VARIABLE LIFE ACCOUNT C OF AETNA LIFE INSURANCE & ANNUITY CO
N-8B-2, 1999-10-29
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                       SECURITIES AND EXCHANGE COMMISSION
                               Washington DC 20549


                                   FORM N-8B-2

                REGISTRATION STATEMENT OF UNIT INVESTMENT TRUSTS
                     WHICH ARE CURRENTLY ISSUING SECURITIES


                             Dated October 29, 1999


         Pursuant to Section 8(b) of the Investment Company Act of 1940

                             VARIABLE LIFE ACCOUNT C
                   OF AETNA LIFE INSURANCE AND ANNUITY COMPANY

                         (Name of Unit Investment Trust)

                              151 Farmington Avenue
                           Hartford, Connecticut 06156

                   (Address of Principal Office of Registrant)


Issuer of periodic payment plan certificates only for purposes of information
provided herein.

                     I. ORGANIZATION AND GENERAL INFORMATION

     1.   (a)  FURNISH NAME OF THE TRUST AND THE INTERNAL REVENUE SERVICE
               EMPLOYER IDENTIFICATION NUMBER.

               The trust is the Variable Life Account C of Aetna Life Insurance
               and Annuity Company (hereinafter referred to as "Account C" or
               the "Separate Account"). Account C is a separate investment
               account of Aetna Life Insurance and Annuity Company (the
               "Company") and has no employer identification number.

          (b)  FURNISH TITLE OF EACH CLASS OR SERIES OF SECURITIES ISSUED BY THE
               TRUST.

               The securities are Group Flexible Payment Variable Life Insurance
               Policies ("Policies") and the Certificates thereunder
               ("Certificates"). In the future the Company may issue group
               fixed payment variable life insurance policies.

     2.   FURNISH NAME AND PRINCIPAL BUSINESS ADDRESS AND ZIP CODE AND THE
          INTERNAL REVENUE SERVICE EMPLOYER IDENTIFICATION NUMBER OF EACH
          DEPOSITOR OF THE TRUST.


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          Aetna Life Insurance and Annuity Company
          151 Farmington Avenue
          Hartford, Connecticut 06156

          FEIN: 71-0294708

     3.   FURNISH NAME AND PRINCIPAL BUSINESS ADDRESS AND ZIP CODE AND THE
          INTERNAL REVENUE SERVICE EMPLOYER IDENTIFICATION NUMBER OF EACH
          CUSTODIAN OR TRUSTEE OF THE TRUST INDICATING FOR WHICH CLASS OF SERIES
          OF SECURITIES EACH CUSTODIAN OR TRUSTEE IS ACTING.

          Not applicable.

     4.   FURNISH NAME AND PRINCIPAL BUSINESS ADDRESS AND ZIP CODE AND THE
          INTERNAL REVENUE SERVICE EMPLOYER IDENTIFICATION NUMBER OF EACH
          PRINCIPAL UNDERWRITER CURRENTLY DISTRIBUTING SECURITIES OF THE TRUST.

          Aetna Life Insurance and Annuity Company
          151 Farmington Avenue
          Hartford, CT  06156

          FEIN: 71-0294708

     5.   FURNISH NAME OF STATE OR OTHER SOVEREIGN POWER THE LAWS OF WHICH
          GOVERN WITH RESPECT TO THE ORGANIZATION OF THE TRUST.

          Connecticut

     6.   (a)  FURNISH THE DATES OF EXECUTION AND TERMINATION OF AND INDENTURE
               OR AGREEMENT CURRENTLY IN EFFECT UNDER THE TERMS OF WHICH THE
               TRUST WAS ORGANIZED AND ISSUED OR PROPOSES TO ISSUE SECURITIES.

               Account C was authorized under Connecticut law pursuant to a
               Unanimous Written Consent of the Executive Committee of the Board
               of Directors of the Company on August 31, 1999. Account C will
               continue in existence until the Board of Directors direct that it
               be terminated.

          (b)  FURNISH THE DATES OF EXECUTION AND TERMINATION OF ANY INDENTURE
               OR AGREEMENT CURRENTLY IN EFFECT PURSUANT TO WHICH THE PROCEEDS
               OF PAYMENTS ON SECURITIES ISSUED OR TO BE ISSUED BY THE TRUST ARE
               HELD BY THE CUSTODIAN OR TRUSTEE.

               Not applicable.


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<PAGE>


     7.   FURNISH IN CHRONOLOGICAL ORDER THE FOLLOWING INFORMATION WITH RESPECT
          TO EACH CHANGE OF NAME OF THE TRUST SINCE JANUARY 1, 1930. IF THE NAME
          HAS NEVER BEEN CHANGED, SO STATE.

          Not applicable. The name of the Separate Account has never been
          changed.

     8.   STATE THE DATE ON WHICH THE FISCAL YEAR OF THE TRUST ENDS.

          December 31.

     MATERIAL LITIGATION

     9.   FURNISH A DESCRIPTION OF ANY PENDING LEGAL PROCEEDINGS, MATERIAL WITH
          RESPECT TO THE SECURITY HOLDERS OF THE TRUST BY REASON OF THE NATURE
          OF THE CLAIM OR THE AMOUNT THEREOF, TO WHICH THE TRUST, THE DEPOSITOR,
          OR THE PRINCIPAL UNDERWRITER IS A PARTY OR OF WHICH THE ASSETS OF THE
          TRUST ARE THE SUBJECT, INCLUDING THE SUBSTANCE OF THE CLAIMS INVOLVED
          IN SUCH PROCEEDING AND THE TITLE OF THE PROCEEDING. FURNISH A SIMILAR
          STATEMENT WITH RESPECT TO ANY PENDING ADMINISTRATIVE PROCEEDING
          COMMENCED BY A GOVERNMENTAL AUTHORITY OR ANY SUCH PROCEEDING OR LEGAL
          PROCEEDING KNOWN TO BE CONTEMPLATED BY A GOVERNMENTAL AUTHORITY.
          INCLUDE ANY PROCEEDING WHICH, ALTHOUGH IMMATERIAL ITSELF, IS
          REPRESENTATIVE OF, OR ONE OF, A GROUP WHICH IN THE AGGREGATE IS
          MATERIAL.

          No such legal or administrative proceedings are pending. No such legal
          or administrative proceedings are known to be contemplated by a
          governmental authority.

        II. GENERAL DESCRIPTION OF THE TRUST AND SECURITIES OF THE TRUST

     GENERAL INFORMATION CONCERNING THE SECURITIES OF THE TRUST AND THE RIGHTS
     OF HOLDERS.

     10.  FURNISH A BRIEF STATEMENT WITH RESPECT TO THE FOLLOWING MATTERS FOR
          EACH CLASS OR SERIES OF SECURITIES ISSUED BY THE TRUST.

          (a)  WHETHER THE SECURITIES ARE OF THE REGISTERED OR BEARER TYPE.

               The Policies are group variable life insurance policies and, as
               such, are "registered" in the name of the Policyowner and the
               records concerning the Policyowner are maintained by or on behalf
               of the Company. Similarly, Certificates are "registered" in the
               name of the Certificateholder and the records concerning the
               Certificateholder are maintained by or on behalf of the Company.

          (b)  WHETHER THE SECURITIES ARE OF THE CUMULATIVE OR DISTRIBUTIVE
               TYPE.


                                        3
<PAGE>


               The Certificates are of the cumulative type, providing for no
               distribution of income, dividends or capital gains except in
               connection with a voluntary surrender or partial withdrawal of
               Policy value by a Certificateholder, or in connection with the
               payment of death benefits.

          (c)  THE RIGHTS OF SECURITY HOLDERS WITH RESPECT TO WITHDRAWAL OR
               REDEMPTION.

               A Certificate may be cancelled within 10 days of receipt. If the
               Certificate is cancelled in a timely fashion, the Company will
               refund the sum of the following: the premiums paid, adjusted for
               any positive or negative investment performance in variable
               options selected (but not deducting any charges made under the
               Certificate). If state law does not permit such a refund, then
               the refund will be equal to the premiums paid, without interest.

               At any time before the death of the insured or the maturity date,
               a Certificateholder may totally surrender a Certificate. The
               Certificate may be partially surrendered at any time after the
               first Certificate Year and before the maturity date by sending a
               written request to the Company. The amount of a partial surrender
               may be no less than the minimum amount set forth in the
               Certificate. The amount available for surrender is the Total
               Account Value less any outstanding loan balance at the end of the
               valuation period during which the surrender or request is
               received at the Company's office. Cash value in Account C
               available for surrender on any given valuation date reflects
               total net premiums (premiums paid less the deduction for the
               premium load) allocated to Account C, investment performance
               through the date of the request, other charges incurred in
               connection with a Certificate, any partial surrenders and any
               indebtedness. The cash value will vary daily. The method for
               calculating cash value is described in Item 10(i)(3). (The term
               "Total Account Value" is used in this Registration Statement
               interchangeably with the term "cash value"; the term "cash
               surrender value" represents the amount available to the
               Certificateholder.)

               If a Certificate is being totally surrendered, any unpaid charges
               and indebtedness will be deducted from the sub-accounts. No
               partial surrender will be permitted which would result in a
               Specified Amount lower than the then current minimum for which a
               Policy would be issued.

               Payment of a Certificate's Total Account Value, less applicable
               transaction charges, in Account C in connection with partial or
               full surrender will normally occur within seven (7) days after
               receipt of a written request. Payment may be postponed: (a) when
               the New York Stock Exchange is closed (except holidays or
               weekends); (b) when trading on the Exchange is restricted; (c)
               when the SEC determines an emergency exists so that it is not
               reasonably practicable for the Fund to dispose of the securities
               it holds or to determine the value of the Funds' net assets. In
               these instances, we also may defer payment from the Separate
               Account of Full Surrender and Partial Surrender Values, any Death
               Benefit in excess of the current Specified Amount, and any
               portion of the Loan Value. An owner may elect to have the amount
               paid in a lump sum or under one of the settlement options
               referred to in Item 10(i)(7). Upon the death of the insured,


                                        4
<PAGE>


               the designated beneficiary is entitled to receive the death
               benefit under a Policy. The death benefit is described in Item
               10(i)(2).

               See Item 13 for a discussion of any applicable charges.


          (d)  THE RIGHTS OF SECURITY HOLDERS WITH RESPECT TO CONVERSION,
               TRANSFER, PARTIAL-REDEMPTION, AND SIMILAR MATTERS.

               If a Certificate terminates because (a) an insured ceases to be
               within one of the categories of persons eligible for coverage
               under a Certificate, or (b) we terminate the policy because the
               Policyowner stops sending payroll deduction premiums to us, or
               (c) the Policyowner discontinues the group policy, the amount of
               insurance which ceases may be converted to any substantially
               comparable flexible premium general account life insurance policy
               except term that the Company makes available for such purpose and
               according to the Certificate terms. The terms of the conversion
               policy, however, may include additional charges or may not be as
               attractive as under the Certificate. This conversion privilege is
               available only within the 31-day period following (a) termination
               of the Policy by the Policyowner or the Company, or (b)
               termination of a Certificate upon the insured's ineligibility for
               coverage. No evidence of insurability will be required.

               A Certificateholder may obtain policy loans, as described in Item
               21.

               A Certificateholder may make surrenders, as described in Item
               10(c), subject to applicable charges as described in Item 13.

               An owner may allocate net premiums among the sub-accounts of
               Account C, as described in Item 15.

               Cash value may be transferred among the sub-accounts of Account C
               before the Certificate's Maturity Date. Values may also be
               transferred from the Fixed Account to one or more sub-accounts of
               Account C within the 45-day period following a Certificate
               Anniversary, subject to limits on the amount transferred. The
               Company reserves the right to charge an administrative fee of $25
               for each transfer over 12 per year and to limit the total number
               of variable options that may be elected to 15 over the lifetime
               of a Certificate. The Company will implement all transfers and
               determine all values at the end of the valuation period during
               which the transfer request is received and recorded.

          (e)  IF THE TRUST IS THE ISSUER OF PERIODIC PAYMENT PLAN CERTIFICATES
               THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE OR AGREEMENTS
               WITH RESPECT TO LAPSES OR DEFAULTS BY SECURITY HOLDERS IN MAKING
               PRINCIPAL PAYMENTS, AND WITH RESPECT TO REINSTATEMENT.


                                        5
<PAGE>


               The duration of a Certificate depends upon the cash surrender
               value. Except as noted below, a Certificate will lapse only when
               the cash surrender value is insufficient to cover the monthly
               deduction on the monthly anniversary.

               If the cash surrender value is insufficient to cover the monthly
               deduction, the Company will notify a Certificateholder and any
               assignee of record of the minimum payment needed to keep the
               Certificate in force. A Certificateholder will have a grace
               period of 61 days, measured from the date notice is sent, for the
               Company to receive sufficient payments. If the Company does not
               receive a sufficient payment within the grace period, lapse of
               the Certificate will result. If a sufficient payment is received
               during the grace period, any resulting net premium will be
               allocated among the sub-accounts of Account C in accordance with
               the Certificateholder's then current instructions, and any
               monthly deductions due will be charged to the sub-accounts.

               During the first five policy years, the Certificate will not
               lapse and no grace period will begin provided the premiums paid
               have been at least equal to the specified amount of premiums and
               the Total Account Value is greater than the monthly deduction.

               The Company will allow reinstatement within five years after the
               date of termination, and before the Maturity Date (age 100), and
               will require evidence of insurability. The Total Account Value
               upon reinstatement will be that provided by the net premium paid
               at the time of reinstatement, less the monthly deduction for that
               day.

               If a Certificateholder requests reinstatement during the first
               five Policy Years, then the premium required at reinstatement
               will be: the sum of (1) and (2), where (1) is any portion of the
               Loan Account Value plus accrued interest on the date of lapse
               exceeding the Total Account Value on the date of lapse and (2) is
               a premium payment sufficient to keep the Certificate in force for
               the current month plus 2 additional months.

          (f)  THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE OR AGREEMENTS
               WITH RESPECT TO VOTING RIGHTS, TOGETHER WITH THE NAMES OF ANY
               PERSONS OTHER THAN SECURITY HOLDERS GIVEN THE RIGHT TO EXERCISE
               VOTING RIGHTS PERTAINING TO THE TRUST'S SECURITIES OR THE
               UNDERLYING SECURITIES AND THE RELATIONSHIP OF SUCH PERSONS TO THE
               TRUST.

               Certificateholders are entitled to instruct the Company how to
               vote Fund shares held in the Variable Options of Account C and
               attributable to their Certificate at meetings of shareholders of
               the Funds. The number of votes for which a Certificateholder may
               give directions will be determined as of the record date for the
               meeting. The number of votes a Certificateholder is entitled to
               direct with respect to a particular Fund is equal to (a) the
               Total Account Value invested in that Fund divided by (b) the net
               asset value of one share of that Fund. Fractional votes will be
               recognized. Account C will vote all shares of each Fund that it
               holds of record in the same proportion as those shares for


                                        6
<PAGE>


               which the Company has received instructions from owners
               participating in that Fund through Account C.

               If a Certificateholder is entitled to give the Company voting
               instructions, the Company will send proxy material and a form for
               providing such instructions. In certain cases, the Company may
               disregard instructions relating to changes in a Fund's investment
               manager or its investment policies. The Company will advise the
               Certificateholder if it does and detail the reasons in its next
               report to Certificateholders. The Company reserves the right to
               modify these procedures in any manner consistent with applicable
               legal requirements and interpretations as in effect from time to
               time.


          (g)  WHETHER SECURITY HOLDERS MUST BE GIVEN NOTICE OF ANY CHANGES IN:

               (1)  THE COMPOSITION OF THE ASSETS OF THE TRUST.

                    The Company reserves the right, subject to compliance with
                    applicable law:

                    (i)  to make additions to, deletions from, or substitutions
                         for the Funds that are held or purchased by Account C;

                    (ii) to eliminate the shares of any of the Funds and to
                         substitute shares of another open-end, registered
                         investment company, if the shares of a Fund are no
                         longer available for investment, or if in its judgment
                         further investment in any Fund should become
                         inappropriate in view of the purposes of Account C;

                    (iii)to eliminate one or more sub-accounts, if, in its sole
                         discretion, marketing, tax or investment conditions
                         warrant;

                    (iv) to operate Account C as a management company under the
                         1940 Act;

                    (v)  to deregister Account C under the 1940 Act in the event
                         such registration is no longer required; and

                    (vi) to combine Account C with one or more of the Company's
                         other separate accounts as may be established.

               In no event will any of the changes described above be made
               without notice to Certificateholders in accordance with the 1940
               Act and without obtaining, as necessary, prior approval of the
               Securities and Exchange Commission.

               (2)  THE TERMS AND CONDITIONS OF THE SECURITIES ISSUED BY THE
                    TRUST.


                                        7
<PAGE>


                    The Policy may be changed at any time by written agreement
                    between the Company and the Policyowner provided all
                    necessary regulatory approvals have been received. The
                    consent of any Certificateholder is needed if the change
                    results in a reduction in benefits or an increase in
                    guaranteed charges. The Policyowner will not have to give
                    written approval of a change in the Policy if: the
                    Policyowner asked for the change and the Company has agreed
                    to it, and the change is needed so that the Policy will
                    conform to any law, regulation or ruling of a jurisdiction
                    that affects a person covered under this policy or the
                    federal government.

               (3)  THE PROVISIONS OF ANY INDENTURE OR AGREEMENT OF THE TRUST.

                    Not applicable.

               (4)  THE IDENTITY OF THE DEPOSITOR, TRUSTEE OR CUSTODIAN.

                    Account C has no trustee or custodian. There is no provision
                    requiring notice to, or consent of, security holders, with
                    respect to a change in the identity of the depositor.

          (h)  WHETHER THE CONSENT OF SECURITY HOLDERS IS REQUIRED IN ORDER FOR
               ACTION TO BE TAKEN CONCERNING ANY CHANGE IN:

               (1)  THE COMPOSITION OF THE ASSETS OF THE TRUST.

                    Consent of Certificateholders is not required when changing
                    the underlying securities of Account C. However, to change
                    such securities, approval of the Securities and Exchange
                    Commission is required by Section 26(b) of the 1940 Act.
                    Except as required by Federal or State law or regulation, no
                    action will be taken by the Company which will adversely
                    affect the rights of Certificateholders without their
                    consent.

               (2)  THE TERMS AND CONDITIONS OF THE SECURITIES ISSUED BY THE
                    TRUST.

                    See Item 10(g)(2).

               (3)  THE PROVISIONS OF ANY INDENTURE OR AGREEMENT OF THE TRUST.

                    Not applicable.

               (4)  THE IDENTITY OF THE DEPOSITOR, TRUSTEE OR CUSTODIAN.

                    See Item 10(g)(4).

          (i)  ANY OTHER PRINCIPAL FEATURE OF THE SECURITIES ISSUED BY THE TRUST
               OR ANY OTHER PRINCIPAL RIGHT, PRIVILEGE OR


                                        8
<PAGE>


               OBLIGATION NOT COVERED BY SUBDIVISIONS (A) TO (G) OR BY ANY OTHER
               ITEM IN THIS FORM.

               (1)  Premium Payments. A Certificateholder may, subject to
                    certain restrictions stated in the Policy or Certificate,
                    make premium payments in any amount and at any frequency,
                    subject to the basic premium requirements.

                    A Certificateholder may also determine a planned periodic
                    premium payment schedule that provides for the payment of a
                    level premium at a fixed interval for a specified period of
                    time. A Certificateholder need not make premium payments in
                    accordance with such planned periodic premium schedule and
                    the failure to make such a payment will not itself cause a
                    Certificate to lapse. A Certificateholder may make
                    unscheduled premium payments subject to restrictions listed
                    in the Certificate.

                    A premium load will be deducted from each premium payment.
                    See Item 13. Unless instructed otherwise, premium payments
                    in excess of the planned premium will be considered loan
                    repayments.

                    In the application for a Certificate, a Certificateholder
                    can allocate net premiums among the sub-accounts of Account
                    C. The net premium will be allocated on the first valuation
                    date on or following the record date in accordance with the
                    directions in the application. Net premiums paid after the
                    record date will be allocated in accordance with the
                    Certificateholder's instructions in the application.
                    Percentages must be in whole numbers. The Certificateholder
                    may change the allocation for future net premiums at any
                    time by providing the Company with written notification. The
                    first twelve such changes during any one Certificate year
                    will be made free of charge; any additional change may incur
                    a charge of $25 which will be deducted on a pro rata basis
                    from each of the sub-accounts.

                    The insurance coverage under a Certificate starts when the
                    Company approves the insurance based upon the application
                    and any other information required to be submitted, and the
                    Company receives at least the first Basic Monthly Premium,
                    and the insured is eligible for coverage. Therefore,
                    coverage may not commence until some time after an
                    application is submitted, although temporary fixed insurance
                    coverage may be offered. The issue date of a Certificate is
                    generally the date the Company approves a Certificate.

               (2)  General Description of Basic Policy Benefits.
                    Death Benefit. As long as a Certificate remains in force,
                    the Company will, upon receipt of proof of the insured's
                    death, pay the death benefit proceeds of a Certificate,
                    reduced by any outstanding indebtedness and due and unpaid
                    charges to the named beneficiary in accordance with the
                    designated death benefit option. Death benefits will be
                    determined at the end of the valuation period during which
                    the insured dies. The proceeds


                                        9
<PAGE>


                    may be paid in a lump sum or under one or more of the
                    settlement options set forth in a Policy or Certificate. The
                    death benefit proceeds payable under the designated death
                    benefit option will be increased by any additional insurance
                    provided by rider.

                    The Policies provided two death benefit options: Death
                    Benefit Option 1 ("Option 1") and Death Benefit Option 2
                    ("Option 2"). Generally, a Certificateholder designates the
                    death benefit option in the application. The death benefit
                    under Option 1 includes the Total Account Value. Under this
                    option, the Death Benefit will be the greater of the
                    Specified Amount of a Certificate or a specified percentage
                    (the "limitation percentage") times the Total Account Value
                    on the date of death. The death benefit under Option 2 is in
                    addition to the Total Account Value. Under this option, the
                    Death Benefit will be the greater of the Specified Amount
                    plus the Total Account Value of a Certificate or the
                    limitation percentage times the Total Account Value on the
                    date of death.

                    A Certificateholder may increase or decrease the Specified
                    Amount as follows:

                    Increase in Specified Amount
                    The Certificateholder may increase the Specified Amount at
                    any time while a Certificate is in force. The insured may be
                    required to satisfy an insurability requirement.

                    The Surrender Value immediately after an increase must be at
                    least three times the sum of:

                    o    the most recent Monthly Deduction from the Total
                         Account Value; and

                    o    the Specified Amount of the increase multiplied by the
                         applicable Cost of Insurance Rate divided by 1000.

                    The Issue Date for any increase will be shown in the
                    Supplemental Certificate Specifications. The 5-year period
                    as described in the No Lapse Coverage provision will restart
                    for the increase on the Issue Date of the increase. The
                    Basic Monthly Premium after the increase will be based on
                    the new Specified Amount.

                    Decrease in Specified Amount
                    The Certificateholder may decrease the Specified Amount at
                    any time after the first Certificate Year. A decrease in the
                    Specified Amount will not be allowed if the Specified Amount
                    would be reduced below the Minimum Specified Amount, or the
                    Certificate would be treated as other than life insurance
                    for income tax purposes.

                    For a decrease in the Specified Amount, the Issue Date will
                    be the Monthly Deduction Day on or next following the date
                    on which a written


                                       10
<PAGE>


                    request is received. The decrease, including any decrease in
                    connection with a Partial Surrender or a change in Death
                    Benefit Option, will reduce any past increases in the
                    reverse order in which they occurred.

                    The Basic Monthly Premium after a decrease, including any
                    decrease in connection with a Partial Surrender, will be
                    based on the new Specified Amount.

                    Change in Death Benefit Option
                    Any change in the Death Benefit option is subject to the
                    following conditions:

                    o    The Company will not allow a change in the Death
                         Benefit option if the Specified Amount will be reduced
                         below the Minimum Specified Amount, or a Certificate
                         would be treated as other than life insurance for
                         income tax purposes.

                    o    The change will take effect on the Monthly Deduction
                         Day on or next following the date on which a written
                         request is received.

                    o    Evidence of insurability may be required.

                    Change from Option 1 to 2
                    Changes from Option 1 to 2 will be allowed at any time while
                    a Certificate is in force. The Specified Amount will be
                    reduced to equal the Specified Amount less the Total Account
                    Value at the time of the change.

                    The Basic Monthly Premiums following the change will be
                    based on the new Specified Amount.

                    Change from Option 2 to 1
                    Changes from Option 2 to 1 will be allowed at any time while
                    a Certificate is in force. The new Specified Amount will
                    equal the Specified Amount plus the Total Account Value as
                    of the date of the change.

                    The Basic Monthly Premiums following the change will be
                    based on the new Specified Amount.

                    Benefits at Maturity. If the insured is living and the
                    Certificate is in force, the Company will pay the Total
                    Account Value of a Certificate on the maturity date, less
                    any outstanding loan balance. The maturity date will be the
                    anniversary date nearest the insured's 100th birthday.

               (3)  Calculation of Account Value.
                    On the policy date, if a premium has been paid, a
                    Certificate's account value in a sub-account will equal the
                    portion of any net premium allocated to the sub-account
                    reduced by the portion of the first monthly deduction
                    allocated to that sub-account.


                                       11
<PAGE>


                    Thereafter, on each valuation date, a Certificate's account
                    value in each sub-account will equal:

                    (a)  A Certificate's Total Account Value in the sub-account
                         on the preceding valuation date, multiplied by the
                         experience factor for the current valuation period;
                         plus

                    (b)  Any net premium payments received during the current
                         valuation period which are allocated to the
                         sub-account; plus

                    (c)  All account values transferred to the sub-account from
                         the Loan Account or from another sub-account during the
                         current valuation period; minus

                    (d)  All account values transferred from the sub-account to
                         the Loan Account or to another sub-account during the
                         current valuation period; minus

                    (e)  All partial surrenders from the sub-account during the
                         current valuation period; minus

                    (f)  The portion of the monthly deduction allocated to a
                         Certificate's account value in the sub-account during
                         the current valuation period.

                    A Certificate's Total Account Value in Account C equals the
                    sum of a Certificate's account value in each sub-account.
                    Because the account value is dependent upon a number of
                    variables, including the investment experience of the chosen
                    Fund(s), the frequency and amount of premium payments,
                    transfers and surrenders, and charges assessed in connection
                    with the Certificate, a Certificate's account value cannot
                    be predetermined.

               (4)  Investment Performance. The experience factor measures
                    investment performance during a valuation period. Each
                    sub-account has its own distinct net investment factor. In
                    calculating the sub-account's net investment factor for a
                    valuation period, the net asset value for each share of the
                    Fund at the end of the current valuation period is increased
                    by the amount of the sub-account's share of any dividend or
                    capital gain distribution declared during the current
                    valuation period and decreased by a charge for taxes. The
                    total is then divided by the net asset value at the end of
                    the preceding valuation period. A charge equal to as much as
                    1.25% on an annual basis of the net daily assets for each
                    day in the valuation period is subtracted to compensate the
                    Company for certain expense and mortality risks and a
                    maximum charge of $19 a month during the first policy year
                    (whether from the Issue Date of the policy or an increase in
                    the specified amount) and a maximum charge of $11 a


                                       12
<PAGE>


                    month thereafter are subtracted to compensate the Company
                    for certain administrative expenses.

               (5)  Loan Provisions. See Item 21.

               (6)  Payment of Benefits. Death benefits will be determined at
                    the end of the valuation period during which the insured
                    dies and will ordinarily be paid within seven days after the
                    Company receives due proof of death and the Company verifies
                    the validity of the claim. Maturity benefits will ordinarily
                    be paid within seven days of the maturity date. However, the
                    Company reserves the right to suspend or postpone the date
                    of any payment of any benefit or values for any Valuation
                    Period (a) when the New York Stock Exchange is closed
                    (except holidays or weekends); (b) when trading on the
                    Exchange is restricted; (c) when the SEC determines an
                    emergency exists so that it is not reasonably practicable
                    for the Fund to dispose of the securities it holds or to
                    determine the value of the Funds' net assets.

               (7)  Settlement Options. Certificateholders and beneficiaries,
                    subject to a prior election of the Certificateholder, may
                    decide the form in which the benefits will be paid. The
                    benefits under a Certificate may be paid in a lump sum or
                    under one or more of the settlement options. These choices
                    are also available if a Certificate is surrendered or
                    matures. If no election is made, the Company will pay the
                    benefits in a lump sum. The settlement options include
                    payments for a stated number of years, payments for the
                    Annuitant's lifetime, Life Income based on the lives of two
                    Annuitants, and payment of interest on the sum left with us
                    at 3%.

               (8)  Optional Insurance Benefits. Subject to certain
                    requirements, one or more of the following optional
                    insurance benefits may be added to a Certificate by rider.
                    The cost of the optional insurance benefits will be deducted
                    as part of the monthly deduction. These benefits include:
                    Children's Insurance Rider; Accidental Death Benefit Rider;
                    Disability Benefit Rider; and Accelerated Death Benefit
                    Rider.

     11.  DESCRIBE BRIEFLY THE KIND OR TYPE OF SECURITIES COMPRISING THE UNIT OF
          SPECIFIED SECURITIES IN WHICH SECURITY HOLDERS HAVE AN INTEREST.

          Account C invests, at the owner's option, in securities of one or more
          of the Funds, each of which is a mutual fund registered with the
          Securities and Exchange Commission as an open-end diversified
          management company. The Funds will be advised by the Company or
          investment advisers with which the Company and/or Account C has
          entered into an advisory or subadvisory agreement. Premium payments
          are allocated, according to the Certificate's instructions, to one or
          more sub-accounts of Account C. Each sub-account invests solely in
          shares of one of the Funds. The Funds and their investment objectives
          are as follows:


                                       13
<PAGE>


               o    Aetna Balanced VP, Inc. seeks to maximize investment return,
                    consistent with reasonable safety of principal by investing
                    in a diversified portfolio of one or more of the following
                    asset classes: stocks, bonds, and cash equivalents, based on
                    the investment adviser's judgment of which of those sectors
                    or mix thereof offers the best investment prospects.

               o    Aetna Income Shares d/b/a Aetna Bond VP seeks to maximize
                    total return, consistent with reasonable risk, through
                    investments in a diversified portfolio consisting primarily
                    of debt securities. It is anticipated that capital
                    appreciation and investment income will both be major
                    factors in achieving total return.

               o    Aetna Variable Fund d/b/a Aetna Growth and Income VP seeks
                    to maximize total return through investments in a
                    diversified portfolio of common stocks and securities
                    convertible into common stock. It is anticipated that
                    capital appreciation and investment income will both be
                    major factors in achieving total return.

               o    Aetna Variable Encore Fund d/b/a Aetna Money Market VP seeks
                    to provide high current return, consistent with preservation
                    of capital and liquidity, through investment in high-quality
                    money market instruments. An investment in the Fund is
                    neither insured nor guaranteed by the U.S. Government.

               o    Aetna Generation Portfolios, Inc.--Aetna Ascent VP seeks to
                    provide capital appreciation. The Portfolio is designed for
                    investors who generally have an investment horizon exceeding
                    15 years and who have a high level of risk tolerance.

               o    Aetna Generation Portfolios, Inc.--Aetna Crossroads VP seeks
                    to provide total return (i.e., income and capital
                    appreciation, both realized and unrealized). The Portfolio
                    is designed for investors who generally have an investment
                    horizon exceeding 10 years and who have a moderate level of
                    risk tolerance.

               o    Aetna Generation Portfolios, Inc.--Aetna Legacy VP seeks to
                    provide total return consistent with preservation of
                    capital. The Portfolio is designed for investors who
                    generally have an investment horizon exceeding five years
                    and who have a low level of risk tolerance.

               o    Aetna Variable Portfolios, Inc.--Aetna Index Plus Large Cap
                    VP seeks to outperform the total return performance of the
                    Standard & Poor's 500 Composite Index (S&P 500), while
                    maintaining a market level of risk.

               o    Fidelity Variable Insurance Products Fund--Equity-Income
                    Portfolio seeks reasonable income. The Fund will also
                    consider the potential for capital appreciation. The Fund
                    seeks a yield which exceeds the composite yield on the
                    securities comprising the S&P 500.


                                       14
<PAGE>


               o    Fidelity Variable Insurance Products Fund II--ContraFund
                    Portfolio seeks long term capital appreciation by investing
                    primarily in common stocks of companies whose value the
                    investment adviser believes is not fully recognized by the
                    public.

               o    Janus Aspen Series--Aggressive Growth Portfolio is a
                    nondiversified portfolio that seeks long-term growth of
                    capital. The Portfolio pursues its investment objective by
                    investing primarily in common stocks selected for their
                    growth potential, and normally invests at least 50% of its
                    equity assets in medium-sized companies. Medium-sized
                    companies are those whose market capitalizations at the time
                    of investment fall within the range of companies in the S&P
                    MidCap 400 Index. Market capitalization is a commonly used
                    measure of the size and value of a company. The market
                    capitalizations within the Index will vary, but as of
                    December 31, 1998, they ranged from approximately $142
                    million to $73 billion.

               o    Janus Aspen Series--Balanced Portfolio seeks long-term
                    capital growth, consistent with preservation of capital and
                    balanced by current income. The Portfolio pursues its
                    investment objective by normally investing 40%-60% of its
                    assets in securities selected primarily for their growth
                    potential and 40%-60% of its assets in securities selected
                    primarily for their income potential. This Portfolio
                    normally invests at least 25% of its assets in fixed-income
                    securities.

               o    Janus Aspen Series--Growth Portfolio seeks long-term growth
                    of capital in a manner consistent with the preservation of
                    capital. The Portfolio pursues its investment objective by
                    investing primarily in common stocks selected for their
                    growth potential. Although the Portfolio can invest in
                    companies of any size, it generally invests in larger, more
                    established issuers.

               o    Janus Aspen Series--Worldwide Growth Portfolio seeks
                    long-term growth of capital in a manner consistent with the
                    preservation of capital. The Portfolio pursues its
                    investment objective by investing primarily in common stocks
                    of companies of any size throughout the world. The Portfolio
                    normally invests in issuers from at least five different
                    countries, including the United States. The Portfolio may at
                    times invest in fewer than five countries or even a single
                    country.

               o    Oppenheimer Global Securities Fund/VA seeks long-term
                    capital appreciation by investing a substantial portion of
                    its assets in securities of foreign issuers, "growth-type"
                    companies, cyclical industries and special situations which
                    are considered to have appreciation possibilities.

               o    Oppenheimer Strategic Bond Fund/VA seeks a high level of
                    current income principally derived from interest on debt
                    securities and seeks to enhance such income by writing
                    covered call options on debt securities.


                                       15
<PAGE>


               o    Portfolio Partners, Inc. (PPI)--MFS Emerging Equities
                    Portfolio seeks to provide long-term growth of capital.

               o    Portfolio Partners, Inc. (PPI)--MFS Research Growth
                    Portfolio seeks long-term growth of capital and future
                    income.

               o    Portfolio Partners, Inc. (PPI)--MFS Value Equity Portfolio
                    seeks capital appreciation.

               o    Portfolio Partners, Inc. (PPI)--Scudder International Growth
                    Portfolio seeks long-term growth of capital primarily
                    through a diversified portfolio of marketable foreign equity
                    securities with high growth potential.

               o    Portfolio Partners, Inc. (PPI)--T. Rowe Price Growth Equity
                    Portfolio seeks long-term capital growth and, secondarily,
                    increasing dividend income.


12.  IF THE TRUST IS THE ISSUER OF PERIODIC PAYMENT PLAN CERTIFICATES AND IF ANY
     UNDERLYING SECURITIES WERE ISSUED BY ANOTHER INVESTMENT COMPANY, FURNISH
     INFORMATION FOR EACH SUCH COMPANY:

     (a)  NAME OF COMPANY.

          Aetna Balanced VP, Inc.
          Aetna Generation Portfolios, Inc.
          Aetna Income Shares d/b/a Aetna Bond VP
          Aetna Variable Fund d/b/a Aetna Growth And Income VP
          Aetna Variable Encore Fund d/b/a Aetna Money Market VP
          Fidelity Variable Insurance Products Fund (VIP) Equity-Income
          Portfolio
          Fidelity Variable Insurance Products Fund II (VIP II)--Contrafund
          Portfolio
          Janus Aspen Series


                                       16
<PAGE>


          Oppenheimer Variable Account Funds
          Portfolio Partners, Inc. (PPI)


     (b)  NAME AND PRINCIPAL BUSINESS ADDRESS OF DEPOSITOR.

          Not applicable.

     (c)  NAME AND PRINCIPAL BUSINESS ADDRESS OF TRUSTEE OR CUSTODIAN.

          Aetna Balanced VP, Inc.
               Mellon Bank, N.A., One Mellon Bank Center, Pittsburgh, PA 15258

          Aetna Generation Portfolios, Inc.
               Mellon Bank, N.A., One Mellon Bank Center, Pittsburgh, PA 15258

          Aetna Income Shares d/b/a Aetna Bond VP
               Mellon Bank, N.A., One Mellon Bank Center, Pittsburgh, PA 15258

          Aetna  Variable  Fund d/b/a Aetna  Growth And Income VP
               Mellon Bank, N.A., One Mellon Bank Center, Pittsburgh, PA 15258

          Aetna Variable Encore Fund d/b/a Aetna Money Market VP
               Mellon Bank, N.A., One Mellon Bank Center, Pittsburgh, PA 15258

          Fidelity Variable Insurance Products Fund (VIP) Equity-Income
          Portfolio
               The Chase Manhattan Bank, One Chase Manhattan Plaza, New York, NY

          Fidelity Variable Insurance Products Fund II (VIP II)--Contrafund
          Portfolio
               Brown Brothers Harriman & Co., 40 Water Street, Boston, MA

          Janus Aspen Series
               State Street Bank and Trust Company, P.O. Box 0351, Boston, MA
               02117-0351

          Oppenheimer Variable Account Funds
               The Bank of New York, 110 Washington Street, New York, NY

          Portfolio Partners, Inc. (PPI)
               Investors Bank & Trust Company ("Investors Bank"), 200 Clarendon
               Street, Boston, MA

     (d)  NAME AND PRINCIPAL BUSINESS ADDRESS OF PRINCIPAL UNDERWRITER.

          Aetna Balanced VP, Inc.


                                       17
<PAGE>


               Aetna Life Insurance and Annuity Company
               151 Farmington Avenue, Hartford, CT 06156

          Aetna Generation Portfolios, Inc.
               Aetna Life Insurance and Annuity Company
               151 Farmington Avenue, Hartford, CT 06156

          Aetna Income Shares D/B/A Aetna Bond VP
               Aetna Life Insurance and Annuity Company
               151 Farmington Avenue, Hartford, CT 06156

          Aetna Variable Fund D/B/A Aetna Growth And Income VP
               Aetna Life Insurance and Annuity Company
               151 Farmington Avenue, Hartford, CT 06156

          Aetna Variable Encore Fund D/B/A Aetna Money Market VP
               Aetna Life Insurance and Annuity Company
               151 Farmington Avenue, Hartford, CT 06156

          Fidelity Variable Insurance Products Fund (VIP) Equity-Income
          Portfolio
               Fidelity Management & Research Company
               82 Devonshire Street, Boston, MA 02109

          Fidelity Variable Insurance Products Fund II (VIP II)--Contrafund
          Portfolio
               Fidelity Management & Research Company
               82 Devonshire Street, Boston, MA 02109

          Janus Aspen Series
               Janus Distributors, Inc.
               100 Fillmore Street, Denver, Colorado 80206-4928.

          Oppenheimer Variable Account Funds
               OppenheimerFunds Distributor, Inc.
               3410 South Galena Street, Denver, Colorado 80231

          Portfolio Partners, Inc. (PPI)
               Aetna Life Insurance and Annuity Company
               151 Farmington Avenue, Hartford, CT 06156

     (e)  THE PERIOD DURING WHICH THE SECURITIES OF SUCH COMPANY HAVE BEEN THE
          UNDERLYING SECURITIES.

          Not applicable. As of the date of this filing, Account C has not
          commenced operations.


INFORMATION CONCERNING LOADS, FEES, CHARGES AND EXPENSES


                                       18
<PAGE>


13.  (a)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO EACH LOAD, FEE,
          EXPENSE OR CHARGE TO WHICH (1) PRINCIPAL PAYMENTS; (2) UNDERLYING
          SECURITIES; (3) DISTRIBUTIONS; (4) CUMULATED OR REINVESTED
          DISTRIBUTIONS OR INCOME; AND (5) REDEEMED OR LIQUIDATED ASSETS OF THE
          TRUST'S SECURITIES ARE SUBJECT:

          (A)  THE NATURE OF SUCH LOAD, FEE, EXPENSE OR CHARGE;
          (B)  THE AMOUNT THEREOF;
          (C)  THE NAME OF THE PERSON TO WHOM SUCH AMOUNTS ARE PAID AND HIS
               RELATIONSHIP TO THE TRUST;
          (D)  THE NATURE OF THE SERVICES PERFORMED BY SUCH PERSON IN
               CONSIDERATION FOR SUCH LOAD, FEE, EXPENSE OR CHARGE.

          (1)  Principal Payments.

               The Company deducts a charge equal to 8% of the premium before
               the premium is allocated to the Certificate's Total Account
               Value. The Company uses the proceeds of this charge to cover
               certain expenses and taxes associated with the sales, start-up
               and maintenance of the Certificates. The Company reserves the
               right to increase this charge to not more than 10% under both new
               and previously-issued Certificates.

          (2)  Underlying Securities

               The investment adviser or subadviser for each Fund varies and
               includes the Company. The investment advisers or subadvisers
               provide portfolio management and investment advice for each of
               the Funds and perform other administrative functions, subject to
               the supervision of the Board of Directors of each Fund. As
               compensation for its services, the investment advisers and/or
               subadvisers will receive investment advisory compensation, which
               will vary, and will be reflected as an annual percentage rate of
               the aggregate average daily net assets of each fund.

          (3)  Distributions

               An administrative fee of $25, or 2% of the surrender amount, if
               less, may be charged on a Partial Surrender. This charge is not
               currently being assessed.

          (4)  Cumulated or Reinvested Distributions or Income

               All income and other distributions earned by each Fund are
               reinvested, without charge, at net asset value in shares of the
               Fund.

          (5)  Redeemed or Liquidated Assets

               See Item 13(a)(3).


                                       19
<PAGE>


     (b)  FOR EACH INSTALLMENT PAYMENT TYPE OF PERIODIC PAYMENT PLAN CERTIFICATE
          OF THE TRUST, FURNISH INFORMATION WITH RESPECT TO SALES LOAD AND OTHER
          DEDUCTIONS FROM PRINCIPAL PAYMENTS.

          See Item 13(a)(1).

     (c)  FOR EACH TYPE OF SECURITY ISSUED BY THE TRUST, STATE THE AMOUNT OF
          TOTAL DEDUCTIONS AS A PERCENTAGE OF THE NET AMOUNT INVESTED FOR EACH
          TYPE OF SECURITY ISSUED BY THE TRUST. STATE EACH DIFFERENT SALES
          CHARGE AVAILABLE AS A PERCENTAGE OF THE PUBLIC OFFERING PRICE AND AS A
          PERCENTAGE OF THE NET AMOUNT INVESTED. LIST ANY SPECIAL PURCHASE PLANS
          OR METHODS ESTABLISHED BY RULE OR EXEMPTION ORDER THAT REFLECTS
          RESCHEDULED VARIATIONS IN, OR ELIMINATION OF, THE SALES LOAD AND
          IDENTIFY EACH CLASS OF INDIVIDUALS OR TRANSACTIONS TO WHICH SUCH PLANS
          APPLY.

          See Item 13(a)(1).

     (d)  EXPLAIN FULLY THE REASONS FOR ANY DIFFERENCE IN THE PRICE AT WHICH
          SECURITIES ARE OFFERED GENERALLY TO THE PUBLIC, AND THE PRICE AT WHICH
          SECURITIES ARE OFFERED FOR ANY CLASS OF TRANSACTIONS TO ANY CLASS OR
          GROUP OF INDIVIDUALS, INCLUDING OFFICERS, DIRECTORS OR EMPLOYEES OF
          THE DEPOSITOR, TRUSTEE, CUSTODIAN OR PRINCIPAL UNDERWRITER.

          Not applicable.

     (e)  FURNISH A BRIEF DESCRIPTION OF ANY LOADS, FEES, EXPENSES OR CHARGES
          NOT COVERED IN ITEM 13(a) WHICH MAY BE PAID BY SECURITY HOLDERS IN
          CONNECTION WITH THE TRUST OR ITS SECURITIES.

          Mortality and Expense Risk Charge. The Company deducts a mortality and
          expense risk charge from the Separate Account Value. This charge
          compensates the Company for the aggregate mortality and expense risk
          assumed in connection with the Certificates. The mortality risk
          assumed by the Company is that insureds, as a group, may live for a
          shorter period of time than estimated. If so, the Company could end up
          paying more in Death Benefits than it collects with Cost of Insurance
          charges. The expense risk assumed is that the expenses incurred (a)
          issuing and administering the Certificates and (b) operating the
          Separate Account will be greater than the administrative charges that
          the Company can impose for such expenses.

          The mortality and expense risk charge currently equals an annual rate
          of 0.85% of the average daily net assets of the Separate Account
          during the first 10


                                       20
<PAGE>


          Certificate years, and 0% thereafter. This charge is deducted daily.
          The Company reserves the right to increase or decrease the rate or
          period of the mortality and expense risk charge, if it believes that
          circumstances have changed so that current charges are no longer
          appropriate. However, the Company guarantees that the annual rate of
          this charge will never exceed (a) 1.25% during the first 10
          Certificate years or (b) 0.40% thereafter.

          Transfer and Partial Surrender Charges. The Company reserves the right
          to charge an administrative fee of up to $25 for each transfer between
          investment options in excess of 12 transfers per year. For Partial
          Surrenders, the Company reserves the right to charge an administrative
          fee of $25 or, if less, 2% of the surrender amount. The Company is not
          currently assessing this charge.

          Taxes. The Separate Account currently is not subject to any taxes.
          However, if taxes are assessed against the Separate Account, the
          Company reserves the right to assess the amount of the taxes against
          the Separate Account Value.

          Monthly Deduction. The Monthly Deduction includes the Cost of
          Insurance, a Certificate fee, and any charges for supplemental
          benefits. The Company deducts the first Monthly Deduction on the Issue
          Date, even if the Issue Date is earlier than the date the application
          form for a Certificate is signed. Monthly Deductions then occur on
          each Monthly Deduction Day thereafter. If the Certificate's issuance
          is delayed due to underwriting requirements, the Company will not
          assess charges until the Company completes the underwriting and
          approves the application for the Certificate.

          (A)  Certificate Fee. The Monthly Deduction includes a Certificate fee
               of $14 a month during the first Certificate Year, or the first
               year of an increase in Specified Amount. This fee starts on the
               Issue Date of the Certificate and the date of the increase. The
               Certificate fee then drops to $6 a month. The Company uses the
               proceeds of this charge for administrative expenses, such as risk
               underwriting and Certificate issuance, premium billing and
               collection, Certificate value calculation, confirmation of
               Certificate transactions, and periodic reports to
               Certificateholders. The Company reserves the right to raise this
               charge, both for new and previously-issued Certificates. The
               maximum charge is $19 a month during the first Certificate Year
               (whether from the Issue Date of the Certificate or after an
               increase in Specified Amount) and $11 a month thereafter. The
               Company does not expect the monthly Certificate fee to exceed our
               actual annual administrative costs over time.

          (B)  Cost of Insurance. The Cost of Insurance charge is based on (a)
               the cost of our base insurance rates under a Certificate and (b)
               the Amount at Risk, on the date of the deduction. (Base insurance
               rates do not include any supplemental benefits elected through a
               Certificate rider.)

               The Cost of Insurance charge is equal to (a) the Certificate's
               Amount at Risk on the Monthly Deduction Day, (b) multiplied by a
               monthly Cost of


                                       21
<PAGE>


               Insurance rate. The Company's Amount at Risk at any time is
               approximately the difference between the Certificate's
               then-applicable Death Benefit and its Total Account Value. An
               increase in the Total Account Value or a decrease in the Death
               Benefit will result in a smaller Cost of Insurance charge. A
               decrease in the Total Account Value or an increase in the Death
               Benefit will result in a larger Cost of Insurance charge.

               The Cost of Insurance rate generally increases over the life of a
               Certificate. The rate is based on the insured's Attained Age and
               risk class. The Cost of Insurance rates for "standard risk"
               insureds will not exceed those based on a 50% male/50% female
               blend under the 1980 Commissioners Standard Ordinary Mortality
               Table, smoker or non-smoker (1980 Tables). "Substandard risk"
               insureds have monthly deductions based on Cost of Insurance rates
               that may be higher than those in the 1980 Tables. The Company may
               adjust the monthly Cost of Insurance rates from time to time, but
               they will never exceed the applicable guaranteed maximum rates.

               The Company bases Cost of Insurance rates for an increase in
               Specified Amount on the insured's risk class at the time of the
               increase. The insured must provide evidence of insurability.

          (C)  Charges for Supplemental Benefits. The Monthly Deduction includes
               a supplemental benefits charge if supplemental benefits are
               elected. (Supplemental benefits may be elected by adding riders
               to the Certificate.) The amount of this charge varies depending
               on the riders selected. The charge is described in each
               applicable Certificate rider.

     (f)  STATE WHETHER THE DEPOSITOR, PRINCIPAL UNDERWRITER, CUSTODIAN OR
          TRUSTEE, OR ANY AFFILIATED PERSON OF THE FOREGOING MAY RECEIVE PROFITS
          OR OTHER BENEFITS NOT INCLUDED IN ANSWER TO ITEM 13(a) OR 13(d)
          THROUGH THE SALE OR PURCHASE OF THE TRUST'S SECURITIES OR INTERESTS IN
          SUCH SECURITIES, OR UNDERLYING SECURITIES OR INTERESTS IN UNDERLYING
          SECURITIES, AND DESCRIBE FULLY THE NATURE AND EXTENT OF SUCH PROFITS
          OR BENEFITS.

               Neither the Company nor any affiliated person of the Company may
               receive any profit or any other benefit from premium payments
               under the Certificates or the investments held in the Account not
               included in answer to Item 13(a) or (d) through the sale or
               purchase of the Certificates or shares of the Funds, except that
               (1) the Company may receive a profit to the extent that the cost
               of insurance built into a Certificate exceeds the actual cost of
               insurance needed to pay benefits, (2) favorable mortality or
               expense experience may cause the insurance provided under a
               Certificate to be profitable to the Company, (3) the Company will
               compensate certain other persons, including Company agents, for
               services rendered in connection with the distribution of a
               Policy, as described in Item 38, but such payments will be made
               from the Company's General Account and (4)


                                       22

<PAGE>


               the Company may receive an advisory fee in connection with some
               Funds, as described in Item 13(a).

          (g)  STATE THE PERCENTAGE THAT THE AGGREGATE ANNUAL CHARGES AND
               DEDUCTIONS FOR MAINTENANCE AND OTHER EXPENSES OF THE TRUST BEAR
               TO THE DIVIDEND AND INTEREST INCOME FROM THE TRUST PROPERTY
               DURING THE PERIOD COVERED BY THE FINANCIAL STATEMENTS FILED
               HEREWITH.

               Not applicable.

     INFORMATION CONCERNING THE OPERATIONS OF THE TRUST

     14.  DESCRIBE THE PROCEDURE WITH RESPECT TO THE APPLICATIONS (IF ANY) AND
          THE ISSUANCE AND AUTHENTICATION OF THE TRUST'S SECURITIES, AND STATE
          THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE OR AGREEMENT
          PERTAINING THERETO.

          Individuals wishing to purchase a Certificate must complete an
          application. A Certificate may only be issued to insureds that supply
          satisfactory evidence of insurability to the Company. Acceptance is
          subject to the Company's underwriting rules and the Company reserves
          the right to reject any application for any reason. Policies will be
          issued in accordance with the state insurance laws. Although such laws
          prohibit discrimination among applicants, they generally allow certain
          distinctions based upon sex, age, health and occupation.

          Interests in the sub-accounts of the Account may also be acquired by
          transfers, as described in Item 10(d).

     15.  DESCRIBE THE PROCEDURE WITH RESPECT TO THE RECEIPT OF PAYMENTS FROM
          PURCHASERS OF THE TRUST'S SECURITIES AND THE HANDLING OF THE PROCEEDS
          THEREOF, AND STATE THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE OR
          AGREEMENT PERTAINING THERETO.

          When a person applies for a Certificate, that person will be asked to
          select one or more of the applicable funding vehicles to which
          Premiums are to be allocated, and the applicable percentage (a whole
          number) to be allocated to each such funding vehicle. That allocation
          can be changed at any time with respect to future premium payments
          upon receipt of written notice by us, 12 times during any Policy Year,
          at no charge. Any change after the twelfth may be subject to the
          imposition of a $25 charge to reimburse us for costs associated with
          allocation changes. Premiums will be allocated as the
          Certificateholder has directed upon receipt.

     16.  DESCRIBE THE PROCEDURE WITH RESPECT TO THE ACQUISITION OF UNDERLYING
          SECURITIES AND THE DISPOSITION THEREOF, AND STATE THE SUBSTANCE OF THE
          PROVISIONS OF ANY INDENTURE OR AGREEMENT PERTAINING THERETO.


                                       23
<PAGE>


          On each valuation date of each Fund, Account C purchases or redeems
          shares in each Fund based on a netting of all transactions for that
          day, including the amount of net premiums invested in Account C,
          transfers, policy loans and loan repayments, surrender payments,
          charges, and payment of benefits to be effected on that day.

     17.  (a)  DESCRIBE THE PROCEDURE WITH RESPECT TO WITHDRAWAL OR REDEMPTION
               BY SECURITY HOLDERS.

               The procedures with respect to surrenders or redemption by
               security holders are described in response to Items 10(c), (d),
               (e) and (i).

          (b)  FURNISH THE NAMES OF ANY PERSONS WHO MAY REDEEM OR REPURCHASE, OR
               ARE REQUIRED TO REDEEM OR REPURCHASE, THE TRUST'S SECURITIES OR
               UNDERLYING SECURITIES FROM SECURITY HOLDERS, AND THE SUBSTANCE OF
               THE PROVISIONS OF ANY INDENTURE OR AGREEMENT PERTAINING THERETO.

               The Company is required to process all surrender requests as
               described in Item 10(c). Each Fund will redeem its shares upon
               the Company's request in accordance with the 1940 Act. Redeemed
               shares are retired although they may later be reissued.

          (c)  INDICATE WHETHER REPURCHASED OR REDEEMED SECURITIES WILL BE
               CANCELLED OR MAY BE RESOLD.

               A Policy or Certificate, once totally surrendered, may not be
               resold.

     18.  (a)  DESCRIBE THE PROCEDURE WITH RESPECT TO THE RECEIPT, CUSTODY AND
               DISPOSITION OF THE INCOME AND OTHER DISTRIBUTABLE FUNDS OF THE
               TRUST AND STATE THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE
               OR AGREEMENT PERTAINING THERETO.

               All dividend and capital gains distributions (if any) of the
               Funds will be automatically reinvested in additional Funds shares
               at their net asset value. Pursuant to the Certificate, the
               Company will make distributions from Account C in connection with
               death benefits, policy loans, and cash value surrenders.
               Applicable procedures for such distributions are described in the
               answers to Items 10(c), 10(i)(6), and 21.

          (b)  DESCRIBE THE PROCEDURE, IF ANY, WITH RESPECT TO THE REINVESTMENT
               OF DISTRIBUTIONS TO SECURITY HOLDERS AND STATE THE SUBSTANCE OF
               THE PROVISIONS OF ANY INDENTURE OR AGREEMENT PERTAINING THERETO.

               Not applicable.

          (c)  IF ANY RESERVES OR SPECIAL FUNDS ARE CREATED OUT OF INCOME OR
               PRINCIPAL, STATE WITH RESPECT TO EACH SUCH


                                       24
<PAGE>


               RESERVE OR FUND THE PURPOSE AND ULTIMATE DISPOSITION THEREOF, AND
               DESCRIBE THE MANNER OF HANDLING SAME.

               Premium placed in Account C constitutes reserves for benefits
               under the Certificates.

          (d)  SUBMIT A SCHEDULE SHOWING THE PERIODIC AND SPECIAL DISTRIBUTIONS
               WHICH HAVE BEEN MADE TO SECURITY HOLDERS DURING THE THREE YEARS
               COVERED BY THE FINANCIAL STATEMENTS FILED HEREWITH. STATE FOR
               EACH SUCH DISTRIBUTION THE AGGREGATE AMOUNT AND AMOUNT PER SHARE.
               IF DISTRIBUTIONS FROM SOURCES OTHER THAN CURRENT INCOME HAVE BEEN
               MADE, IDENTIFY EACH SUCH OTHER SOURCE AND INDICATE WHETHER SUCH
               DISTRIBUTION REPRESENTS THE RETURN OF PRINCIPAL PAYMENTS TO
               SECURITY HOLDERS. IF PAYMENTS OTHER THAN CASH WERE MADE, DESCRIBE
               THE NATURE THEREOF, THE ACCOUNT CHARGED AND THE BASIS OF
               DETERMINING THE AMOUNT OF SUCH CHARGE.

               No distributions have been made by Account C during this time
               period.

     19.  DESCRIBE THE PROCEDURE WITH RESPECT TO THE KEEPING OF RECORDS AND
          ACCOUNTS OF THE TRUST, THE MAKING OF REPORTS AND THE FURNISHING OF
          INFORMATION TO SECURITY HOLDERS, AND THE SUBSTANCE OF THE PROVISIONS
          OF ANY INDENTURE OR AGREEMENT PERTAINING THERETO.

          The Company will have primary responsibility for all administration of
          the Policies and Certificates and Account C. The administrative
          services provided include preparation of the Policies and
          Certificates, maintenance of Certificateholders' records and all
          accounting, valuation, regulatory and reporting services.

          The Company will send such reports of Account C as are presently
          required by the 1940 Act and regulations promulgated thereunder. The
          Company will also mail to Policyowners and Certificateholders, at the
          last known address of record at the Company's principal office, any
          reports required by state law. Each person having a voting interest
          will receive proxy material, reports, and other materials relating to
          the Funds.

     20.  STATE THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE OR AGREEMENT
          CONCERNING THE TRUST WITH RESPECT TO THE FOLLOWING:

          (a)  AMENDMENTS TO SUCH INDENTURE OR AGREEMENT.

               Not applicable.

          (b)  THE EXTENSION OR TERMINATION OF SUCH INDENTURE OR AGREEMENT.

               Not applicable.


                                       25
<PAGE>


          (c)  THE REMOVAL OR RESIGNATION OF THE TRUSTEE OR CUSTODIAN, OR THE
               FAILURE OF THE TRUSTEE OR CUSTODIAN TO PERFORM ITS DUTIES,
               OBLIGATIONS AND FUNCTIONS.

               Not applicable.

          (d)  THE APPOINTMENT OF A SUCCESSOR TRUSTEE AND THE PROCEDURE IF A
               SUCCESSOR TRUSTEE IS NOT APPOINTED.

               Not applicable.

          (e)  THE REMOVAL OR RESIGNATION OF THE DEPOSITOR, OR THE FAILURE OF
               THE DEPOSITOR TO PERFORM ITS DUTIES, OBLIGATIONS AND FUNCTIONS.

               The Company acts as depositor. There are no provisions relating
               to the removal or resignation of the depositor or the failure of
               the depositor to perform its duties, obligations and functions.

          (f)  THE APPOINTMENT OF A SUCCESSOR DEPOSITOR AND THE PROCEDURE IF A
               SUCCESSOR DEPOSITOR IS NOT APPOINTED.

               There are no provisions relating to the appointment of a
               successor depositor and the procedure if a successor depositor is
               not appointed.

     21.  (a)  STATE THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE OR
               AGREEMENT WITH RESPECT TO LOANS TO SECURITY HOLDERS.

               The Company grants loans at any time (a) after the expiration of
               the Right of Policy Examination and (b) before the Maturity Date.
               The amount of the loan may not be more than the Loan Value. The
               Loan Value is 90% of the Total Account Value, unless state law
               otherwise requires. The Company transfers the amount of the loan
               out of the Fixed Account and any Variable Options on a pro-rata
               basis, and holds the amount of the loan as part of the Loan
               Account Value. The Company effects loans and loan repayments as
               of the end of the Valuation Period in which a written request for
               the loan or the repayment is received.

               A loan may be repaid in full or in part at any time prior to the
               Maturity Date, as long as the Certificate is in force and the
               insured is alive. The amount necessary to repay all loans in full
               is the Loan Account Value plus any accrued interest. Unless
               specifically instructed otherwise, additional premiums received
               are considered loan repayments. Subject to state regulatory
               approval, unless specifically instructed otherwise, the Company
               will allocate loan repayments received to the Fixed Account and
               Account C according to the premium allocation currently in
               effect. The full Surrender Value under a Certificate equals (a)
               the Total Account Value on the date of surrender, (b) less the
               Loan Account Value plus any accrued interest. If the loan is not
               repaid prior to the Maturity Date, the amount payable at the
               Maturity Date equals (a) the Total


                                       26
<PAGE>


               Account Value on the Maturity Date, (b) less the Loan Account
               Value on the Maturity Date plus any accrued interest.

               Subject to state regulatory approval, interest earned on the Loan
               Account value will be credited to the Fixed Account Value and the
               Separate Account Value according to the premium payment
               allocation currently in effect. The amount of interest earned on
               the Loan Account Value and the amount of interest charged on a
               loan depends on whether the loan is considered preferred.
               Beginning in the 11th Certificate Year and on each Certificate
               Anniversary thereafter, that portion of the Loan Value
               attributable to the Separate Account Value will be considered
               preferred (Preferred Loans). All other loans will be considered
               non-preferred (non-Preferred Loans).

               Preferred Loans earn interest at a rate of 4.0% and are charged
               interest at a rate of 4.0%. In other words, the interest rate
               credited equals the interest rate charged. Non-Preferred Loans
               earn interest at a rate of no less than 6.0% and are currently
               charged interest at a rate of 8%. Interest may be credited in
               excess of these rates, in our sole discretion.

               Loan interest is due and payable on (a) each Policy Anniversary,
               (b) the date the Policy ends or (c) upon full repayment of the
               Loan Account Value. The Company adds any interest not paid when
               due to the Loan Account Value on the Policy Anniversary. Any
               amount of unpaid interest bears interest on the same terms.

          (b)  FURNISH A BRIEF DESCRIPTION OF ANY PROCEDURE OR ARRANGEMENT BY
               WHICH LOANS ARE MADE AVAILABLE TO SECURITY HOLDERS BY THE
               DEPOSITOR, PRINCIPAL UNDERWRITER, TRUSTEE OR CUSTODIAN, OR ANY
               AFFILIATED PERSON OF THE FOREGOING.

               See Item 21(a).

               (1)  THE NAME OF EACH PERSON WHO MAKES SUCH AGREEMENTS OR
                    ARRANGEMENTS WITH SECURITY HOLDERS.

                    The Certificateholder may apply for and receive a Policy
                    loan from the Company.

               (2)  THE RATE OF INTEREST PAYABLE ON SUCH LOANS.

                    See Item 21(a).

               (3)  THE PERIOD FOR WHICH LOANS MAY BE MADE.

                    After the expiration of the Right of Policy Examination and
                    before the Maturity Date.


                                       27
<PAGE>


               (4)  COSTS OR CHARGES FOR DEFAULT IN REPAYMENT AT MATURITY.

                    In the case of an outstanding loan, the Maturity Value would
                    equal the Total Account Value on the Date of Maturity less
                    the Loan Account Value and less any unpaid accrued interest.

               (5)  OTHER MATERIAL PROVISIONS OF THE AGREEMENT OR ARRANGEMENT.

                    See Item 21(a).

          (c)  IF SUCH LOANS ARE MADE, FURNISH THE AGGREGATE AMOUNT OF LOANS
               OUTSTANDING AT THE END OF THE LAST FISCAL YEAR, THE AMOUNT OF
               INTEREST COLLECTED DURING THE LAST FISCAL YEAR ALLOCATED TO THE
               DEPOSITOR, PRINCIPAL UNDERWRITER, TRUSTEE OR CUSTODIAN OR
               AFFILIATED PERSON OF THE FOREGOING AND THE AGGREGATE AMOUNT OF
               LOANS IN DEFAULT AT THE END OF THE LAST FISCAL YEAR COVERED BY
               FINANCIAL STATEMENTS FILED HEREWITH.

                    Not applicable. As of the date of filing, no loans have been
                    made.

     22.  STATE THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE OR AGREEMENT
          WITH RESPECT TO LIMITATIONS ON THE LIABILITIES OF THE DEPOSITOR,
          TRUSTEE OR CUSTODIAN, OR ANY OTHER PARTY TO SUCH INDENTURE OR
          AGREEMENT.

          There are no such provisions.

     23.  DESCRIBE ANY BONDING ARRANGEMENT FOR OFFICERS, DIRECTORS, PARTNERS OR
          EMPLOYEES OF THE DEPOSITOR OR PRINCIPAL UNDERWRITER OF THE TRUST,
          INCLUDING THE AMOUNT OF COVERAGE AND THE TYPE OF BOND.

          A blanket fidelity bond for $60 million covers all of the officers and
          employees of the Company.

     24.  STATE THE SUBSTANCE OF ANY OTHER MATERIAL PROVISIONS OF ANY INDENTURE
          OR AGREEMENT CONCERNING THE TRUST OR ITS SECURITIES AND A DESCRIPTION
          OF ANY OTHER MATERIAL FUNCTIONS OR DUTIES OF THE DEPOSITOR, TRUSTEE OR
          CUSTODIAN NOT STATED IN ITEM 10 OR ITEMS 14 TO 23 INCLUSIVE.

          The Company cannot contest a Certificate as to the initial Specified
          Amount after it has been in force during the lifetime of the insured
          for two years from the Certificate date. A new two year contestability
          period will apply to each increase in Specified Amount beginning on
          the effective date of each such increase and will apply to statements
          made in the application for the increase. If the Certificate is
          reinstated, a new two year


                                       28
<PAGE>


          contestability period (apart from any remaining contestability period)
          will apply from the date of the application for reinstatement and will
          apply only to statements made in the application for reinstatement.

          In most states, only a limited benefit is paid if the insured dies by
          suicide within 2 years from the Issue Date of a Certificate.
          Generally, this benefit consists of a refund of premiums paid, subject
          to any positive or negative adjustment to reflect investment
          performance in the Separate Account. In most states, if the insured
          dies by suicide within 2 years from the Issue Date of any increase in
          coverage, as to that increase, only the amount of prior Monthly
          Deductions that were attributable to that increase are paid.

        III. ORGANIZATION, PERSONNEL AND AFFILIATED PERSONS OF DEPOSITOR

     ORGANIZATION AND OPERATIONS OF DEPOSITOR

     25.  STATE THE FORM OF ORGANIZATION OF THE DEPOSITOR OF THE TRUST, THE NAME
          OF THE STATE OR OTHER SOVEREIGN POWER UNDER THE LAWS OF WHICH THE
          DEPOSITOR WAS ORGANIZED AND THE DATE OF ORGANIZATION.

     The Company is a stock life insurance company organized under the insurance
     laws of the State of Connecticut in 1976. Through a merger, it succeeded to
     the business of Aetna Variable Annuity Life Insurance Company (formerly
     Participating Annuity Life Insurance Company, an Arkansas life insurance
     company organized in 1954).

     26.  (a)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO ALL FEES
               RECEIVED BY THE DEPOSITOR OF THE TRUST IN CONNECTION WITH THE
               EXERCISE OF ANY FUNCTIONS OR DUTIES CONCERNING SECURITIES OF THE
               TRUST DURING THE PERIOD COVERED BY THE FINANCIAL STATEMENTS FILED
               HEREWITH:

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

          (b)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO ANY FEES OR ANY
               PARTICIPATION IN FEES RECEIVED BY THE DEPOSITOR FROM ANY
               UNDERLYING INVESTMENT COMPANY OR ANY AFFILIATED PERSON OR
               INVESTMENT ADVISER OF SUCH COMPANY:

               (1)  THE NATURE OF SUCH FEE OR PARTICIPATION.

               (2)  THE NAME OF THE PERSON MAKING PAYMENT.

               (3)  THE NATURE OF THE SERVICES RENDERED IN CONSIDERATION FOR
                    SUCH FEE OR PARTICIPATION.


                                       29
<PAGE>


               (4)  THE AGGREGATE AMOUNT RECEIVED DURING THE LAST FISCAL YEAR
                    COVERED BY THE FINANCIAL STATEMENTS FILED HEREWITH.

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

     27.  DESCRIBE THE GENERAL CHARACTER OF THE BUSINESS ENGAGED IN BY THE
          DEPOSITOR INCLUDING A STATEMENT AS TO ANY BUSINESS OTHER THAN THAT OF
          DEPOSITOR OF THE TRUST. IF THE DEPOSITOR ACTS OR HAS ACTED IN ANY
          CAPACITY WITH RESPECT TO ANY INVESTMENT COMPANY OR COMPANIES OTHER
          THAN THE TRUST, STATE THE NAME OR NAMES OF SUCH COMPANY OR COMPANIES,
          THEIR RELATIONSHIP, IF ANY, TO THE TRUST, AND THE NATURE OF THE
          DEPOSITOR'S ACTIVITIES THEREWITH. IF THE DEPOSITOR HAS CEASED TO ACT
          IN SUCH NAMED CAPACITY, STATE THE DATE OF AND CIRCUMSTANCES
          SURROUNDING SUCH CESSATION.

          The Company is principally engaged in the business of issuing life
          insurance policies and variable annuity contracts. In addition, the
          Company serves as the principal underwriter for the securities offered
          hereunder and also acts as the principal underwriter for Variable Life
          Account B and Variable Annuity Accounts B, C and G (separate accounts
          of the Company registered as unit investment trusts), and Variable
          Annuity Account I (a separate account of Aetna Insurance Company of
          America registered as a unit investment trust) and Aetna Variable
          Fund, Aetna Variable Encore Fund d/b/a Aetna Money Market VP, Aetna
          Variable Portfolios, Inc., Aetna Income Shares d/b/a Aetna Bond VP,
          Aetna GET Fund, Aetna Balanced VP, Inc., Aetna Generation Portfolios,
          Inc., and Portfolio Partners, Inc. Additionally, the Company is
          registered as an investment adviser under the Investment Advisers Act
          of 1940 and, as such, is the investment adviser for Portfolio
          Partners, Inc. The Company is also the depositor of Variable Life
          Account B and Variable Annuity Accounts B, C and G.

     OFFICIALS AND AFFILIATED PERSONS OF DEPOSITOR

     28.  (a)  FURNISH AS AT LATEST PRACTICABLE DATE THE FOLLOWING INFORMATION
               WITH RESPECT TO THE DEPOSITOR OF THE TRUST, WITH RESPECT TO EACH
               OFFICER, DIRECTOR, OR PARTNER OF THE DEPOSITOR, AND WITH RESPECT
               TO EACH NATURAL PERSON DIRECTLY OR INDIRECTLY OWNING, CONTROLLING
               OR HOLDING WITH POWER TO VOTE 5% OR MORE OF THE OUTSTANDING
               VOTING SECURITIES OF THE DEPOSITOR.

               (i)  NAME AND PRINCIPAL BUSINESS ADDRESS.
               (ii) NATURE OF RELATIONSHIP OR AFFILIATION WITH DEPOSITOR OF THE
                    TRUST;
               (iii)OWNERSHIP OF ALL SECURITIES OF THE DEPOSITOR;
               (iv) OWNERSHIP OF ALL SECURITIES OF THE TRUST;
               (v)  OTHER COMPANIES OF WHICH EACH PERSON NAMED ABOVE IS
                    PRESENTLY AN OFFICER, DIRECTOR OR PARTNER.

               See the table below. Also, see Item 29.


                                       30
<PAGE>


          (b)  FURNISH A BRIEF STATEMENT OF THE BUSINESS EXPERIENCE DURING THE
               LAST FIVE YEARS OF EACH OFFICER, DIRECTOR OR PARTNER OF THE
               DEPOSITOR.


<TABLE>
<CAPTION>
Name and Address*             Position with Company              Business Experience During Past 5 Years
- -----------------             ---------------------              ---------------------------------------

<S>                           <C>                                <C>
Thomas J. McInerney           Director, President and            President (since October 1998) Aetna Investment
151 Farmington Ave.           Chairman, Executive Committee      Adviser Holding Company, Inc., Aetna Retail
Hartford, CT  06156           (Principal Executive Officer)      Holding Company, Inc., Aetna Services Holding
                                                                 Company, Inc.; President (since September 1997)
                                                                 Aetna Life Insurance and Annuity Company; President
                                                                 (since September 1997) Aetna Insurance Company of
                                                                 America; President (since September 1997) Aetna
                                                                 Retirement Holdings, Inc.; President (since August
                                                                 1997) Aetna Retirement Services, Inc.; Executive
                                                                 Vice President (since August 1997) Aetna Inc.,
                                                                 Aetna Services, Inc. and Aetna Life Insurance
                                                                 Company; Vice President, Strategy (March 1997 -
                                                                 August 1997) Aetna Inc., Aetna Services, Inc. and
                                                                 Aetna Life Insurance Company; Vice President,
                                                                 Sales (December 1996 - March 1997) and Vice
                                                                 President, National Accounts (April 1996 March
                                                                 1997) Aetna US Healthcare Inc.; Vice President,
                                                                 Strategy, Finance, & Administration (July 1995 -
                                                                 April 1996) Aetna Inc.; Vice President, Guaranteed
                                                                 Products (November 1992 - July 1995) Aetna Life
                                                                 Insurance Company.

Shaun P. Mathews              Director and Senior Vice           President (January 1998 - February 1999) Aetna
151 Farmington Ave.           President                          Investment Services, Inc.; Senior Vice President
Hartford, CT  06156                                              (since June 1999) Aetna Retirement Holdings, Inc.,;
                                                                 Senior Vice President (since June 1999) Aetna
                                                                 Retirement Holdings, Inc.; Senior Vice President
                                                                 (since October 1998) Aetna Investment Adviser
                                                                 Holding Company, Inc., Aetna Retail Holding Company,
                                                                 Inc., Aetna Services Holding Company, Inc.; Senior
                                                                 Vice President, Product and Brand Management (since
                                                                 September 1998), Senior Vice President, Product
                                                                 Management (September 1997 - September 1998), Vice
                                                                 President, Products Group (February 1996 - September
                                                                 1997), Senior Vice President, Strategic Markets and
                                                                 Products (February 1993 - February 1996) Aetna Life
                                                                 Insurance and Annuity Company.
</TABLE>


                                       31
<PAGE>


<TABLE>
<CAPTION>
Name and Address*             Position with Company              Business Experience During Past 5 Years
- -----------------             ---------------------              ---------------------------------------

<S>                           <C>                                <C>
Catherine Hale Smith          Director, Chief Financial          Senior Vice President (since October 1998) Aetna
151 Farmington Ave.           Officer and Senior Vice            Investment Adviser Holding Company, Inc., Aetna
Hartford, CT  06156           President                          Retail Holding Company, Inc., Aetna Services
                                                                 Holding Company, Inc.; Chief Financial Officer and
                                                                 Senior Vice President, Business Strategy and Finance
                                                                 (since February 1998) Aetna Life Insurance and
                                                                 Annuity Company; Director and Senior Vice President
                                                                 (since March 1999), Chief Financial Officer (since
                                                                 February 1998) Aetna Retirement Services, Inc.;
                                                                 Vice President, Strategy, Finance and Administration,
                                                                 Financial Relations (September 1996 - February 1998),
                                                                 Aetna Inc.; Chief of Staff, Health/Group Life,
                                                                 Strategy and Communication (April 1993 - September
                                                                 1996) Aetna Life Insurance Company.

Kirk P. Wickman               Senior Vice President,             Senior Vice President, General Counsel and
151 Farmington Ave.           General Counsel and Corporate      Corporate Secretary (since June 1999) Aetna
Hartford, CT  06156           Secretary                          Retirement Holdings, Inc., Aetna Investment
                                                                 Adviser Holding Company, Inc., Aetna Retail Holding
                                                                 Company, Inc., Aetna Services Holding Company, Inc.;
                                                                 Senior Vice President, General Counsel and Corporate
                                                                 Secretary (since April 1999) Aetna Retirement
                                                                 Services, Inc.; Vice President, General Counsel and
                                                                 Corporate Secretary (October 1998 - June 1999) Aetna
                                                                 Investment Advisor Holding Company, Inc., Aetna
                                                                 Retail Holding Company, Inc., Aetna Services Holding
                                                                 Company, Inc.; Vice President, General Counsel and
                                                                 Assistant Secretary (April 1997 - April 1999) Aetna
                                                                 Retirement Services, Inc.; Vice President, General
                                                                 Counsel and Corporate Secretary (December 1996 -
                                                                 June 1999) Aetna Retirement Holdings, Inc.; Senior
                                                                 Vice President (since March 1999), General Counsel
                                                                 and Corporate Secretary (since November 1996), Vice
                                                                 President (November 1996 - March 1999) Aetna Life
                                                                 Insurance and Annuity Company; Vice President and
                                                                 Counsel (June 1992 - November 1996) Aetna Life
                                                                 Insurance Company.
</TABLE>


                                       32
<PAGE>


<TABLE>
<CAPTION>
Name and Address*             Position with Company              Business Experience During Past 5 Years
- -----------------             ---------------------              ---------------------------------------

<S>                           <C>                                <C>
Deborah Koltenuk              Vice President, Corporate          Vice President, Corporate Controller, and
151 Farmington Ave.           Controller, and Assistant          Assistant Treasurer (since July 1999) Aetna
Hartford, CT  06156           Treasurer                          Retirement Services, Inc.; Vice President,
                                                                 Corporate Controller, and Assistant Treasurer (since
                                                                 June 1999) Aetna Investment Adviser Holding Company,
                                                                 Inc., Aetna Retail Holding Company, Inc., Aetna
                                                                 Services Holding Company, Inc., Aetna Life Insurance
                                                                 and Annuity Company, Aetna Insurance Company of
                                                                 America; Vice President, Corporate Controller and
                                                                 Assistant Treasurer, (April 1999 - July 1999) Aetna
                                                                 Retirement Services, Inc.; Vice President, Treasurer
                                                                 and Corporate Controller (October 1998 - June 1999)
                                                                 Aetna Investment Adviser Holding Company, Inc., Aetna
                                                                 Retail Holding Company, Inc., Aetna Services Holding
                                                                 Company, Inc.; Vice President and Controller (April
                                                                 1997 - April 1999) Aetna Retirement Services, Inc.;
                                                                 Vice President, Treasurer and Corporate Controller
                                                                 (July 1996 - June 1999) Aetna Life Insurance and
                                                                 Annuity Company; Vice President, Treasurer and
                                                                 Corporate Controller (September 1996 - June 1999)
                                                                 Aetna Retirement Holdings, Inc.; Director (January
                                                                 1997 - March 1998), Vice President and Treasurer,
                                                                 Corporate Controller (April 1997 - June 1999) Aetna
                                                                 Insurance Company of America; Vice President,
                                                                 Investment Financial Reporting and Securities
                                                                 Operations (April 1996 - July 1996) Aetna Life
                                                                 Insurance Company; Vice President, Investment
                                                                 Planning and Financial Reporting (October 1994 -
                                                                 April 1996) The Aetna Casualty and Surety Company
                                                                 and The Standard Fire and Insurance Company;
                                                                 Assistant Vice President, Finance and Administration
                                                                 (June 1994 - October 1994) Aetna Life Insurance
                                                                 Company.
</TABLE>


                                       33
<PAGE>


<TABLE>
<CAPTION>
Name and Address*             Position with Company              Business Experience During Past 5 Years
- -----------------             ---------------------              ---------------------------------------

<S>                           <C>                                <C>
Therese A. Squillacote        Vice President and Chief           Vice President and Chief Compliance Officer (since
151 Farmington Ave.           Compliance Officer                 February 1999) Aetna Insurance Company of America;
Hartford, CT  06156                                              Vice President and Chief Compliance Officer (since
                                                                 December 1998) Aetna Life Insurance and Annuity
                                                                 Company; Vice President and Chief Compliance Officer
                                                                 (since December 1998) Aetna Investment Services, Inc.;
                                                                 Chief Compliance Officer (since December 1998)
                                                                 Systematized Benefits Administrators, Inc.; Vice
                                                                 President, Compliance (since March 1998) Aetna
                                                                 Financial Services, Inc.; Compliance Manager (May
                                                                 1997 to December 1998) Aetna Life Insurance and
                                                                 Annuity Company; Registered Principal (since July
                                                                 1997) Aetna Investment Services, Inc.; Director,
                                                                 Compliance (December 1995 to May 1997) Connecticut
                                                                 General Life Insurance Company; Registered Principal
                                                                 (December 1995 to May 1997) CIGNA Financial Advisors,
                                                                 Inc.; Chief Compliance Officer (September 1989 to
                                                                 December 1995) G.R. Phelps & Co., Inc.; Chief
                                                                 Compliance Officer (December 1992 to December 1995)
                                                                 Connecticut Mutual Financial Services, Inc.
</TABLE>


     COMPANIES OWNING SECURITIES OF DEPOSITOR

     29.  FURNISH AS AT LATEST PRACTICABLE DATE THE FOLLOWING INFORMATION WITH
          RESPECT TO EACH COMPANY WHICH DIRECTLY OR INDIRECTLY OWNS, CONTROLS OR
          HOLDS WITH POWER TO VOTE 5% OR MORE OF THE OUTSTANDING VOTING
          SECURITIES OF THE DEPOSITOR: (A) NAME AND PRINCIPAL BUSINESS ADDRESS;
          (B) NATURE OF BUSINESS, (C) OWNERSHIP OF ALL SECURITIES OF THE
          DEPOSITOR;

          The Company is an indirect wholly-owned subsidiary of Aetna Inc., a
          Connecticut publicly traded healthcare and financial services
          corporation. Aetna Inc.'s business address is 151 Farmington Avenue,
          Hartford, CT 06156.

     CONTROLLING PERSONS

     30.  FURNISH AS AT LATEST PRACTICABLE DATE THE FOLLOWING INFORMATION WITH
          RESPECT TO ANY PERSON OTHER THAN THOSE COVERED BY ITEMS 28, 29, AND 42
          WHO DIRECTLY OR INDIRECTLY CONTROLS THE DEPOSITOR.

          None.


                                       34
<PAGE>


     COMPENSATION OF OFFICERS OF DEPOSITOR

     31.  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO THE REMUNERATION FOR
          SERVICES PAID BY THE DEPOSITOR DURING THE LAST FISCAL YEAR COVERED BY
          FINANCIAL STATEMENTS FILED HEREWITH;

          (a)  DIRECTLY TO EACH OF THE OFFICERS OR PARTNERS OF THE DEPOSITOR
               DIRECTLY RECEIVING THE THREE HIGHEST AMOUNTS OF REMUNERATION:

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

          (b)  DIRECTLY TO ALL OFFICERS OR PARTNERS OF THE DEPOSITOR AS A GROUP
               EXCLUSIVE OF PERSONS WHOSE REMUNERATION IS INCLUDED UNDER ITEM
               31(a), STATING SEPARATELY THE AGGREGATE AMOUNT PAID BY THE
               DEPOSITOR ITSELF AND THE AGGREGATE AMOUNT PAID BY ALL THE
               SUBSIDIARIES:

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

          (c)  INDIRECTLY OR THROUGH SUBSIDIARIES TO EACH OF THE OFFICERS OR
               PARTNERS OF THE DEPOSITOR:

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

     COMPENSATION OF DIRECTORS

     32.  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO THE REMUNERATION FOR
          SERVICES, EXCLUSIVE OF REMUNERATION REPORTED UNDER ITEM 31, PAID BY
          THE DEPOSITOR DURING THE LAST FISCAL YEAR COVERED BY FINANCIAL
          STATEMENTS FILED HEREWITH:

          (a)  THE AGGREGATE DIRECT REMUNERATION TO DIRECTORS.

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

          (b)  INDIRECTLY OR THROUGH SUBSIDIARIES TO DIRECTORS.

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

     COMPENSATION TO EMPLOYEES


                                       35
<PAGE>


     33.  (a)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO THE AGGREGATE
               AMOUNT OF REMUNERATION FOR SERVICES OF ALL EMPLOYEES OF THE
               DEPOSITOR (EXCLUSIVE OF PERSONS WHOSE REMUNERATION IS REPORTED IN
               ITEMS 31 AND 32) WHO RECEIVED REMUNERATION IN EXCESS OF $10,000
               DURING THE LAST FISCAL YEAR COVERED BY FINANCIAL STATEMENTS FILED
               HEREWITH FROM THE DEPOSITOR AND ANY OF ITS SUBSIDIARIES.

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

          (b)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO THE
               REMUNERATION FOR SERVICES PAID DIRECTLY DURING THE LAST FISCAL
               YEAR COVERED BY FINANCIAL STATEMENTS FILED HEREWITH TO THE
               FOLLOWING CLASSES OF PERSONS (EXCLUSIVE OF THOSE PERSONS COVERED
               BY ITEM 33(a)): (1) SALES MANAGERS, BRANCH MANAGERS, DISTRICT
               MANAGERS AND OTHER PERSONS SUPERVISING THE SALE OF REGISTRANT'S
               SECURITIES; (2) SALESMEN, SALES AGENTS, CANVASSERS AND OTHER
               PERSONS MAKING SOLICITATIONS BUT NOT IN SUPERVISORY CAPACITY; (3)
               ADMINISTRATIVE AND CLERICAL EMPLOYEES; AND (4) OTHERS (SPECIFY).
               IF A PERSON IS EMPLOYED IN MORE THAN ONE CAPACITY, CLASSIFY
               ACCORDING TO PREDOMINANT TYPE OF WORK.

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

     COMPENSATION TO OTHER PERSONS

     34.  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO THE AGGREGATE AMOUNT
          OF COMPENSATION FOR SERVICES PAID ANY PERSON (EXCLUSIVE OF PERSONS
          WHOSE REMUNERATION IS REPORTED IN ITEMS 31, 32 AND 33), WHOSE
          AGGREGATE COMPENSATION IN CONNECTION WITH SERVICES RENDERED WITH
          RESPECT TO THE TRUST IN ALL CAPACITIES EXCEEDED $10,000 DURING THE
          LAST FISCAL YEAR COVERED BY FINANCIAL STATEMENTS FILED HEREWITH FROM
          THE DEPOSITOR AND ANY OF ITS SUBSIDIARIES.

          Not applicable. As of the date of this filing, Account C has not
          commenced operations.

                  IV. DISTRIBUTION AND REDEMPTION OF SECURITIES

     DISTRIBUTION OF SECURITIES

     35.  FURNISH THE NAMES OF THE STATES IN WHICH SALES OF THE TRUST'S
          SECURITIES (a) ARE CURRENTLY BEING MADE, (b) ARE PRESENTLY PROPOSED TO
          MADE, AND (c) HAVE BEEN DISCONTINUED, INDICATING BY APPROPRIATE LETTER
          THE STATUS WITH RESPECT TO EACH STATE.


                                       36
<PAGE>


          No sales are currently being made. It is proposed that Policies and
          Certificates will be offered in all jurisdictions where the Company
          has authority to sell them. The sale of Policies and Certificates has
          not been discontinued in any state.

     36.  IF SALES OF THE TRUST'S SECURITIES HAVE AT ANY TIME SINCE JANUARY 1,
          1936 BEEN SUSPENDED FOR MORE THAN A MONTH, DESCRIBE BRIEFLY THE
          REASONS FOR SUCH SUSPENSION.

          Not applicable.

     37.  (a)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO EACH INSTANCE
               WHERE SUBSEQUENT TO JANUARY 1, 1937, ANY FEDERAL OR STATE
               GOVERNMENTAL OFFICER, AGENCY, OR REGULATORY BODY DENIED AUTHORITY
               TO DISTRIBUTE SECURITIES OF THE TRUST, EXCLUDING A DENIAL WHICH
               WAS MERELY A PROCEDURAL STEP PRIOR TO ANY DETERMINATION BY SUCH
               OFFICER, ETC., AND WHICH DENIAL WAS SUBSEQUENTLY RESCINDED.

               (1)  NAME OF OFFICER, AGENCY OR BODY.

                    None.

               (2)  DATE OF DENIAL.

                    Not applicable.

               (3)  BRIEF STATEMENT OF REASONS GIVEN FOR DENIAL.

                    Not applicable.

          (b)  FURNISH THE FOLLOWING INFORMATION WITH REGARD TO EACH INSTANCE
               WHERE, SUBSEQUENT TO JANUARY 1, 1937, THE AUTHORITY TO DISTRIBUTE
               SECURITIES OF THE TRUST HAS BEEN REVOKED BY ANY FEDERAL OR STATE
               GOVERNMENTAL OFFICER, AGENCY OR REGULATORY BODY.

               (1)  NAME OF OFFICER, AGENCY OR BODY.

                    None.

               (2)  DATE OF REVOCATION.

                    Not applicable.

               (3)  BRIEF STATEMENT OF REASONS GIVEN FOR REVOCATION.

                    Not applicable.


                                       37
<PAGE>


     38.  (a)  FURNISH A GENERAL DESCRIPTION OF THE METHOD OF DISTRIBUTION OF
               SECURITIES OF THE TRUST.

               The Company serves as principal underwriter of the Policies, as
               defined by the federal securities laws. Aetna Investment
               Services, Inc. ("Aetna Services"), an affiliate of the Company,
               distributes the Certificates. The Company and Aetna Services are
               registered as broker-dealers with the SEC and are members of the
               National Association of Securities Dealers, Inc. All persons
               offering or selling the Certificates will be (a) registered
               representatives of Aetna Services, and (b) licensed as the
               Company's insurance agents to sell variable life insurance.

          (b)  STATE THE SUBSTANCE OF ANY CURRENT SELLING AGREEMENT BETWEEN EACH
               PRINCIPAL UNDERWRITER AND THE TRUST OR THE DEPOSITOR, INCLUDING A
               STATEMENT AS TO THE INCEPTION AND TERMINATION DATES OF THE
               AGREEMENT, ANY RENEWAL AND TERMINATION PROVISIONS, AND MY
               ASSIGNMENT PROVISIONS.

               Not applicable.

          (c)  STATE THE SUBSTANCE OF ANY CURRENT AGREEMENTS OR ARRANGEMENTS OF
               EACH PRINCIPAL UNDERWRITER WITH DEALERS, AGENTS, SALESMEN, ETC.,
               WITH RESPECT TO COMMISSIONS AND OVERRIDING COMMISSIONS,
               TERRITORIES, FRANCHISES, QUALIFICATIONS, AND REVOCATIONS. IF THE
               TRUST IS THE ISSUER OF PERIODIC PAYMENT PLAN CERTIFICATES,
               FURNISH SCHEDULES OF COMMISSIONS AND THE BASES THEREOF. IN LIEU
               OF A STATEMENT CONCERNING SCHEDULES OF COMMISSIONS, SUCH
               SCHEDULES OF COMMISSIONS MAY BE FILED AS EXHIBIT A(3)(c).

               The Company and NYSUT Benefit Trust entered into an agreement
               that calls (a) for NYSUT Benefit Trust to exclusively endorse the
               Certificate to Members for supplemental group variable universal
               life insurance and (b) for NYSUT Benefit Trust to perform
               administrative services. The administrative services NYSUT
               Benefit Trust performs includes making available NYSUT Benefit
               Trust payroll slots to facilitate premium remittances to the
               Company. Under the agreement, the Company paid NYSUT Benefit
               Trust $70,000 in 1998 and will pay NYSUT Benefit Trust $100,000
               in 1999. NYSUT Benefit Trust indicated to the Company that it
               intends to use these amounts to enhance benefits to its members.

               Salesperson selling Certificates may earn salaries or
               commissions. The maximum sales commission paid for Certificate
               distribution is 25% of the first year premium up to 12 Basic
               Monthly Premiums. For an increase in Specified Amount, the
               maximum sales commission is 25% of 12 times the amount of Basic
               Monthly Premium attributable to the increase. The maximum sales
               commission on all other premiums is 2% through the 15th
               Certificate year, or the


                                       38
<PAGE>


               15th year following a Specified Amount increase. Some sales
               personnel may receive various types of non-cash compensation as
               special sales incentives, including trips and educational and/or
               business seminars. However, all such compensation will be paid in
               accordance with NASD rules.

          INFORMATION CONCERNING PRINCIPAL UNDERWRITER

     39.  (a)  STATE THE FORM OF ORGANIZATION OF EACH PRINCIPAL UNDERWRITER OF
               SECURITIES OF THE TRUST, THE NAME OF THE STATE OR OTHER SOVEREIGN
               POWER UNDER THE LAWS OF WHICH EACH UNDERWRITER WAS ORGANIZED AND
               THE DATE OF ORGANIZATION.

               The Company acts as the principal underwriter of the securities
               of the trust. The Company is a stock life insurance Company
               organized under the insurance laws of the State of Connecticut in
               1976. Through a merger, it succeeded to the business of Aetna
               Variable Annuity Life Insurance Company (formerly Participating
               Annuity Life Insurance Company, an Arkansas life insurance
               company organized in 1954).

          (b)  STATE WHETHER ANY PRINCIPAL UNDERWRITER CURRENTLY DISTRIBUTING
               SECURITIES OF THE TRUST IS A MEMBER OF THE NATIONAL ASSOCIATION
               OF SECURITIES DEALERS, INC. (NASD)

               The Company, which acts as the principal underwriter, is a member
               of the NASD.

     40.  (a)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO ALL FEES
               RECEIVED BY EACH PRINCIPAL UNDERWRITER OF THE TRUST FROM THE SALE
               OF SECURITIES OF THE TRUST AND ANY OTHER FUNCTIONS IN CONNECTION
               THEREWITH EXERCISED BY SUCH UNDERWRITER IN SUCH CAPACITY OR
               OTHERWISE DURING THE PERIOD COVERED BY THE FINANCIAL STATEMENTS
               FILED HEREWITH.

               None. As of the date of this filing, Account C has not commenced
               operations.

          (b)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO ANY FEE OR ANY
               PARTICIPATION IN FEES RECEIVED BY EACH PRINCIPAL UNDERWRITER FROM
               ANY UNDERLYING INVESTMENT COMPANY OR ANY AFFILIATED PERSON OR
               INVESTMENT ADVISER OF SUCH COMPANY:

               None. As of the date of this filing, Account C has not commenced
               operations.

               (1)  THE NATURE OF SUCH FEE OR PARTICIPATION.

                    None.

               (2)  THE NAME OF THE PERSON MAKING PAYMENT.

                    None.


                                       39
<PAGE>


               (3)  THE NATURE OF THE SERVICES RENDERED IN CONSIDERATION FOR
                    SUCH FEE OR PARTICIPATION.

                    None.

               (4)  THE AGGREGATE AMOUNT RECEIVED DURING THE LAST FISCAL YEAR
                    COVERED BY THE FINANCIAL STATEMENTS FILED HEREWITH.

                    None.

     41.  (a)  DESCRIBE THE GENERAL CHARACTER OF THE BUSINESS ENGAGED IN BY EACH
               PRINCIPAL UNDERWRITER, INCLUDING A STATEMENT AS TO ANY BUSINESS
               OTHER THAN THE DISTRIBUTION OF SECURITIES OF THE TRUST. IF A
               PRINCIPAL UNDERWRITER ACTS OR HAS ACTED IN ANY CAPACITY WITH
               RESPECT TO ANY INVESTMENT COMPANY OR COMPANIES OTHER THAN THE
               TRUST, STATE THE NAME OR NAMES OF SUCH COMPANY OR COMPANIES,
               THEIR RELATIONSHIP, IF ANY, TO THE TRUST AND THE NATURE OF SUCH
               ACTIVITIES. IF A PRINCIPAL UNDERWRITER HAS CEASED TO ACT IN SUCH
               NAMED CAPACITY, STATE THE DATE OF AND CIRCUMSTANCES SURROUNDING
               SUCH CESSATION.

               See Item 27.

          (b)  FURNISH AS AT LATEST PRACTICABLE DATE THE ADDRESS OF EACH BRANCH
               OFFICE OF EACH PRINCIPAL UNDERWRITER CURRENTLY SELLING SECURITIES
               OF THE TRUST AND FURNISH THE NAME AND RESIDENCE ADDRESS OF THE
               PERSON IN CHARGE OF SUCH OFFICE.

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

          (c)  FURNISH THE NUMBER OF INDIVIDUAL SALESMEN OF EACH PRINCIPAL
               UNDERWRITER THROUGH WHOM ANY OF THE SECURITIES OF THE TRUST WERE
               DISTRIBUTED FOR THE LAST FISCAL YEAR OF THE TRUST COVERED BY THE
               FINANCIAL STATEMENTS FILED HEREWITH AND FURNISH THE AGGREGATE
               AMOUNT OF COMPENSATION RECEIVED BY SUCH SALESMEN IN SUCH YEAR.


                                       40
<PAGE>


               Not applicable. As of the date of this filing, Account B has not
               commenced operations.

     42.  FURNISH AS AT LATEST PRACTICABLE DATE THE FOLLOWING INFORMATION WITH
          RESPECT TO EACH PRINCIPAL UNDERWRITER CURRENTLY DISTRIBUTING
          SECURITIES OF THE TRUST AND WITH RESPECT TO EACH OF THE OFFICERS,
          DIRECTORS OR PARTNERS OF SUCH UNDERWRITER (OWNERSHIP OF SECURITIES OF
          THE TRUST).

               Not applicable. As of the date of this filing, Account B has not
               commenced operations.

     43.  FURNISH, FOR THE LAST FISCAL YEAR COVERED BY THE FINANCIAL STATEMENTS
          FILED HEREWITH, THE AMOUNT OF BROKERAGE COMMISSIONS RECEIVED BY ANY
          PRINCIPAL UNDERWRITER WHO IS A MEMBER OF A NATIONAL SECURITIES
          EXCHANGE AND WHO IS CURRENTLY DISTRIBUTING THE SECURITIES OF THE TRUST
          OR EFFECTING TRANSACTIONS FOR THE TRUST IN THE PORTFOLIO SECURITIES OF
          THE TRUST.

               Not applicable. As of the date of this filing, Account B has not
               commenced operations.

     OFFERING PRICE OR ACQUISITION VALUATION OF SECURITIES OF THE TRUST

     44.  (a)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO THE METHOD OF
               VALUATION USED BY THE TRUST FOR THE PURPOSE OF DETERMINING THE
               OFFERING PRICE TO THE PUBLIC OF SECURITIES ISSUED BY THE TRUST OR
               THE VALUATION OF SHARES OR INTERESTS IN THE UNDERLYING SECURITIES
               ACQUIRED BY THE HOLDER OF A PERIODIC PAYMENT PLAN CERTIFICATE:

               (1)  THE SOURCE OF QUOTATIONS USED TO DETERMINE THE VALUE OF THE
                    PORTFOLIO SECURITIES.

                    Each Fund's shares are valued at net asset value as supplied
                    to the Company by the Fund or its agent.

               (2)  WHETHER OPENING, CLOSING, BID, ASKED OR ANY OTHER PRICE IS
                    USED.

                    See Item 44(a)(1) and 16.

               (3)  WHETHER PRICE IS AS OF THE DAY OF SALE OR AS OF ANY OTHER
                    TIME.

                    See Item 16.

               (4)  A BRIEF DESCRIPTION OF THE METHODS USED BY REGISTRANT FOR
                    DETERMINING OTHER ASSETS AND


                                       41
<PAGE>


                    LIABILITIES INCLUDING ACCRUAL FOR EXPENSES AND TAXES
                    (INCLUDING TAXES ON UNREALIZED APPRECIATION).

                    Account C's assets and liabilities (such as charges against
                    Account C) are valued in accordance with generally-accepted
                    accounting principles on an accrual basis. The Company does
                    currently not intend to create a reserve for its Federal
                    income taxes.

               (5)  OTHER ITEMS WHICH REGISTRANT ADDS TO THE NET ASSET VALUE IN
                    COMPUTING OFFERING PRICE OF ITS SECURITIES.

                    Not applicable.

               (6)  WHETHER ADJUSTMENTS ARE MADE FOR FRACTIONS:

                    (i)  before adding distributor's compensation (load); and

                    (ii) after adding distributor's compensation (load).

                    Not applicable because Account C does not compute per-unit
                    values and sales loads in the manner presupposed by this
                    Item and Item 44(b). Appropriate adjustments will be made
                    for fractions in all computations.

          (b)  FURNISH A SPECIMEN SCHEDULE SHOWING THE COMPONENTS OF THE
               OFFERING PRICE OF THE TRUST'S SECURITIES AS AT THE LATEST
               PRACTICABLE DATE.

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

          (c)  IF THERE IS ANY VARIATION IN OFFERING PRICE OF THE TRUST'S
               SECURITIES TO ANY PERSON OR THE CLASSES OF PERSONS OTHER THAN
               UNDERWRITERS, STATE THE NATURE AND AMOUNT OF SUCH VARIATION AND
               INDICATE THE PERSON OR CLASSES OF PERSONS TO WHOM SUCH OFFERING
               IS MADE.

               The Company does not require a premium payment of a fixed amount
               at fixed intervals for a specified time period. A
               Certificateholder may, subject to the limitations set forth in
               Item 10(i), pay premiums at any frequency in any amount.
               Nonetheless, Certificateholders will need to pay sufficient
               premiums to maintain adequate cash surrender value to pay monthly
               charges, including the cost of insurance. The cost of insurance
               will vary, depending upon the insured's age, sex, and risk
               classification. In addition, there will be additional charges if
               optional insurance benefits are elected. Thus, for the
               Certificate to remain in force, a Certificateholder will need to
               take the cost of insurance, as well as other factors such as
               investment performance, into consideration in determining the
               amount and frequency of premium payments.

     45.  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO ANY SUSPENSION OF
          THE REDEMPTION RIGHTS OF THE SECURITIES ISSUED BY


                                       42
<PAGE>


          THE TRUST DURING THE THREE FISCAL YEARS COVERED BY THE FINANCIAL
          STATEMENTS FILED HEREWITH:

          Not applicable.

          (a)  BY WHOSE ACTION REDEMPTION RIGHTS WERE SUSPENDED.

               Not applicable.

          (b)  THE NUMBER OF DAYS' NOTICE GIVEN TO SECURITY HOLDERS PRIOR TO
               SUSPENSION OF REDEMPTION RIGHTS.

               Not applicable.

          (c)  REASON FOR SUSPENSION.

               Not applicable.

          (d)  PERIOD DURING WHICH SUSPENSION WAS IN EFFECT.

               Not applicable.

     46.  (a)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO THE METHOD OF
               DETERMINING THE REDEMPTION OR WITHDRAWAL VALUATION OF SECURITIES
               ISSUED BY THE TRUST:

               (1)  THE SOURCE OF QUOTATIONS USED TO DETERMINE THE VALUE OF
                    PORTFOLIO SECURITIES.

                    See Item 44(a)(1).

               (2)  WHETHER OPENING, CLOSING, BID, ASKED OR ANY OTHER PRICE IS
                    USED.

                    See Item 44(a)(2).

               (3)  WHETHER PRICE IS AS OF THE DAY OF SALE OR AS OF ANY OTHER
                    TIME.

                    As of the day a request for surrender is received in good
                    order.

               (4)  A BRIEF DESCRIPTION OF THE METHODS USED BY REGISTRANT FOR
                    DETERMINING OTHER ASSETS AND LIABILITIES INCLUDING ACCRUAL
                    FOR EXPENSES AND TAXES (INCLUDING TAXES ON UNREALIZED
                    APPRECIATION).

                    See Item 44(a)(4) and 18(c).


                                       43
<PAGE>


               (5)  OTHER ITEMS WHICH REGISTRANT DEDUCTS FROM THE NET ASSET
                    VALUE IN COMPUTING REDEMPTION VALUE OF ITS SECURITIES.

                    See Item 10(c).

               (6)  WHETHER ADJUSTMENTS ARE MADE FOR FRACTIONS.

                    Not applicable.

          (b)  FURNISH A SPECIMEN SCHEDULE SHOWING THE COMPONENTS OF THE
               REDEMPTION PRICE TO THE HOLDERS OF THE TRUST'S SECURITIES AS AT
               THE LATEST PRACTICABLE DATE.

               Not applicable. As of the date of this filing, Account C has not
               commenced operations.

     PURCHASE AND SALE OF INTERESTS IN UNDERLYING SECURITIES FROM AND TO
     SECURITY HOLDERS

     47.  FURNISH A STATEMENT AS TO THE PROCEDURE WITH RESPECT TO THE
          MAINTENANCE OF A POSITION IN THE UNDERLYING SECURITIES OR INTERESTS IN
          THE UNDERLYING SECURITIES, THE EXTENT AND NATURE THEREOF AND THE
          PERSON WHO MAINTAINS SUCH A POSITION. INCLUDE A DESCRIPTION OF THE
          PROCEDURE WITH RESPECT TO THE PURCHASE OF UNDERLYING SECURITIES OR
          INTERESTS IN THE UNDERLYING SECURITIES FROM SECURITY HOLDERS WHO
          EXERCISE REDEMPTION OR WITHDRAWAL RIGHTS AND THE SALE OF SUCH
          UNDERLYING SECURITIES AND INTERESTS IN THE UNDERLYING SECURITIES TO
          OTHER SECURITY HOLDERS. STATE WHETHER THE METHOD OF VALUATION OF SUCH
          UNDERLYING SECURITIES OR INTERESTS IN UNDERLYING SECURITIES DIFFERS
          FROM THAT SET FORTH IN ITEMS 44 AND 46. IF ANY ITEM OF EXPENDITURE
          INCLUDED IN THE DETERMINATION OF THE VALUATION IS NOT OR MAY NOT
          ACTUALLY BE INCURRED OR EXPENDED, EXPLAIN THE NATURE OF SUCH ITEM AND
          WHO MAY BENEFIT FROM THE TRANSACTION.

          The Company will invest net premiums, through Account C, in shares of
          the underlying Funds at net asset value and allocate them to the
          sub-accounts of Account C designated by a Certificateholder. Shares of
          the Funds are currently sold only to the Company (and other insurance
          company separate accounts) for investment of separate account assets
          and are not sold directly to the general public except through the
          reinvestment of dividends. The Company may redeem sufficient shares of
          the appropriate Fund to pay death benefits, benefits at maturity, or
          surrender proceeds, or for other purposes contemplated by the
          Certificates. In addition, if a Certificateholder elects to transfer
          cash value among the sub-accounts of Account C, the Company may redeem
          shares held in any sub-account from which a transfer is made and
          purchase shares for any sub-account into which cash value is
          transferred. See Item 10(c).

               V. INFORMATION CONCERNING THE TRUSTEE OR CUSTODIAN


                                       44
<PAGE>


     48.  FURNISH THE FOLLOWING INFORMATION AS TO EACH TRUSTEE OR CUSTODIAN OF
          THE TRUST.

          (a)  NAME AND PRINCIPAL BUSINESS ADDRESS:

               Not applicable.

          (b)  FORM OF ORGANIZATION:

               Not applicable.

          (c)  STATE OR OTHER SOVEREIGN POWER UNDER THE LAWS OF WHICH THE
               TRUSTEE OR CUSTODIAN WAS ORGANIZED.

               Not applicable.

          (d)  NAME OF GOVERNMENTAL SUPERVISING OR EXAMINING AUTHORITY.

               Not applicable.

     49.  STATE THE BASIS FOR PAYMENT OF FEES OR EXPENSES OF THE TRUSTEE OR
          CUSTODIAN FOR SERVICES RENDERED WITH RESPECT TO THE TRUST AND ITS
          SECURITIES, AND THE AGGREGATE AMOUNT THEREOF FOR THE LAST FISCAL YEAR.
          INDICATE THE PERSON PAYING SUCH FEES OR EXPENSES. IF ANY FEES OR
          EXPENSES ARE PREPAID, STATE THE UNEARNED AMOUNT.

          Not applicable.

     50.  STATE WHETHER THE TRUSTEE OR CUSTODIAN OR ANY OTHER PERSON HAS OR MAY
          CREATE A LIEN ON THE ASSETS OF THE TRUST, AND, IF SO, GIVE FULL
          PARTICULARS, OUTLINING THE SUBSTANCE OF THE PROVISIONS OF ANY
          INDENTURE OR AGREEMENT WITH RESPECT THERETO.

          The assets of Account C are not chargeable with liabilities arising
          out of any other business that the Company may conduct except to the
          extent assets in Account C exceed liabilities arising under the
          variable portion of a Certificate. The income, capital gains, and
          capital losses of each sub-account are credited to or charged against
          the assets held in that sub-account in accordance with the terms of
          each Certificate, without regard to the income, capital gains and
          capital losses of any other sub-account.

          VI. INFORMATION CONCERNING INSURANCE OF HOLDERS OF SECURITIES

     51.  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO INSURANCE OF HOLDERS
          OF SECURITIES:


                                       45
<PAGE>


          (a)  THE NAME AND ADDRESS OF THE INSURANCE COMPANY.

               Aetna Life Insurance and Annuity Company
               151 Farmington Avenue
               Hartford, CT  06156

          (b)  THE TYPES OF POLICIES AND WHETHER INDIVIDUAL OR GROUP POLICIES.

               The Policies are group flexible premium variable life insurance
               policies. The Policies are offered on a group basis to businesses
               in connection with employer-sponsored insurance. Participation in
               a group Policy will be accounted for by the issuance of a
               certificate describing the individual's interest under the group
               Policy.

          (c)  THE TYPES OF RISKS INSURED AND EXCLUDED.

               The Company assumes the risk that the deductions made for
               mortality risks will prove inadequate to cover actual mortality
               costs. The Company also assumes the risk that deductions for
               expenses may be inadequate.

          (d)  THE COVERAGE OF THE POLICIES.

               The Policies provide insurance coverage on the life of the
               insured. The minimum Death Benefit is stated in each Certificate.
               Death Proceeds will be reduced by any outstanding Certificate
               Debt and any due and unpaid monthly deductions and increased by
               any unearned loan interest.

          (e)  THE BENEFICIARIES OF SUCH POLICIES AND THE USES TO WHICH THE
               PROCEEDS OF POLICIES MUST BE PUT.

               The recipient of the benefits of the insurance undertaking
               described in Item 51(c) is either the owner or the beneficiary of
               a Certificate. There are no restrictions on the use of the
               proceeds other than those established by a Certificateholder.

          (f)  THE TERMS AND MANNER OF CANCELLATION AND OF REINSTATEMENT.

               Certificateholders may surrender a Certificate for its Surrender
               Value, by written request, at any time before the Maturity Date.
               The insured must be alive to surrender the Certificate. All
               insurance coverage under the Certificate ends the date of the
               Full Surrender. The Surrender Value equals the Total Account
               Value on the date of surrender, less the Loan Account Value and
               less any unpaid accrued interest. The Company may require return
               of the Certificate for a Full Surrender.

               The Company computes the Surrender Value as of the end of the
               Valuation Period in which it receives a written request for
               surrender.


                                       46
<PAGE>


               A Certificate may be terminated after its Grace Period. Upon
               reinstatement, the Certificate Year is calculated as if there had
               never been a lapse in coverage. Reinstatement must be applied for
               (a) within 5 years after the date of termination and (b) before
               the Maturity Date.

               Also, the Company must receive (a) evidence of the insured's
               current insurability that is satisfactory to it, and (b) a
               premium payment that at least equals the following amount: the
               sum of (1) and (2), where (1) is any portion of the Loan Account
               Value plus accrued interest on the date of lapse exceeding the
               Total Account Value on the date of lapse and (2) is a premium
               payment sufficient to keep the Certificate in force for the
               current month plus 2 additional months.

               If a Certificate is reinstated within a 5-year No Lapse Coverage
               period, all values, including the Loan Account Value, are
               reinstated as they were on the date of lapse.

               If a Certificate is reinstated after a 5-year No Lapse Coverage
               period has expired, the coverage would be reinstated on the
               Monthly Deduction Day following our approval. The Company first
               applies a payment to pay any positive excess of (1) over (2),
               where (1) is the Loan Account Value plus accrued interest on the
               date of lapse, and (2) is the Total Account Value on the date of
               lapse. Any remainder is treated as a premium. The Total Account
               Value at reinstatement is the Net Premium paid, less the Monthly
               Deduction for that day. Any Loan Account Value is not reinstated.

               Monthly Deductions and investment performance are restarted on
               the Monthly Deduction Day on or first following our approval of
               the reinstatement. The reinstated Death Benefit is paid if the
               Insured dies prior to that date, but only if The Company has
               received (a) a reinstatement request and (b) all payments and
               information required for it to grant the request.

               The Company must consent before reinstatement of any supplemental
               benefit rider. If the Certificate lapsed within a 5-year No Lapse
               Coverage period, and that period has not yet expired by the time
               of reinstatement. The Company will reinstate any Certificate Loan
               Value and consider as due any prior uncollected Monthly
               Deductions. (See 5-year No Lapse Coverage Provision). The Company
               will also restore any portion of the No Lapse Coverage period
               that still remains by the time of reinstatement. In that case,
               the Certificateholder may put the No Lapse Coverage into effect
               for any time during such remaining period, provided the
               Certificateholder has paid at least the cumulative amount of all
               Basic Monthly Premiums required to date for this purpose. This
               cumulative amount includes any amount of unpaid Basic Monthly
               Premiums due for periods prior to the reinstatement.

          (g)  THE METHOD OF DETERMINING THE AMOUNT OF PREMIUMS TO BE PAID BY
               HOLDERS OF SECURITIES.


                                       47
<PAGE>


               See answers to Item 13(a) for amount of charges imposed and 44(a)
               and 44(c) for the manner in which the premium is determined.

          (h)  THE AMOUNT OF AGGREGATE PREMIUMS PAID TO THE INSURANCE COMPANY
               DURING THE LAST FISCAL YEAR.

               None. As of the date of this filing, Account C has not commenced
               operations.

          (i)  WHETHER ANY PERSON OTHER THAN THE INSURANCE COMPANY RECEIVES ANY
               PART OF SUCH PREMIUMS, THE NAME OF EACH SUCH PERSON AND THE
               AMOUNTS INVOLVED, AND THE NATURE OF THE SERVICES RENDERED
               THEREFOR.

               No person other than the Company receives any part of the amounts
               deducted for assumption of mortality and expense risks. However,
               the Company may from time to time enter into reinsurance
               agreements with other insurance companies under which certain
               insurance risks, premium income and related expenses are assumed
               by such other insurance companies. However, any such arrangements
               or contracts do not affect the policies or the benefits paid
               thereunder.

          (j)  THE SUBSTANCE OF ANY OTHER MATERIAL PROVISIONS OF ANY INDENTURE
               OR AGREEMENT OF THE TRUST RELATING TO INSURANCE.

               None.

                            VII. POLICY OF REGISTRANT

     52.  (a)  FURNISH THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE OR
               AGREEMENT WITH RESPECT TO THE CONDITIONS UPON WHICH AND THE
               METHOD OF SELECTION BY WHICH PARTICULAR PORTFOLIO SECURITIES MUST
               OR MAY BE ELIMINATED FROM THE ASSETS OF THE TRUST OR MUST OR MAY
               BE REPLACED BY OTHER PORTFOLIO SECURITIES. IF AN INVESTMENT
               ADVISER OR OTHER PERSON IS TO BE EMPLOYED IN CONNECTION WITH SUCH
               SELECTION, ELIMINATION OR SUBSTITUTION, STATE THE NAME OF SUCH
               PERSON, THE NATURE OF ANY AFFILIATION TO THE DEPOSITOR, TRUSTEE
               OR CUSTODIAN, AND ANY PRINCIPAL UNDERWRITER, AND THE AMOUNT OF
               REMUNERATION TO BE RECEIVED FOR SUCH SERVICES. IF ANY PARTICULAR
               PERSON IS NOT DESIGNATED IN THE INDENTURE OR AGREEMENT, DESCRIBE
               BRIEFLY THE METHOD OF SELECTION OF SUCH PERSON.

               The investment Policy of each Sub-Account of Account C is to
               invest in a particular underlying Fund.

               The Company reserves the right, subject to applicable law, to
               make additions to, deletions from, or substitutions for the
               shares that are held in the Sub-Accounts


                                       48
<PAGE>


               of Account C or that the Sub-Accounts of Account C may purchase.
               If the shares of an Underlying Fund are no longer available for
               investment or if in the Company's judgment further investment in
               any Underlying Fund should become inappropriate in view of the
               purposes of Account C or the affected Sub-Account, the Company
               may redeem the shares of that underlying Fund and substitute
               shares of another registered open-end management company. The
               Company will not substitute any shares attributable to a
               Certificate interest in a Sub-Account without notice and prior
               approval of the SEC and state insurance authorities, to the
               extent required by the 1940 Act or other applicable law.

               The Company also reserves the right to establish additional
               Sub-Accounts of Account C, each of which would invest in shares
               corresponding to a new underlying Fund or in shares of another
               investment company having a specified investment objective.
               Subject to applicable law and any required SEC approval, the
               Company may, in its sole discretion, establish new Sub-Accounts
               or eliminate one or more Sub-Accounts if marketing needs, tax
               considerations or investment conditions warrant. Any new
               Sub-Accounts may be deemed available to existing
               Certificateholders on a basis to be determined by the Company. If
               the Company deems it to be in the best interest of
               Certificatesholders, and subject to any approvals that may be
               required under applicable law, Account C may be operated as a
               management company under the 1940 Act, may be deregistered if
               registration is no longer required, or may be combined with other
               separate accounts of the Company.

               If any of these substitutions or changes are made, the Company
               will by way of appropriate endorsement change the Policy and
               Certificates to reflect the substitution or change.

          (b)  FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO EACH
               TRANSACTION INVOLVING THE ELIMINATION OF ANY UNDERLYING SECURITY
               DURING THE PERIOD COVERED BY THE FINANCIAL STATEMENTS FILED
               HEREWITH.

               Not applicable.

          (c)  DESCRIBE THE POLICY OF THE TRUST WITH RESPECT TO THE SUBSTITUTION
               AND ELIMINATION OF THE UNDERLYING SECURITIES OF THE TRUST WITH
               RESPECT TO:

               (1)  THE GROUNDS FOR ELIMINATION AND SUBSTITUTION;

                    See 52(a), above.

               (2)  THE TYPE OF SECURITIES WHICH MAY BE SUBSTITUTED FOR ANY
                    UNDERLYING SECURITY;

                    See 52(a), above.


                                       49
<PAGE>


               (3)  WHETHER THE ACQUISITION OF SUCH SUBSTITUTED SECURITY OR
                    SECURITIES WOULD CONSTITUTE THE CONCENTRATION OF INVESTMENT
                    IN A PARTICULAR INDUSTRY OR GROUP OF INDUSTRIES OR WOULD
                    CONFORM TO A POLICY OF CONCENTRATION OF INVESTMENT IN A
                    PARTICULAR; INDUSTRY OR GROUP OF INDUSTRIES;

                    See 52(a), above.

               (4)  WHETHER SUCH SUBSTITUTED SECURITIES MAY BE THE SECURITIES OF
                    ANY OTHER INVESTMENT COMPANY; AND

                    See 52(a), above.

               (5)  THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE OR
                    AGREEMENT WHICH AUTHORIZE OR RESTRICT THE POLICY OF THE
                    REGISTRANT IN THIS REGARD.

                    See Items 10(g) and (h) and 52(a) above.

          (d)  FURNISH A DESCRIPTION OF ANY POLICY (EXCLUSIVE OF POLICIES
               COVERED BY PARAGRAPH (a) AND (b) HEREIN) OF THE TRUST WHICH IS
               DEEMED A MATTER OF FUNDAMENTAL POLICY AND WHICH IS ELECTED TO BE
               TREATED AS SUCH.

               None.

REGULATED INVESTMENT COMPANY

     53.  (a)  STATE THE TAXABLE STATUS OF THE TRUST.

               Because of its current tax status, the Company does not expect to
               incur any federal income tax liabilities that would be charged to
               the Separate Account, and the Company does not intend to make a
               charge for federal income taxes. The Company may, however, incur
               state and local taxes (in addition to premium taxes) in several
               states. At present, these taxes are not significant. If there is
               a material change in state or local tax laws, charges for such
               taxes, if any, attributable to the Separate Account may be made.


          (b)  STATE WHETHER THE TRUST QUALIFIED FOR THE LAST TAXABLE YEAR AS A
               REGULATED INVESTMENT COMPANY AS DEFINED IN SECTION 851 OF THE
               INTERNAL REVENUE CODE OF 1954, AND STATE ITS PRESENT INTENTION
               WITH RESPECT TO SUCH QUALIFICATION DURING THE CURRENT TAXABLE
               YEAR.

               Not applicable. See Item 53(a).


                                       50
<PAGE>


                   VIII. FINANCIAL AND STATISTICAL INFORMATION

     54.  IF THE TRUST IS NOT THE ISSUER OF PERIODIC PAYMENT PLAN CERTIFICATES
          FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO EACH CLASS OR SERIES
          OF ITS SECURITIES.

          Not applicable.

     55.  IF THE TRUST IS THE ISSUER OF PERIODIC PAYMENT PLAN CERTIFICATES, A
          TRANSCRIPT OF A HYPOTHETICAL ACCOUNT SHALL BE FILED IN APPROXIMATELY
          THE FOLLOWING FORM ON THE BASIS OF THE CERTIFICATE CALLING FOR THE
          SMALLEST AMOUNT OF PAYMENTS. THE SCHEDULE SHALL COVER A CERTIFICATE OF
          THE TYPE CURRENTLY BEING SOLD ASSUMING THAT SUCH CERTIFICATE HAD BEEN
          SOLD AT A DATE APPROXIMATELY TEN YEARS PRIOR TO THE DATE OF
          REGISTRATION OR AT THE APPROXIMATE DATE OF ORGANIZATION OF THE TRUST.

          Not applicable.

     56.  IF THE TRUST IS THE ISSUER OF PERIODIC PAYMENT PLAN CERTIFICATES,
          FURNISH BY YEARS FOR THE PERIOD COVERED BY THE FINANCIAL STATEMENTS
          FILED HEREWITH IN RESPECT OF CERTIFICATES SOLD DURING SUCH PERIOD, THE
          FOLLOWING INFORMATION FOR EACH FULLY PAID TYPE AND EACH INSTALLMENT
          PAYMENT TYPE OF PERIODIC PAYMENT PLAN CERTIFICATE CURRENTLY BEING
          ISSUED BY THE TRUST.

          Not applicable.

     57.  IF THE TRUST IS THE ISSUER OF PERIODIC PAYMENT PLAN CERTIFICATES,
          FURNISH BY YEARS FOR THE PERIOD COVERED BY FINANCIAL STATEMENTS FILED
          HEREWITH THE FOLLOWING INFORMATION FOR EACH INSTALLMENT PAYMENT TYPE
          OF PERIODIC PAYMENT PLAN CERTIFICATE CURRENTLY BEING ISSUED BY THE
          TRUST.

          Not applicable.

     58.  IF THE TRUST IS THE ISSUER OF PERIODIC PLAN CERTIFICATES FURNISH THE
          FOLLOWING INFORMATION FOR EACH INSTALLMENT PAYMENT TYPE OF PERIODIC
          PAYMENT PLAN CERTIFICATE OUTSTANDING AS AT THE LATEST PRACTICABLE
          DATE.

          Not applicable.

     59.  FINANCIAL STATEMENTS:

          FINANCIAL STATEMENTS OF THE SEPARATE ACCOUNT

          Not applicable. As of the date of this filing, Account C has not
          commenced operations.


                                       51
<PAGE>


          FINANCIAL STATEMENTS OF THE DEPOSITOR

          The Financial Statements of the Depositor will be contained in
          Pre-Effective Amendment No. 1 to the registration statement on Form
          S-6 to be filed by the Registrant pursuant to the Securities Act of
          1933. They are incorporated herein by reference.

                                  IX. EXHIBITS

     A.   FURNISH THE MOST RECENT FORM OF THE FOLLOWING:

     (1)  THE INDENTURE OR AGREEMENT UNDER THE TERMS OF WHICH THE TRUST WAS
          ORGANIZED OR ISSUED SECURITIES.

          A Certified Copy of the Unanimous Written Consent of the Executive
          Committee of the Board of Directors of the Company dated August 31,
          1999, authorizing the establishment of the Separate Account, is filed
          herewith.

     (2)  THE INDENTURE OR AGREEMENT PURSUANT TO WHICH THE PROCEEDS OF PAYMENTS
          OF SECURITIES ARE HELD BY THE CUSTODIAN OR TRUSTEE, IF SUCH INDENTURE
          OR AGREEMENT IS NOT THE SAME AS THE INDENTURE OR AGREEMENT REFERRED TO
          IN PARAGRAPH (1).

          Not applicable.

     (3)  DISTRIBUTING CONTRACTS:

          (A)  AGREEMENTS BETWEEN THE TRUST AND PRINCIPAL UNDERWRITER OR BETWEEN
               THE DEPOSITOR AND PRINCIPAL UNDERWRITER.

               Not applicable.

          (B)  SPECIMEN OF TYPICAL AGREEMENTS BETWEEN PRINCIPAL UNDERWRITER AND
               DEALERS, MANAGERS, SALES SUPERVISORS AND SALESMEN.

               Form of Broker Dealer Agreement. Incorporated by reference to
               Post-Effective Amendment No. 2 to Registration Statement on Form
               S-6 (File No. 33-76004), as filed on February 16, 1996.

          (C)  SCHEDULES OF SALES COMMISSIONS REFERRED TO IN ITEM 39(C) [38(C)].

               Not applicable.

     (4)  ANY AGREEMENT BETWEEN THE DEPOSITOR, PRINCIPAL UNDERWRITER AND THE
          CUSTODIAN OR TRUSTEE OTHER THAN INDENTURES OR


                                       52
<PAGE>


          AGREEMENTS SET FORTH IN PARAGRAPHS (1), (2) AND (3) WITH RESPECT TO
          THE TRUST OR ITS SECURITIES.

          Not applicable.

     (5)  THE FORM OF EACH TYPE OF SECURITY.

          (a)  Group Policy (70262-97). Incorporated by reference to
               Post-Effective Amendment No. 2 to Registration Statement on Form
               S-6 (File No. 333-15817), as filed on April 16, 1998.

          (b)  Certificate (70263-97) Under Group Policy. Incorporated by
               reference to Post-Effective Amendment No. 2 to Registration
               Statement on Form S-6 (File No. 333-15817), as filed on April 16,
               1998.

          (c)  Disability Benefit Rider (70264-97). Incorporated by reference to
               Post-Effective Amendment No. 2 to Registration Statement on Form
               S-6 (File No. 333-15817), as filed on April 16, 1998.

          (d)  Accelerated Death Benefit Rider (70265-97). Incorporated by
               reference to Post-Effective Amendment No. 2 to Registration
               Statement on Form S-6 (File No. 333-15817), as filed on April 16,
               1998.

          (e)  Accidental Death Benefit Rider (70266-97). Incorporated by
               reference to Post-Effective Amendment No. 2 to Registration
               Statement on Form S-6 (File No. 333-15817), as filed on April 16,
               1998.

          (f)  Accelerated Death Benefit Disclosure Statement (DISC/NYSUT).
               Incorporated by reference to Post-Effective Amendment No. 2 to
               Registration Statement on Form S-6 (File No. 333-15817), as filed
               on April 16, 1998.

          (g)  Children Insurance Rider Term Insurance (70267-97). Incorporated
               by reference to Post-Effective Amendment No. 2 to Registration
               Statement on Form S-6 (File No. 333-15817), as filed on April 16,
               1998.

     (6)  THE CERTIFICATE OF INCORPORATION OR OTHER INSTRUMENT OF ORGANIZATION
          AND BY-LAWS OF THE DEPOSITOR.

          (a)  Certificate of Incorporation of Aetna Life Insurance and Annuity
               Company. Incorporated by reference to Post-Effective Amendment
               No. 1 to Registration Statement on Form S-1 (File No. 33-60477),
               as filed on April 15, 1996.

          (b)  Amendment of Certificate of Incorporation of Aetna Life Insurance
               and Annuity Company. Incorporated by reference to Post-Effective
               Amendment No. 12 to Registration Statement on Form N-4 (File No.
               33-75964), as filed on February 11, 1997.

          (c)  By-Laws as amended September 17, 1997 of Aetna Life Insurance and
               Annuity Company. Incorporated by reference to Post-Effective
               Amendment No. 12 to


                                       53
<PAGE>


               Registration Statement on Form N-4 (File No. 33-91846), as filed
               on October 30, 1997.

     (7)  ANY INSURANCE POLICY UNDER A CONTRACT BETWEEN THE TRUST AND THE
          INSURANCE COMPANY OR BETWEEN THE DEPOSITOR AND THE INSURANCE COMPANY,
          TOGETHER WITH THE TABLE OF INSURANCE PREMIUMS.

          Not applicable.

     (8)  ANY AGREEMENT BETWEEN THE TRUST OR THE DEPOSITOR CONCERNING THE TRUST
          WITH THE ISSUER, DEPOSITOR, PRINCIPAL UNDERWRITER OR INVESTMENT
          ADVISER OF ANY UNDERLYING INVESTMENT COMPANY OR ANY AFFILIATED PERSON
          OF SUCH PERSONS.

          (a)  Fund Participation Agreement by and among Aetna Life Insurance
               and Annuity Company and Aetna Variable Fund, Aetna Variable
               Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna
               GET Fund on behalf of each of its series, Aetna Generation
               Portfolios, Inc. on behalf of each of its series, Aetna Variable
               Portfolios, Inc. on behalf of each of its series, and Aeltus
               Investment Management, Inc. dated as of May 1, 1998. Incorporated
               by reference to Registration Statement on Form N-4 (File No.
               333-56297), as filed on June 8, 1998.

          (b)  Amendment dated November 9, 1998 to Fund Participation Agreement
               by and among Aetna Life Insurance and Annuity Company and Aetna
               Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares,
               Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its
               series, Aetna Generation Portfolios, Inc. on behalf of each of
               its series, Aetna Variable Portfolios, Inc. on behalf of each of
               its series, and Aeltus Investment Management, Inc. dated as of
               May 1, 1998. Incorporated by reference to Post-Effective
               Amendment No. 2 to Registration Statement on Form N-4 (File No.
               333-56297), as filed on December 14, 1998.

          (c)  Second Amendment to Fund Participation Agreement by and among
               Aetna Life Insurance and Annuity Company and Aetna Variable Fund,
               Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced
               VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna
               Generation Portfolios, Inc. on behalf of each of its series,
               Aetna Variable Portfolios, Inc. on behalf of each of its series,
               and Aeltus Investment Management, Inc. dated as of May 1, 1998
               and amended on November 9, 1998*

          (d)  Service Agreement between Aeltus Investment Management, Inc. and
               Aetna Life Insurance and Annuity Company in connection with the
               sale of shares of Aetna Variable Fund, Aetna Variable Encore
               Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET
               Fund on behalf of each of its series, Aetna Generation
               Portfolios, Inc. on behalf of each of its series, and Aetna
               Variable Portfolios, Inc. on behalf of each of its series dated
               as of May 1, 1998.


                                       54
<PAGE>


               Incorporated by reference to Registration Statement on Form N-4
               (File No. 333-56297), as filed on June 8, 1998.

          (e)  Amendment dated November 4, 1998 to Service Agreement between
               Aeltus Investment Management, Inc. and Aetna Life Insurance and
               Annuity Company in connection with the sale of shares of Aetna
               Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares,
               Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its
               series, Aetna Generation Portfolios, Inc. on behalf of each of
               its series and Aetna Variable Portfolios, Inc. on behalf of each
               of its series dated as of May 1, 1998. Incorporated by reference
               to Post-Effective Amendment No. 2 to Registration Statement on
               Form N-4 (File No. 333-56297), as filed on December 14, 1998.

          (f)  Fund Participation Agreement between Aetna Life Insurance and
               Annuity Company, Variable Insurance Products Fund and Fidelity
               Distributors Corporation dated February 1, 1994 and amended on
               December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996
               and March 1, 1996. Incorporated by reference to Post-Effective
               Amendment No. 30 to Registration Statement on Form N-4 (File No.
               33-34370), as filed on September 29, 1997.

          (g)  Fifth Amendment dated as of May 1, 1997 to the Fund Participation
               Agreement between Aetna Life Insurance and Annuity Company,
               Variable Insurance Products Fund and Fidelity Distributors
               Corporation dated February 1, 1994 and amended on December 15,
               1994, February 1, 1995, May 1, 1995, January 1, 1996 and March 1,
               1996. Incorporated by reference to Post-Effective Amendment No.
               30 to Registration Statement on Form N-4 (File No. 33-34370), as
               filed on September 29, 1997.

          (h)  Sixth Amendment dated November 6, 1997 to the Fund Participation
               Agreement between Aetna Life Insurance and Annuity Company,
               Variable Insurance Products Fund and Fidelity Distributors
               Corporation dated February 1, 1994 and amended on December 15,
               1994, February 1, 1995, May 1, 1995, January 1, 1996, March 1,
               1996 and May 1, 1997. Incorporated by reference to Post-Effective
               Amendment No. 16 to Registration Statement on Form N-4 (File No.
               33-75964), as filed on February 9, 1998.

          (i)  Seventh Amendment dated as of May 1, 1998 to the Fund
               Participation Agreement between Aetna Life Insurance and Annuity
               Company, Variable Insurance Products Fund and Fidelity
               Distributors Corporation dated February 1, 1994 and amended on
               December 15, 1994, February 1, 1995, May 1, 1995, January 1,
               1996, March 1, 1996, May 1, 1997 and November 6, 1997.
               Incorporated by reference to Registration Statement on Form N-4
               (File No. 333-56297), as filed on June 8, 1998.

          (j)  Eighth Amendment to Fund Participation Agreement between Aetna
               Life Insurance and Annuity Company, Variable Insurance Products
               Fund and Fidelity Distributors Corporation dated February 1, 1994
               and amended on December 15, 1994, February 1, 1995, May 1, 1995,
               January 1, 1996, March 1, 1996, May 1, 1997, November 6, 1997 and
               May 1, 1998*


                                       55
<PAGE>


          (k)  Fund Participation Agreement between Aetna Life Insurance and
               Annuity Company, Variable Insurance Products Fund II and Fidelity
               Distributors Corporation dated February 1, 1994 and amended on
               December 15, 1994, February 1, 1995, May 1, 1995, January 1, 1996
               and March 1,1996. Incorporated by reference to Post-Effective
               Amendment No. 12 to Registration Statement on Form N-4 (File No.
               33-75964), as filed on February 11, 1997.

          (l)  Fifth Amendment dated as of May 1, 1997 to the Fund Participation
               Agreement between Aetna Life Insurance and Annuity Company,
               Variable Insurance Products Fund II and Fidelity Distributors
               Corporation dated February 1, 1994 and amended on December 15,
               1994, February 1, 1995, May 1, 1995, January 1, 1996, and March
               1, 1996. Incorporated by reference to Post-Effective Amendment
               No. 30 to Registration Statement on Form N-4 (File No. 33-34370),
               as filed on September 29, 1997.

          (m)  Sixth Amendment dated as of January 20, 1998 to the Fund
               Participation Agreement between Aetna Life Insurance and Annuity
               Company, Variable Insurance Products Fund II and Fidelity
               Distributors Corporation dated February 1, 1994 and amended on
               December 15, 1994, February 1, 1995, May 1, 1995, January 1,
               1996, March 1, 1996 and May 1, 1997. Incorporated by reference to
               Post-Effective Amendment No. 7 to Registration Statement on Form
               N-4 (File No. 33-75248), as filed on February 24, 1998.

          (n)  Seventh Amendment dated as of May 1, 1998 to the Fund
               Participation Agreement between Aetna Life Insurance and Annuity
               Company, Variable Insurance Products Fund II and Fidelity
               Distributors Corporation dated February 1, 1994 and amended on
               December 15, 1994, February 1, 1995, May 1, 1995, January 1,
               1996, March 1, 1996, May 1, 1997 and January 20, 1998.
               Incorporated by reference to Registration Statement on Form N-4
               (File No. 333-56297), as filed on June 8, 1998.

          (o)  Eighth Amendment to Fund Participation Agreement between Aetna
               Life Insurance and Annuity Company, Variable Insurance Products
               Fund II and Fidelity Distributors Corporation dated February 1,
               1994 and amended on December 15, 1994, February 1, 1995, May 1,
               1995, January 1, 1996, March 1, 1996, May 1, 1997, January 20,
               1998 and May 1, 1998*

          (p)  Service Agreement between Aetna Life Insurance and Annuity
               Company and Fidelity Investment Institutional Operations Company
               dated as of November 1, 1995. Incorporated by reference to
               Post-Effective Amendment No. 3 to Registration Statement on Form
               N-4 (File No. 33-88720), as filed on June 28, 1996.

          (q)  Amendment dated January 1, 1997 to Service Agreement between
               Aetna Life Insurance and Annuity Company and Fidelity Investment
               Institutional Operations Company dated as of November 1, 1995.
               Incorporated by reference to Post-Effective Amendment No. 30 to
               Registration Statement on Form N-4 (File No. 33-34370), as filed
               on September 29, 1997.


                                       56
<PAGE>


          (r)  Service Contract between Fidelity Distributors Corporation and
               Aetna Life Insurance and Annuity Company dated May 2, 1997.
               Incorporated by reference to Post-Effective Amendment No. 2 to
               Registration Statement on Form N-4 (File No. 333-56297), as filed
               on December 14, 1998.

          (s)  Fund Participation Agreement among Janus Aspen Series and Aetna
               Life Insurance and Annuity Company and Janus Capital Corporation
               dated December 8, 1997. Incorporated by reference to
               Post-Effective Amendment No. 10 to Registration Statement on Form
               N-4 (File No. 33-75992), as filed on December 31, 1997.

          (t)  Amendment dated October 12, 1998 to Fund Participation Agreement
               among Janus Aspen Series and Aetna Life Insurance and Annuity
               Company and Janus Capital Corporation dated December 8, 1997.
               Incorporated by reference to Post-Effective Amendment No. 2 to
               Registration Statement on Form N-4 (File No. 333-56297), as filed
               on December 14, 1998.

          (u)  Second Amendment to Fund Participation Agreement among Janus
               Aspen Series and Aetna Life Insurance and Annuity Company and
               Janus Capital Corporation dated December 8, 1997 and amended on
               October 12, 1997*

          (v)  Service Agreement between Janus Capital Corporation and Aetna
               Life Insurance and Annuity Company dated December 8, 1997.
               Incorporated by reference to Post-Effective Amendment No. 10 to
               Registration Statement on Form N-4 (File No. 33-75992), as filed
               on December 31, 1997.

          (w)  Fund Participation Agreement dated March 11, 1997 between Aetna
               Life Insurance and Annuity Company and Oppenheimer Variable
               Annuity Account Funds and Oppenheimer Funds, Inc. Incorporated by
               reference to Post-Effective Amendment No. 27 to Registration
               Statement on Form N-4 (File No. 33-34370), as filed on April 16,
               1997.

          (x)  Amendment between Aetna Life Insurance and Annuity Company and
               Oppenheimer Variable Annuity Account Funds and Oppenheimer Funds,
               Inc. dated March 11, 1997*

          (y)  Service Agreement effective as of March 11, 1997 between
               Oppenheimer Funds, Inc. and Aetna Life Insurance and Annuity
               Company. Incorporated by reference to Post-Effective Amendment
               No. 27 to Registration Statement on Form N-4 (File No. 33-34370),
               as filed on April 16, 1997.

          *To be filed in Pre-Effective Amendment No. 1 to Registration
          Statement on Form S-6.

     (9)  ALL OTHER MATERIAL CONTRACTS NOT ENTERED INTO IN THE ORDINARY COURSE
          OF BUSINESS OF THE TRUST OR OF THE DEPOSITOR CONCERNING THE TRUST.

          Not applicable.


                                       57
<PAGE>


     (10) FORM OF APPLICATION FOR A PERIODIC PAYMENT PLAN CERTIFICATE.

          (a)  Application for Group Variable Universal Life Insurance
               (Application for Group Policy) (70262-1997NYAPP). Incorporated by
               reference to Post-Effective Amendment No. 2 to Registration
               Statement on Form S-6 (File No. 333-15817), as filed on April 16,
               1998.

          (b)  Life Insurance Pre-APP (70272-97). Incorporated by reference to
               Post-Effective Amendment No. 2 to Registration Statement on Form
               S-6 (File No. 333-15817), as filed on April 16, 1998.

          (c)  Group Life Insurance Application (70272-97(A)ZNY). Incorporated
               by reference to Post-Effective Amendment No. 2 to Registration
               Statement on Form S-6 (File No. 333-15817), as filed on April 16,
               1998.

          (d)  Supplement (70268-97(5/98)) to Application for Variable Life
               Insurance. Incorporated by reference to Post-Effective Amendment
               No. 2 to Registration Statement on Form S-6 (File No. 333-15817),
               as filed on April 16, 1998.

     B.   FURNISH COPIES OF EACH OF THE FOLLOWING:

     (1)  EACH NOTICE SENT TO SECURITY HOLDER PURSUANT TO SECTION 19 OF THE ACT
          PRIOR TO THE DATE OF THE FILING OF THIS FORM.

          None

     (2)  EACH ANNUAL REPORT SENT TO SECURITY HOLDERS COVERING EACH FISCAL YEAR
          ENDING AFTER JANUARY 1, 1937, EXCLUSIVE OF REPORTS, COPIES OF WHICH
          HAVE HERETOFORE BEEN FILED WITH THE COMMISSION PURSUANT TO THE ACT.

          None

     C.   FURNISH THE NAME AND ADDRESS OF EACH DEALER TO OR THROUGH WHOM ANY
          PRINCIPAL UNDERWRITER CURRENTLY OFFERING SECURITIES OF THE TRUST,
          DISTRIBUTED SECURITIES OF THE TRUST DURING THE LAST FISCAL YEAR
          COVERING BY THE FINANCIAL STATEMENTS FILED HEREWITH. (THIS EXHIBIT
          SHALL BE SUPPLIED SEPARATELY AS CONFIDENTIAL INFORMATION PURSUANT TO
          RULE 45A-1).

          None


                                       58
<PAGE>


                                    SIGNATURE

Pursuant to the requirements of the Investment Company Act of 1940, Aetna Life
Insurance and Annuity Company, the depositor of the Registrant, has caused this
registration statement to be duly signed on behalf of the Registrant in the City
of Hartford and State of Connecticut on the 29th day of October, 1999.

                             VARIABLE LIFE ACCOUNT C
                   OF AETNA LIFE INSURANCE AND ANNUITY COMPANY
                                  (Registrant)

                              By:  Aetna Life Insurance and Annuity Company
                                                         (Depositor)


                                   By:  /s/ Thomas J. McInerney
                                        ----------------------------------------
                                        Thomas J. McInerney
                                        Principal Executive Officer




Attest:  /s/ Rose-Marie DeRensis
         --------------------------------------
         Rose-Marie DeRensis
         Assistant Corporate Secretary






- --------------------------------------------------------------------------------
*    The address of all Directors and Officers listed is 151 Farmington Avenue,
     Hartford, Connecticut. These individuals may also be directors and/or
     officers of other affiliates of the Company.


                                       59





                                Exhibit 99-A.(1)


                              SECRETARY CERTIFICATE

                    AETNA LIFE INSURANCE AND ANNUITY COMPANY
                    ----------------------------------------



I, Rose-Marie DeRensis, the duly elected Assistant Corporate Secretary of Aetna
Life Insurance and Annuity Company (the "Company"), do hereby certify to the
following:

          That the attached resolutions, entitled "Variable Life Account C,"
          adopted by the Executive Committee of the Board of Directors of the
          Company on August 31, 1999, attached hereto as Attachment A, are a
          true and correct copy, are currently in full force and effect, and
          have not been amended, revoked or superceded.



Date:  October 29, 1999                      By:  /s/  Rose-Marie DeRensis
       ----------------                           ------------------------------
                                                  Rose-Marie DeRensis
                                                  Assistant Corporate Secretary


(Corporate Seal)

<PAGE>



                                  Attachment A

                          UNANIMOUS WRITTEN CONSENT OF
                           THE EXECUTIVE COMMITTEE OF
                            THE BOARD OF DIRECTORS OF
                    AETNA LIFE INSURANCE AND ANNUITY COMPANY
                    ----------------------------------------

The undersigned, being all of the members of the Executive Committee of the
Board of Directors of Aetna Life Insurance and Annuity Company, a Connecticut
corporation (the "Company"), being authorized by Article IV, Section 1, of the
Bylaws of the Company to exercise all of the powers of the Board of Directors of
the Company when the Board is not in session, do hereby consent to the following
actions being taken in lieu of a meeting, pursuant to Section 33-749(a) of the
Connecticut Business Corporation Act:

                             VARIABLE LIFE ACCOUNT C
                             -----------------------

RESOLVED: That the officers of this Company are hereby severally authorized to
          take such action as they may severally deem necessary or appropriate
          (1) to create a new separate account, to be called Variable Life
          Account C, for the purpose of receiving a transfer of certain assets
          from the Company's Variable Life Account B, and of funding certain
          group variable life insurance policies; (2) to make any filings under
          applicable law, whether federal, state or otherwise, which may be
          deemed necessary or appropriate to the transfer of these assets and
          the operations of that separate account; and (3) to further the
          purpose and operations of that separate account; and any actions,
          heretofore taken consistent with the above are hereby ratified and
          confirmed.

RESOLVED: That the following Standards of Suitability are hereby adopted with
          respect to the group variable life insurance business to be written by
          this Company: no recommendation shall be made to an applicant to
          purchase a variable life insurance policy and no such policy shall be
          issued in the absence of reasonable grounds to believe that the
          purchase of such policy is not unsuitable for such applicant on the
          basis of information furnished after reasonable inquiry of such
          applicant concerning the applicant's insurance and investment
          objectives, financial situation and needs, and any other information
          known to the Company or to the agent making the recommendation.


IN WITNESS WHEREOF, the undersigned have executed this consent as of the 31st
day of August, 1999.


/s/  Shaun P. Mathews                        /s/  Catherine H. Smith
- ------------------------------               ------------------------------
Shaun P. Mathews                             Catherine H. Smith





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