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[NATIONWIDE LOGO]
December 6, 2000
VIA EDGAR
The United States Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street
Washington, D.C. 20549
Re: Nationwide VA Separate Account-D
Nationwide Life and Annuity Insurance Company
SEC File No. 333-45974 (Form N-4)
Application to Withdraw Registration Statement
Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of 1933, and on behalf of its
Nationwide VA Separate Account-D, Nationwide Life and Annuity Insurance Company
("Nationwide" or "the Company") respectfully requests the withdrawal of the
registration statement identified above.
This withdrawal is being requested in light of verbal comments received from the
Staff (the "Staff") of the Securities and Exchange Commission regarding the
pricing structure of the variable annuity product associated with the
registration statement. In particular, the Staff furnished certain comments in
conjunction with Nationwide's application under Section 6(c) of the Investment
Company Act of 1940 (the "1940 Act") seeking exemptions from various provisions
of the 1940 Act and the rules thereunder necessary in order to recapture "bonus"
credits under the variable annuity product in question.
Upon reexamination of the product and its pricing characteristics, Nationwide
agrees with the comments and implicit concerns expressed by the Staff. Without
in any way foreclosing any product development efforts in the future involving
variable annuities or the use of "bonus" credits, Nationwide has determined - in
light of the Staff's comments - that the pricing structure represented in this
particular case is inconsistent with the Company's current view of the
appropriate manner in which to offer "bonus" credits within variable annuity
products.
Accordingly, Nationwide is formally requesting the withdrawal of this
registration statement.
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If you have any questions concerning this matter, please contact me at
614-249-8537.
Sincerely yours,
Nationwide Life and Annuity Insurance Company
/s/ Steven Savini
Steven Savini
Cc: Ms. Rebecca Marquigny
Mr. Keith Carpenter
Mr. William Kotapish
