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SECURITIES AND EXCHANGE COMMISSION
Washington DC 20549
FORM N-8B-2
REGISTRATION STATEMENT OF UNIT INVESTMENT TRUST
WHICH ARE CURRENTLY ISSUING SECURITIES
Dated December 17, 1999
Pursuant to Section 8(b) of the Investment Company Act of 1940
SEPARATE ACCOUNT FUVUL
OF ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY
(Name of Unit Investment Trust)
440 Lincoln Street
Worcester MA 01653
(Address of Principal Office of Registrant)
Issuer of periodic payment plan certificates only for purposes of information
provided herein.
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I I. ORGANIZATION AND GENERAL INFORMATION
1. (a) FURNISH NAME OF THE TRUST AND THE INTERNAL REVENUE SERVICE
EMPLOYER IDENTIFICATION NUMBER.
The trust is the Separate Account FUVUL of Allmerica Financial
Life Insurance and Annuity Company ("Separate Account"). The
Separate Account is a separate investment account of Allmerica
Financial 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 individual or group flexible payment
variable life insurance policies and the Certificates
thereunder (collectively, the "Policies" unless the context
requires otherwise).
2. FURNISH NAME AND PRINCIPAL BUSINESS ADDRESS AND ZIP CODE AND THE
INTERNAL REVENUE SERVICE EMPLOYER IDENTIFICATION NUMBER OF EACH
DEPOSITOR OF THE TRUST.
Allmerica Financial Life Insurance and Annuity Company
440 Lincoln Street
Worcester, Massachusetts 01653
FEIN: 04-6145677
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 OR
SERIES OF SECURITIES EACH CUSTODIAN OR TRUSTEE IS ACTING.
The Company will hold all of the securities in its own custody.
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.
Distribution of the Policies has not yet commenced. When
distribution commences, the principal underwriter will be:
Allmerica Investments, Inc.
440 Lincoln Street
Worcester MA 01653
FEIN: 04-2448927.
5. FURNISH NAME OF STATE OR OTHER SOVEREIGN OF THE COMPANY, THE LAWS OF
WHICH GOVERN WITH RESPECT TO THE ORGANIZATION OF THE TRUST.
Delaware.
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6. (a) FURNISH THE DATES OF EXECUTION AND TERMINATION OF AGREEMENT
CURRENTLY IN EFFECT UNDER THE TERMS OF WHICH THE TRUST WAS
ORGANIZED AND ISSUED OR PROPOSES TO ISSUE SECURITIES.
The Separate Account was authorized under Massachusetts law
pursuant to a resolution of the Board of Directors of the
Company on June 13, 1996. The resolution authorizing the
Separate Account will continue until amended by the Board of
Directors of the Company. The Policies will be issued pursuant
to this resolution.
(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.
None.
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.
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 PROCEEDINGS WHICH, ALTHOUGH
IMMATERIAL ITSELF, IS REPRESENTATIVE OF, OR ONE OF, A GROUP WHICH IN
THE AGGREGATE IS MATERIAL.
There are no current or pending legal or administrative proceedings
to which the Separate Account, the Company, or Allmerica Investments
Inc. is a party and which are material with respect to the security
holders of the Separate Account.
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.
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(a) WHETHER THE SECURITIES ARE OF THE REGISTERED OR BEARER TYPE.
The Policies are 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.
(b) WHETHER THE SECURITIES ARE OF THE CUMULATIVE OR DISTRIBUTIVE
TYPE.
The Policies 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 Policyowner, or in connection with the
payment of death benefits.
(c) THE RIGHTS OF SECURITY HOLDERS WITH RESPECT TO WITHDRAWAL OR
REDEMPTION.
After the first Policy year, partial withdrawals in a minimum
amount of $500 may be made from the Policy value at any time
upon written request filed at the Company's Principal Office.
A Policy may be surrendered at any time. A transaction charge,
which is the smaller of 2% of the amount withdrawn or $25.00,
will be assessed in all cases. See Item 13(a) "Charges on
Partial Withdrawal" and Item 17(a) "Partial Withdrawal."
(d) THE RIGHTS OF SECURITY HOLDERS WITH RESPECT TO CONVERSION,
TRANSFER, PARTIAL-REDEMPTION, AND SIMILAR MATTERS.
TRANSFER - The Policies permit premiums to be allocated either
to the Company's General Account or to the Sub-Accounts of the
Separate Account. Each Sub-Account invests exclusively in a
corresponding investment portfolio ("Underlying Fund") of the
Evergreen Variable Annuity Trust.
Subject to the consent of the Company, the Policyowner may
transfer amounts among all of the Sub-Accounts and between the
Sub-Accounts and the General Account, subject to certain
restrictions.
The Contract Owner may apply for automatic transfers from
Sub-Account investing in Fixed Account to one or more of the
other Sub-Accounts. Automatic transfers may be made at
intervals of one, three, six or twelve months. Each automatic
transfer must be at least $100. If the Sub-Account from which
the automatic transfer is to be made is reduced to $0 (zero),
the automatic transfer will cease. The Contract Owner must
then reapply for any future automatic transfers. The Contract
Owner may also apply for automatic account rebalancing, in
order to reallocate Contract Value among the Sub-Accounts at
intervals of one, three, six or twelve months.
The first 12 transfers in a Contract year are free.
Thereafter, the Company may deduct a transfer charge (not to
exceed $25) from amounts transferred in that Contract year.
Each subsequent automatic transfer is free and does not reduce
the remaining number of transfers that are free in a Contract
year. Any transfers made for a conversion privilege, Contract
loan or material change in investment policy will not count
toward the 12 free transfers.
The transfer privilege is subject to the Company's consent.
The Company reserves the right to impose limits on transfers
including, but not limited to, the:
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- Minimum amount that may be transferred;
- Minimum amount that may remain in a Sub-Account
following a transfer from that Sub-Account;
- Minimum period between transfers involving the Fixed
Account; and
- Maximum amounts that may be transferred from the Fixed
Account.
Transfers to and from the Fixed Account are subject to the
following restrictions:
- The Policy Owner may make only one transfer involving
the Fixed Account in each policy quarter
- The amount transferred from the Fixed Account in each
transfer does not exceed the lesser of $100,000 or 25%
of the Contract Value in the Fixed Account.
These rules are subject to change by the Company.
CONVERSION PRIVILEGE - During the first 24 Policy months after
the date of issue, subject to certain restrictions, the
Policyowner may convert the Policy to a flexible premium fixed
Policy by transferring all Policy value in the Sub-Accounts to
the General Account and by simultaneously changing the
allocation of future premiums to the General Account. A
similar conversion privilege is in effect for 24 Policy months
after the date of an increase in face amount, under which the
Policyowner may convert by transferring all or part of Policy
value in the Sub-Accounts to the General Account and by
simultaneously changing the allocation of all or part of
future premiums to the General Account.
FREE LOOK PRIVILEGE - The Policy provides for an initial Free
Look Period. The Policyowner may cancel the Policy until 10
days after the Policyowner receives the Policy, unless a
longer period is required by state law. Upon returning the
Policy, the Policyowner will be sent within 7 days a refund
equal to the premiums paid. The refund of any premium paid by
check, however, may be delayed until the check has cleared the
Policyowner's bank.
A free look privilege also applies following a requested
increase in face amount. The Policyowner has the right to
cancel the increase within 10 days after receipt of the new
specification pages issued for the increase. Upon canceling
the increase, the Policyowner will receive a credit to the
Policy value of charges which would not have been deducted but
for the increase. The amount to be credited will be refunded
if the Policyowner so requests.
The Policyowner may make surrenders and partial withdrawals as
described in Items 10(c), 13(a) and 17(a).
(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.
CONTRACT LAPSE AND REINSTATEMENT - The failure to make premium
payments will not itself cause a Policy to lapse unless: (1)
the Policy value less debt is insufficient to cover the next
monthly deduction plus loan interest accrued, if any.
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A 62- day grace period applies to each situation. Subject to
certain conditions (including Evidence of Insurability showing
that the Insured is insurable according to the Company's
underwriting rules and the payment of sufficient premium) a
Certificate may be reinstated at any time within 3 years after
the expiration of the grace period and prior to the Final
Premium Payment Date. The reinstatement takes effect on the
Monthly Processing Date following the date the Contract Owner
submits to the Company:
- Written application for reinstatement;
- Evidence of Insurability showing that the Insured
is insurable according to the Company's current
underwriting rules;
- A Payment that is large enough to cover the cost
of all Contract charges that were due and unpaid
during the grace period and that is large enough
to keep the Contract in force for three months;
and
- A Payment or reinstatement of any loan against the
Contract that existed at the end of the grace
period.
POLICY VALUE ON REINSTATEMENT - The Policy Value on the date
of reinstatement is:
- The net payment made to reinstate the Policy and
interest earned from the date the payment was
received at our Principal Office PLUS
- The Policy Value less any outstanding loan on the
date of default MINUs
- The Monthly Deductions due on the date of
reinstatement
(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.
To the extent required by law, the Company will vote shares
held by each Sub-Account in accordance with instructions
received from the Policyowners with Policy value in such
Sub-Account. Each person having a voting interest will be
provided with proxy materials together with an appropriate
form with which to give voting instructions to the Company.
Shares held in each Sub-Account for which no timely
instructions are received will be voted in proportion to the
instructions received from all persons with an interest in the
Sub-Account furnishing instructions to the Company with
respect to the Underlying Funds. The Company will also vote
shares held in the Separate Account that it owns and which are
not attributable to the Policies in the same proportion.
The number of votes which a Policyowner may cast will be
determined by the Company as of the record date established
for the Underlying Fund. The number of shares held in each
Sub-Account deemed attributable to each Policyowner is
determined by dividing Policy value in the Sub-Account, if
any, by the net asset value of one share in the corresponding
Underlying Fund in which the assets of the Sub-Account are
invested. Fractional votes will be counted.
If the 1940 Act or any rules thereunder should be amended or
if the present interpretation
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of the 1940 Act or such rules should change, and as a result
the Company determines that it is permitted to vote shares of
the Fund in its own right, whether or not such shares are
attributable to the Policies, the Company reserves the right
to do so.
The Company, when required by state insurance regulatory
authorities, may disregard voting instructions if the
instructions require that Fund shares be voted so as (1) to
cause to change in the sub-classification or investment
objective of one or more of the Funds, or (2) to approve or
disapprove an investment advisory contract for the Funds. In
addition, the Company may disregard voting instructions that
are in favor of any change in the investment policies or in
any investment adviser or principal underwriter if the change
has been initiated by Contract Owners or the Trustees. Our
disapproval of any such change must be reasonable and, in the
case of a change in investment policies or investment adviser,
based on a good faith determination that such change would be
contrary to state law or otherwise is inappropriate in light
of the objectives and purposes of the Funds. In the event, the
Company does disregard voting instructions, a summary of and
the reasons for that action will be included in the next
periodic report to Contract Owners.
(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 applicable
law, to make additions to, deletions from, or
substitutions for the shares that are held in the
Sub-Accounts of the Separate Account or that the
Sub-Accounts of the Separate Account 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 the Separate
Account 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 Policy 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 the Separate Account, 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 Commission 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 made
available to existing Policyowners on a basis to be
determined by the Company.
If any of these substitutions or changes are made, the
Company may by appropriate endorsement change the Policy
to reflect the substitution or change and will notify
Policyowners of all such changes. If the Company deems
it to be in the best interest of Policyowners, and
subject to any approvals that may be required under
applicable law, the Separate Account or any
Sub-Account(s) may be operated as a management company
under the 1940 Act, may be deregistered under that Act
if registration is no longer required, or may be
combined with
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other Sub-Accounts or other Separate Accounts of the
Company.
(2) THE TERMS AND CONDITIONS OF THE SECURITIES ISSUED BY THE
TRUST.
No change in the terms and conditions of the Policies
that affect the Policyowner's rights will be made
without notice to Policyowner to the extent required by
law.
(3) THE PROVISIONS OF ANY INDENTURE OR AGREEMENT OF THE
TRUST.
No notice to or consent from Policyowners is required
for any change in the Company's resolution establishing
the Separate Account.
(4) THE IDENTITY OF THE DEPOSITOR, TRUSTEE OR CUSTODIAN.
The depositor of the Separate Account cannot be changed.
The Separate Account has no Trustees.
Notice to Policyowners need not be given for the
custodian to be changed.
(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.
The Policies do not require consent of the Policyowners
when changing the underlying securities of the Separate
Account, except as may be required by currently
applicable law or regulation.
(2) THE TERMS AND CONDITIONS OF THE SECURITIES ISSUED BY THE
TRUST.
Except as appropriate to comply with federal or state
law or regulation the terms and conditions of a Policy
cannot be changed without the consent of the
Policyowner.
(3) THE PROVISIONS OF ANY INDENTURE OR AGREEMENT OF THE
TRUST.
No consent is required.
(4) THE IDENTITY OF THE DEPOSITOR, TRUSTEE OR CUSTODIAN.
The depositor of the Separate Account cannot be changed.
The Separate Account has no Trustees.
The consent of security holders is not required to
change the custodian.
(i) ANY OTHER PRINCIPAL FEATURE OF THE SECURITIES ISSUED BY THE
TRUST OR ANY OTHER PRINCIPAL RIGHT, PRIVILEGE OR OBLIGATION
NOT COVERED BY SUBDIVISIONS (a) TO (g) OR BY ANY OTHER ITEM IN
THIS FORM.
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(1) PREMIUM PAYMENTS - SEE Items 14 and 15.
(2) QUALIFICATION AS LIFE INSURANCE
Federal tax law requires a Guideline Minimum Death
Benefit in relation to Policy Value for a Contract to
qualify as life insurance. Under current Federal tax
law, either the Guideline Premium Test or the Cash Value
Accumulation Test can be used to determine if the
Contract complies with the definition of "life
insurance" under the Code. At the time of application,
the Policy Owner may elect either of the tests. If the
Policy Owner elects the Guideline Premium Test, the
Policy Owner will have the choice of electing the Death
Benefit Option 1 or the Death Benefit Option 2. If the
Policy Owner elect the Cash Value Accumulation Test, the
Death Benefit Option 3 will apply.
GUIDELINE PREMIUM TEST AND CASH VALUE ACCUMULATION TEST.
There are two main differences between the Guideline
Premium Test and the Cash Value Accumulation Test.
First, the Guideline Premium Test limits the amount of
premium that may be paid into a Contract, while no such
limits apply under the Cash Value Accumulation Test.
Second, the factors that determine the Guideline Minimum
Death Benefit relative to the Policy Value are
different.
The Guideline Premium Test limits the amount of premiums
payable under a Contract to a certain amount for an
Insured of a particular age and sex. Under the Guideline
Premium Test, the Policy Owner may choose between the
Death Benefit Option 1 or the Death Benefit Option 2.
After issuance of the Contract, the Policy Owner may
change the selection from the Death Benefit Option 1 to
the Death Benefit Option 2, or vice versa.
The Cash Value Accumulation Test requires that the Death
Benefit must be sufficient so that the cash Surrender
Value does not at any time exceed the net single premium
required to fund the future benefits under the Contract.
Under the Cash Value Accumulation Test, required
increases in the Guideline Minimum Death Benefit (due to
growth in Policy Value) will generally be greater than
under the Guideline Premium Test. If the Policy Owner
chooses the Cash Value Accumulation Test, ONLY the Death
Benefit Option 3 is available.
Under the Death Benefit Option 1, the death benefit is
the greater of either the Face Amount of insurance or
the Guideline Minimum Sum Insured. Under the Death
Benefit Option 2, the death benefit is the greater of
either (a) the Face Amount of insurance PLUS Policy
value or (b) the guideline minimum sum Insured. The
guideline minimum sum Insured is calculated by
multiplying the applicable percentage from the following
table for the Insured person's age (nearest birthday) at
the beginning of the Policy year of determination to
the-policy value.
Death Benefit Option 3 (Cash Value Accumulation Test).
Under Option 3, the Death Benefit will equal the greater
of (1) the Face Amount or (2) the Policy Value
multiplied by the applicable factor, as set forth in the
Policy. The applicable factor depends upon the
Underwriting Class, sex (unisex if required by law), and
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then-attained age of the Insured. The factors decrease
slightly from year to year as the attained age of the
Insured increases.
(3) NET DEATH BENEFIT
If the Policy is in force on the Insured's death, the
Company, with due proof of death, pay the Net Death
Benefit to the named beneficiary. The Company will
normally pay the Net Death Benefit within seven days of
receiving due proof of the Insured's death, but the
Company may delay payment of Net Death Benefits The
beneficiary may receive the Net Death Benefit in a lump
sum or under a payment option.
The Net Death Benefit depends on the current Face Amount
and the Death Benefit Option that is in effect on the
date of death. Before the Final Payment Date, the Net
Death Benefit is:
- The death benefit provided under the Death Benefit
Option 1, Death Benefit Option 2, or Death Benefit
Option 3, whichever is elected and in effect on
the date of death, plus
- Any other insurance on the Insured's life that is
provided by Rider, minus
- Any outstanding loan, any partial withdrawals,
partial withdrawal costs, and due and unpaid
monthly charges through the Policy month in which
the Insured dies.
After the Final Payment Date, if the Guaranteed Death
Benefit Rider is not in effect, the Net Death Benefit is
the Policy Value minus any outstanding loan.
(4) GUARANTEED DEATH BENEFIT RIDER
An optional Guaranteed Death Benefit rider is available
only at issue of the Policy. The Guaranteed Death
Benefit rider is not available if the policy is issued
on the basis of simplified underwriting. If this rider
is in effect, the Company guarantees that the Policy
will not lapse regardless of the investment performance
of the Variable Account and provides a guaranteed net
death benefit.
In order to maintain the Guaranteed Death Benefit rider,
certain minimum premium payment tests must be met on
each policy anniversary and within 48 months following
the Date of Issue and/or the date of any increase in
Face Amount, as described below. In addition, a one-time
administrative charge of $25 will be deducted from
Policy Value when the rider is elected. Certain
transactions, including policy loans, partial
withdrawals, and changes in Death Benefit Options, can
result in the termination of the rider. If this rider is
terminated, it cannot be reinstated.
GUARANTEED DEATH BENEFIT
If the Guaranteed Death Benefit Rider is in effect on
the Final Premium Payment Date, guaranteed Death
Proceeds will be provided as long as the rider
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is in force. The Death Proceeds will be the greater of
the Face Amount as of the Final Premium Payment Date or
the Policy Value as of the date due proof of death is
received by the Company.
TERMINATION OF THE GUARANTEED DEATH BENEFIT RIDER
The Guaranteed Death Benefit rider will end and may not
be reinstated on the first to occur of the following:
- foreclosure of a Policy Loan; or
- the date on which the sum of the Policy owner r
payments does not meet or exceed the applicable
Guaranteed Death Benefit test (above); or - any
Policy change that results in a negative guideline
level premium; or
- the effective date of a change from Death Benefit
Option 2 to Death Benefit Option 1, if such
changes occurs within 5 policy years of the Final
Premium Payment Date; or
- a request for a partial withdrawal or preferred
loan is made after the Final Premium Payment Date.
It is possible that the Policy Value will not be
sufficient to keep the Policy in force on the first
Monthly Payment Date following the date the rider
terminates
(5) CALCULATION OF CASH VALUE - SEE Items 44(a), 44(c), and
46(a).
(6) LOAN PROVISIONS. SEE Item 21.
(7) PAYMENT OPTIONS - Upon written request, the surrender
value or part of the Death Proceeds may be placed under
one or more of the payment options offered by the
Company. If the Policyowner does not make an election,
the Company will pay the benefits in a single sum. A
certificate will be provided to the payee describing the
payment option selected. If a payment option is
selected, the beneficiary may pay to the Company an
amount that would otherwise be deducted from the Death
Benefit.
The amount applied under any one payment option for any
one payee must be at least $5,000. The periodic payments
for any one payee must be at least $50.
(8) OPTIONAL INSURANCE BENEFIT - Subject to certain
requirements, one or more of the following additional
insurance benefits may be added by rider: Waiver of
Premium Rider, Other Insured Rider, or Guaranteed Death
Benefit Rider. The cost of these optional insurance
benefits will be deducted from Policy value as part of
the monthly deduction, except that a one-time charge not
to exceed $25 is made when the Guaranteed Death Benefit
Rider is elected upon issue of the Policy.
INFORMATION CONCERNING THE SECURITIES UNDERLYING THE TRUST'S SECURITIES
11. DESCRIBE BRIEFLY THE KIND OR TYPE OF SECURITIES COMPRISING THE UNIT
OF SPECIFIED SECURITIES IN WHICH SECURITY HOLDERS HAVE AN INTEREST.
The Policies permit premiums to be allocated either to the Company's
General Account or to the Separate Account. The Separate Account is
currently comprised of 4 investment divisions
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("Sub-Accounts"). Each Sub-Account invests exclusively in a
corresponding Underlying Fund of the Evergreen Variable Annuity
Trust, which is a no-load, open-end, diversified series management
investment companies. Each of the Underlying Funds operates pursuant
to different investment objectives, which are summarized below:
Evergreen VA Equity Index Fund seeks investment results that achieve
price and yield performance similar to the Standard and Poor's 500
Composite Stock Price Index. The Fund invests substantially all of
its total assets in equity securities that represent a composite of
the S&P 500 Index.
Evergreen VA Foundation Fund seeks, in order of priority, reasonable
income, conservation of capital and capital appreciation. The Fund
invests principally in income-producing common and preferred stocks,
securities convertible into or exchangeable for common stocks and
fixed income securities.
Evergreen VA Global Leaders Fund seeks to achieve capital
appreciation by investing primarily in a diversified portfolio of
U.S. and non-U.S. equity securities of companies located in the
world's major industrialized countries. The Fund's investment
adviser will attempt to screen the largest companies in the world's
major industrialized countries and cause the Fund to invest, in the
opinion of the Fund's investment adviser, in the 100 best based on
certain qualitative and quantitative criteria.
Evergreen VA Small Cap Value Fund seeks to achieve a return
consisting of current income and capital appreciation in the value
of its shares. The Fund invests in common and preferred stocks,
securities convertible into or exchangeable for common stocks and
fixed income securities. In attempting to achieve its objective, the
Fund invests primarily in companies with total market
capitalizations of less than $500 million.
12. IF THE TRUST IS THE ISSUER OF PERIODIC PAYMENT PLAN CERTIFICATES AND
IF ANY UNDERLYING SECURITIES THE COMPANY ARE ISSUED BY ANOTHER
INVESTMENT COMPANY, FURNISH INFORMATION FOR EACH SUCH COMPANY:
(b) NAME AND PRINCIPAL ADDRESS OF DEPOSITOR.
Allmerica Financial Life Insurance and Annuity Company
(formerly SMA Life Assurance Company, until October 1, 1995),
440 Lincoln Street, Worcester, MA 01653 is the depositor of
AIT.
Evergreen Investment Services, Inc. ("EIS"), 200 Berkeley
Street, Boston, Massachusetts 02116-9000 serves as overall
administrator to the Evergreen Variable Annuity Trust.
Evergreen Service Company ("ESC") is the Transfer agent. Its
address is P.O. Box 2121, Boston Massachusetts 02106-2121.
(c) NAME AND PRINCIPAL BUSINESS ADDRESS OF TRUSTEE OR CUSTODIAN:
State Street Band and Trust Company is the custodian of the
Evergreen Variable Annuity Trust. Its address is 225 Franklin
Street, Boston, Massachusetts 02110.
(d) NAME AND PRINCIPAL BUSINESS ADDRESS OF PRINCIPAL-UNDERWRITER
The Evergreen Variable Annuity Trust does not have a principal
underwriter.
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(e) THE PERIOD DURING WHICH THE SECURITIES OF SUCH COMPANY HAVE
BEEN THE UNDERLYING SECURITIES.
Shares of the Underlying Funds will be purchased by the
Separate Account only after the effective date of the Separate
Account's registration statement under the Securities Act of
1933.
INFORMATION CONCERNING LOADS, FEES, CHARGES AND EXPENSES
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) UNDER THE POLICIES
MONTHLY DEDUCTION -- On each monthly processing date,
the Company will deduct certain following monthly
charges (the "Monthly Deduction") from Policy Value. The
Policy owner may allocate the Monthly Deduction to one
sub-account. If the Policy owner makes no allocation,
the Company will make a pro-rata allocation. If the
sub-account the Policy owner chose does not have
sufficient funds to cover the Monthly Deduction, the
Company will make a pro-rata allocation.
The Monthly Deduction is comprised of the following:
- Monthly Policy Charge - The Monthly Policy Charge
will be charged on each monthly processing date
until the Final Payment Date. The primary purpose
of the Monthly Policy Charge is to compensate the
Company for providing life insurance coverage for
the Insured. In addition, a portion of this charge
compensates the Company for administrative, tax,
and distribution expenses. The Monthly Policy
Charge is equal to a current rate per $1,000 times
the Insurance Amount (the "Monthly Policy Charge
rate"). The current Monthly Policy Charge rates
are based on the Company's expectations as to
future mortality experience. Any change in the
current Monthly Policy Charge rates will apply to
all Insureds of the same age, sex and underwriting
class whose Policies have been in force for the
same period.reimburse the Company for expenses
related to issuance and maintenance of the
Contract.
- Monthly Mortality and Expense Risk Charge - ThE
Monthly Mortality and Expense Risk Charge is
currently equal to (and is guaranteed not to
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exceed) 1/12 of 0.75% of the Policy Value in each
sub-account for the first 10 Policy years, 1/12 of
0.50% for Policy Years 11 through 20, and 0.25%
for Policy years 21 and later. The charge is based
on the Policy Value in the sub-accounts as of the
prior Monthly Processing Date. The charge will
continue to be assessed after the Final Payment
Date.
This charge compensates us for assuming mortality
and expense risks for variable interests in the
Policies. The mortality risk the Company assume is
that Insureds may live for a shorter time than
anticipated. If this happens, the Company will pay
more Net Death Benefits than anticipated. The
expense risk the Company assume is that the
expenses incurred in issuing and administering the
Policies will exceed those compensated by the
administrative charges in the Policies. If the
charge for mortality and expense risks is not
sufficient to cover mortality experience and
expenses, the Company will absorb the losses. If
the charge turns out to be higher than mortality
and expense risk expenses, the difference will be
a profit to us. If the charge provides us with a
profit, the profit will be available for our use
to pay distribution, sales and other expenses.
- Monthly Rider Charges - Rider Charges will vary
depending upon the rider selected, and by the sex,
underwriting classification of the Insured.
(2) UNDERLYING SECURITIES
Each Underlying Fund pays a management fee to an
investment manager or adviser for managing and providing
services to the Underlying Fund; however, management fee
waivers and/or reimbursements may be in effect for
certain or all of the Underlying Funds.
The investment adviser to the Evergreen VA Equity Index
Fund is Evergreen Investment Management ("EIM"). EIM,
also known as First Capital Group, is a division of
First Union National Bank of North Carolina, which in
turn is a subsidiary of First Union Corporation. The
investment adviser to the Evergreen VA Global Leaders
Fund and Evergreen VA Small Cap Value Fund is Evergreen
Asset Management Corp. ("EAMC"), a wholly-owned
subsidiary of FUNB. EAMC is entitled to receive from
each of these Funds an annual fee equal to 0.95% of the
average daily net assets of each Fund. Lieber & Company
acts as sub-advisor to these and provides investment
research, information, investment recommendation advice
and assistance to EAMC, and is reimbursed by EAMC for
the costs of providing such sub-advisory services.
EAMC is also the investment adviser to the Evergreen VA
Foundation Fund. EAMC is entitled to receive from the
Fund an annual fee equal to 0.825% of the average daily
net assets of each Fund.
Currently, the investment advisors have agreed to
voluntarily limit aggregate operating expenses
(including investment advisory fees, but excluding
interest, brokerage commissions and extraordinary
expenses) of their respective funds
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to 0.30% of average daily net assets of the Evergreen VA
Equity Index Fund and 1.00% of average daily net assets
of the other Funds.
(3) DISTRIBUTIONS
No distributions are made to Policyowners except
voluntary surrenders or partial withdrawals, and upon
payment of death proceeds. Partial withdrawals may be
subject to the partial withdrawal transaction charge
described in 13(a), above.
(4) CUMULATED OR REINVESTED DISTRIBUTIONS OR INCOME
Distributions from the Underlying Funds are reinvested
by Sub-Accounts of the Separate Account in additional
shares of the respective Underlying Fund, without
charge, at net asset value.
(5) REDEEMED OR LIQUIDATED ASSETS OF THE TRUST'S SECURITIES
For each partial withdrawal, the Company deducts a
transaction fee of 2% of the amount withdrawn, not to
exceed $25 for each partial withdrawal. Otherwise, there
are no charges for surrender or partial withdrawals.
(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.
No deductions are made from premiums prior to allocation to
the Company's General Account or the Separate Account. All
charges and deductions are made from Policy value.
(c) STATE (1) THE AMOUNT OF SALES LOAD AS A PERCENTAGE OF THE NET
AMOUNT INVESTED, AND (2) THE AMOUNT OF TOTAL DEDUCTIONS AS A
PERCENTAGE OF THE NET AMOUNT INVESTED FOR EACH TYPE OF
SECURITY ISSUED BY THE TRUST.
There is no deduction from premium payments and no surrender
charge for sales load. The Company deducts a Monthly Policy
Charge on each monthly processing date until the Final Payment
Date. The primary purpose of the Monthly Policy Charge is to
compensate us for providing life insurance coverage for the
Insured. However, a portion of this charge compensates us for
administrative, tax and distribution expenses. The Monthly
Policy Charge is equal to a current Monthly Policy Charge rate
per $1,000 times the Insurance Amount.
The Company deducts a Monthly Mortality and Expense Risk
Charge which is currently equal to and may not exceed 1/12 of
0.75% of the Policy Value in each sub-account for the first 10
Policy years, 1/12 of 0.50% for Policy Years 11 through 20,
and 0.25% for Policy years 21 and later.
For each partial withdrawal, the Company deducts a transaction
fee of 2% of the amount withdrawn, not to exceed $25 for each
partial withdrawal.
(d) EXPLAIN FULLY THE REASONS FOR ANY DIFFERENCE IN THE PRICE AT
WHICH SECURITIES ARE OFFERED
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FOR ANY CLASS OF TRANSACTIONS TO ANY CLASS OR GROUP OF
OFFICERS, INCLUDING OFFICERS, DIRECTORS OR EMPLOYEES OF THE
DEPOSITION 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.
The Company reserves the right to impose a charge for changing
the premium allocation instructions, for changing the
allocation of any monthly deductions, or for a projection of
values. No such charges are currently imposed and any such
charge is guaranteed not to exceed $25.00.
(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 THE 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, Allmerica Investments, Inc. nor any
affiliated person of the foregoing may receive any profit or
any other benefit from premium payments under the Policy or
tie investments held in the Separate Account not included in
the answer to Item 13(a) or (d) through the sale of purchase
of the Policy or shares of the Underlying Funds, except that
(1) the Company may receive a profit to the extent that the
cost of insurance built into the Policy exceeds the actual
cost of insurance needed to pay benefits; (2) favorable
mortality or expense experience may cause the insurance
provided to be profitable to the Company; (3) the Company will
compensate certain others (including the company agents), for
services rendered in connection with the distribution of the
Policy, as described in Item 38, but such payments will be
made from the Company's General Account; (4) the investment
advisers of the respective Underlying Funds will receive an
advisory fee, as described in Item 13(a)(2); 5) the Company
may receive service fees from the underwriter, investment
adviser, or administrator of the Underlying Funds, for
services provided by the Company that would otherwise by
provided by the paying entity.
(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. The Separate Account has no assets as of the
date of this filing.
(h) OTHER
The Company may recoup commission and other sales expense
through a portion of the Monthly Policy Charge, the investment
earnings in excess of the interest credited on amounts
allocated to the General Account, and profits, if any, from
the Monthly Mortality and Expense Risk Charge.
INFORMATION CONCERNING THE OPERATIONS OF THE TRUST
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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 Policy must submit a completed
application to an authorized registered agent or to the Company's
Principal Office. The Company generally will issue a Policy only on
the lives of Insureds age 85 and under, who supply evidence of
insurability satisfactory to the Company. Policies may also be
issued on a simplified underwriting basis, under certain conditions.
Acceptance is subject to the Company's underwriting rules, and the
Company reserves the right to reject an application for any reason.
Within limits, applicants may choose the amount of the initial
premium desired and the initial face amount of the Policy.
Currently, the minimum specified face amount of insurance for which
a Policy may be issued is $50,000.
The Policy will be effective on the date of issue only after all
outstanding delivery requirements are satisfied and the Company has
received sufficient premium. The date of issue is the date used to
determine all future periodic transactions under the Policy, e.g.,
monthly payment date, Policy months and Policy years. Within limits,
the Company may establish an earlier date of issue.
If a premium payment equivalent to at least one minimum monthly
payment is received with the application, and there has been no
material misrepresentation on the application, fixed, temporary
insurance of up to the amount applied for but not to exceed
$500,000, will start as of the date of the application and will
generally continue for a maximum of 90 days. If a medical
examination of a person to be Insured is required by the Company's
underwriting rules, coverage on that person will not start until
completion of the examination. In no event will a death benefit be
provided under the conditional insurance agreement if death is by
suicide.
If the Applicant does not wish to make any payment until the Policy
is issued, or if the amount of money paid on a prepaid application
is not sufficient to place the Policy in force, the Company will
require payment upon delivery of the Policy of sufficient premium to
place the Policy in force upon delivery of the Policy. If the Policy
is not issued, the premiums will be returned to the Applicant,
without interest. No Policy will be in force until sufficient
premium is paid.
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.
PREMIUM PAYMENTS - Premium Payments are payable only to the Company,
and may be mailed to the Principal Office or paid through an
authorized agent of the Company. All premium payments after the
initial premium payment are credited to the Separate Account or
General Account as of date of receipt at the Principal Office.
The Policyowner may establish a schedule of planned premiums that
will be billed by the Company at regular intervals. Failure to pay
planned premiums, however, will not itself cause the Policy to
lapse. The Policyowner may also make unscheduled premium payments at
any time or skip planned premium payments subject to the maximum and
minimum premium limitations described below.
The Policyowner may also elect to pay premiums by means of a monthly
automatic payment ("MAP") procedure. Under a MAP procedure, amounts
will be deducted each month, generally
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on the Monthly Payment Date, from the Policyowner's checking account
and applied as a premium under a Policy. The minimum payment
permitted under MAP is $50.
Premiums are not limited as to frequency and number. However, no
premium payment may be less than $100 without the Company's consent.
Moreover, premium payments must be sufficient to provide a positive
surrender value at the end of each Policy month, or the Policy may
lapse.
The total of all premiums paid can never exceed the then-current
maximum premium limitation determined by Internal Revenue Service
rules. Thus, the Company may limit the premiums received in any
Policy year to an amount not less than the "guideline level premium"
determined by the Company with respect to the Policy. In addition,
the sum of the premiums paid, less any partial withdrawals, may not
exceed the greater of the guideline single premium or the sum of the
guideline level premiums to the date of payment. The guideline
premium amounts will change whenever there is any change in the face
amount, the addition or deletion of a rider, or a change in the
Death Benefit option. These premium limitations do not apply to the
extent necessary to prevent lapse of the Policy during a Policy
year.
If at any time a premium is paid that would result in total premiums
exceeding the then current maximum premium limitation, the Company
will accept only that portion of the premium that would make total
premiums equal the maximum limitation. Premiums in excess of that
amount will be refunded to the Policyowner, and no further premiums
will be accepted until allowed by the current maximum premium
limitation prescribed by Internal Revenue Service rules.
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.
Each Sub-Account of the Separate Account invests its assets in
shares of a corresponding Underlying Fund. Purchases and redemptions
of such shares are made at net asset value, with no deduction for
sales load.
Purchase payments allocated to a Sub-Account, transfers to that
Sub-Account, and reserve adjustment transfers, if any, will be
netted as of each valuation date against amounts withdrawn from the
Sub-Account in connection with Policy surrenders, partial
withdrawals, transfers, and death benefits, as well as the asset
charge and amounts paid to the Company in lieu of taxes, if any. A
net purchase or sale of Underlying Fund shares will be made for a
Sub-Account at net asset value. All income, dividends and realized
gain distributions of a Underlying Fund will be reinvested in shares
of the respective Underlying Fund at net asset value. Valuation
dates currently occur on each day on which the New York Stock
Exchange is open for trading, and on such other days where there is
a sufficient degree of trading in a Underlying Fund's securities
such that the current net asset value of the Sub-Accounts may be
materially affected.
17. (a) DESCRIBE THE PROCEDURE WITH RESPECT TO WITHDRAWAL OR
REDEMPTION BY SECURITY HOLDERS.
SURRENDER - A Policyowner may at any time surrender the Policy
and receive its surrender value (i.e., Policy value, less Debt
and applicable transaction charges and any first-year monthly
administrative charges not yet deducted) upon written request
signed by the Policyowner and return of the Policy to the
Principal Office. The surrender value will be based on the
Policy value as of the valuation date on which the request and
Policy are received at the Principal Office.
The surrender value is normally payable within seven days
following the Company's
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receipt of the surrender request. The Company reserves the
right to defer surrenders and partial withdrawals of amounts
funded by each Sub-Account during any period when (1) trading
on the New York Stock Exchange is restricted as determined by
the SEC or such Exchange is closed for other than weekends and
holidays, (2) the SEC has by order permitted such suspension,
or (3) an emergency, as determined by the SEC, exists such
that disposal of portfolio securities or valuation of assets
of each Sub-Account is not reasonably practicable.
The right is reserved by the Company to defer surrenders and
partial withdrawal of amounts allocated to the Company's
General Account for a period not to exceed six months.
PARTIAL WITHDRAWAL - At any time after the first Policy year,
a Policyowner may redeem a portion of the Policy value of his
or her Policy, subject to the limits stated below, upon
written request signed by the Policyowner and filed at the
Principal Office. Where allocations have been made to more
than one account, a percentage of the partial withdrawal may
be allocated to each such account. The written request must
indicate the dollar amount the Policyowner wishes to receive
and the account from which such amount is to be redeemed.
The Policyowner may allocate the amount withdrawn among the
Sub-Accounts and the General Account. If no allocation
instructions are provided, the Company will make a pro rata
allocation.
A partial withdrawal from a Sub-Account will result in
cancellation of a number of Accumulation Units equivalent in
value to the amount withdrawn, computed as of the valuation
date that the request is received at the Company's Principal
Office. The amount withdrawn equals the amount requested by
the Policyowner plus any applicable charges. The Company will
normally pay the amount of the partial withdrawal within seven
days, but may delay payment under certain circumstances
described above under "Surrender." See Item 13(a), "Partial
Withdrawals."
(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 and partial
withdrawal requests as described in Item 17(a). The Underlying
Funds will redeem their shares upon the Company's request in
accordance with the Investment Company Act of 1940. Redeemed
shares may later be reissued.
(c) INDICATE WHETHER REPURCHASED OR REDEEMED SECURITIES WILL BE
CANCELLED OR MAY BE RESOLD.
If a Policy is surrendered, the Policy will be cancelled and
may not be reissued. If a Policy terminates due to lapse or
foreclosure, the Policy may be reinstated as provided below.
Unless the Guaranteed Death Benefit rider is in effect, the
Policy will terminate if:
- Surrender value is insufficient to cover the next
monthly deduction plus loan interest accrued; or
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- Outstanding loan exceeds the policy value
If one of these situations occurs, the Policy will be in
default. The Policy owner will then have a grace period of 62
days, measured from the date of default, to pay a premium
sufficient to prevent termination. On the date of default, the
Company will send a notice to the Policy owner and to any
assignee of record. The notice will state the premium due and
the date by which it must be paid.
Failure to pay a sufficient premium within the grace period
will result in Policy termination. If the Insured dies during
the grace period, the Company will deduct from the net death
benefit any monthly deductions due and unpaid through the
Policy month in which the Insured dies and any other overdue
charge.
During the first 48 Policy months following the date of issue
or an increase in the face amount, a guarantee may apply to
prevent the Policy from terminating because of insufficient
surrender value. This guarantee applies if, during this
period, the Policy owner pays premiums that, when reduced by
partial withdrawals and partial withdrawal costs, equal or
exceed specified minimum monthly payments. The specified
minimum monthly payments are based on the number of months the
Policy, increase in face amount or policy change that causes a
change in the minimum monthly payment has been in force. A
policy change that causes a change in the minimum monthly
payment is a change in the face amount or the addition or
deletion of a rider.
If the option Guaranteed Death Benefit rider is in effect, the
Policy will not lapse regardless of the investment performance
of the Separate Account. See "Guaranteed Death Benefit Rider."
TERMINATION- The failure to make premium payments will not
cause the Policy to lapse unless: (a) the Policy Value is
insufficient to cover the next Monthly Deduction plus loan
interest accrued; or (b) if Debt exceeds the Policy value. If
one of these situations occurs, the Policy will be in default.
The Policy owner will then have a grace period of 62 days,
measured from the date of default, to make sufficient payments
to prevent termination. On the date of default, the Company
will send a notice to the Policy owner and to any assignee on
record. The notice will state the amount of premium due and
the date on which it is due. Failure to make a sufficient
payment within the grace period will result in termination of
the Policy without any Policy value. If the Insured dies
during the grace period, the Death Proceeds will still be
payable, but any Monthly Deductions due and unpaid through the
Policy month in which the Insured dies and any other overdue
charge will be deducted from the Death Proceeds.
Except for the situation described in (b) above, if, during
the first 48 months after the date of issue or the effective
date of an increase in face amount, the Policy owner makes
premium payments, less Debt, at least equal to the sum of the
minimum monthly factors for the number of months the Policy,
increase or Policy change which causes a change in the minimum
monthly factor has been in force, the Policy is guaranteed not
to lapse during that period. A Policy change which causes a
change in the minimum monthly factor is a change in the face
amount or the addition or deletion of a rider. Except for the
first 48 months after the date of issue or the effective date
of an increase, payments equal to the minimum monthly factor
do not guarantee that the Policy will remain in force.
REINSTATEMENT -- A terminated Policy may be reinstated within
three years of the
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date of default and before the final payment date. The
reinstatement takes effect on the monthly processing date
following the dates the Policy owner submits to us: (1)
Written application for reinstatement; (2) Evidence of
insurability showing that the Insured is insurable according
to our underwriting rules; and (3) a payment that, after the
deduction of the payment expense charge, is large enough to
cover the minimum amount payable. Policies that have been
surrendered may not be reinstated.
MINIMUM AMOUNT PAYABLE -- If reinstatement is requested, the
Policy owner must pay the minimum monthly payment for the
three months beginning on the date of reinstatement.
POLICY VALUE ON REINSTATEMENT -- The policy value on the date
of reinstatement is: the net payment made to reinstate the
Policy and interest earned from the date the payment was
received at our principal office; plus the policy value less
any outstanding loan on the date of default, minus the monthly
deductions due on the date of reinstatement. The Policy owner
may reinstate any outstanding loan.
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.
Distributions with respect to the shares of a Underlying Fund
held by a Sub-Account are reinvested in shares of that
Underlying Fund at net asset value. Such shares are added to
the assets of the respective Sub-Account.
(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.
No distributions are made to Policy owners other than in
connection with a death benefit or with a Policy
owner-initiated loan, partial withdrawal or surrender of the
Policy. See Items 13(a) and 21.
(c) IF ANY RESERVES OR SPECIAL FUNDS ARE CREATED OUT OF INCOME OR
PRINCIPAL, STATE WITH RESPECT TO EACH SUCH RESERVE OR FUND THE
PURPOSE AND ULTIMATE DISPOSITION THEREOF, AND DESCRIBE THE
MANNER OF HANDLING SAME.
Premiums placed in the Separate Account constitute certain
reserves for benefits under the Policy.
(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 THE COMPANYRE MADE, DESCRIBE THE
NATURE THEREOF, THE ACCOUNT CHARGED AND THE BASIS OF
DETERMINING THE AMOUNT OF SUCH CHARGE.
Not Applicable. The Separate Account has not begun business
operations.
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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 maintain the records and books of the Separate
Account. The Company will also maintain records for each Policy,
including the number and value of accumulation units of each
Sub-Account credited to each Policy and the value of accumulations
in the General Account.
Issuance and transfer of Underlying Fund shares will be by book
entry only. Stock certificates will not be issued to the Company or
Separate Account. Shares ordered from the Underlying Funds will be
recorded in an appropriate title for the Separate Account or
appropriate Sub-Account.
Policy owners will be sent promptly statements of significant
transactions such as premium payments (other than payments made
pursuant to the Monthly Automatic Premium payment procedure),
changes in specified face amount, change in Death Benefit Option,
transfers among Sub-Accounts and the General Account, partial
withdrawals, increases in loan amount by the Policy owner, loan
repayments, lapse, termination for any reason, and reinstatement. An
annual statement will also be sent to the Policy owner within 30
days after a Policy year. The annual statement will summarize all of
the above transactions and deductions of charges during the Policy
year. It will also set forth the status of the death benefit, Policy
value, surrender value, amounts in the Sub-Accounts and General
Account, and any Policy loan(s).
In addition, the Policy owner will be sent semi-annual reports
containing financial statements and other information for the
Underlying Funds, as required by the 1940 Act.
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.
(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.
The Company will act as custodian of assets of the Separate
Account. The Company may appoint another custodian. In such
event, the custodial agreement will provide that the assets
owned by the Separate Account shall be delivered directly by
the Company to a successor custodian.
(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.
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There is no such provision in an indenture or agreement. Under
Delaware law, the Company may not abrogate its obligation
under the Policies.
(f) THE APPOINTMENT OF A SUCCESSOR DEPOSITOR AND THE PROCEDURE IF
A SUCCESSOR DEPOSITOR IS NOT APPOINTED.
There is no such provision in any indenture or agreement.
21. (a) STATE THE SUBSTANCE OF THE PROVISIONS OF ANY INDENTURE OR
AGREEMENT WITH RESPECT TO LOANS TO SECURITY HOLDERS.
Loans may be obtained by request to the Company on the sole
security of the Policy. The total amount which may be borrowed
is the loan value. The loan value is 90% of an amount equal to
Policy value.
A Policy loan may be allocated among the General Account and
one or more Sub-Accounts. If the Policy owner does not make an
allocation, the Company will allocate the loan among the
accounts in the same proportion that the Policy value in the
General Account, less Debt, and the Policy value in each
Sub-Account bear to the total Policy value, less Debt, on the
date the secure Debt will earn interest at a rate equal to an
effective annual yield of at least 4.00%.
After due and unpaid interest is added to loan amount, if the
new loan amount exceeds the Policy value in the General
Account, the Company will transfer Policy value equal to that
excess Debt from each Sub-Account to the General Account as
security for the excess Debt. The Company will allocate the
amount transferred among the Sub-Accounts in the same
proportion that the Policy value in each Sub-Account bears to
the total Policy value in all Sub-Accounts.
PREFERRED LOAN OPTION. The option is automatically available,
unless otherwise requested by the Policy owner. The guaranteed
annual interest rate credited to the Policy value securing a
preferred loan will be 4.00%.
LOAN INTEREST CHARGED - The Company charges interest on the
loan, which accrues daily and is payable in arrears at the
current annual rate of 4.80% (4.00% for preferred loans). The
current annual rate of interest charged on loans may change,
but is guaranteed not to exceed 6.00% (4.50% for preferred
loans). Interest is payable at the end of each Policy year or
on a pro rata basis for such shorter period as the loan may
exist. Interest not paid when due will be added to the loan
principal and bear interest at the same rate of
interest.Company receives the loan request. Policy value in
each Sub-Account equal to the Policy loan allocated to such
Sub-Account will be transferred to the General Account, and
the number of Accumulation Units equal to Policy value so
transferred will be cancelled.
REPAYMENT OF DEBT - Loans may be repaid at any time prior to
the lapse of the Policy. Upon repayment of Debt, the portion
of the Policy value that is in the General Account securing
Debt will be transferred to the various Sub-Accounts and
increase the Policy value in such accounts in accordance with
the Policy owner's instructions. If the Policy owner does not
make a repayment allocation, the Company will allocate Policy
value in accordance with the Policy owner's most recent
premium allocation instructions,
-23-
<PAGE>
provided, however, that loan repayments allocated to the
Separate Account cannot exceed Policy value previously
transferred from the Separate Account to secure the Debt.
FORECLOSURE - If Debt exceeds the amount needed to pay the
next monthly deduction, the Policy will terminate. A notice of
such pending termination will be mailed to the last known
address of the Policy owner and any assignee. If the excess
Debt is not paid within 62 days after this notice is mailed,
the Policy will terminate with no value. A Policy may be
reinstated following loan foreclosure.
(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 Items 10(i) and 21(a), above. No other loans are made,
except under the terms of life insurance policies that may be
issued by the depositor or affiliated insurance companies.
(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, AGGREGATE AMOUNT OF LOANS
IN DEFAULT AT THE END OF THE LAST FISCAL YEAR COVERED BY
FINANCIAL STATEMENTS FILED HEREWITH.
Not Applicable.
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.
The Policies provide that the Company shall not be charged with
notice of any assignment of the Policy unless it is in writing and
filed at the Company's Principal Office. The Company assumes no
liability for the validity of any assignment.
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.
The Company and Allmerica Investments, Inc. are named Insureds under
a blanket bond in the amount of $20 million, issued by Lloyds of
London. The bond covers officers, directors, and employees of the
Company and Allmerica Investments, Inc., all of whom are employees
of State Mutual.
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.
PARTICIPATION AGREEMENT. The Company and Separate Account will enter
into a Participation Agreement with the Evergreen Variable Annuity
Trust, which defines the terms under which the Sub-Accounts of
Separate Account invest in the Underlying Funds.
POLICY OWNER - The Policy owner is the Insured unless another Policy
owner has been named in the application for the Policy. The Policy
owner is generally entitled to exercise all rights under a Policy
while the Insured is alive, subject to the consent of any
irrevocable beneficiary (the consent
-24-
<PAGE>
of a revocable beneficiary is not required). The consent of the
Insured is required whenever the face amount of insurance is
increased.
BENEFICIARY - The beneficiary is the person or persons to whom the
insurance proceeds are payable upon the Insured's death. Unless
otherwise stated in the Policy, the beneficiary has no rights in the
Policy before the death of the Insured. While the Insured is alive,
the Policy owner may change any beneficiary unless the Policy owner
has declared a beneficiary to be irrevocable. If no beneficiary is
alive when the Insured dies, the owner (or the owner's estate) will
be the beneficiary. If more than one beneficiary is alive when the
Insured dies, they will be paid in equal shares, unless the Policy
owner has chosen otherwise. Where there is more than one
beneficiary, the interest of a beneficiary who dies before Insured
will pass to surviving beneficiaries proportionately.
INCONTESTABILITY - The Company will not contest the validity of a
Policy after it has been in force during the Insured's lifetime for
two years from the date of issue. The Company will not contest the
validity of any increase in the face amount after such increase or
rider has been in force during the Insured's lifetime for two years
from its effective date.
SUICIDE - The Death Proceeds will not be paid if the Insured commits
suicide, while sane or insane, generally within two years from the
date of issue. Instead, the Company will pay the beneficiary an
amount equal to all premiums paid for the Policy, without interest,
less any outstanding Debt and less any partial withdrawals. If the
Insured commits suicide, while sane or insane, generally within two
years from the effective date of any increase in the Death Benefit,
the Company's liability with respect to such increase will be
limited to a refund of the cost thereof. The beneficiary will
receive the monthly deduction charges paid for such increase.
AGE AND SEX - If the Insured's age or sex as-stated in the
application for a Policy is not correct, benefits under a Policy
will be adjusted to reflect the correct age and sex. The adjusted
benefit will be that which the most recent cost of insurance charge
would have purchased for the correct age and sex. In no event will
the Death Benefit be reduced to less than the guideline minimum
Death Benefit.
ASSIGNMENT - The Policy owner may assign a Policy as collateral or
make an absolute assignment of the Policy. All rights under the
Policy will be transferred to the extent of the assignee's interest.
When recorded, the assignment will take effect as of the date the
written request was signed. The Company is not bound by an
assignment or release thereof, unless it is in writing and is
recorded at the Company's Principal Office. Any rights created by
the assignment will be subject to any payments made or actions taken
by the Company before the assignment is recorded. The Company is not
responsible for the validity of any assignment or release.
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 POTHE COMPANYR UNDER THE LAWS
OF WHICH THE DEPOSITOR WAS ORGANIZED AND THE DATE OF ORGANIZATION.
The Company is a stock life insurance company organized as a
corporation under the laws of the State of Delaware on July 26,
1974. Prior to January 1, 1982, the Company was known as the
"American Variable Annuity Life Assurance Company." The Company is
the successor in interest by virtue of merger to a life insurance
company of
-25-
<PAGE>
that name which was organized under the laws of the State of
Arkansas in January 1967. Effective October 1, 1995, the Company
changed its name to "Allmerica Financial Life Insurance and Annuity
Company."
As of July 1, 1999, the Company is a direct subsidiary of First
Allmerica Financial Life Insurance Company ("First Allmerica"),
which in turn is a wholly-owned subsidiary of Allmerica Financial
Corporation, 440 Lincoln Street, Worcester, Massachusetts, 01653.
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.
(b) FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO ANY FEE OR
ANY PARTICIPATION IN FEES RECEIVED BY THE DEPOSITOR FROM ANY
UNDERLYING INVESTMENT COMPANY OR ANY AFFILIATED PERSON OR
INVESTMENT ADVISER OF SUCH COMPANY:
The Company may in the future enter into Service Agreements
with from the investment advisers or other service providers
of the Evergreen Variable Annuity Trust, pursuant to which the
Company will receive fees in return for providing certain
services to Policy owners. The Company may in the future
render services for which it will receive compensation from
the investment advisers or other service providers of other
Underlying Funds.
The Company has not received any such fee or participation
with respect to the Separate Account or the Policies.
(1) THE NATURE OF SUCH FEE OR PARTICIPATION.
See 26(b), above.
(2) THE NAME OF THE PERSON MAKING PAYMENTS.
See 26(b), above.
(3) THE NATURE OF THE SERVICES RENDERED IN CONSIDERATION
FOR SUCH FEE OR PARTICIPATION.
See 26(b), above.
(4) THE AGGREGATE AMOUNT RECEIVED DURING THE LAST FISCAL
YEAR COVERED BY THE FINANCIAL STATEMENTS FILED
HEREWITH.
Not Applicable.
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
-26-
<PAGE>
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 licensed to write life insurance, health
insurance, and variable contracts in the District of Columbia,
Puerto Rico, the Virgin Islands, and all states except New
York.
The Company offers variable life and annuity Contracts through
other of its Separate Accounts, all of which are registered as
unit investment trusts under the Investment Company Act of
1940.
The Company served as investment adviser for its Separate
Account VA-A (formerly the "American Variable Annuity Fund")
from 1967 until 1969. The Company also served as principal
underwriter for Separate Account VA-A from 1967 until 1972.
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 OWING 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 OFFICER, DIRECTOR OR
PARTNER.
See 28(b) and 29, below.
(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 POSITION PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS
<S> <C>
Bruce C. Anderson Director of First Allmerica since 1996;
Director Vice President, First Allmerica since 1984
Warren E. Barnes Vice President (since 1996) and Corporate
Vice President and Controller Controller (since 1998) of First Allmerica;
Vice-President and Co0-Controller, First Allmerica,
(1997); Assistant Vice President and Assistant
Controller, First Allmerica (1995-1996); Assistant
Vice President, Corporate Accounting and Reporting,
First Allmerica (1993 to 1995).
Mary M. Eldridge Secretary of First Allmerica since 1999;
-27-
<PAGE>
<CAPTION>
NAME AND POSITION PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS
<S> <C>
Secretary Attorney, First Allmerica since
1998;employee of First Allmerica since 1992.
Robert E. Bruce Director and Chief Information Officer of
Director and Chief Information First Allmerica since 1997; Vice President
Officer of First Allmerica since 1995; Corporate Manager,
Digital Equipment Corporation 1979 to 1995
John P. Kavanaugh Director and Chief Investment Officer of
Director, Vice President and Chief First Allmerica since 1996; Vice President,
Investment Officer First Allmerica since 1991
John F. Kelly Director of First Allmerica since 1996;
Director, Vice President and General General Counsel since 1981; Senior Vice
Counsel President since1 986, and Assistant
Secretary, First Allmerica since 1991
J. Barry May Director of First Allmerica since 1996;
Director Director and President, The Hanover
Insurance Company since 1996; Vice
President, The Hanover Insurance
Company, 1993 to 1996; General Manager,
The Hanover Insurance Company 1989 to 1993
James R. McAuliffe Director of First Allmerica since 1996;
Director Director of Citizens Insurance Company of
America since 1992; President since 1994 and
CEO since 1996; Vice President, First
Allmerica 1982 to 1994 and Chief Investment
Officer, First Allmerica 1986 to 1994.
John F. O'Brien Director, Chairman of the Board, President
Director and Chairman of the Board and Chief Executive Officer, First
Allmerica since 1989
Edward J. Parry, III Director and Chief Financial Officer of
Director, Vice President, Chief First Allmerica since 1996; Vice President
Financial Officer, and Treasurer and Treasurer, First Allmerica since 1993
Richard M. Reilly Director of First Allmerica since 1996;
Director, President and Vice President, First Allmerica since
-28-
<PAGE>
<CAPTION>
NAME AND POSITION PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS
<S> <C>
Chief Executive Officer 1990; Director, Allmerica Investments, Inc.
since 1990; Director and President,
Allmerica Financial Investment Management
Services , Inc. since 1990
Eric A. Simonsen Director of First Allmerica since 1996;
Director and Vice President Vice President, First Allmerica since
1990; Chief Financial Officer, First
Allmerica 1990 to 1996
</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 DEPOSITOR.
The Company is a wholly owned subsidiary of First Allmerica,
which in turn is a wholly-owned subsidiary of Allmerica
Financial Corporation. All are located at 440 Lincoln Street,
Worcester, Massachusetts. The Company and Allmerica Financial
Corporation are Delaware corporations. First Allmerica is
organized under the laws of the Commonwealth of Massachusetts.
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.
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 FINANCIAL STATEMENTS FILED HEREWITH;
(a) DIRECTLY TO EACH OF THE OFFICERS OR PARTNERS OF THE
DEPOSITOR DIRECTLY RECEIVING THE THREE HIGHEST
AMOUNTS OF REMUNERATION;
None. All officers of the Company are employees of
the Company's parent, First Allmerica, and receive no
remuneration from the Company.
(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;
None. All officers of the Company are employees of
the Company's parent, First Allmerica, and receive no
remuneration from the Company. The Company has no
subsidiaries.
-29-
<PAGE>
(c) INDIRECTLY OR THROUGH SUBSIDIARIES TO EACH OF THE
OFFICERS OR PARTNERS OF THE DEPOSITOR;
None. No remuneration is paid indirectly or through
subsidiaries to the officers or partners of the
Company.
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;
None. All directors of the Company are employees of
the Company's parent, First Allmerica, and receive no
remuneration from the Company.
(b) INDIRECTLY OR THROUGH SUBSIDIARIES TO DIRECTORS.
None. Directors of the Company receive no
remuneration indirectly or through subsidiaries of
the Company.
COMPENSATION TO EMPLOYEES
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.
None. The Company has no employees. All corporate
services are provided by employees of First
Allmerica, pursuant to the terms of a Service
Agreement between the Company and First Allmerica.
(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.
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
-30-
<PAGE>
EXCEED $10,000 DURING THE LAST FISCAL YEAR COVERED BY FINANCIAL
STATEMENTS FILED HEREWITH FROM THE DEPOSITOR AND ANY OF ITS
SUBSIDIARIES.
Not applicable.
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.
(a) Sales of the Policies have not commenced in any
state.
(b) Following the effectiveness of the Separate Account's
registration statement under the Securities Act of
1933, and obtaining required approvals under state
law, the Company proposes issuing the Contracts in
the District of Columbia, Virgin Islands, Puerto Rico
and in all states except New York.
(c) Not Applicable.
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
-31-
<PAGE>
None.
(2) DATE OF REVOCATION
Not Applicable.
(3) BRIEF STATEMENT OF REASONS GIVEN FOR
REVOCATION
Not Applicable.
38. (a) FURNISH A GENERAL DESCRIPTION OF THE METHOD OF
DISTRIBUTION OF SECURITIES OF THE TRUST.
Allmerica Investments, Inc., a wholly-owned
subsidiary of the Company, will act as principal
underwriter of the Policies pursuant to an
Underwriting and Administrative Services Agreement
with the Company and the Separate Account. Allmerica
Investments, Inc. is a broker-dealer and a member of
the National Association of Securities Dealers, Inc.
The policies will be sold by agents of the Company
who are registered representatives of Allmerica
Investments, Inc. or of other unaffiliated
broker-dealers which have selling agreements with
Allmerica Investments, Inc.
(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.
The Company has entered into an Underwriting and
Administrative Services Agreement ("Agreement") with
Allmerica Investments, Inc., as principal underwriter
on behalf of all of the Company's Separate Accounts.
Unless otherwise terminated, the Agreement shall
continue in effect from year to year. The Agreement
may be terminated by any party at any time upon
giving 60 days' written notice to the other parties,
and terminates automatically in the event of its
assignment.
(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).
Registered representatives of registered
broker-dealers who are also agents of the Company
will sell the Policy. Such registered
representatives/agents will be required to pass
applicable NASD examinations, and qualify under
applicable state insurance licensing requirements.
Agents who sell the Policy will receive commissions
based on a commission schedule, and Managers who
supervise the agents will receive overriding
commissions. Commissions will not exceed 8.50% for
payments in Years 1-4, 4.5% in Years 5-10, and 2%
thereafter. To the extent permitted by NASD rules,
overrides and promotional incentives or payments
based on sales volumes, the assumption of wholesaling
functions or other sales-related criteria. Other
payments may be made for other services that do not
directly involve the sale of the Policies. These
services may include the recruitment and training of
personnel, production of promotional literature, and
similar services.
-32-
<PAGE>
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 POTHE COMPANYR UNDER THE
LAWS OF WHICH EACH UNDERWRITER WAS ORGANIZED AND THE
DATE OF ORGANIZATION.
The principal underwriter of the policies, Allmerica
Investments, Inc. was incorporated under the laws of
the Commonwealth of Massachusetts on March 27, 1969.
(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 Policies will be distributed by Allmerica
Investments, Inc., which is a member of the NASD. The
Company is also registered as a broker-dealer, and is
also 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 STATEMENT
FILED HEREWITH.
None.
(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.
(1) THE NATURE OF SUCH FEE OR PARTICIPATION.
None.
(2) THE NAME OF THE PERSON MAKING PAYMENT.
None.
(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
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
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IN SUCH NAMED CAPACITY, STATE THE DATE OF AND
CIRCUMSTANCES SURROUNDING SUCH CESSATION.
Allmerica Investments, Inc. is a registered
broker-dealer and a member of the NASD. Allmerica
Investments, Inc. is a retail broker-dealer of
variable contracts (including life and annuities)
issued by the Company and of affiliated and
unaffiliated mutual funds. Allmerica Investments,
Inc. acts as principal underwriter of variable
annuity and variable life contracts issued by
Separate Accounts of the Company and of First
Allmerica, which are registered as unit investment
trusts under the 1940 Act in connection with the
issuance of variable annuity and variable life
contracts. Allmerica Investments also acts as
principal underwriter of AIT, which is a management
investment company under the 1940 Act.
(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. The Separate Account is not yet
issuing securities.
(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.
Not Applicable. The Policies have not yet been
issued.
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. The Policies have not yet been issued.
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.
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
PURPOSES OF DETERMINING THE OFFERING PRICE TO THE
PUBLIC OF SECURITIES ISSUED THE TRUST OR THE
VALUATION OF SHARES OR INTERESTS IN THE UNDERLYING
SECURITIES ACQUIRED BY THE HOLDER OF A PERIODIC
PAYMENT PLAN CERTIFICATE.
No deductions are made from premiums. Each premium is
allocated to the General Account of the Company or to
the Sub-Account(s) selected by the Policy owner.
Allocations to the Sub-Accounts are credited to the
Policy in the form of Accumulation Units.
Accumulation Units are credited separately for each
Sub-Account. The number of Accumulation Units of each
Sub-Account credited to the Policy is equal to the
portion of the premium allocated to the Sub-Account,
divided by the dollar value of the applicable
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Accumulation Unit as of the valuation date the
payment is received at the Company's Principal
Office. The number of Accumulation Units resulting
from each premium will remain fixed unless changed by
a subsequent split of Accumulation Unit value,
transfer, partial withdrawal or surrender. In
addition, if the Company deducts the Monthly
Deduction or other charges from a Sub-Account (as a
result of Policy owner instructions or the pro rata
allocation of charges if the Policy owner has given
no instruction), each such deduction will result in
cancellation of a number of Accumulation Units equal
in value to the charge allocated to the Sub-Account.
The dollar value of an Accumulation Unit of each
Sub-Account varies from valuation date to valuation
date based on the investment experience of that
Sub-Account. That experience, in turn, will reflect
the investment performance, expenses and charges of
the respective underlying Funds. The value of an
Accumulation Unit is set at $1.00 on the first
Valuation Date of each Sub-Account.
NET INVESTMENT FACTOR - The net investment factor
measures the investment performance of a Sub-Account
of the Separate Account during the valuation period
just ended. The net investment factor for each
Sub-Account is equal to 1.0000 plus the number
arrived at by dividing (a) by (b) and subtracting (c)
and (d) from the result, where
(a) is the investment income of that Sub-Account
for the valuation period, plus capital
gains, realized or unrealized, credited
during the valuation period; minus capital
losses, realized or unrealized, charged
during the valuation period; adjusted for
provisions made for taxes, if any;
(b) is the value of that Sub-Account's assets at
the beginning of the valuation period;
The net investment factor may be greater or less than
one. Therefore, the value of an Accumulation Unit may
increase or decrease. The Policy owner bears the
investment risk.
Allocations to the General Account are not converted
into Accumulation Units, but are credited interest at
a rate periodically set by the Company.
(b) FURNISH A SPECIMEN SCHEDULE SHOWING THE COMPONENTS OF
THE OFFERING PRICE OF THE TRUST'S SECURITIES AS OF
THE LATEST PRACTICABLE DATE.
No Policies have been issued or offered for sale to
the public.
(c) IF THERE IS ANY VARIATION IN OFFERING PRICE OF THE
TRUST'S SECURITIES TO ANY PERSON OR 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.
At any time, the "price" of an Accumulation Unit of a
Sub-Account will be the same for all Policy owners.
However, the monthly policy charge under the Policies
will not be the same for all Policy owners. The
insurance principles of pooling and distribution of
mortality risks is based upon the assumption that
each Policy owner pays a cost of insurance charge
commensurate with the Insured's mortality risk, which
is actuarially determined based upon factors such as
age, sex, health and occupation. In the context of
life insurance, a uniform mortality charge (the "cost
of insurance charge") for all Insureds would
discriminate unfairly in favor of those Insureds
representing greater mortality risks to the
disadvantage of those representing lesser risks.
Accordingly, there will be a different "price" for
each actuarial category of Policy owners because
different cost of insurance rates will apply. The
"price" will also vary based on net amount at risk.
The Policies will be offered and sold pursuant to
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this cost of insurance schedule, the Company's
underwriting standards, and in accordance with state
insurance laws. Such laws prohibit unfair
discrimination among Insureds, but recognize that
premiums must be based upon factors such as age,
health and occupation. Tables showing the maximum
cost of insurance charges will be delivered as part
of the Policy.
45. FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO ANY
SUSPENSION OF THE REDEMPTION RIGHTS OF THE SECURITIES ISSUED
BY THE TRUST DURING THE THREE FISCAL YEARS COVERED BY THE
FINANCIAL STATEMENTS FILED HEREWITH:
Not Applicable.
(a) BY WHOSE ACTION REDEMPTION RIGHTS OF THE COMPANY ARE
SUSPENDED.
Not Applicable.
(b) THE NUMBER OF DAYS' WRITTEN 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.
The Sub-Accounts invest only in shares of
the Underlying Funds. Shares of each are
sold and redeemed at their net asset value
as next computed after receipt of the
purchase or redemption order. Each purchase
or redemption is confirmed in a written
statement of the number of shares purchased
or redeemed and the aggregate number of
shares currently held by the
respective-Sub-Accounts. See Item 44(a).
(2) WHETHER OPENING, CLOSING, BID, ASKED OR ANY
OTHER PRICE IS USED.
See 44(a) and 46(a)(1), above.
(3) WHETHER PRICE IS AS OF THE DAY OF SALE OR AS
OF ANY OTHER TIME.
See 44(a) and 46(a)(1), above.
(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).
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POLICY VALUE AND SURRENDER VALUE - The
Policy value is the total amount available
for investment and is equal to the sum of
the accumulation in the General Account and
the value of the Accumulation Units in the
Sub-Accounts. The Policy value is used in
determining the surrender value (the Policy
value less any Debt and applicable charges).
There is no guaranteed minimum Policy value.
Because Policy value on any date depends
upon a number of variables, it cannot be
predetermined. Policy value and surrender
value will reflect frequency and amount of
premiums paid, interest credited to
accumulations in the General Account, the
investment performance of the chosen
Sub-Accounts of the Separate Account, any
partial withdrawals, any loans, any loan
repayments, any loan interest paid or
credited, and any charges assessed in
connection with the Policy.
CALCULATION OF POLICY VALUE - The Policy
value is determined first on the date of
issue and thereafter on each valuation date.
On the date of issue, the Policy value will
be the premiums received, plus any interest
earned during the period when premiums are
held in the General Account (before being
transferred to the Separate Account) less
any Monthly Deductions due. On each
valuation date after the date of issue the
Policy value will be:
(a) the aggregate of the values in each
of the Sub-Accounts on the
valuation date, determined for each
Sub-Account by multiplying the
value of an Accumulation Unit in
that Sub-Account on that date by
the number of such Accumulations
Units allocated to the Policy; PLUS
(b) the value in the General Account
(including any amounts transferred
to the General Account with respect
to a loan).
Thus, the Policy value is determined by
multiplying the number of Accumulation Units
in each Sub-Account by the value of the
applicable Accumulation Units on the
particular valuation date, adding the
products, and adding the amount of the
accumulations in the General Account, if
any. Also see Item 44(a), above.
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.
(5) OTHER ITEMS WHICH REGISTRANT DEDUCTS FROM
THE NET ASSET VALUE IN COMPUTING REDEMPTION
VALUE OF ITS SECURITIES.
Accumulation Units of the Sub-Accounts will
be redeemed at net asset value. However,
under the Policies, a partial withdrawal
transaction charge may be deducted. See
13(a), "PARTIAL WITHDRAWAL"
(6) WHETHER ADJUSTMENTS ARE MADE FOR FRACTIONS.
No adjustments are made for fractions.
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<PAGE>
(b) FURNISH A SPECIMEN SCHEDULE SHOWING THE COMPONENTS OF
THE REDEMPTION PRICE TO THE HOLDERS OF THE TRUST'S
SECURITIES AS OF THE LATEST PRACTICABLE DATE.
No policies have been issued or offered for sale to
the public.
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.
All purchases and redemptions of shares of the Underlying
Funds are at net asset value. The Evergreen Variable Annuity
Trust may issue shares to Separate Accounts of FAFLIC and of
other unaffiliated insurance companies. All transactions are
at net asset value. The Company will redeem sufficient shares
of the Underlying Funds to pay certain life insurance
proceeds, benefits at maturity, or surrender proceeds, or for
other purposes contemplated by the Policy.
V. INFORMATION CONCERNING THE TRUSTEE OR CUSTODIAN
48. FURNISH THE FOLLOWING INFORMATION AS TO EACH TRUSTEE OR
CUSTODIAN OF THE TRUST.
(a) NAME AND PRINCIPAL ADDRESS:
Allmerica Financial Life Insurance and Annuity Company
440 Lincoln Street
Worcester, MA 01653
(b) FORM OF ORGANIZATION:
Stock life insurance company.
(c) STATE OR OTHER SOVEREIGN POWER UNDER THE LAWS OF
WHICH THE TRUSTEE OR CUSTODIAN WAS ORGANIZED.
Incorporated under the laws of Delaware.
(d) NAME OF GOVERNMENTAL SUPERVISING OR EXAMINING
AUTHORITY.
Delaware Insurance Department. The Company is also
subject to examination by the insurance departments
of each state in which it does business.
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 AMOUNT THEREOF FOR THE LAST FISCAL
YEAR. INDICATE THE
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<PAGE>
PERSON PAYING SUCH FEES OR EXPENSES. IF ANY FEES OR EXPENSES
ARE PREPAID, STATE THE UNEARNED AMOUNTS.
The Company is not paid a separate fee for expenses or
services rendered as custodian of the Separate Account.
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.
None. Under Delaware law, the assets supporting Policy
reserves in the Separate Account may not be charged with any
liabilities arising out of any other business of the Company.
VI. INFORMATION CONCERNING INSURANCE OF HOLDERS OF SECURITIES
51. FURNISH THE FOLLOWING INFORMATION WITH RESPECT TO INSURANCE OF
HOLDERS OF SECURITIES:
Interests in the Separate Account are sold only to fund the
Policies. Other than the Policies themselves, no insurance is
sold to Policy owners with interests in the Sub-Accounts, in
connection with such interests.
(a) THE NAME AND ADDRESS OF THE INSURANCE COMPANY.
Allmerica Financial Life Insurance and Annuity Company
440 Lincoln Street
Worcester, MA 01653
(b) THE TYPES OF POLICIES AND WHETHER INDIVIDUAL OR GROUP
POLICIES.
The Policies are individual or group flexible premium
variable life insurance policies.
(c) THE TYPES OF RISKS INSURED AND EXCLUDED.
The Policies are offered either on a group basis or
as individual policies, to individuals and to
businesses in connection with employer-sponsored
insurance. Participation in a group contract will be
accounted for by the issuance of a certificate
describing the individual's interest under the group
contract. Individual policies may be issued in
circumstances where a group contract is not issued.
The terms of a certificate and an individual policy,
whether or not the individual policy is issued under
a group contract, are substantially the same .
(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 Policy. Death Proceeds will be reduced by any
outstanding Policy Debt and any due and unpaid
monthly deductions.
(e) THE BENEFICIARIES OF SUCH POLICIES AND THE USES TO
WHICH THE PROCEEDS OF POLICIES MUST BE PUT.
The beneficiary is named by the Policy owner to
receive the death proceeds. The interest of any
beneficiary will be subject to any assignment made by
the Policy owner. The Policy
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<PAGE>
owner may declare a beneficiary to be revocable
(changed any time by written request) or irrevocable
(may be changed only with the written consent of the
beneficiary). The interest of a beneficiary who dies
before the Insured will pass to surviving
beneficiaries. If all beneficiaries die before the
Insured, the death proceeds will pass to the Policy
owner.
(f) THE TERMS AND MANNER OF CANCELLATION AND OF
REINSTATEMENT.
See Item 17(a) for the manner of cancellation and
reinstatement.
(g) THE METHOD OF DETERMINING THE AMOUNT OF PREMIUMS TO
BE PAID BY HOLDERS OF SECURITIES.
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.
The Company has not yet begun issuing the Policies.
(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.
(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 the
Separate Account 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 of the Separate
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<PAGE>
Account or that the Sub-Accounts of the Separate
Account 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 the Separate Account 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 Policy 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 the Separate Account, 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
Policy owners on a basis to be determined by the
Company. If the Company deems it to be in the best
interest of Policy owners, and subject to any
approvals that may be required under applicable law,
the Separate or Sub-Account 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 or
Sub-Accounts of the Company.
If any of these substitutions or changes are made,
the Company way by appropriate endorsement change the
Policy 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.
(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;
Not Applicable.
(4) WHETHER SUCH SUBSTITUTED SECURITIES MAY BE
THE SECURITIES OF ANY OTHER INVESTMENT
COMPANY; AND
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<PAGE>
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 52(a) above.
(d) FURNISH A DESCRIPTION OF ANY (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.
See also 46(a), above.
(b) STATE WHETHER THE TRUST QUALIFIED FOR THE LAST
TAXABLE 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.
VIII. FINANCIAL AND STATISTICAL INFORMATION
54. IF THE TRUST IS NOT THE ISSUER fOF 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
TO 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.
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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
PERIODIC PAYMENT PLAN CERTIFICATE OUTSTANDING AS AT THE LATEST
PRACTICABLE DATE.
Not Applicable.
59. FINANCIAL STATEMENTS:
FINANCIAL STATEMENTS OF THE SEPARATE ACCOUNT
Financial statements, if any, will be contained in the
registration statement for the Policy on Form S-6 filed under
the Securities Act of 1933. They are incorporated herein by
reference.
FINANCIAL STATEMENTS OF THE DEPOSITOR
The Financial Statements of the Company will be contained in
the registration statement on Form S-6 filed by the Registrant
pursuant the Securities Act of 1933. They are incorporated
herein by reference.
IX. EXHIBITS
A. Furnish the most recent form of the following:
(1) Certified Copy of vote of Board of Directors of the Company
dated June 13, 1996, authorizing the establishment of the
Separate Account, is filed herewith.
(2) Not Applicable.
(3) (a) Underwriting and Administrative Services Agreement
between the Company and Allmerica Investments, Inc.
was previously filed on April 16, 1998 in
Post-Effective Amendment No.12 of Registration
Statement No. 33-57792, and is incorporated by
reference herein.
(b) Registered Representatives/Agents Agreement was
previously filed on April 16, 1998 in Post-Effective
Amendment No.12 of Registration Statement No.
33-57792, and is incorporated by reference herein.
(c) Sales Agreements has been filed with the Separate
Account's initial registration statement on Form S-6
under the Securities Act of 1933, and is incorporated
by reference herein.
(d) Commission Schedule has been filed with the Separate
Account's initial registration statement on Form S-6
under the Securities Act of 1933, and is incorporated
by reference herein.
(4) Form of Policy has been filed with the Separate Account's
initial registration statement on Form S-6 under the
Securities Act of 1933, and is incorporated by reference
herein.
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<PAGE>
(5) Policy Riders have been filed with the Separate Account's
initial registration statement on Form S-6 under the
Securities Act of 1933, and are incorporated by reference
herein.
(6) Articles of Incorporation and Bylaws, as amended, of the
Company were previously filed on September 29, 1995 in
Post-Effective Amendment No. 5 of Registration Statement No.
33-5772, and are incorporated by reference herein.
(7) Not applicable.
(8) The form of Participation Agreement with Evergreen Variable
Annuity Trust has been filed with the Separate Account's
initial registration statement on Form S-6 under the
Securities Act of 1933, and are incorporated by reference
herein.
(9) BFDS Agreements for lockbox and mailroom services were
previously filed on April 16, 1998 in Post-Effective Amendment
No.5 of Registration Statement No. No. 33-5772 and are
incorporated by reference herein.
(10) Form of Application has been filed with the Separate Account's
initial registration statement on Form S-6 under the
Securities Act of 1933, and is incorporated by reference
herein.
(11) None.
B. (1) None.
(2) None.
C. None.
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<PAGE>
SIGNATURE
Pursuant to the requirements of the Investment Company Act of 1940, Allmerica
Financial 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 Worcester and Commonwealth of Massachusetts on the
17th day of December, 1999.
SEPARATE ACCOUNT FUVUL
OF ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY
(Name of Registrant)
By: ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY
(Name of Depositor)
By: /s/ Sheila B. St. Hilaire
-----------------------------------
Sheila B. St. Hilaire.
Assistant Vice President and Counsel
Attest: /s/ Mary M. Eldridge
--------------------------------
Mary Eldridge
Secretary
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