<PAGE>
As filed with the Securities and Exchange Commission on December 20, 2000
Registration No. 333-80825
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 4 TO
FORM S-6
FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT
TRUSTS REGISTERED ON FORM N-8B-2
PACIFIC SELECT EXEC SEPARATE ACCOUNT OF
PACIFIC LIFE & ANNUITY COMPANY
(Exact Name of Registrant)
PACIFIC LIFE & ANNUITY COMPANY
(Name of Depositor)
700 Newport Center Drive
P.O. Box 9000
Newport Beach, California 92660
(Address of Depositor's Principal Executive Office)
(949)219-3743
(Depositor's Telephone Number, including Area Code)
Diane N. Ledger
Vice President
Pacific Life Insurance Company
700 Newport Center Drive
P.O. Box 9000
Newport Beach, California 92660
(Name and Address of Agent for Service of Process)
Copies to:
Jeffrey S. Puretz, Esq.
Dechert Price & Rhoads
1775 Eye Street, N.W.
Washington, D.C. 20006-2401
It is proposed that this filing will become effective on January 2, 2001
pursuant to paragraph (b) of Rule 485.
Title of securities being registered: interests in the Separate Account under
Pacific Select Exec II-NY Flexible Premium Variable Life Insurance Policies.
Filing fee: None
<PAGE>
Pacific Select Exec Separate Account of Pacific
Life & Annuity Company
CROSS-REFERENCE SHEET
Pursuant to Rule 404(c) of Regulation C under the Securities Act of 1933
(Form N-8B-2 Items required by Instruction as to the Prospectus in Form S-6)
<TABLE>
<CAPTION>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
<S> <C>
1. (a) Name of trust............................... Prospectus front cover
(b) Title of securities issued.................. Prospectus front cover
2. Name and address of each depositor............... Prospectus front cover; Back Cover
3. Name and address of trustee...................... N/A
4. Name and address of each principal underwriter... About PL&A
5. State of organization of trust................... Pacific Select Exec Separate
Account
6. Execution and termination of trust agreement..... Pacific Select Exec Separate
Account
7. Changes of name.................................. N/A
8. Fiscal year...................................... N/A
9. Material Litigation.............................. N/A
II. General Description of the Trust and Securities of the Trust
10. (a) Registered or bearer securities............. Pacific Select Exec II-NY basics; The death benefit
(b) Cumulative or distributive
</TABLE>
<PAGE>
<TABLE>
<S> <C>
securities................................ Pacific Select Exec II-NY basics; The death benefit
(c) Withdrawal or redemption......... Withdrawals, surrenders and loans
(d) Conversion, transfer, etc........ Withdrawals, surrenders and loans
(e) Periodic payment plan............ N/A
(f) Voting rights.................... Voting Rights
(g) Notice to security holders....... Reports we'll send you
(h) Consents required................ Voting Rights
(i) Other provisions................. N/A
11. Type of securities comprising
units................................. Pacific Select Exec II-NY basics
12. Certain information regarding
periodic payment plan certificates.... N/A
13. (a) Load, fees, expenses, etc......... Deductions from your premiums; Surrendering your policy
(b) Certain information regarding
periodic payment plan certificates.... N/A
(c) Certain percentages................... Deductions from your premiums; Surrendering your policy
(d) Difference in price................... N/A
(e) Certain other fees, etc............... Deductions from your premiums; Surrendering your policy
(f) Certain other profits or
benefits.............................. The death benefit; Your policy's accumulated value
(g) Ratio of annual charges to
income................................ N/A
14. Issuance of trust's securities........ Pacific Select Exec II-NY basics
</TABLE>
<PAGE>
<TABLE>
<S> <C>
15. Receipt and handling of payments
From purchasers..................... How premiums work
16. Acquisition and disposition of Your policy's accumulated
underlying securities............... value: Your investment
options
17. Withdrawal or redemption............ Withdrawals, surrenders
and loans
18. (a) Receipt, custody and disposition
of income....................... Your policy's accumulated
value
(b) Reinvestment of distributions... N/A
(c) Reserves or special funds....... N/A
(d) Schedule of distributions....... N/A
19. Records, accounts and reports....... Statements and
Reports
20. Certain miscellaneous provisions
of trust agreement:
(a) Amendment....................... N/A
(b) Termination..................... N/A
(c) and (d) Trustees, removal and
successor....................... N/A
(e) and (f) Depositors, removal
and successor................... N/A
21. Loans to security holders........... Withdrawals,
surrenders and loans
22. Limitations on liability............ N/A
23. Bonding arrangements................ N/A
24. Other material provisions of
trust agreement..................... N/A
</TABLE>
<PAGE>
<TABLE>
<S> <C>
III. Organizations, Personnel and Affiliated Persons of Depositor
25. Organization of depositor...................................................... About PL&A
26. Fees received by depositor..................................................... See Items 13(a) and 13(e)
27. Business of depositor.......................................................... About PL&A
28. Certain information as to officials and affiliated persons of depositor........ About PL&A
29. Voting securities of depositor................................................. N/A
30. Persons controlling depositor.................................................. N/A
31. Payments by depositor for certain services rendered to trust................... N/A
32. Payments by depositor for certain other services rendered to trust............. N/A
33. Remuneration of employees of depositor for certain services rendered to trust.. N/A
34. Remuneration of other persons for certain services rendered to trust........... N/A
IV. Distribution and Redemption of Securities
35. Distribution of trust's securities by states................................... N/A
36. Suspension of sales of trust's securities...................................... N/A
37. Revocation of authority to distribute.......................................... N/A
</TABLE>
<PAGE>
<TABLE>
<S> <C>
38. (a) Method of distribution.......................................... How policies are distributed
(b) Underwriting agreements......................................... How policies are distributed
(c) Selling agreements.............................................. How policies are distributed
39. (a) Organization of principal underwriters.......................... How policies are distributed
(b) N.A.S.D. membership of principal underwriters................... How policies are distributed
40. Certain fees received by principal underwriters...................... How policies are distributed
41. (a) Business of each principal underwriter.......................... How policies are distributed
(b) Branch offices of each principal underwriter.................... N/A
(c) Salesmen of each principal underwriter.......................... N/A
42. Ownership of trust's securities by certain persons................... N/A
43. Certain brokerage commissions received by principal underwriters..... N/A
44. (a) Method of valuation............................................. Your policy's accumulated value
(b) Schedule as to offering price................................... How premiums work
(c) Variation in offering price to certain persons.................. Monthly deductions
45. Suspension of redemption rights...................................... Timing of payments, forms, and requests
</TABLE>
<PAGE>
<TABLE>
<S> <C>
46. (a) Redemption valuation................................................... Withdrawals, surrenders and loans
(b) Schedule as to redemption price........................................ Withdrawals, surrenders and loans
47. Maintenance of position in underlying securities............................ Your investment options
V. Information Concerning the Trustee or Custodian
48. Organization and regulation of trustee...................................... N/A
49. Fees and expenses of trustees............................................... N/A
50. Trustee's lien.............................................................. N/A
VI. Information Concerning Insurance of Holders of Securities
51. Insurance of holders of trust's securities.................................. The death benefit
VII. Policy of Registrant
52. (a) Provisions of trust agreement with respect to selection
or elimination of under lying securities............................... How our accounts work
(b) Transactions involving elimination of underlying securities............ How our accounts work
(c) Policy regarding substitution or elimination of underlying securities.. How our accounts work
(d) Fundamental policy not otherwise covered............................... N/A
53. Tax status of trust......................................................... Variable life insurance and your taxes
VIII. Financial and Statistical Information
</TABLE>
<PAGE>
<TABLE>
<S> <C>
54. Trust's securities during last ten years.......... N/A
55. N/A
56. Certain information regarding periodic payment
plan certificates................................. N/A
57. N/A
58. N/A
59. Financial statements (Instruction 1(c) of
"Instructions as to the Prospectus" of Form S-6).. Financial Statements
</TABLE>
<PAGE>
PROSPECTUS
(Included in Post-Effective Amendment No. 1 to the Registrant's Registration
Statement on Form S-6, Accession No. 0001017062-00-000997, as filed on April 27,
2000, and incorporated by reference herein; and Form Type 497, Accession No.
0001017062-00-002096 as filed on October 2, 2000, and incorporated by reference
herein.)
<PAGE>
Supplement to Prospectus Dated May 1, 2000 for Pacific Select Exec II-NY
Flexible Premium Variable Insurance Policy (the "policy")
Issued by Pacific Life & Annuity Company
This supplement changes the prospectus to reflect the
following and restates information contained in a
supplement dated October 2, 2000:
---------------------------------------------------------
Eleven new variable The following new investment options are added to the
investment options chart on page 1 of the prospectus:
are available
.Blue Chip .Strategic Value
.Aggressive Growth .Focused 30
.Financial Services.Capital Opportunities
.Health Sciences .Mid-Cap Growth
.Technology .Global Growth
.Telecommunications
---------------------------------------------------------
The International
Value Portfolio has Effective January 1, 2001 Lazard Asset Management is
a new portfolio the portfolio manager of the International Value
manager portfolio.
---------------------------------------------------------
A portfolio manager Mercury Asset Management US has changed its name to
has changed its Mercury Advisors.
name
Supplement dated January 2, 2001
<PAGE>
---------------------------------------------------------
An overview of Other expenses
Pacific Select Exec
II-NY: Fees and The table also shows the advisory fee and fund expenses
expenses paid by as an annual percentage of each portfolio's average
the Pacific Select daily net assets for the year 2000, adjusted to reflect
Fund: Other reduced custody fees. To help limit fund expenses,
expenses is effective July 1, 2000 Pacific Life contractually
replaced agreed to waive all or part of its investment advisory
fees or otherwise reimburse each portfolio for
operating expenses (including organizational expenses,
but not including advisory fees, additional costs
associated with foreign investing and extraordinary
expenses) that exceed an annual rate of 0.10% of its
average daily net assets. Such waiver or reimbursement
is subject to repayment to Pacific Life to the extent
such expenses fall below the 0.10% expense cap. For
each portfolio, Pacific Life's right to repayment is
limited to amounts waived and/or reimbursed that exceed
the new 0.10% expense cap and, except for portfolios
that started on or after October 2, 2000, that do not
exceed the previously established 0.25% expense cap.
Any amounts repaid to Pacific Life will have the effect
of increasing such expenses of the portfolio, but not
above the 0.10% expense cap. There is no guarantee that
Pacific Life will continue to cap expenses after
December 31, 2001. In 2000, Pacific Life reimbursed
approximately $19,662 to the I-Net Tollkeeper
Portfolio, $12,631 to the Strategic Value Portfolio,
$4,849 to the Focused 30 Portfolio and $15,042 to the
Small-Cap Index Portfolio.
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------
Less
Advisory Other 12b-1 Total adviser's Total net
Portfolio fee expenses amounts+ expenses+ reimbursement expenses
--------------------------------------------------------------------------------------------
As an annual % of average daily net assets
<S> <C> <C> <C> <C> <C> <C>
Blue Chip/1/ 0.95 0.06 -- 1.01 -- 1.01
Aggressive Growth/1/ 1.00 0.06 -- 1.06 -- 1.06
Aggressive Equity/2/ 0.80 0.04 0.02 0.86 -- 0.86
Emerging Markets/2/ 1.10 0.20 -- 1.30 -- 1.30
Diversified Research/2/ 0.90 0.08 0.01 0.99 -- 0.99
Small-Cap Equity/2/ 0.65 0.05 -- 0.70 -- 0.70
International Large-Cap/2/ 1.05 0.13 -- 1.18 -- 1.18
Equity 0.65 0.04 -- 0.69 -- 0.69
I-Net Tollkeeper/2/ 1.50 0.13 -- 1.63 (0.02) 1.61
Financial Services/1/ 1.10 0.15 -- 1.25 (0.05) 1.20
Health Sciences/1/ 1.10 0.11 -- 1.21 (0.01) 1.20
Technology/1/ 1.10 0.08 -- 1.18 -- 1.18
Telecommunications/1/ 1.10 0.08 -- 1.18 -- 1.18
Multi-Strategy 0.65 0.04 -- 0.69 -- 0.69
Equity Income/2/ 0.65 0.04 0.01 0.70 -- 0.70
Strategic Value 0.95 0.51 -- 1.46 (0.41) 1.05
Growth LT 0.75 0.04 -- 0.79 -- 0.79
Focused 30 0.95 0.43 -- 1.38 (0.33) 1.05
Mid-Cap Value/2/ 0.85 0.04 0.12 1.01 -- 1.01
International Value 0.85 0.11 -- 0.96 -- 0.96
Capital Opportunities/1/ 0.80 0.06 -- 0.86 -- 0.86
Mid-Cap Growth/1/ 0.90 0.06 -- 0.96 -- 0.96
Global Growth/1/ 1.10 0.19 -- 1.29 -- 1.29
Equity Index 0.25 0.04 -- 0.29 -- 0.29
Small-Cap Index/2/ 0.50 0.13 -- 0.63 (0.02) 0.61
REIT 1.10 0.05 -- 1.15 -- 1.15
Government Securities/2/ 0.60 0.05 -- 0.65 -- 0.65
Managed Bond/2/ 0.60 0.05 -- 0.65 -- 0.65
Money Market 0.34 0.04 -- 0.38 -- 0.38
High Yield Bond 0.60 0.04 -- 0.64 -- 0.64
Large-Cap Value/2/ 0.85 0.05 0.06 0.96 -- 0.96
--------------------------------------------------------------------------------------------
</TABLE>
/1/ Expenses are estimated. There were no actual
advisory fees or expenses for these portfolios in
2000 because the portfolios started after December
31, 2000.
/2/ Total adjusted net expenses for these portfolios,
after deduction of an offset for custodian credits
and the 12b-1 recapture were: 0.84% for Aggressive
Equity Portfolio, 1.29% for Emerging Markets
Portfolio, 0.98% for Diversified Research
Portfolio, 0.69% for Small-Cap Equity Portfolio,
1.17% for International Large-Cap Portfolio, 1.60%
for I-Net Tollkeeper Portfolio, 0.69% for Equity
Income Portfolio, 0.89% for Mid-Cap Value
Portfolio, 0.60% for Small-Cap Index Portfolio,
0.62% for Government Securities Portfolio, 0.64%
for Managed Bond Portfolio, and 0.90% for Large-Cap
Value Portfolio.
+ The fund has a brokerage enhancement 12b-1 plan,
under which brokerage transactions, subject to best
price and execution, may be placed with certain
broker-dealers in return for credits, cash or other
compensation ("recaptured commissions"). While a
portfolio pays the cost of brokerage when it buys
or sells a portfolio security, there are no fees or
charges to the fund under the plan. Recaptured
commissions may be used to promote and market fund
shares. Since the distributor may defray expenses
for distribution that it might otherwise incur, the
SEC staff requires that the amount of recaptured
commissions be shown as an expense in the chart
above.
2
<PAGE>
---------------------------------------------------------
Your investment The chart in Your investment options: Variable
options is amended investment options is amended to add the following:
<TABLE>
<CAPTION>
THE PORTFOLIO'S THE PORTFOLIO'S PORTFOLIO
PORTFOLIO INVESTMENT GOAL MAIN INVESTMENTS MANAGER
<S> <C> <C> <C>
Blue Chip Long-term growth of Equity securities of "blue chip" A I M
capital. Current companies--typically large companies
income is of that are well established in their
secondary importance. respective industries.
Aggressive Growth Long-term growth of Equity securities of small- and A I M
capital. medium-sized growth companies.
Financial Services Long-term growth of Equity securities in the financial INVESCO
capital. services sector. Such companies
include banks, insurance companies,
brokerage firms and other finance-
related firms.
Health Sciences Long-term growth of Equity securities in the health INVESCO
capital. sciences sector. Such companies
include medical equipment or
supplies, pharmaceuticals, health
care facilities and other health
sciences-related firms.
Technology Long-term growth of Equity securities in the technology INVESCO
capital. sector. Such companies include
biotechnology, communications,
computers, electronics, Internet
telecommunications, networking,
robotics, video and other
technology-related firms.
Telecommunications High total return. Equity securities in the INVESCO
telecommunications sector. Such as
companies that offer telephone
service, wireless communications,
satellite communications, television
and movie programming, broadcasting
and Internet access.
Strategic Value Long-term growth of Equity securities with the potential Janus Capital
capital. for long-term growth of capital. Corporation
Focused 30 Long-term growth of Equity securities selected for their Janus Capital
capital. growth potential. Corporation
Capital Long-term growth of Equity securities with the potential MFS
Opportunities capital. for long-term growth of capital.
Mid-Cap Growth Long-term growth of Equity securities of medium-sized MFS
capital. companies believed to have above-
average growth potential.
Global Growth Capital appreciation. Equity securities of any size MFS
located within and outside of the
U.S.
</TABLE>
3
<PAGE>
---------------------------------------------------------
Telephone You may enroll in or give instructions regarding the
transactions is dollar cost averaging or portfolio rebalancing program
changed to by telephone if we have your completed telephone
Telephone and authorization on file.
electronic
transactions In early 2001, certain registered representatives will
be able to give us instructions electronically if
We expect to make authorized by you. You may appoint your registered
the electronic representative to give us instructions on your behalf
transaction feature by completing and filing an updated telephone and
available in early electronic authorization with us.
2001. Please ask
your registered Transactions made electronically will be subject to the
representative for same procedures, restrictions and risks as those made
more information. by telephone. Sometimes your electronic transactions
will not be able to reach us. For example, our website
may be busy because of unusual market activity or a
significant economic or market change, or telephone
lines or the Internet are out of service due to severe
weather conditions or other emergencies.
---------------------------------------------------------
Rider availability Effective January 2, 2001, the following riders are
available:
.Accidental death rider
.Children's term rider
.Annual renewable and convertible term rider
.Guaranteed insurability rider
.Waiver of charges rider
.Disability benefit rider
Some riders may only be added when you apply for your
policy. Ask your registered representative for more
information about the riders.
---------------------------------------------------------
Illustrations is
changed The 7th and 8th bullet points under Assumptions are
replaced:
. Illustrations 1 through 12 assume total annual
advisory fees and expenses of 0.92% of total average
daily net assets of the fund. This reflects average
advisory fees of 0.85% and average expenses of 0.07%
based upon fees and expenses of portfolios available
as investment options under the policy.
. Illustrations 13 and 14 assume total annual advisory
fees and expenses of 0.73% of total average daily net
assets of the fund. This reflects weighted average
advisory fees of 0.68% and weighted average expenses
of 0.05% based upon fees and expenses of portfolios
available as investment options under the policy.
The 2nd bullet point under Things to keep in mind is
replaced:
. after we've deducted the charges and fund expenses
described in the assumptions above, the illustrated
gross annual investment rates of return of 0%, 6% and
12% correspond to approximate net annual rates of
return of -0.92%, 5.02%, and 10.97% for illustrations
1 through 12 and -0.73%, 5.23%, and 11.18% for
illustrations 13 and 14.
Illustrations 1 through 14 are replaced with pages 5
through 18 of this supplement.
4
<PAGE>
---------------------------------------------------------
Illustration 1
Death benefit Option A and guideline premium test at
current cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:A
GUIDELINE PREMIUM TEST
FACE AMOUNT:$451,948
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if ------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $451,948 $451,948 $451,948
2 $21,525 $451,948 $451,948 $451,948
This illustration assumes no policy loans or 3 $33,101 $451,948 $451,948 $451,948
partial withdrawals have been made. 4 $45,256 $451,948 $451,948 $451,948
5 $58,019 $451,948 $451,948 $451,948
The death benefits, accumulated values 6 $71,420 $451,948 $451,948 $451,948
and cash surrender values will differ if 7 $85,491 $451,948 $451,948 $451,948
premiums are paid in different amounts or 8 $100,266 $451,948 $451,948 $451,948
frequencies. 9 $115,779 $451,948 $451,948 $451,948
10 $132,068 $451,948 $451,948 $451,948
The hypothetical investment rates shown 15 $226,575 $451,948 $451,948 $451,948
above and elsewhere in this prospectus 20 $347,192 $451,948 $451,948 $626,954
are illustrative only and should not be 25 $501,134 $451,948 $451,948 $1,064,905
interpreted as a representation of past or 30 $697,607 $451,948 $547,447 $1,702,443
future investment results. Actual rates of 35 $948,362 $451,948 $736,334 $2,853,858
return may be more or less than those ------------------------------------------------------------------
shown and will depend on a number of End of year End of year
factors, including the investment ACCUMULATED VALUE NET CASH SURRENDER VALUE
allocations made to variable accounts by End of assuming hypothetical gross assuming hypothetical gross
the owner and the experience of the policy annual investment return of annual investment return of
accounts. No representation can be made year 0% 6% 12% 0% 6% 12%
by us, the separate account or the fund ------------------------------------------------------------------
that these hypothetical rates of return can 1 $6,938 $7,418 $7,900 $1,222 $1,703 $2,184
be achieved for any one year or sustained 2 $13,690 $15,081 $16,531 $7,975 $9,365 $10,816
over any period of time. 3 $20,340 $23,083 $26,062 $14,625 $17,367 $20,346
4 $26,885 $31,451 $36,606 $21,170 $25,735 $30,890
This is an illustration only. An illustration 5 $33,340 $40,208 $48,276 $27,624 $34,493 $42,561
is not intended to predict actual performance. 6 $39,704 $49,376 $61,197 $34,678 $44,350 $56,171
Interest rates, dividends, and values set 7 $45,979 $58,975 $75,508 $42,210 $55,205 $71,739
forth in the illustration are not guaranteed. 8 $52,166 $69,027 $91,364 $49,654 $66,514 $88,851
9 $58,266 $79,558 $108,937 $57,010 $78,301 $107,680
10 $64,280 $90,591 $128,418 $64,280 $90,591 $128,418
15 $97,720 $160,393 $271,204 $97,720 $160,393 $271,204
20 $127,672 $249,276 $513,897 $127,672 $249,276 $513,897
25 $151,416 $363,088 $918,021 $151,416 $363,088 $918,021
30 $166,509 $511,632 $1,591,068 $166,509 $511,632 $1,591,068
35 $170,089 $701,270 $2,717,960 $170,089 $701,270 $2,717,960
------------------------------------------------------------------
5
</TABLE>
<PAGE>
---------------------------------------------------------
Illustration 2
Death benefit Option A and guideline premium test at
guaranteed cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:A
GUIDELINE PREMIUM TEST
FACE AMOUNT:$451,948
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
---------------------------------------------------------------------
Flexible premium variable universal life Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if ---------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $451,948 $451,948 $451,948
2 $21,525 $451,948 $451,948 $451,948
This illustration assumes no policy loans or 3 $33,101 $451,948 $451,948 $451,948
partial withdrawals have been made. 4 $45,256 $451,948 $451,948 $451,948
5 $58,019 $451,948 $451,948 $451,948
*Additional payment will be required to 6 $71,420 $451,948 $451,948 $451,948
prevent policy termination. 7 $85,491 $451,948 $451,948 $451,948
8 $100,266 $451,948 $451,948 $451,948
The death benefits, accumulated values and 9 $115,779 $451,948 $451,948 $451,948
cash surrender values will differ if premiums 10 $132,068 $451,948 $451,948 $451,948
are paid in different amounts or frequencies. 15 $226,575 $451,948 $451,948 $451,948
20 $347,192 $451,948 $451,948 $550,648
The hypothetical investment rates shown above 25 $501,134 $451,948 $451,948 $927,266
and elsewhere in this prospectus are 30 $697,607 $451,948 $451,948 $1,466,060
illustrative only and should not be 35 $948,362 $0* $493,667 $2,434,638
interpreted as a representation of past or --------------------------------------------------------------------
future investment results. Actual rates of End of year End of year
return may be more or less than those shown ACCUMULATED VALUE NET CASH SURRENDER VALUE
and will depend on a number of factors, End of assuming hypothetical gross assuming hypothetical gross
including the investment allocations made to policy annual investment return of annual investment return of
variable accounts by the owner and the year 0% 6% 12% 0% 6% 12%
experience of the accounts. No representation ---------------------------------------------------------------------
can be made by us, the separate account or 1 $6,938 $7,418 $7,900 $1,222 $1,703 $2,184
the fund that these hypothetical rates of 2 $13,690 $15,081 $16,531 $7,975 $9,365 $10,816
return can be achieved for any one year or 3 $20,340 $23,083 $26,062 $14,625 $17,367 $20,346
sustained over any period of time. 4 $26,885 $31,451 $36,606 $21,170 $25,735 $30,890
5 $33,340 $40,208 $48,276 $27,624 $34,493 $42,561
This is an illustration only. An illustration 6 $38,548 $48,207 $60,021 $33,522 $43,181 $54,995
is not intended to predict actual performance. 7 $43,485 $56,393 $72,857 $39,716 $52,624 $69,088
Interest rates, dividends, and values set 8 $48,131 $64,760 $86,897 $45,618 $62,247 $84,384
forth in the illustration are not guaranteed. 9 $52,456 $73,293 $102,265 $51,200 $72,037 $101,009
10 $56,429 $81,977 $119,102 $56,429 $81,977 $119,102
15 $74,916 $133,670 $240,942 $74,916 $133,670 $240,942
20 $80,836 $192,446 $451,351 $80,836 $192,446 $451,351
25 $65,221 $260,065 $799,367 $65,221 $260,065 $799,367
30 $8,725 $344,596 $1,370,149 $8,725 $344,596 $1,370,149
35 $0* $470,159 $2,318,703 $0* $470,159 $2,318,703
---------------------------------------------------------------------
</TABLE>
6
<PAGE>
---------------------------------------------------------
Illustration 3
Death benefit Option B and guideline premium test at
current cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:B
GUIDELINE PREMIUM TEST
FACE AMOUNT:$181,829
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if ------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $190,060 $190,581 $191,103
2 $21,525 $198,115 $199,664 $201,275
This illustration assumes no policy loans 3 $33,101 $206,031 $209,135 $212,492
or partial withdrawals have been made. 4 $45,256 $213,832 $219,032 $224,882
5 $58,019 $221,521 $229,377 $238,567
The death benefits, accumulated values 6 $71,420 $229,097 $240,188 $253,685
and cash surrender values will differ if 7 $85,491 $236,563 $251,487 $270,387
premiums are paid in different amounts or 8 $100,266 $243,919 $263,296 $288,840
frequencies. 9 $115,779 $251,166 $275,640 $309,228
10 $132,068 $258,305 $288,541 $331,757
The hypothetical investment rates shown 15 $226,575 $295,211 $366,402 $491,424
above and elsewhere in this prospectus are 20 $347,192 $328,931 $464,031 $757,614
illustrative only and should not be 25 $501,134 $357,727 $584,666 $1,200,083
interpreted as a representation of past or 30 $697,607 $379,802 $732,280 $1,935,793
future investment results. Actual rates of 35 $948,362 $393,284 $911,800 $3,161,080
return may be more or less than those ------------------------------------------------------------------
shown and will depend on a number of End of year End of year
factors, including the investment ACCUMULATED VALUE NET CASH SURRENDER VALUE
allocations made to variable accounts by End of assuming hypothetical gross assuming hypothetical gross
the owner and the experience of the policy annual investment return of annual investment return of
accounts. No representation can be made year 0% 6% 12% 0% 6% 12%
by us, the separate account or the fund ------------------------------------------------------------------
that these hypothetical rates of return 1 $8,231 $8,752 $9,274 $5,931 $6,453 $6,974
can be achieved for any one year or 2 $16,286 $17,835 $19,446 $13,987 $15,535 $17,147
sustained over any period of time. 3 $24,202 $27,306 $30,663 $21,903 $25,006 $28,364
4 $32,003 $37,203 $43,053 $29,704 $34,904 $40,753
This is an illustration only. An illustration 5 $39,692 $47,548 $56,738 $37,392 $45,248 $54,439
is not intended to predict actual performance. 6 $47,268 $58,359 $71,856 $45,246 $56,337 $69,834
Interest rates, dividends, and values set forth 7 $54,734 $69,658 $88,558 $53,218 $68,141 $87,042
in the illustration are not guaranteed. 8 $62,090 $81,467 $107,011 $61,079 $80,456 $106,000
9 $69,337 $93,811 $127,399 $68,832 $93,305 $126,894
10 $76,476 $106,712 $149,928 $76,476 $106,712 $149,928
15 $113,382 $184,573 $309,595 $113,382 $184,573 $309,595
20 $147,102 $282,202 $575,785 $147,102 $282,202 $575,785
25 $175,898 $402,837 $1,018,254 $175,898 $402,837 $1,018,254
30 $197,973 $550,451 $1,753,964 $197,973 $550,451 $1,753,964
35 $211,455 $729,971 $2,979,251 $211,455 $729,971 $2,979,251
------------------------------------------------------------------
7
</TABLE>
<PAGE>
---------------------------------------------------------
Illustration 4
Death benefit Option B and guideline premium test at
guaranteed cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:B
GUIDELINE PREMIUM TEST
FACE AMOUNT:$181,829
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if ------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $190,060 $190,581 $191,103
2 $21,525 $198,115 $199,664 $201,275
This illustration assumes no policy loans or 3 $33,101 $206,031 $209,135 $212,492
partial withdrawals have been made. 4 $45,256 $213,832 $219,032 $224,882
5 $58,019 $221,521 $229,377 $238,567
The death benefits, accumulated values and 6 $71,420 $228,587 $239,661 $253,143
cash surrender values will differ if premiums 7 $85,491 $235,457 $250,314 $269,147
are paid in different amounts or frequencies. 8 $100,266 $242,121 $261,340 $286,717
9 $115,779 $248,563 $272,739 $306,002
The hypothetical investment rates shown above 10 $132,068 $254,770 $284,510 $327,163
and elsewhere in this prospectus are 15 $226,575 $284,663 $353,040 $474,310
illustrative only and should not be 20 $347,192 $306,982 $433,334 $713,234
interpreted as a representation of past or 25 $501,134 $318,087 $524,023 $1,100,991
future investment results. Actual rates of 30 $697,607 $312,446 $621,108 $1,731,025
return may be more or less than those shown 35 $948,362 $279,717 $713,554 $2,753,738
and will depend on a number of factors, ------------------------------------------------------------------
including the investment allocations made to End of year End of year
variable accounts by the owner and the ACCUMULATED VALUE NET CASH SURRENDER VALUE
experience of the accounts. No representation End of assuming hypothetical gross assuming hypothetical gross
can be made by us, the separate account or the policy annual investment return of annual investment return of
fund that these hypothetical rates of return year 0% 6% 12% 0% 6% 12%
can be achieved for any one year or sustained ------------------------------------------------------------------
over any period of time. 1 $8,231 $8,752 $9,274 $5,931 $6,453 $6,974
2 $16,286 $17,835 $19,446 $13,987 $15,535 $17,147
This is an illustration only. An illustration 3 $24,202 $27,306 $30,663 $21,903 $25,006 $28,364
is not intended to predict actual performance. 4 $32,003 $37,203 $43,053 $29,704 $34,904 $40,753
Interest rates, dividends, and values set 5 $39,692 $47,548 $56,738 $37,392 $45,248 $54,439
forth in the illustration are not guaranteed. 6 $46,758 $57,832 $71,314 $44,736 $55,810 $69,292
7 $53,628 $68,485 $87,318 $52,112 $66,969 $85,801
8 $60,292 $79,511 $104,888 $59,281 $78,500 $103,877
9 $66,734 $90,910 $124,173 $66,229 $90,405 $123,667
10 $72,941 $102,681 $145,334 $72,941 $102,681 $145,334
15 $102,834 $171,211 $292,481 $102,834 $171,211 $292,481
20 $125,153 $251,505 $531,405 $125,153 $251,505 $531,405
25 $136,258 $342,194 $919,162 $136,258 $342,194 $919,162
30 $130,617 $439,279 $1,549,196 $130,617 $439,279 $1,549,196
35 $97,888 $531,725 $2,571,909 $97,888 $531,725 $2,571,909
------------------------------------------------------------------
</TABLE>
8
<PAGE>
---------------------------------------------------------
Illustration 5
Death benefit Option C and guideline premium test at
current cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:C
GUIDELINE PREMIUM TEST
FACE AMOUNT:$451,948
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
--------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if --------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $461,948 $461,948 $461,948
2 $21,525 $471,948 $471,948 $471,948
This illustration assumes no policy loans 3 $33,101 $481,948 $481,948 $481,948
or partial withdrawals have been made. 4 $45,256 $491,948 $491,948 $491,948
5 $58,019 $501,948 $501,948 $501,948
The death benefits, accumulated values and 6 $71,420 $511,948 $511,948 $511,948
cash surrender values will differ if 7 $85,491 $521,948 $521,948 $521,948
premiums are paid in different amounts or 8 $100,266 $531,948 $531,948 $531,948
frequencies. 9 $115,779 $541,948 $541,948 $541,948
10 $132,068 $551,948 $551,948 $551,948
The hypothetical investment rates shown 15 $226,575 $601,948 $601,948 $601,948
above and elsewhere in this prospectus are 20 $347,192 $651,948 $651,948 $651,948
illustrative only and should not be 25 $501,134 $701,948 $701,948 $1,022,908
interpreted as a representation of past or 30 $697,607 $751,948 $751,948 $1,637,962
future investment results. Actual rates of 35 $948,362 $801,948 $801,948 $2,748,276
return may be more or less than those shown --------------------------------------------------------------------
and will depend on a number of factors, End of year End of year
including the investment allocations made ACCUMULATED VALUE NET CASH SURRENDER VALUE
to variable accounts by the owner and the End of assuming hypothetical gross assuming hypothetical gross
experience of the accounts. No representation policy annual investment return of annual investment return of
can be made by us, the separate account or year 0% 6% 12% 0% 6% 12%
the fund that these hypothetical rates of --------------------------------------------------------------------
return can be achieved for any one year or 1 $6,904 $7,383 $7,864 $1,189 $1,668 $2,148
sustained over any period of time. 2 $13,585 $14,970 $16,415 $7,869 $9,255 $10,700
3 $20,127 $22,854 $25,816 $14,412 $17,139 $20,101
This is an illustration only. An illustration 4 $26,526 $31,057 $36,176 $20,810 $25,342 $30,460
is not intended to predict actual performance. 5 $32,794 $39,600 $47,597 $27,078 $33,884 $41,881
Interest rates, dividends, and values set 6 $38,931 $48,497 $60,196 $33,905 $43,471 $55,170
forth in the illustration are not guaranteed. 7 $44,936 $57,765 $74,103 $41,167 $53,996 $70,333
8 $50,810 $67,423 $89,460 $48,297 $64,910 $86,947
9 $56,550 $77,489 $106,428 $55,294 $76,233 $105,172
10 $62,158 $87,983 $125,185 $62,158 $87,983 $125,185
15 $92,746 $153,652 $261,816 $92,746 $153,652 $261,816
20 $117,273 $234,107 $492,379 $117,273 $234,107 $492,379
25 $129,561 $329,674 $881,817 $129,561 $329,674 $881,817
30 $121,219 $442,855 $1,530,806 $121,219 $442,855 $1,530,806
35 $79,367 $581,056 $2,617,405 $79,367 $581,056 $2,617,405
--------------------------------------------------------------------
9
</TABLE>
9
<PAGE>
---------------------------------------------------------
Illustration 6
Death benefit Option C and guideline premium test at
guaranteed cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:C
GUIDELINE PREMIUM TEST
FACE AMOUNT:$451,948
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
-----------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if -----------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $461,948 $461,948 $461,948
2 $21,525 $471,948 $471,948 $471,948
This illustration assumes no policy loans 3 $33,101 $481,948 $481,948 $481,948
or partial withdrawals have been made. 4 $45,256 $491,948 $491,948 $491,948
5 $58,019 $501,948 $501,948 $501,948
*Additional payment will be required to 6 $71,420 $511,948 $511,948 $511,948
prevent policy termination. 7 $85,491 $521,948 $521,948 $521,948
8 $100,266 $531,948 $531,948 $531,948
The death benefits, accumulated values and 9 $115,779 $541,948 $541,948 $541,948
cash surrender values will differ if premiums 10 $132,068 $551,948 $551,948 $551,948
are paid in different amounts or frequencies. 15 $226,575 $601,948 $601,948 $601,948
20 $347,192 $651,948 $651,948 $651,948
The hypothetical investment rates shown above 25 $501,134 $0* $701,948 $797,765
and elsewhere in this prospectus are 30 $697,607 $0* $751,948 $1,270,629
illustrative only and should not be 35 $948,362 $0* $0* $2,118,843
interpreted as a representation of past or -----------------------------------------------------------------------
future investment results. Actual rates of End of year End of year
return may be more or less than those shown ACCUMULATED VALUE NET CASH SURRENDER VALUE
and will depend on a number of factors, End of assuming hypothetical gross assuming hypothetical gross
including the investment allocations made to policy annual investment return of annual investment return of
variable accounts by the owner and the year 0% 6% 12% 0% 6% 12%
experience of the accounts. No representation -----------------------------------------------------------------------
can be made by us, the separate account or 1 $6,904 $7,383 $7,864 $1,189 $1,668 $2,148
the fund that these hypothetical rates of 2 $13,585 $14,970 $16,415 $7,869 $9,255 $10,700
return can be achieved for any one year or 3 $20,127 $22,854 $25,816 $14,412 $17,139 $20,101
sustained over any period of time. 4 $26,526 $31,057 $36,176 $20,810 $25,342 $30,460
5 $32,794 $39,600 $47,597 $27,078 $33,884 $41,881
This is an illustration only. An illustration 6 $37,604 $47,151 $58,838 $32,578 $42,125 $53,812
is not intended to predict actual performance. 7 $42,037 $54,754 $70,997 $38,268 $50,985 $67,228
Interest rates, dividends, and values set 8 $46,054 $62,375 $84,147 $43,541 $59,862 $81,635
forth in the illustration are not guaranteed. 9 $49,604 $69,967 $98,365 $48,348 $68,710 $97,108
10 $52,631 $77,476 $113,731 $52,631 $77,476 $113,731
15 $62,703 $118,009 $220,440 $62,703 $118,009 $220,440
20 $49,819 $149,602 $391,779 $49,819 $149,602 $391,779
25 $0* $152,857 $687,729 $0* $152,857 $687,729
30 $0* $81,694 $1,187,504 $0* $81,694 $1,187,504
35 $0* $0* $2,017,945 $0* $0* $2,017,945
-----------------------------------------------------------------------
</TABLE>
10
<PAGE>
---------------------------------------------------------
Illustration 7
Death benefit Option A and cash value accumulation test
at current cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:A
CASH VALUE ACCUMULATION TEST
FACE AMOUNT:$451,948
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
-------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if -------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $451,948 $451,948 $451,948
2 $21,525 $451,948 $451,948 $451,948
This illustration assumes no policy loans 3 $33,101 $451,948 $451,948 $451,948
or partial withdrawals have been made. 4 $45,256 $451,948 $451,948 $451,948
5 $58,019 $451,948 $451,948 $451,948
The death benefits, accumulated values and 6 $71,420 $451,948 $451,948 $451,948
cash surrender values will differ if 7 $85,491 $451,948 $451,948 $451,948
premiums are paid in different amounts or 8 $100,266 $451,948 $451,948 $451,948
frequencies. 9 $115,779 $451,948 $451,948 $451,948
10 $132,068 $451,948 $451,948 $451,948
The hypothetical investment rates shown 15 $226,575 $451,948 $451,948 $550,292
above and elsewhere in this prospectus 20 $347,192 $451,948 $451,948 $905,129
are illustrative only and should not be 25 $501,134 $451,948 $576,743 $1,414,270
interpreted as a representation of past 30 $697,607 $451,948 $715,640 $2,157,108
or future investment results. Actual 35 $948,362 $451,948 $873,384 $3,273,990
rates of return may be more or less than -------------------------------------------------------------------
those shown and will depend on a number End of year End of year
of factors, including the investment ACCUMULATED VALUE NET CASH SURRENDER VALUE
allocations made to variable accounts by End of assuming hypothetical gross assuming hypothetical gross
the owner and the experience of the policy annual investment return of annual investment return of
accounts. No representation can be made year 0% 6% 12% 0% 6% 12%
by us, the separate account or the fund -------------------------------------------------------------------
that these hypothetical rates of return 1 $6,938 $7,418 $7,900 $1,222 $1,703 $2,184
can be achieved for any one year or 2 $13,690 $15,081 $16,531 $7,975 $9,365 $10,816
sustained over any period of time. 3 $20,340 $23,083 $26,062 $14,625 $17,367 $20,346
4 $26,885 $31,451 $36,606 $21,170 $25,735 $30,890
This is an illustration only. An illustration 5 $33,340 $40,208 $48,276 $27,624 $34,493 $42,561
is not intended to predict actual performance. 6 $39,704 $49,376 $61,197 $34,678 $44,350 $56,171
Interest rates, dividends, and values set 7 $45,979 $58,975 $75,508 $42,210 $55,205 $71,739
forth in the illustration are not guaranteed. 8 $52,166 $69,027 $91,364 $49,654 $66,514 $88,851
9 $58,266 $79,558 $108,937 $57,010 $78,301 $107,680
10 $64,280 $90,591 $128,419 $64,280 $90,591 $128,419
15 $97,720 $160,393 $270,771 $97,720 $160,393 $270,771
20 $127,672 $249,276 $504,677 $127,672 $249,276 $504,677
25 $151,416 $359,520 $881,601 $151,416 $359,520 $881,601
30 $166,510 $492,077 $1,483,235 $166,510 $492,077 $1,483,235
35 $170,089 $650,462 $2,438,340 $170,089 $650,462 $2,438,340
-------------------------------------------------------------------
11
</TABLE>
<PAGE>
---------------------------------------------------------
Illustration 8
Death benefit Option A and cash value accumulation test
at guaranteed cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:A
CASH VALUE ACCUMULATION TEST
FACE AMOUNT:$451,948
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
--------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if --------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $451,948 $451,948 $451,948
2 $21,525 $451,948 $451,948 $451,948
This illustration assumes no policy loans 3 $33,101 $451,948 $451,948 $451,948
or partial withdrawals have been made. 4 $45,256 $451,948 $451,948 $451,948
5 $58,019 $451,948 $451,948 $451,948
*Additional payment will be required to 6 $71,420 $451,948 $451,948 $451,948
prevent policy termination. 7 $85,491 $451,948 $451,948 $451,948
8 $100,266 $451,948 $451,948 $451,948
The death benefits, accumulated values and 9 $115,779 $451,948 $451,948 $451,948
cash surrender values will differ if premiums 10 $132,068 $451,948 $451,948 $451,948
are paid in different amounts or frequencies. 15 $226,575 $451,948 $451,948 $489,198
20 $347,192 $451,948 $451,948 $772,636
The hypothetical investment rates shown above 25 $501,134 $451,948 $451,948 $1,140,818
and elsewhere in this prospectus are 30 $697,607 $451,948 $495,096 $1,618,250
illustrative only and should not be 35 $948,362 $0* $565,479 $2,231,585
interpreted as a representation of past or --------------------------------------------------------------------
future investment results. Actual rates of End of year End of year
return may be more or less than those shown ACCUMULATED VALUE NET CASH SURRENDER VALUE
and will depend on a number of factors, End of assuming hypothetical gross assuming hypothetical gross
including the investment allocations made to policy annual investment return of annual investment return of
variable accounts by the owner and the year 0% 6% 12% 0% 6% 12%
experience of the accounts. No representation --------------------------------------------------------------------
can be made by us, the separate account or the 1 $6,938 $7,418 $7,900 $1,222 $1,703 $2,184
fund that these hypothetical rates of return 2 $13,690 $15,081 $16,531 $7,975 $9,365 $10,816
can be achieved for any one year or sustained 3 $20,340 $23,083 $26,062 $14,625 $17,367 $20,346
over any period of time. 4 $26,885 $31,451 $36,606 $21,170 $25,735 $30,890
5 $33,340 $40,208 $48,276 $27,624 $34,493 $42,561
This is an illustration only. An illustration 6 $38,548 $48,207 $60,021 $33,522 $43,181 $54,995
is not intended to predict actual performance. 7 $43,486 $56,393 $72,857 $39,716 $52,624 $69,088
Interest rates, dividends, and values set forth 8 $48,131 $64,760 $86,897 $45,618 $62,247 $84,384
in the illustration are not guaranteed. 9 $52,456 $73,293 $102,265 $51,200 $72,037 $101,009
10 $56,430 $81,977 $119,102 $56,430 $81,977 $119,102
15 $74,916 $133,670 $240,710 $74,916 $133,670 $240,710
20 $80,836 $192,446 $430,802 $80,836 $192,446 $430,802
25 $65,222 $260,066 $711,142 $65,222 $260,066 $711,142
30 $8,726 $340,429 $1,112,714 $8,726 $340,429 $1,112,714
35 $0* $421,147 $1,661,997 $0* $421,147 $1,661,997
--------------------------------------------------------------------
</TABLE>
12
<PAGE>
---------------------------------------------------------
Illustration 9
Death benefit Option B and cash value accumulation test
at current cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:B
CASH VALUE ACCUMULATION TEST
FACE AMOUNT:$181,829
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
-------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if -------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $190,060 $190,581 $191,103
2 $21,525 $198,115 $199,664 $201,275
This illustration assumes no policy loans or 3 $33,101 $206,031 $209,135 $212,492
partial withdrawals have been made. 4 $45,256 $213,832 $219,032 $224,882
5 $58,019 $221,521 $229,377 $238,567
The death benefits, accumulated values and 6 $71,420 $229,097 $240,188 $253,685
cash surrender values will differ if premiums 7 $85,491 $236,563 $251,487 $270,387
are paid in different amounts or frequencies. 8 $100,266 $243,919 $263,296 $288,840
9 $115,779 $251,166 $275,640 $309,229
The hypothetical investment rates shown above 10 $132,068 $258,305 $288,541 $348,886
and elsewhere in this prospectus are 15 $226,575 $295,211 $375,068 $624,906
illustrative only and should not be 20 $347,192 $328,931 $504,519 $1,012,726
interpreted as a representation of past or 25 $501,134 $357,727 $640,111 $1,570,573
future investment results. Actual rates of 30 $697,607 $379,802 $785,978 $2,385,593
return may be more or less than those shown 35 $948,362 $393,285 $952,406 $3,612,039
and will depend on a number of factors, -------------------------------------------------------------------
including the investment allocations made to End of year End of year
variable accounts by the owner and the ACCUMULATED VALUE NET CASH SURRENDER VALUE
experience of the accounts. No representation End of assuming hypothetical gross assuming hypothetical gross
can be made by us, the separate account or the policy annual investment return of annual investment return of
fund that these hypothetical rates of return year 0% 6% 12% 0% 6% 12%
can be achieved for any one year or sustained -------------------------------------------------------------------
over any period of time. 1 $8,231 $8,752 $9,274 $5,931 $6,453 $6,974
2 $16,286 $17,835 $19,446 $13,987 $15,535 $17,147
This is an illustration only. An illustration 3 $24,202 $27,306 $30,663 $21,903 $25,006 $28,364
is not intended to predict actual performance. 4 $32,003 $37,203 $43,053 $29,704 $34,904 $40,753
Interest rates, dividends, and values set 5 $39,692 $47,548 $56,738 $37,392 $45,248 $54,439
forth in the illustration are not guaranteed. 6 $47,268 $58,359 $71,856 $45,246 $56,337 $69,834
7 $54,734 $69,658 $88,558 $53,218 $68,141 $87,042
8 $62,090 $81,467 $107,011 $61,079 $80,456 $106,000
9 $69,337 $93,811 $127,400 $68,832 $93,305 $126,894
10 $76,476 $106,712 $149,895 $76,476 $106,712 $149,895
15 $113,382 $184,552 $307,485 $113,382 $184,552 $307,485
20 $147,102 $281,307 $564,670 $147,102 $281,307 $564,670
25 $175,898 $399,020 $979,034 $175,898 $399,020 $979,034
30 $197,973 $540,441 $1,640,343 $197,973 $540,441 $1,640,343
35 $211,456 $709,315 $2,690,106 $211,456 $709,315 $2,690,106
-------------------------------------------------------------------
13
</TABLE>
<PAGE>
---------------------------------------------------------
Illustration 10
Death benefit Option B and cash value accumulation test
at guaranteed cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:B
CASH VALUE ACCUMULATION TEST
FACE AMOUNT:$181,829
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
-------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if -------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $190,060 $190,581 $191,103
2 $21,525 $198,115 $199,664 $201,275
This illustration assumes no policy loans 3 $33,101 $206,031 $209,135 $212,492
or partial withdrawals have been made. 4 $45,256 $213,832 $219,032 $224,882
5 $58,019 $221,521 $229,377 $238,567
The death benefits, accumulated values and 6 $71,420 $228,587 $239,661 $253,143
cash surrender values will differ if premiums 7 $85,491 $235,457 $250,314 $269,147
are paid in different amounts or frequencies. 8 $100,266 $242,121 $261,340 $286,717
9 $115,779 $248,563 $272,739 $306,002
The hypothetical investment rates shown above 10 $132,068 $254,770 $284,510 $338,194
and elsewhere in this prospectus are 15 $226,575 $284,663 $353,040 $584,267
illustrative only and should not be 20 $347,192 $306,983 $449,626 $901,918
interpreted as a representation of past or 25 $501,134 $318,088 $542,119 $1,315,818
future investment results. Actual rates of 30 $697,607 $312,447 $624,828 $1,853,461
return may be more or less than those shown 35 $948,362 $279,719 $699,955 $2,544,746
and will depend on a number of factors, -------------------------------------------------------------------
including the investment allocations made to End of year End of year
variable accounts by the owner and the ACCUMULATED VALUE NET CASH SURRENDER VALUE
experience of the accounts. No representation End of assuming hypothetical gross assuming hypothetical gross
can be made by us, the separate account or the policy annual investment return of annual investment return of
fund that these hypothetical rates of return year 0% 6% 12% 0% 6% 12%
can be achieved for any one year or sustained -------------------------------------------------------------------
over any period of time. 1 $8,231 $8,752 $9,274 $5,931 $6,453 $6,974
2 $16,286 $17,835 $19,446 $13,987 $15,535 $17,147
This is an illustration only. An illustration 3 $24,202 $27,306 $30,663 $21,903 $25,006 $28,364
is not intended to predict actual performance. 4 $32,003 $37,203 $43,053 $29,704 $34,904 $40,753
Interest rates, dividends, and values set forth 5 $39,692 $47,548 $56,738 $37,392 $45,248 $54,439
in the illustration are not guaranteed. 6 $46,758 $57,832 $71,314 $44,736 $55,810 $69,292
7 $53,628 $68,485 $87,318 $52,112 $66,969 $85,802
8 $60,292 $79,511 $104,888 $59,281 $78,500 $103,877
9 $66,734 $90,910 $124,173 $66,229 $90,405 $123,668
10 $72,941 $102,681 $145,301 $72,941 $102,681 $145,301
15 $102,834 $171,211 $287,489 $102,834 $171,211 $287,489
20 $125,154 $250,700 $502,886 $125,154 $250,700 $502,886
25 $136,259 $337,936 $820,230 $136,259 $337,936 $820,230
30 $130,618 $429,634 $1,274,446 $130,618 $429,634 $1,274,446
35 $97,890 $518,126 $1,895,227 $97,890 $518,126 $1,895,227
-------------------------------------------------------------------
</TABLE>
14
<PAGE>
---------------------------------------------------------
Illustration 11
Death benefit Option C and cash value accumulation test
at current cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:C
CASH VALUE ACCUMULATION TEST
FACE AMOUNT:$451,948
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
-------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if -------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $461,948 $461,948 $461,948
2 $21,525 $471,948 $471,948 $471,948
This illustration assumes no policy loans or 3 $33,101 $481,948 $481,948 $481,948
partial withdrawals have been made. 4 $45,256 $491,948 $491,948 $491,948
5 $58,019 $501,948 $501,948 $501,948
The death benefits, accumulated values and 6 $71,420 $511,948 $511,948 $511,948
cash surrender values will differ if premiums 7 $85,491 $521,948 $521,948 $521,948
are paid in different amounts or frequencies. 8 $100,266 $531,948 $531,948 $531,948
9 $115,779 $541,948 $541,948 $541,948
The hypothetical investment rates shown above 10 $132,068 $551,948 $551,948 $551,948
and elsewhere in this prospectus are 15 $226,575 $601,948 $601,948 $601,948
illustrative only and should not be 20 $347,192 $651,948 $651,948 $878,058
interpreted as a representation of past or 25 $501,134 $701,948 $701,948 $1,374,944
future investment results. Actual rates of 30 $697,607 $751,948 $751,948 $2,099,621
return may be more or less than those shown 35 $948,362 $801,948 $801,948 $3,188,936
and will depend on a number of factors, -------------------------------------------------------------------
including the investment allocations made to End of year End of year
variable accounts by the owner and the ACCUMULATED VALUE NET CASH SURRENDER VALUE
experience of the accounts. No representation End of assuming hypothetical gross assuming hypothetical gross
can be made by us, the separate account or the policy annual investment return of annual investment return of
fund that these hypothetical rates of return year 0% 6% 12% 0% 6% 12%
can be achieved for any one year or sustained -------------------------------------------------------------------
over any period of time. 1 $6,904 $7,383 $7,864 $1,189 $1,668 $2,148
2 $13,585 $14,970 $16,415 $7,869 $9,255 $10,700
This is an illustration only. An illustration 3 $20,127 $22,854 $25,816 $14,412 $17,139 $20,101
is not intended to predict actual performance. 4 $26,526 $31,057 $36,176 $20,810 $25,342 $30,460
Interest rates, dividends, and values set forth 5 $32,794 $39,600 $47,597 $27,078 $33,884 $41,881
in the illustration are not guaranteed. 6 $38,931 $48,497 $60,196 $33,905 $43,471 $55,170
7 $44,936 $57,765 $74,103 $41,167 $53,996 $70,333
8 $50,810 $67,423 $89,460 $48,297 $64,911 $86,947
9 $56,550 $77,489 $106,428 $55,294 $76,233 $105,172
10 $62,158 $87,983 $125,185 $62,158 $87,983 $125,185
15 $92,746 $153,652 $261,817 $92,746 $153,652 $261,817
20 $117,273 $234,108 $489,582 $117,273 $234,108 $489,582
25 $129,562 $329,674 $857,087 $129,562 $329,674 $857,087
30 $121,220 $442,856 $1,443,707 $121,220 $442,856 $1,443,707
35 $79,367 $581,058 $2,374,995 $79,367 $581,058 $2,374,995
-------------------------------------------------------------------
15
</TABLE>
<PAGE>
---------------------------------------------------------
Illustration 12
Death benefit Option C and cash value accumulation test
at guaranteed cost of insurance rates
Based on average annual advisory fees and expenses of
the portfolios
DEATH BENEFIT OPTION:C
CASH VALUE ACCUMULATION TEST
FACE AMOUNT:$451,948
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
---------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if ---------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $461,948 $461,948 $461,948
2 $21,525 $471,948 $471,948 $471,948
This illustration assumes no policy loans or 3 $33,101 $481,948 $481,948 $481,948
partial withdrawals have been made. 4 $45,256 $491,948 $491,948 $491,948
5 $58,019 $501,948 $501,948 $501,948
*Additional payment will be required to 6 $71,420 $511,948 $511,948 $511,948
prevent policy termination. 7 $85,491 $521,948 $521,948 $521,948
8 $100,266 $531,948 $531,948 $531,948
The death benefits, accumulated values and 9 $115,779 $541,948 $541,948 $541,948
cash surrender values will differ if premiums 10 $132,068 $551,948 $551,948 $551,948
are paid in different amounts or frequencies. 15 $226,575 $601,948 $601,948 $601,948
20 $347,192 $651,948 $651,948 $701,806
The hypothetical investment rates shown 25 $501,134 $0* $701,948 $1,044,940
above and elsewhere in this prospectus are 30 $697,607 $0* $751,948 $1,489,384
illustrative only and should not be 35 $948,362 $0* $0* $2,060,012
interpreted as a representation of past or ---------------------------------------------------------------------
future investment results. Actual rates of End of year End of year
return may be more or less than those shown ACCUMULATED VALUE NET CASH SURRENDER VALUE
and will depend on a number of factors, End of assuming hypothetical gross assuming hypothetical gross
including the investment allocations made to policy annual investment return of annual investment return of
variable accounts by the owner and the year 0% 6% 12% 0% 6% 12%
experience of the accounts. No representation ---------------------------------------------------------------------
can be made by us, the separate account or the 1 $6,904 $7,383 $7,864 $1,189 $1,668 $2,148
fund that these hypothetical rates of return 2 $13,585 $14,970 $16,415 $7,869 $9,255 $10,700
can be achieved for any one year or sustained 3 $20,127 $22,854 $25,816 $14,412 $17,139 $20,101
over any period of time. 4 $26,526 $31,057 $36,176 $20,810 $25,342 $30,460
5 $32,794 $39,600 $47,597 $27,078 $33,884 $41,881
This is an illustration only. An illustration 6 $37,604 $47,151 $58,838 $32,578 $42,125 $53,812
is not intended to predict actual performance. 7 $42,037 $54,754 $70,997 $38,268 $50,985 $67,228
Interest rates, dividends, and values set forth 8 $46,054 $62,375 $84,148 $43,541 $59,862 $81,635
in the illustration are not guaranteed. 9 $49,604 $69,967 $98,365 $48,348 $68,710 $97,108
10 $52,631 $77,476 $113,731 $52,631 $77,476 $113,731
15 $62,703 $118,009 $220,441 $62,703 $118,009 $220,441
20 $49,820 $149,602 $391,309 $49,820 $149,602 $391,309
25 $0* $152,858 $651,376 $0* $152,858 $651,376
30 $0* $81,695 $1,024,106 $0* $81,695 $1,024,106
35 $0* $0* $1,534,216 $0* $0* $1,534,216
---------------------------------------------------------------------
</TABLE>
16
<PAGE>
---------------------------------------------------------
Illustration 13
Death benefit Option A and guideline premium test at
current cost of insurance rates
Based on a weighted average of annual advisory fees and
expenses of the portfolios
DEATH BENEFIT OPTION:A
GUIDELINE PREMIUM TEST
FACE AMOUNT:$451,948
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
--------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if --------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $451,948 $451,948 $451,948
2 $21,525 $451,948 $451,948 $451,948
This illustration assumes no policy loans or 3 $33,101 $451,948 $451,948 $451,948
partial withdrawals have been made. 4 $45,256 $451,948 $451,948 $451,948
5 $58,019 $451,948 $451,948 $451,948
The death benefits, accumulated values and 6 $71,420 $451,948 $451,948 $451,948
cash surrender values will differ if premiums 7 $85,491 $451,948 $451,948 $451,948
are paid in different amounts or frequencies. 8 $100,266 $451,948 $451,948 $451,948
9 $115,779 $451,948 $451,948 $451,948
The hypothetical investment rates shown 10 $132,068 $451,948 $451,948 $451,948
above and elsewhere in this prospectus are 15 $226,575 $451,948 $451,948 $451,948
illustrative only and should not be 20 $347,192 $451,948 $451,948 $643,788
interpreted as a representation of past or 25 $501,134 $451,948 $451,948 $1,101,858
future investment results. Actual rates of 30 $697,607 $451,948 $568,614 $1,775,988
return may be more or less than those shown 35 $948,362 $451,948 $769,837 $3,002,867
and will depend on a number of factors, --------------------------------------------------------------------
including the investment allocations made to End of year End of year
variable accounts by the owner and the ACCUMULATED VALUE NET CASH SURRENDER VALUE
experience of the accounts. No representation End of assuming hypothetical gross assuming hypothetical gross
can be made by us, the separate account or policy annual investment return of annual investment return of
the fund that these hypothetical rates of year 0% 6% 12% 0% 6% 12%
return can be achieved for any one year or -------------------------------------------------------------------
sustained over any period of time. 1 $6,953 $7,435 $7,917 $1,238 $1,719 $2,202
2 $13,734 $15,129 $16,585 $8,018 $9,414 $10,869
This is an illustration only. An illustration 3 $20,425 $23,180 $26,174 $14,709 $17,465 $20,458
is not intended to predict actual performance. 4 $27,024 $31,616 $36,803 $21,308 $25,901 $31,088
Interest rates,dividends, and values set forth 5 $33,544 $40,463 $48,591 $27,828 $34,747 $42,876
in the illustration are not guaranteed. 6 $39,986 $49,741 $61,668 $34,960 $44,716 $56,642
7 $46,350 $59,476 $76,180 $42,581 $55,706 $72,411
8 $52,638 $69,690 $92,290 $50,125 $67,178 $89,778
9 $58,849 $80,412 $110,180 $57,593 $79,156 $108,924
10 $64,986 $91,668 $130,053 $64,986 $91,668 $130,053
15 $99,235 $163,221 $276,502 $99,235 $163,221 $276,502
20 $130,305 $255,323 $527,695 $130,305 $255,323 $527,695
25 $155,481 $374,706 $949,877 $155,481 $374,706 $949,877
30 $172,361 $531,415 $1,659,802 $172,361 $531,415 $1,659,802
35 $178,200 $733,178 $2,859,873 $178,200 $733,178 $2,859,873
-------------------------------------------------------------------
17
</TABLE>
<PAGE>
---------------------------------------------------------
Illustration 14
Death benefit Option A and guideline premium test at
guaranteed cost of insurance rates
Based on a weighted average of annual advisory fees and
expenses of the portfolios
DEATH BENEFIT OPTION:A
GUIDELINE PREMIUM TEST
FACE AMOUNT:$451,948
MALE SELECT NONSMOKER ISSUE AGE 45
ANNUAL PREMIUM:$10,000
<TABLE>
<S> <C>
------------------------------------------------------------------
Flexible premium Total
variable universal life premiums End of year DEATH BENEFIT assuming
Illustration of death benefits, accumulated End of paid plus hypothetical gross annual
values and net cash surrender values. policy interest at investment return of
year 5% 0% 6% 12%
All premium payments are illustrated as if ------------------------------------------------------------------
made at the beginning of the policy year. 1 $10,500 $451,948 $451,948 $451,948
2 $21,525 $451,948 $451,948 $451,948
This illustration assumes no policy loans 3 $33,101 $451,948 $451,948 $451,948
or partial withdrawals have been made. 4 $45,256 $451,948 $451,948 $451,948
5 $58,019 $451,948 $451,948 $451,948
*Additional payment will be required to 6 $71,420 $451,948 $451,948 $451,948
prevent policy termination. 7 $85,491 $451,948 $451,948 $451,948
8 $100,266 $451,948 $451,948 $451,948
The death benefits, accumulated values and 9 $115,779 $451,948 $451,948 $451,948
cash surrender values will differ if premiums 10 $132,068 $451,948 $451,948 $451,948
are paid in different amounts or frequencies. 15 $226,575 $451,948 $451,948 $451,948
20 $347,192 $451,948 $451,948 $567,045
The hypothetical investment rates shown above 25 $501,134 $451,948 $451,948 $961,707
and elsewhere in this prospectus are 30 $697,607 $451,948 $451,948 $1,532,508
illustrative only and should not be 35 $948,362 $0* $535,679 $2,566,409
interpreted as a representation of past or ------------------------------------------------------------------
future investment results.Actual rates of End of year End of year
return may be more or less than those shown ACCUMULATED VALUE NET CASH SURRENDER VALUE
and will depend on a number of factors, End of assuming hypothetical gross assuming hypothetical gross
including the investment allocations made to policy annual investment return of annual investment return of
variable accounts by the owner and the year 0% 6% 12% 0% 6% 12%
experience of the accounts. No representation ------------------------------------------------------------------
can be made by us, the separate account or 1 $6,953 $7,435 $7,917 $1,238 $1,719 $2,202
the fund that these hypothetical rates of 2 $13,734 $15,129 $16,585 $8,018 $9,414 $10,869
return can be achieved for any one year or 3 $20,425 $23,180 $26,174 $14,709 $17,465 $20,458
sustained over any period of time. 4 $27,024 $31,616 $36,803 $21,308 $25,901 $31,088
5 $33,544 $40,463 $48,591 $27,828 $34,747 $42,876
This is an illustration only. An illustration 6 $38,829 $48,572 $60,492 $33,803 $43,546 $55,466
is not intended to predict actualperformance. 7 $43,853 $56,891 $73,527 $40,084 $53,122 $69,758
Interest rates, dividends, and values set 8 $48,595 $65,416 $87,818 $46,082 $62,903 $85,305
forth in the illustration are not guaranteed. 9 $53,024 $74,133 $103,496 $51,768 $72,876 $102,239
10 $57,110 $83,029 $120,713 $57,110 $83,029 $120,713
15 $76,307 $136,366 $246,135 $76,307 $136,366 $246,135
20 $83,143 $198,184 $464,791 $83,143 $198,184 $464,791
25 $68,629 $271,407 $829,057 $68,629 $271,407 $829,057
30 $13,413 $367,064 $1,432,250 $13,413 $367,064 $1,432,250
35 $0* $510,170 $2,444,199 $0* $510,170 $2,444,199
------------------------------------------------------------------
</TABLE>
18
<PAGE>
PACIFIC SELECT EXEC SEPARATE ACCOUNT
PART II. ADDITIONAL INFORMATION NOT REQUIRED IN PROSPECTUS
Contents of Registration Statement
This Registration Statement on Form S-6 comprises the following papers and
documents:
The facing sheet.
The cross-reference sheet.
The Prospectus consisting of 89 pages.
Supplement dated May 1, 2000 to prospectus dated May 1, 2000 consisting of 1
page.
Supplement dated August 7, 2000 to prospectus dated May 1, 2000 consisting of 2
pages.
Supplement dated October 2, 2000 to prospectus dated May 1, 2000 consisting of 2
pages.
Supplement dated _________ to prospectus dated May 1, 2000 consisting of 18
pages.
The undertaking to file reports.
Representation pursuant to Section 26(e) of the Investment Company Act of 1940.
The Signatures.
Written consent of the following person (included in the exhibits shown below):
Deloitte & Touche LLP, independent auditors
Dechert Price & Rhoads
The following exhibits:
1. (1) (a) Minutes of Action of Board of Directors of PM Group Life Insurance
Company (PL&A) dated July 1, 1998 /1/
(b) Memorandum Establishing Separate Account /1/
(2) Inapplicable
(3) (a) Form of Distribution Agreement Between PL&A and Pacific Mutual
Distributors, Inc. /3/
(b) Form of Selling Agreement Between Pacific Mutual Distributors, Inc.
and Various Broker-Dealers /3/
(4) Inapplicable
(5) (a) Flexible Premium Variable Life Insurance Policy /3/
(b) Annual Renewable Term Rider (Form R98-ART NY) /3/
(c) Accelerated Living Benefit Rider (Form R92-ABR NY) /1/
(d) Spouse Term Rider (Form R98-SPT NY) /3/
(e) Children's Term Rider (Form R84-CT NY) /3/
(f) Waiver of Charges (Form R98-WC NY) /3/
(g) Accidental Death Benefit (Form R84-AD NY) /3/
(h) Guaranteed Insurability Rider (Form R84-GI NY) /3/
(i) Disability Benefit Rider (Form R98-DB NY) /3/
(6) (a) Bylaws of PL&A /1/
(b) Articles of Incorporation of PM Group Life Insurance Company /1/
(c) Amended & Restated Articles of Incorporation for PM Group Life
Insurance Company /1/
<PAGE>
(7) Inapplicable
(8) Inapplicable
(9) (a) Form of Participation Agreement between PL&A and Pacific Select
Fund /3/
(b) Administrative Agreement Between PL&A and Pacific Life Insurance
Company (Pacific Life) /2/
(10) Application for Flexible Premium Variable Life Insurance Policy &
General Questionnaire /3/
2. Form of Opinion and consent of legal officer of PL&A as to legality of
Policies being registered /1/
3. Inapplicable
4. Inapplicable
5. Inapplicable
6. (a) Consent of Deloitte & Touche LLP /3/
(b) Consent of Dechert Price & Rhoads /1/
7. Opinion of Actuary
8. Memorandum Describing Issuance, Transfer and Redemption Procedures /1/
9. Powers of Attorney /1/
10. Inapplicable
11. Inapplicable
12. Inapplicable
13. Inapplicable
14. Inapplicable
15. Inapplicable
16. Inapplicable
17. Inapplicable
____________________
/1/ Filed as part of Registration Statement on Form S-6 via EDGAR on June 16,
1999, File No. 333-80825, Accession Number 0001017062-99-001158.
/2/ Filed as part of Pre-Effective Amendment No. 1 to the Registration Statement
of Form S-6 via EDGAR on September 22, 1999, File No. 333-80825, Accession
Number 0001017062-99-001625.
/3/ Filed as part of Post-Effective Amendment No. 1 to the Registration
Statement of Form S-6 via EDGAR on April 27,2000, File No. 333-80825,
Accession Number 0001017062-00-000997.
<PAGE>
UNDERTAKING TO FILE REPORTS
Subject to the terms and conditions of Section 15(d) of the Securities
Exchange Act of 1934, the undersigned Registrant hereby undertakes to file with
the Securities and Exchange Commission such supplementary and periodic
information, documents and reports as may be prescribed by any rule or
regulation of the Commission heretofore or hereafter duly adopted pursuant to
authority conferred in that section.
REPRESENTATION PURSUANT TO SECTION 26(e) OF THE INVESTMENT COMPANY ACT OF 1940
Pacific Life & Annuity Company, the sponsoring insurance company of the
Registrant, represents that the fees and charges to be deducted under the
variable Life Insurance Policy ("Policy") described in the prospectus contained
in this registration statement are, in the aggregate, reasonable in relation to
the services rendered, the expenses expected to be incurred, and the risks
assumed in connection with the Policy.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant,
Pacific Select Exec Separate Account of Pacific Life & Annuity Company,
certifies that it meets the requirements of Securities Act Rule 485(b) for
effectiveness and has caused this Post-Effective Amendment No. 4 to the
Registration Statement on Form S-6 to be signed on its behalf by the undersigned
thereunto duly authorized in the City of Newport Beach, and State of California,
on this 20th day of December, 2000.
PACIFIC SELECT EXEC SEPARATE ACCOUNT
(Registrant)
BY: PACIFIC LIFE & ANNUITY COMPANY
(Depositor)
BY: _____________________________________
William L. Ferris*
President and Chief Executive Officer
*BY: /s/ DAVID R. CARMICHAEL
David R. Carmichael
as attorney-in-fact
(Powers of Attorney are contained as Exhibit 9 in the Registration Statement on
Form S-6 for the Pacific Select Exec Separate Account, File No. 333-80825,
Accession Number 0001017062-99-001158.)
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, Pacific Life &
Annuity Company certifies that it meets all of the requirements for
effectiveness pursuant to Rule 485(b) under the Securities Act of 1933 and has
caused this Post-Effective Amendment No. 4 to the Registration Statement to be
signed on its behalf by the undersigned thereunto duly authorized all in the
City of Newport Beach, and State of California, on this 20th day of December,
2000.
BY: PACIFIC LIFE & ANNUITY COMPANY
(Registrant)
BY: _________________________________
William L. Ferris *
President and Chief Executive Officer
*BY: /s/ DAVID R. CARMICHAEL
David R. Carmichael
as attorney-in-fact
(Powers of Attorney are contained as Exhibit 9 in the Registration Statement on
Form S-6 for the Pacific Select Exec Separate Account, File No. 333-80825,
Accession Number 0001017062-99-001158.)
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
Amendment No. 4 to the Registration Statement has been signed below by the
following persons in the capacities and on the dates indicated:
<TABLE>
<C> <S> <C>
Signature Title Date
____________________ Director, President and Chief ___________ , 2000
William L. Ferris* Executive Officer
____________________ Director and Chairman of the Board ___________ , 2000
Thomas C. Sutton*
____________________ Director, Senior Vice President and ___________ , 2000
David R. Carmichael* General Counsel
____________________ Director and Secretary ___________ , 2000
Audrey L. Milfs*
____________________ Director ___________ , 2000
Glenn S. Schafer*
____________________ Chief Financial Officer and ___________ , 2000
Khanh T. Tran* Treasurer
____________________ Executive Vice President ___________ , 2000
Lynn C. Miller*
____________________ Senior Vice President ___________ , 2000
William J. Doomey*
____________________ Vice President ___________ , 2000
Gary L. Falde*
*By: /s/ DAVID R. CARMICHAEL December 20, 2000
------------------------------
David R. Carmichael
as attorney-in-fact
</TABLE>
(Powers of Attorney are contained as Exhibit 9 in the Registration Statement on
Form S-6 of Pacific Select Exec Separate Account, File No. 333-80825, Accession
Number 0001017062-99-001158.)
