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SUPP-2581-ZAVA
ZENITH ACCUMULATOR
Individual Variable Annuity Contracts
Issued By
Metropolitan Life Insurance Company
One Madison Avenue
New York, New York 10010
(212) 578-3638
Designated Office:
New England Life Insurance Company
501 Boylston Street
Boston, Massachusetts 02116
(617) 578-2000
SUPPLEMENT DATED AUGUST 30, 1996
TO PROSPECTUS DATED MAY 1, 1996
This supplement updates information in and should be read in conjunction with
the prospectus dated May 1, 1996, describing individual flexible and single
purchase payment variable annuity contracts (the "Contracts") funded by The New
England Variable Account (the "Variable Account"). A copy of the May 1, 1996
prospectus can be obtained by writing to New England Securities Corporation at
399 Boylston Street, Boston, Massachusetts 02116.
MERGER
On August 30, 1996, New England Mutual Life Insurance Company ("The New
England") merged with and into Metropolitan Life Insurance Company (the
"Company"). Upon consummation of the merger, The New England's separate
corporate existence ceased by operation of law, and the Company assumed legal
ownership of all of the assets of The New England, including the Variable
Account and its assets. As a result of the merger, the Company also has become
responsible for all of The New England's liabilities and obligations, including
those created under the Contracts. The Contracts have thereby become variable
contracts funded by a separate account of the Company, and each Contract Owner
has thereby become a contractholder of the Company. Thus, all references
throughout the May 1, 1996 prospectus to "The New England" and "the Company"
(other than those describing the merger) now refer to Metropolitan Life
Insurance Company rather than The New England. The Company does not expect the
merger to have any adverse tax consequences on Contract Owners.
As a contractholder of the Company, each Contract Owner is entitled to vote
at the Company's Annual Meeting of Policyholders.
THE COMPANY
The Company is a mutual life insurance company whose principal office is at
One Madison Avenue, New York, New York 10010. The Company was organized in 1866
under the laws of the State of New York and has engaged in the life insurance
business under its present name since 1868. It operates as a life insurance
company in all 50 states, the District of Columbia, Puerto Rico and all
provinces of Canada. The Company has over $177 billion in assets under
management.
Contracts issued before August 30, 1996 were issued by The New England. On
August 30, 1996, The New England merged with and into the Company, which
thereby acquired the Variable Account and assumed the liabilities and
obligations under the Contracts outstanding on that date.
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New England Life Insurance Company ("NELICO"), which was a subsidiary of The
New England and became a subsidiary of the Company as a result of the Merger,
provides administrative services for the Contracts and the Variable Account
pursuant to an administrative services agreement with the Company. These
administrative services include maintenance of Contract Owner records and
accounting, valuation, regulatory and reporting services. NELICO, located at
501 Boylston Street, Boston, Massachusetts 02116, is the Company's Designated
Office for receipt of Purchase Payments, loan repayments, requests and
elections, and communications regarding death of the Annuitant.
THE VARIABLE ACCOUNT
The Variable Account was established by The New England pursuant to the
provisions of Massachusetts law on July 15, 1987, and became a separate account
of the Company, subject to New York law, pursuant to the merger of The New
England with and into the Company.
There have been changes to the names of two of the Eligible Funds in which
the Variable Account invests. As described below, the name of the Venture Value
Series has been changed to "Davis Venture Value Series" and the name of the
Westpeak Value Growth Series has been changed to "Westpeak Growth and Income
Series," effective August 30, 1996. To correspond to these name changes, the
Zenith Venture Value Sub-Account has been redesignated the "Zenith Davis
Venture Value Sub-Account" and the Zenith Westpeak Value Growth Sub-Account has
been redesignated the "Zenith Westpeak Growth and Income Sub-Account."
LOAN PROVISION
The final sentence of the second full paragraph on page A-25 is modified as
follows to reflect the terms of Contract loans for Contracts issued in South
Carolina:
(Under certain loans made prior to the date of this prospectus and loans made
in South Carolina, repayments will be allocated, unless you request otherwise,
according to the allocation instructions in effect for purchase payments under
your Contract, pursuant to the terms of the applicable Contract loan
endorsement.)
FINANCIAL INFORMATION
Financial statements reflecting the historical financial information of the
Variable Account and the Company, as well as pro forma financial information
reflecting the merger of The New England with and into the Company, may be
found in the Statement of Additional Information, a copy of which can be
obtained by writing to New England Securities Corporation at 399 Boylston
Street, Boston, Massachusetts 02116.
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NEW ENGLAND ZENITH FUND
Supplement Dated August 30, 1996
to
Prospectus Dated May 1, 1996
This supplement updates information in and should be read in conjunction with
the prospectus dated May 1, 1996, regarding the following:
(1) The name of the Venture Value Series has been changed to "Davis Venture
Value Series" and the name of the Westpeak Value Growth Series has been changed
to "Westpeak Growth and Income Series."
(2) On August 30, 1996 New England Mutual Life Insurance Company ("The New
England") merged into Metropolitan Life Insurance Company ("MetLife"). MetLife
is the surviving company of the merger. In connection with the merger, New
England Variable Life Insurance Company ("NEVLICO") became a subsidiary of
MetLife and changed its name to New England Life Insurance Company ("NELICO").
Thus, all references throughout the May 1, 1996 prospectus to The New England
now refer to MetLife rather than The New England and all references to NEVLICO
now refer to NELICO except as follows: (a) on page B-35 the reference to The
New England under "Performance Information" remains unchanged and "its
affiliates" is replaced with "TNE Advisers, Inc."; (b) on page B-37 the
reference to The New England in the third paragraph under "Yield" is changed to
"TNE Advisers, Inc."; (c) the references to The New England on pages B-41 and
B-42 in the section under "TNE Advisers, Inc." are changed to "NELICO" except
in the sixth and tenth lines of the third paragraph where references to The New
England are changed to "MetLife" and the last two paragraphs under this section
are deleted; (d) references to The New England on page B-43 under "Back Bay
Advisors" remain unchanged; (e) references to The New England on page B-46
under "Voluntary Expense Agreement" remain unchanged; (f) the reference to The
New England on page B-48 in the second paragraph under "Miscellaneous
Arrangements" is changed to "NELICO"; and (g) on page B-50 the sentence under
"Transfer Agent" is replaced by the following: "The transfer agent and the
dividend paying agent for the Fund is NELICO, 501 Boylston Street, Boston,
Massachusetts 02116."
(3) The second sentence of the second paragraph under Loomis Sayles Small Cap
Series on page B-17 is replaced with the following: "Typically, such companies
have market capitalization of less than $1 billion, have better than average
growth rates at below average price/earnings ratios and have strong balance
sheets and cash flows."
(4) The texts of footnote (d) on page B-7, relating to the Loomis Sayles
Avanti Growth Series, footnote (d) on page B-9 relating to the Westpeak Value
Growth Series, footnote (a) on page B-10, relating to the Westpeak Stock Index
Series and footnote (a) on page B-16, relating to the Back Bay Advisors Money
Market Series should be replaced with the following: "The expense ratios
presented in this table give effect to voluntary expense agreement limits
referred to on page B-46."
(5) The following language relating to the Alger Equity Growth Series should
be added to page B-45 of the prospectus at the end of the section "Sub-Advisory
Fees": "Effective May 1, 1996, Alger Management has agreed with TNE Advisers,
Inc. that the sub-advisory fee payable by TNE Advisers, Inc. to Alger
Management will be reduced by 0.05% of the first $240 million of the excess of
the Series' average daily net assets over $10 million, and by 0.10% of the
excess of the Series' average daily net assets over $250 million. This fee
reduction benefits TNE Advisers, Inc. but does not reduce the advisory fees
payable by the Series. The fee reduction agreement will expire on (a) January
1, 1998 or (b) at such time as TNE Advisers, Inc. has recovered certain
expenses (generally those expenses borne by TNE Advisers, Inc. under the
Expense Deferral Arrangement prior to January 1, 1996 which were not recovered
from the Series), whichever occurs first."
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