklin Street, Boston,
Massachusetts 02100, maintains certain accounts and records pursuant to the
instructions of the Registrant.


                                      II-2


<PAGE>   47
Item 31.  Management Services

        Not Applicable.

 
Item 32.  Undertakings

        Registrant undertakes to (1) file post-effective amendments to this
Registration Statement as frequently as is necessary to ensure that the audited
financial statements in the Registration Statement are never more than 16 months
old for so long as payments under the variable annuity Contracts may be
accepted; (2) include either (A) as part of any application to purchase a
Contract offered by the prospectus forming a part of the Registration Statement,
a space that an applicant can check to request a Statement of Additional
Information, or (B) a postcard or similar written communication affixed to or
included in the Prospectus that the Applicant can remove to send for a Statement
of Additional Information; and (3) deliver a Statement of Additional Information
and any financial statements required to be made available under this Form N-4
promptly upon written or oral request. Further, Registrant undertakes to deduct
mortality and expense risk charges, distribution expense charges, withdrawal
charges (contingent deferred sales charges), contract maintenance fees and
transfer fees that are in the aggregate (1) reasonable in relation to the risks
assumed by the Company and (2) reasonable in relation to the services rendered;
and (3) reasonable in relation to the expenses expected to be incurred. Those
determinations are based on the Company's analysis of publicly available
information about similar industry practices, and by taking into consideration
factors such as current contract levels and benefits provided, the existence of
expense charges, guarantees and guaranteed annuity rates.

 
Item 33.  Representation

        The Company hereby represents that it is relying upon a No-Action Letter
issued to the American Council of Life Insurance dated November 28, 1988
concerning the redeemability of Section 403(b) annuity Contracts (Commission
ref. IP-6-88) and that the following provisions have been complied with:

1.       Include appropriate disclosure regarding the redemption restrictions
         imposed by Section 403(b)(11) in each registration statement, including
         the prospectus, used in connection with the offer of the contract;

2.       Include appropriate disclosure regarding the redemption restrictions
         imposed by Section 403(b)(11) in any sales literature used in
         connection with the offer of the contract;

3.       Instruct sales representatives who solicit participants to purchase the
         contract specifically to bring the redemption restrictions imposed by
         Section 403(b)(11) to the attention of the potential participants;

4.       Obtain from each plan participant who purchases a Section 403(b)
         annuity contract, prior to or at the time of such purchase, a signed
         statement acknowledging the participant's understanding of (1) the
         restrictions on redemption imposed by Section 403(b)(11), and (2) other
         investment alternatives available under the employer's Section 403(b)
         arrangement to which the participant may elect to transfer his contract
         value.




                                      II-3

<PAGE>   48

                                   SIGNATURES

 

         As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Registrant has caused this Registration Statement to be signed
on its behalf, in the City of Los Angeles, and the State of California, on this
21st day of October, 1998.

 

                     VARIABLE ANNUITY ACCOUNT SEVEN
                                  (Registrant)
 

                     By: ANCHOR NATIONAL LIFE INSURANCE COMPANY
                                   (Depositor)


                     By:     /s/ Jay S. Wintrob
                         --------------------------
                                 Jay S. Wintrob
                            Executive Vice President

 
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
                                   (Depositor)

 
                     By:     /s/ Jay S. Wintrob
                         --------------------------
                                 Jay S. Wintrob
                            Executive Vice President

 
                                POWER-OF-ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below hereby constitutes and appoints SUSAN L. HARRIS AND CHRISTINE A.
NIXON or each of them, as his or her true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for him or her and
in his or her name, place and stead, in any and all capacities, to sign any and
all amendments (including post-effective amendments) to this Registration
Statement, and to file the same, with all exhibits thereto, and other documents
in connection therewith, as fully to all intents as he or she might or could do
in person, including specifically, but without limiting the generality of the
foregoing, to (i) take any action to comply with any rules, regulations or
requirements of the Securities and Exchange Commission under the federal
securities laws; (ii) make application for and secure any exemptions from the
federal securities laws; (iii) register additional annuity contracts under the
federal securities laws, if registration is deemed necessary. The undersigned
hereby ratifies and confirms all that said attorneys-in-fact and agents or any
of them, or their substitutes, shall do or cause to be done by virtue thereof.




                                      II-4
<PAGE>   49

        As required by the Securities Act of 1933, this Registration Statement
has been signed by the following persons in the capacity and on the dates
indicated.

 

SIGNATURE              TITLE                           DATE
- ---------              -----                           ----

/s/ Eli Broad          President, Chief             October 21, 1998
- --------------------   Executive Officer and          
 Eli Broad             Chairman of the Board
                       (Principal Executive 
                           Officer)
                     

/s/ Scott L. Robinson  Senior Vice President        October 21, 1998
- ---------------------       and Director
Scott L. Robinson      (Principal Financial
                             Officer)
 
/s/ N. Scott Gillis    Senior Vice President        October 21, 1998
- --------------------       and Controller
N. Scott Gillis        (Principal Accounting
                             Officer)

/s/ James R. Belardi   Director                     October 21, 1998
- --------------------   
James R. Belardi
 

/s/ Jana W. Greer      Director                     October 21, 1998
- --------------------
Jana W. Greer
   
/s/ Susan L. Harris    Director                     October 21, 1998
- --------------------     
Susan L. Harris

/s/ Peter McMillan     Director                     October 21, 1998
- --------------------  
Peter McMillan


/s/ James W. Rowan     Director                     October 21, 1998
- --------------------  
James W. Rowan


/s/ Jay S. Wintrob     Director                     October 21, 1998
- --------------------  
Jay S. Wintrob



                                      II-5

<PAGE>   1

                                                                      EXHIBIT 1


                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                           UNANIMOUS WRITTEN CONSENT
                           OF THE EXECUTIVE COMMITTEE
                           OF THE BOARD OF DIRECTORS

     Pursuant to the Bylaws of this corporation, the undersigned, constituting
all of the members of the Executive Committee of the Board of Directors of
ANCHOR NATIONAL LIFE INSURANCE COMPANY, an Arizona corporation (this
"Corporation"), hereby unanimously consent in writing to and hereby adopt the
following resolutions, effective this 28th day of August 1998:

      RESOLVED, that the officers of this Corporation be, and they hereby are
  authorized to establish for the account of this corporation Variable Annuity
  Account Seven ("Variable Annuity Account Seven") in accordance with the
  insurance laws of the State of Arizona, to provide the investment medium for
  certain annuity contracts to be issued by this Corporation ("Contracts") as
  may be designated as participating therein. The Variable Annuity Account Seven
  shall receive, hold, invest and reinvest only the monies arising from: (1)
  premiums, contributions or payments made pursuant to Contracts participating
  therein; and (2) such assets of this Corporation as may be deemed necessary
  for the orderly operation of such Variable Annuity Account Seven; and (3) the
  dividends, interest and gains produced by the foregoing; and

      RESOLVED FURTHER, that the Variable Annuity Account Seven shall be
  administered and accounted for as part of the general business of this
  Corporation; and

      RESOLVED FURTHER, that the officers of this Corporation be, and they
  thereby are, authorized:

        i)   to take whatever actions are necessary to see to it that the
      Contracts are registered under the provisions of the Securities Act of
      1993 to the extent that they shall determine that such registration is
      necessary;

        ii)  to take whatever actions are necessary to assure that such Variable
      Annuity Account Seven is properly registered with the Securities and
      Exchange Commission under the provisions of the Investment Company Act of
      1940, if any;
<PAGE>   2
        iii) to prepare, execute and file such amendments to any registration
      statements filed under the aforementioned Acts (including such
      pre-effective and post-effective amendments), supplements and exhibits
      thereto as they may deem necessary or desirable;

        iv) to apply for exemption from those provisions of the aforementioned
      Acts and the rules promulgated thereunder as they may deem necessary or
      desirable and to take any and all other actions which they may deem
      necessary, desirable or appropriate in connection with such Acts;

        v) to take whatever actions are necessary to assure that the Contracts
      are filed with the appropriate state insurance regulatory authorities and
      to prepare and execute all necessary documents to obtain approval of the
      insurance regulatory authorities;

        vi) to prepare or have prepared and execute all necessary documents to
      obtain approval of, or clearance with, or other appropriate actions
      required by, any other regulatory authority that may be necessary in
      connection with the foregoing matters;

        vii) to enter into fund participation agreements with trusts which will
      be advised by SunAmerica Asset Management Corp.; and

      RESOLVED FURTHER, that the form of any resolutions required by any state
  authority to be filed in connection with any of the documents or instruments
  referred to in any of the preceding resolutions be, and the same hereby are,
  adopted as fully set forth herein if (i) in the opinion of the officers of
  this Corporation the adoption of the resolutions is advisable; and (ii) the
  Corporate Secretary or Assistant Secretary of this Corporation evidences such
  adoption by inserting into these minutes copies of such resolutions; and

      RESOLVED FURTHER, that the officers of this Corporation, and each of them
  are hereby authorized to prepare and to execute the necessary documents; and

      RESOLVED FURTHER, that the officer of this Corporation, and each of them,
  acting individually, are hereby authorized to execute and deliver on behalf of
  this Corporation any fund participation agreements

<PAGE>   3


  and any such other agreements, certificates, documents or instruments as may
  be appropriate or required in connection therewith, all to be in such form and
  with such changes or revisions as may be approved by the officer executing and
  delivering the same, such execution and delivery being conclusive evidence of
  such approval; and

      RESOLVED FURTHER, that this Corporation hereby ratifies any and all
  actions that may have previously been taken by the officers of this
  Corporation in connection with the foregoing resolutions and authorizes the
  officers of this Corporation to take any and all such further actions as may
  be appropriate to reflect these resolutions and to carry out their tenor
  effect and intent.

      IN WITNESS WHEREOF, the undersigned have executed this instrument as of
the date stated above.



                                                  /s/ ELI BROAD
                                                  ------------------------------
                                                  Eli Broad


                                                  /s/ JAMES R. BELARDI
                                                  ------------------------------
                                                  James R. Belardi


                                                  /s/ JAY S. WINTROB
                                                  ------------------------------
                                                  Jay S. Wintrob 

<PAGE>   1



                AMENDED AND RESTATED ARTICLES OF INCORPORATION

                         AND ARTICLES OF REDOMESTICATION

                                       OF

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY


         We, the undersigned, acting as incorporators for the purpose of
redomesticating Anchor National Life Insurance Company, a California
corporation, which intends to continue its existence, without interruption, as a
corporation organized under the laws of the State of Arizona pursuant to Arizona
Revised Statutes Section 20-231.A, do hereby adopt the following Amended and
Restated Articles of Incorporation and Articles of Redomestication for said
corporation.


                                    ARTICLE I

         The name of the corporation shall be Anchor National Life Insurance
Company.


                                   ARTICLE II

         The corporation was incorporated in the State of California on April
12, 1965.


                                   ARTICLE III

         The existence of the corporation shall be perpetual.


                                   ARTICLE IV

         Upon the approval of these Amended and Restated Articles of
Incorporation and Articles of Redomestication by the necessary regulatory
authorities, Anchor National Life Insurance Company shall be and continue to be
possessed of all privileges, franchises and powers to the same extent as if it
had been originally incorporated under the laws of the State of Arizona; and all
privileges, franchises and powers belonging to said corporation, and all
property, real, personal and mixed, and all debts due on whatever account, all
Certificates of Authority, agent appointments, and all chooses in action, shall
be and the same are hereby ratified, approved, confirmed and assured to Anchor
National Life Insurance Company with like effect and to all intents and purposes
as if it had been originally incorporated under the laws of the State of
Arizona. Said corporation shall be given recognition as a domestic corporation
of the State of Arizona from and after April 12, 1965, and as a domestic insurer
of the State of Arizona from and after December 2, 1966, the dates of its
initial incorporation and authorization to transact insurance business under the
laws of the State of California, effective the latter of January 1, 1996 or the
date of filing with the Arizona Corporation Commission.


                                    ARTICLE V

         The nature of the business to be transacted and the objects and
purposes for which this corporation is organized include the transaction of any
and all lawful business for which insurance corporations may be incorporated
under the laws of the State of Arizona without limitation, and as said laws may
be amended from time to time, and specifically said corporation shall be
authorized to transact life insurance, disability insurance and annuities, as
defined under Arizona Revised Statutes, Section 20-254, 20-253 and 20-254.01
respectively, together with such other kinds of insurance as the corporation may
from time to time be authorized to transact, and to act as a reinsurer of
business for which it is duly authorized. Consistent with the applicable federal
and state requirements, the Company may issue funding agreements and guaranteed
investment contracts as defined under Arizona Revised Statutes, Section 20-208.


                                   ARTICLE VI

         The authorized capital of the corporation shall be $4,000,000, and
shall consist of 4,000 shares of voting common stock with a par value of
$1,000.00 per share. No holders of stock of the corporation shall have any


<PAGE>   2
preferential right to subscription to any shares or securities convertible into
shares of stock of the corporation, nor any right of subscription to any thereof
other than such, if any, as the Board of Directors in its discretion may
determine, and at such price as the Board of Directors in its discretion may
fix; and any shares or convertible securities which the Board of Directors may
determine to offer for subscription to the holders of stock at the time
existing.

         Nothing herein contained shall be construed as prohibiting the
corporation from issuing any shares of authorized but unissued common stock for
such consideration as the Board of Directors may determine, provided such
issuance is approved by the shareholders of the corporation by a majority of the
votes entitled to be cast at any annual or special meeting of shareholders
called for that purpose. No such authorized but unissued stock may, however, be
issued to the shareholders of the corporation by way of a stock dividend,
split-up or in any other manner of distribution unless the same ratable stock
dividend, stock split-up or other distribution be declared or made in voting
common stock to the holder of such voting common stock at the time outstanding.
Each holder of common stock shall be entitled to participate share for share in
any cash dividends which may be declared from time to time on the common stock
of the corporation by the Board of Directors and to receive pro rata the net
assets of the corporation on liquidation.


                                   ARTICLE VII

         The affairs of the corporation shall be conducted by a Board of
Directors consisting of not less than five (5) nor more than fifteen (15)
directors as fixed by the bylaws, and such officers as said directors may at any
time elect or appoint. No officer or director need be a shareholder of this
corporation. Ten (10) directors shall constitute the initial Board of Directors.
The names and addresses of the persons who are to serve as directors until the
next annual meeting of shareholders or until their successors are elected and
qualified, and of the persons who are to serve as officers until the next annual
meeting of the directors or until their successors are elected and qualify, are:

         Board of Directors
         ------------------

         Eli Broad, Chairman
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         James Richard Belardi, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Lorin Merrill Fife, III, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Jana Waring Greer, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Susan Louis Harris, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Gary Walden Krat, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         , Director (Vacant)
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Peter McMillian, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Scott Lawrence Robinson, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Jay Steven Wintrob, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022



<PAGE>   3
         Officers
         --------

         Victor Edward Akin, Vice President
         Eli Broad, President and Chief Executive Officer
         James Richard Belardi, Senior Vice President
         Lorin Merrill Fife, III, Senior Vice President, General Counsel
                                  and Assistant Secretary
         Michael Lee Fowler, Vice President 
         Nelson Scott Gillis, Vice President and Controller 
         Jana Waring Greer, Senior Vice President 
         J. Franklin Grey, Vice President 
         Susan Louise Harris, Senior Vice President and Secretary 
         Keith Bernard Jones, Vice President 
         Gary Walden Krat, Senior Vice President 
         Michael Lee Lindquist, Vice President 
         Edward Poli Nolan, Jr., Vice President 
         Gregory Mark Outcalt, Vice President 
         Edwin Raquel Reoliquio, Senior Vice President and Actuary 
         Scott Harris Richland, Vice President and Treasurer 
         Scott Lawrence Robinson, Senior Vice President 
         James Warren Rowan, Vice President 
         Jay Steven Wintrob, Executive Vice President

         The directors shall have the power to adopt, amend, alter and repeal
the Bylaws, to manage the corporate affairs and make all rules and regulations
expedient for the management of the affairs of the corporation, to remove any
officer and to fill all vacancies occurring in the Board of Directors and
offices for any cause, and to appoint from their own number an executive
committee and other committees and vest said committees with all the powers
permitted by the Bylaws.


                                  ARTICLE VIII

         Subject to the further provisions hereof, the corporation shall
indemnify any and all of its existing and former directors and officers and
their spouses against all expenses incurred by them and each of them, including
but not confined to legal fees, judgments and penalties which may be incurred,
rendered or levied in any legal or administrative action brought against any of
them, for or on account of any action or omission alleged to have been committed
while acting within the scope of employment as a director or officer of the
corporation to the fullest extent allowable pursuant to A.R.S. ss. 10-005, et
al. as my be amended from time to time. Whenever any such person has grounds to
believe that he may incur any such aforementioned expense, he shall promptly
make a full report of the matter to the President and the Secretary of the
Corporation. Thereafter, the Board of Directors of the corporation shall, within
a reasonable time, determine if such person acted, or failed to act, in good
faith and in a manner he reasonably believed to be in or not opposed to the best
interest of the corporation, and, with respect to any criminal action or
proceeding, had no reasonable cause to believe his conduct was unlawful. If the
Board of Directors determines that such person acted, or failed to act, in good
faith and in a manner he reasonably believed to be in or not opposed to the best
interests of the corporation, and, with respect to any criminal action or
proceeding, had no reasonable cause to believe his conduct was unlawful, then
indemnification shall be mandatory and shall be automatically extended as
specified herein, provided, however, that the corporation shall have the right
to refuse indemnification, wholly or partially, in any instance in which the
person to whom indemnification would otherwise have been applicable shall have
unreasonably refused to permit the corporation, at its own expense and through
counsel of its own choosing, to defend him in the action, or shall have
unreasonable refused to cooperate in the defense of such action.


                                   ARTICLE IX

         All directors of the corporation shall be elected at the annual meeting
of the shareholders, which shall be held on the third Thursday of March of each
year or such other date and time as may be determined by the Board of Directors,
unless such day falls on a holiday, in which event the regular annual meeting
shall be held on the next succeeding business day.


                                    ARTICLE X

         The principal place of business of the corporation shall be located in
the City of Phoenix, Maricopa County, Arizona, but it may have other places of
business and transact business, and its Board of Directors or shareholders may
meet for the transaction of business, at such other place or places within or


<PAGE>   4
without the State of Arizona which its Board of Directors may designate.


                                   ARTICLE XI

         The fiscal year of the corporation shall be the calendar year.


                                   ARTICLE XII

         In no event shall the corporation incur indebtedness in excess of the
amount authorized by law.


                                  ARTICLE XIII

         The shares of the corporation, when issued, shall be non-assessable,
except to the extent required by the Constitution, specifically, but not in
limitation thereof, as provided by Article XIV, Section 11 of the Constitution
of the State of Arizona and the laws of the State of Arizona.


                                   ARTICLE XIV

         The private property of the shareholders, directors and officers of the
corporation shall be forever exempt from debts and obligations of the
corporation.


                                   ARTICLE XV

         The Bylaws of the corporation may be repealed, altered amended, or
substitute Bylaws may be adopted, by the directors or the shareholders, in
accordance with the provisions contained in said Bylaws.


                                   ARTICLE XVI

         J. Michael Low of 2999 North 44th Street, Suite 250, Phoenix, Arizona,
85018, having been a bona fide resident of Arizona for at least three (3) years,
is hereby appointed the statutory agent of this corporation in the State of
Arizona, upon whom notices and processes, including service of summons, may be
served, and which, when so served shall have lawful personal service on the
corporation. The Board of Directors may revoke this appointment at any time, and
shall fill the vacancy in such position whenever one exists.


                                  ARTICLE XVII

         The names and addresses of the incorporators of the corporation are:

         J. Michael Low
         Low & Childers, P.C.
         2999 North 44th Street, Suite 250
         Phoenix, Arizona  85018

         S. David Childers
         Low & Childers, P.C.
         2999 North 44th Street, Suite 250
         Phoenix, Arizona  85018

         Steven R. Henry
         Low & Childers, P.C.
         2999 North 44th Street, Suite 250
         Phoenix, Arizona  85018

         Carrie M. McDonald
         Low & Childers, P.C.
         2999 North 44th Street, Suite 250
         Phoenix, Arizona  85018

         Kathy A. Steadman
         Low & Childers, P.C.
         2999 North 44th Street, Suite 250
         Phoenix, Arizona 85018

All individual incorporators are eighteen (18) years of age or older.

         All powers, duties and responsibilities of the incorporators shall
cease at the time of delivery of these Amended and Restated Articles of


<PAGE>   5
Incorporation and Articles of Redomestication to the Arizona Corporation
Commission for filing.

         IN WITNESS WHEREOF, we hereunto affix our signatures as of the 14th day
of December, 1995.


    /s/ J. Michael Low                                   /s/ S. David Childers
- ------------------------------                       ---------------------------
J. Michael Low                                       S. David Childers


    /s/ Steven R. Henry                                  /s/ Carrie M. McDonald
- ------------------------------                       --------------------------
Steven R. Henry                                      Carrie M. McDonald


    /s/ Kathy A. Steadman
- ------------------------------
Kathy A. Steadman


         Subscribed, sworn to and acknowledged before me this 14th day of
December, 1995.


                                                        /s/ Lori Marlow
                                                     --------------------------
                                                     Notary Public
My Commission Expires:


August 15, 1999
- ----------------------


<PAGE>   6
APPOINTMENT OF STATUTORY AGENT


         I, J. Michael Low, being a resident of the State of Arizona for at
least three (3) years preceding this appointment, do hereby accept appointment
as Statutory Agent for Anchor National Life Insurance Company in accordance with
the Arizona Revised Statutes until appointment of a successor Statutory Agent
and removal.

         DATED, this 14th day of December, 1995.


                                                /s/ J. Michael Low
                                            ------------------------------
                                            J. Michael Low, Esq.
                                            Low & Childers, P.C.


<PAGE>   1



                              AMENDED AND RESTATED

                                     BYLAWS

                                       of

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY


                                   ARTICLE I.

                                  Shareholders.

                  Section 1. Annual Meetings. The annual meeting of the
shareholders of the Corporation shall be held on the fourth Thursday in April of
each year or such other dates and times as may be determined. Not less than ten
(10) nor more than fifty (50) days' written or printed notice stating the place,
day and hour of each annual meeting shall be given in the manner provided in
Section 1 of Article IX hereof. The business to be transacted at the annual
meeting shall include the election of directors, consideration and action upon
the reports of officers and directors and any other business within the power of
the Corporation. All annual meetings shall be general meetings.

                  Section 2. Special Meetings Called by President or Board of
Directors. At any time in the interval between annual meetings, special meetings
of shareholders may be called by the President, the Secretary or by two (2) or
more directors, upon ten (10) days' written or printed notice, stating the
place, day and hour of such meeting and the business proposed to be transacted
thereat. Such notice shall be given in the manner provided in Section 1 of
Article IX. No business shall be transacted at any special meeting except that
named in the notice.

                  Section 3. Special Meeting Called by Shareholders. Upon the
request in writing delivered to the President or Secretary of the Corporation by
the holders of ten percent (10%) or more of all shares outstanding and entitled
to vote, it shall be the duty of the President or Secretary of the Corporation
to call forthwith a special meeting of the shareholders. Such request shall
state the purpose or purposes of such meeting and the matters proposed to be
acted on thereat. The Secretary of the Corporation shall inform such
shareholders of the reasonably estimated cost of preparing and mailing the
notice of the meeting. If upon payment of such costs to the corporation, the
person to whom such request in writing shall have been delivered shall fail to
issue a call for such meeting within ten (10) days after the receipt of such
request and payment of costs, then the shareholders owning ten percent (10%) or
more of the voting shares may do so upon giving fifteen (15) days' notice of the
time, place and object of the meeting in the manner provided in Section 1 of
Article IX.

                  Section 4. Removal of Directors. At any special meeting of the
shareholders called in the manner provided for by this Article, the
shareholders, by a vote of a majority of all shares of stock outstanding and
entitled to vote, may remove any director or the entire Board of Directors from
office and may elect a successor or successors to fill any resulting vacancies
for the remainder of his or their terms.

                  Section 5. Voting; Proxies; Record Date. At all meetings of
shareholders any shareholder entitled to vote may vote by proxy. Such proxy
shall be in writing and signed by the shareholder or by his duly authorized
attorney in fact. It shall be dated, but need not be sealed, witnessed or
acknowledged. The Board of Directors may fix the record date for the
determination of shareholders entitled to vote in the manner provided in Section
4 of Article IX hereof.

                  Section 6. Quorum. The presence in person or by proxy of the
persons entitled to vote a majority of the voting shares of any meeting shall
constitute a quorum for the transaction of business. If at any annual or special
meeting of shareholders a quorum shall fail to attend in person or by proxy, a
majority in interest attending in person or by proxy may adjourn the meeting
from time to time, not exceeding thirty (30) days in all, and thereupon any
business may be transacted which might have been transacted at the meeting
originally called had the same been held at the time so called.

                  Section 7. Filing Proxies.  At all meetings of shareholders, 
the proxies shall be filed with and be verified by the Secretary


<PAGE>   2
of the Corporation or, if the meeting shall so decide, by the Secretary of the
meeting.

                  Section 8. Place of Meetings. All meetings of shareholders
shall be held at such place, either within or without the State of Arizona, on
such date and at such time as may be determined from time to time by the Board
of Directors (or the Chairman in the absence of a designation by the Board of
Directors).

                  Section 9. Order of Business.  The order of business at all 
meetings of shareholders shall be as determined by the Chairman of the meeting.

                  Section 10. Action Without Meeting. Directors may be elected
without a shareholders' meeting by a consent in writing, setting forth the
action so taken, signed by all persons entitled to vote for the election of
directors; provided, however, that the foregoing shall not limit the power of
directors to fill vacancies in the Board of Directors, and that a director may
be elected to fill a vacancy not filled by the directors by written consent in
the manner provided by the General Corporation Law.

                  Any other action, which under any provision of the General
Corporation Law, may be taken at a meeting of the shareholders, may be taken
without a meeting, and without notice except as hereinafter set forth, if a
consent in writing, setting forth the action so taken, is signed by the holders
of outstanding shares having not less than the minimum number of votes that
would be necessary to authorize or take such action at a meeting at which all
shares entitled to vote thereon were present and voted.

                  All written consents shall be filed with the Secretary of the
Corporation. Any shareholder giving a written consent, or the shareholder's
proxyholders, or a transferee of the shares of a personal representative of the
shareholder or their respective proxyholders, may revoke the consent by a
writing receiving by the Corporation prior to the time that written consents of
the number of shares required to authorize the proposed action have been filed
with the Secretary of the Corporation, but may not do so thereafter. Such
revocation is effective upon its receipt by the Secretary of the Corporation.




<PAGE>   3
                                   ARTICLE II.

                                   Directors.

                  Section 1. Powers. The Board of Directors shall have the
control and management of the affairs, business and properties of the
Corporation. They shall have and exercise in the name of the Corporation and on
behalf of the Corporation all the rights and privileges legally exercisable by
the Corporation, except as otherwise provided by law, by the Charter or by these
Bylaws. A director need not be a shareholder or a resident of Arizona.

                  Section 2. Number; Term of Office; Removal. The number of
directors of the Corporation shall be not less than five (5) nor more than
fifteen (15). The number to be elected at each annual meeting shall be fixed by
resolution of the directors and stated in the notice of the meeting, subject,
however, to approval by the shareholders voting at the meeting. The directors
shall hold office for the term of one year, or until their successors are
elected and qualify. A director may be removed from office as provided in
Section 4 of Article I hereof.

                  Section 3. Vacancies. If the office of a director becomes
vacant, or if the number of directors is increased, such vacancy may be filled
by the Board by a vote of a majority of directors then in office though not less
than a quorum. The shareholders may, however, at any time during the term of
such director, elect some other person to fill said vacancy and thereupon the
election by the Board shall be superseded and such election by the shareholders
shall be deemed a filling of the vacancy and not a removal and may be made at
any special meeting called for that purpose.

                  Section 4. Organization Meetings; Regular Meetings. The Board
of Directors shall meet for the election of officers and any other business as
soon as practicable after the adjournment of the annual meeting of the
shareholders. No notice of the organization meeting shall be required if it is
held at the same place and immediately following the annual meeting of the
shareholders. Other regular meetings of the Board of Directors may be held at
such intervals as the Board may from time to time prescribe.

                  Any action required or permitted to be taken at a meeting of
the Board of Directors or of a committee of the Board may be taken without a
meeting, if a unanimous written consent which sets forth the action is signed by
each member of the Board or committee and filed with the minutes of proceedings
of the Board or committee.

                  Unless otherwise restricted by the Articles of Incorporation
or these Bylaws, members of the Board of Directors, or any committee designated
by the Board of Directors, may participate in a meeting of the Board of
Directors, or such committee, as the case may be, by means of telephone
conference or similar communications equipment by means of which are persons
participating in the meeting can hear each other, and such participation in a
meeting shall constitute presence in person at the meeting.

                  Section 5. Special Meetings.  Special meetings of the Board 
may be called by the President or by a majority of the directors. At least
twenty-four (24) hours' notice shall be given of all special meetings; with the
consent of the majority of the directors, a shorter notice may be given.

                  Section 6. Quorum. A majority of the Board of Directors shall
constitute a quorum for the transaction of business, but such number may be
decreased and/or increased at any time or from time to time by vote of a
majority of the entire Board to any number not less than two (2) directors or
not less than one-third of the directors, whichever is greater.

                  Section 7. Place of Meetings. The Board of Directors shall
hold its meetings at such place, either within or without the State of Arizona,
and at such time as may be determined from time to time by the Board of
Directors (or the Chairman in the absence of a determination by the Board of
Directors).

                  Section 8. Rules and Regulations. The Board of Directors may
adopt such rules and regulations for the conduct of its meetings and the
management of the affairs of the Corporation as the Board may deem proper and
not inconsistent with the laws of the State of Arizona or these Bylaws or the
Charter.

                  Section 9. Compensation.  The directors, as such, may


<PAGE>   4
receive a stated salary for their services and/or a fixed sum and expenses of
attendance may be allowed for attendance at each regular or special meeting of
the Board of Directors. Such stated salary and/or attendance fee shall be
determined by resolution of the Board unless the shareholders have adopted a
resolution relating thereto, provided that nothing herein contained shall be
construed to preclude a director from serving in any other capacity and
receiving compensation therefor.

                  Section 10. Chairman of the Board. The Board of Directors
shall provide for a Chairman of the Board from among its members. So long as
there shall be a person so active, he shall preside at all meetings of the Board
and at all joint meetings of officers and directors. In the absence of the
Chairman, the Vice Chairman, if any, or in his absence, the President, shall
preside at all meetings of the Board and all joint meetings of officers and
directors.

                  Section 11. Investment Committee. There shall be an Investment
Committee consisting of the President of the Corporation ex officio and such
members of the Board of Directors and/or officers and employees as the Board may
by resolution prescribe. No investments or loans (other than policy loans or
annuity contract loans) shall be made unless the same be authorized or approved
by the Board of Directors or the Investment Committee. The Investment Committee
shall maintain minutes of its meetings and shall submit regular reports to the
Board of Directors.

                  Section 12. Executive Committee. The Board of Directors may
appoint from among its members an Executive Committee composed of three (3) or
more directors, and may delegate to such Committee, in the interval between the
meetings of the Board of Directors, any and all of the powers of the Board of
Directors in the management of the business and affairs of the Corporation,
except the power to declare dividends, issue stock, select directors to fill
vacancies in the membership of the Executive Committee or recommend to
shareholders any action requiring shareholders' approval. The members of such
Committee shall constitute a quorum for the transaction of business at any
meeting and the act of a majority of the members present at any meeting at which
the quorum requirement is satisfied shall be the act of the Board of Directors.
In the absence of any member of the Executive Committee necessary to constitute
a quorum, the members thereof present at any meeting, whether or not they
constitute a quorum, may, with telephonic approval of one of the absent members
of the Executive Committee, appoint a member of the Board of Directors to act in
place of such absent member.

                  Section 13. Other Committees. The Board of Directors may
appoint from its own members and, where permitted by law, from the Corporation's
officers and/or employees, such standing, temporary, special or ad hoc
committees as the Board may determine, investing such committees with such
powers, duties and functions as the Board may prescribe. All such committees
shall include the President, ex officio.

                  Section 14. Advisory Board. The Board of Directors may elect
an Advisory Board to serve until the next annual meeting of the Board of
Directors or until their successors are elected and qualify. Such Board shall
consist of a number as determined from time to time by the Board of Directors,
and they shall be advised of the meetings of the Board of Directors and
authorized to attend the meetings and counsel with them, but shall have no vote.
The Board of Directors (and between meeting of the Board of Directors, the
Executive Committee) shall have the authority to increase or decrease the number
of members to the Advisory Board and to elect one or more members to the
Advisory Board to serve until the next meeting of the Board of Directors and
until their successors are elected and qualify, and may provide for the
compensation and other rules and regulations with respect to such Board.

                  Section 15. Procedures; Meetings. The Committees shall keep
minutes of their proceedings and shall report the same to the Board of Directors
at the meeting next succeeding, and any action by the Committees shall be
subject to revision and alteration by the Board of Directors, provided that no
rights of third persons shall be affected by any such revision or alteration.


                                  ARTICLE III.

                                    Officers.

                  Section 1.  In General.  The officers of the Corporation shall
consist of a President, one or more Vice Presidents, a Secretary, a Treasurer,
and one or more Assistant Secretaries and Assistant Treasurers, and


<PAGE>   5
such other officers bearing such titles as may be fixed pursuant to these
Bylaws. The President, Vice Presidents, Secretary, and Treasurer shall be chosen
by the Board of Directors and, except those persons holding contracts for fixed
terms, shall hold office only during the pleasure of the Board or until their
successors are chosen and qualify. The President may from time to time appoint
Assistant Vice Presidents, Assistant Secretaries, Assistant Treasurers, and
other officers bearing such titles and exercising such authority as he may from
time to time deem appropriate, and except those persons holding contracts for
fixed terms, those officers appointed by the President shall hold office only
during his pleasure or until their successors are appointed and qualify. Any two
(2) officers, except those of President, Executive Vice President and Secretary,
may be held by the same persons, but no officer shall execute, acknowledge or
verify any instrument in more than one capacity when such instrument is required
to be executed, acknowledged, or verified by any two (2) or more officers. The
Board of Directors or the President may from time to time appoint other agents
and employees, with such powers and duties as they may deem proper.

                  Section 2. President. The President shall be Chief Executive
Officer of the Corporation and shall have the general management of the
Corporation's business in all departments. In the absence of the Chairman of the
Board, the President shall preside at all meetings of the Board of Directors and
shall call to order all meetings of shareholders. The President shall perform
such other duties as the Board of Directors may direct.

                  Section 3. Vice Presidents. In the absence or disability of
the President, the Vice Presidents, if any, in order of their rank as designated
by the Board of Directors or, if not ranked, the Vice President designated by
the Board of Directors, shall perform all the duties of the President, and when
so acting shall have all the powers of, and be subject to all the restrictions
upon, the President. The Vice Presidents shall have such other powers and
perform such other duties as from time to time may be prescribed for them
respectively by the Board of Directors or the Bylaws.

                  Section 4. Treasurer. Unless there shall be a financial Vice
President designated by the Board of Directors as the chief financial officer of
the Corporation, having general supervision over its finances, the Treasurer
shall be the chief financial officer with such authority. He shall also have
authority to attest to the seal of the Corporation and shall perform such other
duties as may be assigned to him by the Board of Directors.

                  Section 5. Secretary of the Corporation. The Secretary of the
Corporation shall keep the minutes of the meetings of the shareholders and of
the Board of Directors, and shall attend to the giving and serving of all
notices of the Corporation required by law or these Bylaws. The Secretary shall
maintain at all times in the principal office of the Corporation at least one
copy of the Bylaws with all amendments to date, and shall make the same,
together with the minutes of the meetings of the shareholders, the annual
statement of the affairs of the Corporation and any voting trust agreement on
file at the office of the Corporation, available for inspection by any officer,
director, or shareholder during reasonable business hours. The Secretary shall
have authority to attest to the seal of the Corporation and shall perform such
other duties as may be assigned to the Secretary by the Board of Directors.

                  Section 6. Other Secretaries, Assistant Treasurers and
Assistant Secretaries. Secretaries other than the Secretary of the Corporation,
the Assistant Treasurers and the Assistant Secretaries shall have authority to
attest to the seal of the Corporation and shall perform such other duties as may
from time to time be assigned to them by the Board of Directors or the
President.

                  Section 7. Substitutes. The Board of Directors may from time
to time in the absence of any one of said officers or, at any other time,
designate any other person or persons on behalf of the Corporation, to sign any
contracts, deeds, notes, or other instruments in the place or stead of any of
said officers, and designate any person to fill any one of said offices,
temporarily or for any particular purpose; and any instruments so signed in
accordance with a resolution of the Board shall be the valid act of this
Corporation as fully as if executed by any regular officer.


                                   ARTICLE IV.

                                  Resignation.

                  Any director or officer may resign his office at any time.


<PAGE>   6
Such resignation shall be made in writing and shall take effect from the time of
its receipt by the Corporation, unless some time be fixed in the resignation,
and then from that date. The acceptance of a resignation shall not be required
to make it effective.


                                   ARTICLE V.

                   Indemnification of Directors and Officers.

                  The Corporation shall indemnify any and all of its existing
and former directors and officers and their spouses against all expenses
incurred by them and each of them, including but not confined to legal fees,
judgments and penalties which may be incurred, rendered or levied in any legal
or administrative action brought against any of then, for or on account of any
action or omission alleged to have been committed while acting within the scope
of employment as director of officer of the Corporation to the fullest extent
allowable pursuant to the Arizona General Corporation Law as may be amended from
time to time. Whenever any such person has grounds to believe that he may incur
any such aforementioned expense, he shall promptly make a full report of the
matter to the President and the Secretary of the Corporation. Thereafter, the
Board of Directors of the Corporation shall, within a reasonable time, determine
if such person acted, or failed to act, in good faith and in a manner he
reasonably believed to be in or not opposed to the best interest of the
Corporation, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful. If the Board of Directors
determines that such person acted, or failed to act, in good faith and in a
manner he reasonably believed to be in or not opposed to the best interests of
the Corporation, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful, then indemnification shall
be mandatory and shall be automatically extended as specified herein, provided,
however, that the Corporation shall have the right to refuse indemnification,
wholly or partially, in any instance in which the person to whom indemnification
would otherwise have been applicable shall have unreasonably refused to permit
the Corporation, at its own expense and through counsel of its own choosing, to
defend him in the action, or shall have unreasonably refused to cooperate in the
defense of such action.


                                   ARTICLE VI.

                                  Fiscal Year.

                  The fiscal year of the Corporation shall be the calendar year.


                                  ARTICLE VII.

                                      Seal.

                  The seal of the Corporation shall be a circular disc inscribed
with the name of the Corporation, "Anchor National Life Insurance Company" and
the word "Incorporated".


                                  ARTICLE VIII.

                        Miscellaneous Provisions - Stock.

                  Section 1. Issue. All certificates of shares of the
Corporation shall be signed by the manual or facsimile signatures of the
President or any Vice President, and countersigned by the Treasurer or Secretary
of the Corporation and sealed with the seal or facsimile seal of the
Corporation. Any stock certificates bearing the facsimile signatures of the
officers above named shall be manually signed by an authorized representative of
the Corporation's duly constituted transfer agent. If an officer whose signature
appears on a certificate ceases to be an officer before the certificate is
issued, it may, nevertheless, be issued with the same effect as if such officer
were still in office.

                  Section 2. Transfers. No transfers of shares shall be
recognized or binding upon the Corporation until recorded on the transfer books
of the Corporation upon surrender and cancellation of certificates for a like
number of shares. All transfers shall be effected only by the holder of record
of such shares or by his legal representative, or by his attorney thereunto
authorized by power of attorney duly executed. The person in whose name shares


<PAGE>   7
shall stand on the books of the Corporation may be deemed by the Corporation the
owner thereof for all purposes. The Corporation's transfer agent shall maintain
a stock transfer book, shall record therein all stock transfers and shall
forward copies of all transfer sheets at regular prompt intervals to the
Corporation's registrar, if there be one, or, if not, then to the Corporation's
principal office for transcription on the stock registry books.

                  Section 3. Form of Certificates; Procedure. The Board of
Directors shall have power and authority to determine the form of stock
certificates (except insofar as prescribed by law), and to make all such rules
and regulations as the Board may deem expedient concerning the issue; transfer
and registration of said certificates, and to appoint one or more transfer
agents and/or registrars to countersign and register the same. The transfer
agent and registrar may be the same party.

                  Section 4. Record Dates for Dividends and Shareholders'
Meetings. The Board of Directors may fix the time, not exceeding twenty (20)
days preceding the date of any meeting of shareholders, any dividend payment
date or any date for the allotment of rights, during which the books of the
Corporation shall be closed against transfers of stock, or the Board of
Directors may fix a date not exceeding forty (40) days preceding the date of any
meeting of shareholders, any dividend payment date or any date for the allotment
of rights, as a record date for the determination of the shareholders entitled
to notice of and to vote at such meeting, or entitled to receive such dividends
or rights, as the case may be, and only shareholders of record on such date
shall be entitled to notice of and to vote at such meeting or to receive such
dividends or rights, as the case may be. In the case of a meeting of
shareholders, the record date shall be fixed not less than ten (10) days prior
to the date of the meeting.

                  Section 5. Lost Certificates. In case any certificate of
shares is lost, mutilated or destroyed, the Board of Directors may issue a new
certificate in place thereof, upon indemnity to the Corporation against loss and
upon such other terms and conditions as the Board of Directors may deem
advisable.


                                   ARTICLE IX.

                                     Notice.

                  Section 1. Notice to Shareholders. Whenever by law or these
Bylaws notice is required to be given to any shareholder, such notice may be
given to each shareholder, whether or not such shareholder is entitled to vote,
by leaving the same with him or at his residence or usual place of business, or
by mailing it, postage prepaid, and addressed to him at his address as it
appears on the books of the Corporation. Such leaving or mailing of notice shall
be deemed the time of giving such notice.

                  Section 2. Notice to Directors and Officers. Whenever by law
of these Bylaws notice is required to be given to any director or officer, such
notice may be given in any one of the following ways: by personal notice to such
director or officer; by telephone communication with such director or officer
personally; by wire, addressed to such director or officer at his then address
or at his address as it appears on the books of the Corporation; or by
depositing the same in writing in the post office or in a letter box in a
postage paid, sealed wrapper addressed to such director or officer at his then
address or at his address as it appears on the books of the Corporation; and the
time when such notice shall be mailed or consigned to a telegraph company for
delivery shall be deemed to be the time of the giving of such notice.


                                   ARTICLE X.

                  Voting of Securities in Other Corporations.

                  Any stock or other voting securities in other corporations,
which may from time to time be held by the Corporation, may be represented and
voted at any meeting of shareholders of such other corporation by the President,
any Vice President, or the Treasurer, or by proxy or proxies appointed by the
President, any Vice President, or the Treasurer, or otherwise pursuant to
authorization thereunto given by a resolution of the Board of Directors.





<PAGE>   8
                                   ARTICLE XI.

                                   Amendments.

                  These Bylaws may be added to, altered, amended or repealed by
a majority vote of the entire Board of Directors at any regular meeting of the
Board or at any special meeting called for that purpose. Any action of the Board
of Directors in adding to, altering, amending or repealing these Bylaws shall be
reported to the shareholders at the next annual meeting and may be changed or
rescinded by majority vote of all of the stock then outstanding and entitled to
vote, without, however, affecting the validity of any action taken in the
meanwhile in reliance on these Bylaws so added to, altered, amended or repealed
as aforesaid by the Board of Directors. In no event shall the Board of Directors
have any power to amend this Article.


<PAGE>   1
                                                                    


SunAmerica Inc. (a Maryland corporation) owns 100% of SunAmerica Investments,
Inc. (a Georgia corporation); Resources Trust Company (a Colorado corporation),
which owns 100% of Resources Consolidated Inc. (a Colorado corporation);
SunAmerica Life Insurance Company (an Arizona corporation); Imperial Premium
Finance, Inc. (a Delaware corporation); SA Investment Group, Inc. (a California
corporation); Anchor Insurance Company (Cayman) (a Cayman Islands corporation);
SunAmerica Capital Trust II (a Delaware business trust); SunAmerica Capital
Trust III (a Delaware business trust); SunAmerica Capital Trust IV (a Delaware
business trust); SunAmerica Capital Trust V (a Delaware business trust);
SunAmerica Capital Trust VI (a Delaware business trust); SunAmerica Affordable
Housing Finance Corp. (a Delaware corporation); Stanford Ranch, Inc. (a Delaware
corporation), which owns 100% of Stanford Ranch, Inc. (a California
corporation); Arrowhead SAHP Corp. (a New Mexico corporation); Bear Run SAHP
Corp. (a Delaware close corporation); Chelsea SAHP Corp. (a Florida
corporation); Tierra Vista SAHP Corp. (a Florida corporation); Westwood SAHP
Corp. (a New Mexico corporation); Bryton SAHP Corp. (a Delaware close
corporation); Churchill SAHP, Inc. (a Delaware close corporation); Crossings
SAHP Corp. (a Delaware close corporation); Emerald SAHP Corp. (a Delaware close
corporation); Forest SAHP Corp. (a Delaware close corporation); Pleasant SAHP
Corp. (a Delaware close corporation); Westlake SAHP Corp. (a Delaware close
corporation); Williamsburg SAHP Corp. (a Delaware close corporation); Prairie
SAHP, Inc. (a Delaware close corporation); DIL/SAHP Corp. (a Delaware close
corporation); Charleston Bay SAHP, Corp. (a Delaware close corporation); SubGen
NT, Inc. (a Delaware corporation); and Willow SAHP Corp. (a Delaware close
corporation). In addition, SunAmerica Inc. owns 85% of AMSUN Realty Holdings (a
California corporation); 33% of New California Life Holdings, Inc. (a Delaware
corporation) which owns 100% of Aurora National Life Assurance Company (a
California corporation); and 40% of Falcon Financial, LLC (a Delaware limited
liability company).

SunAmerica Investments, Inc. owns 100% of SunAmerica Retirement Markets, Inc. (a
Maryland corporation); SunAmerica Advertising, Inc. (a Georgia corporation);
Accelerated Capital Corp. (a Florida corporation); SunAmerica Louisiana
Properties, Inc. (a California corporation); SunAmerica Real Estate and Office
Administration, Inc. (a Delaware corporation); SunAmerica Affordable Housing
Partners, Inc. (a California corporation); Hampden I & II Corp. (a California
corporation); Sunport Holdings, Inc. (a California corporation), which owns 100%
of Sunport Property Co. (a Florida corporation); SunAmerica Mortgages, Inc. (a
Delaware corporation); Sun Princeton II, Inc. (a California corporation), which
owns 100% of Sun Princeton I (a California corporation); Houston Warehouse Corp.
(a California corporation); SunAmerica Financial Network, Inc. (a Maryland
corporation); SunAmerica Insurance Company (Cayman), Ltd. (a Cayman Islands
corporation); Sun Mexico Holdings, Inc. (a Delaware corporation), which owns
100% of Sun Cancun I, Inc. (a Delaware corporation), Sun Cancun II, Inc. (a
Delaware corporation), Sun Ixtapa I, Inc. (a Delaware corporation) and Sun
Ixtapa II, Inc. (a Delaware corporation); Sun Hechs, Inc. (a California
corporation); SunAmerica Travel Services, Inc. (a California corporation); SAI
Investment Adviser, Inc. (a Delaware corporation); Sun GP Corp. (a California
close corporation); Sun CRC, Inc. (a California corporation); Sun-Dollar, Inc.
(a California close corporation); Sun-PLA Inc. (a California corporation);
Metrocorp, Inc., (a California corporation); and 70% of Home Systems Partners (a
California limited partnership), which owns 100% of Extraneous Holdings Corp. (a
Delaware corporation).

SunAmerica Financial Network, Inc. owns 100% of SunAmerica Securities, Inc., (a
Delaware corporation), which owns 50% of Anchor Insurance Services Inc. (a
Hawaii corporation); Financial Service Corporation (a Georgia corporation),
which owns 100% of FSC Corporation (a Georgia corporation), FSC Securities
Corporation ( a Delaware corporation), FSC Advisory Corporation (a Delaware
corporation), FSC Agency, Inc. (a Georgia corporation), and Specialized
Investments Division, Inc. (a Georgia corporation); The Financial Group, Inc. (a
Georgia corporation), which owns 100% of Keogler, Morgan & Co., Keogler
Investment Advisory, Inc. and Keogler, Morgan Investments, Inc., (all Georgia
corporations); Advantage Capital Corporation (a New York corporation); Glencourt
Investments Company (a California corporation), which owns 100% of Spelman &
Co., Inc. (a California corporation); and SSC Holding Company (a California
corporation), which owns 100% of Sentra Securities Corporation (a California
corporation).

SunAmerica Life Insurance Company owns 100% of First SunAmerica Life Insurance
Company (a New York corporation); SunAmerica National Life Insurance Company (an
Arizona corporation); CalAmerica Life Insurance Company (a California
corporation); Anchor National Life Insurance Company (an Arizona corporation);
UG Corporation (a Georgia corporation); Export Leasing FSC, Inc. (a U.S. Virgin
Islands corporation); SunAmerica Virginia Properties, Inc. (a California
corporation); and SAL Investment Group (a California corporation). In addition,
SunAmerica Life Insurance Company owns 85% of SunAmerica Realty Partners (a
California corporation) and 33% of New California Life Holdings, Inc. (a
Delaware corporation) which owns 100% of Aurora National Life Assurance Company
(a California corporation); and 88.75% of Sun 


<PAGE>   2

Quorum LLC (a Delaware limited liability company).

Anchor National Life Insurance Company owns 100% of Anchor Pathway Fund, Anchor
Series Trust, SunAmerica Series Trust and Seasons Series Trust (all
Massachusetts business trusts); Saamsun Holdings Corp. (a Delaware corporation),
which owns 100% of Sun Royal Holding Corporation (a California corporation),
which owns 100% of Royal Alliance Associates, Inc. (a Delaware corporation),
which owns 50% of Anchor Insurance Services, Inc. (a Hawaii corporation); Sam
Holdings Corporation, SunAmerica Asset Management Corp., SunAmerica Capital
Services, Inc., SunAmerica Fund Services, Inc., Capitol Life Mortgage Corp. (all
Delaware corporations); and ANF Property Holdings, Inc. (a California
corporation).

Imperial Premium Finance, Inc. (Delaware) owns 100% of Imperial Premium Finance,
Inc. (a California corporation); Imperial Premium Funding, Inc. (a Delaware
corporation); and SunAmerica Financial Resources, Inc. (a Delaware corporation).

Updated As of 10/19/98



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