ANCHOR NATIONAL LIFE INSURANCE CO
S-1/A, 1997-04-18
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<PAGE>   1
   
As filed with the Securities and Exchange Commission on April 18, 1997.
    
   
                                                      Registration No. 333-18333
    
- --------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  -------------

                                    FORM S-1
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933
   
                          PRE-EFFECTIVE AMENDMENT NO. 1

                              --------------------
    
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
             (Exact name of registrant as specified in its charter)

<TABLE>
<CAPTION>
<S>                        <C>                              <C>
California                 6311                             86-0198983
(State or other            (Primary Standard                (I.R.S. Employer
jurisdiction of            Industrial Classification        Identification No.)
incorporation or           Number)
organization)
</TABLE>

                               1 SunAmerica Center
                       Los Angeles, California 90067-6022
                                 (310) 772-6000
               (Address, including zip code, and telephone number,
                      including area code, or registrant's
                          principal executive offices)


                            Susan L. Harris, Esquire
                     Anchor National Life Insurance Company
                               1 SunAmerica Center
                       Los Angeles, California 90067-6022
                                 (310) 772-6000

(Name, address, including zip code, and telephone number, including area code
of agent for service)
                             ----------------------

   
<TABLE>
<CAPTION>
=============================================================================================
   Title of Each             Amount      Proposed Maximum    Proposed Maximum      Amount of
Class of Securities          to be         Offering Price       Aggregate        Registration
 to be Registered          Registered         Per Unit        Offering Price          Fee

- ---------------------------------------------------------------------------------------------
<S>                        <C>           <C>                 <C>                 <C>
Fixed Annuity Contract         *                 *             $ 50,000,000        $15,152.00
=============================================================================================
</TABLE>

    
         The Registrant hereby amends this Registration Statement on such date
or dates as may be necessary to delay its effective date until the Registrant
shall file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
shall determine.
<PAGE>   2
                              CROSS REFERENCE SHEET

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                        Cross Reference Sheet Pursuant to

                           Regulation S-K, Item 501(b)

<TABLE>
<CAPTION>
Form S-1 Item Number and Caption                     Heading in Prospectus
- --------------------------------                     ---------------------
<S>      <C>                                         <C>
1.       Forepart of the Registration
         Statement and Outside Front
         Cover Page of Prospectus...............     Outside Front Cover Page

2.       Inside Front and Outside Back
         Cover Pages of Prospectus..............     Inside Front Cover

3.       Summary of Information, Risk
         Factors and Ratio of Earnings
         to Fixed Charges.......................     Front Cover; Profile

4.       Use of Proceeds........................     The Polaris II Variable
                                                     Annuity; Investment
                                                     Options; Expenses; Other
                                                     Information

5.       Determination of Offering Price........     Not Applicable

6.       Dilution...............................     Not Applicable

7.       Selling Security Holders...............     Not Applicable

8.       Plan of Distribution...................     Other Information -
                                                     Distribution

9.       Description of Securities to be
         Registered.............................     The Polaris II Variable
                                                     Annuity; Investment
                                                     Options

10.      Interests of Named Experts
         and Counsel............................     Not Applicable

11.      Information with Respect to
         the Registrant.........................     Other Information -
                                                     Anchor National; Other
                                                     Information - Additional
                                                     Information

12.      Disclosure of Commission Position
         on Indemnification for Securities
         Act Liabilities........................     Not Applicable
</TABLE>
<PAGE>   3
                                                                     [LOGO]

 May 14, 1997

                                    This profile is a summary of some of the
                                    more important points
   
                  that you should know and consider before purchasing the
                  Polaris II Variable Annuity. The sections in this profile
                  correspond to sections in the accompanying prospectus which
                  discuss the topics in more detail. The annuity is more fully
                  described in the prospectus. Please read the prospectus
                  carefully.
    
1.  THE POLARIS II VARIABLE ANNUITY 
   
    The Polaris II Variable Annuity is a contract between you and Anchor
    National Life Insurance Company. It is designed to help you invest on a
    tax-deferred basis and meet long-term financial goals, such as retirement
    funding. Tax deferral means all your money, including the amount you would
    otherwise pay in current income taxes, remains in your contract to generate
    more earnings. Your money could grow faster than it would in a comparable
    taxable investment.
    
 
   
    Polaris II offers a diverse selection of money managers and investment
    options. You may divide your money among any or all of our 25 variable
    investment portfolios and 6 fixed investment options. Your investment is not
    guaranteed. The value of your Polaris II contract can fluctuate up or down,
    based on the performance of the underlying investments you select, and you
    may experience a loss.
    
 
   
    The variable investment portfolios offer professionally managed investment
    choices with goals ranging from capital preservation to aggressive growth.
    Your choices for the various investment options are found on the next page.
    
 
    The contract also offers 6 fixed investment options, for different time
    periods and each with a different interest rate that is guaranteed by Anchor
    National.
 
    Like most annuities, the contract has an Accumulation Phase and an Income
    Phase. During the Accumulation Phase, you invest money in your contract.
    Your earnings are based on the investment performance of the variable
    investment portfolios to which your money is allocated and/or the interest
    rate earned on the fixed investment options. You may withdraw money from
    your contract during the Accumulation Phase. However, as with other
    tax-deferred investments, you will pay taxes on earnings and untaxed
    contributions when you withdraw them. An IRS tax penalty may apply if you
    make withdrawals before age 59 1/2. During the Income Phase, you will
    receive payments from your annuity. Your payments may be fixed in dollar
    amount, vary with investment performance or a combination of both, depending
    on the annuity income option you select. Among other factors, the amount of
    money you are able to accumulate in your contract during the Accumulation
    Phase will determine the amount of your payments during the Income Phase.
 
2.  ANNUITY INCOME OPTIONS

    You can select from one of five annuity income options:
 
       (1) payments for your lifetime;
       (2) payments for your lifetime and your survivor's lifetime;
       (3) payments for your lifetime and your survivor's lifetime, but for not
           less than 10 years;
       (4) payments for your lifetime, but for not less than 10 or 20 years; and
       (5) payments for a specified period of 5 to 30 years.
 
   
    You will also need to decide if you want your payments to fluctuate with
    investment performance or remain constant, and the date on which your
    payments will begin. Once you begin receiving payments, you cannot change
    your annuity option. If your contract is part of a non-qualified retirement
    plan (one that is established with after tax dollars), payments during the
    Income Phase are considered partly a return of your original investment. The
    "original investment" part of each payment is not taxable as income. For
    contracts which are part of a qualified retirement plan using before tax
    dollars, the entire payment is taxable as income.
    

3.  PURCHASING A POLARIS II VARIABLE ANNUITY CONTRACT
 
    You can buy a contract through your financial representative, who can also
    help you complete the proper forms. For Non-qualified contracts, the minimum
    initial investment is $5,000 and subsequent amounts of $500 or more may be
    added to your contract at any time during the Accumulation Phase. For
    Qualified contracts, the minimum initial investment is $2,000 and subsequent
    amounts of $250 or more may be added to your contract at any time during the
    Accumulation Phase.
 
<PAGE>   4

4.  INVESTMENT OPTIONS
 
    You may allocate money to the following variable investment portfolios of
    the Anchor Series Trust and/or the SunAmerica Series Trust:
 
    ANCHOR SERIES TRUST
      MANAGED BY WELLINGTON MANAGEMENT COMPANY, LLP
          - Capital Appreciation Portfolio
          - Growth Portfolio
          - Natural Resources Portfolio
          - Government and Quality Bond Portfolio
 
    SUNAMERICA SERIES TRUST
      MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
          - Global Equities Portfolio
          - Alliance Growth Portfolio
          - Growth-Income Portfolio
      MANAGED BY DAVIS SELECTED ADVISERS, L.P.
          - Venture Value Portfolio
   
          - Real Estate Portfolio
    
      MANAGED BY FEDERATED INVESTORS
          - Federated Value Portfolio
          - Utility Portfolio
          - Corporate Bond Portfolio
      MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT/   GOLDMAN SACHS ASSET
    MANAGEMENT INTERNATIONAL
          - Asset Allocation Portfolio
          - Global Bond Portfolio
      MANAGED BY MORGAN STANLEY ASSET MANAGEMENT INC.
          - International Diversified Equities Portfolio
          - Worldwide High Income Portfolio
      MANAGED BY PHOENIX INVESTMENT COUNSEL, INC.
          - Growth/Phoenix Investment Counsel Portfolio
          - Balanced/Phoenix Investment Counsel Portfolio
   
      MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
    
   
          - Putnam Growth Portfolio
    
   
          - International Growth and Income Portfolio
    
   
          - Emerging Markets Portfolio
    
      MANAGED BY SUNAMERICA ASSET MANAGEMENT CORP.
          - Aggressive Growth Portfolio
          - SunAmerica Balanced Portfolio
          - High-Yield Bond Portfolio
          - Cash Management Portfolio
 
    You may also allocate money to the 1, 3, 5, 7 and 10 year fixed investment
    options and the 1-year DCA account option. The interest rate may differ from
    time to time but will never be less than 3%. Once established, the rate will
    not change during the selected period. Your contract value will be adjusted
    up or down for withdrawals or transfers from the 3, 5, 7 and 10 year fixed
    investment options prior to the end of the selected period.

5.  EXPENSES
 
    Each year, we deduct a $35 contract maintenance fee ($30 in North Dakota)
    from your contract. This fee is currently waived if the value of your
    contract is at least $50,000. We also deduct insurance charges which equal
    1.52% annually of the average daily value of your contract allocated to the
    variable portfolios. The insurance charges include: Mortality and Expense
    Risk, 1.37%, and Distribution Expense, .15%.
 
   
    As with other professionally managed investments, there are also investment
    charges imposed on contracts with money allocated to the variable
    portfolios, which are estimated to range from .62% to 1.70%.
    
 
    If you take money out in excess of the amount allowed for in your contract,
    you may be assessed a withdrawal charge which is a percentage of the money
    you withdraw. The percentage declines with each year the money is in the
    contract as follows:
 
<TABLE>
    <S>                <C> <C> <C> <C> <C> <C> <C> <C>
      LOGO
    ---------------------------------------------------
 
     YEAR               1   2   3   4   5   6   7   8+
    ---------------------------------------------------
     WITHDRAWAL
     CHARGE             7%  6%  5%  4%  3%  2%  1%  0%
                                                     -
    -                   -   -   -   -   -   -   -  -
    ---------------------------------------------------
</TABLE>
 
    After your first 15 free transfers, a $25 transfer fee ($10 in Pennsylvania
    and Texas) will apply to each subsequent transfer.
 
    In a limited number of states, you may also be assessed a state premium tax
    of up to 3.5% depending upon the state.
 
   
    The following chart is designed to help you understand the charges in your
    contract. The column "Total Annual Charges" shows the total of the 1.52%
    insurance charges, the $35 contract maintenance fee and the investment
    charges for each variable portfolio. We converted the contract maintenance
    fee to a percentage using an assumed contract size of $55,000. The actual
    impact of this charge on your contract may differ from this percentage.
    
 
    The next two columns show two examples of the charges you would pay under
    the contract. The examples assume that you invested $1,000 in a contract
    which earns 5% annually and that you withdraw your money: (1) at the end of
    year 1, and (2) at the end of year 10. The premium tax is assumed to be 0%
    in both examples.
<PAGE>   5
 
   
<TABLE>
<CAPTION>
                                                      LOGO
 
- -----------------------------------------------------------------------------------------------------------------
                                                                                     EXAMPLES:
                                 TOTAL ANNUAL       TOTAL ANNUAL                   TOTAL EXPENSES  TOTAL EXPENSES
                                  INSURANCE          INVESTMENT     TOTAL ANNUAL     AT END OF       AT END OF
ANCHOR SERIES TRUST PORTFOLIO      CHARGES            CHARGES         CHARGES          1 YEAR         10 YEARS
- -----------------------------------------------------------------------------------------------------------------
<S>                              <C>                <C>             <C>            <C>             <C>
Capital Appreciation                 1.58%               .75%           2.33%           $ 94            $267
Growth                               1.58%               .81%           2.39%           $ 94            $273
Natural Resources                    1.58%               .94%           2.52%           $ 96            $286
Government and Quality Bond          1.58%               .71%           2.29%           $ 93            $263
- -----------------------------------------------------------------------------------------------------------------
SUNAMERICA SERIES TRUST PORTFOLIO
Emerging Markets                     1.58%              2.00%           3.58%           $106            $385
Real Estate                          1.58%              1.15%           2.73%           $ 98            $306
International Growth and
  Income                             1.58%              1.70%           3.28%           $103            $358
Aggressive Growth                    1.58%              1.05%           2.63%           $ 97            $297
International Diversified
  Equities                           1.58%              1.59%           3.17%           $102            $348
Global Equities                      1.58%              1.03%           2.61%           $ 96            $295
Putnam Growth                        1.58%               .90%           2.48%           $ 95            $282
Growth/Phoenix                       1.58%               .74%           2.32%           $ 94            $266
Alliance Growth                      1.58%               .71%           2.29%           $ 93            $263
Venture Value                        1.58%               .85%           2.43%           $ 95            $277
Federated Value                      1.58%              1.05%           2.63%           $ 97            $297
Growth-Income                        1.58%               .72%           2.30%           $ 93            $264
Utility                              1.58%              1.05%           2.63%           $ 97            $297
Asset Allocation                     1.58%               .74%           2.32%           $ 94            $266
Balanced/Phoenix                     1.58%               .84%           2.42%           $ 95            $276
SunAmerica Balanced                  1.58%              1.00%           2.58%           $ 96            $292
Worldwide High Income                1.58%              1.18%           2.76%           $ 98            $309
High-Yield Bond                      1.58%               .77%           2.35%           $ 94            $269
Corporate Bond                       1.58%               .97%           2.55%           $ 96            $289
Global Bond                          1.58%               .89%           2.47%           $ 95            $282
Cash Management                      1.58%               .62%           2.20%           $ 92            $254
                                                                                                  -
  -
- -----------------------------------------------------------------------------------------------------------------
</TABLE>
    
 
     For more detailed information, see the Fee Tables and Examples in the
                                  prospectus.

6.  TAXES
 
    Unlike taxable investments where earnings are taxed in the year they are
    earned, taxes on amounts earned in a Non-qualified contract (one that is
    established with after tax dollars) are deferred until they are withdrawn.
    In a Qualified contract (one that is established with before tax dollars
    like an IRA), all amounts are taxable when they are withdrawn.
 
    When you begin taking distributions or withdrawals from your contract,
    earnings are considered to be taken out first and will be taxed at your
    ordinary income rate. You may be subject to a 10% IRS tax penalty for
    distributions or withdrawals before age 59 1/2.
 
   
7.  ACCESS TO YOUR MONEY

    During the first year, you may withdraw free of a withdrawal charge an
    amount that is equal to the penalty-free earnings in your contract as of the
    date you make the withdrawal or, if you participate in the Systematic
    Withdrawal Program, you may withdraw 10% of your total invested amount less
    any withdrawals made during the year. The penalty-free earnings amount is
    calculated by taking the value of your contract on the day you make the
    withdrawal and subtracting your total invested amount. After the first year,
    your maximum free withdrawal amount is the greater of: (1) the penalty-free
    earnings or (2) 10% of your total invested amount that has been invested for
    at least one year, less any withdrawals made during the year.
    
 
   
    Withdrawals in excess of these limits will be assessed a withdrawal charge.
    Withdrawals may be made from your contract in the amount of $1,000 or more.
    You may request a withdrawal in writing or by establishing systematic
    withdrawals. Under systematic withdrawals, the minimum withdrawal amount is
    $250.
    
 
    If you withdraw your entire contract value, you will not receive the benefit
    of any free withdrawal amount. After your money has been in the contract for
    seven full years, there are no withdrawal charges on that portion of the
    money that you have invested for at least seven full years. Of course, you
    may have to pay income tax and a 10% IRS tax penalty may apply if you are
    under age 59 1/2. Additionally, withdrawal charges are not assessed when a
    death benefit is paid.
<PAGE>   6
 
   
8.    PERFORMANCE

      The value of your annuity will fluctuate depending upon the investment
      performance of the portfolio(s) you choose. From time to time, we may
      advertise the portfolio's total return. The total return figures are based
      on historical data and are not intended to indicate future performance.
    
 
   
      As of the date of this prospectus, the sale of Polaris II contracts had
      not begun. Therefore, no performance is presented here.
    
9.    DEATH BENEFIT 

      If you should die during the Accumulation Phase, your beneficiary will
      receive a death benefit. You must select from the two death benefit
      options described below at the time you purchase your contract. Once
      selected, your death benefit may not be changed. You should discuss with
      your financial representative the options available to you and which
      option is best for you.
 
OPTION 1 - PURCHASE PAYMENT ACCUMULATION OPTION:
      The death benefit is the greater of:
 
         (1) the value of your contract,
         (2) the money you put in less any withdrawals, all compounded at 4%
             annually (3% if age 70 or older at time of issue), or
         (3) the value of your contract on the seventh contract anniversary less
             any withdrawals plus any additional money you put in since the
             seventh anniversary, all compounded at 4% annually (3% if age 70 or
             older at time of issue).
 
OPTION 2 - MAXIMUM ANNIVERSARY VALUE OPTION:
      The death benefit is the greater of:
 
         (1) the value of your contract,
         (2) the money you put in less any withdrawals, or
         (3) the maximum of the anniversary values up to your 81st birthday. The
             anniversary value is equal to the value of your contract on the
             contract anniversary less any withdrawals plus any additional money
             you put in since that anniversary.
 
      If you are age 90 or older at the time of death, the death benefit under
      option 2 is the value of your contract.
 
   
10.   OTHER INFORMATION

      FREE LOOK: You may cancel your contract within ten days (or longer if
      required by your state) by mailing it to our Annuity Service Center. Your
      contract will be treated as void on the date we receive it and we will pay
      you an amount equal to the value of your contract (unless otherwise
      required by state law). Its value may be more or less than the money you
      initially invested.
    
 
      ASSET ALLOCATION REBALANCING: If selected by you, this program seeks to
      keep your investment in line with your goals. We will maintain your
      specified allocation mix in the variable investment portfolios and the
      1-year fixed investment option by readjusting your money on a calendar
      quarter, semiannual or annual basis.
 
      SYSTEMATIC WITHDRAWAL PROGRAM: If selected by you, this program allows you
      to receive either monthly, quarterly, semiannual or annual checks during
      the Accumulation Phase. Systematic withdrawals may also be electronically
      wired to your bank account. Of course, withdrawals may be taxable and a
      10% IRS tax penalty may apply if you are under age 59 1/2.
 
      DOLLAR COST AVERAGING: If selected by you, this program allows you to
      invest gradually in the equity and bond portfolios from any of the
      variable investment portfolios, the 1-year fixed investment option or the
      1-year DCA account option.
 
      AUTOMATIC PAYMENT PLAN: You can add to your contract directly from your
      bank account with as little as $20 per month.
 
      CONFIRMATIONS AND QUARTERLY STATEMENTS: You will receive a confirmation of
      each transaction within your contract. On a quarterly basis, you will
      receive a complete statement of your transactions over the past quarter
      and a summary of your account values.
 
11.   INQUIRIES

      If you have questions about your contract or need to make changes, call
      your financial representative or contact us at:
 
         Anchor National Life Insurance Company
         Annuity Service Center
         P.O. Box 54299
         Los Angeles, California 90054-0299
         Telephone Number: (800) 445-SUN2
 
      If money accompanies your correspondence, you should direct it to:
 
         Anchor National Life Insurance Company
         P.O. Box 100330
         Pasadena, California 91189-0001
<PAGE>   7
 
                                     [LOGO]
 
                                   PROSPECTUS
                                  MAY 14, 1997
 
   
<TABLE>
<S>                            <C>    <C>
Please read this prospectus           FLEXIBLE PAYMENT DEFERRED ANNUITY CONTRACTS
carefully before investing and        issued by
keep it for future reference.         ANCHOR NATIONAL LIFE INSURANCE COMPANY
  It contains important               in connection with
information about the Polaris         VARIABLE SEPARATE ACCOUNT
II Variable Annuity.                  The annuity has 31 investment choices - 6 fixed investment options and
                                      25 variable investment portfolios listed below. The 6 fixed investment
To learn more about the annuity       options include specified periods of 1, 3, 5, 7 and 10 years and the
offered by this prospectus, you       1-year DCA account. The 25 variable investment portfolios are part of
can obtain a copy of the              the Anchor Series Trust or the SunAmerica Series Trust.
Statement of Additional
Information ("SAI") dated May         ANCHOR SERIES TRUST:
14, 1997. The SAI has been            MANAGED BY WELLINGTON MANAGEMENT COMPANY, LLP
filed with the Securities and         - Capital Appreciation Portfolio
Exchange Commission ("SEC") and       - Growth Portfolio
is incorporated by reference          - Natural Resources Portfolio
into this prospectus. The Table       - Government and Quality Bond Portfolio
of Contents of the SAI appears
on page   of this prospectus.         SUNAMERICA SERIES TRUST:
For a free copy of the SAI,           MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
call us at (800) 445-SUN2 or          - Global Equities Portfolio
write to us at our Annuity            - Alliance Growth Portfolio
Service Center, P.O. Box 54299,       - Growth-Income Portfolio
Los Angeles, California               MANAGED BY DAVIS SELECTED ADVISERS, L.P.
90054-0299.                           - Venture Value Portfolio
                                      - Real Estate Portfolio
ANNUITIES INVOLVE RISKS,              MANAGED BY FEDERATED INVESTORS
INCLUDING POSSIBLE LOSS OF            - Federated Value Portfolio
PRINCIPAL, AND ARE NOT A              - Utility Portfolio
DEPOSIT OR OBLIGATION OF, OR          - Corporate Bond Portfolio
GUARANTEED OR ENDORSED BY, ANY        MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT/
BANK. THEY ARE NOT FEDERALLY          GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL
INSURED BY THE FEDERAL DEPOSIT        - Asset Allocation Portfolio
INSURANCE CORPORATION, THE            - Global Bond Portfolio
FEDERAL RESERVE BOARD OR ANY          MANAGED BY MORGAN STANLEY ASSET MANAGEMENT INC.
OTHER AGENCY.                         - International Diversified Equities Portfolio
                                      - Worldwide High Income Portfolio
                                      MANAGED BY PHOENIX INVESTMENT COUNSEL, INC.
                                      - Growth/Phoenix Investment Counsel Portfolio
                                      - Balanced/Phoenix Investment Counsel Portfolio
                                      MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
                                      - Putnam Growth Portfolio
                                      - International Growth and Income Portfolio
                                      - Emerging Markets Portfolio
                                      MANAGED BY SUNAMERICA ASSET MANAGEMENT CORP.
                                      - Aggressive Growth Portfolio
                                      - SunAmerica Balanced Portfolio
                                      - High-Yield Bond Portfolio
                                      - Cash Management Portfolio
</TABLE>
    
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
     EXCHANGE COMMISSION, NOR HAS THE COMMISSION PASSED UPON THE
        ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
                           TO THE CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>   8
 
===============================================================
                               TABLE OF CONTENTS
===============================================================
 
   
<TABLE>
 <S>   <C>                                           <C>
 GLOSSARY...........................................     3
 FEE TABLES.........................................     4
       Owner Transaction Expenses...................     4
       Annual Separate Account Expenses.............     4
       Portfolio Expenses...........................     4
 EXAMPLES...........................................     5
 1.    THE POLARIS II VARIABLE
       ANNUITY......................................     6
 2.    ANNUITY INCOME OPTIONS.......................     6
       Allocation of Annuity Payments...............     7
       Annuity Payments.............................     7
       Transfers During the Income Phase............     7
       Deferment of Payments........................     7
 3.    PURCHASING A POLARIS II VARIABLE
       ANNUITY CONTRACT.............................     7
       Allocation of Purchase Payments..............     8
       Accumulation Units...........................     8
       Free Look....................................     8
 4.    INVESTMENT OPTIONS...........................     8
       Variable Investment Options..................     8
       Anchor Series Trust..........................     9
       SunAmerica Series Trust......................     9
       Fixed Investment Options.....................     9
       Market Value Adjustment......................     9
       Transfers During the Accumulation Phase......    10
       Dollar Cost Averaging Program................    10
       Asset Allocation Rebalancing Program.........    11
       Principal Advantage Program..................
       Voting Rights................................    11
       Substitution.................................    11
 5.    EXPENSES.....................................    12
       Insurance Charges............................    12
       Mortality and Expense Risk Charge............    12
       Distribution Expense Charge..................    12
       Withdrawal Charges...........................    12
       Investment Charges...........................    12
       Contract Maintenance Fee.....................    12
       Transfer Fee.................................    12
       Premium Taxes................................    12
       Income Taxes.................................    13
       Reduction or Elimination of Certain
       Charges......................................    13
 6.    TAXES........................................    13
       Annuity Contracts in General.................    13
       Tax Treatment of Distributions -
       Non-Qualified Contracts......................    13
       Tax Treatment of Distributions -
       Qualified Contracts..........................    13
       Diversification..............................    14
 7.    ACCESS TO YOUR MONEY.........................    14
       Systematic Withdrawal Program................    15
       Minimum Contract Value.......................    15
 8.    PERFORMANCE..................................    15
 9.    DEATH BENEFIT................................    15
 10.   OTHER INFORMATION............................    16
       Anchor National..............................    16
       The Separate Account.........................    16
       The General Account..........................    16
       Distribution.................................    17
       Administration...............................    17
       Legal Proceedings............................    17
       Ownership....................................    17
       Custodian....................................    17
       Additional Information.......................    17
       Selected Consolidated Financial Data.........    18
       Management Discussion and Analysis...........    18
       Properties...................................    29
       Directors and Executive Officers.............    30
       Executive Compensation.......................    32
       Security Ownership of Owners and
       Management...................................    32
       State Regulation.............................    32
       Independent Accountants......................    33
       Financial Statements.........................    33
 TABLE OF CONTENTS OF STATEMENT OF ADDITIONAL
 INFORMATION........................................    33
 FINANCIAL STATEMENTS...............................    33
 APPENDIX A -- MARKET VALUE ADJUSTMENT..............   A-1
 APPENDIX B -- PREMIUM TAXES........................   A-2
</TABLE>
    
 
                 ===============================================================
                                    GLOSSARY
                 ===============================================================
 
We have capitalized some of the technical terms used in this prospectus. To help
you understand these terms, we have defined them in this glossary.
 
ACCUMULATION PHASE - The period during which you invest money in your contract.
 
ACCUMULATION UNITS - A measurement we use to calculate the value of the variable
portion of your contract during the Accumulation Phase.
 
ANNUITANT(S) - The person(s) on whose life (lives) we base annuity payments.
 
ANNUITY DATE - The date on which annuity payments are to begin, as selected by
you.
 
ANNUITY UNITS - A measurement we use to calculate the amount of annuity payments
you receive from the variable portion of your contract during the Income Phase.
 
BENEFICIARY (IES) - The person(s) designated to receive any benefits under the
contract if you or the Annuitant dies.
 
INCOME PHASE - The period during which we make annuity payments to you.
 
IRS - The Internal Revenue Service.
 
NON-QUALIFIED (CONTRACT) - A contract purchased with after-tax dollars. In
general, these contracts are not under any pension plan, specially sponsored
program or individual retirement account ("IRA").
 
PORTFOLIO(S) - The variable investment options available under the contract.
Each Portfolio has its own investment objective and is invested in the
underlying investments of the Anchor Series Trust or the SunAmerica Series
Trust.
 
PURCHASE PAYMENTS - The money you give us to buy the contract, as well as any
additional money you give us to invest in the contract after you own it.
 
QUALIFIED (CONTRACT) - A contract purchased with pretax dollars. These contracts
are generally purchased under a pension plan, specially sponsored program or
individual retirement account ("IRA").
 
TRUSTS - Refers to the Anchor Series Trust and the SunAmerica Series Trust
collectively.
 
                                        2
<PAGE>   9
 
================================================================================
                                   FEE TABLES
================================================================================
 
   
OWNER TRANSACTION EXPENSES
 
<TABLE>
<S>                        <C>     <C>                        <C>
WITHDRAWAL CHARGE (AS A PERCENTAGE OF EACH PURCHASE PAYMENT)
Year 1.....................   7%   Year 5.....................   3%
Year 2.....................   6%   Year 6.....................   2%
Year 3.....................   5%   Year 7.....................   1%
Year 4.....................   4%   Year 8+....................   0%
TRANSFER FEE................... No charge for first 15 transfers
                                each year; thereafter, fee is
                                $25 ($10 in Pennsylvania and
                                Texas)
CONTRACT MAINTENANCE FEE*...... $35 ($30 in North Dakota)
  *waived if contract value is $50,000 or more
</TABLE>
    
 
   
  ANNUAL SEPARATE ACCOUNT EXPENSES
  (AS A PERCENTAGE OF AVERAGE ACCOUNT VALUE)
    
 
<TABLE>
<S>                                                   <C>
  Mortality and Expense Risk Charge................   1.37%
  Distribution Expense Charge......................   0.15%
                                                      -----
      TOTAL SEPARATE ACCOUNT EXPENSES                 1.52%
                                                      ======
</TABLE>
 
   
                               PORTFOLIO EXPENSES
 
                              ANCHOR SERIES TRUST
(AS A PERCENTAGE OF AVERAGE NET ASSETS FOR THE TRUST'S TWELVE-MONTH PERIOD ENDED
                               NOVEMBER 30, 1996)
    
 
   
<TABLE>
<CAPTION>
                                                                 MANAGEMENT          OTHER         TOTAL ANNUAL
                            PORTFOLIO                                FEE           EXPENSES          EXPENSES
    <S>                                                          <C>               <C>             <C>
    ============================================================================================================
    Capital Appreciation                                              .67%            .08%               .75%*
    ------------------------------------------------------------------------------------------------------------
    Growth                                                            .73%            .08%               .81%*
    ------------------------------------------------------------------------------------------------------------
    Natural Resources                                                 .75%            .19%               .94%*
    ------------------------------------------------------------------------------------------------------------
    Government and Quality Bond                                       .62%            .09%               .71%*
    ============================================================================================================
</TABLE>
    
 
   
                            SUNAMERICA SERIES TRUST
    (AS A PERCENTAGE OF AVERAGE NET ASSETS FOR THE TRUST'S FISCAL YEAR ENDED
                               NOVEMBER 30, 1996)
    
 
   
<TABLE>
<CAPTION>
                                                                 MANAGEMENT          OTHER         TOTAL ANNUAL
                            PORTFOLIO                                FEE           EXPENSES          EXPENSES
    <S>                                                          <C>               <C>             <C>
    ============================================================================================================
    Emerging Markets**                                               1.25%            .75%              2.00%
    ------------------------------------------------------------------------------------------------------------
    Real Estate**                                                     .80%            .35%              1.15%
    ------------------------------------------------------------------------------------------------------------
    International Growth and Income**                                1.00%            .70%              1.70%
    ------------------------------------------------------------------------------------------------------------
    Aggressive Growth                                                 .75%            .30%              1.05%*
    ------------------------------------------------------------------------------------------------------------
    International Diversified Equities                               1.00%            .59%              1.59%
    ------------------------------------------------------------------------------------------------------------
    Global Equities                                                   .80%            .23%              1.03%
    ------------------------------------------------------------------------------------------------------------
    Putnam Growth***                                                  .82%            .08%               .90%
    ------------------------------------------------------------------------------------------------------------
    Growth/Phoenix                                                    .66%            .08%               .74%
    ------------------------------------------------------------------------------------------------------------
    Alliance Growth                                                   .64%            .07%               .71%
    ------------------------------------------------------------------------------------------------------------
    Venture Value                                                     .77%            .08%               .85%
    ------------------------------------------------------------------------------------------------------------
    Federated Value                                                   .75%            .30%              1.05%*
    ------------------------------------------------------------------------------------------------------------
    Growth-Income                                                     .64%            .08%               .72%
    ------------------------------------------------------------------------------------------------------------
    Utility                                                           .75%            .30%              1.05%*
    ------------------------------------------------------------------------------------------------------------
    Asset Allocation                                                  .65%            .09%               .74%
    ------------------------------------------------------------------------------------------------------------
    Balanced/Phoenix                                                  .70%            .14%               .84%
    ------------------------------------------------------------------------------------------------------------
    SunAmerica Balanced                                               .70%            .30%              1.00%*
    ------------------------------------------------------------------------------------------------------------
    Worldwide High Income                                            1.00%            .18%              1.18%
    ------------------------------------------------------------------------------------------------------------
    High-Yield Bond                                                   .68%            .09%               .77%
    ------------------------------------------------------------------------------------------------------------
    Corporate Bond                                                    .70%            .27%               .97%
    ------------------------------------------------------------------------------------------------------------
    Global Bond                                                       .73%            .16%               .89%
    ------------------------------------------------------------------------------------------------------------
    Cash Management                                                   .54%            .08%               .62%
    ============================================================================================================
</TABLE>
    
 
   
  * Annualized
 
 ** As of the date of this prospectus, the sale of contracts offering the
    Emerging Markets, Real Estate and International Growth and Income Portfolios
    had not begun. The percentages are based on estimated amounts for the
    current fiscal year.
 
*** As of April 16, 1997, the Provident Growth Portfolio was renamed the Putnam
    Growth Portfolio, managed by Putnam Investment Management, Inc. The expenses
    shown here are those of the former Provident Growth Portfolio managed by
    Provident Investment Counsel.
 
       THE ABOVE PORTFOLIO EXPENSES WERE PROVIDED BY THE TRUSTS. WE HAVE NOT
              INDEPENDENTLY VERIFIED THE ACCURACY OF THE INFORMATION.
    
 
                                        3
<PAGE>   10
 
================================================================================
                                    EXAMPLES
================================================================================
 
You will pay the following expenses on a $1,000 investment in each Portfolio,
assuming a 5% annual return on assets and:
 
        (a) surrender of the contract at the end of the stated time period;
        (b) if the contract is not surrendered or annuitized.
<TABLE>
<CAPTION>
                 PORTFOLIO                     1 YEAR     3 YEARS
<S>                                           <C>         <C>
</TABLE>
 
================================================================================
 
   
<TABLE>
<S>                                           <C>         <C>
Capital Appreciation                          (a)  $94    (a)$123
                                              (b)  $24    (b) $73
- ----------------------------------------------------------------
Growth                                        (a)  $94    (a)$125
                                              (b)  $24    (b) $75
- ----------------------------------------------------------------
Natural Resources                             (a)  $96    (a)$129
                                              (b)  $26    (b) $79
- ----------------------------------------------------------------
Government and Quality Bond                   (a)  $93    (a)$122
                                              (b)  $23    (b) $72
- ----------------------------------------------------------------
Emerging Markets                              (a)  $36    (a)$110
                                              (b) $106    (b)$160
- ----------------------------------------------------------------
Real Estate                                   (a)  $28    (a) $85
                                              (b)  $98    (b)$135
- ----------------------------------------------------------------
International Growth and Income               (a)  $33    (a)$101
                                              (b) $103    (b)$151
- ----------------------------------------------------------------
Aggressive Growth                             (a)  $97    (a)$132
                                              (b)  $27    (b) $82
- ----------------------------------------------------------------
International Diversified Equities            (a) $102    (a)$148
                                              (b)  $32    (b) $98
- ----------------------------------------------------------------
Global Equities                               (a)  $96    (a)$131
                                              (b)  $26    (b) $81
- ----------------------------------------------------------------
Putnam Growth                                 (a)  $95    (a)$127
                                              (b)  $25    (b) $77
- ----------------------------------------------------------------
Growth/Phoenix Investment Counsel             (a)  $94    (a)$123
                                              (b)  $24    (b) $73
- ----------------------------------------------------------------
Alliance Growth                               (a)  $93    (a)$122
                                              (b)  $23    (b) $72
Venture Value                                 (a)  $95    (a)$126
                                              (b)  $25    (b) $76
- ----------------------------------------------------------------
Federated Value                               (a)  $97    (a)$132
                                              (b)  $27    (b) $82
- ----------------------------------------------------------------
Growth-Income                                 (a)  $93    (a)$122
                                              (b)  $23    (b) $72
- ----------------------------------------------------------------
Utility                                       (a)  $97    (a)$132
                                              (b)  $27    (b) $82
- ----------------------------------------------------------------
Asset Allocation                              (a)  $94    (a)$123
                                              (b)  $24    (b) $73
- ----------------------------------------------------------------
Balanced/Phoenix Investment Counsel           (a)  $95    (a)$126
                                              (b)  $25    (b) $76
- ----------------------------------------------------------------
SunAmerica Balanced                           (a)  $96    (a)$130
                                              (b)  $26    (b) $80
- ----------------------------------------------------------------
Worldwide High Income                         (a)  $98    (a)$136
                                              (b)  $28    (b) $86
- ----------------------------------------------------------------
High-Yield Bond                               (a)  $94    (a)$123
                                              (b)  $24    (b) $73
- ----------------------------------------------------------------
Corporate Bond                                (a)  $96    (a)$129
                                              (b)  $26    (b) $79
- ----------------------------------------------------------------
Global Bond                                   (a)  $95    (a)$127
                                              (b)  $25    (b) $77
- ----------------------------------------------------------------
Cash Management                               (a)  $92    (a)$119
                                              (b)  $22    (b) $69
- ----------------------------------------------------------------
</TABLE>
    
 
================================================================================
 
   
EXPLANATION OF FEE TABLES AND EXAMPLES
 
1.  The purpose of the Fee Tables is to show you the various expenses you would
    incur directly and indirectly by investing in the contract.
 
2.  For certain Portfolios, the adviser, SunAmerica Asset Management Corp., has
    voluntarily agreed to waive fees or reimburse certain expenses, if
    necessary, to keep annual operating expenses at or below the lesser of the
    maximum allowed by any applicable state expense limitations or the following
    percentages of each Portfolio's average net assets: Aggressive Growth
    (1.05%); Federated Value (1.05%); SunAmerica Balanced (1.00); and Utility
    (1.05%). The adviser also may voluntarily waive or reimburse additional
    amounts to increase a Portfolio's investment return. All waivers and/or
    reimbursements may be terminated at any time. Furthermore, the adviser may
    recoup any waivers or reimbursements within the following two years,
    provided that the Portfolio is able to make such payment and remain in
    compliance with the foregoing expense limitations.
 
3.  The Examples assume that no transfer fees were imposed. Although premium
    taxes may apply in certain states, they are not reflected in the Examples.
 
4.  THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
    EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
 
  AS OF THE DATE OF THIS PROSPECTUS, THE SALE OF POLARIS II CONTRACTS HAD NOT
   BEGUN AND THE PORTFOLIOS DID NOT HAVE ANY ASSETS. THEREFORE, NO CONDENSED
                    FINANCIAL INFORMATION IS PRESENTED HERE.
    
 
                                        4
<PAGE>   11
 
   
================================================================
                       1. THE POLARIS II VARIABLE ANNUITY
================================================================
    
 
An annuity is a contract between you, as the owner, and an insurance company.
The contract provides tax deferral for your earnings, as well as a death benefit
and a guaranteed income in the form of annuity payments beginning on a date you
select. Until you decide to begin receiving annuity payments, your annuity is in
the Accumulation Phase. Once you begin receiving annuity payments, your contract
switches to the Income Phase. If you die during the Accumulation Phase, the
insurance company guarantees a death benefit to your Beneficiary.
 
   
The Polaris II Variable Annuity Contract is issued by Anchor National Life
Insurance Company ("Anchor National"), a stock life insurance company organized
under the laws of the state of Arizona. Its principal business address is 1
SunAmerica Center, Los Angeles, California 90067-6022. Anchor National conducts
life insurance and annuity business in the District of Columbia and in all
states except New York. Anchor National is an indirect wholly owned subsidiary
of SunAmerica Inc., a Maryland corporation.
    
 
During the Accumulation Phase, the value of your annuity benefits from tax
deferral. This means your earnings accumulate on a tax-deferred basis until you
take money out of your contract. The Income Phase occurs if you decide to
receive annuity payments. You select the date on which annuity payments are to
begin.
 
   
The contract is called a variable annuity because you can choose among 25
variable investment Portfolios. Depending upon market conditions, you can make
or lose money in any of these Portfolios. If you allocate money to the
Portfolios, the amount of money you are able to accumulate in your contract
during the Accumulation Phase depends upon the investment performance of the
Portfolio(s) you select. The amount of the annuity payments you receive during
the Income Phase from the variable portion of your contract also depends upon
the investment performance of the Portfolios you select for the Income Phase.
    
 
The contract also contains 6 fixed investment options. Your money will earn
interest at the rate set by Anchor National. The interest rate is guaranteed by
Anchor National for the time you agree to leave your money in the fixed
investment option. We currently offer fixed investment options for 1, 3, 5, 7
and 10 year periods and a 1-year DCA account option. If you allocate money to
the fixed investment options, the amount of money you are able to accumulate in
your contract during the Accumulation Phase depends upon the total interest
credited to your contract. An adjustment to your contract will apply to
withdrawals or transfers from the 3, 5, 7 and 10 year fixed investment options
prior to the end of the selected period. The amount of annuity payments you
receive during the Income Phase from the fixed portion of your contract will
remain level for the entire Income Phase.
 
================================================================
                           2. ANNUITY INCOME OPTIONS
================================================================
 
When you switch to the Income Phase, you will receive regular income payments
under the contract. Annuity payments will be made on a monthly, quarterly,
semiannual or annual basis. You can choose to have your annuity payments sent to
you by check or electronically wired to your bank.
 
   
You select the date on which annuity payments are to begin, which must be the
first day of a month and must be at least two years after the date your contract
is issued. We call this the Annuity Date. You may change your Annuity Date at
least seven days prior to the date that your payments are to begin. However,
annuity payments must begin by the later of your 90th birthday or ten years
after the date your contract is issued. If no Annuity Date is selected, annuity
payments will begin on the later of your 90th birthday or ten years after the
date your contract is issued. Certain states may require you to receive annuity
payments prior to such date. If the Annuity Date is past your 85th birthday, it
is possible that the contract would not be treated as an annuity and you may
incur adverse tax consequences.
    
 
   
The Annuitant is the person on whose life annuity payments are based. You may
change the Annuitant at any time prior to the Annuity Date if an individual is
designated as the owner of the contract. You may also designate a second person
on whose life annuity payments are based. If the Annuitant dies before the
Annuity Date, you must notify us and designate a new Annuitant.
    
 
   
If you do not choose an annuity income option, annuity payments will be made in
accordance with option 4 (below) for 10 years. If the annuity payments are for
joint lives, then we will make payments in accordance with option 3. We may pay
the annuity in one lump sum if your contract is less than $5,000, where
permitted by state law. Likewise, if your annuity payments would be less than
$50 monthly, we have the right to change the frequency of your payment to be on
a quarterly, semiannual or annual basis so that your annuity payments are at
least $50. Annuity payments will be made to you unless you designate another
person to receive them. In that case, you must notify us in writing at least
thirty days before the Annuity Date. You will remain fully responsible for any
taxes related to the annuity payments.
    
 
The contract offers 5 annuity income options. Other annuity income options may
be available in the future.
 
     OPTION 1 - LIFE INCOME
 
Under this option, we will make annuity payments as long as the Annuitant is
alive. Annuity payments stop when the Annuitant dies.
 
                                        5
<PAGE>   12
 
     OPTION 2 - JOINT AND SURVIVOR ANNUITY
 
Under this option, we will make annuity payments as long as the Annuitant and a
designated second person are alive. Upon the death of either person, we will
continue to make annuity payments so long as the survivor is alive. You choose
the amount of the annuity payments to the survivor, which can be equal to 100%,
66.66% or 50% of the full amount. Annuity payments stop upon the death of the
survivor.
 
     OPTION 3 - JOINT AND SURVIVOR LIFE ANNUITY WITH 10 YEARS GUARANTEED
 
This option is similar to option 2 above, with the additional guarantee that
payments will be made for at least 10 years. If the Annuitant and designated
second person die before all guaranteed payments have been made, the rest will
be made to the Beneficiary.
 
     OPTION 4 - LIFE ANNUITY WITH 10 OR 20 YEARS GUARANTEED
 
This option is similar to option 1 above, with the additional guarantee that
payments will be made for at least 10 or 20 years, as selected by you. Under
this option, if the Annuitant dies before all guaranteed payments have been
made, the rest will be made to the Beneficiary.
 
     OPTION 5 - INCOME FOR A SPECIFIED PERIOD
 
   
Under this option, we will make annuity payments for any period of time from 5
to 30 years, as selected by you. However, the period must be for full 12-month
periods. Under this option, if the Annuitant dies before all guaranteed payments
have been made, the rest will be made to the Beneficiary. This option does not
contain an element of mortality risk. Therefore, you will not get the benefit of
the mortality component of the mortality and expense risk charge if this option
is selected.
    
 
ALLOCATION OF ANNUITY PAYMENTS
 
On the Annuity Date, if your money is invested in the fixed investment options,
your annuity payments will be fixed in amount. If your money is invested in the
variable Portfolios, your annuity payments will vary depending on the investment
performance of the Portfolios. If you have money in the fixed and variable
investment options, your annuity payments will be based on the investment
allocations. You may not convert between fixed and variable payments once
annuity payments begin.
 
ANNUITY PAYMENTS
 
If you choose to have any portion of your annuity payments come from the
variable Portfolios, the dollar amount of your payment will depend upon three
things: (1) the value of your contract in the Portfolios on the Annuity Date,
(2) the 3.5% assumed investment rate used in the annuity table for the contract
and (3) the performance of the Portfolios you selected. If the actual
performance exceeds the 3.5% assumed rate, your annuity payments will increase.
Similarly, if the actual rate is less than 3.5%, your annuity payments will
decrease. The SAI contains detailed information and sample calculations.
 
TRANSFERS DURING THE INCOME PHASE
 
   
Transfers are subject to the same limitations as transfers during the
Accumulation Phase. (See "Investment Options - Transfers During the Accumulation
Phase"). However, you can only make one transfer each month. You may not
transfer money from the fixed investment options to the variable Portfolios or
from the variable Portfolios to the fixed investment options during the Income
Phase. You may transfer money among the variable Portfolios.
    
 
DEFERMENT OF PAYMENTS
 
We may defer making fixed payments for up to six months, or less if required by
state law. Interest will be credited to you during the deferral period.
 
   
================================================================
                           3. PURCHASING A POLARIS II
                                VARIABLE ANNUITY
================================================================
    
 
A Purchase Payment is the money you give us to buy the contract, as well as any
additional money you give us to invest in the contract after you own it. You can
purchase a Non-qualified contract with a minimum initial investment of $5,000
and a Qualified contract with a minimum initial investment of $2,000. The
maximum we accept is $1,000,000 without prior approval. Payments in amounts of
$500 or more may be added to your Non-qualified contract ($250 or more for
Qualified contracts) at any time during the Accumulation Phase. You can make
scheduled subsequent Purchase Payments of $20 or more per month by enrolling in
the Automatic Payment Plan.
 
We may refuse any Purchase Payment. In general, we will not issue a
Non-qualified contract to anyone who is age 90 or older or a Qualified contract
to anyone who is age 70 1/2 or older unless you can show that the minimum
distributions required by the IRS are being made.
 
ALLOCATION OF PURCHASE PAYMENTS
 
When you purchase a contract, you will allocate your Purchase Payment to the
variable investment Portfolios and/or the fixed investment options. If you make
additional Purchase Payments, we will allocate them in the same way unless you
tell us otherwise.
 
Once we receive your Purchase Payment and a complete application at our
principal place of business, we will issue your contract and allocate your first
Purchase Payment within two business days. If you do not give us all the
necessary information, we will contact you to obtain it. If we are unable to
complete this process within five business days, we will either send back your
money or get your permission to keep it until we get all the necessary
information.
 
                                        6
<PAGE>   13
 
ACCUMULATION UNITS
 
The value of the variable portion of your contract will go up or down depending
upon the investment performance of the Portfolio(s) you choose. In order to keep
track of the value of your contract, we use a unit of measure called an
Accumulation Unit, which works like a share of a mutual fund. During the Income
Phase, we call them Annuity Units.
 
The value of an Accumulation Unit is determined each day that the New York Stock
Exchange ("NYSE") is open. We calculate an Accumulation Unit value for each
Portfolio after the NYSE closes each day. We do this by:
 
     (1) determining the total value of money invested in the particular
         Portfolio;
 
     (2) subtracting from that amount any insurance charges and any other
         charges such as taxes; and
 
     (3) dividing this amount by the number of outstanding Accumulation Units.
 
The value of an Accumulation Unit may go up or down from day to day. When you
make a Purchase Payment, we credit your contract with Accumulation Units. The
number of Accumulation Units credited is determined by dividing the amount of
the Purchase Payment allocated to a Portfolio by the value of the Accumulation
Unit for that Portfolio.
 
     EXAMPLE:
 
     We receive a $25,000 Purchase Payment from you on Wednesday. You want the
     money to go to the Global Bond Portfolio. We determine that the value of an
     Accumulation Unit for the Global Bond Portfolio is $11.10 when the NYSE
     closes on Wednesday. We then divide $25,000 by $11.10 and credit your
     contract on Wednesday night with 2252.252 Accumulation Units for the Global
     Bond Portfolio.
 
FREE LOOK
 
If you change your mind about owning this contract, you can cancel it within ten
days after receiving it (or longer if required by state law) by mailing it back
to our Annuity Service Center at P.O. Box 54299, Los Angeles, California
90054-0299. You will receive back whatever your contract is worth on the day we
receive your request. Its value may be more or less than the money you initially
invested. Thus, the investment risk is borne by you during the free look period.
 
   
In certain states or if you purchase your contract as
an IRA, we may be required to return your Purchase Payment. If that is the case,
we reserve the right to put your money in the Cash Management Portfolio during
the free look period. At the end of the period, we will reallocate your money as
you selected. If you cancel your contract during the free look period,
we will return to you the greater of your Purchase Payments or the value of your
contract.
    
================================================================
                             4. INVESTMENT OPTIONS
================================================================
 
VARIABLE INVESTMENT OPTIONS
 
   
The contract offers 25 variable investment Portfolios which invest in shares of
the Anchor Series Trust or the SunAmerica Series Trust. These Portfolios are
listed below. Additional Portfolios may be available in the future. SunAmerica
Asset Management Corp., an indirect wholly owned subsidiary of SunAmerica Inc.,
is the investment adviser for both Trusts. The Trusts serve as underlying
investments for other variable contracts sold by Anchor National, its affiliate,
First SunAmerica Life Insurance Company, and other unaffiliated insurance
companies. Neither Anchor National nor the Trusts believes offering shares of
the Trusts in this manner will be disadvantageous to you. We will monitor the
Trusts for any conflicts that may arise between contract owners. Additional
information is contained in the prospectuses for the Trusts.
    
 
     ANCHOR SERIES TRUST
 
Wellington Management Company, LLP serves as subadviser to the Anchor Series
Trust Portfolios. Anchor Series Trust has Portfolios in addition to those listed
below which are not available for investment under the contract. The 4 available
Portfolios are:
 
  MANAGED BY WELLINGTON MANAGEMENT COMPANY, LLP
       - Capital Appreciation Portfolio
       - Growth Portfolio
       - Natural Resources Portfolio
       - Government and Quality Bond Portfolio
 
     SUNAMERICA SERIES TRUST
 
Various subadvisers provide investment advice for the SunAmerica Series Trust
Portfolios. The 21 Portfolios and the subadvisers are:
 
   MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
       - Global Equities Portfolio
       - Alliance Growth Portfolio
       - Growth-Income Portfolio
   
   MANAGED BY DAVIS SELECTED ADVISERS, L.P.
       - Venture Value Portfolio
       - Real Estate Portfolio
    
   MANAGED BY FEDERATED INVESTORS
       - Federated Value Portfolio
       - Utility Portfolio
       - Corporate Bond Portfolio
 
                                        7
<PAGE>   14
 
   MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT/
   GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL
       - Asset Allocation Portfolio
       - Global Bond Portfolio
   MANAGED BY MORGAN STANLEY ASSET MANAGEMENT INC.
       - International Diversified Equities Portfolio
       - Worldwide High Income Portfolio
   MANAGED BY PHOENIX INVESTMENT COUNSEL, INC.
       - Growth/Phoenix Investment Counsel Portfolio
       - Balanced/Phoenix Investment Counsel Portfolio
   
   MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
       - Putnam Growth Portfolio
       - International Growth and Income Portfolio
       - Emerging Markets Portfolio
    
   MANAGED BY SUNAMERICA ASSET MANAGEMENT CORP.
       - Aggressive Growth Portfolio
       - SunAmerica Balanced Portfolio
       - High-Yield Bond Portfolio
       - Cash Management Portfolio
 
YOU SHOULD READ THE PROSPECTUSES FOR THE ANCHOR SERIES TRUST AND THE SUNAMERICA
SERIES TRUST CAREFULLY BEFORE INVESTING. THESE PROSPECTUSES CONTAIN DETAILED
INFORMATION ABOUT THE PORTFOLIOS AND ARE ATTACHED TO THIS PROSPECTUS.
 
FIXED INVESTMENT OPTIONS
 
   
The contract also offers 6 fixed investment options. We currently offer fixed
investment options for 1, 3, 5, 7, and 10 year periods and a 1-year DCA account
option for contract owners participating in the Dollar Cost Averaging Program.
The fixed investment options offer interest rates that are guaranteed by Anchor
National. Interest rates may differ from time to time due to changes in market
conditions but will not be less than 3%. The interest rates offered for a
specified period for new Purchase Payments may differ from the interest rates
offered for money already in the fixed investment option. Once an interest rate
is established, it will not change during the specified period.
    
 
The interest rates are set at Anchor National's sole discretion.
 
If you have money allocated to the 1, 3, 5, 7 or 10 year fixed investment
options, you can renew for another 1, 3, 5, 7 or 10 year period or put your
money into one or more of the variable Portfolios after the end of the specified
period. Unless you specify otherwise before the end of the period, we will keep
your money in the fixed investment option for the same period you previously
selected. You will receive the interest rate then in effect.
 
The 1-year fixed investment option and the 1-year DCA account are not registered
under the Securities Act of 1933 and are not subject to other provisions of the
Investment Company Act of 1940.
 
     MARKET VALUE ADJUSTMENT
 
NOTE: THE FOLLOWING DISCUSSION APPLIES TO THE 3, 5, 7 AND 10 YEAR FIXED
INVESTMENT OPTIONS ONLY.
 
If you take your money out of the fixed investment options (whether by
withdrawal, transfer or annuitization) before the end of the specified period,
we will make an adjustment to the value of your contract. This adjustment,
called a "market value adjustment," can increase or decrease the value of your
contract. The market value adjustment reflects the differing interest rate
environments between the time you put your money into the fixed investment
option and the time you take your money out of the fixed investment option.
 
We calculate the market value adjustment by comparing the interest rate you
received on the money you put into the fixed investment option against the
interest rate we are currently offering to contract owners for the period of
time remaining in the specified period. If we do not offer an interest rate for
that period, the interest rate will be determined by linear interpolation
between interest rates for the two nearest periods that are available.
 
Generally, if interest rates have dropped between the time you put your money
into the fixed investment option and the time you take it out, there will be a
positive adjustment to the value of your contract. Conversely, if interest rates
have increased between the time you put your money into the fixed investment
option and the time you take it out, there will be a negative adjustment to the
value of your contract.
 
If the market value adjustment is negative, it will be assessed first against
any money remaining in the fixed investment option and then against the money
you take out of the fixed investment option. If the market value adjustment is
positive, it will be added to the amount you take out of the fixed account.
 
Appendix A provides more information about how we calculate the market value
adjustment and gives some examples of the impact of the adjustment.
 
TRANSFERS DURING THE ACCUMULATION PHASE
 
You can transfer money among the Portfolios and the fixed investment options by
written request or by telephone. You can make fifteen transfers every year
without charge. We measure a year from the anniversary of the day we issued your
contract. If you make more than 15 transfers in a year, there is a $25 transfer
fee for each transfer thereafter ($10 in Pennsylvania and Texas).
 
The minimum amount you can transfer is $100. You cannot make a partial transfer
if the value of the Portfolio from which the transfer is being made would be
less than $100 after the transfer. Your request for transfer must clearly state
which investment options are involved and the amount. We will accept transfers
by telephone unless you specify otherwise on your contract application. We have
in place procedures to provide reasonable assurance that instructions given to
us by telephone are genuine. Thus, we disclaim all liability for any claim, loss
or expense from any error. If we
 
                                        8
<PAGE>   15
 
fail to use such procedures, we may be liable for any losses due to unauthorized
or fraudulent instructions.
 
We reserve the right to modify, suspend or terminate the transfer provisions at
any time. We also reserve the right to waive the $100 minimum amount for Dollar
Cost Averaging and Asset Allocation Rebalancing.
 
DOLLAR COST AVERAGING PROGRAM
 
The Dollar Cost Averaging Program allows you to systematically transfer a set
amount or percentage from one variable Portfolio or the 1-year fixed investment
option to any other variable Portfolio(s). You can also select to transfer the
entire value in a variable Portfolio or the 1-year fixed investment option in a
stated number of transfers. Transfers may be on a monthly or quarterly basis.
You can change the
amount or frequency at any time by notifying us in writing. The minimum amount
that can be transferred is $100.
 
You may also set up dollar cost averaging using the 1-year DCA account. In that
case, all your money in that account will be transferred to the variable
Portfolio(s) in either 12 or 4 transfers by the end of the 1-year period,
depending on the frequency you selected. Once selected, you cannot change the
amount or frequency. The minimum amount that can be transferred from the 1-year
DCA account is also $100.
 
The interest rate offered for the 1-year DCA account may be different from the
interest rate offered to contract owners using the 1-year fixed investment
option for this program. If you terminate this program and are dollar cost
averaging from the 1-year DCA account, any money remaining in the 1-year DCA
account will be automatically transferred to the 1-year fixed investment option
and earn the interest rate then in effect for that investment option.
 
By allocating amounts on a regular schedule as opposed to allocating the total
amount at one particular time, you may be less susceptible to the impact of
market fluctuations. However, there is no assurance that you will make a greater
profit. You are still subject to loss in a declining market. Dollar cost
averaging involves continuous investment in securities regardless of fluctuating
price levels. You should consider your financial ability to continue to invest
through periods of fluctuating prices.
 
Transfers under the program are included as part of your 15 free transfers each
year. However, any transfer to the 1-year fixed investment option upon
termination of this program will not be counted against your 15 free transfers.
We reserve the right to modify, suspend or terminate this program at any time.
 
     EXAMPLE:
 
     Assume that you want to gradually move $750 each quarter from the Cash
     Management Portfolio to the Aggressive Growth Portfolio over six quarters.
     You set up dollar cost averaging and purchase Accumulation Units at the
     following values:
 
<TABLE>
<S>         <C>            <C>
- -----------------------------------------
             ACCUMULATION      UNITS
  QUARTER        UNIT        PURCHASED
- -----------------------------------------
     1          $ 7.50          100
     2          $ 5.00          150
     3          $10.00           75
     4          $ 7.50          100
     5          $ 5.00          150
     6          $ 7.50          100
- -----------------------------------------
</TABLE>
 
     You paid an average price of only $6.67 per Accumulation Unit over the six
     quarters, while the average market price actually was $7.08. By investing
     an equal amount of money each month, you automatically buy more
     Accumulation Units when the market price is low and fewer Accumulation
     Units when the market price is high.
 
ASSET ALLOCATION REBALANCING PROGRAM
 
Once your money has been allocated among the investment options, the earnings
from each investment option may cause your original percentage allocations to
change. You can direct us to automatically rebalance your contract to return to
your original percentage allocations by selecting our Asset Allocation
Rebalancing Program. Rebalancing may be on a calendar quarter, semiannual or
annual basis. Rebalancing will occur on the last business day of the month for
the period you selected.
 
Transfers under the program are not counted against your 15 free transfers each
year. We reserve the right to modify, suspend or terminate this program at any
time.
 
     EXAMPLE:
 
     Assume that you want your initial Purchase Payment split between two
     Portfolios. You want 50% in the Corporate Bond Portfolio and 50% in the
     Growth Portfolio. Over the next calendar quarter, the bond market does very
     well while the stock market performs poorly. At the end of the calendar
     quarter, the Corporate Bond Portfolio now represents 60% of your holdings
     because it has increased in value and the Growth Portfolio represents 40%
     of your holdings. If you had chosen quarterly rebalancing, on the last day
     of that quarter, we would sell some of your units in the Corporate Bond
     Portfolio to bring its holdings back to 50% and use the money to buy more
     units in the Growth Portfolio to increase those holdings to 50%.
 
   
PRINCIPAL ADVANTAGE PROGRAM
 
The Principal Advantage Program allows you to allocate Purchase Payments to a
fixed investment option and one or more variable Portfolios without any market
risk to your principal. You decide how much you want to invest and when you
would like a return of your principal. We will calculate how much of your
Purchase Payment needs to be allocated to the 1, 3, 5, 7 or 10 year fixed
investment options to ensure
    
 
                                        9
<PAGE>   16
 
   
that this money will grow to equal the full amount of your Purchase Payment by
the end of the selected period. The rest of your Purchase Payment may then be
divided among the variable Portfolios where it has the potential to achieve
greater growth.
 
We reserve the right to modify, suspend or terminate this program at any time.
 
     EXAMPLE:
 
     Assume that you want to allocate a portion of your initial Purchase Payment
     of $100,000 to the fixed investment option. You want the amount allocated
     to the fixed investment option to grow to $100,000 in 7 years. If the
     7-year fixed investment option is offering a 7% interest rate, we will
     allocate $62,275 to the 7-year fixed investment option to ensure that this
     amount will grow to $100,000 at the end of the 7-year period. The remaining
     $37,725 may be allocated among the variable Portfolios, as determined by
     you, to provide opportunity for greater growth.
    
 
VOTING RIGHTS
 
Anchor National is the legal owner of the Trusts' shares. However, when a
Portfolio solicits proxies in conjunction with a vote of shareholders, we are
required to obtain from you instructions as to how to vote those shares. When we
receive those instructions, we will vote all of the shares we own in proportion
to those instructions. This will also include any shares that we own on our
behalf. Should we determine that we are no longer required to comply with the
above, we will vote the shares in our own right.
 
SUBSTITUTION
 
If any of the Portfolios you selected are no longer available, we may be
required to substitute shares of another Portfolio. We will seek prior approval
of the SEC and give you notice before doing this.
 
================================================================
                                  5. EXPENSES
================================================================
 
There are charges and other expenses associated with the contract that will
reduce your investment return. These charges and expenses are described below.
 
INSURANCE CHARGES
 
Each day, we make a deduction for our insurance charges. This is done as part of
our calculation of the value of the Accumulation Units during the Accumulation
Phase and the Annuity Units during the Income Phase. The insurance charges
consist of the mortality and expense risk and the distribution expense charge.
 
     MORTALITY AND EXPENSE RISK CHARGE
 
This charge is equal, on an annual basis, to 1.37% of the daily value of the
contract invested in a Portfolio. This charge is for our obligation to make
annuity payments, to provide the death benefits and for assuming the risk that
the current charges will be insufficient in the future to cover the cost of
administering the contract.
 
If the charges under the contract are not sufficient, we will bear the loss. We
will not increase this charge. We may use any profits from this charge to pay
for the costs of distributing the contract.
 
     DISTRIBUTION EXPENSE CHARGE
 
This charge is equal, on an annual basis, to .15% of the daily value of the
contract invested in a Portfolio. This charge is for all expenses associated
with the distribution of the contract. These expenses include preparing the
contract, confirmations and statements, providing sales support, and maintaining
contract records. If this charge is not enough to cover the costs of
distributing the contract, we will bear the loss.
 
WITHDRAWAL CHARGES
 
Withdrawals in excess of your free withdrawal amount, as described in more
detail under "Access To Your Money," will be assessed a withdrawal charge. You
will not receive the benefit of any free withdrawal amount if you withdraw your
entire contract value.
 
We keep track of each Purchase Payment and assess a charge based on the length
of time a Purchase Payment is in your contract before it is withdrawn. After a
Purchase Payment has been in your contract for seven years, no withdrawal
charges are assessed on withdrawals of that Purchase Payment.
 
The withdrawal charge is assessed as a percentage of the Purchase Payment you
withdraw, which declines each year the Purchase Payment is in the contract as
follows:
 
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------
           YEAR                1      2      3      4      5      6      7      8+
- -----------------------------------------------------------------------------------
<C>                           <S>    <C>    <C>    <C>    <C>    <C>    <C>    <C>
     WITHDRAWAL CHARGE        7%     6%     5%     4%     3%     2%     1%     0%
- ----------------------------------------------------------------
</TABLE>
 
If the withdrawal is for only part of the contract, we will deduct the
withdrawal charge from the remaining value in your contract. For purposes of
calculating the withdrawal charge, we treat withdrawals as coming from the
oldest Purchase Payment first. However, for tax purposes, earnings are
considered withdrawn first.
 
We will not assess a withdrawal charge for money withdrawn to pay a death
benefit or for annuity payments during the Income Phase.
 
INVESTMENT CHARGES
 
If you have money allocated to the variable Portfolios, there are deductions
from and expenses paid out of the assets of the various Portfolios. These
investment charges are summarized in the Fee Tables. For more detailed
information, you should refer to the prospectuses for the Anchor Series Trust
and the SunAmerica Series Trust.
 
                                       10
<PAGE>   17
 
CONTRACT MAINTENANCE FEE
 
During the Accumulation Phase, we will deduct a $35 contract maintenance fee
($30 in North Dakota) from your contract on each contract anniversary. This fee
is for expenses incurred to establish and maintain your contract. This fee
cannot be increased. If you make a complete withdrawal from your contract, the
entire contract maintenance fee will be deducted prior to the withdrawal.
 
We will not deduct the contract maintenance fee if the value of your contract is
$50,000 or more when the deduction is to be made. We may discontinue this
practice at any time.
 
TRANSFER FEE
 
You can make 15 free transfers every year. We measure a year from the day we
issue your contract. If you make more than 15 transfers a year, we will deduct a
$25 transfer fee on each subsequent transfer ($10 in Pennsylvania and Texas).
 
PREMIUM TAXES
 
We are responsible for the payment of premium taxes, if any, charged by some
states and will make a deduction from your contract for them. These taxes are
due either when the contract is issued or when annuity payments begin. It is our
current practice not to charge you for these taxes until annuity payments begin
or a full surrender is made. In the future, we may discontinue this practice and
assess the tax when it is due or upon the payment of the death benefit.
 
Appendix B provides more information about the premium taxes assessed in each
state.
 
INCOME TAXES
 
Although we do not currently deduct any income taxes borne under your contract,
we reserve the right to do so in the future.
 
REDUCTION OR ELIMINATION OF CERTAIN CHARGES
 
We will reduce or eliminate the amount of certain insurance charges when the
contract is sold to groups of individuals under circumstances which reduce its
sales expenses. We will determine the eligibility of such groups by considering
the following factors: (1) the size of the group; (2) the total amount of
Purchase Payments we expect to receive from the group; (3) the nature of the
purchase and the persistency we expect in that group; (4) the purpose of the
purchase and whether that purpose makes it likely that expenses will be reduced;
and (5) any other circumstances which we believe to be relevant in determining
whether reduced sales expenses may be expected.
 
================================================================
                                    6. TAXES
================================================================
 
NOTE: WE HAVE PREPARED THE FOLLOWING INFORMATION ON TAXES AS A GENERAL
DISCUSSION OF THE SUBJECT. IT IS NOT INTENDED AS TAX ADVICE. YOU ARE CAUTIONED
TO SEEK COMPETENT TAX ADVICE ABOUT YOUR OWN CIRCUMSTANCES. WE DO NOT GUARANTEE
THE TAX STATUS OF THE ANNUITY.
 
ANNUITY CONTRACTS IN GENERAL
 
The Internal Revenue Code ("IRC") provides for special rules regarding the tax
treatment of annuity contracts. Generally, you will not be taxed on the earnings
in your annuity contract until you take the money out. Different rules apply
depending on how you take the money out and whether your contract is Qualified
or Non-qualified.
 
If you do not purchase your contract under a pension plan, specially sponsored
program or an individual retirement account, your contract is referred to as a
Non-qualified contract and receives different tax treatment than a Qualified
contract. In general, your cost basis in a Non-qualified contract is equal to
the Purchase Payments you put into the contract. You have already been taxed on
the cost basis in your contract.
 
If you purchase your contract under a pension plan, specially sponsored program
or as an individual retirement account, your contract is referred to as a
Qualified contract. Examples of qualified plans are: Individual Retirement
Annuities, Tax-Sheltered Annuities (referred to as 403(b) contracts), H.R. 10
Plans (referred to as Keogh Plans) and pension and profit sharing plans,
including 401(k) plans. Typically you have not paid any tax on the Purchase
Payments used to buy your contract and therefore, you have no cost basis in your
contract.
 
TAX TREATMENT OF DISTRIBUTIONS-
NON-QUALIFIED CONTRACTS
 
If you make a withdrawal from a Non-qualified contract, the IRC treats such a
withdrawal as first coming from the earnings and then as coming from your
Purchase Payments. For annuity payments, any portion of each payment that is
considered a return of your Purchase Payment will not be taxed. Withdrawn
earnings are treated as income to you and are taxable. The IRC further provides
for a 10% tax penalty on any earnings that are withdrawn other than in
conjunction with the following circumstances: (1) after reaching age 59 1/2; (2)
by your Beneficiary after you die; (3) after you become disabled (as defined in
the IRC); (4) in a series of substantially equal installments made for your life
or for the joint lives of you and your Beneficiary; (5) under an immediate
annuity; or (6) which come from Purchase Payments made prior to August 14, 1982.
 
TAX TREATMENT OF DISTRIBUTIONS-
QUALIFIED CONTRACTS
 
Generally, you have not paid any taxes on the Purchase Payments used to buy a
Qualified contract or on any earnings and therefore, any amount you take out as
a withdrawal or as annuity payments will be taxable income. The IRC further
provides for a 10% tax penalty on any withdrawal or annuitization paid to you
other than in conjunction with the following circumstances: (1) after reaching
age 59 1/2; (2) by
 
                                       11
<PAGE>   18
 
your Beneficiary after you die; (3) after you become disabled (as defined in the
IRC); (4) in a series of substantially equal installments made for your life or
for the joint lives of you and your Beneficiary; and, except in the case of an
IRA as to the following (5) after you separate from service after attaining age
55; (6) to the extent such withdrawals do not exceed limitations set by the IRC
for amounts paid during the taxable year for medical care; and (7) to an
alternate payee pursuant to a qualified domestic relations order.
 
The IRC limits the withdrawal of Purchase Payments from certain Tax-Sheltered
Annuities. Withdrawals can only be made when an owner: (1) reaches age 59 1/2;
(2) leaves his or her job; (3) dies; (4) becomes disabled (as defined in the
IRC); or (5) in the case of hardship. In the case of hardship, the owner can
only withdraw an amount equal to Purchase Payments and not any earnings.
 
DIVERSIFICATION
 
The IRC imposes certain diversification requirements on the underlying
investments for a variable annuity in order to be treated as a variable annuity
for tax purposes. We believe that the variable Portfolios are being managed so
as to comply with these requirements.
 
The diversification regulations do not provide guidance as to the circumstances
under which you, because of the degree of control you exercise over the
underlying investments, and not Anchor National, would be considered the owner
of the shares of the Portfolios. It is unknown to what extent owners are
permitted to select investments, to make transfers among portfolios or the
number and type of portfolios owners may select from. If any guidance is
provided which is considered a new position, then the guidance would generally
be applied prospectively. However, if such guidance is considered not to be a
new position, it may be applied retroactively. This would mean you, as the owner
of the contract, could be treated as the owner of the variable investment
Portfolios.
 
Due to the uncertainty in this area, we reserve the right to modify the contract
in an attempt to maintain favorable tax treatment.
 
================================================================
                            7. ACCESS TO YOUR MONEY
================================================================
 
Under your contract, money can be accessed in the following ways: (1) by making
a withdrawal, either for a part of the value of your contract or for the entire
value of your contract during the Accumulation Phase; (2) by receiving annuity
payments during the Income Phase; and (3) when a death benefit is paid to your
Beneficiary.
 
Generally, withdrawals are subject to a withdrawal charge, a market value
adjustment if the money is withdrawn from the 3, 5, 7 or 10 year fixed
investment options and, if you withdraw your entire contract value, premium
taxes and a contract maintenance fee. (See "Expenses" for more complete
information).
 
Your contract provides for a free withdrawal amount. For purposes of calculating
your free withdrawal amount, there are some special terms you should know and
understand how we define and calculate them.
 
   
Your "total invested amount" is equal to the sum of all your Purchase Payments
less any amounts previously withdrawn that incurred a withdrawal charge, and
less any Purchase Payments withdrawn that were not subject to a withdrawal
charge. A "penalty-free earnings" amount is also calculated by taking the value
of your contract on the day you make the withdrawal and subtracting your total
invested amount. Any free withdrawals made in excess of your penalty-free
earnings will be considered a withdrawal of future penalty-free earnings and
therefore not a withdrawal of your total invested amount.
    
 
During the first year, your free withdrawal amount is equal to the penalty-free
earnings in your contract as of the date you make the withdrawal or, if you
participate in the Systematic Withdrawal Program, you may withdraw 10% of your
total invested amount less any withdrawals made during the year. After the first
year, your maximum free withdrawal amount is the greater of: (1) the
penalty-free earnings or (2) 10% of your total invested amount that has been
invested for at least one year, less any withdrawals made during the year.
 
Although amounts withdrawn free of a withdrawal charge may reduce your
principal, they do not reduce your "total invested amount" for purposes of
calculating the withdrawal charge, the penalty-free earnings in your contract or
the free withdrawal amount under the Systematic Withdrawal Program. As a result,
you will not receive the benefit of any free withdrawal amounts if you make a
complete withdrawal of your contract.
 
If you make a complete withdrawal, you will receive the value of your contract,
less any applicable fees and charges, as calculated on the day following receipt
by us at our principal place of business of a complete withdrawal request. Your
contract must be submitted as well.
 
Under most circumstances, partial withdrawals must be for a minimum of $1,000.
We require that the value left in any Portfolio or the fixed investment option
be at least $100 after the withdrawal. Unless you provide us with different
instructions, partial withdrawals will be made pro rata from each Portfolio and
the fixed investment option in which your contract is invested. You must send a
written withdrawal request to us prior to any withdrawal being made.
 
We may be required to suspend or postpone the payment of a withdrawal for any
period of time when: (1) the NYSE is closed (other than a customary weekend and
holiday closings); (2) trading on the NYSE is restricted; (3) an emergency
exists such that disposal of or determination of the value of shares of the
portfolios is not reasonably practicable; (4) the SEC, by order, so permits for
the protection of contract owners.
 
Additionally, we reserve the right to defer payments for a withdrawal from the
fixed investment option for the period permitted by law but not for more than
six months.
 
                                       12
<PAGE>   19
 
SYSTEMATIC WITHDRAWAL PROGRAM
 
This program allows you to receive either monthly, quarterly, semiannual or
annual checks during the Accumulation Phase. You can also choose to have
systematic withdrawals electronically wired to your bank account. The minimum
amount of each withdrawal is $250. Withdrawals may be taxable and a 10% IRS tax
penalty may apply if you are under age 59 1/2. There is no charge for
participating in this program.
 
This program is not available to everyone. Please check with our Annuity Service
Center, which can provide the necessary enrollment forms. We reserve the right
to modify, suspend or terminate this program at any time.
 
WITHDRAWAL CHARGES, MARKET VALUE ADJUSTMENTS, INCOME TAXES, TAX PENALTIES AND
CERTAIN RESTRICTIONS MAY APPLY TO ANY WITHDRAWAL YOU MAKE.
 
MINIMUM CONTRACT VALUE
 
Where permitted by state law, we may terminate your contract if both of the
following occur: (1) your contract is less than $500 as a result of withdrawals
and (2) no Purchase Payments have been made during the past three years. We will
provide you with sixty days written notice and distribute the contract's
remaining value to you.
 
================================================================
                                 8. PERFORMANCE
================================================================
 
From time to time we may advertise the Cash Management Portfolio's yield and
effective yield. In addition, the other variable investment Portfolios may also
advertise total return, gross yield and yield to maturity information. These
figures are based on historical data and are not intended to indicate future
performance.
 
   
For periods starting prior to the date the contracts were first offered, the
performance will be derived from the performance of the corresponding portfolios
of the Trusts, modified to reflect Polaris II charges and expenses as if the
contracts had been in existence during the period stated in the advertisement.
Thus, these figures should not be construed to reflect actual historic
performance.
    
 
   
More detailed information on the method used to calculate performance for the
Portfolios is contained in the SAI.
    
 
   
The performance of each Portfolio may also be measured against unmanaged market
indices, including but not limited to the Dow Jones Industrial Average, the
Standard & Poor's 500, the Russell 1000 Growth Index, the Morgan Stanley Capital
International Europe, Australia, and Far East Index (EAFE) and the Morgan
Stanley Capital International World Index, and may be compared to that of other
variable annuities with similar objectives and policies as reported by
independent rating services such as Morningstar, Inc., Lipper Analytical
Services, Inc. or Variable Annuity Reporting Data Service.
    
 
   
At times Anchor National may also advertise the ratings and other information
assigned to it by independent rating organizations such as A.M. Best Company
("A.M. Best"), Moody's Investors Service, Inc. ("Moody's"), Standard & Poor's
Insurance Rating Services ("S&P"), and Duff & Phelps. A.M. Best's and Moody's
ratings reflect their current opinion of our financial strength and performance
in comparison to others in the life/health insurance industry. S&P's and Duff &
Phelps' ratings measure the ability of an insurance company to meet its
obligations under insurance policies it issues and do not measure the ability of
such companies to meet other non-policy obligations. The ratings also do not
relate to the performance of the Portfolios.
    
 
================================================================
                                9. DEATH BENEFIT
================================================================
 
   
If you should die during the Accumulation Phase of your contract, we will pay a
death benefit to your Beneficiary. You must select from the two death benefit
options described below at the time you purchase your contract. Once selected,
the death benefit option may not be changed. You should discuss with your
financial representative the options available to you and which option is best
for you.
    
 
OPTION 1 - PURCHASE PAYMENT ACCUMULATION OPTION
 
The death benefit is the greater of:
 
(1) the value of your contract at the time we receive adequate proof of death,
 
(2) total Purchase Payments less any withdrawals, all compounded at 4% annually
    until the date of death (3% if age 70 or older at time of issue), or
 
(3) the value of your contract on the seventh contract anniversary less any
    withdrawals plus any additional Purchase Payments since the seventh
    anniversary, all compounded at 4% annually until the date of death (3% if
    age 70 or older at time of issue).
 
OPTION 2 - MAXIMUM ANNIVERSARY VALUE OPTION
 
The death benefit is the greater of:
 
   
(1) the value of your contract at the time we receive adequate proof of death,
    
 
(2) total Purchase Payments less any withdrawals, or
 
(3) the maximum of the anniversary values up to your 81st birthday. The
    anniversary value is equal to the value of your contract on the contract
    anniversary less any withdrawals plus any additional Purchase Payments since
    that anniversary.
 
If you are age 90 or older at the time of death, the death benefit under option
2 is the value of your contract at the time we receive adequate proof of death.
 
In general, you would not get the advantage of the second option if you are over
age 80 at the time your contract is issued or age 90 or older at the time of
death.
 
The death benefit is not paid after you switch to the Income Phase. During the
Income Phase, your Beneficiary(ies) will
 
                                       13
<PAGE>   20
 
receive any remaining guaranteed annuity payments in accordance with the annuity
option you choose.
 
You may select the Beneficiary(ies) to receive any amounts payable on death. You
may change the Beneficiary at any time, unless you previously made an
irrevocable Beneficiary designation. A new Beneficiary designation in not
effective until we record the change.
 
   
The death benefit is immediately payable under the contract. However, in any
event, the entire death benefit must be paid within five years of the date of
death unless the Beneficiary elects to have it payable in the form of an
annuity. If the Beneficiary elects an annuity option, it must be paid over the
Beneficiary's lifetime or for a period not extending beyond the Beneficiary's
life expectancy. If the Beneficiary is the spouse of the owner, he or she can
elect to continue the contract at the then current value, in which case he or
she will not receive the death benefit.
    
 
The death benefit will be paid out when we receive adequate proof of death: (1)
a certified copy of a death certificate; (2) a certified copy of a decree of
court of competent jurisdiction as to the finding of death; (3) a written
statement by a medical doctor who attended the deceased at the time of death; or
(4) any other proof satisfactory to us. We may also require additional
documentation or proof in order for the death benefit to be paid. If the
Beneficiary does not make a specific election within sixty days of our receipt
of such proof of death, the death benefit will be paid in a lump sum.
 
================================================================
                             10. OTHER INFORMATION
================================================================
 
ANCHOR NATIONAL
 
   
Anchor National and its affiliates, SunAmerica Life Insurance Company, First
SunAmerica Life Insurance Company, CalFarm Life Insurance Company, SunAmerica
Asset Management Corp., Imperial Premium Finance, Inc., Resources Trust Company
and three broker-dealers, offer a full line of financial services, including
fixed and variable annuities, mutual funds, premium finance, broker-dealer and
trust administration services. Anchor National is an indirect wholly owned
subsidiary of SunAmerica Inc. Anchor National is licensed to do business in the
District of Columbia and all states except New York.
    
 
THE SEPARATE ACCOUNT
 
   
Anchor National originally established a separate account, Variable Separate
Account, under California law on June 25, 1981. We redomesticated under Arizona
law on January 1, 1996 and the separate account was assumed by Anchor National.
The separate account is registered with the SEC as a unit investment trust under
the Investment Company Act of 1940.
    
 
   
Anchor National owns the assets in the separate account. However, the assets in
the separate account are not chargeable with liabilities arising out of any
other business Anchor National may conduct. Income, gains and losses (realized
and unrealized) resulting from the assets in the separate account are credited
to or charged against the separate account without regard to other income, gains
or losses of Anchor National.
    
 
THE GENERAL ACCOUNT
 
If you put your money into the fixed investment options, it goes into Anchor
National's general account. The general account is made up of all of Anchor
National's assets other than assets attributable to a separate account. All of
the assets in the general account are chargeable with the claims of any Anchor
National contract owners as well as all creditors. The general account is
invested in assets permitted by state insurance law.
 
DISTRIBUTION
 
The contract is sold through registered representatives of broker-dealers.
Commissions are paid to registered representatives for the sale of contracts.
Commissions are not expected to exceed 7% of your Purchase Payment. Under some
circumstances, we may pay a persistency bonus in addition to standard
commissions. Usually the standard commission is lower when we pay a persistency
bonus, which is not anticipated to exceed 1.5% annually. Commissions paid to
registered representatives are not directly deducted from your Purchase Payment.
 
SunAmerica Capital Services, Inc., 733 Third Avenue, 4th Floor, New York, New
York 10017 acts as the distributor of the contracts. SunAmerica Capital
Services, Inc., an affiliate of Anchor National, is registered as a
broker-dealer under the Exchange Act of 1934 and is a member of the National
Association of Securities Dealers, Inc.
 
ADMINISTRATION
 
We are responsible for all the administrative servicing of your contract. Please
contact Anchor National's Annuity Service Center at the telephone number and
address provided in the profile section of this prospectus if you have any
comment, question or service request.
 
We will send out transaction confirmations and quarterly statements. Please
review these documents carefully and notify us of any inaccuracies immediately.
We will investigate all questions and, to the extent we have made an error, we
will retroactively adjust your contract provided you have notified us within
thirty days of receiving the transaction confirmation or quarterly statement, as
applicable. All other adjustments will be made as of the time we receive notice
of the error.
 
LEGAL PROCEEDINGS
 
There are no pending legal proceedings affecting the separate account. Anchor
National and its subsidiaries are engaged in various kinds of routine litigation
which, in management's judgment, are not of material importance to their
respective total assets or material with respect to the separate account.
 
OWNERSHIP
 
The Polaris II Variable Annuity is a Flexible Payment Group Deferred Annuity
Contract. A group contract is issued to a
 
                                       14
<PAGE>   21
 
contractholder, for the benefit of the participants in the group. You are a
participant in the group and will receive a certificate evidencing your
ownership. You, as the owner of a certificate, are entitled to all the rights
and privileges of ownership. As used in this prospectus, the term contract
refers to your certificate. In some states a Flexible Payment Individual
Modified Guaranteed and Variable Deferred Annuity Contract may be available
instead, which is identical to the group contract described in this prospectus
except that it is issued directly to the owner.
 
CUSTODIAN
 
State Street Bank and Trust Company, 225 Franklin Street, Boston, Massachusetts
02110, serves as the custodian of the assets of the separate account. Anchor
National pays State Street Bank for services based on a schedule of fees.
 
ADDITIONAL INFORMATION
 
Anchor National is subject to the informational requirements of the Securities
Exchange Act of 1934, as amended. In accordance with such requirements, we file
reports and other information with the SEC. Such reports and other information
we file can be inspected and copied. Copies can be obtained at the public
reference facilities of the SEC at Room 1024, 450 Fifth Street, N.W.,
Washington, D.C. 20549, or at the regional offices in Chicago and New York. The
addresses of these regional offices are as follows: 500 West Madison Street,
Chicago, Illinois 60661 and 7 World Trade Center, 13th Floor, New York, New York
10048. Copies of such material also can be obtained by mail from the Public
Reference Section of the SEC at 450 Fifth Street, N.W., Washington, D.C. 20549,
upon payment of the fees prescribed by the rules and regulations of the SEC at
prescribed rates.
 
Registration statements have been filed with the SEC, Washington, D.C., under
the Securities Act of 1933 as amended, relating to the contracts offered by this
prospectus. This prospectus does not contain all the information set forth in
the registration statements and the exhibits filed as part of the registration
statements. Reference should be made to such registration statements and
exhibits for further information concerning the separate account, Anchor
National and its general account, the Portfolios and the contract.
 
                                       15
<PAGE>   22
 
   
SELECTED CONSOLIDATED FINANCIAL DATA
 
The following selected financial data of Anchor National and its subsidiaries
should be read in conjunction with the consolidated financial statements and
notes thereto and Management's Discussion and Analysis of Financial Condition
and Results of Operation, both of which follow this selected information.
    
 
   
<TABLE>
<CAPTION>
                                                                                                            THREE MONTHS ENDED
                                                        YEARS ENDED SEPTEMBER 30,                              DECEMBER 31,
                                      --------------------------------------------------------------     ------------------------
                                         1992         1993         1994         1995         1996           1995         1996
                                      ----------   ----------   ----------   ----------   ----------     ----------   -----------
                                                                            (IN THOUSANDS)
<S>                                   <C>          <C>          <C>          <C>          <C>            <C>          <C>
RESULTS OF OPERATIONS
Net investment income...............  $   36,499   $   48,912   $   58,996   $   50,083   $   56,843     $   14,617   $    14,544
Net realized investment losses......     (22,749)     (22,247)     (33,713)      (4,363)     (13,355)       (12,800)      (19,116)
Fee income..........................      97,220      118,247      131,225      135,214      160,931         37,284        44,820
General and administrative
  expenses..........................     (55,615)     (55,142)     (52,636)     (61,629)     (80,048)       (16,997)      (22,322)
Provision for future guaranty fund
  assessments.......................          --       (4,800)          --           --           --             --            --
Amortization of deferred acquisition
  costs.............................     (18,224)     (30,825)     (44,195)     (58,713)     (57,520)       (13,658)      (13,817)
Annual commissions..................        (215)        (312)      (1,158)      (2,658)      (4,613)          (939)       (1,433)
Other income and expenses...........       9,218        9,679        8,801        7,063        7,070          1,768         2,270
                                        --------     --------     --------     --------     --------       --------      --------
PRETAX INCOME.......................      46,134       63,512       67,320       64,997       69,308          9,275         4,946
Income tax expense..................     (15,361)     (21,794)     (22,705)     (25,739)     (24,252)        (3,449)       (1,600)
                                        --------     --------     --------     --------     --------       --------      --------
Income from continuing operations...      30,773       41,718       44,615       39,258       45,056          5,826         3,346
Net income of subsidiaries sold to
  affiliates........................       1,312           --           --           --           --             --            --
                                        --------     --------     --------     --------     --------       --------      --------
INCOME BEFORE CUMULATIVE EFFECT OF
  CHANGE IN ACCOUNTING FOR INCOME
  TAXES.............................      32,085       41,718       44,615       39,258       45,056          5,826         3,346
Cumulative effect of change in
  accounting for income taxes.......          --           --      (20,463)          --           --             --            --
NET INCOME..........................  $   32,085   $   41,718   $   24,152   $   39,258   $   45,056     $    5,826   $     3,346
                                        ========     ========     ========     ========     ========       ========      ========
</TABLE>
    
 
   
<TABLE>
<CAPTION>
                                                             AT SEPTEMBER 30,                                AT DECEMBER 31,
                                      --------------------------------------------------------------     ------------------------
                                         1992         1993         1994         1995         1996           1995         1996
                                      ----------   ----------   ----------   ----------   ----------     ----------   -----------
                                                                            (IN THOUSANDS)
<S>                                   <C>          <C>          <C>          <C>          <C>            <C>          <C>
FINANCIAL POSITION
Investments.........................  $2,126,899   $2,093,100   $1,632,072   $2,114,908   $2,329,232     $1,964,418   $ 2,703,683
Variable annuity assets.............   3,284,507    4,170,275    4,486,703    5,230,246    6,311,557      5,418,534     6,784,374
Deferred acquisition costs..........     288,264      336,677      416,289      383,069      443,610        379,922       461,637
Other assets........................      91,588       71,337       67,062       55,474      120,136         81,466        76,014
                                        --------     --------     --------     --------     --------       --------      --------
TOTAL ASSETS........................  $5,791,258   $6,671,389   $6,602,126   $7,783,697   $9,204,535     $7,844,340   $10,025,708
                                        ========     ========     ========     ========     ========       ========      ========
Reserves for fixed annuity
  contracts.........................  $1,735,565   $1,562,136   $1,437,488   $1,497,052   $1,789,962     $1,473,964   $ 2,024,873
Reserves for guaranteed investment
  contracts.........................          --           --           --      277,095      415,544        277,167       420,871
Variable annuity liabilities........   3,284,507    4,170,275    4,486,703    5,230,246    6,311,557      5,418,534     6,784,374
Other reserves, payables and accrued
  liabilities.......................     398,045      495,308      195,134      227,953       96,196         79,466       157,622
Subordinated notes payable to
  Parent............................      15,500       34,432       34,712       35,832       35,832         35,832        35,903
Deferred income taxes...............      35,163       38,145       64,567       73,459       70,189         72,934        71,943
Shareholder's equity................     322,478      371,093      383,522      442,060      485,255        486,443       530,122
                                        --------     --------     --------     --------     --------       --------      --------
TOTAL LIABILITIES AND SHAREHOLDER'S
  EQUITY............................  $5,791,258   $6,671,389   $6,602,126   $7,783,697   $9,204,535     $7,844,340   $10,025,708
                                        ========     ========     ========     ========     ========       ========      ========
</TABLE>
    
 
   
MANAGEMENT DISCUSSION AND ANALYSIS
 
Management's discussion and analysis of financial condition and results of
operations of Anchor National for the three years in the period ended September
30, 1996 follows. In connection with, and because it desires to take advantage
of, the "safe harbor" provisions of the Private Securities Litigation Reform Act
of 1995, Anchor National cautions readers regarding certain forward-looking
statements contained in the following discussion and in any other statements
made by, or on behalf of, Anchor National, whether or not in future filings with
the Securities and Exchange Commission (the "SEC"). Forward-looking statements
are statements not based on historical information and which relate to future
operations, strategies, financial results, or other developments. In particular,
statements using verbs such as "expect," "anticipate," "believe" or words of
similar import generally involve forward-looking statements. Without limiting
the foregoing, forward-looking statements which represent Anchor National's
beliefs concerning future or projected levels of sales of Anchor National's
products,
    
 
                                       16
<PAGE>   23
 
   
investment spreads or yields, or the earnings or profitability of Anchor
National's activities.
    
 
   
Forward-looking statements are necessarily based upon estimates and assumptions
that are inherently subject to significant business, economic and competitive
uncertainties and contingencies, many of which are beyond Anchor National's
control and many of which, with respect to future business decisions, are
subject to change. These uncertainties and contingencies can affect actual
results and could cause actual results to differ materially from those expressed
in any forward-looking statements made by, or on behalf of, Anchor National.
Whether or not actual results differ materially from the forward-looking
statements may depend on numerous foreseeable and unforeseeable events or
developments, some of which may be national in scope, such as general economic
conditions and changes in interest rates, some of which may be related to the
insurance industry generally, such as pricing competition, regulatory
developments and industry consolidation, and others of which may relate to
Anchor National specifically, such as credit, volatility, and other risks
associated with Anchor National's investment portfolio, and other factors.
Investors are also directed to consider other risks and uncertainties discussed
in documents filed by Anchor National with the SEC. Anchor National disclaims
any obligation to update forward-looking information.
    
 
   
RESULTS OF OPERATIONS FOR THE FISCAL YEARS 1994, 1995 AND 1996
 
INCOME BEFORE CUMULATIVE EFFECTIVE OF CHANGE IN ACCOUNTING FOR INCOME TAXES
totaled $45.1 million in 1996, compared with $39.3 million in 1995 and $44.6
million in 1994. The cumulative effect of the change in accounting for income
taxes resulting from the 1994 implementation of Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes," amounted to a
nonrecurring non-cash charge of $20.5 million. Accordingly, net income amounted
to $24.1 million in 1994.
    
 
   
PRETAX INCOME totaled $69.3 million in 1996, $65.0 million in 1995, and $67.3
million in 1994. The $4.3 million improvement in 1996 over 1995 primarily
resulted from increased net investment income and significantly increased fee
income partially offset by increased net realized investment losses and
additional general and administrative expenses. The $2.3 million decline in 1995
over 1994 primarily resulted from additional amortization of deferred
acquisition costs, increased general and administrative expenses and decreased
net investment income, partially offset by decreased net realized investment
losses.
    
 
   
NET INVESTMENT INCOME, which is the spread between the income earned on invested
assets and the interest paid on fixed annuities and other interest-bearing
liabilities, totaled $56.8 million in 1996, $50.1 million in 1995 and $59.0
million in 1994. These amounts represent 2.59% on average invested assets
(computed on a daily basis) of $2.19 billion in 1996, 2.95% on average invested
assets of $1.70 billion in 1995 and 3.78% on average invested assets of $1.56
billion in 1994.
    
 
   
Net investment income also includes the effect of income earned on the excess of
average invested assets over average interest-bearing liabilities. This excess
amounted to $142.9 million in 1996, $108.4 million in 1995 and $49.5 million in
1994. The difference between Anchor National's yield on average invested assets
and the rate paid on average interest-bearing liabilities was 2.25% in 1996,
2.63% in 1995 and 3.64% in 1994.
    
 
   
Investment income and the related yields on average invested assets totaled
$164.6 million or 7.50% in 1996, compared with $129.5 million or 7.62% in 1995
and $127.8 million or 8.20% in 1994.
    
 
   
Investment income rose during 1996 as a result of higher levels of average
invested assets, partially offset by reduced investment yields. Investment
yields were lower in 1996 because of a generally declining interest rate
environment since early 1995 and lower contributions from Anchor National's
investments in partnerships. Partnership income totaled $4.1 million in 1996,
$5.1 million in 1995 and $9.5 million in 1994. This income represents a yield of
10.12% on average investments in partnerships of $40.2 million in 1996, compared
with 10.60% on average investments in partnerships of $48.4 million in 1995 and
23.78% on average investments in partnerships of $39.9 million in 1994.
Partnership income is based upon cash distributions received from limited
partnerships, the operations of which Anchor National does not significantly
influence. Consequently, such income is not predictable and there can be no
assurance that Anchor National will realize comparable levels of such income in
the future.
    
 
   
The decline in investment yield in 1995 compared with 1994 is primarily due to
lower contributions from Anchor National's investments in partnerships and a
significant decline from the $3.7 million of yield enhancement recorded in 1994
through Anchor National's use of dollar roll transactions ("Dollar Rolls").
Although Anchor National continues to use Dollar Rolls, their use did not have a
significant impact on investment income in 1995 or 1996.
    
 
   
Total interest expense aggregated $107.8 million in 1996, $79.4 million in 1995
and $68.8 million in 1994. The average rate paid on all interest-bearing
liabilities increased to 5.25% (5.11% on fixed annuity contracts and 5.87% on
guaranteed investment contracts ("GICs")) in 1996, compared with 4.99% (4.90% on
fixed annuity contracts and 6.14% on GICs) in 1995 and 4.56% (4.50% on fixed
annuity contracts) in 1994. Interest-bearing liabilities averaged $2.05 billion
during 1996, compared with $1.59 billion during 1995 and $1.51 billion during
1994.
    
 
   
The increase in the average rates paid on all interest-bearing liabilities
during 1996 primarily resulted from the growth in average reserves for GICs,
which credit at higher rates of
    
 
                                       17
<PAGE>   24
 
   
interest than fixed annuity contracts. Average GIC reserves were $340.5 million
in 1996 and $60.8 million in 1995. The increase in average crediting rates in
1995 resulted from higher crediting rates on fixed annuity contracts as interest
rates rose from the low levels experienced in 1994.
    
 
   
The growth in average invested assets since 1994 primarily reflects sales of
Anchor National's fixed-rate products, consisting of both fixed accounts of
variable annuity products and GICs. Fixed annuity premiums totaled $741.8
million in 1996, compared with $284.4 million in 1995 and $140.7 million in
1994. These increased premiums resulted from greater inflows into the one-year
fixed account of Anchor National's Polaris variable annuity product.
    
 
   
GIC premiums totaled $135.0 million in 1996 and $275.0 million in 1995. In 1995,
Anchor National began to issue GICs, which guarantee the payment of principal
and interest at fixed or variable rates for a term of one year. Anchor
National's GICs that are purchased by asset management firms either prohibit
withdrawals or permit withdrawals with notice ranging from 90 to 270 days.
Contracts that are purchased by banks or state and local governmental
authorities either prohibit withdrawals or permit scheduled book value
withdrawals subject to terms of the underlying indenture or agreement. In
pricing GICs, Anchor National analyzes cash flow information and prices
accordingly so that it is compensated for possible withdrawals prior to
maturity.
    
 
   
NET REALIZED INVESTMENT LOSSES totaled $13.4 million in 1996, $4.4 million in
1995 and $33.7 million in 1994. Net realized investment losses include
impairment writedowns of $16.0 million in 1996, $4.8 million in 1995 and $14.2
million in 1994. Therefore, net gains from sales of investments totaled $2.6
million in 1996 and $0.4 million in 1995. In 1994, Anchor National incurred
$19.5 million of net losses from sales of investments.
    
 
   
Net gains from sales of investments in 1996 include $4.1 million of net gains
realized on $1.27 billion of sales of bonds and $288.6 million of redemptions of
bonds. Net gains from sales of investments in 1995 include a $4.4 million gain
on sales of real estate, common stock and other invested assets offset by $4.0
million of net losses realized on $1.11 billion of sales of bonds. Net losses
from sales of investments in 1994 include $17.3 million of net losses realized
on $673.6 million of sales of bonds. These bond sales include approximately
$289.3 million of sales of MBSs made primarily to acquire other MBSs that were
then used in Dollar Rolls. Sales of investments are generally made to maximize
total return.
    
 
   
Impairment writedowns in 1996 include $13.4 million of provisions applied to
certain real estate owned in Arizona on December 31, 1995. Prior to that date,
the statutory carrying value of this real estate had been guaranteed by Anchor
National's ultimate parent, SunAmerica Inc. ("SunAmerica"). On December 31,
1995, SunAmerica made a $27.4 million capital contribution to Anchor National
through Anchor National's direct parent in exchange for the termination of its
guaranty with respect to this real estate. Accordingly, Anchor National reduced
the carrying value of this real estate to estimated fair value to reflect the
termination of the guaranty. (SunAmerica's guaranty of the statutory carrying
value of Anchor National's other real estate owned in Arizona was fully
terminated on December 31, 1996).
    
 
   
Impairment writedowns in 1995 include $2.0 million of additional provisions
applied to defaulted bonds and $1.8 million of additional provisions applied to
certain interest-only strips ("IOs"). IOs, a type of MBS used as an
asset-liability matching tool to hedge against rising interest rates, are
investment grade securities that give the holder the right to receive only the
interest payments on a pool of underlying mortgage loans. At September 30, 1996,
the amortized cost of the IOs held by Anchor National was $2.6 million and their
fair value was $3.7 million. Impairment writedowns in 1994 of $14.2 million
reflect additional provisions applied to bonds, primarily made in response to
the adverse impact of declining interest rates on certain MBSs.
    
 
   
Impairment writedowns represent 0.73%, 0.28% and 0.91% of average invested
assets in 1996, 1995 and 1994, respectively. Such writedowns are based upon
estimates of the net realizable value of the applicable assets. Actual
realization will be dependent upon future events.
    
 
   
VARIABLE ANNUITY FEES are based on the market value of assets supporting
variable annuity contracts in separate accounts. Such fees totaled $104.0
million in 1996, $84.2 million in 1995 and $79.1 million in 1994. Increases
invariable annuity fees in 1996 and 1995 reflect growth in average variable
annuity assets, principally due to increased market values and the receipt of
variable annuity premiums, partially offset by surrenders. Variable annuity
assets averaged $5.70 billion during 1996, $4.65 billion during 1995 and $4.40
billion during 1994. Variable annuity premiums, which exclude premiums allocated
to the fixed accounts of variable annuity products, totaled $919.8 million in
1996, $577.2 million in 1995 and $769.6 million in 1994. The increase in
premiums in 1996 may be attributed, in part, to a heightened demand for equity
investments, principally as a result of generally improved market performance.
The decline in premiums in 1995 may be attributed, in part, to a heightened
demand for fixed-rate investment options, including the fixed accounts of
variable annuities. Anchor National has encountered increased competition in the
variable annuity marketplace during recent years and anticipates that the market
will remain highly competitive for the foreseeable future.
    
 
   
NET RETAINED COMMISSIONS are primarily derived from commissions on the sales of
nonproprietary investment products by Anchor National's broker-dealer
subsidiary, after
    
 
                                       18
<PAGE>   25
 
   
deducting the substantial portion of such commissions that is passed on to
registered representatives. Net retained commissions totaled $31.5 million in
1996, $24.1 million in 1995 and $20.8 million in 1994. Broker-dealer sales
(mainly sales of general securities, mutual funds, and annuities) totaled $8.75
billion in 1996, $5.67 billion in 1995 and $5.21 billion in 1994. The
significant increases in sales and net retained commissions during 1996 reflect
a greater number of registered representatives and higher average production,
combined with generally favorable market conditions. Increases in net retained
commissions may not be proportionate to increases in sales primarily due to
differences in sales mix.
    
 
   
ASSET MANAGEMENT FEES, which include investment advisory fees and 12b-1
distribution fees, are based on the market value of assets managed in mutual
funds by SunAmerica Asset Management Corp. Such fees totaled $25.4 million on
average assets managed of $2.14 billion in 1996, $26.9 million on average assets
managed of $2.07 billion in 1995 and $31.3 million on average assets managed of
$2.39 billion in 1994. Asset management fees decreased slightly in 1996, despite
a modest increase in average assets managed, principally due to changes in
product mix. The decrease in asset management fees during 1995 principally
resulted from the decline in average assets managed, primarily due to an excess
of redemptions over sales. Redemptions of mutual funds, excluding redemptions of
money market accounts, amounted to $379.9 million in 1996, compared with $426.5
million in 1995 and $561.0 million in 1994. Sales of mutual funds, excluding
sales of money market accounts, amounted to $223.4 million in 1996, compared
with $140.2 million in 1995 and $342.6 million in 1994. Higher mutual fund sales
and lower redemptions in 1996 both reflect the combined effects of additional
advertising, the favorable performance records of certain of Anchor National's
mutual funds and heightened demand for equity investments, principally as a
result of improved market performance.
    
 
   
SURRENDER CHARGES on fixed and variable annuities totaled $5.2 million in 1996,
$5.9 million in 1995 and $5.0 million in 1994. Surrender charges generally are
assessed on annuity withdrawals at declining rates during the first five to
seven years of the contract. Withdrawal payments, which include surrenders and
lump-sum annuity benefits, totaled $898.0 million in 1996, $908.9 million in
1995 and $723.9 million in 1994. These payments represent 12.4%, 15.1% and
12.5%, respectively, of average fixed and variable annuity reserves. Withdrawals
include variable annuity payments from the separate accounts totaling $634.1
million in 1996, $646.4 million in 1995 and $459.1 million in 1994. Such
variable annuity surrenders represent 11.2%, 14.0% and 10.5%, respectively, of
average variable annuity liabilities in 1996, 1995 and 1994. Variable annuity
surrender rates increased in 1995 primarily due to surrenders on a closed lock
of business, policies coming off surrender charge restrictions and increased
competition in the marketplace. Fixed annuity surrenders have remained
relatively constant, totaling $263.8 million in 1996, $262.4 million in 1995 and
$264.8 million in 1994. Management anticipates that withdrawal rates will remain
relatively stable for the foreseeable future
    
 
   
GENERAL AND ADMINISTRATIVE EXPENSES totaled $80.0 million in 1996, compared with
$61.6 million in 1995 and $52.6 million in 1994. Expenses in 1996 include
expenses related to a national advertising campaign, as well as additional
administrative expenses related to a growing block of business. Expenses remain
closely controlled through a company-wide cost containment program and represent
approximately 1% of average total assets.
    
 
   
AMORTIZATION OF DEFERRED ACQUISITION COSTS totaled $57.5 million in 1996, $58.7
million in 1995 and $44.2 million in 1994. The decline in amortization for 1996
is due to lower redemptions of mutual funds from the rate experienced in 1995,
partially offset by additional fixed and variable annuity and mutual fund sales
in recent years and the subsequent amortization of related deferred commissions
and other acquisition costs. The increase in amortization in 1995 was primarily
caused by the substantial reduction in net realized capital losses from the
level experienced in 1994.
    
 
   
ANNUAL COMMISSIONS represent renewal commissions paid quarterly in arrears to
maintain the persistency of certain of Anchor National's variable annuity
contracts. Substantially all of Anchor National's currently available variable
annuity products allow for an annual commission payment option in return for a
lower immediate commission. Annual commissions totaled $4.6 million in 1996,
$2.7 million in 1995 and $1.2 million in 1994. The increase in annual
commissions since 1994 reflects increased sales of annuities that offer this
commission option. Anchor National estimates that during 1996 approximately 35%
of the average balances of its variable annuity products are currently subject
to such annual commissions. Based on current sales, this percentage is expected
to increase in future periods.
    
 
   
INCOME TAX EXPENSE totaled $24.3 million in 1996, $25.7 million in 1995 and
$22.7 million in 1994, representing effective tax rates of 35% in 1996, 40% in
1995 and 34% in 1994. The increase in the effective tax rate in 1995 was due to
a prior year tax settlement. Without such payment, the effective tax rate would
have been 33%.
    
 
   
FINANCIAL CONDITION AND LIQUIDITY AT SEPTEMBER 30, 1996
 
SHAREHOLDER'S EQUITY increased by $43.2 million to $485.3 million at September
30, 1996 from $442.1 million at September 30, 1995, primarily as a result of the
$45.1 million of net income recorded in 1996 and a $0.2 million reduction of net
unrealized losses on debt and equity securities available for sale charged
directly to shareholder's equity. In addition, Anchor National received a
contribution of capital of
    
 
                                       19
<PAGE>   26
 
   
$27.4 million in December 1995 and paid a dividend of $29.4 million in March
1996.
    
 
   
TOTAL ASSETS increased by $1.42 billion to $9.20 billion at September 30, 1996
from $7.78 billion at September 30, 1995, principally due to a $1.08 billion
increase in the separate accounts for variable annuities and a $214.3 million
increase in invested assets.
    
 
   
INVESTED ASSETS at year end totaled $2.33 billion in 1996, compared with $2.11
billion in 1995. This $214.3 million increase primarily resulted from a $208.2
million increase in amounts receivable from brokers for sales of securities.
    

   
Anchor National manages most of its invested assets internally. Anchor
National's general investment philosophy is to hold fixed maturity assets for
long-term investment. Thus, it does not have a trading portfolio. Effective
December 1, 1995, pursuant to guidelines issued by the Financial Accounting
Standards Board, Anchor National determined that all of its portfolio of bonds,
notes and redeemable preferred stocks (the "Bond Portfolio") is available to be
sold in response to changes in market interest rates, changes in prepayment
risk, Anchor National's need for liquidity and other similar factors.
Accordingly, Anchor National no longer classifies a portion of its Bond
Portfolio as held for investment.
    

   
THE BOND PORTFOLIO had an aggregate amortized cost that exceeded its fair value
by $13.8 million at September 30, 1996, compared with $3.7 million at September
30, 1995 (including net unrealized losses of $10.8 million on the portion of the
portfolio that was designated as available for sale September 30, 1995). The
increase in net unrealized losses on the Bond Portfolio since September 30,
1995, principally reflects the higher prevailing interest rates at September 30,
1996 and their corresponding effect on the fair value of the Bond Portfolio.
    

   
All of the Bond Portfolio ($1.99 billion at amortized cost, excluding $9.1
million of redeemable preferred stocks) at September 30, 1996 was rated by
Standard & Poor's Corporation ("S&P"), Moody's Investors Service ("Moody's"),
Duff and helps Credit Rating Co. ("DCR"), Fitch Investors Service, L.P.
("Fitch") or under comparable statutory rating guidelines established by the
National Association of Insurance Commissioners ("NAIC") and implemented by
either the NAIC or Anchor National. At September 30, 1996, approximately $1.83
billion of the Bond Portfolio (at amortized cost) was rated investment grade by
one or more of these agencies or by Anchor National or the NAIC, pursuant to
applicable NAIC guidelines, including $1.05 billion of U.S. government/agency
securities and MBSs.
    

   
At September 30, 1996, the Bond Portfolio included $160.8 million (fair value,
$160.2 million) of bonds not rated investment grade by S&P, Moody's, DCR, Fitch
or the NAIC. Based on their September 30, 1996 amortized cost, these non-
investment-grade bonds accounted for 1.8% of Anchor National's total assets and
6.9% of its invested assets.
    

   
Non-investment-grade securities generally provide higher yields and involve
greater risks than investment-grade securities because their issuers typically
are more highly leveraged and more vulnerable to adverse economic conditions
than investment-grade issuers. In addition, the trading market for these
securities is usually more limited than for investment-grade securities. Anchor
National intends that the proportion of its portfolio in such securities not
exceed current levels, but its policies may change from time to time, including
in connection with any possible acquisition.
    

                                      20
<PAGE>   27
 
   
Anchor National had no material concentrations of non-investment-grade
securities at September 30, 1996.
    

   
The following table summarizes Anchor National's rated bonds by rating
classification as of September 30, 1996.
    

   
<TABLE>
<CAPTION>
                                                     ISSUES NOT RATED BY S&P/MOODY'S/
      ISSUES RATED BY S&P/MOODY'S/D&P/FITCH             D&P/FITCH, BY NAIC CATEGORY                         TOTAL
   --------------------------------------------     -----------------------------------       ---------------------------------
     S&P/(MOODY'S)/                  ESTIMATED       NAIC                      ESTIMATED                  PERCENT OF   ESTIMATED
      [D&P]/FITCH      AMORTIZED        FAIR       CATEGORY    AMORTIZED         FAIR       AMORTIZED      INVESTED       FAIR
      CATEGORY(1)         COST         VALUE         (2)         COST            VALUE         COST         ASSETS       VALUE
   ============================================================================================================================
   <S>                 <C>           <C>           <C>         <C>             <C>          <C>           <C>          <C>
   AAA to A-
     (Aaa to A3)
     [AAA to A-]
     GAAA to A-H.....  $1,345,960    $1,333,515      1         $125,115        $125,046     $1,471,075       62.81%    $1,458,561
   BBB+ to BBB-
     (Baa1 to Baa3)
     [BBB+ to BBB-]
     GBBB+ to
       BBB-H.........     226,312       226,191      2          133,773         133,698       360,085        15.38        359,889
   BB+ to BB-
     (Ba1 to Baa3)
     [BB+ to BB-]
     GBB+ to BB-H....      30,023        30,368      3            5,597           5,597        35,620         1.52         35,965
   B+ to B-
     (B1 to B3)
     [B+ to B-]
     GB+ to B-H......      87,580        90,468      4           17,136          18,089       104,716         4.47        108,557
   CCC+ to C
     (Caa to C)
     [CCC]
     GCCC+ to C-H....      19,847        15,018      5               --              --        19,847         0.85         15,018
   C1 to D
     [DD]
     GDH.............          --            --      6              618             618           618         0.03            618
                        ---------     ---------                --------        --------     ----------                  ---------
   Total rated
     issues..........  $1,709,722    $1,695,560                $282,239        $283,048     $1,991,961                 $1,978,608
                        =========     =========                ========        ========     ==========                  =========
</TABLE>
    

   
(1) S&P and Fitch rate debt securities in rating categories ranging from AAA
    (the highest) to D (in payment default). A plus (+) or minus (-) indicates
    the debt's relative standing within the rating category. A security rated
    BBB- or higher is considered investment grade. Moody's rates debt securities
    in rating categories ranging from Aaa (the highest) to C (extremely poor
    prospects of ever attaining any real investment standing). The number 1, 2
    or 3 (with 1 the highest and 3 the lowest) indicates the debt's relative
    standing within the rating category. A security rated Baa3 or higher is
    considered investment grade. D&P rates debt securities in rating categories
    ranging from AAA (the highest) to DD (in payment default). A plus (+) or
    minus (-) indicates the debt's relative standing within the rating category.
    A security rated BBB- or higher is considered investment grade. Issues are
    categorized based on the highest of the S&P, Moody's, D&P and Fitch ratings
    if rated by multiple agencies.
(2) Bonds and short-term promissory instruments are divided into six quality
    categories for NAIC rating purposes, ranging from 1 (highest) to 5 (lowest)
    for nondefaulted bonds plus one category, 6, for bonds in or near default.
    These six categories correspond with the S&P/Moody's/D&P/Fitch rating groups
    listed above, with categories 1 and 2 considered investment grade. A
    substantial portion of the assets in the NAIC categories were rated by First
    SunAmerica pursuant to applicable NAIC rating guidelines.
(3) At amortized cost.
    

   
SENIOR SECURED LOANS ("Secured Loans") are included in the Bond Portfolio and
their amortized cost aggregated $200.8 million at September 30, 1996. Secured
Loans are senior to subordinated debt and equity, and are secured by assets of
the issuer. At September 30, 1996, Secured Loans consisted of loans to 52
borrowers spanning 20 industries, with 22% of these assets (at amortized cost)
concentrated in the leisure industry. No other industry concentration
constituted more than 9% of these assets.
    

   
While the trading market for Secured Loans is more limited than for publicly
traded corporate debt issues, management believes that participation in these
transactions has enabled Anchor National to improve its investment yield.
Although, as a result of restrictive financial covenants, Secured Loans involve
greater risk of technical default than do publicly traded investment-grade
securities, management believes that the risk of loss upon default for its
Secured Loans is mitigated by their financial covenants and senior secured
positions. Anchor National's Secured Loans are rated by S&P, Moody's, DCR, Fitch
or by the Company or the NAIC, pursuant to comparable statutory rating
guidelines established by the NAIC.
    

   
MORTGAGE LOANS aggregated $98.3 million at September 30, 1996 and consisted of
17 first mortgage loans with an average loan balance of approximately $5.8
million, collateralized by properties located in 11 states. At September 30,
1996, the Company had no concentrations in any single state or in any single
type of property that amounted to more
    
 
                                       21
<PAGE>   28
 
   
than 23% of the mortgage loan portfolio. At September 30, 1996, there were four
loans with outstanding balances of $10 million or more, the largest of which had
a balance of approximately $21 million, which collectively aggregated
approximately 61% of the portfolio. At September 30, 1996, approximately 33% of
the mortgage loan portfolio consisted of loans with balloon payments due before
October 1, 1999. At September 30, 1996, loans delinquent by more than 90 days
totaled $1.5 million (1.6% of total mortgages). There were no loans foreclosed
upon and transferred to real estate in the balance sheet during 1996. At
September 30, 1996, mortgage loans having an aggregate carrying value of $21.3
million had been previously restructured. Of this amount, $16.5 million was
restructured during 1995 and $4.8 million was restructured during 1992. No
mortgage loans were restructured during 1996.
    

   
Approximately 62% of the mortgage loans in the portfolio at September 30, 1996
were seasoned loans underwritten to Anchor National's standards and purchased at
or near par from another financial institution which was downsizing its
portfolio. Such loans generally have higher average interest rates than loans
that could be originated today. The balance of the mortgage loan portfolio has
been originated by Anchor National under strict underwriting standards.
Commercial mortgage loans on properties such as offices, hotels and shopping
centers generally represent a higher level of risk than do mortgage loans
secured by multifamily residences. This greater risk is due to several factors,
including the larger size of such loans and the effects of general economic
conditions on these commercial properties. However, due to the seasoned nature
of Anchor National's mortgage loans and its strict underwriting standards,
Anchor National believes that it has reduced the risk attributable to its
mortgage loan portfolio while maintaining attractive yields.
    

   
REAL ESTATE aggregated $39.7 million at September 30, 1996 and consisted of
non-income producing land in the Phoenix, Arizona metropolitan area. Of this
amount, Anchor National has undertaken to dispose of $28.4 million during the
next year, either to affiliated or nonaffiliated parties, and SunAmerica Inc.,
the ultimate parent, has guaranteed that Anchor National will receive its
statutory carrying value of these assets. (This guaranty was terminated on
December 31, 1996-See "Results of Operations for the First Three Months of
Fiscal 1997").
    

   
OTHER INVESTED ASSETS aggregated $77.9 million at September 30, 1996, including
$45.1 million of investments in limited partnerships and an aggregate of $32.8
million of miscellaneous investments, including policy loans, residuals,
separate account investments, and leveraged leases. Anchor National's limited
partnership interests, accounted for by using the cost method of accounting,
invest mainly in equity securities.
    

   
ASSET-LIABILITY MATCHING is utilized by Anchor National to minimize the risks of
interest rate fluctuations and disintermediation. Anchor National believes that
its fixed-rate liabilities should be backed by a portfolio principally composed
of fixed maturities that generate predictable rates of return. Anchor National
does not have a specific target rate of return. Instead, its rates of return
vary over time depending on the current interest rate environment, the slope of
the yield curve, the spread at which fixed maturities are priced over the yield
curve and general competitive conditions within the industry. Its portfolio
strategy is designed to achieve adequate risk-adjusted returns consistent with
its investment objectives of effective asset-liability matching, liquidity and
safety.
    

   
Anchor National designs its fixed-rate products and conducts its investment
operations in order to closely match the duration of the assets in its
investment portfolio to its annuity and GIC obligations. Anchor National seeks
to achieve a predictable spread between what it earns on its assets and what it
pays on its liabilities by investing principally in fixed-rate securities.
Anchor National's fixed-rate products incorporate surrender charges or other
limitations on when contracts can be surrendered for cash to encourage
persistency. Approximately 63% of Anchor National's fixed annuity and GIC
reserves had surrender penalties or other restrictions at September 30, 1996.
    

   
As part of its asset-liability matching discipline, Anchor National conducts
detailed computer simulations that model its fixed-maturity assets and
liabilities under commonly used stress-test interest rate scenarios. Based on
the results of these computer simulations, the investment portfolio has been
constructed with a view to maintaining a desired investment spread between the
yield on portfolio assets and the rate paid on its reserves under a variety of
possible future interest rate scenarios. At September 30, 1996 the weighted
average life of Anchor National's investments was approximately five years and
the duration was approximately three. Weighted average life is the average time
to receipt of all principal, incorporating the effects of scheduled amortization
and expected prepayments, weighted by book value. Duration is a common
option-adjusted measure for the price sensitivity of a fixed-income portfolio to
changes in interest rates. It measures the approximate percentage change in
market value of a portfolio if interest rates change by 100 basis points,
recognizing the changes in portfolio cashflows resulting from embedded options
such as prepayments and bond calls.
    

   
As a component of its investment strategy, Anchor National utilizes interest
rate swap agreements ("Swap Agreements") to match assets more closely to
liabilities. Swap Agreements are agreements to exchange with a counterparty
interest rate payments of differing character (for example, variable-rate
payments exchanged for fixed-rate payments) based on an underlying principal
balance (notional principal) to hedge against interest rate changes. Anchor
National typically utilizes Swap Agreements to create a hedge that effectively
converts floating-rate assets and liabilities into fixed-rate instruments.
    

                                       22
<PAGE>   29
 
   
Anchor National also seeks to provide liquidity from time to time by using
reverse repurchase agreements ("Reverse Repos"), Dollar Rolls and by investing
in MBSs. It also seeks to enhance its spread income by using Reverse Repos and
Dollar Rolls. Reverse Repos involve a sale of securities and an agreement to
repurchase the same securities at a later date at an agreed upon price and are
generally over-collateralized. Dollar Rolls are similar to Reverse Repos except
that the repurchase involves securities that are only substantially the same as
the securities sold and the arrangement is not collateralized, nor is it
governed by a repurchase agreement. MBSs are generally investment-grade
securities collateralized by large pools of mortgage loans. MBSs generally pay
principal and interest monthly. The amount of principal and interest payments
may fluctuate as a result of prepayments of the underlying mortgage loans.
    

   
There are risks associated with some of the techniques Anchor National uses to
provide liquidity, enhance its spread income and match its assets and
liabilities. The primary risk associated with Anchor National's Dollar Rolls,
Reverse Repos and Swap Agreements is counterparty risk. Anchor National
believes, however, that the counterparties to its Dollar Rolls, Reverse Repos
and Swap Agreements are financially responsible and that the counterparty risk
associated with those transactions is minimal. Counterparty risk associated with
Dollar Rolls is further mitigated by Anchor National's participation in an MBS
trading clearinghouse. The sell and buy transactions that are submitted to this
clearinghouse are marked to market on a daily basis and each participant is
required to over-collateralize its net loss position by 30% with either cash,
letters of credit or government securities. In addition to counterparty risk,
Swap Agreements also have interest rate risk. However, Anchor National's Swap
Agreements typically hedge variable-rate assets or liabilities, and interest
rate fluctuations that adversely affect the net cash received or paid under the
terms of a Swap Agreement would be offset by increased interest income earned on
the variable-rate assets or reduced interest expense paid on the variable-rate
liabilities. The primary risk associated with MBSs is that a changing interest
rate environment might cause prepayment of the underlying obligations at speeds
slower or faster than anticipated at the time of their purchase.
    

   
INVESTED ASSETS EVALUATION routinely includes a review by Anchor National of its
portfolio of debt securities. Management identifies monthly those investments
that require additional monitoring and carefully reviews the carrying value of
such investments at least quarterly to determine whether specific investments
should be placed on a nonaccrual basis and to determine declines in value that
may be other than temporary. In making these reviews for bonds, management
principally considers the adequacy of collateral (if any), compliance with
contractual covenants, the borrower's recent financial performance, news reports
and other externally generated information concerning the creditor's affairs. In
the case of publicly traded bonds, management also considers market value
quotations, if available. For mortgage loans, management generally considers
information concerning the mortgaged property and, among other things, factors
impacting the current and expected payment status of the loan and, if available,
the current fair value of the underlying collateral.
    

   
The carrying values of bonds that are determined to have declines in value that
are other than temporary are reduced to net realizable value and no further
accruals of interest are made. The valuation allowances on mortgage loans are
based on losses expected by management to be realized on transfers of mortgage
loans to real estate, on the disposition and settlement of mortgage loans and on
mortgage loans that management believes may not be collectible in full. Accrual
of interest is suspended when principal and interest payments on mortgage loans
are past due more than 90 days.
    

   
DEFAULTED INVESTMENTS, comprising all investments that are in default as to the
payment of principal or interest, totaled $3.1 million at September 30, 1996 (at
amortized cost, with a fair value of $2.9 million) including $1.6 million of
bonds and notes and $1.5 million of mortgage loans. At September 30, 1996,
defaulted investments constituted 0.1% of total invested assets. At September
30, 1995, defaulted investments totaled $5.0 million which constituted 0.2% of
total invested assets.
    

   
SOURCES OF LIQUIDITY are readily available to Anchor National in the form of
Anchor National's existing portfolio of cash and short-term investments, Reverse
Repo capacity on invested assets and, if required, proceeds from invested asset
sales. At September 30, 1996, approximately $936.8 million of Anchor National's
Bond Portfolio had an aggregate unrealized gain of $20.1 million, while
approximately $1.06 billion of the Bond Portfolio had an aggregate unrealized
loss of $33.9 million. In addition, Anchor National's investment portfolio
currently provides approximately $21.6 million of monthly cash flow from
scheduled principal and interest payments.
    

   
Management is aware that prevailing market interest rates may shift
significantly and has strategies in place to manage either an increase or
decrease in prevailing rates. In a rising interest rate environment, Anchor
National's average cost of funds would increase over time as it prices its new
and renewing annuities and GICs to maintain a generally competitive market rate.
Management would seek to place new funds in investments that were matched in
duration to, and higher yielding than, the liabilities assumed. Anchor National
believes that liquidity to fund withdrawals would be available through incoming
cash flow, the sale of short-term or floating-rate instruments or Reverse Repos
on Anchor National's substantial MBS segment of the Bond Portfolio, thereby
avoiding the sale of fixed-rate assets in an unfavorable bond market.
    

                                       23
<PAGE>   30
 
   
In a declining rate environment, Anchor National's cost of funds would decrease
over time, reflecting lower interest crediting rates on its fixed annuities and
GICs. Should increased liquidity be required for withdrawals, Anchor National
believes that a significant portion of its investments could be sold without
adverse consequences in light of the general strengthening that would be
expected in the bond market.
    

   
RESULTS OF OPERATIONS FOR THE FIRST THREE MONTHS OF FISCAL 1997
    

   
NET INCOME totaled $3.3 million for the three months ended December 31, 1996
("Fiscal 1997"), compared with $5.8 million for the three months ended December
31, 1995 ("Fiscal 1996").
    

   
PRETAX INCOME totaled $4.9 million in Fiscal 1997 and $9.3 million in Fiscal
1996. This $4.4 million decline primarily resulted from increased net realized
investment losses and general and administrative expenses, partially offset by
an increase in fee income.
    

   
NET INVESTMENT INCOME totaled $14.5 million in Fiscal 1997 and $14.6 million in
Fiscal 1996. These amounts represent 2.32% on average invested assets (computed
on a daily basis) of $2.50 billion in Fiscal 1997 and 3.00% on average invested
assets of $1.95 billion in Fiscal 1996.
    

   
The excess of average invested assets over average interest-bearing liabilities
amounted to $150.5 million in Fiscal 1997 and $131.2 million in Fiscal 1996. The
difference between Anchor National's yield on average invested assets and the
rate paid on average interest-bearing liabilities was 1.99% in Fiscal 1997 and
2.65% in Fiscal 1996.
    

   
Investment income and the related yields on average invested assets totaled
$46.7 million or 7.46% in Fiscal 1997, compared with $38.7 million or 7.95% in
Fiscal 1996.
    

   
Investment income rose during Fiscal 1997 as a result of higher levels of
average invested assets, partially offset by reduced investment yields.
Investment yields were lower in Fiscal 1997 because of a generally declining
interest rate environment since early 1995 and lower contributions from Anchor
National's investments in partnerships. Partnership income totaled $0.7 million
in Fiscal 1997 and $1.4 million in Fiscal 1996. This income represents a yield
of 6.71% on related average assets of $44.6 million in Fiscal 1997, compared
with 11.60% on related average assets of $48.7 million in Fiscal 1996.
Partnership income is based upon cash distributions received from limited
partnerships, the operations of which Anchor National does not significantly
influence. Consequently, such income is not predictable and there can be no
assurance that Anchor National will realize comparable levels of such income in
the future.
    

   
Total interest expense aggregated $32.2 million in Fiscal 1997 and $24.0 million
in Fiscal 1996. The average rate paid on all interest-bearing liabilities was
5.47% (5.34% on fixed annuity contracts and 5.81% on (GICs) in Fiscal 1997,
compared with 5.30% (5.10% on fixed annuity contracts and 6.19% on GICs) in
Fiscal 1996. Interest-bearing liabilities averaged $2.35 billion during Fiscal
1997, compared with $1.81 billion during Fiscal 1996.
    

   
The increase in the average rates paid on fixed annuity contracts during Fiscal
1997 primarily resulted from the impact of certain promotional one-year interest
rates offered on Anchor National's Polaris variable annuity product. The decline
in interest paid on GICs reflects the generally declining interest rate
environment and its effect on the variable-rate GIC portfolio.
    

   
The growth in average invested assets since 1995 primarily reflects sales of
Anchor National's fixed-rate products, consisting of both fixed accounts of
variable annuity products and GICs. Since December 31, 1995, fixed annuity
premiums have aggregated $1.04 billion and GIC premiums have totaled $140.0
million. Fixed annuity premiums totaled $362.8 million in Fiscal 1997, compared
with $62.5 million in Fiscal 1996. This increase in premiums resulted primarily
from greater inflows into the one-year fixed account of Anchor National's
Polaris variable annuity product. Anchor National has observed that many
purchasers of its variable annuity contracts allocate new premiums to the
one-year fixed account and concurrently sign up for the option to dollar costs
average into the variable fund. Accordingly, Anchor National anticipates that it
will see a large portion of these premiums transferred into the separate
accounts.
    

   
GIC premiums totaled $5.0 million in Fiscal 1997. There were no GIC premiums in
Fiscal 1996.
    

   
NET REALIZED INVESTMENT LOSSES totaled $19.1 million in Fiscal 1997 and $12.8
million in Fiscal 1996. Net realized investment losses include impairment
writedowns of $16.1 million in Fiscal 1997 and $14.9 million in Fiscal 1996.
Therefore, net losses from sales of investments totaled $3.0 million in Fiscal
1997, compared with net gains of $2.1 million in Fiscal 1996.
    

   
Impairment writedowns reflect $15.7 million and $14.9 million of provisions
applied to non-income producing land in Arizona in Fiscal 1997 and Fiscal 1996,
respectively. The statutory carrying value of this land had been guaranteed by
Anchor National's ultimate Parent, SunAmerica. SunAmerica made capital
contributions of $28.4 million and $27.4 million on December 31, 1996 and 1995,
respectively, to Anchor National through Anchor National's direct parent in
exchange for the termination of its guaranty with respect to this land.
Accordingly, Anchor National reduced the carrying value of this land to
estimated fair value to reflect the termination of the guaranty. The Parent's
guaranty has been fully terminated. Impairment writedowns, on an annualized
basis, represent 2.51% and 3.06% of average invested assets in Fiscal 1997 and
1996, respectively. Such writedowns are
    

                                       24
<PAGE>   31
 
   
based upon estimates of the net realizable value of the applicable assets.
Actual realization will be dependent upon future events.
    

   
VARIABLE ANNUITY FEES increased to $30.6 million in Fiscal 1997 from $24.3
million in Fiscal 1996. The increase in variable annuity fees in Fiscal 1997
reflects growth in average variable annuity assets, principally due to increased
market values and the receipt of variable annuity premiums, partially offset by
surrenders. Variable annuity assets averaged $6.60 billion during Fiscal 1997
and $5.29 billion during Fiscal 1996. Variable annuity premiums, which exclude
premiums allocated to the fixed accounts of variable annuity products, have
aggregated $937.1 million since December 31, 1995. Variable annuity premiums
increased to $226.8 million in Fiscal 1997 from $209.5 million in Fiscal 1996.
This increase may be attributed, in part, to a heightened demand for equity
investments, principally as a result of generally improved market performance.
    

   
NET RETAINED COMMISSIONS totaled $7.8 million in Fiscal 1997 and $6.5 million in
Fiscal 1996. Broker-dealer sales (mainly sales of general securities, mutual
funds and annuities) totaled $2.03 billion in Fiscal 1997 and $1.75 billion in
Fiscal 1996. The significant increases in sales and net retained commissions
during Fiscal 1997 reflect a greater number of registered representatives and
higher average production, combined with generally favorable market conditions.
    

   
ASSET MANAGEMENT FEES totaled $6.4 million on average assets managed of $2.21
billion in Fiscal 1997 and $6.5 million on average assets managed of $2.15
billion in Fiscal 1996. Asset management fees decreased slightly in Fiscal 1997,
despite a modest increase in average assets managed, principally due to changes
in product mix. Sales of mutual funds, excluding sales of money market accounts,
have aggregated $249.5 million since December 31, 1995. Mutual fund sales
totaled $62.3 million in Fiscal 1997 and $36.3 million in Fiscal 1996. Higher
mutual funds sales in Fiscal 1997 include $14.3 million of sales from Anchor
National's "Style Select Series," a product introduced in November 1996. Sales
in Fiscal 1997 also reflect the combined effects of additional advertising,
increased distribution, the favorable performance records of certain of Anchor
National's mutual funds, and heightened demand for equity investments,
principally as a result of improved market performance. Redemptions of mutual
funds, excluding redemptions of money market accounts, amounted to $103.7
million in Fiscal 1997 and $97.6 million in Fiscal 1996.
    

   
SURRENDER CHARGES on fixed and variable annuities totaled $1.4 million in Fiscal
1997 and $1.3 million in Fiscal 1996. Withdrawal payments, which include
surrenders and lump-sum annuity benefits, totaled $238.1 million in Fiscal 1997
and $215.1 million in Fiscal 1996. These payments represent 11.4% and 12.9%,
respectively, of the aggregate of average fixed and variable annuity reserves.
Withdrawals include variable annuity payments from the separate accounts
totaling $176.0 million in Fiscal 1997 and $154.5 million in Fiscal 1996.
Approximately 67% of Anchor National's fixed annuity and GIC reserves had
surrender penalties or other restrictions at December 31, 1996. Although
variable annuity surrenders have increased, principally as a result of growth in
the variable annuity separate accounts, variable annuity withdrawal rates have
declined. Variable annuity surrenders represent 10.7% and 11.8%, respectively,
of average variable annuity liabilities in Fiscal 1997 and Fiscal 1996. Fixed
annuity surrenders have increased slightly to $62.1 million in Fiscal 1997 from
$60.6 million in Fiscal 1996 as the fixed annuity reserves have grown.
Management anticipates that withdrawal rates will remain relatively stable for
the foreseeable future.
    

   
GENERAL AND ADMINISTRATIVE EXPENSES totaled $22.3 million in Fiscal 1997,
compared with $17.0 million in Fiscal 1996. Expenses in Fiscal 1997 increased
primarily due to a growing block of business. Expenses remain closely controlled
through a company-wide cost containment program and continue to represent
approximately 1% of average total assets on an annualized basis.
    

   
AMORTIZATION OF DEFERRED ACQUISITION COSTS totaled $13.8 million in Fiscal 1997
and $13.7 million in Fiscal 1996 and represent for each period, on an annualized
basis, approximately 14% of the balance of deferred acquisition costs at the
beginning of each period. The slight increase in Fiscal 1997 was primarily due
to additional fixed and variable annuity and mutual fund sales and the
subsequent amortization of related deferred commissions and other acquisition
costs.
    

   
ANNUAL COMMISSIONS totaled $1.4 million in Fiscal 1997 and $0.9 million in
Fiscal 1996. The increase in annual commissions reflects increased sales of
annuities that offer this commission option. Anchor National estimates that
approximately 43% of the average balances of its variable annuity products are
currently subject to such annual commissions. Based on current sales, this
percentage is expected to increase in future periods.
    

   
INCOME TAX EXPENSE totaled $1.6 million in Fiscal 1997 and $3.4 million in
Fiscal 1996, representing effective tax rates of 32% and 37%, respectively. The
lower rate in Fiscal 1997 is primarily due to the impact of state taxes in the
prior year.
    

   
FINANCIAL CONDITION AND LIQUIDITY AT DECEMBER 31, 1996
    

   
SHAREHOLDER'S EQUITY increased by $44.9 million to $530.1 million at December
31, 1996 from $485.3 million at September 30, 1996, primarily as a result of a
$28.4 million capital contribution and $3.3 million of net income recorded in
Fiscal 1997. Shareholder's equity at December 31, 1996 was also favorably
impacted by the recording of a $7.6 million net unrealized gain on debt and
equity securities available for
    

                                       25
<PAGE>   32
 
   
sale, a $13.1 million improvement over the $5.5 million net unrealized loss
recorded at September 30, 1996.
    

   
TOTAL ASSETS increased by $821.2 million to $10.03 billion at December 31, 1996
from $9.20 billion at September 30, 1996, principally due to a $472.8 million
increase in the separate accounts for variable annuities and a $374.5 million
increase in invested assets.
    

   
INVESTED ASSETS at December 31, 1996 totaled $2.70 billion, compared with $2.33
billion at September 30, 1996. This $374.5 million increase primarily resulted
from the sales of fixed annuities and a net increase in the amount payable to
brokers for purchases of securities.
    

   
THE BOND PORTFOLIO had an aggregate fair value that exceeded its amortized cost
by $17.0 million at December 31, 1996. At September 30, 1996, the amortized cost
of the Bond Portfolio exceeded its fair value by $13.8 million. The net
unrealized gain on the Bond Portfolio since September 30, 1996 principally
reflects the lower relative prevailing interest rates at December 31, 1996 and
their corresponding effect on the fair value of the Bond Portfolio.
    

   
All of the Bond Portfolio ($2.26 billion at amortized cost, excluding $6.5
million of redeemable preferred stocks), at December 31, 1996 was rated by S&P,
Moody's, DCR, Fitch or under comparable statutory rating guidelines established
by the NAIC and implemented by either the NAIC or Anchor National. At December
31, 1996, approximately $2.06 billion of the Bond Portfolio (at amortized cost)
was rated investment grade by one or more of these agencies or by Anchor
National or the NAIC, pursuant to applicable NAIC guidelines, including $1.13
billion of U.S. government/agency securities and MBSs.
    

   
At December 31, 1996, the Bond Portfolio included $198.9 million (fair value,
$202.8 million) of bonds not rated investment grade by S&P, Moody's, DCR, Fitch
or the NAIC. Based on their December 31, 1996 amortized cost, these
noninvestment-grade bonds accounted for 2.0% of Anchor National's total assets
and 7.4% of invested assets. Anchor National had no material concentrations of
non-investment-grade securities at December 31, 1996.
    

   
SENIOR SECURED LOANS are included in the Bond Portfolio and their amortized cost
aggregated $201.4 million at December 31, 1996. At December 31, 1996, Secured
Loans consisted of loans to 65 borrowers spanning 22 industries, with 12.7% of
these assets (at amortized cost) concentrated in the air transport industry. No
other industry concentration constituted more than 11.7% of these assets.
    

   
MORTGAGE LOANS aggregated $120.7 million at December 31, 1996 and consisted of
22 first mortgage loans with an average loan balance of approximately $5.5
million, collateralized by properties located in 13 states. At December 31,
1996, Anchor National had no concentrations in any single state or in any single
type of property that amounted to more than 24% of the mortgage loan portfolio.
At December 31, 1996, there were four loans with outstanding balances of $10
million or more, the largest of which had a balance of approximately $20.5
million, which collectively aggregated approximately 49% of the portfolio. At
December 31, 1996, approximately 26% of the mortgage loan portfolio consisted of
loans with balloon payments due before January 1, 2000. During Fiscal 1997 and
Fiscal 1996, loans delinquent by more than 90 days, foreclosed loans and
restructured loans have not been significant in relation to the portfolio.
    

   
Approximately 49% of the mortgage loans in the portfolio at December 31, 1996
were seasoned loans underwritten to Anchor National's standards and purchased at
or near par from another financial institution which was downsizing its
portfolio.
    

   
OTHER INVESTED ASSETS aggregated $77.5 million at December 31, 1996, including
$45.6 million of investments in limited partnerships and an aggregate of $31.9
million of miscellaneous investments, including policy loans, residuals,
separate account investments and leveraged leases. Anchor National's limited
partnership interests, accounted for by using the cost method of accounting,
invest mainly in equity securities.
    

   
DEFAULTED INVESTMENTS, comprising all investments that are in default as to the
payment of principal or interest, totaled $6.5 million at December 31, 1996 (at
amortized cost, with a fair value of $5.4 million) including $5.0 million of
bonds and notes and $1.5 million of mortgage loans. At December 31, 1996
defaulted investments constituted 0.2% of total invested assets. At September
30, 1996, defaulted investments totaled $3.1 million, which constituted 0.1% of
total invested assets.
    

   
SOURCES OF LIQUIDITY are readily available to Anchor National in the form of
Anchor National's existing portfolio of cash and short-term investments, Reverse
Repo capacity on invested assets and, if required, proceeds from invested asset
sales. At December 31, 1996, approximately $1.22 billion of Anchor National's
Bond Portfolio had an aggregate unrealized gain of $38.4 million, while
approximately $1.04 billion of the Bond Portfolio had an aggregate unrealized
loss of $21.4 million. In addition, Anchor National's investment portfolio
currently provides approximately $22.6 million of monthly cash flow from
scheduled principal and interest payments.
    

   
PROPERTIES
    

   
Anchor National's principal office is leased at 1 SunAmerica Center, Los
Angeles, California 90067-6022. We also lease office space in Torrance,
California for recordkeeping and data processing functions. Anchor National's
asset manager and broker-dealer subsidiaries lease office space in New York, New
York.
    

                                       26
<PAGE>   33
 
DIRECTORS AND EXECUTIVE OFFICERS
 
Anchor National's directors and officers as of January 1, 1997 are listed below:
 
<TABLE>
<CAPTION>
                                                                                          OTHER POSITIONS AND
                                                                       YEAR                  OTHER BUSINESS
                                               PRESENT                ASSUMED              EXPERIENCE WITHIN
          NAME             AGE               POSITION(S)            POSITION(S)            LAST FIVE YEARS**             FROM-TO
===================================================================================================================================
<S>                        <C>     <C>                              <C>             <C>                                 <C>
Eli Broad*                 63      Chairman, Chief Executive            1994        Co-founded SunAmerica Inc. (SAI)
                                   Officer and President of Anchor                  in 1957
                                   National
                                   Chairman, Chief Executive            1986
                                   Officer and President of SAI
- ----------------------------------------------------------------------------------------------------------------------------------
Joseph M. Tumbler*         48      Executive Vice President of          1996        President and Chief Executive        1989-1995
                                   Anchor National                                  Officer, Providian Capital
                                   Vice Chairman of SAI                 1995        Management
- ----------------------------------------------------------------------------------------------------------------------------------
Jay S. Wintrob*            39      Executive Vice President of           1991       Senior Vice President                1989-1991
                                   Anchor National
                                   Vice Chairman of SAI                  1995
- ----------------------------------------------------------------------------------------------------------------------------------
Victor E. Akin             32      Senior Vice President of Anchor       1996       Vice President, SunAmerica Life      1995-1996
                                   National                                         Companies
                                                                                    Director, SunAmerica Life            1994-1995
                                                                                    Companies
                                                                                    Manager, SunAmerica Life             1993-1994
                                                                                    Companies
                                                                                    Actuary, Milliman & Robertson        1992-1993
                                                                                    Consultant, Chalke Inc.              1991-1992
- ----------------------------------------------------------------------------------------------------------------------------------
James R. Belardi*          39      Senior Vice President of Anchor       1992       Vice President and Treasurer         1989-1992
                                   National
                                   Executive Vice President of SAI       1995
- ----------------------------------------------------------------------------------------------------------------------------------
Lorin M. Fife*             43      Senior Vice President, General        1994       Vice President and General           1994-1995
                                   Counsel and Assistant Secretary                  Counsel -- Regulatory Affairs of
                                   of Anchor National                               SAI
                                   Senior Vice President and             1995       Vice President and Associate         1989-1994
                                   General Counsel -- Regulatory                    General Counsel of SAI
                                   Affairs of SAI
- ----------------------------------------------------------------------------------------------------------------------------------
N. Scott Gillis            43      Senior Vice President and             1994       Vice President and Controller,       1989-1994
                                   Controller of Anchor National                    SunAmerica Life Companies
- ----------------------------------------------------------------------------------------------------------------------------------
Jana W. Greer*             45      Senior Vice President of Anchor       1991       Vice President                       1981-1991
                                   National and SAI
                                   President of SunAmerica               1995
                                   Marketing, Inc.
- ----------------------------------------------------------------------------------------------------------------------------------
Susan L. Harris*           39      Senior Vice President and             1994       Vice President, General              1994-1995
                                   Secretary of Anchor National                     Counsel -- Corporate Affairs and
                                                                                    Secretary of SAI
                                   Senior Vice President, General        1995       Vice President, Associate            1989-1994
                                   Counsel -- Corporate Affairs                     General Counsel and Secretary of
                                   and Secretary of SAI                             SAI
- ----------------------------------------------------------------------------------------------------------------------------------
Peter McMillan, III*       39      Executive Vice President and          1994       Senior Vice President,               1989-1994
                                   Chief Investment Officer of                      SunAmerica Investments, Inc.
                                   SunAmerica Investments, Inc.
- ----------------------------------------------------------------------------------------------------------------------------------
Edwin R. Reoliquio         39      Senior Vice President and Chief       1995       Vice President and Actuary,          1989-1994
                                   Actuary of Anchor National                       SunAmerica Life Companies
- ----------------------------------------------------------------------------------------------------------------------------------
Scott L. Robinson*         50      Senior Vice President and             1991       Vice President and Controller        1986-1991
                                   Treasurer of Anchor National
                                   Senior Vice President and
                                   Controller of SAI
- ----------------------------------------------------------------------------------------------------------------------------------
James W. Rowan*            34      Senior Vice President of Anchor       1996       Vice President                       1993-1995
                                   National and SAI                                 Assistant to the Chairman                 1992
                                                                                    Senior Vice President, Security      1986-1992
                                                                                    Pacific Corp.
===================================================================================================================================
</TABLE>
 
*  Also serves as a director.
 
** Unless otherwise noted, positions with SunAmerica Inc.
 
                                       27
<PAGE>   34
 
EXECUTIVE COMPENSATION
 
   
All of Anchor National's executive officers are also employees of SunAmerica
Inc. or its affiliates and do not receive direct compensation from Anchor
National. Some of the executive officers also serve as officers of other
companies affiliated with Anchor National. We allocated the time each executive
officer spent devoted to his or her duties as an executive officer of Anchor
National to determine the executive compensation set forth below for the Chief
Executive Officer and the other four highest compensated executive officers, as
well as the executive officers as a group, for services rendered during 1996.
    

   
<TABLE>
<CAPTION>
    ----------------------------------------------------------------
    NAME OF INDIVIDUAL             CAPACITIES            ALLOCATED
        OR NUMBER                   IN WHICH                CASH
         IN GROUP                    SERVED             COMPENSATION
    ----------------------------------------------------------------
<S> <C>                   <C>                           <C>          <C>
    Eli Broad             Chairman, Chief Executive
                          Officer and President          $1,444,146
    Joseph M. Tumbler     Executive Vice President          834,708
    Jay S. Wintrob        Executive Vice President          836,327
    James R. Belardi      Senior Vice President             341,329
    Jana W. Greer         Senior Vice President             420,171
    All Executive Officers
    as a Group(12)                                       $5,056,560
- ----------------------------------------------------------------
</TABLE>
    

SECURITY OWNERSHIP OF OWNERS AND MANAGEMENT

   
No shares of Anchor National are owned by any executive officer or director.
Anchor National is an indirect wholly-owned subsidiary of SunAmerica Inc. The
only officer or director that owned more than 1% of the shares of SunAmerica
Inc. is Mr. Eli Broad. At February 28, 1997, Mr. Broad beneficially owned
6,655,176 shares of Common Stock (approximately 5.8% of the class outstanding)
and 9,160,294 shares of Class B Common Stock (approximately 84.4% of the class
outstanding). Of the Common Stock, 715,872 shares represent restricted shares
granted under the Anchor National's employee stock plans as to which Mr. Broad
has no investment power; 75,846 shares are registered in the name of a
corporation to which Mr. Broad is a director and has sole voting and investment
power; 4,150,932 shares represent employee stock options which are or will
become within the next 60 days and as to which he has no voting or investment
power. At February 28, 1997, all directors and officers as a group beneficially
owned 10,344,440 shares of Common Stock (approximately 9% of the class
outstanding) and 9,160,294 shares of Class B Common Stock (approximately 84.4%
of the class outstanding).
    

STATE REGULATION

Anchor National is subject to regulation and supervision by the states in which
it is authorized to transact business. State insurance laws establish
supervisory agencies with broad administrative and supervisory powers related to
granting and revoking licenses to transact business, regulating marketing and
other trade practices, operating guaranty associations, licensing agents,
approving policy forms, regulating certain premium rates, regulating insurance
holding company systems, establishing reserve requirements, prescribing the form
and content of required financial statements and reports, performing financial
and other examinations, determining the reasonableness and adequacy of statutory
capital and surplus, regulating the type, valuation and amount of investments
permitted, limiting the amount of dividends that can be paid and the size of
transactions that can be consummated without first obtaining regulatory approval
and other related matters.

During the last decade, the insurance regulatory framework has been placed under
increased scrutiny by various states, the federal government and the NAIC.
Various states have considered or enacted legislation that changes, and in many
cases increases, the states' authority to regulate insurance companies.
Legislation has been introduced from time to time in Congress that could result
in the federal government assuming some role in the regulation of insurance
companies. In recent years, the NAIC has approved and recommended to the states
for adoption and implementation several regulatory initiatives designed to
reduce the risk of insurance company insolvencies and market conduct violations.
These initiatives include investment reserve requirements, risk-based capital
standards, new investment standards and restrictions on an insurance company's
ability to pay dividends to its stockholders. The NAIC is also currently
developing model laws relating to product design and illustrations for annuity
products. Current proposals are still being debated and Anchor National is
monitoring developments in this area and the effects any changes would have on
Anchor National.

SunAmerica Asset Management Corp. is registered with the SEC as a registered
investment adviser under the Investment Advisers Act of 1940. The mutual funds
that it markets are subject to regulation under the Investment Company Act of
1940. SunAmerica Asset Management Corp. and the mutual funds are subject to
regulation and examination by the SEC. In addition, variable annuities and the
related separate accounts of Anchor National are subject to regulation by the
SEC under the Securities Act of 1933 and the Investment Company Act of 1940.

                                       28
<PAGE>   35
 
Anchor National's broker-dealer subsidiary is subject to regulation and
supervision by the states in which it transacts business, as well as by the
National Association of Securities Dealers, Inc. (the "NASD"). The NASD has
broad administrative and supervisory powers relative to all aspects of business
and may examine the subsidiary's business and accounts at any time.
 
INDEPENDENT ACCOUNTANTS
 
The consolidated financial statements of Anchor National as of September 30,
1996 and 1995 and for each of the three years in the period ended September 30,
1996 included in this prospectus have been included in reliance on the report of
Price Waterhouse LLP, independent accountants, given on the authority of said
firm as experts in auditing and accounting.
 
================================================================
                              TABLE OF CONTENTS OF
 
                      STATEMENT OF ADDITIONAL INFORMATION
================================================================
 
<TABLE>
<S>                                               <C>
Separate Account..............................       3
General Account...............................       4
Performance Data..............................       4
Annuity Unit Values...........................       7
Annuity Payments..............................       7
Taxes.........................................      10
Distribution of Contracts.....................      13
Financial Statements..........................      14
</TABLE>
 
================================================================
                              FINANCIAL STATEMENTS
================================================================
 
The consolidated financial statements of Anchor National which are included in
this prospectus should be considered only as bearing on the ability Anchor
National to meet its obligations with respect to amounts allocated to the fixed
investment options and with respect to the death benefit and our assumption of
the mortality and expense risks and the risks that the withdrawal charge will
not be sufficient to cover the cost of distributing the contracts. They should
not be considered as bearing on the investment performance of the variable
Portfolios. The value of the variable Portfolios is affected primarily by the
performance of the underlying investments.
 
                                       29
<PAGE>   36
 
   
                       REPORT OF INDEPENDENT ACCOUNTANTS
    

   
To the Board of Directors and Shareholder of
Anchor National Life Insurance Company
    

   
In our opinion, the accompanying consolidated balance sheet and the related
consolidated income statement and statement of cash flows present fairly, in all
material respects, the financial position of Anchor National Life Insurance
Company and its subsidiaries at September 30, 1996 and 1995, and the results of
their operations and their cash flows for each of the three years in the period
ended September 30, 1996, in conformity with generally accepted accounting
principles. These financial statements are the responsibility of the Company's
management; our responsibility is to express an opinion on these financial
statements based on our audits. We conducted our audits of these statements in
accordance with generally accepted auditing standards which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for the opinion expressed
above.
    

   
As discussed in Note 2, the Company adopted Statement of Financial Accounting
Standards No. 109, "Accounting for Income Taxes," in fiscal 1994.
    

   
Price Waterhouse LLP
    

   
Los Angeles, California
November 8, 1996
    

                                       30
<PAGE>   37
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                           CONSOLIDATED BALANCE SHEET

    
   
<TABLE>
<CAPTION>
                                                             SEPTEMBER 30,    SEPTEMBER 30,     DECEMBER 31,
                                                                  1995             1996             1996
                                                             --------------   --------------   ---------------
                                                                                                 (UNAUDITED)
<S>                                                          <C>              <C>              <C>
                                                    ASSETS
Investments:
  Cash and short-term investments..........................  $  249,209,000   $  122,058,000   $   196,142,000
  Bonds, notes and redeemable preferred stocks:
     Available for sale, at fair value (amortized cost:
       September 1995, $1,500,062,000; September 1996,
       $2,001,024,000; December 1996, $2,264,485,000)......   1,489,213,000    1,987,271,000     2,281,527,000
  Held for investment, at amortized cost (fair value:
     September 1995, $165,004,000).........................     157,901,000               --                --
  Mortgage loans...........................................      94,260,000       98,284,000       120,680,000
  Common stocks, at fair value (cost: September 1995,
     $6,576,000; September 1996, $2,911,000; December 1996,
     $2,510,000)...........................................       4,097,000        3,970,000         3,842,000
  Real estate..............................................      55,798,000       39,724,000        24,000,000
  Other invested assets....................................      64,430,000       77,925,000        77,492,000
                                                             --------------   --------------   ---------------
          Total investments................................   2,114,908,000    2,329,232,000     2,703,683,000
Variable annuity assets....................................   5,230,246,000    6,311,557,000     6,784,374,000
Receivable from brokers for sales of securities............              --       52,348,000                --
Accrued investment income..................................      14,192,000       19,675,000        20,404,000
Deferred acquisition costs.................................     383,069,000      443,610,000       461,637,000
Other assets...............................................      41,282,000       48,113,000        55,610,000
                                                             --------------   --------------   ---------------
          TOTAL ASSETS.....................................  $7,783,697,000   $9,204,535,000   $10,025,708,000
                                                             --------------   --------------   ---------------
                                     LIABILITIES AND SHAREHOLDER'S EQUITY

Reserves, payables and accrued liabilities:
  Reserves for fixed annuity contracts.....................  $1,497,052,000   $1,789,962,000   $ 2,024,873,000
  Reserves for guaranteed investment contracts.............     277,095,000      415,544,000       420,871,000
  Payable to brokers for purchases of securities...........     155,861,000               --        49,991,000
  Income taxes currently payable...........................      15,720,000       21,486,000        23,807,000
  Other liabilities........................................      56,372,000       74,710,000        83,824,000
                                                             --------------   --------------   ---------------
          Total reserves, payables and accrued
            liabilities....................................   2,002,100,000    2,301,702,000     2,603,366,000
                                                             --------------   --------------   ---------------
Variable annuity liabilities...............................   5,230,246,000    6,311,557,000     6,784,374,000
                                                             --------------   --------------   ---------------
Subordinated notes payable to Parent.......................      35,832,000       35,832,000        35,903,000
                                                             --------------   --------------   ---------------
Deferred income taxes......................................      73,459,000       70,189,000        71,943,000
                                                             --------------   --------------   ---------------
Shareholder's equity:
  Common Stock.............................................       3,511,000        3,511,000         3,511,000
  Additional paid-in capital...............................     252,876,000      280,263,000       308,674,000
  Retained earnings........................................     191,346,000      207,002,000       210,348,000
  Net unrealized gains (losses) on debt and equity
     securities available for sale.........................      (5,673,000)      (5,521,000)        7,589,000
                                                             --------------   --------------   ---------------
          Total shareholder's equity.......................     442,060,000      485,255,000       530,122,000
                                                             --------------   --------------   ---------------
          TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY.......  $7,783,697,000   $9,204,535,000   $10,025,708,000
                                                             --------------   --------------   ---------------
</TABLE>
    

   
                             See accompanying notes
    

                                       31
<PAGE>   38
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                         CONSOLIDATED INCOME STATEMENT

    
   
<TABLE>
<CAPTION>
                                                                                             THREE MONTHS ENDED
                                                YEARS ENDED SEPTEMBER 30,                       DECEMBER 31,
                                      ----------------------------------------------    ----------------------------
                                          1994            1995             1996             1995            1996
                                      ------------    -------------    -------------    ------------    ------------
                                                                                                (UNAUDITED)
<S>                                   <C>             <C>              <C>              <C>             <C>
Investment income..................   $127,758,000    $ 129,466,000    $ 164,631,000    $ 38,653,000    $ 46,712,000
                                      ------------    -------------    -------------    ------------    ------------
Interest expense on:
  Fixed annuity contracts..........    (66,311,000)     (72,975,000)     (82,690,000)    (18,936,000)    (25,191,000)
  Guaranteed investment
     contracts.....................             --       (3,733,000)     (19,974,000)     (4,272,000)     (6,038,000)
  Senior indebtedness..............        (71,000)        (227,000)      (2,568,000)       (195,000)       (181,000)
  Subordinated notes payable to
     Parent........................     (2,380,000)      (2,448,000)      (2,556,000)       (633,000)       (758,000)
                                      ------------    -------------    -------------    ------------    ------------
  Total interest expense...........    (68,762,000)     (79,383,000)    (107,788,000)    (24,036,000)    (32,168,000)
                                      ------------    -------------    -------------    ------------    ------------
NET INVESTMENT INCOME..............     58,996,000       50,083,000       56,843,000      14,617,000      14,544,000
                                      ------------    -------------    -------------    ------------    ------------
NET REALIZED INVESTMENT LOSSES.....    (33,713,000)      (4,363,000)     (13,355,000)    (12,800,000)    (19,116,000)
                                      ------------    -------------    -------------    ------------    ------------
Fee income:
  Variable annuity fees............     79,101,000       84,171,000      103,970,000      24,290,000      30,606,000
  Net retained commissions.........     20,822,000       24,108,000       31,548,000       6,491,000       7,796,000
  Asset management fees............     31,302,000       26,935,000       25,413,000       6,503,000       6,418,000
                                      ------------    -------------    -------------    ------------    ------------
TOTAL FEE INCOME...................    131,225,000      135,214,000      160,931,000      37,284,000      44,820,000
                                      ------------    -------------    -------------    ------------    ------------
Other income and expenses:
  Surrender charges................      5,034,000        5,889,000        5,184,000       1,261,000       1,350,000
  General and administrative
     expenses......................    (52,636,000)     (61,629,000)     (80,048,000)    (16,997,000)    (22,322,000)
  Amortization of deferred
     acquisition costs.............    (44,195,000)     (58,713,000)     (57,520,000)    (13,658,000)    (13,817,000)
  Annual commissions...............     (1,158,000)      (2,658,000)      (4,613,000)       (939,000)     (1,433,000)
  Other, net.......................      3,767,000        1,174,000        1,886,000         507,000         920,000
                                      ------------    -------------    -------------    ------------    ------------
TOTAL OTHER INCOME AND EXPENSES....    (89,188,000)    (115,937,000)    (135,111,000)    (29,826,000)    (35,302,000)
                                      ------------    -------------    -------------    ------------    ------------
PRETAX INCOME......................     67,320,000       64,997,000       69,308,000       9,275,000       4,946,000
Income tax expense.................    (22,705,000)     (25,739,000)     (24,252,000)     (3,449,000)     (1,600,000)
                                      ------------    -------------    -------------    ------------    ------------
INCOME BEFORE CUMULATIVE EFFECT OF
  CHANGE IN ACCOUNTING FOR INCOME
  TAXES............................     44,615,000       39,258,000       45,056,000       5,826,000       3,346,000
Cumulative effect of change in
  accounting for income taxes......    (20,463,000)              --               --              --              --
                                      ------------    -------------    -------------    ------------    ------------
NET INCOME.........................   $ 24,152,000    $  39,258,000    $  45,056,000    $  5,826,000    $  3,346,000
                                      ------------    -------------    -------------    ------------    ------------
</TABLE>
    

   
                             See accompanying notes
    

                                       32
<PAGE>   39
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                      CONSOLIDATED STATEMENT OF CASH FLOWS

    
   
<TABLE>
<CAPTION>
                                                                                                        THREE MONTHS ENDED
                                                         YEARS ENDED SEPTEMBER 30,                         DECEMBER 31,
                                            ---------------------------------------------------   -------------------------------
                                                 1994              1995              1996             1995             1996
                                            ---------------   ---------------   ---------------   -------------   ---------------
                                                                                                            (UNAUDITED)
<S>                                         <C>               <C>               <C>               <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income................................  $    24,152,000   $    39,258,000   $    45,056,000   $   5,826,000   $     3,346,000
Adjustments to reconcile net income to net
  cash provided by operating activities:
  Interest credited to:
    Fixed annuity contracts...............       66,311,000        72,975,000        82,690,000      18,936,000        25,191,000
    Guaranteed investment contracts.......               --         3,733,000        19,974,000       4,272,000         6,038,000
    Net realized investment losses........       33,713,000         4,363,000        13,355,000      12,800,000        19,116,000
    Accretion of net discounts on
      investments.........................       (2,050,000)       (6,865,000)       (8,976,000)     (1,669,000)       (2,615,000)
    Amortization of goodwill..............        1,169,000         1,168,000         1,169,000         293,000           291,000
    Provision for deferred income taxes...       19,395,000        (1,489,000)       (3,351,000)     (6,541,000)       (5,305,000)
    Cumulative effect of change in
      accounting for income taxes.........       20,463,000                --                --              --                --
Change in:
  Accrued investment income...............       (1,310,000)        3,373,000        (5,483,000)     (3,683,000)         (729,000)
  Deferred acquisition costs..............      (34,612,000)       (7,180,000)      (60,941,000)     (5,853,000)      (28,927,000)
  Other assets............................        5,133,000         7,047,000        (8,000,000)     (6,902,000)       (7,788,000)
  Income taxes currently payable..........        6,559,000         3,389,000         5,766,000       5,749,000         2,321,000
  Other liabilities.......................           46,000         4,063,000         5,474,000         428,000         3,924,000
Other, net................................          360,000             7,000          (129,000)         85,000            (6,000)
                                            ---------------   ---------------   ---------------   -------------   ---------------
NET CASH PROVIDED BY OPERATING
  ACTIVITIES:.............................      139,329,000       123,842,000        86,604,000      23,741,000        14,857,000
                                            ---------------   ---------------   ---------------   -------------   ---------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Premium receipts on:
    Fixed annuity contracts...............      138,526,000       245,320,000       651,649,000      62,536,000       325,993,000
    Guaranteed investment contracts.......               --       275,000,000       134,967,000              --         5,000,000
  Net exchanges to (from) the fixed
    accounts of variable annuity
    contracts.............................      (29,286,000)       10,475,000      (236,705,000)    (36,865,000)      (82,234,000)
  Withdrawal payments on:
    Fixed annuity contracts...............     (269,412,000)     (237,977,000)     (173,489,000)    (60,577,000)      (25,292,000)
    Guaranteed investment contracts.......               --        (1,638,000)      (16,492,000)     (4,200,000)       (5,711,000)
  Claims and annuity payments on fixed
    annuity contracts.....................      (31,146,000)      (31,237,000)      (31,107,000)     (7,202,000)       (8,741,000)
  Net receipts from (repayments of) other
    short-term financings.................     (166,685,000)        3,202,000      (119,712,000)   (131,379,000)       10,308,000
  Capital contributions received..........               --                --        27,387,000      27,387,000        28,411,000
  Dividend paid...........................               --                --       (29,400,000)             --                --
                                            ---------------   ---------------   ---------------   -------------   ---------------
NET CASH PROVIDED (USED) BY FINANCING
  ACTIVITIES..............................     (358,003,000)      263,145,000       207,098,000    (150,300,000)      247,734,000
                                            ---------------   ---------------   ---------------   -------------   ---------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of:
    Bonds, notes and redeemable preferred
      stocks..............................   (1,197,743,000)   (1,556,586,000)   (1,937,890,000)   (230,071,000)   (1,068,608,000)
    Mortgage loans........................      (10,666,000)               --       (15,000,000)             --       (25,124,000)
    Other investments, excluding
      short-term investments..............      (26,317,000)      (13,028,000)      (36,770,000)     (2,698,000)       (3,108,000)
  Sales of:
    Bonds, notes and redeemable preferred
      stocks..............................      877,068,000     1,026,078,000     1,241,928,000     186,979,000       833,249,000
    Real estate...........................       33,443,000        36,813,000           900,000              --                --
    Other investments, excluding
      short-term investments..............        2,353,000         5,130,000         4,937,000       1,397,000           856,000
  Redemptions and maturities of:
    Bonds, notes and redeemable preferred
      stocks..............................      173,763,000       178,688,000       288,969,000      44,943,000        67,201,000
    Mortgage loans........................       10,087,000        14,403,000        11,324,000       1,428,000         2,806,000
    Other investments, excluding
      short-term investments..............       13,500,000        13,286,000        20,749,000       2,658,000         4,221,000
                                            ---------------   ---------------   ---------------   -------------   ---------------
NET CASH PROVIDED (USED) BY INVESTING
  ACTIVITIES..............................     (124,512,000)     (295,216,000)     (420,853,000)      4,636,000      (188,507,000)
                                            ---------------   ---------------   ---------------   -------------   ---------------
NET INCREASE (DECREASE) IN CASH AND
  SHORT-TERM INVESTMENTS..................     (343,186,000)       91,771,000      (127,151,000)   (121,923,000)       74,084,000
CASH AND SHORT-TERM INVESTMENTS AT
  BEGINNING OF PERIOD.....................      500,624,000       157,438,000       249,209,000     249,209,000       122,058,000
                                            ---------------   ---------------   ---------------   -------------   ---------------
CASH AND SHORT-TERM INVESTMENTS AT END OF
  PERIOD..................................  $   157,438,000   $   249,209,000   $   122,058,000   $ 127,286,000   $   196,142,000
                                            ---------------   ---------------   ---------------   -------------   ---------------
Supplemental cash flow information:
  Interest paid on indebtedness...........  $     1,175,000   $     3,235,000   $     5,982,000   $     661,000   $       288,000
                                            ---------------   ---------------   ---------------   -------------   ---------------
  Net income taxes paid (recovered).......  $    (3,328,000)  $    23,656,000   $    22,031,000   $   4,247,000   $     4,584,000
                                            ---------------   ---------------   ---------------   -------------   ---------------
</TABLE>
    

   
                             See accompanying notes
    

                                       33
<PAGE>   40
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    

   
1.  NATURE OF OPERATIONS
    

   
Anchor National Life Insurance Company (the "Company") is a wholly owned
indirect subsidiary of SunAmerica, Inc. (the "Parent"). The Company is an
Arizona-domiciled life insurance company and, on a consolidated basis, conducts
its business through three segments: annuity operations, asset management
operations and broker-dealer operations. Annuity operations include the sale and
administration of fixed and variable annuities and guaranteed investment
contracts. Asset management operations, which include the sale and management of
mutual funds, is conducted by SunAmerica Asset Management Corp. Broker-dealer
operations include the sale of securities and financial services products, and
is conducted by Royal Alliance Associates, Inc.
    

   
The operations of the Company are influenced by many factors, including general
economic conditions, monetary and fiscal policies of the federal government, and
policies of state and other regulatory authorities. The level of sales of the
Company's financial products is influenced by many factors, including general
market rates of interest; strength, weakness and volatility of equity markets;
and terms and conditions of competing financial products. The Company is exposed
to the typical risks normally associated with a portfolio of fixed-income
securities, namely interest rate, option, liquidity and credit risks. The
Company controls its exposure to these risks by, among other things, closely
monitoring and matching the duration of its assets and liabilities, monitoring
and limiting prepayment and extension risk in its portfolio, maintaining a large
percentage of its portfolio in highly liquid securities, and engaging in a
disciplined process of underwriting, reviewing and monitoring credit risk. The
Company also is exposed to market risk, as market volatility may result in
reduced fee income in the case of assets managed in mutual funds and held in
separate accounts.
    

   
2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
    

   
BASIS OF PRESENTATION:  The accompanying consolidated financial statements have
been prepared in accordance with generally accepted accounting principles and
include the accounts of the Company and all of its wholly owned subsidiaries.
All significant intercompany accounts and transactions are eliminated in
consolidation. Certain 1995 and 1994 amounts have been reclassified to conform
with the 1996 presentation.
    

   
The preparation of financial statements in conformity with generally accepted
accounting principles requires the use of estimates and assumptions that affect
the amounts reported in the financial statements and the accompanying notes.
Actual results could differ from those estimates.
    

   
RECENTLY ISSUED ACCOUNTING STANDARDS:  Effective October 1, 1993, the Company
adopted the provisions of Statement of Financial Accounting Standards No. 109,
"Accounting for Income Taxes." Accordingly, the cumulative effect of this change
in accounting for income taxes was recorded on October 1, 1993 to increase the
liability for Deferred Income Taxes by $20,463,000.
    

   
INVESTMENTS:  Cash and short-term investments primarily include cash, commercial
paper, money market investments, repurchase agreements and short-term bank
participations. All such investments are carried at cost plus accrued interest,
which approximates fair value, have maturities of three months or less and are
considered cash equivalents for purposes of reporting cash flows.
    

   
Bonds, notes and redeemable preferred stocks available for sale and common
stocks are carried at aggregate fair value and changes in unrealized gains or
losses, net of tax, are credited or charged directly to shareholder's equity.
Bonds, notes and redeemable preferred stocks held for investment (the "Held for
Investment Portfolio") are carried at amortized cost. On December 1, 1995, the
Company reassessed the appropriateness of classifying a portion of its portfolio
of bonds, notes and redeemable preferred stocks as held for investment. This
reassessment was made pursuant to the provisions of "Special Report: A Guide to
Implementation of Statement 115 on Accounting for Certain Investments in Debt
and Equity Securities," issued by the Financial Accounting Standards Board in
November 1995. As a result of its reassessment, the Company reclassified all of
its Held for Investment Portfolio as available for sale. At December 1, 1995,
the amortized cost of the Held for Investment Portfolio aggregated $157,830,000
and its fair value was $166,215,000. Upon reclassification, the resulting net
unrealized gain of $8,385,000 was credited to Net Unrealized Losses on Debt and
Equity Securities Available for Sale in the shareholder's equity section of the
balance sheet.
    

                                       34
<PAGE>   41
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
    

   
2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -- (CONTINUED)
Bonds, notes and redeemable preferred stocks are reduced to estimated net
realizable value when necessary for declines in value considered to be other
than temporary. Estimates of net realizable value are subjective and actual
realization will be dependent upon future events.
    

   
Mortgage loans are carried at amortized unpaid balances, net of provisions for
estimated losses. Real estate is carried at the lower of cost or fair value.
Other invested assets include investments in limited partnerships, which are
accounted for by using the cost method of accounting; separate account
investments; leveraged leases; policy loans, which are carried at unpaid
balances; and collateralized mortgage obligation residuals.
    

   
Realized gains and losses on the sale of investments are recognized in
operations at the date of sale and are determined using the specific cost
identification method. Premiums and discounts on investments are amortized to
investment income using the interest method over the contractual lives of the
investments.
    

   
DEFERRED ACQUISITION COSTS:  Policy acquisition costs are deferred and
amortized, with interest, over the estimated lives of the contracts in relation
to the present value of estimated gross profits, which are composed of net
interest income, net realized investment gains and losses, variable annuity
fees, surrender charges and direct administrative expenses. Costs incurred to
sell mutual funds are also deferred and amortized over the estimated lives of
the funds obtained. Deferred acquisition costs consist of commissions and other
costs that vary with, and are primarily related to, the production or
acquisition of new business.
    

   
As debt and equity securities available for sale are carried at aggregate fair
value, an adjustment is made to deferred acquisition costs equal to the change
in amortization that would have been recorded if such securities had been sold
at their stated aggregate fair value and the proceeds reinvested at current
yields. The change in this adjustment, net of tax, is included with the change
in net unrealized gains or losses on debt and equity securities available for
sale that is credited or charged directly to shareholder's equity. Deferred
Acquisition Costs have been increased by $4,200,000 at September 30, 1996, and
by $4,600,000 at September 30, 1995 for this adjustment.
    

   
VARIABLE ANNUITY ASSETS AND LIABILITIES:  The assets and liabilities resulting
from the receipt of variable annuity premiums are segregated in separate
accounts. The Company receives administrative fees for managing the funds and
other fees for assuming mortality and certain expense risks. Such fees are
included in Variable Annuity Fees in the income statement.
    

   
GOODWILL:  Goodwill, amounting to $19,478,000 at September 30, 1996, is
amortized by using the straight-line method over periods averaging 25 years and
is included in Other Assets in the balance sheet.
    

   
CONTRACTHOLDER RESERVES:  Contractholder reserves for fixed annuity contracts
and guaranteed investment contracts are accounted for as investment-type
contracts in accordance with Statement of Financial Accounting Standards No. 97,
"Accounting and Reporting by Insurance Enterprises for Certain Long-Duration
Contracts and for Realized Gains and Losses from the Sale of Investments," and
are recorded at accumulated value (premiums received, plus accrued interest,
less withdrawals and assessed fees).
    

   
FEE INCOME:  Variable annuity fees and asset management fees are recorded in
income as earned. Net retained commissions are recognized as income on a
trade-date basis.
    

   
INCOME TAXES:  The Company is included in the consolidated federal income tax
return of the Parent and files as a "life insurance company" under the
provisions of the Internal Revenue Code of 1986. Income taxes have been
calculated as if the Company filed a separate return. Deferred income tax assets
and liabilities are recognized based on the difference between financial
statement carrying amounts and income tax bases of assets and liabilities using
enacted income tax rates and laws.
    

                                       35
<PAGE>   42
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
    

   
3.  INVESTMENTS
    

   
The amortized cost and estimated fair value of bonds, notes and redeemable
preferred stocks available for sale and held for investment by major category
follow:
    

   
<TABLE>
<CAPTION>
                                                                     AMORTIZED COST     ESTIMATED FAIR VALUE
                                                                     --------------     --------------------
    <S>                                                              <C>                <C>
    AT SEPTEMBER 30, 1996:
    AVAILABLE FOR SALE:
      Securities of the United States Government...................  $  311,458,000        $  304,538,000
      Mortgage-backed securities...................................     747,653,000           741,876,000
      Securities of public utilities...............................       3,684,000             3,672,000
      Corporate bonds and notes....................................     590,071,000           591,148,000
      Redeemable preferred stocks..................................       9,064,000             8,664,000
      Other debt securities........................................     339,094,000           337,373,000
                                                                     --------------        --------------
      Total available for sale.....................................  $2,001,024,000        $1,987,271,000
                                                                     --------------        --------------
    AT SEPTEMBER 30, 1995:
    AVAILABLE FOR SALE:
      Securities of the United States Government...................  $   59,756,000        $   60,258,000
      Mortgage-backed securities...................................   1,121,064,000         1,110,676,000
      Securities of public utilities...............................         792,000               774,000
      Corporate bonds and notes....................................     290,924,000           288,883,000
      Redeemable preferred stocks..................................       3,945,000             4,937,000
      Other debt securities........................................      23,581,000            23,685,000
                                                                     --------------        --------------
      Total available for sale.....................................  $1,500,062,000        $1,489,213,000
                                                                     --------------        --------------

    HELD FOR INVESTMENT:
      Securities of the United States Government...................  $   10,379,000        $   10,797,000
      Mortgage-backed securities...................................       8,378,000             8,378,000
      Corporate bonds and notes....................................     105,980,000           112,665,000
      Other debt securities........................................      33,164,000            33,164,000
                                                                     --------------        --------------
      Total held for investment....................................  $  157,901,000        $  165,004,000
                                                                     --------------        --------------
</TABLE>
    

   
The amortized cost and estimated fair value of bonds, notes and redeemable
preferred stocks available for sale by contractual maturity, as of September 30,
1996, follow:
    

   
<TABLE>
<CAPTION>
                                                                     AMORTIZED COST     ESTIMATED FAIR VALUE
                                                                     --------------     --------------------
    <S>                                                              <C>                <C>
    AVAILABLE FOR SALE:
      Due in one year or less......................................  $   18,792,000        $   19,357,000
      Due after one year through five years........................     505,564,000           499,163,000
      Due after five years through ten years.......................     378,249,000           378,250,000
      Due after ten years..........................................     350,766,000           348,625,000
      Mortgage-backed securities...................................     747,653,000           741,876,000
                                                                     --------------        --------------
      Total available for sale.....................................  $2,001,024,000        $1,987,271,000
                                                                     --------------        --------------
</TABLE>
    

   
Actual maturities of bonds, notes and redeemable preferred stocks will differ
from those shown above due to prepayments and redemptions.
    

                                       36
<PAGE>   43
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
    

   
3.  INVESTMENTS -- (CONTINUED)
Gross unrealized gains and losses on bonds, notes and redeemable preferred
stocks available for sale and held for investment by major category follow:
    

   
<TABLE>
<CAPTION>
                                                                              GROSS                GROSS
                                                                            UNREALIZED           UNREALIZED
                                                                              GAINS                LOSSES
                                                                         ----------------     ----------------
    <S>                                                                  <C>                  <C>
    AT SEPTEMBER 30, 1996:
    AVAILABLE FOR SALE:
      Securities of the United States Government.......................    $    284,000         $ (7,204,000)
      Mortgage-backed securities.......................................       7,734,000          (13,511,000)
      Securities of public utilities...................................           1,000              (13,000)
      Corporate bonds and notes........................................      11,709,000          (10,632,000)
      Redeemable preferred stocks......................................          16,000             (416,000)
      Other debt securities............................................         431,000           (2,152,000)
                                                                            -----------         ------------
      Total available for sale.........................................    $ 20,175,000         $(33,928,000)
                                                                            -----------         ------------
    AT SEPTEMBER 30, 1995:
    AVAILABLE FOR SALE:
      Securities of the United States Government.......................    $    553,000         $    (51,000)
      Mortgage-backed securities.......................................      12,013,000          (22,401,000)
      Securities of public utilities...................................              --              (18,000)
      Corporate bonds and notes........................................       5,344,000           (7,385,000)
      Redeemable preferred stocks......................................         992,000                   --
      Other debt securities............................................         104,000                   --
                                                                            -----------         ------------
      Total available for sale.........................................    $ 19,006,000         $(29,855,000)
                                                                            -----------         ------------
    HELD FOR INVESTMENT:
      Securities of the United States Government.......................    $    432,000         $    (14,000)
      Corporate bonds and notes........................................       6,685,000                   --
                                                                            -----------         ------------
      Total held for investment........................................    $  7,117,000         $    (14,000)
                                                                            -----------         ------------
</TABLE>
    

   
At September 30, 1996, gross unrealized gains on equity securities aggregated
$1,368,000 and gross unrealized losses aggregated $309,000. At September 30,
1995, gross unrealized gains on equity securities aggregated $1,082,000 and
gross unrealized losses aggregated $3,561,000.
    

                                       37
<PAGE>   44
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
    

   
3.  INVESTMENTS -- (CONTINUED)
Gross realized investment gains and losses on sales of all types of investments
are as follows:
    

   
<TABLE>
<CAPTION>
                                                                     YEARS ENDED SEPTEMBER 30,
                                                           ----------------------------------------------
                                                               1996             1995             1994
                                                           ------------     ------------     ------------
    <S>                                                    <C>              <C>              <C>
    BONDS, NOTES AND REDEEMABLE PREFERRED STOCKS:
      Available for sale:
         Realized gains..................................  $ 14,532,000     $ 15,983,000     $ 12,760,000
         Realized losses.................................   (10,432,000)     (21,842,000)     (31,066,000)
      Held for investment:
         Realized gains..................................            --        2,413,000          890,000
         Realized losses.................................            --         (586,000)      (1,913,000)
    EQUITIES:
      Realized gains.....................................       511,000          994,000          467,000
      Realized losses....................................    (3,151,000)        (114,000)        (303,000)
    OTHER INVESTMENTS:
      Realized gains.....................................     1,135,000        3,561,000               --
      Realized losses....................................    (1,729,000)         (12,000)        (358,000)
    IMPAIRMENT WRITEDOWNS................................   (14,221,000)      (4,760,000)     (14,190,000)
                                                           ------------     ------------     ------------
    Total net realized investment losses.................  $(13,355,000)    $ (4,363,000)    $(33,713,000)
                                                           ------------     ------------     ------------
</TABLE>
    

   
The sources and related amounts of investment income are as follows:
    

   
<TABLE>
<CAPTION>
                                                                     YEARS ENDED SEPTEMBER 30,
                                                           ----------------------------------------------
                                                               1996             1995             1994
                                                           ------------     ------------     ------------
    <S>                                                    <C>              <C>              <C>
    Short-term investments...............................  $ 10,647,000     $  8,308,000     $  4,648,000
    Bonds, notes and redeemable preferred stocks.........   140,387,000      107,643,000       98,935,000
    Mortgage loans.......................................     8,701,000        7,419,000       12,133,000
    Common stocks........................................         8,000            3,000            1,000
    Real estate..........................................      (196,000)         (51,000)       1,379,000
    Limited partnerships.................................     4,073,000        5,128,000        9,487,000
    Other invested assets................................     1,011,000        1,016,000        1,175,000
                                                           ------------     ------------     ------------
              Total investment income....................  $164,631,000     $129,466,000     $127,758,000
                                                           ------------     ------------     ------------
</TABLE>
    

   
Expenses incurred to manage the investment portfolio amounted to $1,737,000 for
the year ended September 30, 1996, $1,983,000 for the year ended September 30,
1995, and $1,714,000 for the year ended September 30, 1994 and are included in
General and Administrative Expenses in the income statement.
    

   
At September 30, 1996, no investment exceeded 10% of the Company's consolidated
shareholder's equity.
    

   
At September 30, 1996, mortgage loans were collateralized by properties located
in 11 states, with loans totaling approximately 21% of the aggregate carrying
value of the portfolio secured by properties located in Colorado, approximately
17% by properties located in New Jersey and approximately 14% by properties
located in California. No more than 12% of the portfolio was secured by
properties in any other single state.
    

   
At September 30, 1996, bonds, notes and redeemable preferred stocks included
$160,801,000 (fair value, $160,158,000) of bond and notes not rated investment
grade by either Standard & Poor's Corporation, Moody's Investors Service, Duff
and Phelps Credit Rating Co., Fitch Investor Service, Inc. or under National
Association of Insurance Commissioners' guidelines. The Company had no material
concentrations of non-investment-grade assets at September 30, 1996.
    

                                       38
<PAGE>   45
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
    

   
3.  INVESTMENTS -- (CONTINUED)
At September 30, 1996, the amortized cost of investments in default as to the
payment of principal or interest was $3,115,000, consisting of $1,580,000 of
non-investment-grade bonds and $1,535,000 of mortgage loans. Such nonperforming
investments had an estimated fair value of $2,935,000.
    

   
At September 30, 1996, $6,486,000 of bonds, at amortized cost, were on deposit
with regulatory authorities in accordance with statutory requirements.
    

   
The Company has undertaken to dispose of certain real estate investments, having
an aggregate carrying value of $28,410,000, during the next year, to affiliated
or nonaffiliated parties, and the Parent has guaranteed that the Company will
receive its current carrying value for these assets. (This guaranty was
terminated on December 31, 1996. See Note 11 "Subsequent Event").
    

   
4.  FAIR VALUE OF FINANCIAL INSTRUMENTS
    

   
The following estimated fair value disclosures are limited to reasonable
estimates of the fair value of only the Company's financial instruments. The
disclosures do not address the value of the Company's recognized and
unrecognized nonfinancial assets (including its other invested assets, equity
investments and real estate investments) and liabilities or the value of
anticipated future business. The Company does not plan to sell most of its
assets or settle most of its liabilities at these estimated fair values.
    

   
The fair value of a financial instrument is the amount at which the instrument
could be exchanged in a current transaction between willing parties, other than
in a forced or liquidation sale. Selling expenses and potential taxes are not
included. The estimated fair value amounts were determined using available
market information, current pricing information and various valuation
methodologies. If quoted market prices were not readily available for a
financial instrument, management determined an estimated fair value.
Accordingly, the estimates may not be indicative of the amounts the financial
instruments could be exchanged for in a current or future market transaction.
    

   
The following methods and assumptions were used to estimate the fair value of
each class of financial instruments for which it is practicable to estimate that
value:
    

   
CASH AND SHORT TERM INVESTMENTS:  Carrying value is considered to be a
reasonable estimate of fair value.
    

   
BONDS, NOTES AND REDEEMABLE PREFERRED STOCKS:  Fair value is based principally
on independent pricing services, broker quotes and other independent
information.
    

   
MORTGAGE LOANS:  Fair values are primarily determined by discounting future cash
flows to the present at current market rates, using expected prepayment rates.
    

   
VARIABLE ANNUITY ASSETS:  Variable annuity assets are carried at the market
value of the underlying securities.
    

   
RECEIVABLE FROM (PAYABLE TO) BROKERS FOR SALES (PURCHASES) OF SECURITIES:  Such
obligations represent net transactions of a short-term nature for which the
carrying value is considered a reasonable estimate of fair value.
    

   
RESERVES FOR FIXED ANNUITY CONTRACTS:  Deferred annuity contracts and single
premium life contracts are assigned a fair value equal to current net surrender
value. Annuitized contracts are valued based on the present value of future cash
flows at current pricing rates.
    

   
RESERVES FOR GUARANTEED INVESTMENT CONTRACTS:  Fair value is based on the
present value of future cash flows at current pricing rates.
    

   
VARIABLE ANNUITY LIABILITIES:  Fair values of contracts in the accumulation
phase are based on net surrender values. Fair values of contracts in the payout
phase are based on the present value of future cash flows at assumed investment
rates.
    

                                       39
<PAGE>   46
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
    

   
4.  FAIR VALUE OF FINANCIAL INSTRUMENTS -- (CONTINUED)
SUBORDINATED NOTES PAYABLE TO PARENT:  Fair value is estimated based on the
quoted market prices for similar issues.
The estimated fair values of the Company's financial instruments at September
30, 1996 and 1995, compared with their respective carrying values, are as
follows:
    

   
<TABLE>
<CAPTION>
                                                                   CARRYING VALUE       FAIR VALUE
                                                                   ---------------    ---------------
        <S>                                                        <C>                <C>
        1996:
        ASSETS:
          Cash and short-term investments........................  $   122,058,000    $   122,058,000
          Bonds, notes and redeemable preferred stocks...........    1,987,271,000      1,987,271,000
          Mortgage loans.........................................       98,284,000        102,112,000
          Receivable from brokers for sales of securities........       52,348,000         52,348,000
          Variable annuity assets................................    6,311,557,000      6,311,557,000
        LIABILITIES:
          Reserves for fixed annuity contracts...................    1,789,962,000      1,738,784,000
          Reserves for guaranteed investment contracts...........      415,544,000        416,695,000
          Variable annuity liabilities...........................    6,311,557,000      6,117,508,000
          Subordinated notes payable to Parent...................       35,832,000         37,339,000
                                                                    ==============     ==============
        1995:
        ASSETS:
          Cash and short-term investments........................  $   249,209,000    $   249,209,000
          Bonds, notes and redeemable preferred stocks...........    1,647,114,000      1,654,217,000
          Mortgage loans.........................................       94,260,000         95,598,000
          Variable annuity assets................................    5,230,246,000      5,230,246,000
        LIABILITIES:
          Reserves for fixed annuity contracts...................    1,497,052,000      1,473,757,000
          Reserves for guaranteed investment contracts...........      277,095,000        277,095,000
          Payable to brokers for purchases of securities.........      155,861,000        155,861,000
          Variable annuity liabilities...........................    5,230,246,000      5,077,257,000
          Subordinated notes payable to Parent...................       35,832,000         34,620,000
                                                                    ==============     ==============
</TABLE>
    

   
5.  SUBORDINATED NOTES PAYABLE TO PARENT
    

   
Subordinated notes payable to Parent averaged $35,832,000 at a weighted average
interest rate of 8.71% (with rates ranging from 7% to 9%) at September 30, 1996
and require principal payments of $5,272,000 in 1997, $7,500,000 in 1998 and
$23,060,000 in 1999.
    

   
6.  CONTINGENT LIABILITIES
    

   
The Company has entered into two agreements in which it has guaranteed the
liquidity of certain short-term securities of two municipalities by agreeing to
purchase such securities in the event there is no other buyer in the short-term
marketplace. In return the Company receives a fee. These guarantees total up to
$182,600,000. Management does not anticipate any material future losses with
respect to these guarantees.
    

   
The Company is involved in various kinds of litigation common to its businesses.
These cases are in various stages of development and, based on reports of
counsel, management believes that provisions made for potential losses are
adequate and any further liabilities and costs will not have a material adverse
impact upon the Company's financial position or results of operations.
    

                                       40
<PAGE>   47
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
    

   
7.  SHAREHOLDER'S EQUITY
    

   
The Company is authorized to issue 4,000 shares of its $1,000 par value Common
Stock. At September 30, 1996, 1995 and 1994, 3,511 shares are outstanding.
    

   
Changes in shareholder's equity are as follows:
<TABLE>
<CAPTION>
                                                                     YEARS ENDED SEPTEMBER 30,
                                                           ----------------------------------------------
                                                               1996             1995             1994
                                                           ------------     ------------     ------------
    <S>                                                    <C>              <C>              <C>
    ADDITIONAL PAID-IN CAPITAL:
      Beginning balance..................................  $252,876,000     $252,876,000     $252,876,000
      Capital contributions received.....................    27,387,000               --               --
                                                           ------------     ------------     ------------
      Ending balance.....................................  $280,263,000     $252,876,000     $252,876,000
                                                           ------------     ------------     ------------
    RETAINED EARNINGS:
      Beginning balance..................................  $191,346,000     $152,088,000     $127,936,000
      Net income.........................................    45,056,000       39,258,000       24,152,000
      Dividend paid......................................   (29,400,000)              --               --
                                                           ------------     ------------     ------------
      Ending balance.....................................  $207,002,000     $191,346,000     $152,088,000
                                                           ------------     ------------     ------------
<CAPTION>
                                                                     YEARS ENDED SEPTEMBER 30,
                                                               1996             1995             1994
                                                           ------------     ------------     ------------
    <S>                                                    <C>              <C>              <C>
    NET UNREALIZED LOSSES ON DEBT AND EQUITY SECURITIES
      AVAILABLE FOR SALE:
      Beginning balance..................................  $ (5,673,000)    $(24,953,000)    $(13,230,000)
      Change in net unrealized gains/losses on debt
         securities available for sale...................    (2,904,000)      71,302,000      (69,407,000)
      Change in net unrealized gains/losses on equity
         securities available for sale...................     3,538,000       (1,240,000)        (753,000)
      Change in adjustment to deferred acquisition
         costs...........................................      (400,000)     (40,400,000)      45,000,000
      Tax effects of net changes.........................       (82,000)     (10,382,000)      13,437,000
                                                           ------------     ------------     ------------
      Ending balance.....................................  $ (5,521,000)    $ (5,673,000)    $(24,953,000)
                                                           ------------     ------------     ------------
</TABLE>
    

   
Dividends that the Company may pay to its shareholder in any year without prior
approval of the Arizona Department of Insurance are limited by statute. The
maximum amount of dividends which can be paid to shareholders of insurance
companies domiciled in the state of Arizona without obtaining the prior approval
of the Insurance Commissioner is limited to the lesser of either 10% of the
preceding year's Statutory Surplus or the preceding year's statutory net gain
from operations. A dividend in the amount of $29,400,000 was paid on March 18,
1996. No dividends were paid in fiscal years 1995 or 1994.
    

   
Under statutory accounting principles utilized in filings with insurance
regulatory authorities, the Company's net income for the nine months ended
September 30, 1996 was $21,898,000. The statutory net income for the year ended
December 31, 1995 was $30,673,000 and for the year ended December 31, 1994 was
$35,060,000. The Company's statutory capital and surplus was $282,275,000 at
September 30, 1996, $294,767,000 at December 31, 1995 and $219,577,000 at
December 31, 1994.
    

                                       41
<PAGE>   48
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
    

   
8.  INCOME TAXES
    

   
The components of the provisions for federal income taxes on pretax income
consist of the following:
    

   
<TABLE>
<CAPTION>
                                                          NET REALIZED
                                                        INVESTMENT GAINS
                                                            (LOSSES)         OPERATIONS         TOTAL
                                                        ----------------     -----------     -----------
    <S>                                                 <C>                  <C>             <C>
    1996:
    Currently payable.................................    $  5,754,000       $21,849,000     $27,603,000
    Deferred..........................................     (10,347,000)        6,996,000      (3,351,000)
                                                          ------------       -----------     -----------
         Total income tax expense.....................    $ (4,593,000)      $28,845,000     $24,252,000
                                                          ------------       -----------     -----------
    1995:
    Currently payable.................................    $  4,248,000       $22,980,000     $27,228,000
    Deferred..........................................      (6,113,000)        4,624,000      (1,489,000)
                                                          ------------       -----------     -----------
         Total income tax expense.....................    $ (1,865,000)      $27,604,000     $25,739,000
                                                          ------------       -----------     -----------
    1994:
    Currently payable.................................    $ (6,825,000)      $10,135,000     $ 3,310,000
    Deferred..........................................      (1,320,000)       20,715,000      19,395,000
                                                          ------------       -----------     -----------
         Total income tax expense.....................    $ (8,145,000)      $30,850,000     $22,705,000
                                                          ------------       -----------     -----------
</TABLE>
    

   
Income taxes computed at the United States federal income tax rate of 35% and
income taxes provided differ as follows:
    

   
<TABLE>
<CAPTION>
                                                                   YEARS ENDED SEPTEMBER 30,
                                                          -------------------------------------------
                                                             1996            1995            1994
                                                          -----------     -----------     -----------
    <S>                                                   <C>             <C>             <C>
    Amount computed at statutory rate...................  $24,258,000     $22,749,000     $23,562,000
    Increases (decreases) resulting from:
      Amortization of differences between book and tax
         bases of net assets acquired...................      464,000       3,049,000         465,000
      State income taxes, net of federal tax benefit....    2,070,000         437,000        (662,000)
      Dividends-received deduction......................   (2,357,000)             --              --
      Tax credits.......................................     (257,000)       (168,000)       (612,000)
      Other, net........................................       74,000        (328,000)        (48,000)
                                                          -----------     -----------     -----------
         Total income tax expense.......................  $24,252,000     $25,739,000     $22,705,000
                                                          -----------     -----------     -----------
</TABLE>
    

   
For United States federal income tax purposes, certain amounts from life
insurance operations are accumulated in a memorandum policyholders' surplus
account and are taxed only when distributed to shareholders or when such account
exceeds prescribed limits. The accumulated policyholders' surplus was
$14,300,000 at September 30, 1996. The Company does not anticipate any
transactions which would cause any part of this surplus to be taxable.
    

                                       42
<PAGE>   49
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
    

   
8.  INCOME TAXES -- (CONTINUED)
Deferred income taxes reflect the net tax effects of temporary differences
between the carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for income tax reporting purposes. The significant
components of the liability for Deferred Income Taxes are as follows:
    

   
<TABLE>
<CAPTION>
                                                                              SEPTEMBER 30,
                                                                      -----------------------------
                                                                          1996             1995
                                                                      ------------     ------------
        <S>                                                           <C>              <C>
        DEFERRED TAX LIABILITIES:
        Investments.................................................  $ 15,036,000     $ 14,181,000
        Deferred acquisition costs..................................   136,747,000      118,544,000
        State income taxes..........................................     1,466,000        1,847,000
                                                                      ------------     ------------
        Total deferred tax liabilities..............................   153,249,000      134,572,000
                                                                      ------------     ------------
        DEFERRED TAX ASSETS:
        Contractholder reserves.....................................   (77,522,000)     (55,910,000)
        Guaranty fund assessments...................................    (1,031,000)      (1,123,000)
        Other assets................................................    (1,534,000)      (1,025,000)
        Net unrealized losses on certain debt and equity
          securities................................................    (2,973,000)      (3,055,000)
                                                                      ------------     ------------
        Total deferred tax assets...................................   (83,060,000)     (61,113,000)
                                                                      ------------     ------------
        Deferred income taxes.......................................  $ 70,189,000     $ 73,459,000
                                                                      ------------     ------------
</TABLE>
    

   
9.  RELATED PARTY MATTERS
    

   
The Company pays commissions to two affiliated companies, SunAmerica Securities,
Inc. and Advantage Capital Corp. These broker-dealers represent a significant
portion of the Company's business, amounting to approximately 15.6%, 14.1% and
14.5% of premiums in 1996, 1995 and 1994, respectively. Commissions paid to
these broker-dealers totaled $16,906,000 in 1996, $9,435,000 in 1995 and
$9,725,000 in 1994.
    

   
The Company purchases administrative, investment management, accounting,
marketing and data processing services from SunAmerica Financial, Inc., whose
purpose is to provide services to the SunAmerica companies. Amounts paid for
such services totaled $65,351,000 for the year ended September 30, 1996,
$42,083,000 for the year ended September 30, 1995 and $36,934,000 for the year
ended September 30, 1994. Such amounts are included in General and
Administrative Expenses in the income statement.
    

   
On December 31, 1995, the Parent made a $27,387,000 capital contribution to the
Company, through the Company's direct parent, in exchange for the termination of
its guaranty with respect to certain real estate owned in Arizona. Accordingly,
the Company reduced the carrying value of this real estate to estimated fair
value to reflect the termination of the guaranty. On December 31, 1996, the
Parent made a similar capital contribution for $28,410,000 in exchange for the
termination of the remaining guaranty with respect to such real estate.
    

   
During the year ended September 30, 1995, the Company sold to the Parent real
estate for cash equal to its carrying value of $29,761,000.
    

   
During the year ended September 30, 1996, the Company sold various invested
assets to the Parent, SunAmerica Life Insurance Company and Ford Life Insurance
Company ("Ford") for cash equal to their current market values of $274,000,
$8,968,000 and $38,353,000, respectively. The Company recorded net losses of
$3,000 on such transactions.
    

   
During the year ended September 30, 1996, the Company also purchased certain
invested assets from SunAmerica Life Insurance Company and Ford for cash equal
to their current market values of $5,159,000 and $23,220,000, respectively.
    

                                       43
<PAGE>   50
 
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
    

   
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
    

   
10.  BUSINESS SEGMENTS
    

   
Summarized data for the Company's business segments follow:
    

   
<TABLE>
<CAPTION>
                                                                 TOTAL
                                                            DEPRECIATION AND
                                       TOTAL REVENUES     AMORTIZATION EXPENSE     PRETAX INCOME      TOTAL ASSETS
                                       --------------     --------------------     -------------     --------------
    <S>                                <C>                <C>                      <C>               <C>
    1996:
    Annuity operations...............   $ 250,645,000         $ 43,974,000          $ 53,827,000     $9,092,770,000
    Asset management.................      29,711,000           18,295,000             2,448,000         74,410,000
    Broker-dealer operations.........      31,851,000              449,000            13,033,000         37,355,000
                                         ------------          -----------           -----------         ----------
         Total.......................   $ 312,207,000         $ 62,718,000          $ 69,308,000     $9,204,535,000
                                         ------------          -----------           -----------         ----------
    1995:
    Annuity operations...............   $ 205,698,000         $ 38,350,000          $ 55,462,000     $7,667,946,000
    Asset management.................      30,253,000           24,069,000               510,000         86,510,000
    Broker-dealer operations.........      24,366,000              411,000             9,025,000         29,241,000
                                         ------------          -----------           -----------         ----------
         Total.......................   $ 260,317,000         $ 62,830,000          $ 64,997,000     $7,783,697,000
                                         ------------          -----------           -----------         ----------
    1994:
    Annuity operations...............   $ 171,553,000         $ 26,501,000          $ 52,284,000     $6,473,065,000
    Asset management.................      32,803,000           19,330,000             7,916,000        102,192,000
    Broker-dealer operations.........      20,914,000              408,000             7,120,000         26,869,000
                                         ------------          -----------           -----------         ----------
         Total.......................   $ 225,270,000         $ 46,239,000          $ 67,320,000     $6,602,126,000
                                         ------------          -----------           -----------         ----------
</TABLE>
    

   
11.  SUBSEQUENT EVENT (UNAUDITED)
    

   
On December 31, 1996, the Parent made a capital contribution of $28,410,000 to
the Company through the Company's direct parent, in exchange for the termination
of its guaranty with respect to the remainder of the land owned in Arizona.
Accordingly, on December 31, 1996, the Company reduced the carrying value of
this land to estimated fair value to reflect the termination of the guaranty.
    

                                       44
<PAGE>   51
 
================================================================================
                      APPENDIX A - MARKET VALUE ADJUSTMENT
================================================================================
 
The market value adjustment reflects the impact that changing interest rates
have on the value of money invested at a fixed interest rate. The longer the
period of time remaining in the term you initially agreed to leave your money in
the fixed investment option, the greater the impact of changing interest rates.
The impact of the market value adjustment can be either positive or negative,
and is computed by multiplying the amount withdrawn, transferred or annuitized
by the following factor:
                                             (N/12)
                           [(1+I/(1+J+0.005)]      - 1
 
        The market value adjustment formula may differ in certain states
  WHERE:
 
        I is the interest rate you are earning on the money invested in the
        fixed investment option;
 
        J is the interest rate then currently available for the period of time
        equal to the number of years remaining in the term you initially agreed
        to leave your money in the fixed investment option; and
 
        N is the number of full months remaining in the term you initially
        agreed to leave your money in the fixed investment option.
 
EXAMPLES OF THE MARKET VALUE ADJUSTMENT
 
The examples below assume the following:
 
     (1) You made an initial Purchase Payment of $10,000 and allocated it to the
         10-year fixed investment option at a rate of 7%;
 
     (2) You make a partial withdrawal of $4,000 when 3 1/2 years (42 months)
         remain in the 10-year term you initially agreed to leave your money in
         the fixed investment option (N=42);
 
     (3) The value of your contract on the date you make the withdrawal is
         $16,297.02 which reflects the deduction of all applicable fees and
         charges; and
 
     (4) You have not made any other transfers, additional Purchase Payments, or
         withdrawals.
 
   
No withdrawal charges are reflected because your Purchase Payment has been in
the contract for seven full years. If a withdrawal charge applies, it is
deducted before the market value adjustment.
    
 
NEGATIVE ADJUSTMENT
 
Assume that on the date of withdrawal, the interest rate in effect for new
Purchase Payments in the 3-year fixed investment option is 7.5% and the 5-year
fixed investment option is 8.5%. By linear interpolation, the interest rate for
the remaining 4 years (3 1/2 years rounded up to the next full year) in the
contract is calculated to be 8%.
 
The market value adjustment factor is =                    (N/12)
                                        [(1+I)/(1+J+0.005)]      - 1

                                      =                      (42/12)
                                        [(1.07)/(1.08+0.005)]       - 1

                                      =           (3.5)
                                        (0.986175)     - 1

                                      = 0.952443 - 1

                                      = - 0.047557
 
The requested withdrawal amount is multiplied by the market value adjustment
factor to determine the market value adjustment:

                        $4,000 X (- 0.047557) = -$190.23
 
$190.23 represents the market value adjustment that will be deducted from the
money remaining in the 10-year fixed investment option.
 
POSITIVE ADJUSTMENT
 
Assume that on the date of withdrawal, the interest rate in effect for a new
Purchase Payments in the 3-year fixed investment option is 5.5% and the 5-year
fixed investment option is 6.5%. By linear interpolation, the interest rate for
the remaining 4 years (3 1/2 years rounded up to the next full year) in the
contract is calculated to be 6%.
                                             
The market value adjustment factor is =                   (N/12)
                                        [(1+I/(1+J+0.005)]      - 1

                                                             (42/12)
                                      = [(1.07)/(1.06+0.005)]       - 1

                                                  (3.5)
                                      = (1.004695)     - 1

                                      = 1.016528 - 1

                                      = + 0.01653
 
The requested withdrawal amount is multiplied by the market value adjustment
factor to determine the market value adjustment:

                         $4,000 x (+0.01653) = +$66.11
 
$66.11 represents the market value adjustment that would be added to your
withdrawal.
 
                                       A-1
<PAGE>   52
 
================================================================================
                           APPENDIX B - PREMIUM TAXES
================================================================================
 
Premium taxes vary according to the state and are subject to change without
notice. In many states, there is no tax at all. Listed below are the current
premium tax rates in those states that assess a premium tax. For current
information, you should consult your tax adviser.
 
   
<TABLE>
<CAPTION>
                                                                        QUALIFIED     NON-QUALIFIED
                                    STATE                               CONTRACT        CONTRACT
        <S>                                                             <C>           <C>
        =========================================================================================
        California                                                          .50%           2.35%
        -------------------------------------------------------------------------------------------
        District of Columbia                                               2.25%           2.25%
        -------------------------------------------------------------------------------------------
        Kansas                                                                0%              2%
        -------------------------------------------------------------------------------------------
        Kentucky                                                              2%              2%
        -------------------------------------------------------------------------------------------
        Maine                                                                 0%              2%
        -------------------------------------------------------------------------------------------
        Nevada                                                                0%            3.5%
        -------------------------------------------------------------------------------------------
        South Dakota                                                          0%           1.25%
        -------------------------------------------------------------------------------------------
        West Virginia                                                         1%              1%
        -------------------------------------------------------------------------------------------
        Wyoming                                                               0%              1%
        ===========================================================================================
</TABLE>
    
 
                                       A-2
<PAGE>   53
 
- --------------------------------------------------------------------------------
 
  Please forward a copy (without charge) of the Polaris II Variable Annuity
Statement of Additional Information to:
 
              (Please print or type and fill in all information.)
 
        ------------------------------------------------------------------------
        Name
 
        ------------------------------------------------------------------------
        Address
 
        ------------------------------------------------------------------------
        City/State/Zip
 
        Date:                           Signed:
        --------------------------------       ---------------------------------
 
  Return to: Anchor National Life Insurance Company, Annuity Service Center,
P.O. Box 52499, Los Angeles, California 90054-0299
- --------------------------------------------------------------------------------
<PAGE>   54
                                     PART II

                  Information Not Required in Prospectus

Item 13. Other Expenses of Issuance and Distribution.

         Not Applicable

Item 14. Indemnification of Directors and Officers.

         Not Applicable

Item 15. Recent Sales of Unregistered Securities.

         Not Applicable

Item 16. Exhibits and Financial Statement Schedules.

   

<TABLE>
<CAPTION>
         Exhibit No.       Description
<S>               <C>
         (1)      Form of Underwriting Agreement*
         (2)      Plan of Acquisition, Reorganization,
                  Arrangement, Liquidation or Succession***
         (3)      (a)      Articles of Incorporation*
                  (b)      By-Laws*
         (4)      (a)      Polaris II Group Annuity Certificate*
                  (b)      Polaris II Individual Anuity Contract*
                  (c)      Polaris II Participant Enrollment Form*
                  (d)      Polaris II Annuity Application*
         (5)               Opinion of Counsel re: Legality*
                           (included on Exhibit (23)(b))
         (6)               Opinion re Discount on Capital Shares***
         (7)               Opinion re Liquidation Preference***
         (8)               Opinion re Tax Matters***
         (9)               Voting Trust Agreement***
         (10)              Material Contracts***
         (11)              Statement re Computation of Per Share
                             Earnings***
         (12)              Statement re Computation of Ratios***
         (14)              Material Foreign Patents***
         (15)              Letter re Unaudited Financial Information***
         (16)              Letter re Change in Certifying Accountant***
         (21)              Subsidiaries of Registrant*
         (23)              (a)     Consent of Independent Accountants*
                           (b)     Consent of Attorney*
         (24)              Powers of Attorney**
         (25)              Statement of Eligibility of Trustee***
         (26)              Invitation for Competitive Bids***
         (27)              Financial Data Schedule*
         (28)              Information Reports Furnished to State
                             Insurance Regulatory Authority***
         (29)              Other Exhibits***
</TABLE>


                                   *        Herewith
                                   **       Previously FIled
                                   ***      Not Applicable
    
<PAGE>   55
Item 17. Undertakings.

                  The undersigned registrant, Anchor National Life Insurance
                  Company, hereby undertakes:

         (1)      To file, during any period in which offers or sales are being
                  made, a post-effective amendment to this registration
                  statement:

                  (i)      To include any prospectus required by Section
                           10(a)(3) of the Securities Act of 1933;

                  (ii)     To reflect in the prospectus any facts or events
                           arising after the effective date of the registration
                           statement (or the most recent post-effective
                           amendment hereof) which, individually or in the
                           aggregate, represents a fundamental change in the
                           information in the registration statement;

                  (iii)    To include any material information with respect to
                           the plan of distribution not previously disclosed in
                           the registration statement or any material change to
                           such information in the registration statement;

         (2)      That, for the purpose of determining any liability under the
                  Securities Act of 1933, each post-effective amendment shall be
                  deemed to be a new registration statement relating to the
                  securities offered therein, and the offering of such
                  securities at that time shall be deemed to be the initial bona
                  fide offering thereof; and

         (3)      To remove from registration by means of a post-effective
                  amendment any of the securities being registered which remain
                  unsold at the termination of the offering.
<PAGE>   56
                                   SIGNATURES


         As required by the Securities Act of 1933, the Registrant has caused
this Pre-Effective Amendment to the Registration Statement to be signed on its
behalf, in the City of Los Angeles, and the State of California, on this 17th
day of April, 1997.


                                    By: ANCHOR NATIONAL LIFE INSURANCE COMPANY



                                    By:    /s/ JAY S. WINTROB
                                       -----------------------------------------
                                          Jay S. Wintrob
                                          Executive Vice President



         As required by the Securities Act of 1933, this Pre-Effective Amendment
to the Registration Statement has been signed by the following persons in the
capacity and on the dates indicated.

<TABLE>
<CAPTION>
         SIGNATURE                  TITLE                        DATE
         ---------                  -----                        ----
<S>                       <C>                                 <C>
ELI BROAD*                 President, Chief Executive
- ----------------------       Officer, & Chairman of
Eli Broad                           Board
                          (Principal Executive Officer)


SCOTT L. ROBINSON*         Senior Vice President &
- ----------------------             Director
Scott L. Robinson         (Principal Financial Officer)


N. SCOTT GILLIS*           Senior Vice President &
- ----------------------           Controller
N. Scott Gillis            (Principal Accounting Officer)



JAMES R. BELARDI*                   Director
- ----------------------
James R. Belardi



LORIN M. FIFE*                      Director
- ----------------------
Lorin M. Fife



JANA W. GREER*                      Director
- ----------------------
Jana W. Greer



JAY S. WINTROB*                     Director
- ----------------------
Jay S. Wintrob



/s/ SUSAN L. HARRIS                 Director                  April 17, 1997
- ----------------------
Susan L. Harris
</TABLE>
<PAGE>   57
<TABLE>
<S>                                 <C>
PETER MCMILLAN*                     Director
- ----------------------
Peter McMillan



JAMES W. ROWAN*                     Director
- ----------------------
James W. Rowan



JOSEPH M. TUMBLER*                  Director
- -----------------------
Joseph M. Tumbler


* By: /s/ SUSAN L. HARRIS           Attorney-in-Fact
     ----------------------
        Susan L. Harris
</TABLE>


Date:  April 17, 1997
<PAGE>   58
                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Number                     Description
- ------                     -----------


<S>               <C>
(1)               Form of Underwriting Agreement
(3)               (a)      Articles of Incorporation
                  (b)      By-Laws
(4)               (a)      Polaris II Group Annuity Certificate
                  (b)      Polaris II Individual Anuity Contract
                  (c)      Polaris II Participant Enrollment Form
                  (d)      Polaris II Annuity Application
(5)               Opinion of Counsel re: Legality
                  (included on Exhibit (23)(b))
(21)              Subsidiaries of Registrant
(23)              (a)      Consent of Independent Accountants
                  (b)      Consent of Attorney
(27)              Financial Data Schedule
</TABLE>

<PAGE>   1

                                                                       EXHIBIT 1

                             DISTRIBUTION AGREEMENT

            THIS AGREEMENT, entered into on this 14th day of May, 1997, by and
between ANCHOR NATIONAL LIFE INSURANCE COMPANY ("Anchor"), a life insurance
company organized under the laws of the State of Arizona, on behalf of itself
and VARIABLE SEPARATE ACCOUNT ("Separate Account"), a Separate Account
established by Anchor pursuant to the insurance laws of the State of Arizona,
and SUNAMERICA CAPITAL SERVICES, INC. ("Distributor"), a corporation organized
under the laws of the state of Delaware.


                                  WITNESSETH:

            WHEREAS, Anchor proposes to issue to the public certain variable
annuity contracts identified on the contract specification sheet attached
hereto as Attachment A ("Contracts"); and

            WHEREAS, Anchor, by resolution adopted on June 25, 1981,
established the Separate Account on its books of account, for the purpose of
issuing the Contracts; and

            WHEREAS, the Separate Account is registered with the Securities and
Exchange Commission ("Commission") as a unit investment trust under the
Investment Company Act of 1940 to fund the Contracts; and

            WHEREAS, the Contracts to be issued by Anchor are registered with
the Commission under the Securities Act of 1933 for offer and sale to the
public, and otherwise are in compliance with all applicable laws; and

            WHEREAS, Distributor, a broker-dealer registered under the
Securities Exchange Act of 1934 and a member of the National Association of
Securities Dealers, Inc., proposes to act as distributor on an agency basis in
the marketing and distribution of said Contracts; and

            WHEREAS, Anchor desires to obtain the services of Distributor as
distributor of said Contracts issued by Anchor through the Separate Account;

            NOW THEREFORE, in consideration of the foregoing, and of the mutual
covenants and conditions set forth herein, and for other good and valuable
consideration, Anchor, the Separate Account, and Distributor hereby agree as
follows:

            1.            Distributor will serve as distributor on an agency
            basis for the Contracts which will be issued by Anchor through the
            Separate Account.

            2.            Distributor, will use its best efforts to provide 
            information and
<PAGE>   2
            marketing assistance to licensed insurance agents and
            broker-dealers on a continuing basis.  However, Distributor shall
            be responsible for compliance with the requirements of state
            broker-dealer regulations and the Securities Exchange Act of 1934
            as each applies to Distributor in connection with its duties as
            distributor of said Contracts.  Moreover, Distributor shall conduct
            its affairs in accordance with the Rules of Fair Practice of the
            National Association of Securities Dealers, Inc.

            3.            Subject to the agreement of Anchor, Distributor may
            enter into dealer agreements with broker-dealers registered under
            the Securities Exchange Act of 1934 and authorized by applicable
            law to sell variable annuity contracts issued by Anchor through the
            Separate Account.  Any such contractual arrangement is expressly
            made subject to this Agreement, and Distributor will at all times
            be responsible to Anchor for purposes of the federal securities
            laws for the distribution of Contracts issued through the Separate
            Account.  Distributor will use its respective best efforts to
            provide information and marketing assistance to such broker-
            dealers on a continuing basis.

            4.            Warranties

                          (a)     Anchor represents and warrants to Distributor
                                  that:
        
                                  (i)      Registration Statements on Form N-4
                                  for each of the contracts identified on
                                  Attachment A have been filed with the
                                  Commission in the form previously delivered
                                  to Distributor and that copies of any and all
                                  amendments thereto will be forwarded to
                                  Distributor at the time that they are filed
                                  with the Commission;

                                  (ii)     The Registration Statement and any
                                  further amendments or supplements thereto
                                  will, when they become effective, conform in
                                  all material respects to the requirements of
                                  the Securities Act of 1933 and the Investment
                                  Company Act of 1940, and the rules and
                                  regulations of the Commission under such
                                  Acts, and will not contain an untrue
                                  statement of a material fact or omit to state
                                  a material fact required to be stated therein
                                  or necessary to make the statements therein
                                  not misleading; provided, however, that this
                                  representation and warranty shall not apply
                                  to any statement or omission made in reliance
                                  upon and in conformity with information
                                  furnished in writing to Anchor by Distributor
                                  expressly for use therein;

                                  (iii)    Anchor is validly existing as a stock
                                  life insurance





                                     - 2 -
<PAGE>   3
                                  company in good standing under the laws of the
                                  State of Arizona, with power (corporate or
                                  other) to own its properties and conduct its
                                  business as described in the Prospectus, and
                                  has been duly qualified for the transaction of
                                  business and is in good standing under the
                                  laws of each other jurisdiction in which it
                                  owns or leases properties, or conducts any
                                  business, so as to require such qualification;

                                  (iv)     The Contracts to be issued through
                                  the Separate Account and offered for sale by
                                  Distributor on behalf of Anchor hereunder
                                  have been duly and validly authorized and,
                                  when issued and delivered against payment
                                  therefor as provided herein, will be duly and
                                  validly issued and will conform to the
                                  description of such Contracts contained in
                                  the Prospectuses relating thereto;

                                  (v)      Those persons who offer and sell the
                                  Contracts are to be appropriately licensed in
                                  a manner as to comply with the state
                                  insurance laws;

                                  (vi)     The performance of this Agreement
                                  and the consummation of the transactions
                                  contemplated by this Agreement will not
                                  result in a breach or violation of any of the
                                  terms or provisions of, or constitute a
                                  default under any statute, any indenture,
                                  mortgage, deed of trust, note agreement or
                                  other agreement or instrument to which Anchor
                                  is a party or by which Anchor is bound,
                                  Anchor's Charter as a stock life insurance
                                  company or By-laws, or any order, rule or
                                  regulation of any court or governmental
                                  agency or body having jurisdiction over
                                  Anchor or any of its properties; and no
                                  consent, approval, authorization or order of
                                  any court or governmental agency or body is
                                  required for the consummation by Anchor of
                                  the transactions contemplated by this
                                  Agreement, except such as may be required
                                  under the Securities Exchange Act of 1934 or
                                  state insurance or securities laws in
                                  connection with the distribution of the
                                  Contracts by Distributor; and

                                  (vii)    There are no material legal or
                                  governmental proceedings pending to which
                                  Anchor or the Separate Account is a party or
                                  of which any property of Anchor or the
                                  Separate Account is the subject, other than
                                  as set forth in the Prospectus relating to
                                  the Contracts, and other than litigation
                                  incident to the kind of business conducted by
                                  Anchor, if





                                     - 3 -
<PAGE>   4
                                  determined adversely to Anchor, would 
                                  individually or in the aggregate have a 
                                  material adverse effect on the financial 
                                  position, surplus or operations of Anchor.

                          (b)     Distributor, jointly and severally, represent
                                  and warrant to Anchor that:

                                  (i)      It is a broker-dealer duly
                                  registered with the Commission pursuant to
                                  the Securities Exchange Act of 1934 and a
                                  member in good standing of the National
                                  Association of Securities Dealers, Inc., and
                                  is in compliance with the securities laws in
                                  those states in which it conducts business as
                                  a broker-dealer;

                                  (ii)     It shall permit the offer and sale
                                  of Contracts to the public only by and
                                  through persons who are appropriately
                                  licensed under both the securities laws and
                                  state insurance laws and who are appointed in
                                  writing by Anchor to be authorized insurance
                                  agents;

                                  (iii)    The performance of this Agreement
                                  and the consummation of the transactions
                                  herein contemplated will not result in a
                                  breach or violation of any of the terms or
                                  provisions of or constitute a default under
                                  any statute, any indenture, mortgage, deed of
                                  trust, note agreement or other agreement or
                                  instrument to which either Distributor is a
                                  party or by which either Distributor is
                                  bound, the Certificate of Incorporation or
                                  By-laws of either Distributor, or any order,
                                  rule or regulation of any court or
                                  governmental agency or body having
                                  jurisdiction over either Distributor or its
                                  property; and

                                  (iv)     To the extent that any statements or
                                  omissions made in the Registration Statement,
                                  or any amendment or supplement thereto are
                                  made in reliance upon and in conformity with
                                  written information furnished to Anchor by
                                  Distributor expressly for use therein, such
                                  Registration Statement and any amendments or
                                  supplements thereto will, when they become
                                  effective or are filed with the Commission,
                                  as the case may be, conform in all material
                                  respects to the requirements of the
                                  Securities Act of 1933 and the rules and
                                  regulations of the Commission thereunder and
                                  will not contain any untrue statement of a
                                  material fact or omit to state any material
                                  fact required to be stated therein





                                     - 4 -
<PAGE>   5
                                  or necessary to make the statements therein
                                  not misleading.

            5.            Distributor shall keep, in a manner and form
            prescribed or approved by Anchor and in accordance with Rules 17a-3
            and 17a-4 under the Securities Exchange Act of 1934, correct
            records and books of account as required to be maintained by a
            registered broker-dealer, acting as distributor, of all
            transactions entered into on behalf of Anchor and with respect to
            its activities under this Agreement for Anchor.  Distributor shall
            make such records and books of account available for inspection by
            the Commission, and Anchor shall have the right to inspect, make
            copies of or take possession of such records and books of account
            at any time on demand.

            6.            Subsequent to having been authorized to commence the
            activities contemplated herein, Distributor shall utilize the
            currently effective Prospectus relating to the subject Contracts in
            connection with their marketing and distribution efforts.  As to
            the other types of sales material, Distributor agree that they will
            use only sales materials as have been authorized for use by Anchor
            and which conform to the requirements of federal and state laws and
            regulations, and which have been filed where necessary with the
            appropriate regulatory authorities, including the National
            Association of Securities Dealers, Inc.

            7.            Distributor shall not distribute any Prospectus,
            sales literature, or any other printed matter or material in the
            marketing and distribution of any Contract if, to the knowledge of
            Distributor, any of the foregoing misstates the duties, obligation
            or liabilities of Anchor or Distributor.

            8.            Distributor shall bear all expenses of providing
            services pursuant to this Agreement including the cost of sales
            presentations, mailings, advertising and any other marketing
            efforts they conduct in connection with the distribution or sale of
            the Contracts.

            9.            Distributor, as distributor of the Contracts, shall
            not be entitled to remuneration for its services.

            10.           Distributor shall ensure that all premium payments
            collected on the sale of the Contracts are properly transmitted to
            Anchor for immediate allocation to the Separate Account in
            accordance with the directions furnished by the purchasers of such
            Contracts at the time of purchase.

            11.           If any purchase payment premiums shall be required to
            be returned by Anchor or should Anchor become liable for the return
            thereof for any cause other than surrenders or withdrawals by
            Contract Owners pursuant to the terms of the Contracts either
            before or after termination of this Agreement,





                                     - 5 -
<PAGE>   6
            Distributor agrees to pay Anchor the amount of remuneration
            previously paid over to it by Anchor with respect to such premiums.

            12.           Distributor makes no representations or warranties
            regarding the number of Contracts to be sold by licensed broker-
            dealers and insurance agents or the amount to be paid thereunder.
            Distributor do, however, represent that they will actively engage
            in their duties under this Agreement on a continuous basis while
            there is an effective registration statement with the Commission.

            13.           It is understood and agreed that Distributor may
            render similar services or act as a distributor or dealer in the
            distribution of other variable contracts.

            14.           Distributor shall use its best efforts to ensure that
            the Contracts will be offered for sale by licensed broker-dealers
            and insurance agents on the terms described in the currently
            effective Prospectus describing such Contracts.

            15.           Anchor shall use its best efforts to assure that the
            Contracts are continuously registered under the Securities Act of
            1933 and, should it ever be required, under state Blue Sky Laws and
            to file for approval under state insurance laws when necessary.

            16.           Anchor reserves the right at any time to suspend or
            limit the public offering of the subject Contracts upon one day's
            written notice to Distributor.

            17.           Anchor agrees to advise Distributor immediately of:

                          (a)     any request by the Commission (i) for
                          amendment of the Registration Statement relating to
                          the Contracts, or (ii) for additional information;

                          (b)     the issuance by the Commission of any stop
                          order suspending the effectiveness of the
                          Registration Statement relating to the Contracts or
                          the initiation of any proceedings for that purpose;
                          and

                          (c)     the happening of any material event, if
                          known, which makes untrue any statement made in the
                          Registration Statement relating to the Contracts or
                          which requires the making of a change therein in
                          order to make any statement made therein not
                          misleading.

            18.           Anchor shall furnish to Distributor such information
            with respect to the Separate Account and the Contracts in such form
            and signed by such of its officers as Distributor may reasonably
            request; and shall warrant that the





                                     - 6 -
<PAGE>   7
            statements therein contained when so signed will be true and
            correct.

            19.           Each of the undersigned parties agrees to notify the
            other in writing upon being apprised of the institution of any
            proceeding, investigation or hearing involving the offer or sale of
            the subject Contracts.

            20.           This Agreement shall terminate automatically upon its
            assignment.  This Agreement shall terminate, without the payment of
            any penalty by either party:

                          (a)     at the option of Anchor, upon sixty days'
                          advance written notice to Distributor; or

                          (b)     at the option of Distributor upon 90 days'
                          written notice to Anchor; or

                          (c)     at the option of Anchor upon institution of
                          formal proceedings against Distributor by the
                          National Association of Securities Dealers, Inc. or
                          by the Commission; or

                          (d)     at the option of Anchor, if Distributor or
                          any representative thereof at any time (i) employs
                          any device, scheme, or artifice to defraud; makes any
                          untrue statement of a material fact or omits to state
                          a material fact necessary in order to make the
                          statements made, in light of the circumstances under
                          which they were made, not misleading; or engages in
                          any act, practice, or course of business which
                          operates or would operate as a fraud or deceit upon
                          any person; (ii) fails to account and pay over
                          promptly to Anchor money due it according to its
                          records; or (iii) violates the conditions of this
                          Agreement; or

            21.           Each notice required by this Agreement may be given
            by telephone or telefax and confirmed in writing.

            22.           Anchor agrees to indemnify Distributor for any
            liability that it may incur to a Contract Owner or
            party-in-interest under a Contract (i) arising out of any act or
            omission in the course of, or in connection with, rendering
            services under this Agreement, or (ii) arising out of the purchase,
            retention or surrender of a contract; provided however that Anchor
            will not indemnify Distributor for any such liability that results
            from the willful misfeasance, bad faith or gross negligence of such
            Distributor, or from the reckless disregard, by such Distributor,
            of its duties and obligations arising under this Agreement.

            23.           This Agreement shall be subject to the laws of the
            State of California





                                     - 7 -
<PAGE>   8
            and construed so as to interpret the Contracts and insurance
            contracts written within the business operation of Anchor.

            24.           This Agreement covers and includes all agreements,
            verbal and written, between Anchor and Distributor with regard to
            the marketing and distribution of the Contracts, and supersedes and
            annuls any and all agreements between the parties with regard to
            the distribution of the Contracts; except that this Agreement shall
            not affect the operation of previous or future agreements entered
            into between Anchor and Distributor unrelated to the sale of the
            Contracts.

            THIS AGREEMENT, along with any Schedules of Remuneration attached
hereto and incorporated herein by reference, may be amended from time to time
by the mutual agreement and consent of the undersigned parties; provided that
such amendment shall not affect the rights of existing Contract Owners, and
that such amendment be in writing and duly executed.





                                     - 8 -
<PAGE>   9
            IN WITNESS WHEREOF, the undersigned parties have caused this
Agreement to be duly executed and their respective corporate seals to be
hereunto affixed and attested on the date first stated above.

                                  ANCHOR NATIONAL LIFE INSURANCE COMPANY



                                  By: ___________________________________
                                           Susan L. Harris
                                           Senior Vice President


                                  VARIABLE SEPARATE ACCOUNT

                                  BY:      ANCHOR NATIONAL LIFE
                                           INSURANCE COMPANY


                                  By: ___________________________________
                                           Susan L. Harris
                                           Senior Vice President


                                  SUNAMERICA CAPITAL SERVICES, INC.



                                  By: ___________________________________
                                           J. Steven Neamtz
                                           President



                                     - 9 -
<PAGE>   10
                                  ATTACHMENT A

                          CONTRACT SPECIFICATION SHEET

The following variable annuity contracts are the subject of the Distribution
Agreement between Anchor National Life Insurance Company and SunAmerica Capital
Services, Inc. dated August 12, 1996 regarding the sale of contracts funded in
Variable Separate Account:

                   1.      Polaris II

<PAGE>   1
                                                                  EXHIBIT (3)(a)

                 AMENDED AND RESTATED ARTICLES OF INCORPORATION

                         AND ARTICLES OF REDOMESTICATION

                                       OF

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY


         We, the undersigned, acting as incorporators for the purpose of
redomesticating Anchor National Life Insurance Company, a California
corporation, which intends to continue its existence, without interruption, as a
corporation organized under the laws of the State of Arizona pursuant to Arizona
Revised Statutes Section 20-231.A, do hereby adopt the following Amended and
Restated Articles of Incorporation and Articles of Redomestication for said
corporation.

                                    ARTICLE I
                                    ---------

         The name of the corporation shall be Anchor National Life Insurance
Company.

                                   ARTICLE II
                                   ----------

         The corporation was incorporated in the State of California on April
12, 1965.

                                   ARTICLE III
                                   -----------

         The existence of the corporation shall be perpetual.

                                   ARTICLE IV
                                   ----------

         Upon the approval of these Amended and Restated Articles of
Incorporation and Articles of Redomestication by the necessary regulatory
authorities, Anchor National Life Insurance Company shall be and continue to be
possessed of all privileges, franchises and powers to the same extent as if it
had been originally incorporated under the laws of the State of Arizona; and all
privileges, franchises and powers belonging to said corporation, and all
property, real, personal and mixed, and all debts due on whatever account, all
Certificates of Authority, agent appointments, and all chooses in action, shall
be and the same are hereby ratified, approved, confirmed and assured to Anchor
National Life Insurance Company with like effect and to all intents and purposes
as if it had been originally incorporated under the laws of the State of
Arizona.  Said corporation shall be given recognition as a domestic corporation
of the State of Arizona from and after April 12, 1965, and as a domestic insurer
of the State of Arizona from and after December 2, 1966, the dates of its
initial incorporation and authorization to transact insurance business under


<PAGE>   2

the laws of the State of California, effective the latter of January 1, 1996 or
the date of filing with the Arizona Corporation Commission.

                                    ARTICLE V
                                    ---------

         The nature of the business to be transacted and the objects and
purposes for which this corporation is organized include the transaction of any
and all lawful business for which insurance corporations may be incorporated
under the laws of the State of Arizona without limitation, and as said laws may
be amended from time to time, and specifically said corporation shall be
authorized to transact life insurance, disability insurance and annuities, as
defined under Arizona Revised Statutes, Section 20-254, 20-253 and 20-254.01
respectively, together with such other kinds of insurance as the corporation may
from time to time be authorized to transact, and to act as a reinsurer of
business for which it is duly authorized.  Consistent with the applicable
federal and state requirements, the Company may issue funding agreements and
guaranteed investment contracts as defined under Arizona Revised Statutes,
Section 20-208.

                                   ARTICLE VI
                                   ----------

         The authorized capital of the corporation shall be $4,000,000, and
shall consist of 4,000 shares of voting common stock with a par value of
$1,000.00 per share.  No holders of stock of the corporation shall have any
preferential right to subscription to any shares  or securities convertible into
shares of stock of the corporation, nor any right of subscription to any thereof
other than such, if any, as the Board of Directors in its discretion may
determine, and at such price as the Board of Directors in its discretion may
fix; and any shares or convertible securities which the Board of Directors may
determine to offer for subscription to the holders of stock at the time
existing.

         Nothing herein contained shall be construed as prohibiting the
corporation from issuing any shares of authorized but unissued common stock for
such consideration as the Board of Directors may determine, provided such
issuance is approved by the shareholders of the corporation by a majority of the
votes entitled to be cast at any annual or special meeting of shareholders
called for that purpose.  No such authorized but unissued stock may, however, be
issued to the shareholders of the corporation by way of a stock dividend,
split-up or in any other manner of distribution unless the same ratable stock
dividend, stock split-up or other distribution be declared or made in voting
common stock to the holder of such voting common stock at the time outstanding.
Each holder of common stock shall be entitled to participate share for share in
any cash dividends which may be declared from time to time on the common stock
of the corporation by the Board of Directors and to receive pro rata the net
assets of the corporation on liquidation.


                                       -2-


<PAGE>   3

                                   ARTICLE VII
                                   -----------

         The affairs of the corporation shall be conducted by a Board of
Directors consisting of not less than five (5) nor more than fifteen (15)
directors as fixed by the bylaws, and such officers as said directors may at
any time elect or appoint.  No officer or director need be a shareholder of
this corporation.  Ten (10) directors shall constitute the initial Board of
Directors.  The names and addresses of the persons who are to serve as
directors until the next annual meeting of shareholders or until their
successors are elected and qualified, and of the persons who are to serve as
officers until the next annual meeting of the directors or until their
successors are elected and qualify, are:

         BOARD OF DIRECTORS

         Eli Broad, Chairman
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         James Richard Belardi, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Lorin Merrill Fife, III, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Jana Waring Greer, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Susan Louis Harris, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Gary Walden Krat, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         , Director (Vacant)
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Peter McMillian, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022


                                       -3-


<PAGE>   4

         Scott Lawrence Robinson, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         Jay Steven Wintrob, Director
         1 SunAmerica Center, Century City
         Los Angeles, California  90067-6022

         OFFICERS

         Victor Edward Akin, Vice President
         Eli Broad, President and Chief Executive Officer
         James Richard Belardi, Senior Vice President
         Lorin Merrill Fife, III, Senior Vice President, General Counsel
                        and Assistant Secretary
         Michael Lee Fowler, Vice President
         Nelson Scott Gillis, Vice President and Controller
         Jana Waring Greer, Senior Vice President
         J. Franklin Grey, Vice President
         Susan Louise Harris, Senior Vice President and Secretary
         Keith Bernard Jones, Vice President
         Gary Walden Krat, Senior Vice President
         Michael Lee Lindquist, Vice President
         Edward Poli Nolan, Jr., Vice President
         Gregory Mark Outcalt, Vice President
         Edwin Raquel Reoliquio, Senior Vice President and Actuary
         Scott Harris Richland, Vice President and Treasurer
         Scott Lawrence Robinson, Senior Vice President
         James Warren Rowan, Vice President
         Jay Steven Wintrob, Executive Vice President

         The directors shall have the power to adopt, amend, alter and repeal
the Bylaws, to manage the corporate affairs and make all rules and regulations
expedient for the management of the affairs of the corporation, to remove any
officer and to fill all vacancies occurring in the Board of Directors and
offices for any cause, and to appoint from their own number an executive
committee and other committees and vest said committees with all the powers
permitted by the Bylaws.

                                  ARTICLE VIII
                                  ------------

         Subject to the further provisions hereof, the corporation shall
indemnify any and all of its existing and former directors and officers and
their spouses against all expenses incurred by them and each of them, including
but not confined to legal fees, judgments and penalties which may be incurred,
rendered or levied in any legal or administrative action brought against any of
them, for or on account of any action or omission alleged to have been committed
while acting within the scope of employment as a


                                       -4-


<PAGE>   5

director or officer of the corporation to the fullest extent allowable pursuant
to A.R.S. Section 10-005, et al. as my be amended from time to time.  Whenever
any such person has grounds to believe that he may incur any such aforementioned
expense, he shall promptly make a full report of the matter to the President and
the Secretary of the Corporation.  Thereafter, the Board of Directors of the
corporation shall, within a reasonable time, determine if such person acted, or
failed to act, in good faith and in a manner he reasonably believed to be in or
not opposed to the best interest of the corporation, and, with respect to any
criminal action or proceeding, had no reasonable cause to believe his conduct
was unlawful.  If the Board of Directors determines that such person acted, or
failed to act, in good faith and in a manner he reasonably believed to be in or
not opposed to the best interests of the corporation, and, with respect to any
criminal action or proceeding, had no reasonable cause to believe his conduct
was unlawful, then indemnification shall be mandatory and shall be automatically
extended as specified herein, provided, however, that the corporation shall have
the right to refuse indemnification, wholly or partially, in any instance in
which the person to whom indemnification would otherwise have been applicable
shall have unreasonably refused to permit the corporation, at its own expense
and through counsel of its own choosing, to defend him in the action, or shall
have unreasonable refused to cooperate in the defense of such action.

                                   ARTICLE IX
                                   ----------

         All directors of the corporation shall be elected at the annual
meeting of the shareholders, which shall be held on the third Thursday of March
of each year or such other date and time as may be determined by the Board of
Directors, unless such day falls on a holiday, in which event the regular annual
meeting shall be held on the next succeeding business day.

                                    ARTICLE X
                                    ---------

         The principal place of business of the corporation shall be located in
the City of Phoenix, Maricopa County, Arizona, but it may have other places of
business and transact business, and its Board of Directors or shareholders may
meet for the transaction of business, at such other place or places within or
without the State of Arizona which its Board of Directors may designate.

                                   ARTICLE XI
                                   ----------

         The fiscal year of the corporation shall be the calendar year.


                                       -5-

<PAGE>   6

                                   ARTICLE XII
                                   -----------

         In no event shall the corporation incur indebtedness in excess of the
amount authorized by law.

                                  ARTICLE XIII
                                  ------------

         The shares of the corporation, when issued, shall be non-assessable,
except to the extent required by the Constitution, specifically, but not in
limitation thereof, as provided by Article XIV, Section 11 of the Constitution
of the State of Arizona and the laws of the State of Arizona.

                                   ARTICLE XIV
                                   -----------

         The private property of the shareholders, directors and officers of
the corporation shall be forever exempt from debts and obligations of the
corporation.

                                   ARTICLE XV
                                   ----------

         The Bylaws of the corporation may be repealed, altered amended, or
substitute Bylaws may be adopted, by the directors or the shareholders, in
accordance with the provisions contained in said Bylaws.

                                   ARTICLE XVI
                                   -----------

         J. Michael Low of 2999 North 44th Street, Suite 250, Phoenix, Arizona,
85018, having been a bona fide resident of Arizona for at least three (3) years,
is hereby appointed the statutory agent of this corporation in the State of
Arizona, upon whom notices and processes, including service of summons, may be
served, and which, when so served shall have lawful personal service on the
corporation.  The Board of Directors may revoke this appointment at any time,
and shall fill the vacancy in such position whenever one exists.


                                  ARTICLE XVII
                                  ------------

         The names and addresses of the incorporators of the corporation are:

         J. Michael Low
         Low & Childers, P.C.
         2999 North 44th Street, Suite 250
         Phoenix, Arizona  85018


                                       -6-

<PAGE>   7

         S. David Childers
         Low & Childers, P.C.
         2999 North 44th Street, Suite 250
         Phoenix, Arizona  85018

         Steven R. Henry
         Low & Childers, P.C.
         2999 North 44th Street, Suite 250
         Phoenix, Arizona  85018

         Carrie M. McDonald
         Low & Childers, P.C.
         2999 North 44th Street, Suite 250
         Phoenix, Arizona  85018

         Kathy A. Steadman
         Low & Childers, P.C.
         2999 North 44th Street, Suite 250
         Phoenix, Arizona 85018

All individual incorporators are eighteen (18) years of age or older.

         All powers, duties and responsibilities of the incorporators shall
cease at the time of delivery of these Amended and Restated Articles of
Incorporation and Articles of Redomestication to the Arizona Corporation
Commission for filing.


                                       -7-

<PAGE>   8

         IN WITNESS WHEREOF, we hereunto affix our signatures as of the 14th
day of December, 1997.



/s/ J. Michael Low                     /s/ S. David Childers
- -------------------                     ----------------------
J. Michael Low                         S. David Childers



/s/ Steven R. Henry                    /s/ Carrie M. McDonald
- --------------------                    ----------------------
Steven R. Henry                        Carrie M. McDonald



/s/ Kathy A. Steadman
- ----------------------
Kathy A. Steadman

         Subscribed, sworn to and acknowledged before me this 14th day of
December, 1997.


                                                            [illegible]
                                                     ---------------------------
                                                            Notary Public
My Commission Expires:


8-15-99
- --------


                                         -8-

<PAGE>   9

                         APPOINTMENT OF STATUTORY AGENT

         I, J. Michael Low, being a resident of the State of Arizona for at
least three (3) years preceding this appointment, do hereby accept appointment
as Statutory Agent for Anchor National Life Insurance Company in accordance with
the Arizona Revised Statutes until appointment of a successor Statutory Agent
and removal.

         DATED, this 14th day of December, 1997.



                                                            /s/ J. Michael Low
                                                            ------------------
                                                            J. Michael Low, Esq.
                                                            Low & Childers, P.C.





                                         -9-

<PAGE>   1
                                                                  EXHIBIT (3)(b)

                              AMENDED AND RESTATED

                                     BYLAWS

                                       OF

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY


                                   ARTICLE I.

                                  SHAREHOLDERS.

          SECTION 1.     ANNUAL MEETINGS.  The annual meeting of the
shareholders of the Corporation shall be held on the fourth Thursday in April of
each year or such other dates and times as may be determined.  Not less than ten
(10) nor more than fifty (50) days' written or printed notice stating the place,
day and hour of each annual meeting shall be given in the manner provided in
Section 1 of Article IX hereof.  The business to be transacted at the annual
meeting shall include the election of directors, consideration and action upon
the reports of officers and directors and any other business within the power of
the corporation.  All annual meetings shall be general meetings.

          SECTION 2.     SPECIAL MEETINGS CALLED BY PRESIDENT OR BOARD OF
DIRECTORS.  At any time in the interval between annual meetings, special
meetings of shareholders may be called by the President, the Secretary or by two
(2) or more directors, upon ten (10) days' written or printed notice, stating
the place, day and hour of such meeting and the business proposed to be
transacted thereat.  Such notice shall be given in the manner provided in
Section 1 of Article IX.  No business shall be transacted at any special meeting
except that named in the notice.

          SECTION 3.     SPECIAL MEETING CALLED BY SHAREHOLDERS.  Upon the
request in writing delivered to the President or Secretary of the Corporation by
the holders of ten percent (10%) or more of all shares outstanding and entitled
to vote, it shall be the duty of the President or Secretary of the Corporation
to call forthwith a special meeting of the shareholders.  Such request shall
state the purpose or purposes of such meeting and the matters proposed to be
acted on thereat.  The Secretary of the Corporation shall inform such
shareholders of the reasonably estimated cost of preparing and mailing the
notice of the meeting.  If upon payment of such costs to the corporation, the
person to whom such request in writing shall have been delivered shall fail to
issue a call for such meeting within ten (10) days after the receipt of such
request and payment of costs, then the shareholders owning ten percent (10%) or
more of the voting shares may do so upon giving fifteen (15) days' notice of the
time, place and object of the meeting in the manner provided in Section 1 of
Article IX.


<PAGE>   2

          SECTION 4.     REMOVAL OF DIRECTORS.  At any special meeting of the
shareholders called in the manner provided for by this Article, the
shareholders, by a vote of a majority of all shares of stock outstanding and
entitled to vote, may remove any director or the entire Board of Directors from
office and may elect a successor or successors to fill any resulting vacancies
for the remainder of his or their terms.

          SECTION 5.     VOTING; PROXIES; RECORD DATE.  At all meetings of
shareholders any shareholder entitled to vote may vote by proxy.  Such proxy
shall be in writing and signed by the shareholder or by his duly authorized
attorney in fact.  It shall be dated, but need not be sealed, witnessed or
acknowledged.  The board of directors may fix the record date for the
determination of shareholders entitled to vote in the manner provided in
Section 4 of Article IX hereof.

          SECTION 6.     QUORUM.  The presence in person or by proxy of the
persons entitled to vote a majority of the voting shares of any meeting shall
constitute a quorum for the transaction of business.  If at any annual or
special meeting of shareholders a quorum shall fail to attend in person or by
proxy, a majority in interest attending in person or by proxy may adjourn the
meeting from time to time, not exceeding thirty (30) days in all, and thereupon
any business may be transacted which might have been transacted at the meeting
originally called had the same been held at the time so called.

          SECTION 7.     FILING PROXIES.  At all meetings of shareholders, the
proxies shall be filed with and be verified by the secretary of the corporation
or, if the meeting shall so decide, by the secretary of the meeting.

          SECTION 8.     PLACE OF MEETINGS.  All meetings of shareholders shall
be held at such place, either within or without the State of Arizona, on such
date and at such time as may be determined from time to time by the Board of
Directors (or the Chairman in the absence of a designation by the Board of
Directors).

          SECTION 9.     ORDER OF BUSINESS.  The order of business at all
meetings of shareholders shall be as determined by the Chairman of the meeting.

          SECTION 10.    ACTION WITHOUT MEETING.  Directors may be elected
without a shareholders' meeting by a consent in writing, setting forth the
action so taken, signed by all persons entitled to vote for the election of
directors; provided, however, that the foregoing shall not limit the power of
directors to fill vacancies in the Board of Directors, and that a director may
be elected to fill a vacancy not filled by the directors by written consent in
the manner provided by the General Corporation Law.


                                        2

<PAGE>   3

          Any other action, which under any provision of the General Corporation
Law, may be taken at a meeting of the shareholders, may be taken without a
meeting, and without notice except as hereinafter set forth, if a consent in
writing, setting forth the action so taken, is signed by the holders of
outstanding shares having not less than the minimum number of votes that would
be necessary to authorize or take such action at a meeting at which all shares
entitled to vote thereon were present and voted.

          All written consents shall be filed with the Secretary of the
Corporation.  Any shareholder giving a written consent, or the shareholder's
proxyholders, or a transferee of the shares of a personal representative of the
shareholder or their respective proxyholders, may revoke the consent by a
writing receiving by the Corporation prior to the time that written consents of
the number of shares required to authorize the proposed action have been filed
with the Secretary of the Corporation, but may not do so thereafter.  Such
revocation is effective upon its receipt by the Secretary of the Corporation.


                                   ARTICLE II.

                                   DIRECTORS.

          SECTION 1.     POWERS.  The Board of Directors shall have the control
and management of the affairs, business and properties of the Corporation.  They
shall have and exercise in the name of the Corporation and on behalf of the
Corporation all the rights and privileges legally exercisable by the
Corporation, except as otherwise provided by law, by the Charter or by these
Bylaws.  A director need not be a shareholder or a resident of Arizona.

          SECTION 2.     NUMBER; TERM OF OFFICE; REMOVAL.  The number of
directors of the Corporation shall be not less than five (5) nor more than
fifteen (15).  The number to be elected at each annual meeting shall be fixed by
resolution of the directors and stated in the notice of the meeting, subject,
however, to approval by the shareholders voting at the meeting.  The directors
shall hold office for the term of one year, or until their successors are
elected and qualify.  A director may be removed from office as provided in
Section 4 of Article I hereof.

          SECTION 3.     VACANCIES.  If the office of a director becomes vacant,
or if the number of directors is increased, such vacancy may be filled by the
Board by a vote of a majority of directors then in office though not less than a
quorum.  The shareholders may, however, at any time during the term of such
director, elect some other person to fill said vacancy and thereupon the
election by the Board shall be superseded and such election by the shareholders
shall be deemed a filling of the vacancy and not a removal and may be made at
any special meeting called for that purpose.


                                        3

<PAGE>   4

          SECTION 4.     ORGANIZATION MEETINGS; REGULAR MEETINGS.  The Board of
Directors shall meet for the election of officers and any other business as soon
as practicable after the adjournment of the annual meeting of the shareholders.
No notice of the organization meeting shall be required if it is held at the
same place and immediately following the annual meeting of the shareholders.
Other regular meetings of the Board of Directors may be held at such intervals
as the Board may from time to time prescribe.

          Any action required or permitted to be taken at a meeting of the Board
of Directors or of a committee of the Board may be taken without a meeting, if a
unanimous written consent which sets forth the action is signed by each member
of the Board or committee and filed with the minutes of proceedings of the Board
or committee.

          Unless otherwise restricted by the Articles of Incorporation or these
Bylaws, members of the Board of Directors, or any committee designated by the
Board of Directors, may participate in a meeting of the Board of Directors, or
such committee, as the case may be, by means of telephone conference or similar
communications equipment by means of which are persons participating in the
meeting can hear each other, and such participation in a meeting shall
constitute presence in person at the meeting.

          SECTION 5.     SPECIAL MEETINGS.  Special meetings of the Board may be
called by the President or by a majority of the directors.  At least twenty-four
(24) hours' notice shall be given of all special meetings; with the consent of
the majority of the directors, a shorter notice may be given.

          SECTION 6.     QUORUM.  A majority of the Board of Directors shall
constitute a quorum for the transaction of business, but such number may be
decreased and/or increased at any time or from time to time by vote of a
majority of the entire Board to any number not less than two (2) directors or
not less than one-third of the directors, whichever is greater.

          SECTION 7.     PLACE OF MEETINGS.  The Board of Directors shall hold
its meetings at such place, either within or without the State of Arizona, and
at such time as may be determined from time to time by the Board of Directors
(or the Chairman in the absence of a determination by the Board of Directors).

          SECTION 8.     RULES AND REGULATIONS.  The Board of Directors may
adopt such rules and regulations for the conduct of its meetings and the
management of the affairs of the Corporation as the Board may deem proper and
not inconsistent with the laws of the State of Arizona or these Bylaws or the
Charter.


                                        4

<PAGE>   5

          SECTION 9.     COMPENSATION.  The directors, as such, may receive a
stated salary for their services and/or a fixed sum and expenses of attendance
may be allowed for attendance at each regular or special meeting of the Board of
Directors.  Such stated salary and/or attendance fee shall be determined by
resolution of the Board unless the shareholders have adopted a resolution
relating thereto, provided that nothing herein contained shall be construed to
preclude a director from serving in any other capacity and receiving
compensation therefor.

          SECTION 10.    CHAIRMAN OF THE BOARD.  The Board of Directors shall
provide for a Chairman of the Board from among its members.  So long as there
shall be a person so active, he shall preside at all meetings of the Board and
at all joint meetings of officers and directors.  In the absence of the
Chairman, the Vice Chairman, if any, or in his absence, the President, shall
preside at all meetings of the Board and all joint meetings of officers and
directors.

          SECTION 11.    INVESTMENT COMMITTEE.  There shall be an Investment
Committee consisting of the President of the Corporation EX OFFICIO and such
members of the Board of Directors and/or officers and employees as the Board may
by resolution prescribe.  No investments or loans (other than policy loans or
annuity contract loans) shall be made unless the same be authorized or approved
by the Board of Directors or the Investment Committee.  The Investment Committee
shall maintain minutes of its meetings and shall submit regular reports to the
Board of Directors.

          SECTION 12.    EXECUTIVE COMMITTEE.  The Board of Directors may
appoint from among its members an Executive Committee composed of three (3) or
more directors, and may delegate to such Committee, in the interval between the
meetings of the Board of Directors, any and all of the powers of the Board of
Directors in the management of the business and affairs of the Corporation,
except the power to declare dividends, issue stock, select directors to fill
vacancies in the membership of the Executive Committee or recommend to
shareholders any action requiring shareholders' approval.  The members of such
Committee shall constitute a quorum for the transaction of business at any
meeting and the act of a majority of the members present at any meeting at which
the quorum requirement is satisfied shall be the act of the Board of Directors.
In the absence of any member of the Executive Committee necessary to constitute
a quorum, the members thereof present at any meeting, whether or not they
constitute a quorum, may, with telephonic approval of one of the absent members
of the Executive Committee, appoint a member of the Board of Directors to act in
place of such absent member.

          SECTION 13.    OTHER COMMITTEES.  The Board of Directors may appoint
from its own members and, where permitted by law, from the Corporation's
officers and/or employees, such standing, temporary, special or AD HOC
committees as the Board may determine, investing such committees with such
powers, duties


                                        5

<PAGE>   6

and functions as the Board may prescribe.  All such committees shall include the
President, EX OFFICIO.

          SECTION 14.    ADVISORY BOARD.  The Board of Directors may elect an
Advisory Board to serve until the next annual meeting of the Board of Directors
or until their successors are elected and qualify.  Such Board shall consist of
a number as determined from time to time by the Board of Directors, and they
shall be advised of the meetings of the Board of Directors and authorized to
attend the meetings and counsel with them, but shall have no vote.  The Board of
Directors (and between meeting of the Board of Directors, the Executive
Committee) shall have the authority to increase or decrease the number of
members to the Advisory Board and to elect one or more members to the Advisory
Board to serve until the next meeting of the Board of Directors and until their
successors are elected and qualify, and may provide for the compensation and
other rules and regulations with respect to such Board.

          SECTION 15.    PROCEDURES; MEETINGS.  The Committees shall keep
minutes of their proceedings and shall report the same to the Board of Directors
at the meeting next succeeding, and any action by the Committees shall be
subject to revision and alteration by the Board of Directors, provided that no
rights of third persons shall be affected by any such revision or alteration.


                                  ARTICLE III.

                                    OFFICERS.

          SECTION 1.     IN GENERAL.  The officers of the Corporation shall
consist of a President, one or more Vice Presidents, a Secretary, a Treasurer,
and one or more Assistant Secretaries and Assistant Treasurers, and such other
officers bearing such titles as may be fixed pursuant to these Bylaws.  The
President, Vice Presidents, Secretary, and Treasurer shall be chosen by the
Board of Directors and, except those persons holding contracts for fixed terms,
shall hold office only during the pleasure of the Board or until their
successors are chosen and qualify.  The President may from time to time appoint
Assistant Vice Presidents, Assistant Secretaries, Assistant Treasurers, and
other officers bearing such titles and exercising such authority as he may from
time to time deem appropriate, and except those persons holding contracts for
fixed terms, those officers appointed by the President shall hold office only
during his pleasure or until their successors are appointed and qualify.  Any
two (2) officers, except those of President, Executive Vice President and
Secretary, may be held by the same persons, but no officer shall execute,
acknowledge or verify any instrument in more than one capacity when such
instrument is required to be executed, acknowledged, or verified by any two (2)
or more officers.  The Board of Directors or the President may from time


                                        6

<PAGE>   7

to time appoint other agents and employees, with such powers and duties as they
may deem proper.

          SECTION 2.     PRESIDENT.  The President shall be Chief Executive
Officer of the Corporation and shall have the general management of the
Corporation's business in all departments.  In the absence of the Chairman of
the Board, the President shall preside at all meetings of the Board of Directors
and shall call to order all meetings of shareholders.  The President shall
perform such other duties as the Board of Directors may direct.

          SECTION 3.     VICE PRESIDENTS.  In the absence or disability of the
President, the Vice Presidents, if any, in order of their rank as designated by
the Board of Directors or, if not ranked, the Vice President designated by the
Board of Directors, shall perform all the duties of the President, and when so
acting shall have all the powers of, and be subject to all the restrictions
upon, the President.  The Vice Presidents shall have such other powers and
perform such other duties as from time to time may be prescribed for them
respectively by the Board of Directors or the Bylaws.

          SECTION 4.     TREASURER.  Unless there shall be a financial Vice
President designated by the Board of Directors as the chief financial officer of
the Corporation, having general supervision over its finances, the Treasurer
shall be the chief financial officer with such authority.  He shall also have
authority to attest to the seal of the Corporation and shall perform such other
duties as may be assigned to him by the Board of Directors.

          SECTION 5.     SECRETARY OF THE CORPORATION.  The Secretary of the
Corporation shall keep the minutes of the meetings of the shareholders and of
the Board of Directors, and shall attend to the giving and serving of all
notices of the Corporation required by law or these Bylaws.  The Secretary shall
maintain at all times in the principal office of the Corporation at least one
copy of the Bylaws with all amendments to date, and shall make the same,
together with the minutes of the meetings of the shareholders, the annual
statement of the affairs of the Corporation and any voting trust agreement on
file at the office of the Corporation, available for inspection by any officer,
director, or shareholder during reasonable business hours.  The Secretary shall
have authority to attest to the seal of the Corporation and shall perform such
other duties as may be assigned to the Secretary by the Board of Directors.

          SECTION 6.     OTHER SECRETARIES, ASSISTANT TREASURERS AND ASSISTANT
SECRETARIES.  Secretaries other than the Secretary of the Corporation, the
Assistant Treasurers and the Assistant Secretaries shall have authority to
attest to the seal of the Corporation and shall perform such other duties as may
from time to time be assigned to them by the Board of Directors or the
President.



                                        7

<PAGE>   8

          SECTION 7.     SUBSTITUTES.  The Board of Directors may from time to
time in the absence of any one of said officers or, at any other time, designate
any other person or persons on behalf of the Corporation, to sign any contracts,
deeds, notes, or other instruments in the place or stead of any of said
officers, and designate any person to fill any one of said offices, temporarily
or for any particular purpose; and any instruments so signed in accordance with
a resolution of the Board shall be the valid act of this Corporation as fully as
if executed by any regular officer.


                                   ARTICLE IV.

                                  RESIGNATION.

          Any director or officer may resign his office at any time.  Such
resignation shall be made in writing and shall take effect from the time of its
receipt by the Corporation, unless some time be fixed in the resignation, and
then from that date.  The acceptance of a resignation shall not be required to
make it effective.


                                   ARTICLE V.

                   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

          The Corporation shall indemnify any and all of its existing and former
directors and officers and their spouses against all expenses incurred by them
and each of them, including but not confined to legal fees, judgments and
penalties which may be incurred, rendered or levied in any legal or
administrative action brought against any of then, for or on account of any
action or omission alleged to have been committed while acting within the scope
of employment as director of officer of the Corporation to the fullest extent
allowable pursuant to the Arizona General Corporation Law as may be amended from
time to time.  Whenever any such person has grounds to believe that he may incur
any such aforementioned expense, he shall promptly make a full report of the
matter to the President and the Secretary of the Corporation.  Thereafter, the
Board of Directors of the Corporation shall, within a reasonable time, determine
if such person acted, or failed to act, in good faith and in a manner he
reasonably believed to be in or not opposed to the best interest of the
Corporation, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful.  If the Board of Directors
determines that such person acted, or failed to act, in good faith and in a
manner he reasonably believed to be in or not opposed to the best interests of
the Corporation, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful, then indemnification shall
be mandatory and shall be automatically extended as specified herein, provided,
however, that the Corporation shall have the right to refuse



                                        8

<PAGE>   9

indemnification, wholly or partially, in any instance in which the person to
whom indemnification would otherwise have been applicable shall have
unreasonably refused to permit the Corporation, at its own expense and through
counsel of its own choosing, to defend him in the action, or shall have
unreasonably refused to cooperate in the defense of such action.


                                   ARTICLE VI.

                                  FISCAL YEAR.

          The fiscal year of the Corporation shall be the calendar year.


                                   ARTICLE VII.

                                      SEAL.

          The seal of the Corporation shall be a circular disc inscribed with
the name of the Corporation, "Anchor National Life Insurance Company," and the
word "Incorporated."


                                   ARTICLE VIII.

                         MISCELLANEOUS PROVISIONS - STOCK.

          SECTION 1.     ISSUE.  All certificates of shares of the Corporation
shall be signed by the manual or facsimile signatures of the President or any
Vice President, and countersigned by the Treasurer or Secretary of the
Corporation and sealed with the seal or facsimile seal of the Corporation.  Any
stock certificates bearing the facsimile signatures of the officers above named
shall be manually signed by an authorized representative of the Corporation's
duly constituted transfer agent.  If an officer whose signature appears on a
certificate ceases to be an officer before the certificate is issued, it may,
nevertheless, be issued with the same effect as if such officer were still in
office.

          SECTION 2.     TRANSFERS.  No transfers of shares shall be recognized
or binding upon the Corporation until recorded on the transfer books of the
Corporation upon surrender and cancellation of certificates for a like number of
shares.  All transfers shall be effected only by the holder of record of such
shares or by his legal representative, or by his attorney thereunto authorized
by power of attorney duly executed.  The person in whose name shares shall stand
on the books of the Corporation may be deemed by the Corporation the owner
thereof for all purposes.  The Corporation's transfer agent shall maintain a
stock transfer book, shall record therein all stock transfers and shall forward
copies of all transfer sheets at regular prompt intervals to the Corporation's
registrar, if there



                                        9

<PAGE>   10

be one, or, if not, then to the Corporation's principal office for transcription
on the stock registry books.

          SECTION 3.     FORM OF CERTIFICATES; PROCEDURE.  The Board of
Directors shall have power and authority to determine the form of stock
certificates (except insofar as prescribed by law), and to make all such rules
and regulations as the Board may deem expedient concerning the issue; transfer
and registration of said certificates, and to appoint one or more transfer
agents and/or registrars to countersign and register the same.  The transfer
agent and registrar may be the same party.

          SECTION 4.     RECORD DATES FOR DIVIDENDS AND SHAREHOLDERS' MEETINGS.
The Board of Directors may fix the time, not exceeding twenty (20) days
preceding the date of any meeting of shareholders, any dividend payment date or
any date for the allotment of rights, during which the books of the Corporation
shall be closed against transfers of stock, or the Board of Directors may fix a
date not exceeding forty (40) days preceding the date of any meeting of
shareholders, any dividend payment date or any date for the allotment of rights,
as a record date for the determination of the shareholders entitled to notice of
and to vote at such meeting, or entitled to receive such dividends or rights, as
the case may be, and only shareholders of record on such date shall be entitled
to notice of and to vote at such meeting or to receive such dividends or rights,
as the case may be.  In the case of a meeting of shareholders, the record date
shall be fixed not less than ten (10) days prior to the date of the meeting.

          SECTION 5.     LOST CERTIFICATES.  In case any certificate of shares
is lost, mutilated or destroyed, the Board of Directors may issue a new
certificate in place thereof, upon indemnity to the Corporation against loss and
upon such other terms and conditions as the Board of Directors may deem
advisable.


                                   ARTICLE IX.

                                     NOTICE.

          SECTION 1.     NOTICE TO SHAREHOLDERS.  Whenever by law or these
Bylaws notice is required to be given to any shareholder, such notice may be
given to each shareholder, whether or not such shareholder is entitled to vote,
by leaving the same with him or at his residence or usual place of business, or
by mailing it, postage prepaid, and addressed to him at his address as it
appears on the books of the Corporation.  Such leaving or mailing of notice
shall be deemed the time of giving such notice.

          SECTION 2.     NOTICE TO DIRECTORS AND OFFICERS.  Whenever by law of
these Bylaws notice is required to be given to any director or officer, such
notice may be given in any one of


                                       10

<PAGE>   11

the following ways:  by personal notice to such director or officer; by
telephone communication with such director or officer personally; by wire,
addressed to such director or officer at his then address or at his address as
it appears on the books of the Corporation; or by depositing the same in writing
in the post office or in a letter box in a postage paid, sealed wrapper
addressed to such director or officer at his then address or at his address as
it appears on the books of the Corporation; and the time when such notice shall
be mailed or consigned to a telegraph company for delivery shall be deemed to be
the time of the giving of such notice.


                                   ARTICLE X.

                   VOTING OF SECURITIES IN OTHER CORPORATIONS.

          Any stock or other voting securities in other corporations, which may
from time to time be held by the Corporation, may be represented and voted at
any meeting of shareholders of such other corporation by the President, any Vice
President, or the Treasurer, or by proxy or proxies appointed by the President,
any Vice President, or the Treasurer, or otherwise pursuant to authorization
thereunto given by a resolution of the Board of Directors.


                                   ARTICLE XI.

                                   AMENDMENTS.

          These Bylaws may be added to, altered, amended or repealed by a
majority vote of the entire Board of Directors at any regular meeting of the
Board or at any special meeting called for that purpose.  Any action of the
Board of Directors in adding to, altering, amending or repealing these Bylaws
shall be reported to the shareholders at the next annual meeting and may be
changed or rescinded by majority vote of all of the stock then outstanding and
entitled to vote, without, however, affecting the validity of any action taken
in the meanwhile in reliance on these Bylaws so added to, altered, amended or
repealed as aforesaid by the Board of Directors.  In no event shall the Board of
Directors have any power to amend this Article.





                                       11

<PAGE>   1
                                                                  EXHIBIT (4)(a)

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
                     A STOCK COMPANY LOS ANGELES, CALIFORNIA

CERTIFICATE  NUMBER   P9999999999

PARTICIPANT           JOHN DOE

<TABLE>
<S>                                 <C>                            <C>
      STATUTORY HOME OFFICE              EXECUTIVE OFFICE            ANNUITY SERVICE CENTER
 2999 NORTH 44TH ST., SUITE 250         1 SUNAMERICA CENTER               PO BOX 54299
        PHOENIX, AZ 85018           LOS ANGELES, CA 90067-6022     LOS ANGELES, CA 90054-0299
</TABLE>

ANCHOR NATIONAL LIFE INSURANCE COMPANY ("We", "Us", the "Company", or "Anchor
National") agrees to provide benefits to the Participant under the Group
Contract, in accordance with the provisions set forth in this Certificate and in
consideration of the Participant Enrollment Form and Purchase Payments We
received.

THIS CERTIFICATE IS EVIDENCE OF COVERAGE UNDER THE GROUP CONTRACT IF A
PARTICIPANT ENROLLMENT FORM IS ATTACHED. THE COVERAGE WILL BEGIN AS OF THE
CERTIFICATE DATE, SHOWN ON THE CERTIFICATE DATA PAGE.

THE VALUE OF AMOUNTS ALLOCATED TO THE SEPARATE ACCOUNT DURING THE ACCUMULATION
AND ANNUITY PERIODS IS NOT GUARANTEED, AND WILL INCREASE OR DECREASE BASED UPON
THE INVESTMENT EXPERIENCE OF THE SUBACCOUNTS YOU CHOOSE.

THE CASH SURRENDER BENEFIT OF AMOUNTS ALLOCATED TO ANY FIXED-MVA ACCOUNT OPTION
INCREASES OR DECREASES BASED ON THE APPLICATION OF THE MARKET VALUE ADJUSTMENT.
THE UNADJUSTED CASH SURRENDER BENEFIT IS AVAILABLE FOR 30 DAYS AFTER THE END OF
THE GUARANTEE PERIOD. THERE IS NO MARKET VALUE ADJUSTMENT FOR ANY CASH SURRENDER
BENEFIT OF AMOUNTS ALLOCATED TO NON-MVA FIXED ACCOUNT OPTIONS.

RIGHT TO EXAMINE - YOU MAY RETURN THIS CERTIFICATE TO OUR ANNUITY SERVICE CENTER
OR TO THE AGENT THROUGH WHOM THE CERTIFICATE WAS PURCHASED WITHIN 10 DAYS AFTER
YOU RECEIVE IT, IF YOU ARE NOT SATISFIED WITH IT. THE COMPANY WILL REFUND THE
CERTIFICATE VALUE ON THE BUSINESS DAY DURING WHICH THE CERTIFICATE IS RECEIVED.
UPON SUCH REFUND, THE CERTIFICATE SHALL BE VOID.

For Individual Retirement Annuities, a refund of the Purchase Payment(s) may be
required. Therefore, We reserve the right to allocate your Purchase Payment(s)
to the Cash Management Subaccount until the end of the Right To Examine period.
Thereafter, allocations will be made as shown on the Certificate Data Page.

                  THIS IS A LEGAL DOCUMENT. READ IT CAREFULLY.

         /s/ SUSAN L. HARRIS                       /s/ ELI BROAD
      -----------------------------         -----------------------------      
             Susan L. Harris                           Eli Broad
                Secretary                              President


                               ALLOCATED FIXED AND
                       VARIABLE GROUP ANNUITY CERTIFICATE

                                Nonparticipating



                                       1
<PAGE>   2

                                TABLE OF CONTENTS

<TABLE>
<S>                                                                                     <C>
CERTIFICATE DATA PAGE...................................................................PAGE 3

PURCHASE PAYMENT ALLOCATION.............................................................PAGE 4

DEFINITIONS.............................................................................PAGE 5

PURCHASE PAYMENT PROVISIONS.............................................................PAGE 8
Purchase Payments; Deferment of Payments; Suspension of Payments; Substitution of Investment
Portfolios

ACCUMULATION PROVISIONS.................................................................PAGE 9
Separate Account Accumulation Value; Number of Accumulation Units; Accumulation Unit Value
(AUV); Fixed Account Accumulation Value; Fixed Account Guarantee Period Options And Interest
Crediting ; Market Value Adjustment

CHARGES AND DEDUCTIONS.................................................................PAGE 11
Certificate Administration Charge; Withdrawal Charge; Mortality Risk Charge; Expense Risk
Charge; Distribution Expense Charge; Guaranteed Death Benefit Risk Charge

TRANSFER PROVISION.....................................................................PAGE 12
Transfers of Accumulation Units and Annuity Units Between Subaccounts; Transfers of

Accumulation Units To and From the Fixed Account

WITHDRAWAL PROVISIONS..................................................................PAGE 12

Withdrawal Charge; Penalty-Free Withdrawals; Systematic Withdrawal Program

GENERAL PROVISIONS.....................................................................PAGE 14
Entire Contract; Change of Annuitant; Death of Annuitant; Misstatement of Age or Sex; Proof
of Age, Sex or Survival; Conformity With State Laws; Changes in Law; Assignment; Claims of
Creditors; Premium Taxes and Other Taxes; Written Notice; Periodic Reports;
Incontestability; Non-Participating

DEATH PROVISIONS.......................................................................PAGE 16
Death of Participant Before the Annuity Date; Due Proof of Death; Amount of Death Benefit;
Death of Participant or Annuitant on or After the Annuity Date; Beneficiary

ANNUITY PROVISIONS.....................................................................PAGE 19
Annuity Date; Payments to Participant; Fixed Annuity Payments; Amount of Fixed Annuity
Payments; Amount of Variable Annuity Payments

ANNUITY PAYMENT OPTIONS ...............................................................PAGE 21

FIXED ANNUITY PAYMENT OPTIONS TABLE....................................................PAGE 22

VARIABLE ANNUITY PAYMENT OPTIONS TABLE.................................................PAGE 24
</TABLE>



                                       2
<PAGE>   3

                             CERTIFICATE DATA PAGE


<TABLE>
<S>                                                       <C>
CERTIFICATE NUMBER:                                       ANNUITY SERVICE CENTER:
         P9999999999                                      P. O. BOX 54299
                                                          LOS ANGELES, CA 90054-0299

PARTICIPANT:                                              AGE AT ISSUE:
         JOHN DOE                                                35

ANNUITANT:                                                FIRST PURCHASE PAYMENT:
         JOHN DOE                                                $10,000.00

ANNUITY DATE:                                             CERTIFICATE DATE:
         December 1, 2026                                        December 1, 1996

LATEST ANNUITY DATE:                                      FIXED ACCOUNT OPTIONS -
         December 1, 2051                                 Minimum Guarantee Rate:

                                                                 3.0%

DEATH BENEFIT OPTION:
         Option I:  Purchase Payment Accumulation

BENEFICIARY:
         As stated on the Participant Enrollment Form

ANNUAL CERTIFICATE ADMINISTRATION CHARGE:
         $35.00

SEPARATE ACCOUNT:
VARIABLE ANNUITY ACCOUNT SIX
</TABLE>

                                  FOR INQUIRIES

                               CALL 1-800-445-SUN2



                                       3
<PAGE>   4

                           PURCHASE PAYMENT ALLOCATION

                                   Subaccounts

<TABLE>
<CAPTION>
               SUNAMERICA                             ANCHOR
               SERIES TRUST                           SERIES TRUST

        <S>    <C>                           <C>      <C>
        0.00%  Cash Management                 0.00%  Government & Quality Bond
        0.00%  Corporate Bond                  0.00%  Growth
        0.00%  Global Bond                    25.00%  Natural Resources
        0.00%  High-Yield Bond                 0.00%  Capital Appreciation
        0.00%  Worldwide High Income
        0.00%  SunAmerica Balanced
       25.00%  Balanced/Phoenix
                    Investment Counsel
        0.00%  Asset Allocation
        0.00%  Utility
        0.00%  Growth-Income
        0.00%  Federated Value
        0.00%  Venture Value
        0.00%  Alliance Growth
        0.00%  Growth/Phoenix
                    Investment Counsel
       25.00%  Putnam Growth
        0.00%  Real Estate
        0.00%  Aggressive Growth
        0.00%  International Growth
                    and Income
        0.00%  Global Equities
        0.00%  International Diversified
                    Equities
        0.00%  Emerging Markets
</TABLE>

                           Fixed Account Options

<TABLE>
<CAPTION>
                       Guarantee                       Initial
                         Period                      Interest Rate
                         ------                      -------------
       <S>       <C>                                 <C>
       0.00%     1-Year DCA Fixed Non-MVA
       25.00%    1-Year Fixed Non-MVA                      3.00%
       0.00%     3-Year Fixed MVA
       0.00%     5-Year Fixed MVA
       0.00%     7-Year Fixed MVA
       0.00%     10-Year Fixed MVA
</TABLE>



                                       4
<PAGE>   5

                                   DEFINITIONS

Defined in this section are some of the words and phrases used in this
Certificate. These terms are capitalized when used in the Certificate. Other
capitalized terms in the Certificate refer to the captioned paragraph explaining
that particular concept in the Certificate.

ACCUMULATION UNIT

A unit of measurement used to compute the Certificate Value in a Subaccount
prior to the Annuity Date.

AGE

Age as of last birthday.

ANNUITANT

The natural person or persons (collectively, Joint Annuitants) whose life or
lives is/are used to determine the annuity benefits under the Certificate. If
the Certificate is in force and the Annuitant(s) is/are alive on the Annuity
Date, We will begin payments to the Payee. This Certificate cannot have Joint
Annuitants if it is issued in connection with a tax-qualified retirement plan.

ANNUITY DATE

The date on which annuity payments to the Payee are to start. The Participant
must specify the Annuity Date, which must be at least two years after the
Certificate Date.

ANNUITY SERVICE CENTER 

As specified on the Certificate Data Page.

ANNUITY UNIT

A unit of measurement used to compute annuity payments from the Subaccounts.

BENEFICIARY

The Beneficiary is as designated on the Participant Enrollment Form unless later
changed by the Participant.

CERTIFICATE

This Certificate describes Your interest as a Participant under the group
annuity contract.

CERTIFICATE DATE

The date Your Certificate is issued, as shown on the Certificate Data Page. It
is the date from which Certificate Years and anniversaries are measured.

CERTIFICATE VALUE

The sum of: (1) Your share of the Subaccounts' Accumulation Unit values and (2)
the value of amounts allocated to the Fixed Account Options.

CERTIFICATE YEAR



                                       5
<PAGE>   6

A year starting from the Certificate Date in one calendar year and ending on the
day preceding the anniversary of such date in the succeeding calendar year.

CONTRIBUTION YEAR

A year starting from the date a Purchase Payment is made in one calendar year
and ending on the day preceding the anniversary of such date in the succeeding
calendar years.

CURRENT INTEREST RATE

The rate(s) of interest declared by Us applicable to allocations of Subsequent
Purchase Payments to the Fixed Account Options. The Current Interest Rate will
not be less than the Minimum Guarantee Rate as shown on the Certificate Data
Page.

DOLLAR COST AVERAGING (DCA)

You may authorize the automatic transfer of amounts, at the interval selected by
You, from the 1-Year DCA Fixed Account Option to any Subaccount(s). All amounts
allocated to the 1-Year DCA Fixed Account Option will be transferred out within
the one year period. You may also authorize the automatic transfer of amounts at
regular intervals and specified amounts or percentages from the 1-Year Fixed
Account Option or any of the Subaccounts to any other Subaccount(s) (other than
the source account). The unit values credited and applied to your Certificate
are determined on the dates of transfer(s). You may terminate DCA at any time.
However, upon termination or annuitization, any amounts remaining in the 1-Year
DCA Fixed Account Option will be transferred to the 1-Year Fixed Account Option.
We reserve the right to change the terms and conditions of the DCA program at
any time.

FIXED ACCOUNT OPTIONS

The investment options under this Certificate that are credited with a fixed
rate of interest declared by the Company. All Purchase Payments allocated to the
Fixed Account Options become part of the Company's general asset account. The
general asset account contains all the assets of the Company except for the
Separate Account and other segregated asset accounts. The Fixed Account Options
for this Certificate are shown on page 4.

FIXED ANNUITY

A series of periodic annuity payments of predetermined amounts that do not vary
with investment experience. Such payments are made from the Company's general
asset account.

GUARANTEE PERIOD

The period for which either the Initial Interest Rate, the Current Interest Rate
or the Renewal Interest Rate is credited to amounts allocated to the Fixed
Account Options.

INITIAL INTEREST RATE

The rate(s) of interest credited to any portion of the first Purchase Payment
allocated to the Fixed Account Option(s) as described in the Accumulation
Provisions section. The Initial Interest Rate(s) for this Certificate is listed
on page 4. The Initial Interest Rate may not be less than the Minimum Guarantee
Rate as shown on the Certificate Data Page.

IRC

The Internal Revenue Code of 1986, as amended, or as it may be amended or
superseded.



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<PAGE>   7

JOINT PARTICIPANT

If Joint Participants are named, they must be spouses. Each Joint Participant
has an equal ownership interest in the Certificate unless we are advised
otherwise in writing.

NYSE

New York Stock Exchange. Generally, the close of any NYSE business day is
4:00PM, Eastern Time. Financial Transactions received after the close of any
NYSE business day will be credited with the next NYSE business day's
Accumulation Unit Value for the selected Subaccount.

PARTICIPANT

The person or entity named in the Certificate who is entitled to exercise all
rights and privileges of ownership under the Certificate. Participant means both
Joint Participants, if applicable.

PAYEE

The person receiving payment of annuity benefits under this Certificate.

PORTFOLIO

The variable investment options available under the Certificate in which the
corresponding Subaccount(s) invest.

PURCHASE PAYMENTS

Payments in U.S. currency made by or on behalf of the Participant to the Company
for the Certificate.

RENEWAL INTEREST RATE

The rate(s) of interest declared by Us applicable to transfers from the
Subaccounts into the Fixed Account Options and to amounts previously allocated
to a Fixed Account Option wherein the Guarantee Period has expired. The Renewal
Interest Rate may not be less than the Minimum Guarantee Rate as shown on the
Certificate Data Page.

SEPARATE ACCOUNT

A segregated asset account named on the Certificate Data Page. The Separate
Account consists of the Subaccounts, each investing in the shares of the
corresponding Portfolio. The assets of the Separate Account are not comingled
with the general assets and liabilities of the Company. Each Subaccount is not
chargeable with liabilities arising out of any other Subaccount. The value of
amounts allocated to the Subaccounts of the Separate Account is not guaranteed.

SUBACCOUNT

One or more divisions of the Separate Account which invests in shares of the
corresponding Portfolios. The available Subaccounts are shown on page 4.

SUBSEQUENT PURCHASE PAYMENTS

Purchase Payments made after the first Purchase Payment.

TOTAL INVESTED AMOUNT

The sum of all Purchase Payments less amounts previously withdrawn that incurred
a Withdrawal Charge, less Purchase Payments withdrawn that were no longer
subject to a Withdrawal Charge.



                                       7
<PAGE>   8

VARIABLE ANNUITY

A series of periodic annuity payments which vary in amount according to the
investment experience of one or more Subaccounts, as selected by You.

WE, OUR, US, THE COMPANY 

Anchor National Life Insurance Company.

YOU, YOUR
The Participant.

                           PURCHASE PAYMENT PROVISIONS

PURCHASE PAYMENTS

Purchase Payments are flexible. This means that, subject to Company declared
minimums and maximums, You may change the amounts, frequency or timing of
Purchase Payments. Purchase Payments will be allocated to the Fixed Account
Option(s) and Subaccount(s) in accordance with instructions from You. We reserve
the right to specify the minimum Purchase Payment that may be allocated to a
Subaccount under the Certificate.

DEFERMENT OF PAYMENTS

We may defer making payments from the Fixed Account Options for up to six (6)
months. Interest, subject to state requirements, will be credited during the
deferral period.

SUSPENSION OF PAYMENTS

We may suspend or postpone any payments from the Subaccounts if any of the
following occur:

(a)     the NYSE is closed;

(b)     trading on the NYSE is restricted;

(c)     an emergency exists such that it is not reasonably practical to dispose
        of securities in the Portfolios or to determine the value of its assets;
        or

(d)     the Securities and Exchange Commission, by order, so permits for the
        protection of Participants.

Conditions in (b) and (c) will be decided by or in accordance with rules of the
Securities and Exchange Commission.

SUBSTITUTION OF PORTFOLIO

If: (a) the shares of the Portfolios should no longer be available for
investment by the Separate Account; or (b) in the judgment of the Board of
Trustees for the SunAmerica Series Trust and the Anchor Series Trust, further
investment in the shares of a Portfolio is no longer appropriate in view of the
purpose of the Certificate, then We may substitute shares of another underlying
investment series or portfolio, for shares already purchased, or to be purchased
in the future by Purchase Payments under the Certificate. No substitution of
securities may take place without prior approval of the Securities and Exchange
Commission and under such requirements as it may impose.



                                       8
<PAGE>   9

                             ACCUMULATION PROVISIONS

SEPARATE ACCOUNT ACCUMULATION VALUE

The Separate Account Accumulation Value under the Certificate shall be the sum
of the values of the Accumulation Units held in the Subaccounts for the
Participant.

NUMBER OF ACCUMULATION UNITS

For each Subaccount, the number of Accumulation Units is the sum of each
Purchase Payment and transfer amount allocated to the Subaccount, reduced by
premium taxes, if any:

Divided by

The Accumulation Unit value for that Subaccount for the NYSE business day in
which the Purchase Payment or transfer amount is received.

The number of Accumulation Units will be similarly adjusted for withdrawals,
annuitizations, transfers and charges. Adjustments will be made as of the NYSE
business day in which We receive all requirements for the transaction, as
appropriate.

ACCUMULATION UNIT VALUE (AUV)

The AUV of a Subaccount for any NYSE business day is calculated by subtracting
(2) from (1) and dividing the result by (3) where:

(1)     is the total value for the given NYSE business day of the assets
        attributable to the Accumulation Units of the Subaccount minus the total
        liabilities;

(2)     is the cumulative unpaid charge for assumption of Expense Risk,
        Distribution Expense, Mortality Risk and Guaranteed Death Benefit Risk
        charges (See CHARGES AND DEDUCTIONS);

(3)     is the number of Accumulation Units outstanding at the end of the given
        NYSE business day.

FIXED ACCOUNT ACCUMULATION VALUE

Under the Certificate, the Fixed Account Accumulation Value shall be the sum of
all monies allocated or transferred to the Fixed Account Option(s), reduced by
any applicable premium taxes, plus all interest credited on the Fixed Account
Option(s) during the period that the Certificate has been in effect. This amount
shall be adjusted for withdrawals, annuitizations, transfers, Certificate
Administration Charge and any applicable Withdrawal Charge. The Fixed Account
Accumulation Value shall not be less than the minimum values required by law in
the state where this Certificate is issued.

FIXED ACCOUNT GUARANTEE PERIOD OPTIONS AND INTEREST CREDITING



                                       9
<PAGE>   10

Any amounts allocated to the Fixed Account Options from the first Purchase
Payment will earn interest at the Initial Interest Rate for the Fixed Account
Option(s) selected for the duration of the Guarantee Period.

Subsequent Purchase Payments allocated to the Fixed Account Options will earn
interest at the Current Interest Rate for the Fixed Account Option(s) selected
for the duration of the Guarantee Period.

Transfers to the Fixed Account Options from the Subaccounts and amounts renewed
into the Fixed Account Options will earn interest at the Renewal Interest Rate
for the Fixed Account Option(s) selected for the duration of the Guarantee
Period.

For thirty (30) days following the date of expiration of a Guarantee Period, You
may renew for the same or any other Guarantee Period at the Renewal Interest
Rate or You may transfer all or a portion of the amount to the Subaccounts. If
You do not specify a Guarantee Period at the time of renewal, We will select the
same Guarantee Period as has just expired, crediting Your Certificate with the
Renewal Interest Rate in effect on the date of expiration of the Guarantee
Period, so long as such Guarantee Period does not extend beyond the Annuity
Date. If a renewal occurs within one year of the latest Annuity Date, We will
credit interest up to the Annuity Date at the Renewal Interest Rate for the
1-Year Fixed Account Option.

If you are participating in the DCA program, Purchase Payments may be allocated
to the 1-Year DCA Fixed Account Option or the 1-Year Fixed Account Option. Upon
termination of the DCA program, any amounts remaining in the 1-Year DCA Fixed
Account Option will be automatically transferred to the 1-Year Fixed Account
Option. Such amounts will earn interest at the Renewal Interest Rate for the
1-Year Fixed Account Option.

MARKET VALUE ADJUSTMENT (MVA)

Any payments and values based on the 3, 5, 7 or 10-year Fixed Account Options
may be subject to an MVA, the operation of which may result in upward or
downward adjustments in the Certificate Value, if withdrawn, transferred or
annuitized prior to the end of the respective Guarantee Period. The MVA will be
calculated by multiplying the amount withdrawn, transferred or annuitized by the
following formula:

                                     N/12
               {(1 + I)/(1+J+0.0050)}     -1

I = The interest rate currently in effect for that Guarantee Period.

J = The Initial Interest Rate available for the Guarantee Period equal to the
number of years (rounded up to an integer) remaining in the current Guarantee
Period at the time of withdrawal, transfer or annuitization. In the
determination of J, if the Company currently does not offer the applicable
Guarantee Period, then the rate will be determined by linear interpolation of
the Initial Interest Rate for the nearest two Guarantee Periods that are
available.

N = The number of full months remaining in the current Guarantee Period at the
time the withdrawal or annuitization request is processed.



                                       10
<PAGE>   11

If a Withdrawal Charge is applied to a withdrawal, then the MVA will be applied
to the withdrawal amount net of the Withdrawal Charge.

There will be no MVA on withdrawals from the Fixed Account Options in the
following situations: (1) to pay a Death Benefit paid upon death of the
Participant; (2) on amounts withdrawn to pay fees or charges; (3) on amounts
withdrawn from the Fixed Account Options within thirty (30) days after the end
of the Guarantee Period; (4) on annuitizations on the Latest Annuity Date; (5)
on amounts withdrawn from the 1-Year Fixed Account Option or the 1-Year DCA
Fixed Account Option.

                             CHARGES AND DEDUCTIONS

We will deduct the following charges from the Certificate:

CERTIFICATE ADMINISTRATION CHARGE

The charge specified on the Certificate Data Page will be deducted on each
Certificate anniversary that occurs on or prior to the Annuity Date. It will
also be deducted when the Certificate Value is withdrawn in full if withdrawal
is not on the Certificate anniversary. We reserve the right to assess a charge
on a class basis which is less than the charge specified on the Certificate Data
Page.

WITHDRAWAL CHARGE

This charge may be deducted upon withdrawal of any portion of the Certificate
Value. See WITHDRAWAL PROVISIONS.

MORTALITY RISK CHARGE

On an annual basis this charge equals 0.90% of the average daily total net asset
value of the Subaccounts to which Your Purchase Payments are allocated. This
charge is to compensate Us for assuming the mortality risks under the
Certificate.

EXPENSE RISK CHARGE

On an annual basis this charge equals 0.35% of the average daily total net asset
value of the Subaccounts to which Your Purchase Payments are allocated. This
charge is to compensate Us for assuming the expense risks under the Certificate.

DISTRIBUTION EXPENSE CHARGE

On an annual basis this charge equals 0.15% of the average daily total net asset
value of the Subaccounts to which Your Purchase Payments are allocated. This
charge is to compensate Us for all distribution expenses associated with the
Certificate.

GUARANTEED DEATH BENEFIT RISK CHARGE

On an annual basis this charge equals 0.12% of the average daily total net asset
value of the Subaccounts to which Your Purchase Payments are allocated. This
charge is to compensate Us for the risk assumed as a result of contractual
obligations to provide a minimum guaranteed Death Benefit prior to the Annuity
Date.



                                       11
<PAGE>   12

                               TRANSFER PROVISIONS

Prior to the Annuity Date, You may transfer all or part of Your Certificate
Value to any of the Subaccounts or Fixed Account Options subject to certain
restrictions. We reserve the right to charge a fee for transfers if the number
of transfers exceeds the limit specified by Us. The minimum amount that can be
transferred and the amount that can remain in a Subaccount or Fixed Account
Option are subject to Company limits.

TRANSFERS OF ACCUMULATION AND ANNUITY UNITS BETWEEN SUBACCOUNTS

Prior to the Annuity Date, You may transfer all or a portion of Your Certificate
Value between Subaccounts. A transfer will result in the purchase of
Accumulation Units in a Subaccount and the redemption of Accumulation Units in
the other Subaccount. Transfers will be effected at the next computed
Accumulation Unit Value following Our receipt of Your request for transfer.
Accumulation Unit Values are calculated at the close of each NYSE business day.

After the Annuity Date, You may transfer all or a portion of Your Certificate
Value from one Subaccount to another Subaccount. A transfer will result in the
purchase of Annuity Units in a Subaccount and the redemption of Annuity Units in
the other Subaccount. Transfers will be effected for the last NYSE business day
of the month in which We receive Your request for the transfer.

TRANSFERS OF ACCUMULATION UNITS TO AND FROM THE FIXED ACCOUNT

Prior to the Annuity Date, You may transfer all or any part of Your Certificate
Value from the Subaccount(s) to the Fixed Account Option(s) or from the Fixed
Account Option(s) to the Subaccount(s) of the Certificate. However, You may only
transfer to the 1-Year DCA Fixed Account Option if You are participating in the
DCA program.

After the Annuity Date, transfers into or out of the Fixed Account Option(s) are
not allowed.

                              WITHDRAWAL PROVISIONS

On or before the Annuity Date and while the Participant is living, You may
withdraw all or part of Your Certificate Value under this Certificate by
informing Us at Our Annuity Service Center. For a full withdrawal, this
Certificate must be returned to Our Annuity Service Center. The 



                                       12
<PAGE>   13
minimum amount that can be withdrawn and the amount remaining after withdrawal
are subject to Company limits.

Without a written notice to the contrary, withdrawals will be deducted from the
Certificate Value in proportion to their allocation among the Fixed Account
Options and the Subaccounts. Withdrawals will be based on values for the NYSE
business day in which the request for withdrawal and the Certificate (in the
case of a full withdrawal), are received at Our Executive Office. Unless the
SUSPENSION OF PAYMENTS or DEFERMENT OF PAYMENTS sections are in effect, payment
of withdrawals will be made within seven calendar days.

WITHDRAWAL CHARGE

Withdrawals of all or a portion of the Certificate Value may be subject to a
Withdrawal Charge as shown in the chart below. The Withdrawal Charge applied to
any withdrawal will depend on how long the Purchase Payment to which the
withdrawal is attributed has been in the Certificate. No Withdrawal Charge is
made on an amount withdrawn which is considered to be a withdrawal of
penalty-free earnings.

For the purpose of determining the Withdrawal Charge, a withdrawal will be
attributed to amounts in the following order: (1) penalty-free earnings in the
Certificate; (2) Purchase Payments which are both no longer subject to the
Withdrawal Charge and are not yet withdrawn; (3) any remaining Penalty-Free
Withdrawal amount (except in the case of a full surrender); and (4) Purchase
Payments subject to a Withdrawal Charge. Purchase Payments, when withdrawn, are
assumed to be withdrawn on a first-in-first-out (FIFO) basis. You will not
receive the benefit of a Penalty-Free Withdrawal in a full surrender.


<TABLE>
<CAPTION>
       Number of Contribution Years Elapsed                   Withdrawal Charge as a
   Between Contribution Year of Purchase Payment              Percentage of Withdrawn
        and Contribution Year of Withdrawal                      Purchase Payment
 --------------------------------------------------   -------------------------------------
 <S>                                                   <C>
                         1                                              7%
                         2                                              6%
                         3                                              5%
                         4                                              4%
                         5                                              3%
                         6                                              2%
                         7                                              1%
                        8+                                              0%
</TABLE>


The Withdrawal Charge will be assessed against the Subaccounts and the Fixed
Account Options in the same proportion as the remaining Certificate Value is
allocated unless You request that the withdrawal come from a particular Fixed
Account Option or Subaccount. If the remaining Certificate Value is insufficient
to cover the Withdrawal Charge, any remaining balance will be deducted from the
withdrawal amount requested.

PENALTY-FREE WITHDRAWALS



                                       13
<PAGE>   14

As of any day, You may make a withdrawal of up to the Penalty-Free Withdrawal
amount for that day without incurring a Withdrawal Charge. Any Penalty-Free
Withdrawal made in excess of penalty-free earnings in the Certificate is
considered to be a withdrawal of future penalty-free earnings and is therefore
not a withdrawal of the Total Invested Amount. On any day, penalty-free earnings
in the Certificate are calculated as the Certificate Value at the end of that
day less the Total Invested Amount.

During the first Certificate Year, the Penalty-Free Withdrawal amount is equal
to the penalty-free earnings in the Certificate as of the date of withdrawal.

Alternatively, during the first Certificate Year, You may make withdrawals of
the Penalty-Free Withdrawal amount through the Systematic Withdrawal Program.
The Penalty-Free Withdrawal amount as of any systematic withdrawal date is 10%
of the Total Invested Amount less any withdrawals already made during the
Certificate Year.

After the first Certificate Year, the maximum Penalty-Free Withdrawal amount as
of the date of the withdrawal is the greater of:

(a)     penalty-free earnings in the Certificate as of that date; or

(b)     10% of the Total Invested Amount on deposit for at least one year, less
        any withdrawals already made during the year.

Although amounts withdrawn free of a Withdrawal Charge may reduce principal,
they do not reduce the Total Invested Amount for purposes of calculating the
Withdrawal Charge or for the purposes of calculating penalty-free earnings in
the Certificate. As a result, You will not receive the benefit of a Penalty-Free
Withdrawal in a full surrender.

SYSTEMATIC WITHDRAWAL PROGRAM

Prior to the Annuity Date, You may elect to participate in the Systematic
Withdrawal Program by informing Us at Our Annuity Service Center. The Systematic
Withdrawal Program allows You to make automatic withdrawals from your account
monthly, quarterly, semiannually or annually. The minimum systematic withdrawal
amount is $250 per withdrawal. Any amount withdrawn through the Systematic
Withdrawal Program may be subject to a Withdrawal Charge and a Market Value
Adjustment as discussed in the WITHDRAWAL CHARGE, PENALTY-FREE WITHDRAWALS and
MARKET VALUE ADJUSTMENT provisions. You may terminate Your participation in the
Systematic Withdrawal Program at any time by sending us a written request.

Systematic withdrawals will be deducted from the Penalty-Free Withdrawal amount
available each Certificate Year.

                               GENERAL PROVISIONS

ENTIRE CONTRACT

The entire contract between You and Us consists of the group annuity contract,
the application, the Participant Enrollment Form as completed by You at the time
of purchase, this Certificate and any attached endorsement(s). An agent cannot
change the terms or conditions of this 



                                       14
<PAGE>   15

contract. Any change must be in writing and approved by Us. Only Our President,
Secretary, or one of Our Vice-Presidents can give Our approval.

CHANGE OF ANNUITANT

If the Participant is an individual, the Participant may change the Annuitant(s)
at any time prior to the Annuity Date. To make a change, the Participant must
send a written notice to Us at least 30 days before the Annuity Date. If the
Participant is a non-natural person, the Participant may not change the
Annuitant.

DEATH OF ANNUITANT

If the Participant and Annuitant are different, and the Annuitant dies before
the Annuity Date, the Participant becomes the Annuitant until the Participant
elects a new Annuitant. If there are Joint Annuitants, upon the death of any
Annuitant prior to the Annuity Date, the Participant may elect a new Joint
Annuitant. However, if the Participant is a non-natural, We will treat the death
of any Annuitant as the death of the "Primary Annuitant" and as the death of the
Participant, see DEATH PROVISIONS.

MISSTATEMENT OF AGE OR SEX

If the Age or sex of any Annuitant has been misstated, future annuity payments
will be adjusted using the correct Age and sex, according to Our rates in effect
on the date that annuity payments were determined. Any overpayment from the
1-Year Fixed Account Option, plus interest at the rate of 4% per year, will be
deducted from the next payment(s) due. Any underpayment from the 1-Year Fixed
Account Option, plus interest at the rate of 4% per year, will be paid in full
with the next payment due. Any overpayment from the Subaccounts will be deducted
from the next payment(s) due. Any underpayment from the Subaccounts will be paid
in full with the next payment due.

PROOF OF AGE, SEX, OR SURVIVAL

The Company may require satisfactory proof of correct Age or sex at any time. If
any payment under this Certificate depends on the Annuitant being alive, the
Company may require satisfactory proof of survival.

CONFORMITY WITH STATE LAWS

The provisions of this Certificate will be interpreted by the laws of the state
in which the enrollment form was signed or such other state as is required by
law. Any provision which, on the Certificate Date, is in conflict with the law
of such state is amended to conform to the minimum requirements of such law.

CHANGES IN LAW

If the laws governing this Certificate or the taxation of benefits under the
Certificate change, We reserve the right to amend this Certificate to comply
with these changes.

ASSIGNMENT

You may assign this Certificate before the Annuity Date, but We will not be
bound by an assignment unless it is received by Us in writing. Your rights and
those of any other person referred to in this Certificate will be subject to the
assignment. Certain assignments may be 



                                       15
<PAGE>   16

taxable. We do not assume any responsibility for the validity or tax
consequences of any assignment.

CLAIMS OF CREDITORS

To the extent permitted by law, no right or proceeds payable under this
Certificate will be subject to claims of creditors or legal process.

PREMIUM TAXES OR OTHER TAXES

The Company may deduct from Your Certificate Value any premium tax or other
taxes payable to a state or other government entity, if applicable. Should We
advance any amount so due, We are not waiving any right to collect such amount
at a later date. The Company will deduct any withholding taxes required by
applicable law.

WRITTEN NOTICE

Any notice We send to You will be sent to Your address shown in the Participant
Enrollment Form unless You request otherwise. Any written request or notice to
Us must be sent to Our Annuity Service Center, as specified on the Certificate
Data Page.

PERIODIC REPORTS

At least once during each Certificate Year, We will send You a statement of the
account activity of the Certificate. The statement will include all transactions
which have occurred during the accounting period shown on the statement.
Statements of Your Certificate Value will cease to be provided to You after the
Annuity Date.

INCONTESTABILITY

This Certificate will be incontestable from the Certificate Date.

NONPARTICIPATING

This Certificate does not share in Our surplus.

                                DEATH PROVISIONS

Notwithstanding any provision of this Certificate to the contrary, all payments
of benefits under this Certificate will be made in a manner that satisfies the
requirements of IRC Section 72(s), as amended from time to time. If the
Certificate is owned by a trust or other non-natural person, We will treat the
death of any Annuitant as the death of the "Primary Annuitant" and as the death
of any Participant.

DEATH OF PARTICIPANT BEFORE THE ANNUITY DATE. We will pay a death benefit to the
Beneficiary upon Our receiving all required documentation including: (a) due
proof that any Participant died before the Annuity Date; and (b) an election
form selecting the payment option form the options listed below. If no election
is received within 60 days of our receipt of 



                                       16
<PAGE>   17

due proof of death, the death benefit will be paid in accordance with option 1
below. The Beneficiary must select one of the following options:

               1.     Immediately collect the death benefit in a lump sum
                      payment. If a lump sum payment is elected, payment will be
                      in accordance with any applicable laws and regulations
                      governing payments and death; or

               2.     Collect the death benefit in the form of one of the
                      Annuity Payment Options. The payments must be over the
                      life of the Beneficiary or over a period not extending
                      beyond the life expectancy of the Beneficiary. Payments
                      under this option must commence within one year after the
                      Participant's death, otherwise, the death benefit will be
                      paid in accordance with option 1 above; or

               3.     If the Beneficiary is the Participant's spouse, the
                      Beneficiary may elect to become the Participant and
                      continue the Certificate in force. If this option is
                      elected, no death benefit is paid. Upon the new
                      Participant's subsequent death, the entire interest must
                      be distributed immediately under option 1 or 2 above.

In any event, the entire interest in the Certificate will be distributed within
five years from the date of death of the Participant.

DUE PROOF OF DEATH Due Proof of Death means:

               1.     a certified copy of a death certificate; or

               2.     a certified copy of a decree of a court of competent
                      jurisdiction as to the finding of death; or

               3.     a written statement by a medical doctor who attended the
                      deceased Participant at the time of death; or

               4.     any other proof satisfactory to Us.

AMOUNT OF DEATH BENEFIT

The amount of the death benefit will be determined based upon your selection on
the Participant Enrollment Form. Once selected, the death benefit option cannot
be changed. The death benefit options are as described below.

OPTION I:   PURCHASE PAYMENT ACCUMULATION DEATH BENEFIT OPTION

Prior to the Annuity Date and upon death of the Participant, the Beneficiary
will receive the greatest of:



                                       17
<PAGE>   18

     1. the Certificate Value for the NYSE business day during which We receive
        all required documentation including due proof of death of the
        Participant and an election of the type of payment to be made at Our
        Annuity Service Center; or

     2. Purchase Payments less any partial withdrawals, compounded until the
        date of death at 4% interest, plus any Purchase Payments and less any
        withdrawals recorded after the date of death; or

     3. the Certificate Value at the seventh Certificate anniversary, plus any
        subsequent Purchase Payments and less any subsequent partial withdrawals
        compounded until the date of death at 4% interest, plus any Purchase
        Payments and less any partial withdrawals recorded after the date of
        death.

If the Participant was age 70 or older on the Certificate Date, both (2) and (3)
above will be compounded at 3%, rather than 4%. If the death benefit is paid on
the death of a Participant who was not originally named in the application and
was age 70 or older on the Certificate Date, both (2) and (3) above will be
compounded at 3%, rather than 4%.

OPTION II:  MAXIMUM ANNIVERSARY VALUE DEATH BENEFIT OPTION

    If, upon the death of the Participant and prior to the Annuity Date, the
    Participant has not attained his or her 90th birthday, the Beneficiary will
    receive the greatest of:

     1. the Certificate Value for the NYSE business day during which We receive
        all required documentation including due proof of death the Participant
        and an election of the type of payment to be made at Our Annuity Service
        Center; or

     2. Purchase Payments less any partial withdrawals; or

     3. the maximum anniversary value preceding the date of death. The maximum
        anniversary value is equal to the greatest anniversary value attained
        from the following:

        As of the date of receipt of due proof of death and an election of the
        type of payment to be made, at our Annuity Service Center, We will
        calculate an anniversary value for each Certificate anniversary prior to
        the Participant's 81st birthday. The anniversary value is equal to the
        Certificate Value on a Certificate anniversary, increased by the dollar
        amount of any Purchase Payments made since that anniversary and reduced
        by the dollar amount of any partial withdrawals since that anniversary.

If the deceased Participant has attained age 90, then the death benefit will be
the Certificate Value as defined in (1) above.

DEATH OF PARTICIPANT OR ANNUITANT ON OR AFTER THE ANNUITY DATE. If any
Participant or Annuitant dies on or after the Annuity Date and before the entire
interest in the Certificate has been distributed, We will pay the remaining
portion of the interest of the 



                                       18
<PAGE>   19

Certificate under the annuity payment option being used on the date of death.
For further information pertaining to death of the Annuitant, see ANNUITY
PAYMENT OPTIONS.

BENEFICIARY

The Beneficiary is as designated on the Participant Enrollment Form unless later
changed by the Participant. While: (a) the Participant is living; and (b) before
the Annuity Date, the Participant may change the Beneficiary by written notice
in a form satisfactory to Us. The change will take effect on the date We record
the proper notice subject to any payments We have made. If two or more persons
are named: (a) those surviving the Participant will share equally unless
otherwise stated; and (b) the Beneficiaries must elect to receive their
respective portions of the death benefit according to the options listed under
DEATH OF PARTICIPANT BEFORE THE ANNUITY DATE. If the Annuitant survives the
Participant, and there are no surviving Beneficiaries, the Annuitant will be
deemed the Beneficiary.

Joint Participants, if applicable, shall be each other's primary Beneficiary.
Joint Annuitants, if any, when the Participant is a non-natural person, shall be
each other's primary Beneficiary. Any other Beneficiary designated on the
Participant Enrollment Form will be treated as a contingent Beneficiary.

If the Participant is also the Annuitant and there are no surviving
Beneficiaries at the death of the Participant, the death benefit will be paid to
the estate of the Participant in accordance with option 1, under DEATH OF
PARTICIPANT BEFORE THE ANNUITY DATE.

                               ANNUITY PROVISIONS

ANNUITY DATE

The Participant selects an Annuity Date (the date on which annuity payments are
to begin) at the time of application. The Participant may change the Annuity
Date at any time, at least seven days prior to the Annuity Date, by written
notice to the Company at its Annuity Service Center. The Annuity Date must
always be the first day of the calendar month and must be at least two years
after the Certificate Date, but not beyond the later of the Participant's 90th
birthday or ten years after the Certificate Date. If the Participant is a
non-natural person, the latest Annuity Date is the later of the Annuitant's 90th
birthday or ten years after the Certificate Date. If no Annuity Date is
selected, the Annuity Date will be the latest Annuity Date, as set by the
Company.

PAYMENTS TO PARTICIPANT

Unless You request otherwise, We will make annuity payments to You. If You want
the annuity payments to be made to some other Payee, We will make such payments
subject to receipt of a written request filed at the Annuity Service Center no
later than thirty (30) days before the due date of the first annuity payment.

Any such request is subject to the rights of any assignee. No payments available
to or being paid to the Payee while the Annuitant is alive can be transferred,
commuted, anticipated or encumbered.

FIXED ANNUITY PAYMENTS



                                       19
<PAGE>   20

If a Fixed Annuity payment option has been elected, the proceeds payable under
this Certificate less any applicable premium taxes, shall be applied to the
payment of the Fixed Annuity payment option elected at rates which are at least
equal to the annuity rates based upon the applicable tables in the Certificate.
In no event will the Fixed Annuity payments be changed once they begin.

AMOUNT OF FIXED ANNUITY PAYMENTS

The amount of each Fixed Annuity payment will be determined by applying the
portion of the Certificate Value allocated to Fixed Annuity payments less any
applicable premium taxes to the annuity table applicable to the Fixed Annuity
payment option chosen.

AMOUNT OF VARIABLE ANNUITY PAYMENTS

(a)     FIRST VARIABLE ANNUITY PAYMENT: The dollar amount of the first Variable
        Annuity payment will be determined by applying the portion of the
        Certificate Value allocated to the Subaccount, less any applicable
        premium taxes, to rates which are at least equal to the annuity rates
        based upon the annuity table applicable to the Variable Annuity payment
        option chosen. If the Certificate Value is allocated to more than one
        Subaccount, the value of Your interest in each Subaccount is applied
        separately to the Variable Annuity payment option table to determine the
        amount of the first annuity payment attributable to each Subaccount.

(b)     NUMBER OF VARIABLE ANNUITY UNITS: The number of Annuity Units for each
        applicable Subaccount is the amount of the first annuity payment
        attributable to that Subaccount divided by the value of the applicable
        Annuity Unit for that Subaccount as of the Annuity Date. The number will
        not change as a result of investment experience.

(c)     VALUE OF EACH VARIABLE ANNUITY UNIT: The value of an Annuity Unit may
        increase or decrease from one month to the next. For any month, the
        value of an Annuity Unit of a particular Subaccount is the value of that
        Annuity Unit as of the last NYSE business day of the preceding month,
        multiplied by the Net Investment Factor for that Subaccount for the last
        NYSE business day of the current month.

The Net Investment Factor for any Subaccount for a certain month is determined
by dividing (1) by (2) where:

               (1)    is the Accumulation Unit Value of the Subaccount
                      determined as of the last business day at the end of that
                      month, and

               (2)    is the Accumulation Unit Value of the Subaccount
                      determined as of the last business day at the end of the
                      preceding month.

The result is then multiplied by a factor that neutralizes the assumed
investment rate of 3.5%.

(d)     SUBSEQUENT VARIABLE ANNUITY PAYMENTS: After the first Variable Annuity
        payment, payments will vary in amount according to the investment
        performance of the applicable Subaccount(s) to which Your Purchase
        Payments are allocated. The amount may change from month to month. The
        amount of each subsequent payment for each Subaccount is:



                                       20
<PAGE>   21

The number of Annuity Units for each Subaccount as determined for the first
annuity payment

Multiplied by

The value of an Annuity Unit for that Subaccount at the end of the month
immediately preceding the month in which payment is due.

We guarantee that the amount of each Variable Annuity payment will not be
affected by variations in expenses or mortality experience.



                                       21
<PAGE>   22

                             ANNUITY PAYMENT OPTIONS

During the Annuitant's life, upon written election and the return of this
Certificate to the Company at its Annuity Service Center, the Certificate Value
may be applied to provide one of the following options or any annuity payment
option that is mutually agreeable. After two years from the Certificate Date,
and prior to the Annuity Date, You can choose one of the options described
below. If no option has been selected by the Annuity Date, You will
automatically receive option 4, below, with 120 monthly payments guaranteed.

OPTIONS 1 & 1V - LIFE ANNUITY, LIFETIME PAYMENTS GUARANTEED

Payments payable to a Payee during the lifetime of the Annuitant. No further
payments are payable after the death of the Annuitant.

OPTIONS 2 & 2V - JOINT AND SURVIVOR LIFE ANNUITY

Payments payable to the Payee during the lifetime of the Annuitant and during
the lifetime of a designated second person. No further payments are payable
after the deaths of both the Annuitant and the designated second person.

OPTIONS 3 & 3V - JOINT AND SURVIVOR LIFE ANNUITY WITH PAYMENTS GUARANTEED FOR 10
YEARS Payments are payable to the Payee during the lifetime of the Annuitant and
during the lifetime of a designated second person. If, at the death of the
survivor, payments have been made for less than 10 years, the remaining
guaranteed annuity payments will be continued to the Beneficiary.

OPTIONS 4 & 4V - LIFE ANNUITY WITH PAYMENTS GUARANTEED FOR 10 OR 20 YEARS

Payments payable to the Payee during the lifetime of the Annuitant. If, at the
death of the Annuitant, payments have been made for less than the 10 or 20
years, as selected at the time of annuitization, the remaining guaranteed
annuity payments will be continued to the Beneficiary.

OPTIONS 5 & 5V - FIXED PAYMENTS FOR A SPECIFIED PERIOD CERTAIN

Payments payable to the Payee for any specified period of time for five (5)
years or more, but not exceeding thirty (30) years, as selected at the time of
annuitization. The selection must be made for full twelve month periods. In the
event of death of the Annuitant, any remaining annuity payments will be
continued to the Beneficiary.



                                       22
<PAGE>   23

                       FIXED ANNUITY PAYMENT OPTIONS TABLE

BASIS OF COMPUTATION

The actuarial basis for the Table of Annuity Rates is the 1983a Annuity
Mortality Table with projection and a guaranteed interest rate of 3%. The
mortality table is projected using Projection Scale G factors, assuming
annuitization in the year 2000. The Fixed Annuity Payment Options Table does not
included any applicable premium tax.

                  OPTIONS 1 & 4 - TABLE OF MONTHLY INSTALLMENTS PER $1,000.

          (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE FURNISHED UPON
REQUEST.)

<TABLE>
<CAPTION>
                   OPTION 1                  OPTION 4                       OPTION 4          
   AGE OF                                 LIFE ANNUITY                   LIFE ANNUITY        
 ANNUITANT       LIFE ANNUITY     (W/120 PAYMENTS GUARANTEED)     (W/240 PAYMENTS GUARANTEED)
<S>             <C>     <C>           <C>            <C>             <C>            <C>
                MALE    FEMALE        MALE           FEMALE          MALE           FEMALE
     55         4.23     3.84         4.19            3.82           4.05            3.76
     56         4.32     3.91         4.27            3.88           4.11            3.81
     57         4.41     3.98         4.35            3.95           4.17            3.87
     58         4.51     4.05         4.44            4.02           4.24            3.93
     59         4.61     4.13         4.54            4.10           4.31            4.00
     60         4.72     4.22         4.64            4.18           4.37            4.06
     61         4.84     4.31         4.74            4.27           4.44            4.13
     62         4.96     4.40         4.85            4.36           4.51            4.20
     63         5.10     4.51         4.97            4.45           4.58            4.27
     64         5.24     4.62         5.10            4.55           4.65            4.35
     65         5.40     4.73         5.22            4.66           4.72            4.42
     66         5.56     4.86         5.36            4.78           4.79            4.50
     67         5.74     4.99         5.50            4.90           4.86            4.57
     68         5.93     5.14         5.65            5.02           4.92            4.65
     69         6.13     5.29         5.80            5.16           4.99            4.73
     70         6.35     5.46         5.96            5.30           5.05            4.80
     71         6.58     5.64         6.13            5.46           5.10            4.88
     72         6.82     5.84         6.29            5.62           5.16            4.95
     73         7.08     6.05         6.47            5.78           5.20            5.02
     74         7.36     6.28         6.64            5.96           5.25            5.08
     75         7.66     6.53         6.82            6.14           5.29            5.14
     76         7.98     6.80         7.00            6.33           5.33            5.19
     77         8.33     7.09         7.19            6.53           5.36            5.24
     78         8.69     7.41         7.37            6.73           5.39            5.29
     79         9.09     7.75         7.55            6.94           5.41            5.33
     80         9.51     8.11         7.73            7.14           5.43            5.36
     81         9.97     8.51         7.91            7.35           5.45            5.39
     82        10.45     8.94         8.08            7.55           5.47            5.42
     83        10.97     9.41         8.24            7.76           5.48            5.44
     84        11.52     9.92         8.40            7.95           5.49            5.46
     85        12.10    10.47         8.54            8.13           5.50            5.48
</TABLE>



                                       23
<PAGE>   24

              OPTION 2 - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
    (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE FURNISHED UPON REQUEST.)
                       JOINT & 100% SURVIVOR LIFE ANNUITY

<TABLE>
<CAPTION>
    AGE OF
     MALE
   ANNUITANT                                AGE OF FEMALE ANNUITANT
   ---------                                -----------------------
   <S>             <C>          <C>         <C>        <C>        <C>        <C>        <C>
                     55          60          65         70         75         80         85
      55            3.54        3.69        3.84       3.96       4.06       4.13       4.17
      60            3.63        3.83        4.04       4.23       4.39       4.52       4.60
      65            3.70        3.95        4.23       4.51       4.78       5.00       5.16
      70            3.75        4.04        4.39       4.78       5.18       5.56       5.85
      75            3.78        4.11        4.51       5.01       5.57       6.14       6.65
      80            3.81        4.15        4.60       5.18       5.89       6.70       7.52
      85            3.82        4.18        4.66       5.30       6.14       7.18       8.35
</TABLE>

              OPTION 3 - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
    (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE FURNISHED UPON REQUEST)
         JOINT & 100% SURVIVOR LIFE ANNUITY (W/120 PAYMENTS GUARANTEED)

<TABLE>
<CAPTION>
    AGE OF
     MALE
   ANNUITANT                                  AGE OF FEMALE ANNUITANT
   ---------                                  -----------------------
   <S>             <C>          <C>         <C>        <C>        <C>        <C>        <C>
                     55          60          65         70         75         80         85
      55            3.54        3.69        3.83       3.96       4.05       4.12       4.16
      60            3.63        3.83        4.03       4.22       4.38       4.50       4.57
      65            3.70        3.95        4.22       4.50       4.76       4.97       5.10
      70            3.75        4.04        4.38       4.76       5.15       5.48       5.72
      75            3.78        4.10        4.50       4.98       5.50       6.00       6.40
      80            3.80        4.14        4.58       5.13       5.78       6.46       7.04
      85            3.81        4.16        4.62       5.22       5.97       6.80       7.55
</TABLE>

              OPTION 5 - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
                       FIXED PAYMENT FOR SPECIFIED PERIOD

<TABLE>
<CAPTION>
    NUMBER         MONTHLY     NUMBER      MONTHLY    NUMBER     MONTHLY    NUMBER    MONTHLY
   OF YEARS        PAYMENT    OF YEARS     PAYMENT   OF YEARS    PAYMENT   OF YEARS   PAYMENT
   --------        -------    --------     -------   --------    -------   --------   -------
   <S>             <C>        <C>          <C>       <C>         <C>       <C>         <C>
                                 10         9.61        17        6.23        24        4.84
                                 11         8.86        18        5.96        25        4.71
       5            17.91        12         8.24        19        5.73        26        4.59
       6            15.14        13         7.71        20        5.51        27        4.47
       7            13.16        14         7.26        21        5.32        28        4.37
       8            11.68        15         6.87        22        5.15        29        4.27
       9            10.53        16         6.53        23        4.99        30        4.18
</TABLE>



                                       24
<PAGE>   25

                     VARIABLE ANNUITY PAYMENT OPTIONS TABLE

BASIS OF COMPUTATION

The actuarial basis for the Table of Annuity Rates is the 1983a Annuity
Mortality Table with projection and an effective annual Assumed Investment Rate
of 3.5%. The mortality table is projected using Projection Scale G factors,
assuming annuitization in the year 2000. The Variable Annuity Payment Options
Table does not include any applicable premium tax.

            OPTIONS 1V& 4V - TABLE OF MONTHLY INSTALLMENTS PER $1,000

                (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE
                            FURNISHED UPON REQUEST.)


<TABLE>
<CAPTION>
                 OPTION 1V                OPTION 4V                       OPTION 4V
                                         LIFE ANNUITY                    LIFE ANNUITY
AGE OF                                 (W/120 PAYMENTS                 (W/240 PAYMENTS
ANNUITANT      LIFE ANNUITY              GUARANTEED)                     GUARANTEED)
              MALE     FEMALE        MALE           FEMALE           MALE           FEMALE
<S>           <C>       <C>          <C>             <C>             <C>             <C> 
    55        4.53      4.13         4.48            4.11            4.33            4.05
    56        4.62      4.20         4.56            4.18            4.39            4.10
    57        4.71      4.27         4.64            4.24            4.45            4.16
    58        4.80      4.34         4.73            4.31            4.52            4.22
    59        4.90      4.42         4.82            4.39            4.58            4.28
    60        5.01      4.51         4.92            4.47            4.65            4.34
    61        5.13      4.60         5.03            4.55            4.71            4.41
    62        5.26      4.69         5.14            4.64            4.78            4.48
    63        5.39      4.80         5.25            4.74            4.85            4.55
    64        5.54      4.91         5.38            4.84            4.92            4.62
    65        5.69      5.02         5.51            4.94            4.99            4.69
    66        5.86      5.15         5.64            5.06            5.05            4.77
    67        6.03      5.28         5.78            5.18            5.12            4.84
    68        6.22      5.43         5.93            5.30            5.18            4.92
    69        6.43      5.58         6.08            5.44            5.24            4.99
    70        6.64      5.75         6.23            5.58            5.30            5.06
    71        6.87      5.93         6.40            5.73            5.36            5.14
    72        7.12      6.13         6.56            5.89            5.41            5.21
    73        7.38      6.34         6.73            6.06            5.46            5.27
    74        7.66      6.57         6.91            6.23            5.50            5.33
    75        7.96      6.82         7.09            6.41            5.54            5.39
    76        8.28      7.09         7.27            6.60            5.57            5.44
    77        8.63      7.38         7.45            6.79            5.61            5.49
    78        9.00      7.70         7.63            6.99            5.63            5.54
    79        9.40      8.04         7.81            7.19            5.66            5.58
    80        9.82      8.41         7.98            7.40            5.68            5.61
    81       10.28      8.81         8.16            7.60            5.70            5.64
    82       10.76      9.24         8.32            7.81            5.71            5.66
    83       11.28      9.71         8.48            8.00            5.72            5.69
    84       11.83     10.23         8.64            8.19            5.73            5.70
    85       12.42     10.78         8.78            8.38            5.74            5.72
</TABLE>



                                       25
<PAGE>   26

              OPTION 2V - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
                (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE
                            FURNISHED UPON REQUEST.)
                       JOINT & 100% SURVIVOR LIFE ANNUITY

<TABLE>
<CAPTION>
   AGE OF
    MALE
  ANNUITANT                                AGE OF FEMALE ANNUITANT
  ---------                                -----------------------
                  55           60          65         70         75          80         85
<S>              <C>          <C>         <C>        <C>        <C>         <C>        <C> 
     55          3.83         3.98        4.12       4.24       4.34        4.42       4.46
     60          3.92         4.11        4.32       4.51       4.67        4.80       4.89
     65          3.99         4.23        4.50       4.79       5.05        5.28       5.44
     70          4.04         4.33        4.67       5.05       5.46        5.83       6.13
     75          4.07         4.39        4.79       5.28       5.84        6.41       6.93
     80          4.10         4.44        4.88       5.45       6.16        6.97       7.79
     85          4.11         4.47        4.94       5.57       6.41        7.45       8.61
</TABLE>

              OPTION 3V - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
    (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE FURNISHED UPON REQUEST)
        JOINT AND 100% SURVIVOR LIFE ANNUITY (W/120 PAYMENTS GUARANTEED)

<TABLE>
<CAPTION>
   AGE OF
    MALE
  ANNUITANT                                 AGE OF FEMALE ANNUITANT
  ---------                                 -----------------------
                  55           60          65         70         75          80         85
<S>              <C>          <C>         <C>        <C>        <C>         <C>        <C> 
     55          3.83         3.98        4.12       4.24       4.34        4.40       4.45
     60          3.92         4.11        4.31       4.50       4.66        4.78       4.86
     65          3.99         4.23        4.50       4.78       5.03        5.24       5.38
     70          4.04         4.32        4.66       5.03       5.41        5.75       5.99
     75          4.07         4.38        4.78       5.25       5.77        6.26       6.66
     80          4.09         4.43        4.86       5.40       6.05        6.72       7.29
     85          4.10         4.45        4.90       5.50       6.24        7.05       7.80
</TABLE>

              OPTION 5V - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
                         PAYMENTS FOR A SPECIFIED PERIOD

<TABLE>
<CAPTION>
   NUMBER       MONTHLY      NUMBER     MONTHLY     NUMBER     MONTHLY     NUMBER     MONTHLY
  OF YEARS      PAYMENT     OF YEARS    PAYMENT    OF YEARS    PAYMENT    OF YEARS    PAYMENT
  --------      -------     --------    -------    --------    -------    --------    -------
<S>             <C>         <C>         <C>        <C>         <C>        <C>         <C> 
                               10         9.83        17        6.47         24        5.09
                               11         9.09        18        6.20         25        4.96
     5           18.12         12         8.46        19        5.97         26        4.84
     6           15.35         13         7.94        20        5.75         27        4.73
     7           13.38         14         7.49        21        5.56         28        4.63
     8           11.90         15         7.10        22        5.39         29        4.53
     9           10.75         16         6.76        23        5.24         30        4.45
</TABLE>



                                       26
<PAGE>   27

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
           A STOCK COMPANY                       LOS ANGELES, CALIFORNIA



                               ALLOCATED FIXED AND
                       VARIABLE GROUP ANNUITY CERTIFICATE

                                Nonparticipating

                                       27

<PAGE>   1
                                                                  EXHIBIT (4)(b)

                      ANCHOR NATIONAL LIFE INSURANCE COMPANY

                     A STOCK COMPANY LOS ANGELES, CALIFORNIA

CONTRACT  NUMBER      P9999999999

OWNER          JOHN DOE

<TABLE>
<S>                                 <C>                            <C>
      STATUTORY HOME OFFICE              EXECUTIVE OFFICE            ANNUITY SERVICE CENTER
 2999 NORTH 44TH ST., SUITE 250         1 SUNAMERICA CENTER               PO BOX 54299
        PHOENIX, AZ 85018           LOS ANGELES, CA 90067-6022     LOS ANGELES, CA 90054-0299
</TABLE>

ANCHOR NATIONAL LIFE INSURANCE COMPANY ("We", "Us", the "Company", or "Anchor
National") agrees to provide benefits to the Owner in accordance with the
provisions set forth in this Contract and in consideration of the Application
and Purchase Payments We received.

THE VALUE OF AMOUNTS ALLOCATED TO THE SEPARATE ACCOUNT DURING THE ACCUMULATION
AND ANNUITY PERIODS IS NOT GUARANTEED, AND WILL INCREASE OR DECREASE BASED UPON
THE INVESTMENT EXPERIENCE OF THE SUBACCOUNTS YOU CHOOSE.

THE CASH SURRENDER BENEFIT OF AMOUNTS ALLOCATED TO ANY FIXED-MVA ACCOUNT OPTION
INCREASES OR DECREASES BASED ON THE APPLICATION OF THE MARKET VALUE ADJUSTMENT.
THE UNADJUSTED CASH SURRENDER BENEFIT IS AVAILABLE FOR 30 DAYS AFTER THE END OF
THE GUARANTEE PERIOD. THERE IS NO MARKET VALUE ADJUSTMENT FOR ANY CASH SURRENDER
BENEFIT OF AMOUNTS ALLOCATED TO NON-MVA FIXED ACCOUNT OPTIONS.

RIGHT TO EXAMINE - YOU MAY RETURN THIS CONTRACT TO OUR ANNUITY SERVICE CENTER OR
TO THE AGENT THROUGH WHOM THE CONTRACT WAS PURCHASED WITHIN 10 DAYS AFTER YOU
RECEIVE IT, IF YOU ARE NOT SATISFIED WITH IT. THE COMPANY WILL REFUND THE
CONTRACT VALUE ON THE BUSINESS DAY DURING WHICH THE CONTRACT IS RECEIVED. UPON
SUCH REFUND, THE CONTRACT SHALL BE VOID.

For Individual Retirement Annuities, a refund of the Purchase Payment(s) may be
required. Therefore, We reserve the right to allocate your Purchase Payment(s)
to the Cash Management Subaccount until the end of the Right To Examine period.
Thereafter, allocations will be made as shown on the Contract Data Page.

                  THIS IS A LEGAL DOCUMENT. READ IT CAREFULLY.

         /s/ SUSAN L. HARRIS                       /s/ ELI BROAD
      -----------------------------         -----------------------------      
             Susan L. Harris                           Eli Broad
                Secretary                              President


                              INDIVIDUAL FIXED AND
                            VARIABLE ANNUITY CONTRACT


                                       1
<PAGE>   2

                                Nonparticipating



                                       2
<PAGE>   3

                                TABLE OF CONTENTS

<TABLE>
<S>                                                                                     <C>
CONTRACT DATA PAGE......................................................................PAGE 3

PURCHASE PAYMENT ALLOCATION.............................................................PAGE 4

DEFINITIONS.............................................................................PAGE 5

PURCHASE PAYMENT PROVISIONS.............................................................PAGE 8
Purchase Payments; Deferment of Payments; Suspension of Payments; Substitution of Investment
Portfolios

ACCUMULATION PROVISIONS.................................................................PAGE 9
Separate Account Accumulation Value; Number of Accumulation Units; Accumulation Unit Value
(AUV); Fixed Account Accumulation Value; Fixed Account Guarantee Period Options And Interest
Crediting ; Market Value Adjustment

CHARGES AND DEDUCTIONS.................................................................PAGE 11
Contract Administration Charge; Withdrawal Charge; Mortality Risk Charge; Expense Risk
Charge; Distribution Expense Charge; Guaranteed Death Benefit Risk Charge

TRANSFER PROVISION.....................................................................PAGE 12
Transfers of Accumulation Units and Annuity Units Between Subaccounts; Transfers of
Accumulation Units To and From the Fixed Account

WITHDRAWAL PROVISIONS..................................................................PAGE 12
Withdrawal Charge; Penalty-Free Withdrawals; Systematic Withdrawal Program

GENERAL PROVISIONS.....................................................................PAGE 14
Entire Contract; Change of Annuitant; Death of Annuitant; Misstatement of Age or Sex; Proof
of Age, Sex or Survival; Conformity With State Laws; Changes in Law; Assignment; Claims of
Creditors; Premium Taxes and Other Taxes; Written Notice; Periodic Reports;
Incontestability; Non-Participating

DEATH PROVISIONS.......................................................................PAGE 16
Death of Owner Before the Annuity Date; Due Proof of Death; Amount of Death Benefit; Death
of Owner or Annuitant on or After the Annuity Date; Beneficiary

ANNUITY PROVISIONS.....................................................................PAGE 19
Annuity Date; Payments to Owner; Fixed Annuity Payments; Amount of Fixed Annuity Payments;
Amount of Variable Annuity Payments

ANNUITY PAYMENT OPTIONS ...............................................................PAGE 21

FIXED ANNUITY PAYMENT OPTIONS TABLE....................................................PAGE 22
</TABLE>


                                       3
<PAGE>   4

<TABLE>
<S>                                                                                    <C>
VARIABLE ANNUITY PAYMENT OPTIONS TABLE.................................................PAGE 24
</TABLE>



                                       4
<PAGE>   5

                               CONTRACT DATA PAGE

<TABLE>
<S>                                                       <C>
CONTRACT NUMBER:                                          ANNUITY SERVICE CENTER:
         P9999999999                                      P. O. BOX 54299
                                                          LOS ANGELES, CA 90054-0299

OWNER:                                                    AGE AT ISSUE:
         JOHN DOE                                                35

ANNUITANT:                                                FIRST PURCHASE PAYMENT:
         JOHN DOE                                                $10,000.00

ANNUITY DATE:                                             CONTRACT DATE:
         December 1, 2026                                        December 1, 1996

LATEST ANNUITY DATE:                                      FIXED ACCOUNT OPTIONS -
         December 1, 2051                                 Minimum Guarantee Rate:
                                                                 3.0%

DEATH BENEFIT OPTION:
         Option I:  Purchase Payment Accumulation

BENEFICIARY:
         As stated on the Application

ANNUAL CONTRACT ADMINISTRATION CHARGE:
         $35.00

SEPARATE ACCOUNT:

VARIABLE ANNUITY ACCOUNT SIX
</TABLE>

                                  FOR INQUIRIES
                               CALL 1-800-445-SUN2



                                       5
<PAGE>   6

                           PURCHASE PAYMENT ALLOCATION

                                   Subaccounts

<TABLE>
<CAPTION>
               SUNAMERICA                             ANCHOR
               SERIES TRUST                           SERIES TRUST
        <S>    <C>                            <C>     <C>
        0.00%  Cash Management                 0.00%  Government & Quality Bond
        0.00%  Corporate Bond                  0.00%  Growth
        0.00%  Global Bond                    25.00%  Natural Resources
        0.00%  High-Yield Bond                 0.00%  Capital Appreciation
        0.00%  Worldwide High Income
        0.00%  SunAmerica Balanced
       25.00%  Balanced/Phoenix
                    Investment Counsel
        0.00%  Asset Allocation
        0.00%  Utility
        0.00%  Growth-Income
        0.00%  Federated Value
        0.00%  Venture Value
        0.00%  Alliance Growth
        0.00%  Growth/Phoenix
                    Investment Counsel
       25.00%  Putnam Growth
        0.00%  Real Estate
        0.00%  Aggressive Growth
        0.00%  International Growth
                    and Income
        0.00%  Global Equities
        0.00%  International Diversified
                    Equities
        0.00%  Emerging Markets
</TABLE>

                           Fixed Account Options

<TABLE>
<CAPTION>
                       Guarantee                       Initial
                         Period                      Interest Rate
                         ------                      -------------
       <S>        <C>                                <C> 
       0.00%        1-Year DCA Fixed Non-MVA
       25.00%       1-Year Fixed Non-MVA                3.00%
       0.00%        3-Year Fixed MVA
       0.00%        5-Year Fixed MVA
       0.00%        7-Year Fixed MVA
       0.00%       10-Year Fixed MVA
</TABLE>



                                       6
<PAGE>   7

                                   DEFINITIONS

Defined in this section are some of the words and phrases used in this Contract.
These terms are capitalized when used in the Contract. Other capitalized terms
in the Contract refer to the captioned paragraph explaining that particular
concept in the Contract.

ACCUMULATION UNIT

A unit of measurement used to compute the Contract Value in a Subaccount prior
to the Annuity Date.

AGE

Age as of last birthday.

ANNUITANT

The natural person or persons (collectively, Joint Annuitants) whose life or
lives is/are used to determine the annuity benefits under the Contract. If the
Contract is in force and the Annuitant(s) is/are alive on the Annuity Date, We
will begin payments to the Payee. This Contract cannot have Joint Annuitants if
it is issued in connection with a tax-qualified retirement plan.

ANNUITY DATE

The date on which annuity payments to the Payee are to start. The Owner must
specify the Annuity Date, which must be at least two years after the Contract
Date.

ANNUITY SERVICE CENTER

As specified on the Contract Data Page.

ANNUITY UNIT

A unit of measurement used to compute annuity payments from the Subaccounts.

BENEFICIARY

The Beneficiary is as designated on the Application unless later changed by the
Owner.

CONTRACT DATE

The date Your Contract is issued, as shown on the Contract Data Page. It is the
date from which Contract Years and anniversaries are measured.

CONTRACT VALUE

The sum of: (1) Your share of the Subaccounts' Accumulation Unit values and (2)
the value of amounts allocated to the Fixed Account Options.

CONTRACT YEAR

A year starting from the Contract Date in one calendar year and ending on the
day preceding the anniversary of such date in the succeeding calendar year.

CONTRIBUTION YEAR

A year starting from the date a Purchase Payment is made in one calendar year
and ending on the day preceding the anniversary of such date in the succeeding
calendar years.



                                       7
<PAGE>   8

CURRENT INTEREST RATE

The rate(s) of interest declared by Us applicable to allocations of Subsequent
Purchase Payments to the Fixed Account Options. The Current Interest Rate will
not be less than the Minimum Guarantee Rate as shown on the Contract Data Page.

DOLLAR COST AVERAGING (DCA)

You may authorize the automatic transfer of amounts, at the interval selected by
You, from the 1-Year DCA Fixed Account Option to any Subaccount(s). All amounts
allocated to the 1-Year DCA Fixed Account Option will be transferred out within
the one year period. You may also authorize the automatic transfer of amounts at
regular intervals and specified amounts or percentages from the 1-Year Fixed
Account Option or any of the Subaccounts to any other Subaccount(s) (other than
the source account). The unit values credited and applied to your Contract are
determined on the dates of transfer(s). You may terminate DCA at any time.
However, upon termination or annuitization, any amounts remaining in the 1-Year
DCA Fixed Account Option will be transferred to the 1-Year Fixed Account Option.
We reserve the right to change the terms and conditions of the DCA program at
any time.

FIXED ACCOUNT OPTIONS

The investment options under this Contract that are credited with a fixed rate
of interest declared by the Company. All Purchase Payments allocated to the
Fixed Account Options become part of the Company's general asset account. The
general asset account contains all the assets of the Company except for the
Separate Account and other segregated asset accounts. The Fixed Account Options
for this Contract are shown on page 4.

FIXED ANNUITY

A series of periodic annuity payments of predetermined amounts that do not vary
with investment experience. Such payments are made from the Company's general
asset account.

GUARANTEE PERIOD

The period for which either the Initial Interest Rate, the Current Interest Rate
or the Renewal Interest Rate is credited to amounts allocated to the Fixed
Account Options.

INITIAL INTEREST RATE

The rate(s) of interest credited to any portion of the first Purchase Payment
allocated to the Fixed Account Option(s) as described in the Accumulation
Provisions section. The Initial Interest Rate(s) for this Contract is listed on
page 4. The Initial Interest Rate may not be less than the Minimum Guarantee
Rate as shown on the Contract Data Page.

IRC

The Internal Revenue Code of 1986, as amended, or as it may be amended or
superseded.

JOINT OWNER

If Joint Owners are named, they must be spouses. Each Joint Owner has an equal
ownership interest in the Contract unless we are advised otherwise in writing.



                                       8
<PAGE>   9

NYSE

New York Stock Exchange. Generally, the close of any NYSE business day is
4:00PM, Eastern Time. Financial Transactions received after the close of any
NYSE business day will be credited with the next NYSE business day's
Accumulation Unit Value for the selected Subaccount.

OWNER

The person or entity named in the Contract who is entitled to exercise all
rights and privileges of ownership under the Contract. Owner means both Joint
Owners, if applicable.

PAYEE

The person receiving payment of annuity benefits under this Contract.

PORTFOLIO

The variable investment options available under the Contract in which the
corresponding Subaccount(s) invest.

PURCHASE PAYMENTS

Payments in U.S. currency made by or on behalf of the Owner to the Company for
the Contract.

RENEWAL INTEREST RATE

The rate(s) of interest declared by Us applicable to transfers from the
Subaccounts into the Fixed Account Options and to amounts previously allocated
to a Fixed Account Option wherein the Guarantee Period has expired. The Renewal
Interest Rate may not be less than the Minimum Guarantee Rate as shown on the
Contract Data Page.

SEPARATE ACCOUNT

A segregated asset account named on the Contract Data Page. The Separate Account
consists of the Subaccounts, each investing in the shares of the corresponding
Portfolio. The assets of the Separate Account are not comingled with the general
assets and liabilities of the Company. Each Subaccount is not chargeable with
liabilities arising out of any other Subaccount. The value of amounts allocated
to the Subaccounts of the Separate Account is not guaranteed.

SUBACCOUNT

One or more divisions of the Separate Account which invests in shares of the
corresponding Portfolios. The available Subaccounts are shown on page 4.

SUBSEQUENT PURCHASE PAYMENTS

Purchase Payments made after the first Purchase Payment.

TOTAL INVESTED AMOUNT

The sum of all Purchase Payments less amounts previously withdrawn that incurred
a Withdrawal Charge, less Purchase Payments withdrawn that were no longer
subject to a Withdrawal Charge.

VARIABLE ANNUITY



                                       9
<PAGE>   10

A series of periodic annuity payments which vary in amount according to the
investment experience of one or more Subaccounts, as selected by You.

WE, OUR, US, THE COMPANY

Anchor National Life Insurance Company.

YOU, YOUR
The Owner.

                           PURCHASE PAYMENT PROVISIONS

PURCHASE PAYMENTS

Purchase Payments are flexible. This means that, subject to Company declared
minimums and maximums, You may change the amounts, frequency or timing of
Purchase Payments. Purchase Payments will be allocated to the Fixed Account
Option(s) and Subaccount(s) in accordance with instructions from You. We reserve
the right to specify the minimum Purchase Payment that may be allocated to a
Subaccount under the Contract.

DEFERMENT OF PAYMENTS

We may defer making payments from the Fixed Account Options for up to six (6)
months. Interest, subject to state requirements, will be credited during the
deferral period.

SUSPENSION OF PAYMENTS

We may suspend or postpone any payments from the Subaccounts if any of the
following occur:

(a)     the NYSE is closed;

(b)     trading on the NYSE is restricted;

(c)     an emergency exists such that it is not reasonably practical to dispose
        of securities in the Portfolios or to determine the value of its assets;
        or

(d)     the Securities and Exchange Commission, by order, so permits for the
        protection of Owners.

Conditions in (b) and (c) will be decided by or in accordance with rules of the
Securities and Exchange Commission.

SUBSTITUTION OF PORTFOLIO

If: (a) the shares of the Portfolios should no longer be available for
investment by the Separate Account; or (b) in the judgment of the Board of
Trustees for the SunAmerica Series Trust and the Anchor Series Trust, further
investment in the shares of a Portfolio is no longer appropriate in view of the
purpose of the Contract, then We may substitute shares of another underlying
investment series or portfolio, for shares already purchased, or to be purchased
in the future by Purchase Payments under the Contract. No substitution of
securities may take place without prior approval of the Securities and Exchange
Commission and under such requirements as it may impose.



                                       10
<PAGE>   11

                             ACCUMULATION PROVISIONS

SEPARATE ACCOUNT ACCUMULATION VALUE

The Separate Account Accumulation Value under the Contract shall be the sum of
the values of the Accumulation Units held in the Subaccounts for the Owner.

NUMBER OF ACCUMULATION UNITS

For each Subaccount, the number of Accumulation Units is the sum of each
Purchase Payment and transfer amount allocated to the Subaccount, reduced by
premium taxes, if any:

Divided by

The Accumulation Unit value for that Subaccount for the NYSE business day in
which the Purchase Payment or transfer amount is received.

The number of Accumulation Units will be similarly adjusted for withdrawals,
annuitizations, transfers and charges. Adjustments will be made as of the NYSE
business day in which We receive all requirements for the transaction, as
appropriate.

ACCUMULATION UNIT VALUE (AUV)

The AUV of a Subaccount for any NYSE business day is calculated by subtracting
(2) from (1) and dividing the result by (3) where:

(1)     is the total value for the given NYSE business day of the assets
        attributable to the Accumulation Units of the Subaccount minus the total
        liabilities;

(2)     is the cumulative unpaid charge for assumption of Expense Risk,
        Distribution Expense, Mortality Risk and Guaranteed Death Benefit Risk
        charges (See CHARGES AND DEDUCTIONS);

(3)     is the number of Accumulation Units outstanding at the end of the given
        NYSE business day.

FIXED ACCOUNT ACCUMULATION VALUE

Under the Contract, the Fixed Account Accumulation Value shall be the sum of all
monies allocated or transferred to the Fixed Account Option(s), reduced by any
applicable premium taxes, plus all interest credited on the Fixed Account
Option(s) during the period that the Contract has been in effect. This amount
shall be adjusted for withdrawals, annuitizations, transfers, Contract
Administration Charge and any applicable Withdrawal Charge. The Fixed Account
Accumulation Value shall not be less than the minimum values required by law in
the state where this Contract is issued.

FIXED ACCOUNT GUARANTEE PERIOD OPTIONS AND INTEREST CREDITING



                                       11
<PAGE>   12

Any amounts allocated to the Fixed Account Options from the first Purchase
Payment will earn interest at the Initial Interest Rate for the Fixed Account
Option(s) selected for the duration of the Guarantee Period.

Subsequent Purchase Payments allocated to the Fixed Account Options will earn
interest at the Current Interest Rate for the Fixed Account Option(s) selected
for the duration of the Guarantee Period.

Transfers to the Fixed Account Options from the Subaccounts and amounts renewed
into the Fixed Account Options will earn interest at the Renewal Interest Rate
for the Fixed Account Option(s) selected for the duration of the Guarantee
Period.

For thirty (30) days following the date of expiration of a Guarantee Period, You
may renew for the same or any other Guarantee Period at the Renewal Interest
Rate or You may transfer all or a portion of the amount to the Subaccounts. If
You do not specify a Guarantee Period at the time of renewal, We will select the
same Guarantee Period as has just expired, crediting Your Contract with the
Renewal Interest Rate in effect on the date of expiration of the Guarantee
Period, so long as such Guarantee Period does not extend beyond the Annuity
Date. If a renewal occurs within one year of the latest Annuity Date, We will
credit interest up to the Annuity Date at the Renewal Interest Rate for the
1-Year Fixed Account Option.

If you are participating in the DCA program, Purchase Payments may be allocated
to the 1-Year DCA Fixed Account Option or the 1-Year Fixed Account Option. Upon
termination of the DCA program, any amounts remaining in the 1-Year DCA Fixed
Account Option will be automatically transferred to the 1-Year Fixed Account
Option. Such amounts will earn interest at the Renewal Interest Rate for the
1-Year Fixed Account Option.

MARKET VALUE ADJUSTMENT (MVA)

Any payments and values based on the 3, 5, 7 or 10-year Fixed Account Options
may be subject to an MVA, the operation of which may result in upward or
downward adjustments in the Contract Value, if withdrawn, transferred or
annuitized prior to the end of the respective Guarantee Period. The MVA will be
calculated by multiplying the amount withdrawn, transferred or annuitized by the
following formula:

                                     N/12
               {(1 + I)/(1+J+0.0050)}     -1

I = The interest rate currently in effect for that Guarantee Period.

J = The Initial Interest Rate available for the Guarantee Period equal to the
number of years (rounded up to an integer) remaining in the current Guarantee
Period at the time of withdrawal, transfer or annuitization. In the
determination of J, if the Company currently does not offer the applicable
Guarantee Period, then the rate will be determined by linear interpolation of
the Initial Interest Rate for the nearest two Guarantee Periods that are
available.

N = The number of full months remaining in the current Guarantee Period at the
time the withdrawal or annuitization request is processed.



                                       12
<PAGE>   13

If a Withdrawal Charge is applied to a withdrawal, then the MVA will be applied
to the withdrawal amount net of the Withdrawal Charge.

There will be no MVA on withdrawals from the Fixed Account Options in the
following situations: (1) to pay a Death Benefit paid upon death of the Owner;
(2) on amounts withdrawn to pay fees or charges; (3) on amounts withdrawn from
the Fixed Account Options within thirty (30) days after the end of the Guarantee
Period; (4) on annuitizations on the Latest Annuity Date; (5) on amounts
withdrawn from the 1-Year Fixed Account Option or the 1-Year DCA Fixed Account
Option .

                             CHARGES AND DEDUCTIONS

We will deduct the following charges from the Contract:

CONTRACT ADMINISTRATION CHARGE

The charge specified on the Contract Data Page will be deducted on each Contract
anniversary that occurs on or prior to the Annuity Date. It will also be
deducted when the Contract Value is withdrawn in full if withdrawal is not on
the Contract anniversary. We reserve the right to assess a charge on a class
basis which is less than the charge specified on the Contract Data Page.

WITHDRAWAL CHARGE

This charge may be deducted upon withdrawal of any portion of the Contract
Value. See WITHDRAWAL PROVISIONS.

MORTALITY RISK CHARGE

On an annual basis this charge equals 0.90% of the average daily total net asset
value of the Subaccounts to which Your Purchase Payments are allocated. This
charge is to compensate Us for assuming the mortality risks under the Contract.

EXPENSE RISK CHARGE

On an annual basis this charge equals 0.35% of the average daily total net asset
value of the Subaccounts to which Your Purchase Payments are allocated. This
charge is to compensate Us for assuming the expense risks under the Contract.

DISTRIBUTION EXPENSE CHARGE

On an annual basis this charge equals 0.15% of the average daily total net asset
value of the Subaccounts to which Your Purchase Payments are allocated. This
charge is to compensate Us for all distribution expenses associated with the
Contract.

GUARANTEED DEATH BENEFIT RISK CHARGE

On an annual basis this charge equals 0.12% of the average daily total net asset
value of the Subaccounts to which Your Purchase Payments are allocated. This
charge is to compensate Us for the risk assumed as a result of contractual
obligations to provide a minimum guaranteed Death Benefit prior to the Annuity
Date.



                                       13
<PAGE>   14

                               TRANSFER PROVISIONS

Prior to the Annuity Date, You may transfer all or part of Your Contract Value
to any of the Subaccounts or Fixed Account Options subject to certain
restrictions. We reserve the right to charge a fee for transfers if the number
of transfers exceeds the limit specified by Us. The minimum amount that can be
transferred and the amount that can remain in a Subaccount or Fixed Account
Option are subject to Company limits.

TRANSFERS OF ACCUMULATION AND ANNUITY UNITS BETWEEN SUBACCOUNTS

Prior to the Annuity Date, You may transfer all or a portion of Your Contract
Value between Subaccounts. A transfer will result in the purchase of
Accumulation Units in a Subaccount and the redemption of Accumulation Units in
the other Subaccount. Transfers will be effected at the next computed
Accumulation Unit Value following Our receipt of Your request for transfer.
Accumulation Unit Values are calculated at the close of each NYSE business day.

After the Annuity Date, You may transfer all or a portion of Your Contract Value
from one Subaccount to another Subaccount. A transfer will result in the
purchase of Annuity Units in a Subaccount and the redemption of Annuity Units in
the other Subaccount. Transfers will be effected for the last NYSE business day
of the month in which We receive Your request for the transfer.

TRANSFERS OF ACCUMULATION UNITS TO AND FROM THE FIXED ACCOUNT

Prior to the Annuity Date, You may transfer all or any part of Your Contract
Value from the Subaccount(s) to the Fixed Account Option(s) or from the Fixed
Account Option(s) to the Subaccount(s) of the Contract. However, You may only
transfer to the 1-Year DCA Fixed Account Option if You are participating in the
DCA program.

After the Annuity Date, transfers into or out of the Fixed Account Option(s) are
not allowed.

                              WITHDRAWAL PROVISIONS

On or before the Annuity Date and while the Owner is living, You may withdraw
all or part of Your Contract Value under this Contract by informing Us at Our
Annuity Service Center. For a full withdrawal, this Contract must be returned to
Our Annuity Service Center. The minimum 



                                       14
<PAGE>   15

amount that can be withdrawn and the amount remaining after withdrawal are
subject to Company limits.

Without a written notice to the contrary, withdrawals will be deducted from the
Contract Value in proportion to their allocation among the Fixed Account Options
and the Subaccounts. Withdrawals will be based on values for the NYSE business
day in which the request for withdrawal and the Contract (in the case of a full
withdrawal), are received at Our Executive Office. Unless the SUSPENSION OF
PAYMENTS or DEFERMENT OF PAYMENTS sections are in effect, payment of withdrawals
will be made within seven calendar days.

WITHDRAWAL CHARGE

Withdrawals of all or a portion of the Contract Value may be subject to a
Withdrawal Charge as shown in the chart below. The Withdrawal Charge applied to
any withdrawal will depend on how long the Purchase Payment to which the
withdrawal is attributed has been in the Contract. No Withdrawal Charge is made
on an amount withdrawn which is considered to be a withdrawal of penalty-free
earnings.

For the purpose of determining the Withdrawal Charge, a withdrawal will be
attributed to amounts in the following order: (1) penalty-free earnings in the
Contract; (2) Purchase Payments which are both no longer subject to the
Withdrawal Charge and are not yet withdrawn; (3) any remaining Penalty-Free
Withdrawal amount (except in the case of a full surrender); and (4) Purchase
Payments subject to a Withdrawal Charge. Purchase Payments, when withdrawn, are
assumed to be withdrawn on a first-in-first-out (FIFO) basis. You will not
receive the benefit of a Penalty-Free Withdrawal in a full surrender.

<TABLE>
<CAPTION>
       Number of Contribution Years Elapsed                   Withdrawal Charge as a
   Between Contribution Year of Purchase Payment              Percentage of Withdrawn
        and Contribution Year of Withdrawal                      Purchase Payment
   ----------------------------------------------             -----------------------
   <S>                                                        <C>
                         1                                              7%
                         2                                              6%
                         3                                              5%
                         4                                              4%
                         5                                              3%
                         6                                              2%
                         7                                              1%
                        8+                                              0%
</TABLE>

The Withdrawal Charge will be assessed against the Subaccounts and the Fixed
Account Options in the same proportion as the remaining Contract Value is
allocated unless You request that the withdrawal come from a particular Fixed
Account Option or Subaccount. If the remaining Contract Value is insufficient to
cover the Withdrawal Charge, any remaining balance will be deducted from the
withdrawal amount requested.

PENALTY-FREE WITHDRAWALS



                                       15
<PAGE>   16

As of any day, You may make a withdrawal of up to the Penalty-Free Withdrawal
amount for that day without incurring a Withdrawal Charge. Any Penalty-Free
Withdrawal made in excess of penalty-free earnings in the Contract is considered
to be a withdrawal of future penalty-free earnings and is therefore not a
withdrawal of the Total Invested Amount. On any day, penalty-free earnings in
the Contract are calculated as the Contract Value at the end of that day less
the Total Invested Amount.

During the first Contract Year, the Penalty-Free Withdrawal amount is equal to
the penalty-free earnings in the Contract as of the date of withdrawal.

Alternatively, during the first Contract Year, You may make withdrawals of the
Penalty-Free Withdrawal amount through the Systematic Withdrawal Program. The
Penalty-Free Withdrawal amount as of any systematic withdrawal date is 10% of
the Total Invested Amount less any withdrawals already made during the Contract
Year.

After the first Contract Year, the maximum Penalty-Free Withdrawal amount as of
the date of the withdrawal is the greater of:

(a)     penalty-free earnings in the Contract as of that date; or

(b)     10% of the Total Invested Amount on deposit for at least one year, less
        any withdrawals already made during the year.

Although amounts withdrawn free of a Withdrawal Charge may reduce principal,
they do not reduce the Total Invested Amount for purposes of calculating the
Withdrawal Charge or for the purposes of calculating penalty-free earnings in
the Contract. As a result, You will not receive the benefit of a Penalty-Free
Withdrawal in a full surrender.

SYSTEMATIC WITHDRAWAL PROGRAM

Prior to the Annuity Date, You may elect to participate in the Systematic
Withdrawal Program by informing Us at Our Annuity Service Center. The Systematic
Withdrawal Program allows You to make automatic withdrawals from your account
monthly, quarterly, semiannually or annually. The minimum systematic withdrawal
amount is $250 per withdrawal. Any amount withdrawn through the Systematic
Withdrawal Program may be subject to a Withdrawal Charge and a Market Value
Adjustment as discussed in the WITHDRAWAL CHARGE, PENALTY-FREE WITHDRAWALS and
MARKET VALUE ADJUSTMENT provisions. You may terminate Your participation in the
Systematic Withdrawal Program at any time by sending us a written request.

Systematic withdrawals will be deducted from the Penalty-Free Withdrawal amount
available each Contract Year.

                               GENERAL PROVISIONS

ENTIRE CONTRACT

The entire contract between You and Us consists of the Application as completed
by You at the time of purchase, this Contract and any attached endorsement(s).
An agent cannot change the 



                                       16
<PAGE>   17

terms or conditions of this contract. Any change must be in writing and approved
by Us. Only Our President, Secretary, or one of Our Vice-Presidents can give Our
approval.

CHANGE OF ANNUITANT

If the Owner is an individual, the Owner may change the Annuitant(s) at any time
prior to the Annuity Date. To make a change, the Owner must send a written
notice to Us at least 30 days before the Annuity Date. If the Owner is a
non-natural person, the Owner may not change the Annuitant.

DEATH OF ANNUITANT

If the Owner and Annuitant are different, and the Annuitant dies before the
Annuity Date, the Owner becomes the Annuitant until the Owner elects a new
Annuitant. If there are Joint Annuitants, upon the death of any Annuitant prior
to the Annuity Date, the Owner may elect a new Joint Annuitant. However, if the
Owner is a non-natural, We will treat the death of any Annuitant as the death of
the "Primary Annuitant" and as the death of the Owner, see DEATH PROVISIONS.

MISSTATEMENT OF AGE OR SEX

If the Age or sex of any Annuitant has been misstated, future annuity payments
will be adjusted using the correct Age and sex, according to Our rates in effect
on the date that annuity payments were determined. Any overpayment from the
1-Year Fixed Account Option, plus interest at the rate of 4% per year, will be
deducted from the next payment(s) due. Any underpayment from the 1-Year Fixed
Account Option, plus interest at the rate of 4% per year, will be paid in full
with the next payment due. Any overpayment from the Subaccounts will be deducted
from the next payment(s) due. Any underpayment from the Subaccounts will be paid
in full with the next payment due.

PROOF OF AGE, SEX, OR SURVIVAL

The Company may require satisfactory proof of correct Age or sex at any time. If
any payment under this Contract depends on the Annuitant being alive, the
Company may require satisfactory proof of survival.

CONFORMITY WITH STATE LAWS

The provisions of this Contract will be interpreted by the laws of the state in
which the enrollment form was signed or such other state as is required by law.
Any provision which, on the Contract Date, is in conflict with the law of such
state is amended to conform to the minimum requirements of such law.

CHANGES IN LAW

If the laws governing this Contract or the taxation of benefits under the
Contract change, We reserve the right to amend this Contract to comply with
these changes.

ASSIGNMENT

You may assign this Contract before the Annuity Date, but We will not be bound
by an assignment unless it is received by Us in writing. Your rights and those
of any other person referred to in this Contract will be subject to the
assignment. Certain assignments may be 



                                       17
<PAGE>   18

taxable. We do not assume any responsibility for the validity or tax
consequences of any assignment.

CLAIMS OF CREDITORS

To the extent permitted by law, no right or proceeds payable under this Contract
will be subject to claims of creditors or legal process.

PREMIUM TAXES OR OTHER TAXES

The Company may deduct from Your Contract Value any premium tax or other taxes
payable to a state or other government entity, if applicable. Should We advance
any amount so due, We are not waiving any right to collect such amount at a
later date. The Company will deduct any withholding taxes required by applicable
law.

WRITTEN NOTICE

Any notice We send to You will be sent to Your address shown in the Application
unless You request otherwise. Any written request or notice to Us must be sent
to Our Annuity Service Center, as specified on the Contract Data Page.

PERIODIC REPORTS

At least once during each Contract Year, We will send You a statement of the
account activity of the Contract. The statement will include all transactions
which have occurred during the accounting period shown on the statement.
Statements of Your Contract Value will cease to be provided to You after the
Annuity Date.

INCONTESTABILITY

This Contract will be incontestable from the Contract Date.

NONPARTICIPATING

This Contract does not share in Our surplus.

                                DEATH PROVISIONS

Notwithstanding any provision of this Contract to the contrary, all payments of
benefits under this Contract will be made in a manner that satisfies the
requirements of IRC Section 72(s), as amended from time to time. If the Contract
is owned by a trust or other non-natural person, We will treat the death of any
Annuitant as the death of the "Primary Annuitant" and as the death of any Owner.

DEATH OF OWNER BEFORE THE ANNUITY DATE. We will pay a death benefit to the
Beneficiary upon Our receiving all required documentation including: (a) due
proof that any Owner died before the Annuity Date; and (b) an election form
selecting the payment option form the options listed below. If no election is
received within 60 days of our receipt of due proof of 



                                       18
<PAGE>   19

death, the death benefit will be paid in accordance with option 1 below. The
Beneficiary must select one of the following options:

               1.     Immediately collect the death benefit in a lump sum
                      payment. If a lump sum payment is elected, payment will be
                      in accordance with any applicable laws and regulations
                      governing payments and death; or

               2.     Collect the death benefit in the form of one of the
                      Annuity Payment Options. The payments must be over the
                      life of the Beneficiary or over a period not extending
                      beyond the life expectancy of the Beneficiary. Payments
                      under this option must commence within one year after the
                      Owner's death, otherwise, the death benefit will be paid
                      in accordance with option 1 above; or

               3.     If the Beneficiary is the Owner's spouse, the Beneficiary
                      may elect to become the Owner and continue the Contract in
                      force. If this option is elected, no death benefit is
                      paid. Upon the new Owner's subsequent death, the entire
                      interest must be distributed immediately under option 1 or
                      2 above.

In any event, the entire interest in the Contract will be distributed within
five years from the date of death of the Owner.

DUE PROOF OF DEATH Due Proof of Death means:

               1.     a certified copy of a death certificate; or

               2.     a certified copy of a decree of a court of competent
                      jurisdiction as to the finding of death; or

               3.     a written statement by a medical doctor who attended the
                      deceased Owner at the time of death; or

               4.     any other proof satisfactory to Us.

AMOUNT OF DEATH BENEFIT

The amount of the death benefit will be determined based upon your selection on
the Application. Once selected, the death benefit option cannot be changed. The
death benefit options are as described below.

OPTION I:   PURCHASE PAYMENT ACCUMULATION DEATH BENEFIT OPTION

        Prior to the Annuity Date and upon death of the Owner, the Beneficiary
        will receive the greatest of:



                                       19
<PAGE>   20

     1. the Contract Value for the NYSE business day during which We receive all
        required documentation including due proof of death of the Owner and an
        election of the type of payment to be made at Our Annuity Service
        Center; or

     2. Purchase Payments less any partial withdrawals, compounded until the
        date of death at 4% interest, plus any Purchase Payments and less any
        withdrawals recorded after the date of death; or

     3. the Contract Value at the seventh Contract anniversary, plus any
        subsequent Purchase Payments and less any subsequent partial withdrawals
        compounded until the date of death at 4% interest, plus any Purchase
        Payments and less any partial withdrawals recorded after the date of
        death.

If the Owner was age 70 or older on the Contract Date, both (2) and (3) above
will be compounded at 3%, rather than 4%. If the death benefit is paid on the
death of an Owner who was not originally named in the application and was age 70
or older on the Contract Date, both (2) and (3) above will be compounded at 3%,
rather than 4%.

OPTION II:  MAXIMUM ANNIVERSARY VALUE DEATH BENEFIT OPTION

        If, upon the death of the Owner and prior to the Annuity Date, the Owner
        has not attained his or her 90th birthday, the Beneficiary will receive
        the greatest of:

     1. the Contract Value for the NYSE business day during which We receive all
        required documentation including due proof of death the Owner and an
        election of the type of payment to be made at Our Annuity Service
        Center; or

     2. Purchase Payments less any partial withdrawals; or

     3. the maximum anniversary value preceding the date of death. The maximum
        anniversary value is equal to the greatest anniversary value attained
        from the following:

        As of the date of receipt of due proof of death and an election of the
        type of payment to be made, at our Annuity Service Center, We will
        calculate an anniversary value for each Contract anniversary prior to
        the Owner's 81st birthday. The anniversary value is equal to the
        Contract Value on a Contract anniversary, increased by the dollar amount
        of any Purchase Payments made since that anniversary and reduced by the
        dollar amount of any partial withdrawals since that anniversary.

If the deceased Owner has attained age 90, then the death benefit will be the
Contract Value as defined in (1) above.

DEATH OF OWNER OR ANNUITANT ON OR AFTER THE ANNUITY DATE. If any Owner or
Annuitant dies on or after the Annuity Date and before the entire interest in
the Contract has been distributed, We will pay the remaining portion of the
interest of the Contract

                                       20
<PAGE>   21

under the annuity payment option being used on the date of death. For further
information pertaining to death of the Annuitant, see ANNUITY PAYMENT OPTIONS.

BENEFICIARY

The Beneficiary is as designated on the Application unless later changed by the
Owner. While: (a) the Owner is living; and (b) before the Annuity Date, the
Owner may change the Beneficiary by written notice in a form satisfactory to Us.
The change will take effect on the date We record the proper notice subject to
any payments We have made. If two or more persons are named: (a) those surviving
the Owner will share equally unless otherwise stated; and (b) the Beneficiaries
must elect to receive their respective portions of the death benefit according
to the options listed under DEATH OF OWNER BEFORE THE ANNUITY DATE. If the
Annuitant survives the Owner, and there are no surviving Beneficiaries, the
Annuitant will be deemed the Beneficiary.

Joint Owners, if applicable, shall be each other's primary Beneficiary. Joint
Annuitants, if any, when the Owner is a non-natural person, shall be each
other's primary Beneficiary. Any other Beneficiary designated on the Application
will be treated as a contingent Beneficiary.

If the Owner is also the Annuitant and there are no surviving Beneficiaries at
the death of the Owner, the death benefit will be paid to the estate of the
Owner in accordance with option 1, under DEATH OF OWNER BEFORE THE ANNUITY DATE.

                               ANNUITY PROVISIONS

ANNUITY DATE

The Owner selects an Annuity Date (the date on which annuity payments are to
begin) at the time of application. The Owner may change the Annuity Date at any
time, at least seven days prior to the Annuity Date, by written notice to the
Company at its Annuity Service Center. The Annuity Date must always be the first
day of the calendar month and must be at least two years after the Contract
Date, but not beyond the later of the Owner's 90th birthday or ten years after
the Contract Date. If the Owner is a non-natural person, the latest Annuity Date
is the later of the Annuitant's 90th birthday or ten years after the Contract
Date. If no Annuity Date is selected, the Annuity Date will be the latest
Annuity Date, as set by the Company.

PAYMENTS TO OWNER

Unless You request otherwise, We will make annuity payments to You. If You want
the annuity payments to be made to some other Payee, We will make such payments
subject to receipt of a written request filed at the Annuity Service Center no
later than thirty (30) days before the due date of the first annuity payment.

Any such request is subject to the rights of any assignee. No payments available
to or being paid to the Payee while the Annuitant is alive can be transferred,
commuted, anticipated or encumbered.

FIXED ANNUITY PAYMENTS

If a Fixed Annuity payment option has been elected, the proceeds payable under
this Contract less any applicable premium taxes, shall be applied to the payment
of the Fixed Annuity payment option elected at rates which are at least equal to
the annuity rates based upon the applicable tables in the Contract. In no event
will the Fixed Annuity payments be changed once they begin.



                                       21
<PAGE>   22

AMOUNT OF FIXED ANNUITY PAYMENTS

The amount of each Fixed Annuity payment will be determined by applying the
portion of the Contract Value allocated to Fixed Annuity payments less any
applicable premium taxes to the annuity table applicable to the Fixed Annuity
payment option chosen.

AMOUNT OF VARIABLE ANNUITY PAYMENTS

(a)     FIRST VARIABLE ANNUITY PAYMENT: The dollar amount of the first Variable
        Annuity payment will be determined by applying the portion of the
        Contract Value allocated to the Subaccount, less any applicable premium
        taxes, to rates which are at least equal to the annuity rates based upon
        the annuity table applicable to the Variable Annuity payment option
        chosen. If the Contract Value is allocated to more than one Subaccount,
        the value of Your interest in each Subaccount is applied separately to
        the Variable Annuity payment option table to determine the amount of the
        first annuity payment attributable to each Subaccount.

(b)     NUMBER OF VARIABLE ANNUITY UNITS: The number of Annuity Units for each
        applicable Subaccount is the amount of the first annuity payment
        attributable to that Subaccount divided by the value of the applicable
        Annuity Unit for that Subaccount as of the Annuity Date. The number will
        not change as a result of investment experience.

(c)     VALUE OF EACH VARIABLE ANNUITY UNIT: The value of an Annuity Unit may
        increase or decrease from one month to the next. For any month, the
        value of an Annuity Unit of a particular Subaccount is the value of that
        Annuity Unit as of the last NYSE business day of the preceding month,
        multiplied by the Net Investment Factor for that Subaccount for the last
        NYSE business day of the current month.

The Net Investment Factor for any Subaccount for a certain month is determined
by dividing (1) by (2) where:

               (1)    is the Accumulation Unit Value of the Subaccount
                      determined as of the last business day at the end of that
                      month, and

               (2)    is the Accumulation Unit Value of the Subaccount
                      determined as of the last business day at the end of the
                      preceding month.

The result is then multiplied by a factor that neutralizes the assumed
investment rate of 3.5%.

(d)     SUBSEQUENT VARIABLE ANNUITY PAYMENTS: After the first Variable Annuity
        payment, payments will vary in amount according to the investment
        performance of the applicable Subaccount(s) to which Your Purchase
        Payments are allocated. The amount may change from month to month. The
        amount of each subsequent payment for each Subaccount is :

The number of Annuity Units for each Subaccount as determined for the first
annuity payment

Multiplied by

The value of an Annuity Unit for that Subaccount at the end of the month
immediately preceding the month in which payment is due.



                                       22
<PAGE>   23

We guarantee that the amount of each Variable Annuity payment will not be
affected by variations in expenses or mortality experience.



                                       23
<PAGE>   24

                             ANNUITY PAYMENT OPTIONS

During the Annuitant's life, upon written election and the return of this
Contract to the Company at its Annuity Service Center, the Contract Value may be
applied to provide one of the following options or any annuity payment option
that is mutually agreeable. After two years from the Contract Date, and prior to
the Annuity Date, You can choose one of the options described below. If no
option has been selected by the Annuity Date, You will automatically receive
option 4, below, with 120 monthly payments guaranteed.

OPTIONS 1 & 1v - LIFE ANNUITY, LIFETIME PAYMENTS GUARANTEED

Payments payable to a Payee during the lifetime of the Annuitant. No further
payments are payable after the death of the Annuitant.

OPTIONS 2 & 2v - JOINT AND SURVIVOR LIFE ANNUITY

Payments payable to the Payee during the lifetime of the Annuitant and during
the lifetime of a designated second person. No further payments are payable
after the deaths of both the Annuitant and the designated second person.

OPTIONS 3 & 3v - JOINT AND SURVIVOR LIFE ANNUITY WITH PAYMENTS GUARANTEED FOR
10 YEARS

Payments are payable to the Payee during the lifetime of the Annuitant and
during the lifetime of a designated second person. If, at the death of the
survivor, payments have been made for less than 10 years, the remaining
guaranteed annuity payments will be continued to the Beneficiary.

OPTIONS 4 & 4v - LIFE ANNUITY WITH PAYMENTS GUARANTEED FOR 10 OR 20 YEARS

Payments payable to the Payee during the lifetime of the Annuitant. If, at the
death of the Annuitant, payments have been made for less than the 10 or 20
years, as selected at the time of annuitization, the remaining guaranteed
annuity payments will be continued to the Beneficiary.

OPTIONS 5 & 5v - FIXED PAYMENTS FOR A SPECIFIED PERIOD CERTAIN

Payments payable to the Payee for any specified period of time for five (5)
years or more, but not exceeding thirty (30) years, as selected at the time of
annuitization. The selection must be made for full twelve month periods. In the
event of death of the Annuitant, any remaining annuity payments will be
continued to the Beneficiary.



                                       24
<PAGE>   25

                       FIXED ANNUITY PAYMENT OPTIONS TABLE

BASIS OF COMPUTATION

The actuarial basis for the Table of Annuity Rates is the 1983a Annuity
Mortality Table with projection and a guaranteed interest rate of 3%. The
mortality table is projected using Projection Scale G factors, assuming
annuitization in the year 2000. The Fixed Annuity Payment Options Table does not
included any applicable premium tax.

            OPTIONS 1 & 4 - TABLE OF MONTHLY INSTALLMENTS PER $1,000.

                (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE
                            FURNISHED UPON REQUEST.)


<TABLE>
<CAPTION>
                   OPTION 1       
                                            OPTION 4                       OPTION 4            
   AGE OF                                 LIFE ANNUITY                   LIFE ANNUITY          
 ANNUITANT       LIFE ANNUITY     (W/120 PAYMENTS GUARANTEED)     (W/240 PAYMENTS GUARANTEED)  
                MALE    FEMALE        MALE           FEMALE          MALE           FEMALE
<S>             <C>      <C>          <C>             <C>            <C>             <C> 
     55         4.23     3.84         4.19            3.82           4.05            3.76
     56         4.32     3.91         4.27            3.88           4.11            3.81
     57         4.41     3.98         4.35            3.95           4.17            3.87
     58         4.51     4.05         4.44            4.02           4.24            3.93
     59         4.61     4.13         4.54            4.10           4.31            4.00
     60         4.72     4.22         4.64            4.18           4.37            4.06
     61         4.84     4.31         4.74            4.27           4.44            4.13
     62         4.96     4.40         4.85            4.36           4.51            4.20
     63         5.10     4.51         4.97            4.45           4.58            4.27
     64         5.24     4.62         5.10            4.55           4.65            4.35
     65         5.40     4.73         5.22            4.66           4.72            4.42
     66         5.56     4.86         5.36            4.78           4.79            4.50
     67         5.74     4.99         5.50            4.90           4.86            4.57
     68         5.93     5.14         5.65            5.02           4.92            4.65
     69         6.13     5.29         5.80            5.16           4.99            4.73
     70         6.35     5.46         5.96            5.30           5.05            4.80
     71         6.58     5.64         6.13            5.46           5.10            4.88
     72         6.82     5.84         6.29            5.62           5.16            4.95
     73         7.08     6.05         6.47            5.78           5.20            5.02
     74         7.36     6.28         6.64            5.96           5.25            5.08
     75         7.66     6.53         6.82            6.14           5.29            5.14
     76         7.98     6.80         7.00            6.33           5.33            5.19
     77         8.33     7.09         7.19            6.53           5.36            5.24
     78         8.69     7.41         7.37            6.73           5.39            5.29
     79         9.09     7.75         7.55            6.94           5.41            5.33
     80         9.51     8.11         7.73            7.14           5.43            5.36
     81         9.97     8.51         7.91            7.35           5.45            5.39
     82        10.45     8.94         8.08            7.55           5.47            5.42
     83        10.97     9.41         8.24            7.76           5.48            5.44
     84        11.52     9.92         8.40            7.95           5.49            5.46
     85        12.10    10.47         8.54            8.13           5.50            5.48
</TABLE>


                                       25
<PAGE>   26

              OPTION 2 - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
           (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE FURNISHED
                                 UPON REQUEST.)

                       JOINT & 100% SURVIVOR LIFE ANNUITY

<TABLE>
<CAPTION>
    AGE OF
     MALE
   ANNUITANT                                AGE OF FEMALE ANNUITANT
   ---------                                -----------------------
                     55          60          65         70         75         80         85
<S>                 <C>         <C>         <C>        <C>        <C>        <C>        <C> 
      55            3.54        3.69        3.84       3.96       4.06       4.13       4.17
      60            3.63        3.83        4.04       4.23       4.39       4.52       4.60
      65            3.70        3.95        4.23       4.51       4.78       5.00       5.16
      70            3.75        4.04        4.39       4.78       5.18       5.56       5.85
      75            3.78        4.11        4.51       5.01       5.57       6.14       6.65
      80            3.81        4.15        4.60       5.18       5.89       6.70       7.52
      85            3.82        4.18        4.66       5.30       6.14       7.18       8.35
</TABLE>

              OPTION 3 - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
    (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE FURNISHED UPON REQUEST)
         JOINT & 100% SURVIVOR LIFE ANNUITY (W/120 PAYMENTS GUARANTEED)

<TABLE>
<CAPTION>
    AGE OF
     MALE
   ANNUITANT                                  AGE OF FEMALE ANNUITANT
   ---------                                  -----------------------
                     55          60          65         70         75         80         85
<S>                 <C>         <C>         <C>        <C>        <C>        <C>        <C> 
      55            3.54        3.69        3.83       3.96       4.05       4.12       4.16
      60            3.63        3.83        4.03       4.22       4.38       4.50       4.57
      65            3.70        3.95        4.22       4.50       4.76       4.97       5.10
      70            3.75        4.04        4.38       4.76       5.15       5.48       5.72
      75            3.78        4.10        4.50       4.98       5.50       6.00       6.40
      80            3.80        4.14        4.58       5.13       5.78       6.46       7.04
      85            3.81        4.16        4.62       5.22       5.97       6.80       7.55
</TABLE>

              OPTION 5 - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
                       FIXED PAYMENT FOR SPECIFIED PERIOD

<TABLE>
<CAPTION>
    NUMBER         MONTHLY     NUMBER      MONTHLY    NUMBER     MONTHLY    NUMBER    MONTHLY
   OF YEARS        PAYMENT    OF YEARS     PAYMENT   OF YEARS    PAYMENT   OF YEARS   PAYMENT
   --------        -------    --------     -------   --------    -------   --------   -------
<S>                <C>        <C>          <C>       <C>         <C>       <C>        <C> 
                                 10         9.61        17        6.23        24        4.84
                                 11         8.86        18        5.96        25        4.71
       5            17.91        12         8.24        19        5.73        26        4.59
       6            15.14        13         7.71        20        5.51        27        4.47
       7            13.16        14         7.26        21        5.32        28        4.37
       8            11.68        15         6.87        22        5.15        29        4.27
       9            10.53        16         6.53        23        4.99        30        4.18
</TABLE>



                                       26
<PAGE>   27

                     VARIABLE ANNUITY PAYMENT OPTIONS TABLE

BASIS OF COMPUTATION

The actuarial basis for the Table of Annuity Rates is the 1983a Annuity
Mortality Table with projection and an effective annual Assumed Investment Rate
of 3.5%. The mortality table is projected using Projection Scale G factors,
assuming annuitization in the year 2000. The Variable Annuity Payment Options
Table does not include any applicable premium tax.

            OPTIONS 1V& 4V - TABLE OF MONTHLY INSTALLMENTS PER $1,000

    (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE FURNISHED UPON REQUEST.)

<TABLE>
<CAPTION>
                 OPTION 1V                OPTION 4V                       OPTION 4V
                                         LIFE ANNUITY                    LIFE ANNUITY
AGE OF                                 (W/120 PAYMENTS                 (W/240 PAYMENTS
ANNUITANT      LIFE ANNUITY              GUARANTEED)                     GUARANTEED)
              MALE     FEMALE        MALE           FEMALE           MALE           FEMALE
<S>           <C>       <C>          <C>             <C>             <C>             <C> 
    55        4.53      4.13         4.48            4.11            4.33            4.05
    56        4.62      4.20         4.56            4.18            4.39            4.10
    57        4.71      4.27         4.64            4.24            4.45            4.16
    58        4.80      4.34         4.73            4.31            4.52            4.22
    59        4.90      4.42         4.82            4.39            4.58            4.28
    60        5.01      4.51         4.92            4.47            4.65            4.34
    61        5.13      4.60         5.03            4.55            4.71            4.41
    62        5.26      4.69         5.14            4.64            4.78            4.48
    63        5.39      4.80         5.25            4.74            4.85            4.55
    64        5.54      4.91         5.38            4.84            4.92            4.62
    65        5.69      5.02         5.51            4.94            4.99            4.69
    66        5.86      5.15         5.64            5.06            5.05            4.77
    67        6.03      5.28         5.78            5.18            5.12            4.84
    68        6.22      5.43         5.93            5.30            5.18            4.92
    69        6.43      5.58         6.08            5.44            5.24            4.99
    70        6.64      5.75         6.23            5.58            5.30            5.06
    71        6.87      5.93         6.40            5.73            5.36            5.14
    72        7.12      6.13         6.56            5.89            5.41            5.21
    73        7.38      6.34         6.73            6.06            5.46            5.27
    74        7.66      6.57         6.91            6.23            5.50            5.33
    75        7.96      6.82         7.09            6.41            5.54            5.39
    76        8.28      7.09         7.27            6.60            5.57            5.44
    77        8.63      7.38         7.45            6.79            5.61            5.49
    78        9.00      7.70         7.63            6.99            5.63            5.54
    79        9.40      8.04         7.81            7.19            5.66            5.58
    80        9.82      8.41         7.98            7.40            5.68            5.61
    81       10.28      8.81         8.16            7.60            5.70            5.64
    82       10.76      9.24         8.32            7.81            5.71            5.66
    83       11.28      9.71         8.48            8.00            5.72            5.69
    84       11.83     10.23         8.64            8.19            5.73            5.70
    85       12.42     10.78         8.78            8.38            5.74            5.72
</TABLE>



                                       27
<PAGE>   28


                                       28
<PAGE>   29


              OPTION 2V - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
    (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE FURNISHED UPON REQUEST.)

                       JOINT & 100% SURVIVOR LIFE ANNUITY

<TABLE>
<CAPTION>
   AGE OF
    MALE
 ANNUITANT                                AGE OF FEMALE ANNUITANT
 ---------                                -----------------------
                  55           60          65         70         75          80         85
<S>              <C>          <C>         <C>        <C>        <C>         <C>        <C> 
     55          3.83         3.98        4.12       4.24       4.34        4.42       4.46
     60          3.92         4.11        4.32       4.51       4.67        4.80       4.89
     65          3.99         4.23        4.50       4.79       5.05        5.28       5.44
     70          4.04         4.33        4.67       5.05       5.46        5.83       6.13
     75          4.07         4.39        4.79       5.28       5.84        6.41       6.93
     80          4.10         4.44        4.88       5.45       6.16        6.97       7.79
     85          4.11         4.47        4.94       5.57       6.41        7.45       8.61
</TABLE>

              OPTION 3V - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
    (MONTHLY INSTALLMENTS FOR AGES NOT SHOWN WILL BE FURNISHED UPON REQUEST)
        JOINT AND 100% SURVIVOR LIFE ANNUITY (W/120 PAYMENTS GUARANTEED)


<TABLE>
   AGE OF
    MALE
 ANNUITANT                                 AGE OF FEMALE ANNUITANT
 ---------                                 -----------------------
                  55           60          65         70         75          80         85
<S>              <C>          <C>         <C>        <C>        <C>         <C>        <C> 
     55          3.83         3.98        4.12       4.24       4.34        4.40       4.45
     60          3.92         4.11        4.31       4.50       4.66        4.78       4.86
     65          3.99         4.23        4.50       4.78       5.03        5.24       5.38
     70          4.04         4.32        4.66       5.03       5.41        5.75       5.99
     75          4.07         4.38        4.78       5.25       5.77        6.26       6.66
     80          4.09         4.43        4.86       5.40       6.05        6.72       7.29
     85          4.10         4.45        4.90       5.50       6.24        7.05       7.80
</TABLE>

              OPTION 5V - TABLE OF MONTHLY INSTALLMENTS PER $1,000.
                         PAYMENTS FOR A SPECIFIED PERIOD

<TABLE>
<CAPTION>
   NUMBER       MONTHLY      NUMBER     MONTHLY     NUMBER     MONTHLY     NUMBER     MONTHLY
  OF YEARS      PAYMENT     OF YEARS    PAYMENT    OF YEARS    PAYMENT    OF YEARS    PAYMENT
  --------      -------     --------    -------    --------    -------    --------    -------
<S>             <C>         <C>         <C>        <C>         <C>         <C>        <C> 
                               10         9.83        17        6.47         24        5.09
                               11         9.09        18        6.20         25        4.96
     5           18.12         12         8.46        19        5.97         26        4.84
     6           15.35         13         7.94        20        5.75         27        4.73
     7           13.38         14         7.49        21        5.56         28        4.63
     8           11.90         15         7.10        22        5.39         29        4.53
     9           10.75         16         6.76        23        5.24         30        4.45
</TABLE>



                                       29
<PAGE>   30

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
            A STOCK COMPANY                    LOS ANGELES, CALIFORNIA



                              INDIVIDUAL FIXED AND
                            VARIABLE ANNUITY CONTRACT

                                Nonparticipating



                                       30

<PAGE>   1
                                                                    EXHIBIT 4(c)

<TABLE>
<CAPTION>
Anchor National Life                New Business Documents            New Business Documents           [LOGO]
Insurance Company                   with checks:                      without checks:                  ANCHOR NATIONAL
1 SunAmerica Center                 P. O. Box 100330                  P. O. Box 54299                  A SUNAMERICA
Los Angeles, CA   90067-6022        Pasadena, CA  91189-0001          Los Angeles, CA   90054-0299     COMPANY
- ----------------------------------------------------------------------------------------------------------------------
<S>                                 <C>                               <C>                              <C> 
PARTICIPANT ENROLLMENT FORM
DO NOT USE HIGHLIGHTER.  Please Print or type.

A. PARTICIPANT           [ ]Mr.  [ ]Mrs. [ ]Ms.  [ ]Miss  [ ]Dr.  [ ]Sr.  [ ]Jr.

- ----------------------------------------------------------------------------------------------------------------------
LAST NAME                                                 FIRST NAME                                 MIDDLE INITIAL

- ----------------------------------------------------------------------------------------------------------------------
STREET ADDRESS

- ----------------------------------------------------------------------------------------------------------------------
CITY                                                      STATE                                      ZIP CODE

MO      DAY        YR.            [ ]M      [ ]F                                                     (   )
- ----------------------------------------------------------------------------------------------------------------------
DATE OF BIRTH                          SEX                 SOC. SEC OR TAX ID NUMBER                 TELEPHONE NUMBER

JOINT PARTICIPANT(IF ANY, MUST BE SPOUSE) 
                                          ----------------------------------------------------------------------------
                                           LAST NAME                 FIRST NAME                      MIDDLE INITIAL

MO      DAY        YR.            [ ]M      [ ]F                                                     (   )
- ----------------------------------------------------------------------------------------------------------------------
DATE OF BIRTH                          SEX                 SOC. SEC OR TAX ID NUMBER                 TELEPHONE NUMBER 


B. ANNUITANT (Complete only if different from participant)

- ----------------------------------------------------------------------------------------------------------------------
LAST NAME                                                 FIRST NAME                                 MIDDLE INITIAL

- ----------------------------------------------------------------------------------------------------------------------
STREET ADDRESS

- ----------------------------------------------------------------------------------------------------------------------
CITY                                                      STATE                                      ZIP CODE

MO      DAY        YR.            [ ]M      [ ]F                                                     (   )
- ----------------------------------------------------------------------------------------------------------------------
DATE OF BIRTH                          SEX                SOC. SEC OR TAX ID NUMBER                  TELEPHONE NUMBER 

JOINT ANNUITANT(IF ANY) 
                                          ----------------------------------------------------------------------------
                                           LAST NAME                 FIRST NAME                      MIDDLE INITIAL

MO      DAY        YR.            [ ]M      [ ]F                                                     (   )
- ----------------------------------------------------------------------------------------------------------------------
DATE OF BIRTH                          SEX                 SOC. SEC OR TAX ID NUMBER                 TELEPHONE NUMBER 

C. DEATH BENEFIT (Participant must choose one) 

[ ] Purchase Payment Accumulation Death Benefit Option      [ ] Maximum Anniversary Value Death Benefit Option
(See your investment representative or the prospectus for information about these options.)

D. BENEFICIARY


- -------------------------------------------------------------------------------------------
LAST NAME                    FIRST NAME            MIDDLE INITIAL            RELATIONSHIP    PRIMARY[ ] CONTINGENT [ ]


- -------------------------------------------------------------------------------------------
LAST NAME                    FIRST NAME            MIDDLE INITIAL            RELATIONSHIP    PRIMARY[ ] CONTINGENT [ ]


E. TYPE OF CONTRACT

[ ]     NONQUALIFIED.  If nonqualified, is this a 1035 Exchange?         [ ] YES  [ ] NO
        If yes, please complete a "Request for Transfer or 1035 Exchange" form (V-2500NB).

[ ]     QUALIFIED, as indicated below.  Is this a direct transfer?       [ ] YES  [ ] NO
        If yes, please complete a "Request for Transfer or 1035 Exchange" (form V-2500NB).  Please note:
        An appropriate retirement plan/prototype must be established for purposes of qualified monies.

       [ ]SEP         [ ] 403(b)        [ ] Terminal Funding     [ ] 457              [ ] 401(k)
       [ ]IRA Tax Year____              [ ] IRA rollover         [ ] IRA transfer     [ ]Other______________
                                                                                              PLEASE SPECIFY

F. ANNUITY DATE       MO.     DAY     YR.   
                 ---------------------------
                         ANNUITY DATE 

Date annuity payments begin.  (Must be at least 2 years after the Certificate Date. Maximum age is the
later of the Participant's Age 90 or 10 years after Certificate Date. NOTE:  If left blank, the date will default
to maximum for nonqualified and to 70 1/2  for qualified contracts.)

G. PURCHASE PAYMENT(S)

          [ ]     INITIAL PAYMENT: $_____________________
                  Minimum initial payment is [$5,000]   for nonqualified contracts; [$2,000] for
                  qualified contracts. Payments may be wired or mailed.  Make check payable to: Anchor
                  National Life Insurance Company.

          [ ]     AUTOMATIC PAYMENTS: $_____________________
                  To establish automatic bank drafts for future payments, include a completed "Automatic Payment
                  Authorization" form (G-2233POS), and a voided check.

H. SPECIAL FEATURES

          [ ]     SYSTEMATIC WITHDRAWAL:  Check the box at left and include a "Systematic Withdrawal
                  Application" form (V-5550SW).

          [ ]     AUTOMATIC DOLLAR COST AVERAGING:  Check the box at left and include a completed "Dollar Cost
                  Averaging Application" form (V-5551DCA).


ANG-512 (3/97)                                           OVER                                        Group Allocated
</TABLE>

<PAGE>   2

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------
PARTICIPANT ENROLLMENT FORM                                               ANG-512 (3/97) SIDE 2
- ----------------------------------------------------------------------------------------------------------------------
<S>                                 <C>                               <C>                              <C> 
I.  TELEPHONE TRANSFERS AUTHORIZATION
    Do you wish to authorize telephone TRANSFERS, subject to the conditions set forth below?   

    [ ] YES [ ] NO
                                                                                               
    (If no election is indicated the Company will default to yes for transfers.)               
    If indicated above, I authorize the Company to accept telephone instructions for transfers 
    in any amount among subaccounts from anyone providing proper identification subject to     
    restrictions and limitations contained in the contract and related prospectus, if any. I   
    understand that I bear the risk of loss in the event of a telephone instruction not        
    authorized by me. The Company will not be responsible for any losses resulting from        
    unauthorized transactions if it follows reasonable procedures designed to verify the       
    identity of the caller and therefore, the Company will record telephone conversations      
    containing transaction instructions, request personal identification information before    
    acting upon telephone instructions and send written confirmation statements of transactions
    to the address of record.

J.  INVESTMENT INSTRUCTIONS 
    (Allocations must be expressed in whole percentages and total allocation must equal 100%)

    _____  Portfolio  _____   _____    Manager ______    ____ Portfolio _____  ___   Manager ___

 __%  Cash Management              SunAmerica Asset Mgmt. Corp.     __%  Alliance Growth         Alliance Capital Mgmt. L.P.
 __%  Government & Quality Bond    Wellington  Mgmt. Co., LLP       __%  Growth                  Wellington Mgmt. Co., LLP
 __%  Corporate Bond               Goldman Sachs Asset Mgmt.        __%  Growth/Phoenix          Phoenix Investment 
                                                                             Inv. Counsel           Counsel, Inc.
 __%  Global Bond                  Federated Investors              __%  Putnam Growth           Putnam Investment Mgmt., Inc.
 __%  High-Yield Bond              SunAmerica Asset Mgmt. Corp.     __%  Real Estate             Davis Selected Advisers, L.P.
 __%  Worldwide High Income        Morgan Stanley Asset Mgmt., Inc. __%  Natural Resources       Wellington  Mgmt. Co., LLP
 __%  SunAmerica Balanced          SunAmerica Asset Mgmt. Corp.     __%  Capital  Appreciation   Wellington  Mgmt. Co., LLP
 __%  Balanced/Phoenix             Phoenix Investment               __%  Aggressive Growth       SunAmerica Asset Mgmt. Corp.
         Inv. Counsel                 Counsel, Inc.
 __%  Asset Allocation             Goldman Sachs Asset Mgmt.        __%  Int'l. Growth           Putnam Investment Mgmt., Inc.
                                                                             and Income
 __%  Utility                      Federated Investors              __%  Global Equities         Alliance Capital Mgmt. L.P.
 __%  Growth-Income                Alliance Capital Mgmt.  L.P.     __%  Int'l. Diversified      Morgan Stanley Asset  Mgmt., Inc.
                                                                             Equities
 __%  Federated Value              Federated Investors              __%  Emerging Markets        Putnam Investment Mgmt., Inc.
 __%  Venture Value                Davis Selected Advisers, L.P.

I understand that my initial Purchase Payment may be allocated to the Money Market
Subaccount until the end of my Right to Examine period, at which point it will be allocated
as shown above.

                           FIXED ACCOUNT OPTION GUARANTEE PERIODS
                           --------------------------------------

    ___% 1 yr.        ___% 3 yr.       ___% 5 yr.         ___ % 7 yr.     ___%10 yr.

    ___% 1 yr. DCA (Available only with Automatic Dollar Cost Averaging Program)

K.  SPECIAL INSTRUCTIONS

- ----------------------------------------------------------------------------------------------------------------------

- ----------------------------------------------------------------------------------------------------------------------

L.  STATEMENT OF PARTICIPANT

    This Certificate [ ] WILL [ ] WILL NOT replace an existing life insurance or annuity contract.
    (If this will replace an existing policy, please indicate name of issuing company and contract number below.)

    COMPANY NAME______________________________     CONTRACT NUMBER ______________________________

    I hereby represent my answers to the above questions to be correct and true to the best of
    my knowledge and belief and agree that this Enrollment Form shall be a part of any
    Certificate issued by the Company. I VERIFY MY UNDERSTANDING THAT ALL PAYMENTS AND VALUES
    PROVIDED BY THE CERTIFICATE, WHEN BASED ON INVESTMENT EXPERIENCE OF VARIABLE ACCOUNT(S),
    ARE VARIABLE AND NOT GUARANTEED AS TO DOLLAR AMOUNT. I UNDERSTAND THAT ALL PAYMENTS AND
    VALUES BASED ON THE GENERAL ACCOUNT ARE SUBJECT TO A MARKET VALUE ADJUSTMENT FORMULA, WHICH
    MAY RESULT IN UPWARD AND DOWNWARD ADJUSTMENTS IN AMOUNTS PAYABLE. I ACKNOWLEDGE RECEIPT OF
    THE CURRENT PROSPECTUSES FOR POLARIS II, INCLUDING THE SUNAMERICA SERIES TRUST AND ANCHOR
    SERIES TRUST PROSPECTUSES. I HAVE READ THEM CAREFULLY AND UNDERSTAND THEIR CONTENTS.

     Signed at
               ----------------------------------------------------------    ---------------------------
                          CITY                              STATE            DATE

    ----------------------------------------------------------    --------------------------------------
    PARTICIPANT'S SIGNATURE                                       REGISTERED REPRESENTATIVE'S SIGNATURE

    ----------------------------------------------------------
    JOINT PARTICIPANT'S SIGNATURE(IF APPLICABLE)

M.  LICENSED/REPRESENTATIVE INFORMATION
    Will this Certificate replace in whole or in part any existing life insurance or annuity contract? [ ] YES [ ] NO

    -------------------------------------------------------------------------------     --------------------------
    REPRESENTATIVE'S LAST NAME          FIRST NAME                   MIDDLE INITIAL     SOC. SEC. NUMBER

    -------------------------------------------------------------------------------     --------------------------
    REPRESENTATIVE'S STREET ADDRESS          CITY                    STATE              ZIP CODE

    -------------------------------------------------------------------------------     --------------------------
    BROKER/DEALER FIRM NAME                  REPRESENTATIVE'S TELEPHONE NO.             LICENSED AGENT ID NUMBER

    FRAUD WARNING: ANY PERSON WHO WITH INTENT TO DEFRAUD OR KNOWING THAT HE IS FACILITATING A
    FRAUD AGAINST AN INSURER, SUBMITS AN APPLICATION OR FILES A CLAIM CONTAINING A FALSE OR
    DECEPTIVE STATEMENT MAY BE GUILTY OF INSURANCE FRAUD.

- ----------------------------------------------------------------------------------------------------------------------
FOR OFFICE USE ONLY
======================================================================================================================
ANG-512 (3/97)
</TABLE>

<PAGE>   1
<TABLE>
<CAPTION>
Anchor National Life             New Business Documents       New Business Documents
Insurance Company                with checks:                 without checks:                            ANCHOR NATIONAL
1 SunAmerica Center              P. O. Box 100330             P. O. Box 54299                          A SunAmerica Company
Los Angeles, CA   90067-6022     Pasadena, CA  91189-0001     Los Angeles, CA   90054-0299
________________________________________________________________________________________________________________________________
DEFERRED ANNUITY APPLICATION
DO NOT USE HIGHLIGHTER.  Please Print or type.
<S>                 <C>
A. OWNER            / /Mr.   / /Mrs.   / /Ms.   / /Miss    / /Dr.   / /Sr.   / /Jr.

                    ____________________________________________________________________________________________________________
                    LAST NAME                        FIRST NAME                   MIDDLE INITIAL

                    ____________________________________________________________________________________________________________
                    STREET ADDRESS

                    ____________________________________________________________________________________________________________
                    CITY                                        STATE                    ZIP CODE

                    MO         DAY        YR.      / /M      / /F
                    _____________________________  _______________   __________________________      (____)_________________
                    DATE OF BIRTH                        SEX         SOC. SEC OR TAX ID NUMBER          TELEPHONE NUMBER

                    JOINT OWNER(IF ANY, MUST BE SPOUSE) _______________________________________________________________
                                                            LAST NAME         FIRST NAME                     MIDDLE INITIAL

                    MO         DAY      YR.         / /M      / /F
                    ______________________________  _______________   __________________________      (____)_________________
                    DATE OF BIRTH                        SEX          SOC. SEC OR TAX ID NUMBER           TELEPHONE NUMBER

B. ANNUITANT
(Complete only if   ____________________________________________________________________________________________________________
 different from     LAST NAME                        FIRST NAME                   MIDDLE INITIAL
    Owner)
                    ____________________________________________________________________________________________________________
                    STREET ADDRESS

                    ____________________________________________________________________________________________________________
                    CITY                                        STATE                    ZIP CODE

                    MO         DAY      YR.         / /M      / /F
                    _____________________________  _______________   __________________________      (____)_________________
                    DATE OF BIRTH                        SEX         SOC. SEC OR TAX ID NUMBER          TELEPHONE NUMBER

                    JOINT ANNUITANT, IF ANY _________________________________________________________________________________
                                                            LAST NAME         FIRST NAME                     MIDDLE INITIAL

                    MO         DAY        YR.       / /M      / /F
                    ______________________________  _______________   __________________________      (____)_________________
                    DATE OF BIRTH                        SEX          SOC. SEC OR TAX ID NUMBER           TELEPHONE NUMBER



C. DEATH BENEFIT    / / Purchase Payment Accumulation Death Benefit Option      / / Maximum Anniversary Value Death Benefit Option
  (Owner must       (See your investment representative or the prospectus for information about these options.)
   choose one)

D. BENEFICIARY      __________________________________________________________________________________  PRIMARY / /   CONTINGENT/ /
                    LAST NAME           FIRST NAME          MIDDLE INITIAL                RELATIONSHIP

                    __________________________________________________________________________________  PRIMARY / /   CONTINGENT/ /
                    LAST NAME           FIRST NAME          MIDDLE INITIAL                RELATIONSHIP

E. TYPE OF          / / NONQUALIFIED.  If nonqualified, is this a 1035 Exchange?    / / YES  / / NO
    CONTRACT            If yes, please complete a "Request for Transfer or 1035 Exchange" form (V-2500NB).

                    / / QUALIFIED, as indicated below.  Is this a direct transfer?  / / YES  / / NO
                        If yes, please complete a "Request for Transfer or 1035 Exchange" (form V-2500NB).  Please note:
                        An appropriate retirement plan/prototype must be established for purposes of qualified monies.

                          / /SEP      / /403(b)          / /Terminal Funding    / /457      / /401(k)
                          / /IRA Tax Year____       / /IRA rollover      / /IRA transfer   / /Other_______________
                                                                                                   PLEASE SPECIFY

F. ANNUITY DATE     MO.     DAY     YR.            Date annuity payments begin.  (Must be at least 2 years after the Contract Date.
                    ______________________         Maximum age is the later of the Owner's Age 90 or 10 years after Contract Date.
                        ANNUITY DATE               NOTE:  If left blank, the date will default to maximum for nonqualified and
                                                   to 70-1/2 for qualified contracts.)

G. PURCHASE         / /   INITIAL PAYMENT: $_____________________
   PAYMENT(S)             Minimum initial payment is [$5,000] for nonqualified contracts; [$2,000] for qualified contracts. Payments
                          may be wired or mailed.  Make check payable to: Anchor National Life Insurance Company.

                    / /   AUTOMATIC PAYMENTS: $_____________________
                          To establish automatic bank drafts for future payments, include a completed "Automatic Payment
                          Authorization" form (G-2233POS), and a voided check.

H. SPECIAL          / /   SYSTEMATIC WITHDRAWAL:  Check the box at left and include a "Systematic Withdrawal Application"
   FEATURES               form (V-5550SW).

                    / /   AUTOMATIC DOLLAR COST AVERAGING:  Check the box at left and include a completed "Dollar Cost
                          Averaging Application" form (V-5551DCA).


ANA-513 (3/97)                                 OVER
                                                                 Group Allocated
</TABLE>
<PAGE>   2
________________________________________________________________________________
DEFERRED ANNUITY APPLICATION                                NA-513 (3/97) SIDE 2
________________________________________________________________________________

I. TELEPHONE      Do you wish to authorize telephone TRANSFERS, subject to the
   TRANSFERS      conditions set forth below?                / / Y  / / N
 AUTHORIZATION    (If no election is indicated the Company will default to yes
                  for transfers.) If indicated above, I authorize the Company to
                  accept telephone instructions for transfers in any amount
                  among subaccounts from anyone providing proper identification
                  subject to restrictions and limitations contained in the
                  contract and related prospectus, if any. I understand that I
                  bear the risk of loss in the event of a telephone instruction
                  not authorized by me. The Company will not be responsible for
                  any losses resulting from unauthorized transactions if it
                  follows reasonable procedures designed to verify the identity
                  of the caller and therefore, the Company will record telephone
                  conversations containing transaction instructions, request
                  personal identification information before acting upon
                  telephone instructions and send written confirmation
                  statements of transactions to the address of record.

<TABLE>
<CAPTION>
J. INVESTMENT                      Portfolio                             Manager
INSTRUCTIONS             -----------------------------        ------------------------------
<S>                     <C>                                   <C>
                         __%  Cash Management                 SunAmerica Asset Mgmt. Corp.
                         __%  Government & Quality Bond       Wellington  Mgmt. Co., LLP
(Allocations must be     __%  Corporate Bond                  Goldman Sachs Asset Mgmt.
expressed in whole       __%  Global Bond                     Federated Investors
percentages and          __%  High-Yield Bond                 SunAmerica Asset Mgmt.    Corp.
total allocation must    __%  Worldwide High Income           Morgan Stanley Asset Mgmt.,Inc.
equal 100%)              __%  SunAmerica Balanced             SunAmerica Asset Mgmt. Corp.
                         __%  Balanced/Phoenix Inv. Counsel   Phoenix Investment Counsel, Inc.
                         __%  Asset Allocation                Goldman Sachs Asset Mgmt.
                         __%  Utility                         Federated Investors
                         __%  Growth-Income                   Alliance Capital Mgmt.  L.P.
                         __%  Federated Value                 Federated Investors
                         __%  Venture Value                   Davis Selected Advisers, L.P.
</TABLE>

<TABLE>
<S>                     <C>                                   <C>
                                Portfolio                               Manager
                          -----------------------------        ------------------------------
                          __%  Alliance Growth                 Alliance Capital Mgmt. L.P.
                          __%  Growth                          Wellington  Mgmt. Co., LLP
                          __%  Growth/Phoenix Inv. Counsel     Phoenix Investment Counsel, Inc.
                          __% Putnam Growth                    Putnam Investment Mgmt., Inc.
                          __%  Real Estate                     Davis Selected Advisers, L.P.
                          __%  Natural Resources               Wellington  Mgmt. Co., LLP
                          __%  Capital  Appreciation           Wellington  Mgmt. Co., LLP
                          __%  Aggressive Growth               SunAmerica Asset Mgmt. Corp.
                          __%  Int'l. Growth and Income        Putnam Investment Mgmt., Inc.
                          __%  Global Equities                 Alliance Capital Mgmt. L.P.
                          __%  Int'l. Diversified Equities     Morgan Stanley Asset  Mgmt., Inc.
                          __%  Emerging Markets                Putnam Investment Mgmt., Inc.
</TABLE>


                  I understand that my initial Purchase Payment may be allocated
                  to the Money Market Subaccount until the end of my Right to
                  Examine period, at which point it will be allocated as shown
                  above.

                     FIXED ACCOUNT OPTION GUARANTEE PERIODS
                  ____% 1 yr. ____% 3 yr. _____% 5 yr. _____% 7 yr. _____%10 yr.

                  ____% 1 yr. DCA (Available only with Automatic Dollar Cost
                        Averaging Program)

K. SPECIAL        ______________________________________________________________
  INSTRUCTIONS    ______________________________________________________________

L. STATEMENT OF   This Contract / / WILL / / WILL NOT replace an existing life
  OWNER           insurance or annuity contract. (If this will replace an
                  existing policy, please indicate name of issuing company and
                  contract number below.)

                  COMPANY NAME_______________   CONTRACT NUMBER_________________

                  I hereby represent my answers to the above questions to be
                  correct and true to the best of my knowledge and belief and
                  agree that this Enrollment Form shall be a part of any
                  Contract issued by the Company. I VERIFY MY UNDERSTANDING THAT
                  ALL PAYMENTS AND VALUES PROVIDED BY THE CONTRACT, WHEN BASED
                  ON INVESTMENT EXPERIENCE OF VARIABLE ACCOUNT(S), ARE VARIABLE
                  AND NOT GUARANTEED AS TO DOLLAR AMOUNT. I UNDERSTAND THAT ALL
                  PAYMENTS AND VALUES BASED ON THE GENERAL ACCOUNT ARE SUBJECT
                  TO A MARKET VALUE ADJUSTMENT FORMULA, WHICH MAY RESULT IN
                  UPWARD AND DOWNWARD ADJUSTMENTS IN AMOUNTS PAYABLE. I
                  ACKNOWLEDGE RECEIPT OF THE CURRENT PROSPECTUSES FOR POLARIS
                  II, INCLUDING THE SUNAMERICA SERIES TRUST AND ANCHOR SERIES
                  TRUST PROSPECTUSES. I HAVE READ THEM CAREFULLY AND UNDERSTAND
                  THEIR CONTENTS.

                  Signed at__________________________________  _________________
                                 CITY                STATE     DATE
                  ______________________   _____________________________________
                  OWNER'S SIGNATURE        REGISTERED REPRESENTATIVE'S SIGNATURE
                  ______________________________________
                  JOINT OWNER'S SIGNATURE(IF APPLICABLE)

<TABLE>
<S>               <C>
M. LICENSED /     Will this Contract replace in whole or in part any existing
 REPRESENTATIVE   life insurance or annuity contract?    / / YES   / / NO
  INFORMATION     ______________________________________________________________     ________________________
                  REPRESENTATIVE'S LAST NAME    FIRST NAME        MIDDLE INITIAL       SOC. SEC. NUMBER
                  ______________________________________________________________     ________________________
                  REPRESENTATIVE'S STREET ADDRESS       CITY             STATE              ZIP CODE
                  _______________________      _________________________________     ________________________
                  BROKER/DEALER FIRM NAME         REPRESENTATIVE'S TELEPHONE NO.     LICENSED AGENT ID NUMBER
</TABLE>

                  FRAUD WARNING: ANY PERSON WHO WITH INTENT TO DEFRAUD OR
                  KNOWING THAT HE IS FACILITATING A FRAUD AGAINST AN INSURER,
                  SUBMITS AN APPLICATION OR FILES A CLAIM CONTAINING A FALSE OR
                  DECEPTIVE STATEMENT MAY BE GUILTY OF INSURANCE FRAUD.


                   =============================================================
                   FOR OFFICE USE ONLY

                   =============================================================

ANA-513 (3/97)


<PAGE>   1
Anchor National Life
Insurance Company
1 SunAmerica Center
Los Angeles, CA 90067-6022
310.772.6000
                                                            ANCHOR NATIONAL LOGO
Mailing Address                                             A SunAmerica Company
P.O. Box 54197
Los Angeles, CA 90054-0197




VIA EDGAR
- ---------


April 18, 1997


Division of Investment Management
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Dear Madam/Sir:

         Referring to the Registration Statement on Form S-1 filed December 20,
1996 (the "Registration Statement") by Anchor National Life Insurance Company
("Anchor National") with the Securities and Exchange Commission, under the
Securities Act of 1933, as amended, I am of the opinion that:

         1) Anchor National is a duly organized and existing stock life
         insurance company under the laws of the State of Arizona; and

         2) the annuity contracts being registered by the Registration Statement
         will, upon sale thereof, be legally issued, fully paid and
         nonassessable, and, to the extent that they are construed to constitute
         debt securities, will be binding obligations of Anchor National, except
         as enforceability may be limited by bankruptcy, insolvency,
         reorganization or similar laws affecting the rights of creditors
         generally.

         I am licensed to practice law only in the State of California, and the
foregoing opinions are limited to the laws of the State of California, the
general corporate law of the State of Arizona and federal law. I hereby consent
to the filing of this opinion with the Securities and Exchange Commission in
connection with the Registration Statement.



Very truly yours,

/s/ SUSAN L. HARRIS

Susan L. Harris
Senior Vice President and Secretary

<PAGE>   1
                                                                      EXHIBIT 21

SunAmerica Inc. (a Maryland corporation) owns 100% of SunAmerica Funding Corp.
(a Delaware corporation); SunAmerica Financial, Inc. (a Georgia corporation);
Resources Trust Company (a Colorado corporation); SunAmerica Life Insurance
Company (an Arizona corporation); Imperial Premium Finance, Inc. (a Delaware
corporation); IPF Funding Corp. (a Delaware corporation); SA Investment Group,
Inc. (a California corporation); SunAmerica Capital Trust I (a Delaware business
trust); SunAmerica Capital Trust II (a Delaware business trust); SunAmerica
Capital Trust III (a Delaware business trust); SunAmerica Capital Trust IV (a
Delaware business trust); SunAmerica Capital Trust V (a Delaware business
trust); SunAmerica Capital Trust VI (a Delaware business trust); SunAmerica
Affordable Housing Finance Corp. (a Delaware corporation); Stanford Ranch, Inc.
(a Delaware corporation), which owns 100% of Stanford Ranch, Inc. (a California
corporation).  In addition, SunAmerica Inc. owns 80% of AMSUN Realty Holdings (a
California corporation); and 33% of New California Life Holdings, Inc. (a
Delaware corporation) which owns 100% of Aurora National Life Assurance Company
(a California corporation).

SunAmerica Financial, Inc. owns 100% of SunAmerica Marketing, Inc. (a Maryland
corporation); SunAmerica Advertising, Inc. (a Georgia corporation); SunAmerica
Investments, Inc. (a Delaware corporation) which owns 100% of Accelerated
Capital Corp. (a Florida corporation; 1401 Sepulveda Corp. (a California
corporation); SunAmerica Louisiana Properties, Inc. (a California corporation);
SunAmerica Real Estate and Office Administration, Inc. (a Delaware corporation);
SunAmerica Affordable Housing Partners, Inc. (a California corporation); SUN-
PLA, Inc. (a California corporation); Hampden I & II Corp. (a California
corporation); Sunport Holdings, Inc. (a California corporation) which owns 100%
of Sunport Property Co. (a Florida corporation); Sun Chino Property, Inc. (a
California corporation); SunAmerica Mortgages, Inc. (a Delaware corporation);
Sun Princeton II, Inc. (a California corporation) which owns 100% of Sun
Princeton I (a California corporation); Advantage Capital Corporation (a New
York corporation); SunAmerica Planning, Inc. (a Maryland corporation);
SunAmerica Company (Cayman), Ltd., a Cayman Islands corporation; Sun Mexico
Holdings, Inc. (a Delaware corporation) which owns 100% of Sun Cancun I, Inc. (a
Delaware corporation), Sun Cancun II, Inc. (a Delaware corporation), Sun Ixtapa
I, Inc. (a Delaware corporation) and Sun Ixtapa II, Inc. (a Delaware
corporation); Sun Hechs, Inc. (a California corporation); and SunAmerica Travel
Services, Inc. (a California corporation); SAI Investment Adviser, Inc. (a
Delaware corporation); Sun GP Corp. (a California corporation), and 70% of Home
Systems Partners (a California limited partnership) which owns 100% of
Extraneous Holdings Corp. (a Delaware corporation). SunAmerica Planning, Inc.
owns 100% of SunAmerica Securities, Inc. (a Delaware corporation) which owns
100% of Anchor Insurance Services, Inc. (a Hawaii corporation).

SunAmerica Life Insurance Company owns 100% of First SunAmerica Life Insurance
Company (a New York corporation); SunAmerica National Life Insurance Company (an
Arizona corporation); Anchor National Life Insurance Company (a California
corporation) which owns 100% of Anchor Pathway Fund, Anchor Series Trust,
SunAmerica Series Trust (all Massachusetts business trusts); UG Corporation (a
Georgia corporation); Export Leasing FSC, Inc. (a U.S. Virgin Islands
corporation); SunAmerica Virginia Properties, Inc. (a California corporation);
SAL Investment Group (a California corporation); CalFarm Life Insurance Company
(a California corporation); and Saamsun Holding Corporation (a Delaware
corporation).  Saamsun Holding Corporation owns 100% of SAM Holdings Corporation
(a California corporation) which owns 100% of SunAmerica Asset Management Corp.
(a Delaware corporation), Anchor Investment Adviser, Incorporated (a Maryland
corporation), SunAmerica Capital Services, Inc. (a Delaware corporation);
SunAmerica Fund Services, Inc. (a Delaware corporation), ANF Property Holdings,
Inc. (a California corporation), Capitol Life Mortgage Corp. (a Delaware
corporation) and Sun Royal Holdings Corporation (a California corporation).  Sun
Royal Holdings Corporation and Anchor Insurance Services, Inc. each owns 50% of
Royal Alliance Associates, Inc. (a Delaware corporation).  In addition,
SunAmerica Life Insurance Company owns 80% of SunAmerica Realty Partners
(a California corporation) and 33% of New California Life Holdings, Inc.
(a Delaware corporation) which owns 100% of Aurora National Life Assurance
Company (a California corporation) and Premier Life Insurance Company (a
Pennsylvania corporation); and 88.75% of Sun Quorum L.L.C. (a Delaware limited
liability company).

Imperial Premium Finance, Inc. (Delaware) owns 100% of Imperial Premium Finance,
Inc. (a California corporation); Imperial Premium Funding, Inc. (a Delaware
corporation); and SunAmerica Financial Resources, Inc. (a Delaware corporation).


Updated As of 12/31/96

<PAGE>   1
                       CONSENT OF INDEPENDENT ACCOUNTANTS



We hereby consent to the use in the Prospectus constituting part of this
Registration Statement on Form S-1 of our report dated November 8, 1996 relating
to the consolidated financial statements of Anchor National Life Insurance
Company, which appears in such Prospectus. We also consent to the reference to
us under the heading "Independent Accountants" in such Prospectus.




PRICE WATERHOUSE LLP
Los Angeles, California
April 18, 1997

<PAGE>   1
Anchor National Life
Insurance Company
1 SunAmerica Center
Los Angeles, CA 90067-6022
310.772.6000
                                                            ANCHOR NATIONAL LOGO
Mailing Address                                             A SunAmerica Company
P.O. Box 54197
Los Angeles, CA 90054-0197




VIA EDGAR
- ---------


April 18, 1997


Division of Investment Management
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Dear Madam/Sir:

         Referring to the Registration Statement on Form S-1 filed December 20,
1996 (the "Registration Statement") by Anchor National Life Insurance Company
("Anchor National") with the Securities and Exchange Commission, under the
Securities Act of 1933, as amended, I am of the opinion that:

         1) Anchor National is a duly organized and existing stock life
         insurance company under the laws of the State of Arizona; and

         2) the annuity contracts being registered by the Registration Statement
         will, upon sale thereof, be legally issued, fully paid and
         nonassessable, and, to the extent that they are construed to constitute
         debt securities, will be binding obligations of Anchor National, except
         as enforceability may be limited by bankruptcy, insolvency,
         reorganization or similar laws affecting the rights of creditors
         generally.

         I am licensed to practice law only in the State of California, and the
foregoing opinions are limited to the laws of the State of California, the
general corporate law of the State of Arizona and federal law. I hereby consent
to the filing of this opinion with the Securities and Exchange Commission in
connection with the Registration Statement.



Very truly yours,

/s/ SUSAN L. HARRIS

Susan L. Harris
Senior Vice President and Secretary

<TABLE> <S> <C>

<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AND INCOME STATEMENT OF ANCHOR NATIONAL LIFE INSURANCE COMPANY'S FORM 10-Q
FOR THE THREE MONTHS ENDED DECEMBER 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-END>                               DEC-31-1996
<DEBT-HELD-FOR-SALE>                     2,281,527,000
<DEBT-CARRYING-VALUE>                                0
<DEBT-MARKET-VALUE>                                  0
<EQUITIES>                                   3,842,000
<MORTGAGE>                                 120,680,000
<REAL-ESTATE>                               24,000,000
<TOTAL-INVEST>                           2,703,683,000
<CASH>                                     196,142,000
<RECOVER-REINSURE>                                   0
<DEFERRED-ACQUISITION>                     461,637,000
<TOTAL-ASSETS>                          10,025,708,000
<POLICY-LOSSES>                          2,445,744,000
<UNEARNED-PREMIUMS>                                  0
<POLICY-OTHER>                                       0
<POLICY-HOLDER-FUNDS>                                0
<NOTES-PAYABLE>                             35,903,000
                                0
                                          0
<COMMON>                                     3,511,000
<OTHER-SE>                                 526,611,000
<TOTAL-LIABILITY-AND-EQUITY>            10,025,708,000
                                           0
<INVESTMENT-INCOME>                         45,773,000
<INVESTMENT-GAINS>                        (19,116,000)
<OTHER-INCOME>                              44,820,000
<BENEFITS>                                  31,229,000
<UNDERWRITING-AMORTIZATION>                 13,817,000
<UNDERWRITING-OTHER>                         (837,000)
<INCOME-PRETAX>                              4,946,000
<INCOME-TAX>                                 1,600,000
<INCOME-CONTINUING>                          3,346,000
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 3,346,000
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
<RESERVE-OPEN>                                       0
<PROVISION-CURRENT>                                  0
<PROVISION-PRIOR>                                    0
<PAYMENTS-CURRENT>                                   0
<PAYMENTS-PRIOR>                                     0
<RESERVE-CLOSE>                                      0
<CUMULATIVE-DEFICIENCY>                              0
        

</TABLE>


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