<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 5, 1999
REGISTRATION NO. 33-67689
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
FORM S-1
AMENDMENT NO. 3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
------------------------
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)
<TABLE>
<S> <C> <C> <C> <C>
TITLE OF PROPOSED PROPOSED
EACH CLASS OF MAXIMUM MAXIMUM
SECURITIES AMOUNT OFFERING AGGREGATE AMOUNT OF
TO BE TO BE PRICE OFFERING REGISTRATION
REGISTERED REGISTERED PER UNIT PRICE FEE
Flexible Payment Group and
Individual Deferred Annuity
Contracts * * $20,360,000 $5,560.00*
</TABLE>
* These securities were registered and the fee was paid in Pre-Effective
Amendment No. 2.
Approximate date of commencement of proposed sale to the public: As soon
after the effective date of this Registration Statement as is practicable.
If the only securities being registered on this form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. / /
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, other than securities offered only in connection with dividend or interest
reinvestment plans, check the following box. /X/
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. / /____________________
If this form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. / /____________________
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. / /
------------------------------
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
(incorporated herein by reference to Pre-Effective Amendment No. 2 to this
registration statement (333-67689))
<PAGE>
[LOGO]
PROFILE
(Incorporated herein by
reference to Pre-Effective
Amendment No. 2 to
this registration statement
(333-67689)
<PAGE>
[LOGO]
PROSPECTUS
(Incorporated by reference to Pre-Effective Amendment No. 2 to this registration
statement (333-67685))
<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****
(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>
* Previously filed with the
Registration Statement of Anchor
National Life Insurance Company
(333-08877) Pre-Effective
Amendment No. 1
** Not Applicable
*** Filed Herewith
**** Previously filed in this initial
Registration Statement
II-1
<PAGE>
***** Previously filed on Form 10K,
SEC Registration Number
001-08787, filed on March 30,
1998
+ Incorporated in Exhibit (5)
filed herewith
++ Previously filed in
Pre-Effective Amendment No. 2 to
this registration statement
(333-67689).
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
Pre-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 5th day of February, 1999.
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 February 5, 1999
Eli Broad Executive Officer)
SCOTT L. ROBINSON*
-------------------------------------- Senior Vice President & Director February 5, 1999
Scott L. Robinson (Principal Financial Officer)
N. SCOTT GILLIS*
-------------------------------------- Senior Vice President & Controller February 5, 1999
N. Scott Gillis (Principal Accounting Officer)
JAMES R. BELARDI*
-------------------------------------- Director February 5, 1999
James R. Belardi
JANA W. GREER*
-------------------------------------- Director February 5, 1999
Jana W. Greer
/s/ SUSAN L. HARRIS
-------------------------------------- Director February 5, 1999
Susan L. Harris
PETER MCMILLAN*
-------------------------------------- Director February 5, 1999
Peter McMillan
JAMES W. ROWAN*
-------------------------------------- Director February 5, 1999
James W. Rowan
/s/ JAY S. WINTROB
-------------------------------------- Director February 5, 1999
Jay S. Wintrob
*By: SUSAN L. HARRIS
-------------------------------------- Attorney in Fact February 5, 1999
Susan L. Harris
</TABLE>
S-1
<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 9, 1998 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.
PricewaterhouseCoopers LLP
Los Angeles, California
January 27, 1999
