ANCHOR NATIONAL LIFE INSURANCE CO
POS AM, 1998-01-20
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<PAGE>
   
    AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 20, 1998
    
 
                                                      REGISTRATION NO. 333-08877
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
 
                            ------------------------
 
                                    FORM S-1
   
                             REGISTRATION STATEMENT
    
                                     UNDER
                           THE SECURITIES ACT OF 1933
   
                         POST-EFFECTIVE AMENDMENT NO. 1
    
                            ------------------------
 
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
             (Exact name of registrant as specified in its charter)
 
<TABLE>
<S>                              <C>                            <C>
           ARIZONA                           6311                  86-0198983
 (State or other jurisdiction    Primary Standard Industrial    (I.R.S. Employer
              of                    Classification Number)       Identification
incorporation or organization)                                        No.)
</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)
 
                            ------------------------
 
   
        APPROPRIATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
    
 
   
    As soon as practicable after effectiveness of the Registration Statement. If
any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities act of
1933 check the following box. /X/
    
 
    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>
                             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 NO. AND CAPTION                                                     HEADING IN PROSPECTUS
- ----------------------------------------------------------------  -----------------------------------------------------
<C>        <S>                                                    <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; Investment Options
 
       4.  Use of Proceeds......................................  The Seasons Variable Annuity; Purchasing a Seasons
                                                                  Variable Annuity; Investment Options; Access to Your
                                                                  Money
 
       5.  Determination of Offering Price......................  Not Applicable
 
       6.  Dilution.............................................  Not Applicable
 
       7.  Selling Security Holders.............................  Not Applicable
 
       8.  Plan of Distribution.................................  Purchasing a Seasons Variable Annuity; Access to Your
                                                                  Money
 
       9.  Description of Securities to be Registered...........  The Seasons Variable Annuity; Annuity Income Options;
                                                                  Investment Options; Expenses
 
      10.  Interests of Named Experts and Counsel...............  Not Applicable
 
      11.  Information with Respect to the Registrant...........  Other Information
 
      12.  Disclosure of Commission Position on Indemnification
            for Securities Act Liabilities......................  Not Applicable
</TABLE>
<PAGE>
                                     [LOGO]
 
                                    PROFILE
 
   
                                February 2, 1998
    
 
This  Profile is a summary of some of  the more important points you should know
before purchasing the  Seasons Variable  Annuity. The sections  in this  Profile
correspond  to  sections in  the  prospectus which  discuss  the topics  in more
detail. Please read the prospectus carefully.
 
   
1. THE SEASONS VARIABLE ANNUITY
    
 
The Seasons  Variable Annuity  Contract is  a contract  between you  and  Anchor
National  Life  Insurance  Company.  It  is  designed  to  help  you  save  on a
tax-deferred basis  and  diversify  your investments  among  asset  classes  and
managers  to 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.
 
The Seasons  Variable  Annuity helps  you  meet  these goals  by  offering  four
variable  investment STRATEGIES which are managed by five different professional
investment managers. The value of any portion of your contract allocated to  the
STRATEGIES  will fluctuate up or down based on the performance of the STRATEGIES
you select and you  may experience a loss.  Five fixed investment options,  each
for  a different length of  time and offering different  interest rates that are
guaranteed by  Anchor National  and a  one  year DCA  account offering  a  fixed
interest  rate  guaranteed  by  Anchor National  are  also  available  under the
contract.
 
The STRATEGIES and fixed investment options  are designed to be used in  concert
in order to achieve your desired investment goals. You may put money into any of
the  STRATEGIES  and/or  fixed  investment  options.  You  may  transfer between
STRATEGIES and/or  the fixed  investment  options four  times per  year  without
charge.
 
   
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 STRATEGY or STRATEGIES 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 be a  combination of both,
depending on where your money is  allocated. 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.
    
<PAGE>
   
   [LOGO]
 
2.  ANNUITY PAYMENT 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 non-qualified, 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  qualified
contracts, the entire payment is taxable as income.
    
 
   
3.  PURCHASING A SEASONS VARIABLE ANNUITY
    
 
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 $5000. For Qualified contracts  the minimum initial investment is
$2000. You  can add  $500  or more  to  your contract  at  any time  during  the
Accumulation Phase.
 
   
4. INVESTMENT OPTIONS
    
 
You  can put your money into any one  or more of the four multi-manager variable
investment STRATEGIES and/or one  or more of the  six fixed investment  options.
The fixed investment options offer fixed rates of interest for specified lengths
of time.
 
   
Each  STRATEGY has a different investment objective and uses an asset allocation
investment  approach,  investing  in  a  combination  of  underlying  investment
portfolios  which invest in a  combination of stocks, bonds  and cash in varying
degrees, to achieve  its investment  objective. The  four investment  STRATEGIES
are:
    
 
                                     GROWTH
                                MODERATE GROWTH
                                BALANCED GROWTH
                              CONSERVATIVE GROWTH
 
Each  STRATEGY invests in three underlying investment portfolios. The underlying
investment portfolios are managed by the following five investment managers:
 
                       PUTNAM INVESTMENT MANAGEMENT, INC.
                         T. ROWE PRICE ASSOCIATES, INC.
                           JANUS CAPITAL CORPORATION
                       SUNAMERICA ASSET MANAGEMENT CORP.
                       WELLINGTON MANAGEMENT COMPANY, LLP
 
   
5.  EXPENSES
    
 
   
Each year we deduct a $35 ($30  in North Dakota) contract administration fee  on
your contract anniversary. We currently waive this fee if your contract value is
at least $50,000.
    
 
We  also deduct insurance charges which amount  to 1.40% annually of the average
daily value of your contract allocated to the STRATEGIES. The insurance  charges
include  Mortality and Expense Risk, 1.25% and Distribution Expense, .15%. There
are also  investment  charges and  other  expenses if  you  put money  into  the
STRATEGIES,  which may range from 1.12% to 1.25%. Investment charges may be more
or less than the percentages reflected here.
 
   
If you take your money out in excess of the "free withdrawal" amount allowed for
in your contract, you may be assessed  a withdrawal charge that 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>
Year 1.........   7%          Year 5.........   4%
Year 2.........   6%          Year 6.........   3%
Year 3.........   6%          Year 7.........   2%
Year 4.........   5%          Year 8.........   0%
</TABLE>
 
   
Additionally, if you  take money  out of  a multi-year  fixed investment  option
before  the end of the selected period,  you may be assessed an adjustment which
could increase or decrease the value of your money.
    
 
In some states  you may  also be assessed  a state  premium tax of  up to  3.5%,
depending upon the state in which you reside.
<PAGE>
   
                                                                       [LOGO]
 
If  you transfer among the STRATEGIES  and/or fixed investment options more than
four times per  year, you will  be charged a  $25 dollar transfer  fee for  each
subsequent transfer ($10 in Pennsylvania and Texas).
    
 
The  following chart  is designed  to help  you understand  the charges  in your
contract. THE COLUMN "TOTAL ANNUAL CHARGES" SHOWS THE TOTAL OF THE $35  CONTRACT
ADMINISTRATION  CHARGE, THE 1.40%  INSURANCE CHARGES AND  THE INVESTMENT CHARGES
FOR EACH  STRATEGY.  WE  CONVERTED  THE  CONTRACT  ADMINISTRATION  CHARGE  TO  A
PERCENTAGE  (.12%) USING AN ASSUMED CONTRACT  SIZE OF $30,000. The actual impact
of this charge on your contract may differ from this percentage.
 
<TABLE>
<CAPTION>
 
                                                                                        EXAMPLES
                         Total Annual                   Total Annual                Total      Total
                          Insurance
                           Related
                           Charges                       Investment               Expenses    Expenses
                                                           Related       Total    at end of  at end of
                                                           Charges      Annual     1 YEAR     10 YEARS
STRATEGY                                                                Charges
<S>                      <C>           <C>              <C>            <C>        <C>        <C>
 
Growth                      1.52%      (1.40% + .12%)       1.25%        2.77%       $98        $309
Moderate Growth             1.52%      (1.40% + .12%)       1.21%        2.73%       $98        $306
Balanced Growth             1.52%      (1.40% + .12%)       1.17%        2.69%       $97        $301
Conservative Growth         1.52%      (1.40% + .12%)       1.12%        2.64%       $97        $296
</TABLE>
 
   
The examples  assume that  you invested  $1,000  in a  STRATEGY which  earns  5%
annually  and that you withdrew your money at the  end of a 1 year period and at
the end of a 10 year period. For  year 1, the total annual charges are  assessed
as  well as the withdrawal  charge. For year 10,  the example reflects the total
annual charges but there is no withdrawal charge. The annual  investment-related
expenses  reflect  the waiver  or reimbursement  of  expenses by  the investment
adviser. No  premium taxes  are reflected.  Please  see the  Fee Tables  in  the
prospectus  for  more  detailed  information  regarding  the  fees  and expenses
incurred under the contract.
    
 
   
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) 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
tax  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
    
 
   
Withdrawals may be made from your contract in the amount of $1,000 or more. Each
year, you  can take  out up  to 10%  of the  total amount  you invested  without
charge. Withdrawals in excess of the 10% will be assessed a withdrawal charge as
described above. 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 withdrawn. Additionally, withdrawal charges are not assessed when a
death  benefit is paid. Of course, you may also have to pay income tax and a 10%
IRS tax penalty may apply.
    
 
   
8. PERFORMANCE
    
 
The  value  of  your  annuity  will  fluctuate  depending  upon  the  investment
performance  of the STRATEGY or STRATEGIES you  select. From time to time we may
advertise a  STRATEGY'S total  return. The  total return  figures are  based  on
historical data and are not intended to indicate future performance.
 
   
The  following chart shows  total return for each  STRATEGY since the STRATEGIES
first became available on  April 15, 1997. These  numbers reflect the  insurance
charges, the
    
<PAGE>
   
   [LOGO]
 
contract  maintenance  fee and  investment charges.  Withdrawal charges  are not
reflected in the chart. Past performance is not a guarantee of future results.
    
 
   
<TABLE>
<CAPTION>
<S>                                  <C>
                                      INCEPTION
                                         TO
STRATEGY                              12/31/97
  Growth                                 18.77%
  Moderate Growth                        17.21%
  Balanced Growth                        15.38%
  Conservative Growth                    13.66%
</TABLE>
    
 
   
9. DEATH BENEFIT
    
 
If you, or, if there is a joint owner, the younger of the two, should die during
the Accumulation Phase, your Beneficiary will receive a death benefit.
 
If you die  before age 75,  the death benefit  will be the  greater of: (1)  the
money  you put into the contract less  any withdrawals, charges and market value
adjustments, accumulated at 3%; or (2) the current value of your contract.
 
If you die after age 75, the death benefit will be the greater of: (1) the money
you put  into  the contract  less  any  withdrawals, charges  and  market  value
adjustments,  accumulated at  3% until  your 75th  birthday plus  any subsequent
Purchase Payments and  less any withdrawals;  or (2) the  current value of  your
contract.
 
   
10. OTHER INFORMATION
    
 
OWNERSHIP:  The  contract  is  an allocated  fixed  and  variable  group annuity
contract. A group contract is issued to a contractholder, for the benefit of the
participants in the group. You, as an owner of a Seasons Variable Annuity, 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 Profile  and the prospectus,  the
term contract refers to your certificate. In some states an individual fixed and
variable  annuity contract may  be available instead, which  is identical to the
group contract described in  this Profile and the  prospectus except that it  is
issued directly to the individual owner.
 
   
FREE  LOOK: You  may cancel  your contract  within 10  days of  receiving it (or
whatever period is 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  the money in the STRATEGIES  plus
any  money you put into the  fixed investment options (unless otherwise required
by state  law). 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.
    
 
SYSTEMATIC  WITHDRAWAL PROGRAM: If  selected by you, this  program allows you to
receive either  monthly,  quarterly, semi-annual  or  annual checks  during  the
Accumulation  Phase. Systematic withdrawals may  also be electronically wired to
your bank account. Of course, withdrawals  during the Accumulation Phase 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 into one or more of the STRATEGIES.
 
PRINCIPAL ADVANTAGE PROGRAM: If selected by you, this program allows you to  put
money  in  a fixed  investment option  and one  or more  STRATEGIES and  we will
guarantee that the portion allocated to the fixed investment option will grow to
equal your principal investment.
 
AUTOMATIC PAYMENT PLAN:  You can add  to your contract  directly from your  bank
account with as little as $50 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
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>
                                     [LOGO]
 
                   ALLOCATED FIXED AND VARIABLE GROUP ANNUITY
                                   issued by
                         VARIABLE ANNUITY ACCOUNT FIVE
                                      and
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
The  annuity contract  has 10  investment choices  - 6  fixed investment options
which offer interest rates guaranteed  by Anchor National for different  periods
of time and 4 variable investment STRATEGIES:
 
                                     GROWTH
                                MODERATE GROWTH
                                BALANCED GROWTH
                              CONSERVATIVE GROWTH
 
                  which invest in the underlying portfolios of
                              SEASONS SERIES TRUST
                              which is managed by:
 
                       PUTNAM INVESTMENT MANAGEMENT, INC.
                         T. ROWE PRICE ASSOCIATES, INC.
                           JANUS CAPITAL CORPORATION
                       SUNAMERICA ASSET MANAGEMENT CORP.
                       WELLINGTON MANAGEMENT COMPANY, LLP
 
You  can put  your money  into any  one or  all of  the STRATEGIES  and/or fixed
investment options.
 
Please read this  prospectus carefully  before investing  and keep  it for  your
future  reference. It contains  important information you  should know about the
Seasons Variable Annuity.
 
   
To learn more about  the annuity offered  by this prospectus,  you can obtain  a
copy  of  the  Statement of  Additional  Information ("SAI")  dated  February 2,
1998.   The SAI  has been  filed  with the  Securities and  Exchange  Commission
("SEC")  and is  incorporated by  reference into  this prospectus.  The table of
contents of the SAI appears  on page 20 of this  prospectus. For a free copy  of
the SAI, call us at 800/445-SUN2 or write us at our Annuity Service Center, P.O.
Box 54299, Los Angeles, California 90054-0299.
    
 
   
In  addition, the SEC maintains a website (http://www.sec.gov) that contains the
SAI  materials   incorporated  by   reference   and  other   information   filed
electronically with the SEC.
    
 
ANNUITIES  INVOLVE RISK,  INCLUDING POSSIBLE  LOSS OF  PRINCIPAL, AND  ARE NOT A
DEPOSIT OR OBLIGATION OF, OR GUARANTEED OR  ENDORSED BY, ANY BANK. THEY ARE  NOT
FEDERALLY  INSURED  BY THE  FEDERAL DEPOSIT  INSURANCE CORPORATION,  THE FEDERAL
RESERVE BOARD OR ANY OTHER AGENCY.
 
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>
   [LOGO]
 
TABLE OF CONTENTS
 
   
<TABLE>
<S>   <C>                                                                   <C>
GLOSSARY OF TERMS.........................................................     3
FEE TABLES................................................................     4
      Owner Transaction Expenses..........................................     4
      Annual Separate Account Expenses....................................     4
      Portfolio Expenses..................................................     4
EXAMPLES..................................................................     5
THE SEASONS VARIABLE ANNUITY..............................................     6
ANNUITY INCOME OPTIONS....................................................     6
      Options.............................................................     7
      Allocation of Annuity Payments......................................     7
      Transfers During the Income Phase...................................     7
      Deferment of Payments...............................................     7
PURCHASING A SEASONS VARIABLE ANNUITY.....................................     8
      Allocation of Purchase Payments.....................................     8
      Accumulation Units..................................................     8
      Free Look Period....................................................     8
INVESTMENT OPTIONS........................................................     9
      Variable Investment Options: The STRATEGIES.........................     9
      Substitution........................................................    12
      Fixed Investment Options............................................    12
      Transfers During the Accumulation Phase.............................    13
EXPENSES..................................................................    14
      Insurance Charges...................................................    14
      Investment Charges..................................................    14
      Contract Maintenance Charge.........................................    15
      Withdrawal Charge...................................................    15
      Transfer Fee........................................................    16
      Premium Taxes.......................................................    16
      Income Taxes........................................................    16
      Reduction or Elimination of Certain Charges.........................    16
TAXES.....................................................................    16
      Annuity Contracts in General........................................    16
      Tax Treatment of Distributions --Non-Qualified Contracts............    17
      Tax Treatment of Distributions --Qualified Contracts................    17
      Diversification.....................................................    17
ACCESS TO YOUR MONEY......................................................    17
      Suspension of Payments..............................................    18
      Minimum Contract Value..............................................    18
PERFORMANCE...............................................................    18
DEATH BENEFIT.............................................................    19
      Death of the Annuitant..............................................    19
OTHER INFORMATION.........................................................    20
      Anchor National.....................................................    20
      The Separate Account................................................    20
      The General Account.................................................    20
      Distribution........................................................    21
      Administration......................................................    21
      Other Information about Anchor National.............................    21
FINANCIALS................................................................    25
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
 OPERATIONS...............................................................    26
INDEPENDENT ACCOUNTANTS...................................................    34
FINANCIAL STATEMENTS......................................................    35
APPENDIX A................................................................    51
APPENDIX B--PREMIUM TAXES.................................................    52
</TABLE>
    
 
                                       2
<PAGE>
                                                                       [LOGO]
 
GLOSSARY OF TERMS
 
We have capitalized some of the technical terms used in this prospectus. To help
you understand these terms, we have defined them below:
 
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.
 
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.
 
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.
 
PURCHASE PAYMENTS -- The  money you give us  to buy a contract,  as well as  any
additional money you give us to invest after you own it.
 
QUALIFIED  (CONTRACT)  --  A  contract  purchased  with  pre-tax  dollars. These
contracts are  generally purchased  under a  pension plan,  specially  sponsored
program or individual retirement account.
 
STRATEGY(IES)  -- A sub-account of Variable  Annuity Account Five which provides
for the variable investment options available under the contract. Each  STRATEGY
has  its own investment  objective and is invested  in the underlying investment
portfolios of Seasons Series Trust.
 
                                       3
<PAGE>
   [LOGO]
 
SEASONS VARIABLE ANNUITY FEE TABLES
                    ------------------------------------------------------------
 
OWNER TRANSACTION EXPENSES
 
Withdrawal Charge as a percentage of Purchase Payments:
 
<TABLE>
<S>                   <C>        <C>                   <C>
Year 1..............    7%       Year 5..............    4%
Year 2..............    6%       Year 6..............    3%
Year 3..............    6%       Year 7..............    2%
Year 4..............    5%       Year 8..............    0%
</TABLE>
 
   
<TABLE>
<S>                                  <C>
Contract Maintenance Charge........  $35 each year ($30 in North Dakota)
 
Transfer Fee.......................  No charge for first 4 transfers each
                                     year; thereafter, the fee is $25 per
                                     transfer ($10 in
                                     Pennsylvania and Texas)
</TABLE>
    
 
ANNUAL SEPARATE ACCOUNT EXPENSES
(as a percentage of daily net asset value)
 
<TABLE>
<S>                                            <C>
Mortality Risk Charge........................       0.90%
Expense Risk Charge..........................       0.35%
Distribution Expense Charge..................       0.15%
                                                     ---
      Total Separate Account Expenses........       1.40%
</TABLE>
 
   
                         INVESTMENT PORTFOLIO EXPENSES
  (as a percentage of daily net asset value of each investment portfolio after
                          reimbursement of expenses.)*
    
 
<TABLE>
<CAPTION>
                                             MANAGEMENT          OTHER          TOTAL ANNUAL
                                                FEE            EXPENSES           EXPENSES
<S>                                       <C>               <C>              <C>
- ------------------------------------------------------------------------------------------------
    Stock                                       .85%                .36%              1.21%
    Asset Allocation: Diversified Growth        .85%                .36%              1.21%
    Multi-Managed Growth                        .89%                .40%              1.29%
    Multi-Managed Moderate Growth               .85%                .36%              1.21%
    Multi-Managed Income/Equity                 .81%                .33%              1.14%
    Multi-Managed Income                        .77%                .29%              1.06%
- ------------------------------------------------------------------------------------------------
* The percentages set forth above are based on estimated amounts for the current fiscal year.
</TABLE>
 
   
The  Investment Portfolio  Expenses table set  forth above  identifies the total
investment expenses charged by the  underlying investment portfolios of  Seasons
Series  Trust. Each  contractholder within  a STRATEGY  will incur  a portion of
these total investment expenses in relation  to the investment by such  STRATEGY
in  the respective portfolio. The  table entitled "Investment Portfolio Expenses
by STRATEGY" which follows this table identifies the total investment  portfolio
expenses  by STRATEGY based  upon the allocation of  contract values within each
STRATEGY to the underlying investment portfolios after the quarterly rebalancing
described on page 11. However, the actual investment portfolio expenses incurred
by contractholders within  a STRATEGY  will vary  depending upon  the daily  net
asset value of each investment portfolio in which such STRATEGY is invested.
    
 
THE  ABOVE INVESTMENT PORTFOLIO EXPENSES WERE  PROVIDED BY SEASONS SERIES TRUST.
WE HAVE NOT INDEPENDENTLY VERIFIED THE ACCURACY OF THE INFORMATION.
 
                                       4
<PAGE>
   
                                                                       [LOGO]
 
                   INVESTMENT PORTFOLIO EXPENSES BY STRATEGY
  (based on the total annual expenses of the underlying investment portfolios
              reflected above, after reimbursement of expenses)**
    
 
   
<TABLE>
<CAPTION>
                                           MANAGEMENT          OTHER          TOTAL ANNUAL
                                              FEE            EXPENSES           EXPENSES
<S>                                     <C>               <C>              <C>
- ----------------------------------------------------------------------------------------------
 
  STRATEGY
    Growth                                    .87%                .38%              1.25%
    Moderate Growth                           .85%                .36%              1.21%
    Balanced Growth                           .83%                .34%              1.17%
    Conservative Growth                       .80%                .32%              1.12%
- ----------------------------------------------------------------------------------------------
** The percentages set forth above are based on estimates for the current fiscal year.
</TABLE>
    
 
                                    EXAMPLES
 
You will pay the following expenses on a $1,000 investment in each STRATEGY,
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 annuitized or not surrendered.
 
<TABLE>
<CAPTION>
                                           TIME PERIODS
STRATEGY                                1 YEAR     3 YEARS
<S>                                    <C>        <C>
Growth                                 (a) $98    (a) $146
                                       (b) $28    (b) $ 86
 
Moderate Growth                        (a) $98    (a) $145
                                       (b) $28    (b) $ 85
 
Balanced Growth                        (a) $97    (a) $143
                                       (b) $27    (b) $ 83
 
Conservative Growth                    (a) $97    (a) $142
                                       (b) $27    (b) $ 82
</TABLE>
 
                     EXPLANATION OF FEE TABLES AND EXAMPLES
 
1.     The purpose of the  Fee Tables is  to show you  the various expenses  you
       will  incur directly  and indirectly  by investing  in the  contract. The
       example reflects owner  transaction expenses,  separate account  expenses
       and investment portfolio expenses by STRATEGY.
 
   
2.     For  certain investment  portfolios in  which the  STRATEGIES invest, 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  following  percentages  of  each
       investment  portfolio's average  net assets: Stock  and Asset Allocation:
       Diversified  Growth  Portfolios:  1.21%;  Multi-Managed  Growth:   1.29%;
       Multi-Managed Moderate Growth: 1.21%; Multi-Managed Income/Equity: 1.14%,
       Multi-Managed  Income: 1.06%. The  adviser also may  voluntarily waive or
       reimburse  additional  amounts  to  increase  an  investment  portfolios'
       investment return. All waivers and/or reimbursements may be terminated at
       any   time.  Furthermore,   the  adviser   may  recoup   any  waivers  or
       reimbursements within two years after such waivers or reimbursements  are
       granted,  provided that  the investment  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. Premium taxes are
       not reflected but may be applicable.
 
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 SEASONS HAD  NOT BEGUN AND THE
STRATEGIES  DID  NOT  HAVE  ANY   ASSETS.  THEREFORE,  NO  CONDENSED   FINANCIAL
INFORMATION IS PRESENTED HERE.
 
                                       5
<PAGE>
   [LOGO]
 
THE SEASONS VARIABLE ANNUITY
- --------------------------------------------------------------------------------
 
   
An  annuity is a contract between you  (the owner) and an insurance company. The
contract provides tax deferral for your earnings, as well as a death benefit and
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  Seasons
Variable Annuity is issued by Anchor National Life Insurance Company.
    
 
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 when  you begin 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 four
variable investment STRATEGIES, which invest in underlying investment portfolios
managed by five investment managers.  Depending upon market conditions, you  can
make  or lose  money in any  of these STRATEGIES.  If you allocate  money to the
STRATEGIES, the amount  of money  you are able  to accumulate  in your  contract
during  the Accumulation  Phase depends upon  the investment  performance of the
STRATEGIES 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 STRATEGIES you select for the Income Phase.
 
The  contract also  offers six  fixed investment  options. Your  money will earn
interest at the rate guaranteed by us for the period of time you agree to  leave
your  money in the fixed investment  option. We currently offer fixed investment
options for periods of one, three, five,  seven and ten years and a special  one
year  DCA fixed account specifically for  the Dollar Cost Averaging Program. The
multi-year fixed investment options are not available in Maryland or Washington.
If you allocate money to a fixed investment option, 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 multi-year  fixed investment
options prior to the end of the selected guarantee 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.
 
ANNUITY INCOME OPTIONS
- --------------------------------------------------------------------------------
 
When  you switch to the  Income Phase, you will  receive regular income payments
under the contract. You can choose to have your annuity payments sent to you  by
check  or  electronically wired  to  your bank.  The  contract offers  5 annuity
options. Other annuity options may be available in the future.
 
You select the date on  which annuity payments are to  begin, which must be  the
first day of a month at least two years after the date of your contract. 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. We call this the Latest Annuity Date. If no Annuity Date  is
selected we will begin payments based on the Latest Annuity Date. Certain states
may require that you begin receiving annuity payments prior to this 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.
 
Unless you are a  non-natural owner, you  may change the  Annuitant at any  time
prior  to the Annuity Date. 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  option, annuity  payments  will be  made in
accordance with option 4 (below) for 120 months. If the annuity payments are for
joint lives,  then  we  will make  payments  in  accordance with  option  3.  If
permitted  by state law, we may pay the annuity in one lump sum if your contract
is less than $5,000. Likewise, if your annuity payments would be less than $50 a
month, we have the right to change the
 
                                       6
<PAGE>
                                                                       [LOGO]
 
frequency of your payment  to be quarterly, semi-annual  or annual 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 30  days before  the Annuity  Date. You  will remain fully
responsible for any taxes related to annuity payments.
 
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.
 
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 - 120 MONTHLY PAYMENTS GUARANTEED
 
This option is  similar to option  2 above, with  the additional guarantee  that
payments will be made for at least 120 months. If the Annuitant and survivor die
before  all guaranteed  payments have been  made, the  rest will be  made to the
Beneficiary.
 
OPTION 4 - LIFE ANNUITY WITH 120 OR 240 MONTHLY PAYMENTS GUARANTEED
 
This option is  similar to option  1 above, with  the additional guarantee  that
payments  will be made for at least 120 or 240 months, 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
increments.  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 a fixed investment option(s),
your annuity payments will be  fixed in amount. If your  money is invested in  a
STRATEGY(IES),  your  annuity payments  will  vary depending  on  the investment
performance of the STRATEGY(IES) you select. If you have money in the fixed  and
variable  investment  options,  your  annuity  payments  will  be  based  on the
respective allocations. You may not convert between fixed and variable  payments
once annuity payments begin.
 
VARIABLE ANNUITY PAYMENTS
 
If  you  choose to  have  any portion  of your  annuity  payments come  from the
STRATEGIES, the dollar amount of your payment will depend upon three things: (1)
the value of your contract in the  STRATEGIES 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 STRATEGIES  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
Statement  of Additional  Information contains  detailed information  and sample
calculations.
 
TRANSFERS DURING THE INCOME PHASE
 
You may transfer money among the  STRATEGIES during the Income Phase.  Transfers
are  subject to the same limitations as transfers during the Accumulation Phase.
However, you may not transfer money  from the fixed account into the  STRATEGIES
or from the STRATEGIES into the fixed accounts during the Income Phase.
 
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.
 
                                       7
<PAGE>
   [LOGO]
 
PURCHASING A SEASONS 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 our prior approval. Payments in amounts
of $500  or  more  may  be  added  to your  contract  at  any  time  during  the
Accumulation  Phase. You can make scheduled  subsequent Purchase Payments of $50
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.
 
ALLOCATION OF PURCHASE PAYMENTS
 
When you purchase a contract, you will allocate your Purchase Payment to one  or
more  of the STRATEGIES and/or the  fixed investment options. You should specify
your investment allocations on the contract application. If you make  additional
Purchase  Payments, we will  allocate them the  same way as  your first Purchase
Payment 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  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.
 
ACCUMULATION UNITS
 
The  value of the variable portion of your contract will go up or down depending
upon the investment  performance of the  STRATEGY(IES) you select.  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.
 
An  Accumulation  Unit value  is determined  each  day that  the New  York Stock
Exchange ("NYSE") is open. We calculate  an Accumulation Unit for each  STRATEGY
after the NYSE closes each day. We do this by:
 
    (1)  determining  the  total  value  of  money  invested  in  the particular
        STRATEGY;
 
    (2) subtracting  from that  amount  any asset-based  charges and  any  other
        charges such as taxes we have deducted; 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 STRATEGY by  the value of the  Accumulation
Unit for that STRATEGY.
 
    Example:
 
    We  receive a $25,000 Purchase Payment from  you on Wednesday. You want your
    money to be invested in the Moderate Growth STRATEGY. We determine that  the
    value  of an  Accumulation Unit for  the Moderate Growth  STRATEGY 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 Moderate Growth STRATEGY.
 
FREE LOOK PERIOD
 
   
If  you change your mind about owning the  contract, you can cancel it within 10
days after receiving it (or longer if required by state law) by mailing it  back
to  our Annuity Service Center. Unless otherwise required by state law, you will
receive back the value of  the money allocated to the  STRATEGIES on the day  we
receive  your request plus any Purchase Payment in the fixed investment options.
This 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.
    
 
                                       8
<PAGE>
                                                                       [LOGO]
 
INVESTMENT OPTIONS
- --------------------------------------------------------------------------------
 
The  contract offers  variable investment options  which we  call STRATEGIES and
fixed investment  options.  The  contract  was designed  to  meet  your  varying
investment  needs over time, which can be achieved by using the STRATEGIES alone
or in concert  with the  fixed investment  options in  order to  lower the  risk
associated with investing only in a variable investment option.
 
VARIABLE INVESTMENT OPTIONS:
THE STRATEGIES
 
The contract offers four multi-manager variable investment STRATEGIES, each with
a  different  investment objective.  The STRATEGIES  are  designed to  meet your
investment needs over time and considering  factors such as your age, goals  and
risk  tolerance. However, each STRATEGY is  designed to achieve different levels
of growth over time.
 
   
Each STRATEGY invests in  three of the six  underlying investment portfolios  of
the  Seasons  Series  Trust.  The allocation  of  money  among  these investment
portfolios will vary depending on the objective of the STRATEGY.
    
 
Seasons  Series  Trust   is  managed  by   SunAmerica  Asset  Management   Corp.
("SAAMCo."),  which  is affiliated  with  Anchor National.  SAAMCo.  has engaged
sub-advisers to provide investment advice for certain investment portfolios.
 
The underlying investment portfolios of  Seasons Series Trust include the  Asset
Allocation:   Diversified  Growth   Portfolio,  the  Stock   Portfolio  and  the
Multi-Managed Growth, Multi-Managed Moderate Growth, Multi-Managed Income/Equity
and Multi-Managed Income Portfolios (the "Multi-Managed Portfolios").
 
The  Asset  Allocation:  Diversified  Growth  Portfolio  is  managed  by  Putnam
Investment  Management, Inc.  The Stock  Portfolio is  managed by  T. Rowe Price
Associates, Inc.  All of  the Multi-Managed  Portfolios include  the same  three
basic  investment  components:  a  growth  component  managed  by  Janus Capital
Corporation, a  balanced  component  managed  by  SAAMCo.  and  a  fixed  income
component managed by Wellington Management Company, LLP. The Growth STRATEGY and
the  Moderate Growth STRATEGY also have  an aggressive growth component which is
managed by SAAMCo. The percentage that any one of these components represents in
the  Multi-Managed  Portfolios  varies   in  accordance  with  each   STRATEGY's
objective.
 
YOU  SHOULD  READ  THE  PROSPECTUS FOR  SEASONS  SERIES  TRUST  CAREFULLY BEFORE
INVESTING. THE  PROSPECTUS CONTAINS  DETAILED INFORMATION  ABOUT THE  INVESTMENT
PORTFOLIOS AND IS ATTACHED TO THIS PROSPECTUS.
 
Each  STRATEGY  uses  an asset  allocation  investment approach  to  achieve its
objective and allocates your money  into underlying investment portfolios  which
invest  in a combination  of stocks, both domestic  and international, bonds and
cash. Although the  asset mix  within each STRATEGY  will vary  over time,  each
STRATEGY has a neutral asset allocation mix, including a cash component in order
to  reflect the  anticipated cash holdings  required to  rebalance each STRATEGY
quarterly,  as  reflected  on  the  following  pages.  Additionally,  after  the
quarterly  rebalancing  described on  page 10,  the  contract value  within each
STRATEGY will be allocated  to the various  underlying investment portfolios  in
the percentages identified on the following pages.
 
                                       9
<PAGE>
   [LOGO]
 
                                     GROWTH
 
GOAL:  Long-term growth of  capital, allocating its  assets primarily to stocks.
This STRATEGY may be best suited for those with longer periods to invest.
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
 
<TABLE>
<S>        <C>
Stocks           80%
Bonds            15%
Cash              5%
</TABLE>
 
                             UNDERLYING INVESTMENT
                             PORTFOLIOS & MANAGERS
 
ASSET ALLOCATION: DIVERSIFIED
 GROWTH PORTFOLIO                  25%
Managed by Putnam Investment
 Management, Inc.
 
STOCK PORTFOLIO                    25%
Managed by T. Rowe Price
 Associates, Inc.
 
MULTI-MANAGED GROWTH PORTFOLIO     50%
 
Managed by:
    Janus Capital Corporation
    SunAmerica Asset Management Corp.
    Wellington Management Company, LLP
 
                                MODERATE GROWTH
 
GOAL: Growth  of  capital through  investments  in equities,  with  a  secondary
objective of conservation of principal by allocating more of its assets to bonds
than  the Growth STRATEGY.  This STRATEGY may  be best suited  for those nearing
retirement years but still earning income.
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
 
<TABLE>
<S>        <C>
Stocks           70%
Bonds            25%
Cash              5%
</TABLE>
 
                             UNDERLYING INVESTMENT
                             PORTFOLIOS & MANAGERS
 
ASSET ALLOCATION: DIVERSIFIED
 GROWTH PORTFOLIO                 25%
Managed by Putnam Investment
 Management, Inc.
 
STOCK PORTFOLIO                   20%
Managed by T. Rowe Price
 Associates, Inc.
 
MULTI-MANAGED MODERATE GROWTH
 PORTFOLIO                        55%
 
Managed by:
    Janus Capital Corporation
    SunAmerica Asset Management Corp.
    Wellington Management Company, LLP
 
                                       10
<PAGE>
                                                                       [LOGO]
 
                                BALANCED GROWTH
 
Goal: Focuses  on conservation  of principal  by investing  in a  more  balanced
weighting  of stocks  and bonds,  with a secondary  objective of  seeking a high
total return. This STRATEGY may be best suited for those approaching  retirement
and with less tolerance for investment risk.
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
 
<TABLE>
<S>        <C>
Stocks           55%
Bonds            40%
Cash              5%
</TABLE>
 
                             UNDERLYING INVESTMENT
                             PORTFOLIOS & MANAGERS
 
ASSET ALLOCATION: DIVERSIFIED
 GROWTH PORTFOLIO                  25%
Managed by Putnam Investment
 Management, Inc.
 
STOCK PORTFOLIO                    20%
Managed by T. Rowe Price
 Associates, Inc.
 
MULTI-MANAGED INCOME/EQUITY
 PORTFOLIO                         55%
 
Managed by:
    Janus Capital Corporation
    SunAmerica Asset Management Corp.
    Wellington Management Company, LLP
 
                              CONSERVATIVE GROWTH
 
Goal:  Capital preservation while maintaining some potential for growth over the
long term. This STRATEGY may be best suited for those with lower investment risk
tolerance.
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
 
<TABLE>
<S>        <C>
Stocks           42%
Bonds            53%
Cash              5%
</TABLE>
 
                             UNDERLYING INVESTMENT
                             PORTFOLIOS & MANAGERS
 
ASSET ALLOCATION: DIVERSIFIED
 GROWTH PORTFOLIO                 25%
Managed by Putnam Investment
 Management, Inc.
 
STOCK PORTFOLIO                   15%
Managed by T. Rowe Price
 Associates, Inc.
 
MULTI-MANAGED INCOME PORTFOLIO    60%
 
Managed by:
    Janus Capital Corporation
    SunAmerica Asset Management Corp.
    Wellington Management Company, LLP
 
                                       11
<PAGE>
   [LOGO]
 
STRATEGY REBALANCING
 
   
Each STRATEGY  is designed  to meet  its investment  objective by  allocating  a
portion  of your  money to  three different  investment portfolios.  In order to
maintain the  mix  of  investment portfolios  consistent  with  each  STRATEGY's
objective,  each STRATEGY within  your contract will be  rebalanced such that on
the first  business  day of  each  quarter  (or as  close  to such  date  as  is
administratively  practicable) it will be allocated among the various investment
portfolios  according  to  the  percentages  set  forth  on  the  prior   pages.
Additionally, within each Multi-Managed Portfolio, your money will be rebalanced
among  the  various  components. We  also  reserve  the right  to  rebalance any
STRATEGY more frequently  if deemed  necessary and in  no event  adverse to  the
interests  of contract owners invested in  such STRATEGY. Rebalancing a STRATEGY
may involve shifting a portion of  assets out of portfolios with higher  returns
into  portfolios with  relatively lower returns.  Transfers made as  a result of
rebalancing a STRATEGY are not counted against your 4 free transfers per year.
    
 
SUBSTITUTION
 
If any of the underlying investment portfolios is no longer available, we may be
required to substitute shares of another investment portfolio. We will seek  any
required prior approval of the SEC and give you notice before doing this.
 
FIXED INVESTMENT OPTIONS
 
The  contract also  offers six  fixed investment  options. Anchor  National will
guarantee the interest rate earned on money  you allocate to any of these  fixed
investment  options. We currently offer fixed  investment options for periods of
one, three, five,  seven and  ten years, which  we call  Guarantee Periods.  The
multi-year fixed investment options are not available in Maryland or Washington.
Additionally, we guarantee the interest rate for money allocated to the one year
DCA  fixed account  (the "DCA Account")  which is available  only in conjunction
with the Dollar  Cost Averaging Program.  Please see the  section on the  Dollar
Cost  Averaging  Program  on the  next  page for  additional  information about,
including limitations on, the availability of the DCA Account.
 
Interest rates offered for the different  Guarantee Periods and the DCA  Account
will  differ from time to time due to  changes in market conditions but will not
be less than 3%. The interest rate offered for a particular Guarantee Period for
new Purchase  Payments may  differ  from the  interest  rate offered  for  money
already  invested in such account. An  interest rate established for a Guarantee
Period or the DCA Account will not change during the term of that period.
 
You may  reallocate money  to a  fixed  investment option  (other than  the  DCA
account)  or to  any of the  STRATEGIES after  the end of  the Guarantee Period.
However, if you do not give us  different instructions within 30 days after  the
end  of your Guarantee Period, we will keep  your money in the fixed account for
the same Guarantee Period you previously selected. You will receive the interest
rate then in effect for that Guarantee Period.
 
MARKET VALUE ADJUSTMENT
 
THE FOLLOWING DISCUSSION APPLIES TO MONIES  YOU PUT INTO THE THREE, FIVE,  SEVEN
AND  TEN YEAR FIXED INVESTMENT OPTIONS ONLY AND DOES NOT APPLY TO WITHDRAWALS TO
PAY A DEATH BENEFIT OR CONTRACT FEES AND CHARGES.
 
If you take your money out of  a multi-year fixed investment option (whether  by
withdrawal,  transfer or annuitization) before the  end of the Guarantee Period,
we will make an adjustment to the value of your contract. We call this a  Market
Value  Adjustment. The Market  Value Adjustment reflects  the differing interest
rate environments between the time you put your money into the fixed account and
the time  you take  your money  out of  the fixed  account. The  adjustment  can
increase  or decrease the  value of your  contract. You may  withdraw your money
within 30 days followng the end of a Guarantee Period without incurring a Market
Value Adjustment.
 
We calculate the  Market Value  Adjustment by  comparing the  interest rate  you
received  on the money you put into  the fixed account against the interest rate
we are currently offering to contract owners for the period of time remaining in
the Guarantee  Period. If  the  amount of  time remaining  is  not equal  to  an
available  guarantee  period  for which  we  offer  a fixed  interest  rate, 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 account 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 account and  the
time  you take it out, there will be  a negative adjustment to the value of your
contract.
 
                                       12
<PAGE>
                                                                       [LOGO]
 
If the Market Value  Adjustment is negative, it  will be assessed first  against
any  remaining money allocated to  the fixed account out  of which you took your
money and then against the amount of money you take out of the fixed account. 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.
 
The  one year  fixed investment option  and DCA  Account do not  impose a market
value adjustment and are not registered under the Securities Act of 1933 and are
not subject to the provisions of the Investment Company Act of 1940.
 
TRANSFERS DURING THE ACCUMULATION PHASE
 
Except as provided in the next sentence with respect to the DCA Account, you can
transfer money among the STRATEGIES and the fixed investment options by  written
request or by telephone. Although you may transfer money out of the DCA Account,
you  may not transfer money into the DCA  Account from any STRATEGY or any fixed
investment option. You can  make four transfers every  year without incurring  a
transfer  charge. We measure  a year from  the anniversary of  the day we issued
your contract. If you make  more than four transfers in  a year, there is a  $25
transfer  fee  per  transfer  ($10  in  Pennsylvania  and  Texas). Additionally,
transfers out of a multi-year fixed investment option may be subject to a market
value adjustment.
 
The minimum amount you can transfer is  $500 or a lesser amount if you  transfer
the  entire balance from a  STRATEGY or a fixed  investment option. If any money
will remain in a STRATEGY or fixed investment option after making a transfer, it
must be  at least  $500. Your  request  for transfer  must clearly  state  which
STRATEGY(IES)  and/or fixed investment option(s) are involved and the amount you
want to transfer.  Please see  the section below  on Dollar  Cost Averaging  for
specific rules regarding the DCA Account.
 
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 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 privileges at
any time.
 
DOLLAR COST AVERAGING PROGRAM
 
The Dollar Cost Averaging  Program allows you to  systematically transfer a  set
percentage  or amount from any STRATEGY or  the one year fixed investment option
(we call these  source accounts)  to another STRATEGY.  You can  also select  to
transfer  the entire value in a STRATEGY or the one year fixed investment option
in a stated number of transfers. Transfers may be monthly or quarterly. You  can
change the amount or frequency at any time by notifying us in writing.
 
   
When  you make  either your  initial Purchase  Payment or  a subsequent Purchase
Payment and want to participate in  the Dollar Cost Averaging Program with  that
money, you may also use the DCA Account as a source account. You cannot transfer
money  from a STRATEGY  or other fixed  investment option into  the DCA Account.
When the  DCA  Account is  used,  all  of your  money  in the  account  will  be
transferred  to  the STRATEGY(IES)  you select  in  either monthly  or quarterly
transfers (as selected by you) by the end  of the one year period for which  the
interest  rate is guaranteed. Once selected, you can not change the frequency of
transfers under the program. The minimum amount that can be transferred from the
DCA Source Account is $100. The number of transfers from the DCA Source  Account
will  be determined based on  the amount or frequency  of transfers selected and
the amount allocated to the DCA Source  Account. For example, if the DCA  Source
Account  holds  $1,000 and  you  select monthly  transfers,  your money  will be
transferred over 10 months.
    
 
   
If you want to stop participation in  the Dollar Cost Averaging Program and  you
are  using the DCA Account as your  source account, we will either transfer your
money to the STRATEGY(IES) or fixed investment option(s) you select, or, in  the
absence  of express instructions,  we will transfer  your money to  the one year
fixed investment option which will earn interest at the rate then being  offered
for a period of one year.
    
 
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 earn a greater
profit.  You  are still  subject  to loss  in  a declining  market.  Dollar cost
averaging involves continuous investment in securities
 
                                       13
<PAGE>
   [LOGO]
 
regardless of  fluctuating  price levels.  You  should consider  your  financial
ability to continue to invest through periods of low prices.
 
   
Transfers  under this program  are not counted against  your four free transfers
per year. In addition, any transfer  to the 1-year fixed investment option  upon
termination  of  this  program  will  not  be  counted  against  your  four 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
    Conservative Growth STRATEGY to the  Growth STRATEGY over six quarters.  You
    set  up  dollar  cost  averaging  and  purchase  Accumulation  Units  at the
    following values:
    
 
   
<TABLE>
<CAPTION>
   QUARTER     ACCUMULATION UNIT    UNITS PURCHASED
- -------------  -----------------  -------------------
<S>            <C>                <C>
      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.
    
 
PRINCIPAL ADVANTAGE PROGRAM
 
   
The  Principal Advantage Program  allows you to allocate  Purchase Payments to a
fixed investment option and  one or more STRATEGIES  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  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 invested  in the STRATEGY(IES),  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 to the STRATEGIES,  as determined by you, to provide
    opportunity for greater growth.
    
 
   
VOTING RIGHTS
    
 
   
Anchor National is the legal  owner of the shares  of the Seasons Series  Trust.
However,  when the underlying investment portfolios  of the Seasons Series Trust
solicit 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  STRATEGIES  you selected  are no  longer  available, we  may  be
required  to substitute  shares of another  STRATEGY. We will  seek any required
prior approval of the SEC and give you notice before doing this.
    
 
                                       14
<PAGE>
                                                                       [LOGO]
 
EXPENSES
- --------------------------------------------------------------------------------
 
There  are charges  and other  expenses associated  with the  contract that will
reduce your investment return. These charges and deductions are described below.
 
INSURANCE CHARGES
 
   
Each day, we make a deduction  for our insurance charges from amounts  allocated
to  the STRATEGIES. This is done as part of our calculation of the values 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 charge and the distribution expense charge.
    
 
MORTALITY AND EXPENSE RISK CHARGE
 
   
This charge is equal,  on an annual basis,  to 1.25% of the  daily value of  the
contract  invested in  a STRATEGY.  This charge  is for  our obligation  to make
annuity payments, to provide a death benefit and for assuming the risk that  the
current  charges  will  be insufficient  in  the  future to  cover  the  cost of
administering the contract. Approximately .90%  is for mortality risks and  .35%
is  for expense risks. 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 STRATEGY. 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.
 
INVESTMENT CHARGES
 
If you have  money allocated to  the STRATEGIES, there  are deductions from  and
expenses paid out of the assets of the various underlying investment portfolios.
These  investment charges are summarized in the Fee Tables on pages 3 and 4. For
more detailed information, you should refer to the prospectuses for the  Seasons
Series Trust.
 
CONTRACT MAINTENANCE CHARGE
 
   
During  the Accumulation Phase, every  year on the anniversary  of the date when
your contract was issued, we deduct $35 ($30 in North Dakota) from the value  of
your  contract as  a contract  maintenance charge.  This charge  is for expenses
incurred to  establish  and  maintain  your  contract.  This  charge  cannot  be
increased.  If you make  a complete withdrawal from  your contract, the contract
maintenance charge will be deducted prior to the withdrawal. We will not  deduct
the  contract maintenance charge if, when the deduction is to be made, the value
of your contract is $50,000  or more. We may  discontinue this practice at  some
point in the future.
    
 
WITHDRAWAL CHARGE
 
During  the  Accumulation Phase  you may  make  withdrawals from  your contract.
However, a  withdrawal  charge  may  apply.  For  purposes  of  calculating  any
applicable  withdrawal charge,  amounts withdrawn  from your  contract will come
first from the Free Withdrawal Amount  (as described below), then from  Purchase
Payments no longer subject to a withdrawal charge which have not previously been
withdrawn, then from Purchase Payments subject to a withdrawal charge which have
not previously been withdrawn and last from earnings. However, for tax purposes,
earnings are considered withdrawn first. You will not receive the benefit of the
Free Withdrawal Amount if you make a complete surrender of your contract.
 
Each  contract year you may  withdraw up to 10%  of your total Purchase Payments
which are subject  to a  withdrawal charge free  of any  withdrawal charge  (the
"Free  Withdrawal Amount"). Any  portion of a  withdrawal in excess  of the Free
Withdrawal Amount which is still subject to a withdrawal charge will be assessed
one as described below.
 
In order to determine  the applicable withdrawal charge,  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 being withdrawn. After a Purchase Payment has
been in your contract for seven years, no withdrawal charge is assessed  against
withdrawals of the Purchase Payment.
 
                                       15
<PAGE>
   [LOGO]
 
The  withdrawal charge is assessed  as a percentage of  the Purchase Payment you
are withdrawing as follows:
 
<TABLE>
<S>              <C>          <C>              <C>
Year 1.........  7%           Year 5.........  4%
Year 2.........  6%           Year 6.........  3%
Year 3.........  6%           Year 7.........  2%
Year 4.........  5%           Year 8.........  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.
 
We  will  not assess  any  withdrawal charges  for  withdrawals to  pay contract
charges, a death benefit or for annuity payments during the Income Phase.
 
The withdrawal charge  is intended to  cover the actual  costs of  distribution.
However, to the extent that such charge is insufficient, the Company may use any
of its corporate assets to make up any difference.
 
TRANSFER FEE
 
You  can make four free transfers every year.  We measure a year from the day we
issued your contract.  If you  make more  than four  transfers a  year, we  will
deduct  a $25  transfer fee  per transfer ($10  in Pennsylvania  and Texas). The
transfer fee will be deducted from the STRATEGY or fixed investment option  from
which  the transfer  is requested. If  the transfer  is part of  the Dollar Cost
Averaging Program, it will not count against your four free transfers per year.
 
PREMIUM TAXES
 
We are responsible for the payment of premium taxes charged by a limited  number
of  states and will make a deduction  from your contract for them. Premium taxes
range from .00075%  to 3.5%. These  taxes are  due either when  the contract  is
issued  or when annuity payments begin or when  you make a full surrender of the
contract. It is our  current practice not  to charge you  for these taxes  until
annuity  payments begin or when 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  and administrations 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.
 
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
on the  money held  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.
 
                                       16
<PAGE>
                                                                       [LOGO]
 
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 your contract, the IRC treats such a withdrawal as
first coming from the earnings and  then as coming from your Purchase  Payments.
For  annuity payments, a portion of each  payment is considered a return of your
Purchase Payment and 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 you reach age 59 1/2; (2) after you die; (3) after  you
become  disabled (as  described in  the IRC); (4)  in a  series of substantially
equal installments made for the life of  the taxpayer or for the joint lives  of
the  taxpayer and his or her 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 other than  in
conjunction with the following circumstances: (1) after reaching age 59 1/2; (2)
after  you die; (3) after you become disabled  (as defined in the IRC); (4) in a
series of substantially equal installments made for the life of the taxpayer  or
for  the joint lives of the taxpayer and  his or her 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) paid to an alternate payee pursuant to a qualified domestic relations order.
 
The IRC limits the withdrawal of  Purchase Payments made by owners 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 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 underlying investment portfolios are being
managed so as to comply with these requirements.
 
Neither  the IRC nor any  guidelines issued in conjunction  with the IRC provide
guidance regarding when you, because of the degree of control you exercise  over
the way your money is invested, and not Anchor National, would be considered the
owner  of the shares of  the underlying investment portfolios.  It is unknown to
what extent the ability to  select investments, make transfers among  STRATEGIES
or  choose from  a wide selection  of investment options  will ultimately impact
this  issue.  If   guidance  is   provided,  generally  it   would  be   applied
prospectively.  However, if such  guidance is not considered  a new position, it
may be applied retroactively.  Due to the uncertainty  is this area, we  reserve
the  right  to modify  the  contract in  an  attempt to  maintain  favorable tax
treatment.
 
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
 
                                       17
<PAGE>
   [LOGO]
 
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  withdrawn  comes from  a multi-year  fixed  investment
option  and, if  you withdraw your  full contract value,  a contract maintenance
charge. (See Section 5 - Expenses for more complete information.)
    
 
If you make a complete withdrawal you  will receive the value of your  contract,
less  any applicable  fees, charges and  market value adjustments,  at the price
calculated following receipt of a complete request to make such a withdrawal  at
our Annuity Service Center. 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 STRATEGY or fixed investment option be  at
least   $500  after  a   withdrawal.  Unless  you   provide  us  with  different
instructions, partial withdrawals will be made  pro rata from each STRATEGY  and
fixed  investment option  in which  your contract is  invested. You  must send a
written withdrawal request to us prior to any withdrawal being made.
 
SYSTEMATIC WITHDRAWAL PROGRAM
 
This program allows  you to  receive either monthly,  quarterly, semi-annual  or
annual  checks  during  the Accumulation  Phase.  You  can also  choose  to have
systematic  withdrawals  electronically   wired  to  your   bank  account.   Any
withdrawals  you  make using  this program  count  against your  Free Withdrawal
Amount as described in Section 5 -  Expenses. Withdrawals in excess of the  Free
Withdrawal  Amount may be subject to a  withdrawal charge. 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, so  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.
 
SUSPENSION OF PAYMENTS
 
We  may be required to  suspend or postpone the payment  of a withdrawal for any
period of time when:  (1) the New  York Stock Exchange is  closed (other than  a
customary  weekend  and holiday  closings); (2)  trading on  the New  York Stock
Exchange is  restricted;  (3) an  emergency  exists  such that  disposal  of  or
determination  of  the  value of  shares  of  the investment  portfolios  is not
reasonably practicable; (4) the Securities and Exchange Commission, by order, so
permits for the protection of contract owners.
 
Additionally, we reserve the right to  defer payments for a withdrawal from  the
fixed account for the period permitted by law but not for more than six months.
 
MINIMUM CONTRACT VALUE
 
Where  permitted by state law, we may terminate your contract if it is less than
$500 as a result of withdrawals and  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.
 
WITHDRAWAL CHARGES, MARKET  VALUE ADJUSTMENTS, INCOME  TAXES, TAX PENALTIES  AND
CERTAIN RESTRICTIONS MAY APPLY TO ANY WITHDRAWAL YOU MAKE.
 
PERFORMANCE
- --------------------------------------------------------------------------------
 
From  time to time we will advertise the performance of the STRATEGIES. Any such
performance results are  based on historical  earnings and are  not intended  to
indicate future performance.
 
For  each STRATEGY we will show performance  against a comparison index which is
made up of the S&P 500 Index, the Lehman Brothers Corporate/Government Index and
the Lipper Money Market  Index. The comparison index  will blend the  referenced
indices in proportion to the neutral allocation of stocks, bonds and cash within
each STRATEGY as indicated on pages 9 and 10 of this prospectus.
 
Additionally,  we may show performance of each STRATEGY in comparison to various
appropriate indexes  and  the  performance of  other  similar  variable  annuity
products with
 
                                       18
<PAGE>
   
                                                                       [LOGO]
 
similar  objectives  as  reported  by  such  independent  reporting  services as
Morningstar, Inc., Lipper  Analytical Services,  Inc. and  the Variable  Annuity
Research Data Service ("VARDS").
    
 
Please  see the Statement  of Additional Information  for additional information
regarding the methods used to calculate performance data.
 
DEATH BENEFIT
- --------------------------------------------------------------------------------
 
If you should die before  beginning the Income Phase  of your contract, we  will
pay a death benefit to your Beneficiary.
 
If  you should die prior to reaching age 75 or, if there are joint owners, if an
owner should die prior to the youngest owner reaching age 75, the death  benefit
will be equal to the greater of:
 
1.   The value of your  contract at the time we  receive adequate proof of death
    and the Beneficiary's election as to how the benefit should be paid; or
 
2.  Total  Purchase Payments  less any withdrawals,  applicable charges,  market
    value  adjustments and taxes, accumulated at  3% from the date your contract
    was issued until  the date of  death, plus any  Purchase Payments  received,
    less any withdrawals, applicable charges, market value adjustments and taxes
    made or charged, after the date of death.
 
If  the contract was issued after your 75th  birthday or if you should die after
you reach age  75, or, if  there are joint  owners, if the  contract was  issued
after  both owners' 75th birthday  or if an owner  dies after the youngest owner
reaches age 75, the death benefit will be the greater of:
 
1.  The value of  your contract at the time  we receive adequate proof of  death
    and the Beneficiary's election as to how the death benefit will be paid; or
 
2.   Total Purchase Payments received by us  before age 75 (in the case of joint
    owners, before  the younger  owner  reaches age  75) less  any  withdrawals,
    applicable  charges, market value  adjustments and taxes,  accumulated at 3%
    from the date  your contract  was issued until  your 75th  birthday (or,  if
    there  is a joint owner, the 75th  birthday of the youngest owner), plus any
    subsequent Purchase  Payments  received, less  any  withdrawals,  applicable
    charges, market value adjustments and taxes made or charged, after your 75th
    birthday.
 
   
The  death benefit is not paid after you  switch to the Income Phase. During the
Income Phase,  your  Beneficiary(ies)  will  receive  any  remaining  guaranteed
annuity payments in accordance with the annuity option you choose.
    
 
   
You 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 is not effective until we
record the change.
    
 
   
The death benefit must begin payment  immediately upon receipt of all  necessary
documents  and, in any event, must  be paid within 5 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
and payments must begin within one year of your death. If the Beneficiary is the
spouse of the owner, he  or she can elect to  continue the contract at the  then
current value.
    
 
   
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 adequate proof of death, the death benefit will be paid in a lump sum.
    
 
DEATH OF THE ANNUITANT
 
   
If  the  Annuitant  dies before  annuity  payments  begin, you  can  name  a new
Annuitant. If  no  Annuitant  is named  within  30  days, you  will  become  the
Annuitant.  However,  if  the owner  is  a  non-natural person  (for  example, a
corporation), then the death of  the Annuitant will be  treated as the death  of
the owner, no new Annuitant may be named and the death benefit will be paid.
    
 
                                       19
<PAGE>
   [LOGO]
 
OTHER INFORMATION
- --------------------------------------------------------------------------------
 
ANCHOR NATIONAL
 
   
Anchor  National is a stock  life insurance company domiciled  under the laws of
the state of California on April 12, 1965 and redomiciled under the laws of  the
state  of  Arizona on  January  1, 1996.  Its  principal business  address  is 1
SunAmerica Center, Los Angeles, California 90067-6022. Anchor National  conducts
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.
    
 
   
Anchor  National and  its affiliates,  SunAmerica Life  Insurance Company, First
SunAmerica Life Insurance Company, CalAmerica Life Insurance Company, SunAmerica
National Life  Insurance Company,  SunAmerica Asset  Management Corp.,  Imperial
Premium   Finance,  Inc.,  Resources  Trust  Company  and  four  broker-dealers,
specialize in retirement savings and investment products and services, including
fixed  and  variable  annuities,  mutual   funds,  premium  finance  and   trust
administration services.
    
THE SEPARATE ACCOUNT
 
Anchor  National established a  separate account, Variable  Annuity Account Five
("Separate Account"), under Arizona law on July 3, 1996. The Separate Account is
registered with  the Securities  and Exchange  Commission as  a unit  investment
trust under the Investment Company Act of 1940.
 
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.
 
   
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.  The obligations  of the Separate
Account under the contracts are not the obligations of Anchor National.
    
 
CUSTODIAN
 
State Street Bank and Trust Company, 225 Franklin Street, Boston,  Massachusetts
02110,  serves as the  custodian of the  assets of the  Separate Account. We pay
State Street Bank for services based on a schedule of fees.
 
STATEMENT OF ADDITIONAL INFORMATION
 
Additional information  concerning the  operations of  the Separate  Account  is
contained  in a Statement of Additional  Information, which is available without
charge upon written request to us at  our Annuity Service Center at the  address
provided  in the Profile preceding this prospectus. The Separate Account has not
yet begun operations and, therefore, no financial statements are available.
 
TABLE OF CONTENTS FOR THE
STATEMENT OF ADDITIONAL INFORMATION
 
<TABLE>
<CAPTION>
                                          Page
                                          -----
<S>                                       <C>
Separate Account........................     3
General Account.........................     3
Performance Date........................     4
Annuity Payments........................     4
Annuity Unit Values.....................     5
Taxes...................................     6
Distribution of Contracts...............     9
Financial Statements....................    10
</TABLE>
 
THE GENERAL ACCOUNT
 
If you  put your  money  into a  fixed investment  option  it goes  into  Anchor
National's  general account ("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  holder, as well as  all creditors. The General
Account is invested in assets permitted by state insurance law.
 
                                       20
<PAGE>
                                                                       [LOGO]
 
DISTRIBUTION
 
   
The contract is  sold through registered  representatives of broker-dealers.  We
pay  commissions  to  registered  representatives  for  the  sale  of contracts.
Commissions are not  expected to exceed  7.25% of your  Purchase Payment.  Under
some   circumstances  we  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 1.00%  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. is an affiliate of Anchor National.
 
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  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 questions 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 30  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.
 
OTHER INFORMATION ABOUT ANCHOR NATIONAL
 
Anchor National is subject to  the informational requirements of the  Securities
Exchange  Act of 1934, as amended, and in accordance therewith files reports and
other information  with the  Securities and  Exchange Commission  ("SEC").  Such
reports  and other information filed by the Company can be inspected and copied;
and 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, with respect 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, to all  of which reference is  hereby made for  further
information  concerning the  Separate Account,  Anchor National  and its general
account, the investment portfolios  and the contract.  Statements found in  this
prospectus  as to  the terms  of the contracts  and other  legal instruments are
summaries, and reference is made to such instruments as filed.
 
PROPERTIES
 
   
Anchor National's executive offices and principal office are in leased  premises
at  1  SunAmerica  Center,  Los Angeles,  California.  Anchor  National, through
affiliates, also leases office space in Torrance and Woodland Hills, California.
Anchor National believes that such  properties, including the equipment  located
therein are suitable and adequate to meet the requirements of its businesses.
    
 
STATE REGULATION
 
   
Anchor  National  is  subject to  regulation  and supervision  by  the insurance
regulatory agencies  of  the  states  in which  it  is  authorized  to  transact
business.  State  insurance  laws  establish  supervisory  agencies  with  broad
administrative and supervisory powers. Principal among these powers are 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, market conduct
and other examinations, determining the reasonableness and adequacy of statutory
capital and surplus, defining  acceptable accounting principles, regulating  the
type,  valuation and amount of investments permitted, and limiting the amount of
dividends that can be paid and the size of transactions that can be  consummated
without first obtaining regulatory approval.
    
 
   
During the last decade, the insurance regulatory framework has been placed under
increased scrutiny by various states, the
    
 
                                       21
<PAGE>
   
   [LOGO]
 
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 or allowing combinations between insurance
companies,  banks and other entities. 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, codification of insurance accounting
principles,  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  we  are  monitoring
developments  in this  area and  the effects  any changes  would have  on Anchor
National.
    
 
   
SunAmerica Asset  Management Co.  is registered  with the  SEC as  a  registered
investment  advisor under the Investment Advisors  Act of 1940. The mutual funds
that it markets are  subject to regulation under  the Investment Company Act  of
1940.  SunAmerica  Asset Management  Co.  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.
    
 
   
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 SEC
and the National Association of Securities Dealers ("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.
    
 
                                       22
<PAGE>
                                                                       [LOGO]
 
DIRECTORS AND EXECUTIVE OFFICERS
 
   
Anchor National's directors  and executive officers  as of January  1, 1998  are
listed below:
    
 
   
<TABLE>
<CAPTION>
                                                                    YEAR ASSUMED
                                                                      PRESENT      OTHER POSITIONS AND OTHER BUSINESS
        NAME           AGE             PRESENT POSITION               POSITION     EXPERIENCE WITHIN LAST FIVE YEARS**    FROM-TO
- ---------------------  ---  --------------------------------------  ------------  -------------------------------------  ---------
 
<C>                    <C>  <S>                                     <C>           <C>                                    <C>
     Eli Broad*        64   Chairman, CEO and President of Anchor       1994      Cofounded SunAmerica Inc. ("SAI") in
                            National;                                             1957
                            Chairman, CEO and President of SAI          1986
 
   Jay S. Wintrob*     40   EVP of Anchor National;                     1991      SVP                                    1989-1991
                            Vice Chairman of SAI                        1995      (Joined SAI in 1987)
 
   Victor E. Akin      33   SVP of Anchor National                      1996      VP, SunAmerica Life Companies          1995-1996
                                                                                  Director, SunAmerica Life Companies    1994-1995
                                                                                  Manager, SunAmerica Life Companies     1993-1994
                                                                                  Actuary, Milliman & Robertson          1992-1993
                                                                                  Consultant, Chalke Inc.                1991-1992
 
  James R. Belardi*    40   SVP of Anchor National;                     1992      VP and Treasurer                       1989-1992
                            EVP of SAI                                  1995      (Joined SAI in 1986)
 
   Lorin M. Fife*      44   SVP, General Counsel and Asst.              1994      VP and General Counsel-Regulatory      1994-1995
                            Secretary of Anchor National;                         Affairs;
                            SVP, General Counsel-Regulatory             1995      VP and Associate General Counsel       1989-1994
                            Affairs of SAI                                        (Joined SAI in 1989)
 
   N. Scott Gillis     44   SVP and Controller of Anchor National       1994      VP and Controller, SunAmerica Life     1989-1994
                            VP of SAI                                             Companies
                                                                        1997      (Joined SAI in 1985)
 
 Jana Waring Greer*    46   SVP of Anchor National and SAI;             1991      VP                                     1981-1991
                            President of SunAmerica Marketing           1995      (Joined SAI in 1974)
 
  Susan L. Harris*     40   SVP and Secretary of Anchor National;       1994      VP, General Counsel-Corporate Affairs  1994-1995
                            SVP, General Counsel-Corporate Affairs                and Secretary;
                            and Secretary of SAI                        1995      VP, Associate General Counsel and      1989-1994
                                                                                  Secretary
                                                                                  (Joined SAI in 1985)
 
Peter McMillan, III*   40   EVP and Chief Investment Officer of         1994      SVP of SunAmerica Investments, Inc.    1989-1994
                            SunAmerica Investments, Inc.
 
 Edwin R. Reoliquio    40   SVP and Chief Actuary of Anchor             1995      VP and Actuary, SunAmerica Life        1989-1994
                            National                                              Companies
 
  Scott H. Richland    35   VP and Treasurer of Anchor National         1994      VP and Treasuer                        1995-1997
                            SVP and Treasurer of SAI                              VP and Asst. Treasurer                 1994-1995
                                                                        1997      Asst. Treasurer                        1993-1994
                                                                                  Director, SunAmerica                   1990-1993
                                                                                  Investments, Inc.
                                                                                  (Joined SAI in 1990)
 
 Scott L. Robinson*    51   SVP of Anchor National;                     1991      VP and Controller                      1986-1991
                            SVP and Controller of SAI
 
   James W. Rowan*     34   SVP of Anchor National and SAI              1996      VP;                                    1993-1995
                                                                                  Asst. to the Chairman;                   1992
                                                                                  SVP, Security Pacific Corp.            1990-1992
</TABLE>
    
 
 * Also serves as a director            CEO = Chief Executive Officer
** Unless otherwise noted, positions    EVP = Executive Vice President
with SunAmerica Inc.                    SVP = Senior Vice President
                                        VP = Vice President
 
                                       23
<PAGE>
   [LOGO]
 
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. Allocations have been made as to each individual's time devoted
to  his or her duties  as an executive officer  of Anchor National during fiscal
year 1997.
    
   
The following table shows the cash  compensation paid or earned, based on  these
allocations,  to the chief executive officer  and top four executive officers of
the Company whose allocated compensation exceeds $100,000 for services  rendered
in all capacities to the Company during 1997:
    
 
   
<TABLE>
<CAPTION>
                                                                           Allocated Cash
     Name of Individual               Capacities in Which Served             Compensation
<S>                           <C>                                          <C>
 
Eli Broad                     Chairman, Chief Executive Officer and
                              President                                      $  1,438,587
Joseph M. Tumbler             Executive Vice President                            835,680
Jay S. Wintrob                Executive Vice President                            837,376
James R. Belardi              Senior Vice President                               357,144
Jana Waring Greer             Senior Vice President                               630,854
</TABLE>
    
 
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL 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. Except
for Mr. Eli Broad, Chairman and Chief Executive Officer of SunAmerica Inc.,  the
percentage  of shares of SunAmerica Inc. beneficially owned by any director does
not exceed one percent of the class outstanding. At December 15, 1997, Mr. Broad
was the beneficial owner of 10,705,829 shares of Common Stock (5.7% of the class
outstanding) and 13,740,441 shares of Class  B Common Stock (84.4% of the  class
outstanding).  Of the Common Stock, 1,063,773 shares represent restricted shares
granted under SunAmerica Inc.'s employee stock  plans as to which Mr. Broad  has
no  investment  power,  1,063,773  shares  are  registered  in  the  name  of  a
corporation of which Mr. Broad is a director and has sole voting and dispositive
powers, 97,704 shares are held by a foundation of which Mr. Broad is a  director
and  shares  voting  and  dispositive  powers;  and  6,949,512  shares represent
employee stock options held by Mr. Broad which are or will become exercisable on
or before February  15, 1998  and as  to which he  has no  voting or  investment
power.  Of the Class B Stock, 12,684,210  shares are held directly by Mr. Broad;
and 1,056,231 shares are registered in the name of a corporation as to which Mr.
Broad exercises sole voting  and dispositive powers. At  December 15, 1997,  all
directors and officers as a group beneficially owned 14,338,041 shares of Common
Stock  (7.64% of the class outstanding) and  13,740,441 shares of Class B Common
Stock (84.40% of  the class outstanding).  All share numbers  reflect a  3-for-2
stock  split paid in the form of a  stock dividend on August 29, 1997 to holders
of record on August 20, 1997.
    
 
                                       24
<PAGE>
                                                                       [LOGO]
 
FINANCIALS
- --------------------------------------------------------------------------------
 
SELECTED CONSOLIDATED FINANCIAL DATA
 
   
The following selected consolidated  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 Operations,  both  of  which  follow this
selected information. Certain  items have  been reclassified to  conform to  the
current year's presentation.
    
   
<TABLE>
<CAPTION>
                                                          YEARS ENDED SEPTEMBER 30,
                                       ---------------------------------------------------------------
                                          1997         1996         1995         1994         1993
                                       -----------  -----------  -----------  -----------  -----------
                                                               (IN THOUSANDS)
<S>                                    <C>          <C>          <C>          <C>          <C>
RESULTS OF OPERATIONS
Net investment income................. $    73,201  $    56,843  $    50,083  $    58,996  $    48,912
Net realized investment losses........     (17,394)     (13,355)      (4,363)     (33,713)     (22,247)
Fee income............................     213,146      169,505      145,105      141,753      123,567
General and administrative expenses...     (98,802)     (81,552)     (64,457)     (54,363)     (50,783)
Provision for future guaranty fund
 assessments..........................          --           --           --           --       (4,800)
Amortization of deferred acquisition
 costs................................     (66,879)     (57,520)     (58,713)     (44,195)     (30,825)
Annual commissions....................      (8,977)      (4,613)      (2,658)      (1,158)        (312)
                                       -----------  -----------  -----------  -----------  -----------
PRETAX INCOME.........................      94,295       69,308       64,997       67,320       63,512
Income tax expense....................     (31,169)     (24,252)     (25,739)     (22,705)     (21,794)
                                       -----------  -----------  -----------  -----------  -----------
INCOME BEFORE CUMULATIVE EFFECT OF
 CHANGE IN ACCOUNTING FOR INCOME
 TAXES................................      63,126       45,056       39,258       44,615       41,718
Cumulative effect of change in
 accounting for income taxes..........          --           --           --      (20,463)          --
                                       -----------  -----------  -----------  -----------  -----------
NET INCOME............................ $    63,126  $    45,056  $    39,258  $    24,152  $    41,718
                                       -----------  -----------  -----------  -----------  -----------
                                       -----------  -----------  -----------  -----------  -----------
 
<CAPTION>
 
                                                              AT SEPTEMBER 30,
                                       ---------------------------------------------------------------
                                          1997         1996         1995         1994         1993
                                       -----------  -----------  -----------  -----------  -----------
                                                               (IN THOUSANDS)
<S>                                    <C>          <C>          <C>          <C>          <C>
FINANCIAL POSITION
Investments........................... $ 2,608,301  $ 2,329,232  $ 2,114,908  $ 1,632,072  $ 2,093,100
Variable annuity assets...............   9,343,200    6,311,557    5,230,246    4,486,703    4,170,275
Deferred acquisition costs............     536,155      443,610      383,069      416,289      336,677
Other assets..........................      83,283      120,136       55,474       67,062       71,337
                                       -----------  -----------  -----------  -----------  -----------
TOTAL ASSETS.......................... $12,570,939  $ 9,204,535  $ 7,783,697  $ 6,602,126  $ 6,671,389
                                       -----------  -----------  -----------  -----------  -----------
                                       -----------  -----------  -----------  -----------  -----------
Reserves for fixed annuity
 contracts............................ $ 2,098,803  $ 1,789,962  $ 1,497,052  $ 1,437,488  $ 1,562,136
Reserves for guaranteed investment
 contracts............................     295,175      415,544      277,095           --           --
Variable annuity liabilities..........   9,343,200    6,311,557    5,230,246    4,486,703    4,170,275
Other payables and accrued
 liabilities..........................     155,256       96,196      227,953      195,134      495,308
Subordinated notes payable to
 Parent...............................      36,240       35,832       35,832       34,712       34,432
Deferred income taxes.................      67,047       70,189       73,459       64,567       38,145
Shareholder's equity..................     575,218      485,255      442,060      383,522      371,093
                                       -----------  -----------  -----------  -----------  -----------
TOTAL LIABILITIES AND SHAREHOLDER'S
 EQUITY............................... $12,570,939  $ 9,204,535  $ 7,783,697  $ 6,602,126  $ 6,671,389
                                       -----------  -----------  -----------  -----------  -----------
                                       -----------  -----------  -----------  -----------  -----------
</TABLE>
    
 
                                       25
<PAGE>
   
   [LOGO]
 
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
    
- --------------------------------------------------------------------------------
 
   
Management's  discussion  and analysis  of  financial condition  and  results of
operations of Anchor  National Life  Insurance Company (the  "Company") for  the
three  years in the period ended September  30, 1997 follows. In connection with
the "safe harbor" provisions of the Private Securities Litigation Reform Act  of
1995,  the Company cautions readers regarding certain forward-looking statements
contained in this report and in any  other statements made by, or on behalf  of,
the  Company, 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.  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  include statements which represent  the Company's beliefs concerning
future levels of  sales and  redemptions of the  Company's products,  investment
spreads  and  yields,  or  the  earnings  and  profitability  of  the  Company's
activities.
    
 
   
Forward-looking statements are  necessarily based on  estimates and  assumptions
that  are inherently subject  to significant business,  economic and competitive
uncertainties and contingencies, many of which are beyond the Company's  control
and  many of which are subject  to change. These uncertainties and contingencies
could cause actual  results to  differ materially  from those  expressed in  any
forward-looking statements made by, or on behalf of, the Company. Whether or not
actual  results differ materially from  forward-looking statements may depend on
numerous foreseeable and  unforeseeable developments.  Some may  be national  in
scope,  such as general economic  conditions, changes in tax  law and changes in
interest rates. Some may be related to the insurance industry generally, such as
pricing competition, regulatory developments and industry consolidation.  Others
may  relate to  the Company specifically,  such as credit,  volatility and other
risks associated with  the Company's  investment portfolio.  Investors are  also
directed  to consider other risks and uncertainties discussed in documents filed
by the Company  with the  SEC. The Company  disclaims any  obligation to  update
forward-looking information.
    
 
   
RESULTS OF OPERATIONS
    
 
   
NET  INCOME totaled $63.1 million  in 1997, compared with  $45.1 million in 1996
and $39.3 million in 1995.
    
 
   
PRETAX INCOME totaled  $94.3 million in  1997, $69.3 million  in 1996 and  $65.0
million in 1995. The 36.1% improvement in 1997 over 1996 primarily resulted from
increased  fee  income and  net investment  income,  partially offset  by higher
general and  administrative  expenses  and increased  amortization  of  deferred
acquisition  costs. The  6.6% 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.
    
 
   
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,  increased to $73.2 million in 1997  from $56.8 million in 1996 and
$50.1 million in  1995. These  amounts equal  2.77% on  average invested  assets
(computed  on a daily basis) of $2.65 billion in 1997, 2.59% on average invested
assets of $2.19 billion in  1996 and 2.95% on  average invested assets of  $1.70
billion in 1995.
    
 
   
Net  investment spreads  include the  effect of income  earned on  the excess of
average invested assets over  average interest-bearing liabilities. This  excess
amounted to $126.5 million in 1997, $142.9 million in 1996 and $108.4 million in
1995.  The difference between the Company's yield on average invested assets and
the rate paid on average interest-bearing liabilities (the "Spread  Difference")
was 2.51% in 1997, 2.25% in 1996 and 2.63% in 1995.
    
 
   
Investment  income (and the  related yields on  average invested assets) totaled
$210.8 million (7.97%) in 1997, compared with $164.6 million (7.50%) in 1996 and
$129.5 million  (7.62%) in  1995. These  increased yields  in 1997  include  the
effects of a greater proportion of mortgage loans in the Company's portfolio. On
average,  mortgage loans have  higher yields than that  of the Company's overall
portfolio. In addition, the
    
 
                                       26
<PAGE>
   
                                                                       [LOGO]
 
Company experienced  higher  returns on  its  investments in  partnerships.  The
increases  in  investment income  in  1997 and  1996  also reflect  increases in
average invested assets.
    
 
   
Partnership income  increased to  $6.7 million  (a yield  of 15.28%  on  related
average assets of $44.0 million) in 1997, compared with $4.1 million (a yield of
10.12%  on related average assets of $40.2  million) in 1996 and $5.1 million (a
yield of 10.60% on related average assets of $48.4 million) in 1995. Partnership
income is based upon cash distributions received from limited partnerships,  the
operations of which the Company does not influence. Consequently, such income is
not  predictable and  there can  be no assurance  that the  Company will realize
comparable levels of such income in the future.
    
 
   
Total interest expense equalled $137.6 million  in 1997, $107.8 million in  1996
and  $79.4  million  in 1995.  The  average  rate paid  on  all interest-bearing
liabilities was 5.46% in 1997,  compared with 5.25% in  1996 and 4.99% in  1995.
Interest-bearing  liabilities averaged $2.52 billion  during 1997, compared with
$2.05 billion during 1996 and $1.59 billion during 1995.
    
 
   
The increases in the overall  rates paid on interest-bearing liabilities  during
1997 and 1996 primarily resulted from the impact of certain promotional one-year
interest  rates offered  on the fixed  account portion of  the Company's Polaris
variable annuity  product.  The  increase  in the  overall  rates  paid  on  all
interest-bearing  liabilities during  1996 was  also impacted  by the  growth in
average reserves for GICs,  which generally bear higher  rates of interest  than
fixed  annuity contracts. Average  GIC reserves were $340.5  million in 1996 and
$60.8 million in  1995. Most of  the Company's  GICs are variable  rate and  are
repriced quarterly at the then-current interest rates.
    
 
   
GROWTH IN AVERAGE INVESTED ASSETS since 1995 primarily reflects the sales of the
Company's  fixed-rate  products,  consisting  of  both  fixed  annuity  premiums
(including those for the  fixed accounts of variable  annuity products) and  GIC
premiums.  Fixed annuity premiums  totaled $1.10 billion  in 1997, compared with
$741.8 million in 1996 and  $284.4 million in 1995.  The premiums for the  fixed
accounts  of variable  annuities have  increased primarily  because of increased
sales of the  Company's Polaris product  and greater inflows  into the  one-year
fixed  account of that product. The Company has observed that many purchasers of
its variable  annuity contracts  allocate  new premiums  to the  one-year  fixed
account  and concurrently elect  the option to  dollar cost average  into one or
more variable funds.  Accordingly, the Company  anticipates that it  will see  a
large portion of these premiums transferred into the variable funds.
    
 
   
GIC  premiums totaled $55.0 million  in 1997, $135.0 million  in 1996 and $275.0
million in 1995. GIC surrenders and  maturities totaled $198.1 million in  1997,
$16.5  million in 1996 and  $1.6 million in 1995.  The Company does not actively
market GICs, so premiums may vary substantially from period to period. The large
increase in surrenders  and maturities in  1997 was primarily  due to  contracts
maturing in 1997. The GICs issued by the Company generally guarantee the payment
of principal and interest at fixed or variable rates for a term of three to five
years.  Contracts that are purchased by banks for their long-term portfolios, or
state and  local governmental  entities either  prohibit withdrawals  or  permit
scheduled book value withdrawals subject to terms of the underlying indenture or
agreement.  GICs  purchased  by  asset management  firms  for  their  short term
portfolios either prohibit withdrawals or permit withdrawals with notice ranging
from 90 to 270 days. In pricing GICs, the Company analyzes cash flow information
and prices accordingly so that it is compensated for possible withdrawals  prior
to maturity.
    
 
   
NET  REALIZED INVESTMENT LOSSES totaled $17.4  million in 1997, $13.4 million in
1996 and $4.4 million in 1995. Net realized investment losses include impairment
writedowns of $20.4 million in 1997, $16.0  million in 1996 and $4.8 million  in
1995.  Therefore, net  gains from sales  of investments totaled  $3.0 million in
1997, $2.6 million in 1996 and $0.4 million in 1995.
    
 
   
The Company sold invested assets, principally bonds and notes, aggregating $2.19
billion, $1.28 billion and $1.15 billion  in 1997, 1996 and 1995,  respectively.
Sales  of  investments  result  from  the  active  management  of  the Company's
investment portfolio. Because sales of investments  are made in both rising  and
falling  interest  rate  environments,  net  gains  from  sales  of  investments
fluctuate from period to period, and represent 0.11%, 0.12% and 0.02% of average
invested  assets  for  1997,  1996  and  1995,  respectively.  Active  portfolio
management   involves  the  ongoing  evaluation  of  asset  sectors,  individual
securities within the investment portfolio  and the reallocation of  investments
from  sectors that are perceived to be relatively overvalued to sectors that are
perceived to  be relatively  undervalued.  The intent  of the  Company's  active
portfolio  management is to maximize total  returns on the investment portfolio,
taking into account credit interest-rate risk.
    
 
                                       27
<PAGE>
   
   [LOGO]
 
Impairment writedowns  reflect $15.7  million and  $15.2 million  of  provisions
applied  to  non-income  producing  land  owned in  Arizona  in  1997  and 1996,
respectively. The statutory carrying value of  this land had been guaranteed  by
the  Company's ultimate Parent, SunAmerica  Inc. ("SunAmerica"). SunAmerica made
capital contributions of $28.4  million and $27.4 million  on December 31,  1996
and  1995, respectively, to  the Company through the  Company's direct parent in
exchange for  the  termination  of  its guaranty  with  respect  to  this  land.
Accordingly,  the Company reduced  the carrying value of  this land to estimated
fair  value  to  reflect  the  full  termination  of  the  guaranty.  Impairment
writedowns  in 1995  include $3.8  million of  additional provisions  applied to
defaulted bonds.  Impairment  writedowns represent  0.77%,  0.73% and  0.28%  of
average  invested assets  for 1997,  1996 and  1995, respectively.  For the five
years ended September 30, 1997, impairment writedowns as a percentage of average
invested assets have ranged  from 0.28% to 2.20%  and have averaged 1.16%.  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  in  separate
accounts supporting variable annuity contracts. Such fees totaled $139.5 million
in  1997, $104.0 million in 1996 and $84.2 million in 1995. These increased fees
reflect growth  in  average variable  annuity  assets, principally  due  to  the
receipt  of variable annuity premiums, increased market values and net exchanges
into  the  separate  accounts  from  the  fixed  accounts  of  variable  annuity
contracts,  partially  offset by  surrenders.  Variable annuity  assets averaged
$7.55 billion during 1997,  $5.70 billion during 1996  and $4.65 billion  during
1995.  Variable annuity premiums, which exclude  premiums allocated to the fixed
accounts of variable  annuity products,  totaled $1.27 billion  in 1997,  $919.8
million  in 1996 and $577.2 million in  1995. Sales of variable annuity products
(which include  premiums allocated  to the  fixed accounts)  ("Variable  Annuity
Product  Sales") amounted to $2.37 billion,  $1.66 billion and $861.0 million in
1997, 1996 and 1995, respectively.  Increases in Variable Annuity Product  Sales
are  due, in part,  to market share gains  through enhanced distribution efforts
and growing consumer demand for flexible retirement savings products that  offer
a  variety  of  equity, fixed  income  and guaranteed  fixed  account investment
choices. The  Company  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 the  Company's broker-dealer subsidiary,
after deducting the substantial portion of such commissions that is passed on to
registered representatives. Net  retained commissions totaled  $39.1 million  in
1997,  $31.5  million in  1996 and  $24.1 million  in 1995.  Broker-dealer sales
(mainly sales of general securities, mutual funds and annuities) totaled  $11.56
billion  in 1997, $8.75 billion in 1996 and $5.67 billion in 1995. The increases
in sales and  net retained commissions  reflect a greater  number of  registered
representatives, due to the Company's ongoing recruitment of representatives and
to  the  transfer of  representatives from  an affiliated  broker-dealer, higher
average production per representative and generally favorable market conditions.
Increases in net retained commissions may  not be proportionate to increases  in
sales primarily due to differences in sales mix.
    
 
   
SURRENDER  CHARGES on fixed and variable annuities totaled $5.5 million in 1997,
compared with $5.2 million in 1996  and $5.9 million in 1995. Surrender  charges
generally  are assessed  on annuity  withdrawals at  declining rates  during the
first seven years  of an  annuity contract. Withdrawal  payments, which  include
surrenders  and  lump-sum  annuity  benefits,  totaled  $1.06  billion  in 1997,
compared with $898.0 million in 1996 and $908.9 million in 1995. These  payments
represent 11.22%, 12.44% and 15.06%, respectively, of average fixed and variable
annuity  reserves.  Withdrawals include  variable  annuity withdrawals  from the
separate accounts totaling $822.0  million in 1997, $634.1  million in 1996  and
$632.1 million in 1995. Management anticipates that withdrawal rates will remain
relatively stable for the foreseeable future.
    
 
   
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 $25.8 million on
average assets managed of $2.34 billion in 1997, $25.4 million on average assets
managed of $2.14 billion in 1996 and $26.9 million on average assets managed  of
$2.07  billion in 1995.  Asset management fees are  not proportionate to average
assets managed,  principally due  to changes  in product  mix. Sales  of  mutual
funds,  excluding sales of money market  accounts, amounted to $454.8 million in
1997, compared  with  $223.4  million  in  1996  and  $140.2  million  in  1995.
Redemptions  of mutual  funds, excluding  redemptions of  money market accounts,
amounted to $412.8 million in 1997, $379.9 million in 1996 and $426.5 million in
1995. The  significant  increases  in sales  during  1997  principally  resulted
    
 
                                       28
<PAGE>
   
                                                                       [LOGO]
 
from  the introduction in  November 1996 of the  Company's "Style Select Series"
product. Higher mutual  fund sales and  lower redemptions in  1996 both  reflect
enhanced  marketing efforts and the favorable  performance records of certain of
the  Company's  mutual  funds,  and   heightened  consumer  demand  for   equity
investments generally.
    
 
   
GENERAL AND ADMINISTRATIVE EXPENSES totaled $98.8 million in 1997, compared with
$81.6  million in  1996 and  $65.3 million  in 1995.  General and administrative
expenses in  1997 include  a $5.0  million provision  for estimated  programming
costs  associated with the year 2000. Management believes that this provision is
adequate and does not  anticipate any material  future expenses associated  with
this  project.  General and  administrative  expenses remain  closely controlled
through a company-wide cost containment  program and continue to represent  less
than 1% of average total assets.
    
 
   
AMORTIZATION  OF  DEFERRED  ACQUISITION  COSTS totaled  $66.9  million  in 1997,
compared with $57.5 million in 1996 and  $58.7 million in 1995. The increase  in
amortization  during 1997  was primarily  due to  additional fixed  and variable
annuity sales and  the subsequent amortization  of related deferred  commissions
and  other direct selling costs. 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.
    
 
   
ANNUAL  COMMISSIONS represent renewal  commissions paid quarterly  in arrears to
maintain the persistency of certain of the Company's variable annuity contracts.
Substantially all of the Company's currently available variable annuity products
allow for an annual  commission payment option in  return for a lower  immediate
commission.  Annual commissions  totaled $9.0 million  in 1997,  $4.6 million in
1996 and $2.7  million in 1995.  The increase in  annual commissions since  1995
reflects  increased sales  of annuities that  offer this  commission option. The
Company estimates that approximately 45% of the average balances of its variable
annuity products  is currently  subject  to such  annual commissions.  Based  on
current sales, this percentage is expected to increase in future periods.
    
 
   
INCOME TAX EXPENSE totaled $31.2 million in 1997, compared with $24.3 million in
1996 and $25.7 million in 1995, representing effective tax rates of 33% in 1997,
35%  in 1996 and 40% in 1995. The higher 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
    
 
   
SHAREHOLDER'S  EQUITY increased  18.5% to $575.2  million at  September 30, 1997
from $485.3 million at September 30, 1996, primarily due to $63.1 million of net
income recorded in 1997 and  $18.4 million of net  unrealized gains on debt  and
equity  securities  available  for  sale  (credited  directly  to  shareholder's
equity), versus  $5.5  million  of  net unrealized  losses  on  such  securities
recorded at September 30, 1996. In addition, the Company received a contribution
of  capital  of $28.4  million in  December 1996  and paid  a dividend  of $25.5
million in April 1997.
    
 
   
INVESTED ASSETS at year end totaled  $2.61 billion in 1997, compared with  $2.33
billion  at year-end 1996. This 12.0%  increase primarily resulted from sales of
fixed annuities and the $44.7 million  net unrealized gain recorded on debt  and
equity  securities available  for sale at  September 30, 1997,  versus the $12.7
million net unrealized loss recorded on such securities at September 30, 1996.
    
 
   
The Company  manages  most of  its  invested assets  internally.  The  Company's
general  investment  philosophy  is  to  hold  fixed-rate  assets  for long-term
investment. Thus, it does not have a trading portfolio. However, the Company has
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 relative value of asset sectors and individual
securities, changes in prepayment  risk, changes in  the credit quality  outlook
for  certain  securities, the  Company's need  for  liquidity and  other similar
factors.
    
 
   
THE BOND  PORTFOLIO,  which comprises  76%  of the  Company's  total  investment
portfolio  (at amortized  cost), had an  aggregate fair value  that exceeded its
amortized cost by $43.7  million at September 30,  1997. At September 30,  1996,
the  amortized  cost exceeded  the fair  value  of the  Bond Portfolio  by $13.8
million. The net unrealized gains on the Bond Portfolio since September 30, 1996
principally reflect the lower  prevailing interest rates  at September 30,  1997
and the corresponding effect on the fair value of the Bond Portfolio.
    
 
   
At  September 30,  1997, the Bond  Portfolio (at amortized  cost, excluding $6.1
million of redeemable preferred stocks) included $1.82 billion of bonds rated by
Standard & Poor's
    
 
                                       29
<PAGE>
   
   [LOGO]
 
Corporation ("S&P"), Moody's Investors Service ("Moody's"), Duff & Phelps Credit
Rating Co.  ("DCR"), Fitch  Investors Service,  L.P. ("Fitch")  or the  National
Association  of Insurance  Commissioners ("NAIC"),  and $124.4  million of bonds
rated by the Company pursuant to statutory ratings guidelines established by the
NAIC. At September 30, 1997, approximately  $1.72 billion of the Bond  Portfolio
was  investment  grade,  including  $650.3  million  of  U.S.  government/agency
securities and mortgage-backed securities ("MBSs").
    
 
   
At September 30, 1997, the Bond Portfolio included $216.9 million (at  amortized
cost  with a  fair value of  $227.2 million)  of bonds that  were not investment
grade.  Based  on  their   September  30,  1997   amortized  cost,  these   non-
investment-grade bonds accounted for 1.7% of the Company's total assets and 8.5%
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. The
Company had  no material  concentrations of  non-investment-grade securities  at
September  30, 1997. The following table summarizes the Company's rated bonds by
rating classification as of September 30, 1997.
    
 
                                       30
<PAGE>
   
                                                                       [LOGO]
 
                      RATED BONDS BY RATING CLASSIFICATION
                             (Dollars in thousands)
    
 
   
<TABLE>
<CAPTION>
                                                          ISSUES NOT RATED BY S&P/ MOODY'S/
         ISSUES RATED BY S&P/MOODY'S/DCR/FITCH               DCR/FITCH, BY NAIC CATEGORY                      TOTAL
- -------------------------------------------------------  -----------------------------------  -------------------------------------
S&P/(MOODY'S)/                                             NAIC                                            PERCENT OF
[DCR]/{FITCH}                   AMORTIZED    ESTIMATED   CATEGORY    AMORTIZED    ESTIMATED    AMORTIZED    INVESTED     ESTIMATED
CATEGORY (1)                      COST      FAIR VALUE      (2)        COST      FAIR VALUE      COST      ASSETS (3)   FAIR VALUE
- ------------------------------ -----------  -----------  ---------  -----------  -----------  -----------  -----------  -----------
<S>                            <C>          <C>          <C>        <C>          <C>          <C>          <C>          <C>
AAA+ to A-
  (Aaa to A3)
  [AAA to A-]
  {AAA to A-}................. $   935,866  $   953,440         1   $  142,548   $  143,940   $ 1,078,414       42.07%  $ 1,097,380
BBB+ to BBB-
  (Baal to Baa3)
  [BBB+ to BBB-]
  {BBB+ to BBB-}..............     494,521      504,442         2      146,548      150,521       641,069       25.01       654,963
BB+ to BB-
  (Ba1 to Ba3)
  [BB+ to BB-]
  {BB+ to BB-}................      13,080       14,597         3       13,811       13,917        26,891        1.05        28,514
B+ to B-
  (B1 to B3)
  [B+ to B-]
  {B+ to B-}..................     163,603      170,960         4       25,777       27,089       189,380        7.39       198,049
CCC+ to C
  (Caa to C)
  [CCC]
  {CCC+ to C-}................           0            0         5            0            0             0        0.00             0
C1 to D
  [DD]
  {D}.........................           0            0         6          606          606           606        0.02           606
                               -----------  -----------             -----------  -----------  -----------               -----------
Total rated issues             $ 1,607,070  $ 1,643,439             $  329,290   $  336,073   $ 1,936,360               $ 1,979,512
                               -----------  -----------             -----------  -----------  -----------               -----------
                               -----------  -----------             -----------  -----------  -----------               -----------
</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. DCR 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/  DCR/Fitch  rating
    groups  listed above, with  categories 1 and  2 considered investment grade.
    The NAIC categories  include $124.4  million (at amortized  cost) of  assets
    that   were  rated  by  the  Company  pursuant  to  applicable  NAIC  rating
    guidelines.
    
 
   
(3) At amortized cost.
    
 
                                       31
<PAGE>
   
   [LOGO]
 
SENIOR SECURED LOANS ("Secured  Loans") are included in  the Bond Portfolio  and
their  amortized cost aggregated  $329.3 million at  September 30, 1997. Secured
Loans are senior to subordinated debt and  equity, and are secured by assets  of
the  issuer.  At September  30, 1997,  Secured  Loans consisted  of loans  to 80
borrowers spanning 28 industries, with 17%  of these assets (at amortized  cost)
concentrated   in  financial  institutions.   No  other  industry  concentration
constituted more than 10% 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 the  Company to  improve its  investment yield.  As  a
result of restrictive financial covenants, Secured Loans involve greater risk of
technical  default than do publicly traded investment-grade securities. However,
management believes that the risk of loss upon default for its Secured Loans  is
mitigated  by such financial covenants and  the collateral values underlying the
Secured Loans.  The Company's  Secured Loans  are rated  by S&P,  Moody's,  DCR,
Fitch,  the NAIC  or by  the Company,  pursuant to  comparable statutory ratings
guidelines established by the NAIC.
    
 
   
MORTGAGE LOANS aggregated $339.5 million at September 30, 1997 and consisted  of
73 commercial first mortgage loans with an average loan balance of approximately
$4.7  million, collateralized by properties  located in 21 states. Approximately
23% of  this portfolio  was multifamily  residential, 18%  was office,  14%  was
manufactured housing, 13% was hotels, 11% was retail, 11% was industrial and 10%
was  other  types. At  September 30,  1997,  approximately 13%  and 12%  of this
portfolio was  secured  by  properties  located  in  New  York  and  California,
respectively,  and no more than 10% of  this portfolio was secured by properties
located in  any other  single state.  At  September 30,  1997, there  were  four
mortgage  loans with  outstanding balances of  $10 million or  more, which loans
collectively aggregated  approximately 17%  of this  portfolio. At  the time  of
their  origination or purchase by the  Company, virtually all mortgage loans had
loan-to-value ratios of 75% or less. At September 30, 1997, approximately 23% of
the mortgage loan portfolio consisted of loans with balloon payments due  before
October  1, 2000. During 1997,  1996 and 1995, loans  delinquent by more than 90
days, foreclosed  loans and  restructured  loans have  not been  significant  in
relation to the total mortgage loan portfolio.
    
 
   
At  September 30,  1997, approximately 18%  of the mortgage  loans were seasoned
loans underwritten to the Company's standards and purchased at or near par  from
other  financial institutions. 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 the  Company 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 more immediate effects
of general economic conditions on these commercial property types. However,  due
to the seasoned nature of the Company's mortgage loan portfolio, its emphasis on
multifamily  loans and its  strict underwriting standards,  the Company believes
that it  has  prudently managed  the  risk  attributable to  its  mortgage  loan
portfolio while maintaining attractive yields.
    
 
   
OTHER INVESTED ASSETS aggregated $143.7 million at September 30, 1997, including
$46.9  million of investments in limited partnerships, $70.9 million of separate
account  investments  and  an  aggregate  of  $25.9  million  of   miscellaneous
investments,  including  policy  loans,  residuals  and  leveraged  leases.  The
Company's limited partnership interests, accounted for by using the cost  method
of  accounting,  are invested  primarily  in a  combination  of debt  and equity
securities.
    
 
   
ASSET-LIABILITY MATCHING is  utilized by the  Company to minimize  the risks  of
interest  rate fluctuations and disintermediation. The Company believes that its
fixed-rate liabilities should be backed  by a portfolio principally composed  of
fixed-rate  investments that generate  predictable rates of  return. The Company
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-rate investments are priced over  the
yield  curve,  and  general  economic  conditions.  Its  portfolio  strategy  is
constructed with a  view to  achieve adequate  risk-adjusted returns  consistent
with  its investment objectives of effective asset-liability matching, liquidity
and safety. The Company's fixed-rate  products incorporate surrender charges  or
other  restrictions in order to encourage  persistency. Approximately 77% of the
Company's fixed  annuity  and GIC  reserves  had surrender  penalties  or  other
restrictions at September 30, 1997.
    
 
   
As  part  of  its  asset-liability  matching  discipline,  the  Company conducts
detailed computer simulations that model  its fixed-rate assets and  liabilities
under  commonly used  stress-test interest rate  scenarios. With  the results of
these computer  simulations,  the Company  can  measure the  potential  gain  or
    
 
                                       32
<PAGE>
   
                                                                       [LOGO]
 
loss  in  fair value  of  its interest-rate  sensitive  instruments and  seek to
protect its economic  value and  achieve a  predictable spread  between what  it
earns  on its invested assets  and what it pays  on its liabilities by designing
its fixed-rate  products and  conducting its  investment operations  to  closely
match  the  duration  of  the  fixed-rate  assets  to  that  of  its  fixed-rate
liabilities. The  Company's  fixed-rate  assets  include:  cash  and  short-term
investments;  bonds, notes and redeemable  preferred stocks; mortgage loans; and
investments  in  limited  partnerships  that  invest  primarily  in   fixed-rate
securities  and are  accounted for  by using the  cost method.  At September 30,
1997, these assets had an aggregate fair value of $2.48 billion with a  duration
of  3.4. The Company's fixed-rate liabilities  include fixed annuities and GICs.
At September 30, 1997, these liabilities had an aggregate fair value (determined
by discounting  future  contractual  cash  flows  by  related  market  rates  of
interest)  of  $2.32 billion  with a  duration of  1.3. The  Company's potential
exposure due to a relative 10% increase in interest rates prevalent at September
30, 1997  is  a  loss of  approximately  $31.2  million in  fair  value  of  its
fixed-rate  assets that is  not offset by an  increase in the  fair value of its
fixed-rate liabilities.  Because the  Company actively  manages its  assets  and
liabilities  and has  strategies in  place to minimize  its exposure  to loss as
interest rate changes occur,  it expects that actual  losses would be less  than
the estimated potential loss.
    
 
   
Duration  is a  common option-adjusted  measure for  the price  sensitivity of a
fixed-maturity  portfolio  to  changes  in  interest  rates.  It  measures   the
approximate  percentage change  in the market  value of a  portfolio if interest
rates change  by  100  basis  points, recognizing  the  changes  in  cash  flows
resulting   from  embedded   options  such  as   policy  surrenders,  investment
prepayments and bond calls. It also incorporates the assumption that the Company
will continue to utilize  its existing strategies of  pricing its fixed  annuity
and  GIC  products,  allocating  its available  cash  flow  amongst  its various
investment portfolio  sectors and  maintaining sufficient  levels of  liquidity.
Because  the  calculation  of  duration  involves  estimation  and  incorporates
assumptions, potential changes in portfolio  value indicated by the  portfolio's
duration  will likely  be different  from the  actual changes  experienced under
given interest rate scenarios, and the differences may be material.
    
 
   
As a  component of  its asset  and liability  management strategy,  the  Company
utilizes  interest rate swap agreements ("Swap  Agreements") to match assets and
liabilities more  closely. 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.
The   Company  currently  utilizes  Swap  Agreements  to  create  a  hedge  that
effectively converts fixed-rate liabilities  into floating-rate instruments.  At
September  30,  1997, the  Company  had one  outstanding  Swap Agreement  with a
notional principal amount of $15.9  million. This agreement matures in  December
2024.
    
 
   
The  Company also seeks to provide liquidity  from time to time by using reverse
repurchase agreements ("Reverse Repos") and by investing in MBSs. It also  seeks
to  enhance its spread  income by using  Reverse Repos. 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. 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 the  Company uses  to
provide   liquidity,  enhance  its  spread  income  and  match  its  assets  and
liabilities. The primary risk  associated with the  Company's Reverse Repos  and
Swap  Agreements is counterparty  risk. The Company  believes, however, that the
counterparties  to  its  Reverse  Repos  and  Swap  Agreements  are  financially
responsible and that the counterparty risk associated with those transactions is
minimal.  In addition to  counterparty risk, Swap  Agreements also have interest
rate risk. However, the Company'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.  As part  of its  decision to  purchase an  MBS, the Company
assesses  the  risk  of  prepayment   by  analyzing  the  security's   projected
performance  over an array of interest-rate scenarios. Once an MBS is purchased,
the Company monitors its  actual prepayment experience  monthly to reassess  the
relative  attractiveness  of  the security  with  the intent  to  maximize total
return.
    
 
   
INVESTED ASSETS EVALUATION  routinely includes a  review by the  Company of  its
portfolio  of debt  securities. Management identifies  monthly those investments
that   require    additional    monitoring    and    carefully    reviews    the
    
 
                                       33
<PAGE>
   
   [LOGO]
 
carrying    values    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  any
collateral,   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 $1.4 million at September 30, 1997 (at
amortized  cost after impairment writedowns, with a fair value of $1.4 million),
including $0.5 million of bonds and notes and $0.9 million of mortgage loans. At
September 30, 1997,  defaulted investments  constituted 0.1%  of total  invested
assets.  At  September 30,  1996,  defaulted investments  totaled  $3.1 million,
including $1.6 million of  bonds and notes and  $1.5 million of mortgage  loans,
and constituted 0.1% of total invested assets.
    
 
   
SOURCES  OF LIQUIDITY are  readily available to  the Company in  the form of the
Company'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, 1997, approximately $1.80 billion of the Company's  Bond
Portfolio had an aggregate unrealized gain of $46.5 million, while approximately
$139.8  million of the Bond  Portfolio had an aggregate  unrealized loss of $2.7
million. In  addition, the  Company's  investment portfolio  currently  provides
approximately  $22.5 million of  monthly cash flow  from scheduled principal and
interest payments. Historically, cash flows from operations and from the sale of
the Company's annuity and GIC products have been more than sufficient in  amount
to satisfy the Company's liquidity needs.
    
 
   
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, the
Company'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. The  Company
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 the Company's substantial MBS segment of the Bond Portfolio, thereby avoiding
the sale of fixed-rate assets in an unfavorable bond market.
    
 
   
In a declining rate environment, the Company'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,  the Company 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.
    
 
INDEPENDENT ACCOUNTANTS
- --------------------------------------------------------------------------------
 
   
The  consolidated financial statements of Anchor National Life Insurance Company
as of September 30, 1997 and 1996 and for each of the three years in the  period
ended  September 30, 1997 included  in this prospectus have  been so 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.
    
 
                                       34
<PAGE>
                                                                       [LOGO]
 
FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
 
The  consolidated financial statements of Anchor  National have been included in
this prospectus.  You  should  consider these  financial  statements  only  with
respect  to Anchor  National's ability to  meet its obligations  under the fixed
investment options to  pay death  benefits under  the contracts,  to assume  the
mortality  and expense risks under the Contract  and any risk resulting from the
withdrawal charge not  being adequate  to cover  the costs  of distributing  the
contracts.  These financial statements  provide no information  as it relates to
Seasons Series  Trust, its  investment  portfolios or  the  value of  any  money
allocated to the STRATEGIES.
 
                                       35
<PAGE>
   
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, 1997 and 1996, and the results of
their operations and their cash flows for each of the three years in the  period
ended  September  30, 1997,  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.
    
 
   
Price Waterhouse LLP
Los Angeles, California
November 7, 1997
    
 
                                       36
<PAGE>
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
                           CONSOLIDATED BALANCE SHEET
    
 
   
                                     ASSETS
    
 
   
<TABLE>
<CAPTION>
                                                                        SEPTEMBER 30,
                                                              ---------------------------------
                                                                   1997              1996
                                                              ---------------   ---------------
<S>                                                           <C>               <C>
Investments:
  Cash and short-term investments...........................  $   113,580,000   $   122,058,000
  Bonds, notes and redeemable preferred stocks:
    Available for sale, at fair value (amortized cost: 1997,
     $1,942,485,000; 1996, $2,001,024,000)..................    1,986,194,000     1,987,271,000
  Mortgage loans............................................      339,530,000        98,284,000
  Common stocks, at fair value (cost: 1997, $271,000; 1996,
   $2,911,000)..............................................        1,275,000         3,970,000
  Real estate...............................................       24,000,000        39,724,000
  Other invested assets.....................................      143,722,000        77,925,000
                                                              ---------------   ---------------
      Total investments.....................................    2,608,301,000     2,329,232,000
Variable annuity assets.....................................    9,343,200,000     6,311,557,000
Receivable from brokers for sales of securities.............               --        52,348,000
Accrued investment income...................................       21,759,000        19,675,000
Deferred acquisition costs..................................      536,155,000       443,610,000
Other assets................................................       61,524,000        48,113,000
                                                              ---------------   ---------------
      TOTAL ASSETS..........................................  $12,570,939,000   $ 9,204,535,000
                                                              ---------------   ---------------
                                                              ---------------   ---------------
 
                    LIABILITIES AND SHAREHOLDER'S EQUITY
Reserves, payables and accrued liabilities:
  Reserves for fixed annuity contracts......................  $ 2,098,803,000   $ 1,789,962,000
  Reserves for guaranteed investment contracts..............      295,175,000       415,544,000
  Payable to brokers for purchases of securities............          263,000         --
  Income taxes currently payable............................       32,265,000        21,486,000
  Other liabilities.........................................      122,728,000        74,710,000
                                                              ---------------   ---------------
      Total reserves, payables and accrued liabilities......    2,549,234,000     2,301,702,000
                                                              ---------------   ---------------
Variable annuity liabilities................................    9,343,200,000     6,311,557,000
                                                              ---------------   ---------------
Subordinated notes payable to Parent........................       36,240,000        35,832,000
                                                              ---------------   ---------------
Deferred income taxes.......................................       67,047,000        70,189,000
                                                              ---------------   ---------------
Shareholder's equity:
  Common Stock..............................................        3,511,000         3,511,000
  Additional paid-in capital................................      308,674,000       280,263,000
  Retained earnings.........................................      244,628,000       207,002,000
  Net unrealized gains (losses) on debt and equity
   securities available for sale............................       18,405,000        (5,521,000)
                                                              ---------------   ---------------
      Total shareholder's equity............................      575,218,000       485,255,000
                                                              ---------------   ---------------
      TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY............  $12,570,939,000   $ 9,204,535,000
                                                              ---------------   ---------------
                                                              ---------------   ---------------
</TABLE>
    
 
   
                             See accompanying notes
    
 
                                       37
<PAGE>
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
                         CONSOLIDATED INCOME STATEMENT
    
 
   
<TABLE>
<CAPTION>
                                                            YEARS ENDED SEPTEMBER 30,
                                                    ------------------------------------------
                                                        1997           1996           1995
                                                    ------------   ------------   ------------
<S>                                                 <C>            <C>            <C>
Investment income.................................  $210,759,000   $164,631,000   $129,466,000
                                                    ------------   ------------   ------------
Interest expense on:
  Fixed annuity contracts.........................  (109,217,000)   (82,690,000)   (72,975,000)
  Guaranteed investment contracts.................   (22,650,000)   (19,974,000)    (3,733,000)
  Senior indebtedness.............................    (2,549,000)    (2,568,000)      (227,000)
  Subordinated notes payable to Parent............    (3,142,000)    (2,556,000)    (2,448,000)
                                                    ------------   ------------   ------------
  Total interest expense..........................  (137,558,000)  (107,788,000)   (79,383,000)
                                                    ------------   ------------   ------------
NET INVESTMENT INCOME.............................    73,201,000     56,843,000     50,083,000
                                                    ------------   ------------   ------------
NET REALIZED INVESTMENT LOSSES....................   (17,394,000)   (13,355,000)    (4,363,000)
                                                    ------------   ------------   ------------
Fee income:
  Variable annuity fees...........................   139,492,000    103,970,000     84,171,000
  Net retained commissions........................    39,143,000     31,548,000     24,108,000
  Surrender charges...............................     5,529,000      5,184,000      5,889,000
  Asset management fees...........................    25,764,000     25,413,000     26,935,000
  Other fees......................................     3,218,000      3,390,000      4,002,000
                                                    ------------   ------------   ------------
TOTAL FEE INCOME..................................   213,146,000    169,505,000    145,105,000
                                                    ------------   ------------   ------------
GENERAL AND ADMINISTRATIVE EXPENSES...............   (98,802,000)   (81,552,000)   (64,457,000)
                                                    ------------   ------------   ------------
AMORTIZATION OF DEFERRED ACQUISITION COSTS........   (66,879,000)   (57,520,000)   (58,713,000)
                                                    ------------   ------------   ------------
ANNUAL COMMISSIONS................................    (8,977,000)    (4,613,000)    (2,658,000)
                                                    ------------   ------------   ------------
PRETAX INCOME.....................................    94,295,000     69,308,000     64,997,000
Income tax expense................................   (31,169,000)   (24,252,000)   (25,739,000)
                                                    ------------   ------------   ------------
NET INCOME........................................  $ 63,126,000   $ 45,056,000   $ 39,258,000
                                                    ------------   ------------   ------------
                                                    ------------   ------------   ------------
</TABLE>
    
 
   
                             See accompanying notes
    
 
                                       38
<PAGE>
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
                      CONSOLIDATED STATEMENT OF CASH FLOWS
    
 
   
<TABLE>
<CAPTION>
                                                                      YEARS ENDED SEPTEMBER 30,
                                                        ------------------------------------------------------
                                                              1997               1996               1995
                                                        ----------------   ----------------   ----------------
<S>                                                     <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income............................................  $     63,126,000   $     45,056,000   $     39,258,000
Adjustments to reconcile net income to net cash
 provided by operating activities:
  Interest credited to:
    Fixed annuity contracts...........................       109,217,000         82,690,000         72,975,000
    Guaranteed investment contracts...................        22,650,000         19,974,000          3,733,000
    Net realized investment losses....................        17,394,000         13,355,000          4,363,000
    Accretion of net discounts on investments.........       (18,576,000)        (8,976,000)        (6,865,000)
    Amortization of goodwill..........................         1,187,000          1,169,000          1,168,000
    Provision for deferred income taxes...............       (16,024,000)        (3,351,000)        (1,489,000)
Change in:
  Accrued investment income...........................        (2,084,000)        (5,483,000)         3,373,000
  Deferred acquisition costs..........................      (113,145,000)       (60,941,000)        (7,180,000)
  Other assets........................................       (14,598,000)        (8,000,000)         7,047,000
  Income taxes currently payable......................        10,779,000          5,766,000          3,389,000
  Other liabilities...................................        14,187,000          5,474,000          4,063,000
Other, net............................................           418,000           (129,000)             7,000
                                                        ----------------   ----------------   ----------------
NET CASH PROVIDED BY OPERATING ACTIVITIES.............        74,531,000         86,604,000        123,842,000
                                                        ----------------   ----------------   ----------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Premium receipts on:
    Fixed annuity contracts...........................     1,097,937,000        651,649,000        245,320,000
    Guaranteed investment contracts...................        55,000,000        134,967,000        275,000,000
  Net exchanges to (from) the fixed accounts of
   variable annuity contracts.........................      (620,367,000)      (236,705,000)        10,475,000
  Withdrawal payments on:
    Fixed annuity contracts...........................      (242,589,000)      (173,489,000)      (237,977,000)
    Guaranteed investment contracts...................      (198,062,000)       (16,492,000)        (1,638,000)
  Claims and annuity payments on fixed annuity
   contracts..........................................       (35,731,000)       (31,107,000)       (31,237,000)
  Net receipts from (repayments of) other short-term
   financings.........................................        34,239,000       (119,712,000)         3,202,000
  Capital contribution received.......................        28,411,000         27,387,000          --
  Dividends paid......................................       (25,500,000)       (29,400,000)         --
                                                        ----------------   ----------------   ----------------
NET CASH PROVIDED BY FINANCING ACTIVITIES.............        93,338,000        207,098,000        263,145,000
                                                        ----------------   ----------------   ----------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of:
    Bonds, notes and redeemable preferred stocks......  $ (2,566,211,000)  $ (1,937,890,000)  $ (1,556,586,000)
    Mortgage loans....................................      (266,771,000)       (15,000,000)         --
    Other investments, excluding short-term
     investments......................................       (75,556,000)       (36,770,000)       (13,028,000)
  Sales of:
    Bonds, notes and redeemable preferred stocks......     2,299,063,000      1,241,928,000      1,026,078,000
    Real estate.......................................         --                   900,000         36,813,000
    Other investments, excluding short-term
     investments......................................         6,421,000          4,937,000          5,130,000
  Redemptions and maturities of:
    Bonds, notes and redeemable preferred stocks......       376,847,000        288,969,000        178,688,000
    Mortgage loans....................................        25,920,000         11,324,000         14,403,000
    Other investments, excluding short-term
     investments......................................        23,940,000         20,749,000         13,286,000
                                                        ----------------   ----------------   ----------------
NET CASH USED BY INVESTING ACTIVITIES.................      (176,347,000)      (420,853,000)      (295,216,000)
                                                        ----------------   ----------------   ----------------
NET INCREASE (DECREASE) IN CASH AND SHORT-TERM
 INVESTMENTS..........................................        (8,478,000)      (127,151,000)        91,771,000
CASH AND SHORT-TERM INVESTMENTS AT BEGINNING OF
 PERIOD...............................................       122,058,000        249,209,000        157,438,000
                                                        ----------------   ----------------   ----------------
CASH AND SHORT-TERM INVESTMENTS AT END OF PERIOD......  $    113,580,000   $    122,058,000   $    249,209,000
                                                        ----------------   ----------------   ----------------
                                                        ----------------   ----------------   ----------------
Supplemental cash flow information:
  Interest paid on indebtedness.......................  $      7,032,000   $      5,982,000   $      3,235,000
                                                        ----------------   ----------------   ----------------
                                                        ----------------   ----------------   ----------------
  Net income taxes paid...............................  $     36,420,000   $     22,031,000   $     23,656,000
                                                        ----------------   ----------------   ----------------
                                                        ----------------   ----------------   ----------------
</TABLE>
    
 
   
                             See accompanying notes
    
 
                                       39
<PAGE>
   
                     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 conducts its business through three
segments:annuity  operations,  asset  management  and  broker-dealer operations.
Annuity operations include  the sale  and administration of  fixed and  variable
annuities  and guaranteed investment contracts. Asset management, which includes
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 are  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 risk. 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 prior  period amounts have  been reclassified to  conform
with the 1997 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.
    
 
   
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  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.
    
 
   
INTEREST RATE SWAP AGREEMENTS:  The net  differential to be paid or received  on
interest  rate swap  agreements ("Swap Agreements")  entered into  to reduce the
impact of  changes  in  interest rates  is  recognized  over the  lives  of  the
agreements,  and  such differential  is classified  as  Interest Expense  in the
income statement. All outstanding Swap Agreements are designated as hedges  and,
therefore,  are  not marked  to  market. However,  in  the event  that  a hedged
asset/liability were to  be sold  or repaid  before the  related Swap  Agreement
matures,  the  Swap  Agreement  would  be marked  to  market  and  any gain/loss
classified with  any  gain/loss  realized  on  the  disposition  of  the  hedged
asset/liability.  Subsequently, the Swap Agreement would be marked to market and
the resulting
    
 
                                       40
<PAGE>
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
    
 
   
2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
    
   
change in  fair value  would be  included  in Investment  Income in  the  income
statement. In the event that a Swap Agreement that is designated as a hedge were
to  be terminated before its contractual maturity, any resulting gain/loss would
be credited/charged to the carrying value of the asset/liability that it hedged.
    
 
   
DEFERRED  ACQUISITION  COSTS:    Policy  acquisition  costs  are  deferred   and
amortized,  with  interest,  in relation  to  the incidence  of  estimated gross
profits to  be realized  over  the estimated  lives  of the  annuity  contracts.
Estimated  gross  profits  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 decreased by  $16,400,000 at September 30, 1997 and
increased by $4,200,000 at September 30, 1996 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  $18,311,000  at  September  30,  1997,  is
amortized  by using the straight-line method over periods averaging 25 years and
is included in  Other Assets  in the balance  sheet. Goodwill  is evaluated  for
impairment  when  events or  changes in  economic  conditions indicate  that the
carrying amount may not be recoverable.
    
 
   
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, asset management fees and surrender charges
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.
    
 
                                       41
<PAGE>
   
                     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 by major category follow:
    
 
   
<TABLE>
<CAPTION>
                                                                                                   ESTIMATED FAIR
                                                                                  AMORTIZED COST        VALUE
                                                                                  ---------------  ---------------
<S>                                                                               <C>              <C>
AT SEPTEMBER 30, 1997:
  Securities of the United States Government....................................  $    18,496,000  $    18,962,000
  Mortgage-backed securities....................................................      636,018,000      649,196,000
  Securities of public utilities................................................       22,792,000       22,893,000
  Corporate bonds and notes.....................................................      984,573,000    1,012,559,000
  Redeemable preferred stocks...................................................        6,125,000        6,681,000
  Other debt securities.........................................................      274,481,000      275,903,000
                                                                                  ---------------  ---------------
  Total available for sale......................................................  $ 1,942,485,000  $ 1,986,194,000
                                                                                  ---------------  ---------------
                                                                                  ---------------  ---------------
AT SEPTEMBER 30, 1996:
  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
                                                                                  ---------------  ---------------
                                                                                  ---------------  ---------------
</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,
1997, follow:
    
 
   
<TABLE>
<CAPTION>
                                                                                                   ESTIMATED FAIR
                                                                                  AMORTIZED COST        VALUE
                                                                                  ---------------  ---------------
<S>                                                                               <C>              <C>
  Due in one year or less.......................................................  $    19,067,000  $    20,575,000
  Due after one year through five years.........................................      277,350,000      281,296,000
  Due after five years through ten years........................................      631,083,000      650,242,000
  Due after ten years...........................................................      378,967,000      384,885,000
  Mortgage-backed securities....................................................      636,018,000      649,196,000
                                                                                  ---------------  ---------------
  Total available for sale......................................................  $ 1,942,485,000  $ 1,986,194,000
                                                                                  ---------------  ---------------
                                                                                  ---------------  ---------------
</TABLE>
    
 
   
Actual maturities of bonds,  notes and redeemable  preferred stocks will  differ
from those shown above due to prepayments and redemptions.
    
 
                                       42
<PAGE>
   
                     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 by major category follow:
    
 
   
<TABLE>
<CAPTION>
                                                                                          GROSS          GROSS
                                                                                        UNREALIZED    UNREALIZED
                                                                                          GAINS         LOSSES
                                                                                       ------------  -------------
<S>                                                                                    <C>           <C>
AT SEPTEMBER 30, 1997:
  Securities of the United States Government.........................................  $    498,000  $     (32,000)
  Mortgage-backed securities.........................................................    14,998,000     (1,820,000)
  Securities of public utilities.....................................................       141,000        (40,000)
  Corporate bonds and notes..........................................................    28,691,000       (705,000)
  Redeemable preferred stocks........................................................       556,000       --
  Other debt securities..............................................................     1,569,000       (147,000)
                                                                                       ------------  -------------
  Total available for sale...........................................................  $ 46,453,000  $  (2,744,000)
                                                                                       ------------  -------------
                                                                                       ------------  -------------
AT SEPTEMBER 30, 1996:
  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)
                                                                                       ------------  -------------
                                                                                       ------------  -------------
</TABLE>
    
 
   
At September 30, 1997, gross unrealized gains on equity securities available for
sale aggregated $1,004,000 and there were no unrealized losses. At September 30,
1996, gross unrealized gains on equity securities available for sale  aggregated
$1,368,000 and gross unrealized losses aggregated $309,000.
    
 
   
Gross  realized  investment gains  and  losses on  sales  of investments  are as
follows:
    
 
   
<TABLE>
<CAPTION>
                                                                                YEARS ENDED SEPTEMBER 30,
                                                                       -------------------------------------------
                                                                           1997           1996           1995
                                                                       -------------  -------------  -------------
<S>                                                                    <C>            <C>            <C>
BONDS, NOTES AND REDEEMABLE
 PREFERRED STOCKS:
  Available for sale:
    Realized gains...................................................  $  22,179,000  $  14,532,000  $  15,983,000
    Realized losses..................................................    (25,310,000)   (10,432,000)   (21,842,000)
  Held for investment:
    Realized gains...................................................       --             --            2,413,000
    Realized losses..................................................       --             --             (586,000)
COMMON STOCKS:
  Realized gains.....................................................      4,002,000        511,000        994,000
  Realized losses....................................................       (312,000)    (3,151,000)      (114,000)
OTHER INVESTMENTS:
  Realized gains.....................................................      2,450,000      1,135,000      3,561,000
  Realized losses....................................................       --             --              (12,000)
IMPAIRMENT WRITEDOWNS................................................    (20,403,000)   (15,950,000)    (4,760,000)
                                                                       -------------  -------------  -------------
Total net realized investment losses.................................  $ (17,394,000) $ (13,355,000) $  (4,363,000)
                                                                       -------------  -------------  -------------
                                                                       -------------  -------------  -------------
</TABLE>
    
 
                                       43
<PAGE>
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
    
 
   
3.  INVESTMENTS (CONTINUED)
    
   
The sources and related amounts of investment income are as follows:
    
 
   
<TABLE>
<CAPTION>
                                                                               YEARS ENDED SEPTEMBER 30,
                                                                      -------------------------------------------
                                                                          1997           1996           1995
                                                                      -------------  -------------  -------------
<S>                                                                   <C>            <C>            <C>
Short-term investments..............................................  $  11,780,000  $  10,647,000  $   8,308,000
Bonds, notes and redeemable preferred stocks........................    163,038,000    140,387,000    107,643,000
Mortgage loans......................................................     17,632,000      8,701,000      7,419,000
Common stocks.......................................................         16,000          8,000          3,000
Real estate.........................................................       (296,000)      (196,000)       (51,000)
Limited partnerships................................................      6,725,000      4,073,000      5,128,000
Other invested assets...............................................     11,864,000      1,011,000      1,016,000
                                                                      -------------  -------------  -------------
      Total investment income.......................................  $ 210,759,000  $ 164,631,000  $ 129,466,000
                                                                      -------------  -------------  -------------
                                                                      -------------  -------------  -------------
</TABLE>
    
 
   
Expenses incurred to manage the investment portfolio amounted to $2,050,000  for
the  year ended September 30, 1997, $1,737,000  for the year ended September 30,
1996, and $1,983,000 for the year ended  September 30, 1995 and are included  in
General and Administrative Expenses in the income statement.
    
 
   
At  September 30, 1997, no investment exceeded 10% of the Company's consolidated
shareholder's equity.
    
 
   
At September 30, 1997, mortgage loans were collateralized by properties  located
in  21 states, with  loans totaling approximately 13%  of the aggregate carrying
value  of  the  portfolio  secured  by  properties  located  in  New  York   and
approximately  12% by properties located in California.  No more than 10% of the
portfolio was secured by properties in any other single state.
    
 
   
At September 30,  1997, bonds,  notes and redeemable  preferred stocks  included
$216,877,000  (fair  value  of  $227,169,000)  of  bonds  and  notes  not  rated
investment   grade.   The   Company   had   no   material   concentrations    of
non-investment-grade assets at September 30, 1997.
    
 
   
At  September 30, 1997, the  amortized cost of investments  in default as to the
payment of  principal or  interest  was $1,378,000,  consisting of  $500,000  of
non-investment-grade  bonds and  $878,000 of mortgage  loans. Such nonperforming
investments had an estimated fair value of $1,378,000.
    
 
   
As a  component of  its asset  and liability  management strategy,  the  Company
utilizes  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.  The  Company  typically
utilizes   Swap  Agreements  to   create  a  hedge   that  effectively  converts
floating-rate assets and liabilities to fixed-rate instruments. At September 30,
1997, the Company had one outstanding  Swap Agreement with a notional  principal
amount  of $15.9 million, which matures in December, 2024. The net interest paid
amounted to $0.1 million for the year ended September 30, 1997, and is  included
in Interest Expense on Guaranteed Investment Contracts in the income statement.
    
 
   
At  September 30, 1997, $5,276,000 of bonds,  at amortized cost, were on deposit
with regulatory authorities in accordance with statutory requirements.
    
 
   
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  real estate  investments and
other invested assets  except for cost-method  partnerships) 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
    
 
                                       44
<PAGE>
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
    
 
   
4.  FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)
    
   
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.
    
 
   
COMMON STOCKS:  Fair value is based principally on independent pricing services,
broker quotes and other independent information.
    
 
   
COST-METHOD PARTNERSHIPS:  Fair value  of limited partnerships accounted for  by
using  the cost method  is based upon  the fair value  of the net  assets of the
partnerships as determined by the general partners.
    
 
   
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  and is net of  the
estimated  fair value  of hedging  Swap Agreements,  determined from independent
broker quotes.
    
 
   
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.
    
 
   
SUBORDINATED  NOTES PAYABLE  TO PARENT:   Fair value  is estimated  based on the
quoted market prices for similar issues.
    
 
                                       45
<PAGE>
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
    
 
   
4.  FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)
    
   
The estimated fair values  of the Company's  financial instruments at  September
30,  1997  and 1996,  compared  with their  respective  carrying values,  are as
follows:
    
 
   
<TABLE>
<CAPTION>
                                                                         CARRYING VALUE     FAIR VALUE
                                                                         ---------------  ---------------
<S>                                                                      <C>              <C>
1997:
 
ASSETS:
  Cash and short-term investments......................................  $   113,580,000  $   113,580,000
  Bonds, notes and redeemable preferred stocks.........................    1,986,194,000    1,986,194,000
  Mortgage loans.......................................................      339,530,000      354,495,000
  Common stocks........................................................        1,275,000        1,275,000
  Cost-method partnerships.............................................       46,880,000       84,186,000
  Variable annuity assets..............................................    9,343,200,000    9,343,200,000
 
LIABILITIES:
  Reserves for fixed annuity contracts.................................    2,098,803,000    2,026,258,000
  Reserves for guaranteed investment contracts.........................      295,175,000      295,175,000
  Payable to brokers for purchases of securities.......................          263,000          263,000
  Variable annuity liabilities.........................................    9,343,200,000    9,077,200,000
  Subordinated notes payable to Parent.................................       36,240,000       37,393,000
                                                                         ---------------  ---------------
                                                                         ---------------  ---------------
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
  Common stocks........................................................        3,970,000        3,970,000
  Cost-method partnerships.............................................       45,070,000       70,553,000
  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
                                                                         ---------------  ---------------
                                                                         ---------------  ---------------
</TABLE>
    
 
   
5.  SUBORDINATED NOTES PAYABLE TO PARENT
    
 
   
Subordinated notes payable to Parent equalled $36,240,000 at an interest rate of
9% at September 30, 1997 and  require principal payments of $7,500,000 in  1998,
$23,060,000 in 1999 and $5,400,000 in 2000.
    
 
   
6.  CONTINGENT LIABILITIES
    
 
   
The Company has entered into three agreements in which it has provided liquidity
support for certain short-term securities of three 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. The maximum liability  under
these  guarantees is $242,600,000.  Management does not  anticipate any material
future losses with respect to these liquidity support facilities.
    
 
   
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 relating
to such litigation 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.
    
 
                                       46
<PAGE>
   
                     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, 1997 and 1996, 3,511 shares were outstanding.
    
 
   
Changes in shareholder's equity are as follows:
    
 
   
<TABLE>
<CAPTION>
                                                                      YEARS ENDED SEPTEMBER 30,
                                                             -------------------------------------------
                                                                 1997           1996           1995
                                                             -------------  -------------  -------------
<S>                                                          <C>            <C>            <C>
ADDITIONAL PAID-IN CAPITAL:
  Beginning balance........................................  $ 280,263,000  $ 252,876,000  $ 252,876,000
  Capital contributions received...........................     28,411,000     27,387,000       --
                                                             -------------  -------------  -------------
  Ending balance...........................................  $ 308,674,000  $ 280,263,000  $ 252,876,000
                                                             -------------  -------------  -------------
                                                             -------------  -------------  -------------
RETAINED EARNINGS:
  Beginning balance........................................    207,002,000    191,346,000    152,088,000
  Net income...............................................     63,126,000     45,056,000     39,258,000
  Dividend paid............................................    (25,500,000)   (29,400,000)      --
                                                             -------------  -------------  -------------
  Ending balance...........................................  $ 244,628,000  $ 207,002,000  $ 191,346,000
                                                             -------------  -------------  -------------
                                                             -------------  -------------  -------------
NET UNREALIZED GAINS/LOSSES ON DEBT AND EQUITY SECURITIES
 AVAILABLE FOR SALE:
  Beginning balance........................................  $  (5,521,000) $  (5,673,000) $ (24,953,000)
  Change in net unrealized gains/losses on debt securities
   available for sale......................................     57,463,000     (2,904,000)    71,302,000
  Change in net unrealized gains/losses on equity
   securities available for sale...........................        (55,000)     3,538,000     (1,240,000)
  Change in adjustment to deferred acquisition costs.......    (20,600,000)      (400,000)   (40,400,000)
  Tax effects of net changes...............................    (12,882,000)       (82,000)   (10,382,000)
                                                             -------------  -------------  -------------
  Ending balance...........................................  $  18,405,000  $  (5,521,000) $  (5,673,000)
                                                             -------------  -------------  -------------
                                                             -------------  -------------  -------------
</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. Dividends in  the amounts of  $25,500,000 and $29,400,000  were
paid  on April 1, 1997 and March  18, 1996, respectively. No dividends were paid
in fiscal year 1995.
    
 
   
Under  statutory  accounting  principles  utilized  in  filings  with  insurance
regulatory  authorities,  the Company's  net income  for  the nine  months ended
September 30, 1997 was $45,743,000. The statutory net income for the year  ended
December  31, 1996 was $27,928,000 and for  the year ended December 31, 1995 was
$30,673,000. The Company's  statutory capital  and surplus  was $325,712,000  at
September  30,  1997,  $311,176,000 at  December  31, 1996  and  $294,767,000 at
December 31, 1995.
    
 
                                       47
<PAGE>
   
                     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>
1997:
 
Currently payable...........................................  $  (3,635,000) $  50,828,000  $  47,193,000
Deferred....................................................     (2,258,000)   (13,766,000)   (16,024,000)
                                                              -------------  -------------  -------------
Total income tax expense....................................  $  (5,893,000) $  37,062,000  $  31,169,000
                                                              -------------  -------------  -------------
                                                              -------------  -------------  -------------
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
                                                              -------------  -------------  -------------
                                                              -------------  -------------  -------------
</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,
                                                                 ----------------------------------------
                                                                     1997          1996          1995
                                                                 ------------  ------------  ------------
<S>                                                              <C>           <C>           <C>
Amount computed at statutory rate..............................  $ 33,003,000  $ 24,258,000  $ 22,749,000
Increases (decreases) resulting from:
  Amortization of differences between book and tax bases of net
   assets acquired.............................................       666,000       464,000     3,049,000
  State income taxes, net of federal tax benefit...............     1,950,000     2,070,000       437,000
  Dividends-received deduction.................................    (4,270,000)   (2,357,000)      --
  Tax credits..................................................      (318,000)     (257,000)     (168,000)
  Other, net...................................................       138,000        74,000      (328,000)
                                                                 ------------  ------------  ------------
Total income tax expense.......................................  $ 31,169,000  $ 24,252,000  $ 25,739,000
                                                                 ------------  ------------  ------------
                                                                 ------------  ------------  ------------
</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,  1997.  The  Company  does  not  anticipate  any
transactions which would cause any part of this surplus to be taxable.
    
 
                                       48
<PAGE>
   
                     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,
                                                                   -----------------------------
                                                                        1997           1996
                                                                   --------------  -------------
<S>                                                                <C>             <C>
DEFERRED TAX LIABILITIES:
Investments......................................................  $   13,160,000  $  15,036,000
Deferred acquisition costs.......................................     154,949,000    136,747,000
State income taxes...............................................       1,777,000      1,466,000
Net unrealized gains on debt and equity securities available for
 sale............................................................       9,910,000       --
                                                                   --------------  -------------
Total deferred tax liabilities...................................     179,796,000    153,249,000
                                                                   --------------  -------------
DEFERRED TAX ASSETS:
Contractholder reserves..........................................    (108,090,000)   (77,522,000)
Guaranty fund assessments........................................      (2,707,000)    (1,031,000)
Other assets.....................................................      (1,952,000)    (1,534,000)
Net unrealized losses on debt and equity securities available for
 sale............................................................        --           (2,973,000)
                                                                   --------------  -------------
Total deferred tax assets........................................    (112,749,000)   (83,060,000)
                                                                   --------------  -------------
Deferred income taxes............................................  $   67,047,000  $  70,189,000
                                                                   --------------  -------------
                                                                   --------------  -------------
</TABLE>
    
 
   
9.  RELATED PARTY MATTERS
    
 
   
The Company pays commissions to two affiliated companies, SunAmerica Securities,
Inc.  and  Advantage  Capital  Corp. Commissions  paid  to  these broker-dealers
totaled $25,492,000 in 1997, $16,906,000 in 1996, and $9,435,000 in 1995.  These
broker-dealers,  when combined  with the  Company's wholly  owned broker-dealer,
represent  a  significant  portion  of  the  Company's  business,  amounting  to
approximately  36.1%,  38.3%, and  40.6% of  premiums in  1997, 1996,  and 1995,
respectively.  The  Company  also   sells  its  products  through   unaffiliated
broker-dealers,  the largest  two of  which represented  approximately 19.2% and
10.1% of premiums in 1997, 19.7% and 10.2% in 1996, and 18.8% and 4.3% in  1995,
respectively.
    
 
   
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  $86,116,000  for  the year  ended  September  30,  1997,
$65,351,000  for the year ended September 30,  1996 and $42,083,000 for the year
ended  September  30,   1995.  Such   amounts  are  included   in  General   and
Administrative Expenses in the income statement.
    
 
   
The  Parent  made  capital contributions  of  $28,411,000 in  December  1996 and
$27,387,000 in  December  1995 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.
    
 
   
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, 1997,  the Company  sold various invested
assets to SunAmerica  Life Insurance  Company and to  CalAmerica Life  Insurance
Company  for  cash  equal to  their  current  market values  of  $15,776,000 and
$15,000, respectively. The  Company recorded net  gains aggregating $276,000  on
such transactions.
    
 
                                       49
<PAGE>
   
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
    
 
   
9.  RELATED PARTY MATTERS (CONTINUED)
    
   
During  the year  ended September 30,  1997, the Company  also purchased certain
invested assets from SunAmerica Life Insurance Company and from CalAmerica  Life
Insurance  Company for cash  equal to their current  market values of $8,717,000
and $284,000, respectively.
    
 
   
During the year  ended September  30, 1996,  the Company  sold various  invested
assets  to the Parent and to SunAmerica Life Insurance Company for cash equal to
their current  market  values of  $274,000  and $47,321,000,  respectively.  The
Company recorded net losses aggregating $3,000 on such transactions.
    
 
   
During  the year  ended September 30,  1996, the Company  also purchased certain
invested assets from SunAmerica Life Insurance  Company for cash equal to  their
current market values, which aggregated $28,379,000.
    
 
   
10. BUSINESS SEGMENTS
    
 
   
Summarized data for the Company's business segments follow:
    
 
   
<TABLE>
<CAPTION>
                                                               TOTAL
                                                            DEPRECIATION
                                                                AND
                                                 TOTAL      AMORTIZATION     PRETAX
                                               REVENUES       EXPENSE        INCOME       TOTAL ASSETS
                                             -------------  ------------  ------------  ----------------
<S>                                          <C>            <C>           <C>           <C>
1997:
 
Annuity operations.........................  $ 332,845,000  $ 55,675,000  $ 74,792,000  $ 12,438,021,000
Broker-dealer operations...................     38,005,000       689,000    16,705,000        51,400,000
Asset management...........................     35,661,000    16,357,000     2,798,000        81,518,000
                                             -------------  ------------  ------------  ----------------
Total......................................  $ 406,511,000  $ 72,721,000  $ 94,295,000  $ 12,570,939,000
                                             -------------  ------------  ------------  ----------------
                                             -------------  ------------  ------------  ----------------
1996:
 
Annuity operations.........................  $ 256,681,000  $ 43,974,000  $ 53,827,000  $  9,092,770,000
Broker-dealer operations...................     31,053,000       449,000    13,033,000        37,355,000
Asset management...........................     33,047,000    18,295,000     2,448,000        74,410,000
                                             -------------  ------------  ------------  ----------------
Total......................................  $ 320,781,000  $ 62,718,000  $ 69,308,000  $  9,204,535,000
                                             -------------  ------------  ------------  ----------------
                                             -------------  ------------  ------------  ----------------
1995:
 
Annuity operations.........................  $ 211,587,000  $ 38,350,000  $ 55,462,000  $  7,667,946,000
Broker-dealer operations...................     24,194,000       411,000     9,025,000        29,241,000
Asset management...........................     34,427,000    24,069,000       510,000        86,510,000
                                             -------------  ------------  ------------  ----------------
Total......................................  $ 270,208,000  $ 62,830,000  $ 64,997,000  $  7,783,697,000
                                             -------------  ------------  ------------  ----------------
                                             -------------  ------------  ------------  ----------------
</TABLE>
    
 
                                       50
<PAGE>
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  the  Market Value
Adjustment. 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
 
where:
 
                I is the Guarantee Rate you are earning on the money invested in
the fixed investment option;
 
                J is the Guarantee 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.
 
   
* if the issue state is Pennsylvania, this number will be zero.
    
 
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
ten year fixed investment option at a Guarantee Rate of 7%;
 
    (2) You make a  partial withdrawal of  $4,000 when 2  1/2 years (30  months)
remain  in the  ten year term  you initially agreed  to leave your  money in the
fixed investment option (N=30);
 
    (3) you have not made any other transfers, additional Purchase Payments,  or
withdrawals.
 
No  withdrawal  charges  are reflected  in  the examples  because  your Purchase
Payment has been in the contract for more than 7 full years.
 
NEGATIVE ADJUSTMENT:
 
Assume that on the date  of withdrawal, the Guarantee Rate  in effect for a  new
investment in the three year (rounded up to the next full year) fixed investment
option is 8%:
 
The Market Value Adjustment factor is equal to:
                N/12
[(1+I)/(1+J+.005)]     -1
                 30/12
[(1.07)/(1.08+.005)]      -1
         2.5
(0.986175)    -1
0.965795-1
- -0.034205
 
The  requested withdrawal  amount is multiplied  by the  Market Value Adjustment
factor to determine the Market Value Adjustment:
 
                         $4,000 X (-0.034205)= -$136.82
 
$136.82 represents the Market  Value Adjustment that will  be deducted from  the
remaining money in the ten year fixed investment option.
 
POSITIVE ADJUSTMENT:
 
Assume  that on the date  of withdrawal, the Guarantee Rate  in effect for a new
investment in the three year (rounded up to the next full year) fixed investment
option is 6%:
 
The Market Value Adjustment factor is equal to:
                            N/12
           [(1+I)/(1+J+.005)]     -1
                            30/12
           [(1.07)/(1.06+.005)]      -1
                    2.5
           (1.004695)    -1
           1.011778-1
           +0.011778
 
The requested withdrawal  amount is  multiplied by the  Market Value  Adjustment
factor to determine the Market Value Adjustment:
 
                            $4,000 X .011778= +47.11
 
$47.11  represents  the Market  Value  Adjustment that  would  be added  to your
withdrawal.
 
                                       51
<PAGE>
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 tax rates
payable on premiums in effect in those  states that assess a premium tax, as  of
the date of this prospectus. For current information you should consult your tax
advisor.   Additionally,  please   see  Section  5   "Expenses"  for  additional
information on Premium Taxes.
 
<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%
Michigan.......................................................................      .00075%        .00075%
Nevada.........................................................................           0%           3.5%
South Dakota...................................................................           0%          1.25%
West Virginia..................................................................           1%             1%
Wyoming........................................................................           0%             1%
</TABLE>
 
                                       52
<PAGE>
Please   forward  a  copy  (without  charge)  of  the  Statement  of  Additional
Information concerning SEASONS Variable Annuity Contracts 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 54299, Los Angeles, California 90054-0299.
<PAGE>
                                    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
- -----------  --------------------------------------------------------------------------------------
<C>          <S>
        (1)  Form of Underwriting Agreement*
        (2)  Plan of Acquisition, Reorganization, Arrangement, Liquidation or Succession**
        (3)  (a)  Articles of Incorporation*
             (b)  By-Laws*
        (4)  (a)  Allocated Fixed and Variable Group Annuity Certificate*
             (b)  Individual Fixed and Variable Annuity Contract*
             (c)  Participant Enrollment Form*
             (d)  Deferred Annuity Application*
        (5)  Opinion of Counsel re: Legality*
        (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 (included on signature page)*
       (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>
    
 
FINANCIAL STATEMENTS***
 
   
                                            * Previously filed
    
 
                                           ** Not Applicable
 
   
                                          *** Herewith
    
 
                                      II-1
<PAGE>
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.
 
                                      II-2
<PAGE>
                                   SIGNATURES
 
   
    Pursuant to the Securities Act of 1933, the Registrant has duly caused this
Post-Effective Amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Los
Angeles, and the State of California, on this 19th day of January, 1998.
    
 
                                  ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
                                  By:           /s/ JAY S. WINTROB
                                  ----------------------------------------------
 
                                                  Jay S. Wintrob
                                             Executive Vice President
 
   
    Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment to the Registration Statement has been signed by the
following persons in the capacities and on the dates indicated.
    
 
   
<TABLE>
<CAPTION>
                   SIGNATURE                                        TITLE                            DATE
- ------------------------------------------------  ------------------------------------------  -------------------
<S>                                               <C>                                         <C>
                   ELI BROAD*                       President, Chief Executive Officer, &
     --------------------------------------         Chairman of Board (Principal Executive
                   Eli Broad                                       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)
 
                 LORIN M. FIFE*
     --------------------------------------                        Director
                 Lorin M. Fife
 
               JAMES R. BELARDI*
     --------------------------------------                        Director
                James R. Belardi
 
                 JANA W. GREER*
     --------------------------------------                        Director
                 Jana W. Greer
 
              /s/ SUSAN L. HARRIS
     --------------------------------------                        Director                    January 19, 1998
                Susan L. Harris
 
                PETER MCMILLAN*
     --------------------------------------                        Director
                 Peter McMillan
 
                JAMES W. ROWAN*
     --------------------------------------                        Director
                 James W. Rowan
 
                JAY S. WINTROB*
     --------------------------------------                        Director
                 Jay S. Wintrob
 
        *By:        /s/ SUSAN L. HARRIS
        ----------------------------------                     Attorney-in-Fact
                  Susan L. Harris
</TABLE>
    
 
   
January 19, 1998
    
<PAGE>
                                 EXHIBIT INDEX
 
   
<TABLE>
<CAPTION>
EXHIBIT NO.  DESCRIPTION
- -----------  --------------------------------------------------------------------------------------
<C>          <S>
   (23)      (a)  Consent of Independent Accountants
   (27)      Financial Data Schedule
</TABLE>
    

<PAGE>
                                                                   EXHIBIT 23(A)
 
                       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 7, 1997 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
January 19, 1998
    

<TABLE> <S> <C>

<PAGE>
<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-K FOR THE YEAR ENDED SEPTEMBER 30, 1997 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          SEP-30-1997
<PERIOD-END>                               SEP-30-1997
<DEBT-HELD-FOR-SALE>                     1,986,194,000
<DEBT-CARRYING-VALUE>                                0
<DEBT-MARKET-VALUE>                                  0
<EQUITIES>                                   1,275,000
<MORTGAGE>                                 339,530,000
<REAL-ESTATE>                               24,000,000
<TOTAL-INVEST>                           2,608,301,000
<CASH>                                     113,580,000
<RECOVER-REINSURE>                                   0
<DEFERRED-ACQUISITION>                     536,155,000
<TOTAL-ASSETS>                          12,570,939,000
<POLICY-LOSSES>                          2,393,978,000
<UNEARNED-PREMIUMS>                                  0
<POLICY-OTHER>                                       0
<POLICY-HOLDER-FUNDS>                                0
<NOTES-PAYABLE>                             36,240,000
                        3,511,000
                                          0
<COMMON>                                             0
<OTHER-SE>                                 571,707,000
<TOTAL-LIABILITY-AND-EQUITY>            12,570,939,000
                                           0
<INVESTMENT-INCOME>                        205,068,000
<INVESTMENT-GAINS>                        (17,394,000)
<OTHER-INCOME>                             213,146,000
<BENEFITS>                                 131,867,000
<UNDERWRITING-AMORTIZATION>                 66,879,000
<UNDERWRITING-OTHER>                         8,977,000
<INCOME-PRETAX>                             94,295,000
<INCOME-TAX>                                31,169,000
<INCOME-CONTINUING>                         63,126,000
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                63,126,000
<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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