<PAGE>
As filed with the Securities and Exchange Commission on November 8, 1996
File Nos. 2-24256
811-1343
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
______________________________
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Post-Effective Amendment No. 58
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
______________________________
HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT
---------------------------------------------------
(Exact Name of Registrant)
Horace Mann Life Insurance Company
----------------------------------
(Name of Depositor)
One Horace Mann Plaza, Springfield, Illinois 62715
---------------------------------------------------
(Address of Depositor's Principal Executive Offices)
(217) 789-2500
--------------
(Depositor's Telephone Number)
Ann M. Caparros
One Horace Mann Plaza
Springfield, Illinois 62715
----------------------------
(Name and Address of Agent for Service)
Copies of Communications to:
Cathy G. O'Kelly
Vedder, Price, Kaufman & Kammholz
222 North LaSalle Street
Chicago, Illinois 60601-1003
_________________________________
It is proposed that this filing will become effective:
___Immediately upon filing pursuant to paragraph (b) of Rule 485
___On (date) pursuant to paragraph (b) of Rule 485
X 60 days after filing pursuant to paragraph (a)(1) of Rule 485
---
___On (date) pursuant to paragraph (a)(1) of Rule 485
___75 days after filing pursuant to paragraph (a)(2) of Rule 485
___On (date) pursuant to paragraph (a)(2) of Rule 485
If appropriate, check the following box:
___this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
The Registrant has registered an indefinite amount of securities in accordance
with Rule 24f-2 under the Investment Company Act of 1940. The Rule 24f-2 Notice
for the fiscal year ending December 31, 1995, was filed on February 21, 1996.
<PAGE>
HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT
Cross Reference Sheet Required by Rule 495(a)
<TABLE>
<CAPTION>
Item Number in Form N-4 Caption
- ----------------------- -------
<S> <C>
Part A - Prospectus
-------------------
1. Cover Page Cover
2. Definitions Definitions
3. Synopsis
(a) (b) (c) Synopsis
(d) *
4. Condensed Financial Information
(a) (b) (c) Condensed Financial
Information
5. General Description of Registrant,
Depositor, and Portfolio Companies
(a) (b) (c) (d) (e) (f) Cover; Synopsis; Horace
Mann Life Insurance
Company; The Account and
The Horace Mann Funds; Voting Rights
6. Deductions
(a) (b) (c) (d) (e) Synopsis; Offering of the
Contracts; Deductions and
Expenses
(f) *
7. General Description of Variable
Annuity Contracts
(a) (b) (c) (d) Synopsis; Rights of Contract Owners;
Offering of the Contracts; Transactions; Death
Benefit Proceeds; Mandatory Minimum
Distribution Income Payments; Modification of
the Contract; Tax Consequences; Other
Information
8. Annuity Period
(a) (b) (c) (d) (e) (f) Income Payments; Mandatory Minimum
Distribution; Transfers
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Item Number in Form N-4 Caption
- ----------------------- -------
<S> <C>
Part A - Prospectus
-------------------
9. Death Benefit
(a) (b) Death Benefit Proceeds;
Tax Consequences
10. Purchases and Contract Value
(a) (b) (c) (d) Synopsis; Offering of the
Contracts; Purchase
Payments
11. Redemptions
(a) (c) (e) Synopsis; Surrender Before Commencement of
Annuity Period; Deferment
(b) (d) *
12. Taxes
(a) (b) (c) Surrender Before Commencement of Annuity
Period; Tax Consequences
13. Legal Proceedings Other Information
14. Table of Contents of Additional Information
Statement of Additional Information
PART B - STATEMENT OF ADDITIONAL INFORMATION
--------------------------------------------
15. Cover Page Cover
16. Table of Contents Table of Contents
17. General Information and History
(a) (b) *
(c) General Information and History
18. Services
(c) Financial Statements
(a) (b) (d) (e) (f) *
19. Purchase of Securities Being Offered
(a) Underwriter
(b) *
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Item Number in Form N-4 Caption
- ----------------------- -------
<S> <C>
20. Underwriters
(a) (b) (c) Underwriter
(d) *
21. Calculation of Performance Data
(b) Investment Experience
(a) *
22. Annuity Payments *
23. Financial Statements
(a) (b) Financial Statements
</TABLE>
PART C
------
Information required to be included in Part C is set forth under the
appropriate item, so numbered, in Part C of this Registration Statement.
*Omitted from the Prospectus or Statement of Additional Information because
the Item is not applicable.
<PAGE>
Horace Mann Life Insurance Company
Separate Account
Supplement to Prospectus
dated May 1, 1996
Effective as of ____________________, 199_, Variable Annuity Contract
Owners may allocate purchase payments to an additional three investment options
- -- the International Equity Fund ("International Fund"), the Small Cap Growth
Fund ("Small Cap Fund") and the Socially Responsible Fund (individually, a
"Fund" and collectively referred to as the "Funds"), all of which are portfolios
of the Horace Mann Mutual Funds, an open-end, diversified, management investment
company registered under the Investment Company Act of 1940. Horace Mann
Investors, Inc. (the "Adviser") is the investment adviser to each of the Funds
of the Horace Mann Mutual Funds. The Adviser has entered into an agreement with
an investment sub-adviser for each of the Funds whereby the sub-adviser manages
the investment and reinvestment of the assets of a Fund.
The primary investment objective of the INTERNATIONAL FUND is long-term
capital growth primarily through diversified holdings of marketable foreign
equity investments. The International Fund invests primarily in equity
securities of established companies, listed on foreign exchanges, which the sub-
adviser believes have favorable characteristics. It may also invest in fixed
income securities of foreign governments and companies. Sudder, Stevens &
Clark, Inc. serves as the investment sub-adviser to the International Fund.
The primary investment objective of the SMALL CAP FUND is long-term capital
appreciation through small cap stocks with earnings growth potential. The Small
Cap Fund invests primarily in small cap stocks, which the sub-adviser considers
to have favorable and above-average earnings growth prospects. PNC Equity
Advisers Company serves as investment sub-adviser to the Small Cap Fund.
The primary investment objective of the SOCIALLY RESPONSIBLE FUND is long-
term capital growth, above-average current income and growth of income. The
Socially Responsible Fund invests primarily in marketable equity securities,
including common stocks, preferred stocks, and debt securities convertible into
common stocks, of seasoned financially strong U.S. based companies. Investments
in equity securities are limited to issuers which the sub-adviser determines:
1. Do not produce tobacco products;
2. Do not produce alcoholic beverages;
3. Do not own and/or operate casinos or manufacture gaming devices;
4. Do not produce nuclear weapons or guidance and/or delivery systems,
specifically for nuclear weapons;
5. By popular standards, maintain non-discriminatory employment practices
throughout a company's facilities; and
6. By popular standards, maintain environmental policies, practices and
procedures which are currently acceptable, or which are exhibiting
improvement.
Scudder, Stevens & Clark, Inc. serves as the investment sub-adviser to the
Socially Responsible Fund.
Detailed information on each of the Funds is contained in the Horace Mann
Mutual Funds' Prospectus which accompanies this Prospectus.
TABLES OF ANNUAL OPERATING EXPENSES
The Annual Operating Expenses Tables and Examples on pages 4 and 5,
respectively, are supplemented by the following for the Funds listed above.
<PAGE>
Annual Operating Expenses of the Horace Mann Mutual Funds, as a percentage of
net assets (net of reimbursements and fee waivers)
<TABLE>
<CAPTION>
Socially
International Small Cap Responsible
Equity Fund Growth Fund Fund
-------------- ------------ ------------
<S> <C> <C> <C>
Investment Advisory Fees 1.10% 1.40% 0.95%
Other Expenses:
Fund Pricing Fee 0.005% 0.003% 0.003%
Custodian Fees 0.004% 0.002% 0.002%
Misc. (audit. lgl, etc.) 0.020% 0.020% 0.020%
Total Fund Gross Operating Expense 0.029% 0.025% 0.025%
Minus Expense Reimbursements and Fee 0.681% 0.418% 0.418%
Waivers
Net Fund Operating Expenses 0.711% 1.0% 0.557%
</TABLE>
The Horace Mann Mutual Funds commenced operations on _______________, 19_____,
thus "Other Expenses" shown above are based on estimated amounts for the current
fiscal year.
2
<PAGE>
<TABLE>
<CAPTION>
EXAMPLE/1/
- -----------------------------------------------------------------------------------------
Socially
International Small Cap Responsible
Equity Fund Growth Fund Fund
----------- ----------- -----------
<S> <C> <C> <C>
FOR FLEXIBLE PAYMENT CONTRACTS
- ------------------------------
If you surrender your Contract at the end of
the applicable time period: You would pay
the following expenses on a $1,000
investment, assuming 5% annual return on
assets:
1 year $105 $107 $103
3 years $134 $142 $130
If you do not surrender your Contract:
---
You would pay the following expenses on a
$1,000 investment, assuming 5% annual return
on assets:
1 year $ 22 $ 25 $ 21
3 years $ 69 $ 78 $ 64
FOR SINGLE PAYMENT CONTRACTS
- ----------------------------
If you surrender your Contract at the end of
the applicable time period: You would pay
the following expenses on a $1,000
investment, assuming 5% annual return on
assets:
1 year $ 74 $ 77 $ 72
3 years $101 $110 $ 97
If you do not surrender your Contract:
---
You would pay the following expenses on a
$1,000 investment, assuming 5% annual return
on assets:
1 year $ 22 $ 25 $ 21
3 years $ 69 $ 78 $ 64
</TABLE>
/1/ The EXAMPLE should not be considered a representation of past or future
-
expenses. Amounts shown are based on the "Other Expenses" shown on the fee
table and average cash value of the average number of annuity Contracts in the
accumulation phase during the 1995 calendar year. The Horace Mann Mutual Funds
commenced operations on ______________, 199_, thus estimates of expenses in the
example are shown for only the one and three year periods. Actual expenses may
be greater or less than those shown. There is no assumption for premium taxes,
applicable in certain states, in these examples.
3
<PAGE>
THE PURPOSE OF THE TABLE IS TO ASSIST CONTRACT OWNERS IN UNDERSTANDING THE
VARIOUS COSTS AND EXPENSES THAT THEY BEAR DIRECTLY OR INDIRECTLY, THE TABLE
REFLECTS EXPENSES OF THE SEPARATE ACCOUNT AS WELL AS THOSE OF THE UNDERLYING
FUNDS. SEE "THE CONTRACT-DEDUCTIONS AND EXPENSES" ON PAGES 11 AND 12 OF THE
PROSPECTUS.
Supplement dated _____________, 199_
4
<PAGE>
Parts A and B of Post-Effective Amendment No. 57 under the Securities Act of
1933 and the Investment Company Act of 1940 are hereby incorporated by reference
into this Registration Statement.
5
<PAGE>
PART C
OTHER INFORMATION
HORACE MANN LIFE INSURANCE COMPANY SEPARATE ACCOUNT
Item 24. Financial Statements and Exhibits
- -------------------------------------------
(a) Financial Statements
-------------------------
Part A
Condensed financial information of the Account
Part B
Financial statements of the Account:
-Reports of Independent Accountants
-Statements of Net Assets - December 31, 1995
-Statements of Operations - For the Year Ended
December 31, 1995
-Statements of Changes in Net Assets
-For the Year Ended December 31, 1995
-Statements of Changes in
Net Assets - For the Year Ended December 31, 1994
-Notes to Financial Statements - December 31,
1995
Financial statements for Horace Mann Life Insurance
Company:
-Report of Independent Auditors
-Statutory Statements of Admitted Assets, Liabilities
and Capital and Surplus - As of December 31, 1995 and
1994
-Statutory Statements of Operations - For the Years Ended
December 31, 1995, 1994 and 1993
-Statutory Statements of Capital and Surplus - For the
Years Ended December 31, 1995, 1994 and 1993
-Statutory Statements of Cash Flow - For the Years
Ended December 31, 1995, 1994 and 1993
-Notes to Statutory Financial Statements - December 31,
1995, 1994 and 1993
<TABLE>
<CAPTION>
(b) Exhibits Filed
- ------------- -----
<S> <C>
( 1) Resolution of Board of Directors............................ Post-Effective Amendment #37
( 2) Agreements for custody.................................................... Not Applicable
( 3) Underwriting Agreement...................................... Post-Effective Amendment #37
( 4) Form of Variable Annuity Contract........................... Post-Effective Amendment #37
( 5) Form of application......................................... Post-Effective Amendment #38
( 6) Certificate of incorporation and bylaws................... Initial Registration Statement
( 7) Contract of Reinsurance................................................... Not Applicable
( 8) Other Contracts............................................. Post-Effective Amendment #37
( 9) Opinion and Consent of Counsel............................................ Not Applicable
(10) Consent of Independent Auditors................................................. Herewith
</TABLE>
C-1
<PAGE>
<TABLE>
<S> <C>
(11) Financial Statement Schedules for
Horace Mann Life Insurance Company
and the Independent Auditors' Report
thereon..................................................... Post-Effective Amendment #57
(12) Agreement regarding initial capital....................... Initial Registration Statement
(13) Performance Quotation Computations.......................... Post-Effective Amendment #57
(14) Power of Attorney......................................................... Not Applicable
(15) Horace Mann Educators Corporation
and its Subsidiaries........................................ Post-Effective Amendment #57
(16) Financial Data Schedule................................................... Not Applicable
</TABLE>
Item 25. Directors and Officers of the Depositor
- -------------------------------------------------
The directors and officers of Horace Mann Life Insurance Company, who are
engaged directly or indirectly in activities relating to the registrant or the
variable annuity contracts offered by the registrant, are listed below. Their
principal business address is One Horace Mann Plaza, Springfield, Illinois
62715.
<TABLE>
<CAPTION>
Name Position & Office with Depositor
- ---- --------------------------------
<S> <C>
Larry K. Becker Director and Executive Vice President & Chief Financial Officer
Gerald F. Bonnett Director and Senior Vice President
Ann M. Caparros Director, Vice President, General Counsel & Corporate Secretary
H. Albert Inkel Director
Paul J. Kardos Director and President & Chief Executive Officer
Edward L. Najim Director and Executive Vice President
George J. Zock Director and Senior Vice President & Treasurer
A. Thomas Arisman Senior Vice President
Roger W. Fisher Vice President & Controller
John H. Leitermann Vice President & Life Actuary
</TABLE>
Item 26. Controlled by or Under Common Control with the Depositor or Registrant
- --------------------------------------------------------------------------------
The Registrant is a separate account of Horace Mann Life Insurance Company.
Horace Mann Life Insurance Company is a wholly owned subsidiary of Allegiance
Life Insurance Company. Allegiance Life Insurance Company and Horace Mann
Investors, Inc., principal underwriter of the Registrant, are wholly-owned
subsidiaries of Horace Mann Educators Corporation, a publicly held corporation.
See Exhibit No. 15.
Item 27. Number of Contract Owners
- -----------------------------------
As of September 20, 1996, the number of Contract Owners of Horace Mann Life
Insurance Company Separate Account was 42,830 of which 41,150 were qualified
Contract Owners and 1,680 were non-qualified Contract Owners.
C-2
<PAGE>
Item 28. Indemnification
- -------------------------
Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses incurred
or paid by a director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.
Item 29. Principal Underwriters
- --------------------------------
Horace Mann Investors, Inc., the underwriter of Horace Mann Life Insurance
Company Separate Account, acts as principal underwriter for Horace Mann Life
Insurance Company Separate Account B and Horace Mann Life Insurance Company
Allegiance Separate Account A.
The following are the directors and officers of Horace Mann Investors, Inc.
Their principal business is One Horace Mann Plaza, Springfield, Illinois 62715.
Name Position with Underwriter
- ---- -------------------------
A. Thomas Arisman Director and President
Larry K. Becker Director
Ann M. Caparros Secretary
Roger W. Fisher Controller
William J. Kelly Treasurer
Diane M. Barnett Tax Compliance Officer
Richard D. Wilson Marketing Officer
George J. Zock Director
The following is a listing of the commissions and other compensation
received by the principal underwriter from the Registrant during the fiscal year
ended December 31, 1995:
<TABLE>
<CAPTION>
Net Underwriting Compensation on
Name of Principal Discounts and Redemption or Brokerage
Underwriter Commissions Annuitization Commissions Compensation
- ----------------- ---------------- --------------- ----------- ------------
<S> <C> <C> <C> <C>
Horace Mann $2,657,025
Investors, Inc.
</TABLE>
C-3
<PAGE>
Item 30. Location of Accounts and Records
- -------------------------------------------
Horace Mann Investors, Inc., underwriter of the Registrant, is located at
One Horace Mann Plaza, Springfield, Illinois 62715. It maintains those accounts
and records required to be maintained pursuant to Section 31(a) of the
Investment Company Act and the rules promulgated thereunder.
Horace Mann Life Insurance Company, the depositor, is located at One Horace
Mann Plaza, Springfield, Illinois 62715. It maintains those accounts and
records required to be maintained pursuant to Section 31(a) of the Investment
Company Act of 1940 and the rules promulgated thereunder.
Item 31. Management Services
- -----------------------------
Not applicable.
Item 32. Undertakings
- ----------------------
(a) Registrant undertakes to file a Post-Effective Amendment to this
Registration Statement as frequently as is necessary to ensure that the audited
financial statements in the Registration Statement are never more than 16 months
old for so long as payments under variable annuity Contracts may be accepted.
(b) Registrant undertakes to include a written communication in the
Prospectus that the applicant can remove to send for a Statement of Additional
Information.
(c) Registrant undertakes to deliver any Statement of Additional
Information and any financial statements required to be made available under
this Form N-4 promptly upon written or oral request.
(d) Horace Mann Life Insurance Company and the Registrant are relying on a
no-action letter from the Securities and Exchange Commission that was issued to
the American Council of Life Insurance and made publicly available on November
28, 1988. That letter outlines conditions that must be met if a company offering
registered annuity contracts imposes the limitations on surrenders and
withdrawals on section 403(b) contracts as required by the Internal Revenue
Code. Horace Mann Life Insurance Company and the Registrant are in compliance
with the conditions of that no-action letter.
C-4
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant has caused this Post-Effective Amendment to the
Registration Statement to be signed on its behalf of the City of Springfield and
State of Illinois, on this 8th day of November, 1996.
HORACE MANN INSURANCE COMPANY SEPARATE ACCOUNT
By: Horace Mann Life Insurance Company
-----------------------------------
(Depositor)
Attest: s/ANN M. CAPARROS By: s/PAUL J. KARDOS
--------------------------- ----------------------------
Ann M. Caparros Paul J. Kardos, President and Chief
Corporate Secretary Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment to the Registration Statement has been signed below by the
following persons in the capacities and on the date indicated.
SIGNATURE TITLE DATE
--------- ----- ----
s/PAUL J. KARDOS Director, President and November 8, 1996
- ---------------------- ----------------
Paul J. Kardos Chief Executive Officer
Director, Executive Vice
s/LARRY K. BECKER President and Chief November 8, 1996
- ---------------------- ----------------
Larry K. Becker Financial Officer
s/GERARD F. BONNETT Director and Senior Vice November 8, 1996
- ---------------------- ----------------
Gerard F. Bonnett President
Director, Vice President,
s/ANN M. CAPARROS General Counsel and November 8, 1996
- ---------------------- ----------------
Ann M. Caparros Corporate Secretary
Vice President, Controller
s/ROGER W. FISHER and Principal Accounting November 8, 1996
- ---------------------- ----------------
Roger W. Fisher Officer
s/E. ALBERT INKEL Director November 8, 1996
- ---------------------- ----------------
E. Albert Inkel
C-5
<PAGE>
SIGNATURE TITLE DATE
--------- ----- ----
s/EDWARD L. NAJIM Director November 8, 1996
- ---------------------- ----------------
Edward L. Najim
s/GEORGE J. ZOCK Director November 8, 1996
- ---------------------- ----------------
George J. Zock
s/JOHN H. LEITERMANN Vice President and Life November 8, 1996
- ---------------------- ----------------
John H. Leitermann Actuary
C-6
<PAGE>
EXHIBIT 10
INDEPENDENT AUDITORS' CONSENT
-----------------------------
The Board of Directors
Horace Mann Life Insurance Company
We consent to the use of our reports incorporated by reference and to the
reference to our firm under the heading "Financial Statements" in the
Registration Statement and Prospectus for Horace Mann Life Insurance Company
Separate Account.
Our report dated February 16, 1996, covering the financial statements of Horace
Mann Life Insurance Company, contains an explanatory paragraph which states that
the financial statements are presented in conformity with accounting practices
prescribed or permitted by the Insurance Department of the State of Illinois.
These practices differ in some respects from generally accepted accounting
principles. The financial statements do not include any adjustment that might
result from the differences.
/S/ KPMG PEAT MARWICK LLP
Chicago, Illinois
November 8, 1996
