VARIABLE SEPARATE ACCOUNT OF ANCHOR NATIONAL LIFE INSUR CO
485APOS, 1999-02-02
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<PAGE>   1
                                                           File Nos. 333-25473 
                                                                      811-3859  


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM N-4
                   REGISTRATION STATEMENT UNDER THE SECURITIES
                                   ACT OF 1933                               [X]


                            Pre-Effective Amendment No.                      [ ]
   
                            Post-Effective Amendment No. 5                   [X]
                                     and/or
    

                   REGISTRATION STATEMENT UNDER THE INVESTMENT
                             COMPANY ACT OF 1940                             [X]

   
                                Amendment No. 6
                        (Check appropriate box or boxes)
    

                            VARIABLE SEPARATE ACCOUNT
                           (Exact Name of Registrant)

                     Anchor National Life Insurance Company
                               (Name of Depositor)

                               1 SunAmerica Center
                       Los Angeles, California 90067-6022
              (Address of Depositor's Principal Offices) (Zip Code)

                Depositor's Telephone Number, including Area Code
                                 (310) 772-6000

                              Susan L. Harris, Esq.
                     Anchor National Life Insurance Company
                               1 SunAmerica Center
                       Los Angeles, California 90067-6022
                     (Name and Address of Agent for Service)

<TABLE>
<CAPTION>
Title
of Securities
Being Registered
- ----------------
<S>                    <C>
Flexible Payment
Deferred Annuity
Contracts       
                
                
</TABLE>


It is proposed that this filing will become effective:
   
        -- immediately upon filing pursuant to paragraph (b) of Rule 485 
           on [   ] pursuant to paragraph (b) of Rule 485 
        -- 60 days after filing pursuant to paragraph (a) of Rule 485 
        X  on March 30, 1999 pursuant to paragraph (a) of Rule 485
    



<PAGE>   2







               PART B - STATEMENT OF ADDITIONAL INFORMATION

        Certain information required in part B of the Registration Statement has
been included within the Prospectus forming part of this Registration Statement;
the following cross-references suffixed with a "P" are made by reference to the
captions in the Prospectus.

<TABLE>
<CAPTION>
Item Number in Form N-4                             Caption
- -----------------------                             -------
<S>     <C>                                         <C> 
15.     Cover Page.............................     Cover Page

16.     Table of Contents......................     Table of Contents

17.     General Information and History........     The Polaris II Variable
                                                    Annuity (P); Separate
                                                    Account; General Account;
                                                    Investment Options (P);
                                                    Other Information

18.     Services...............................     Other Information (P)

19.     Purchase of Securities Being Offered...     Purchasing a Polaris II
                                                    Variable Annuity Contract
                                                    (P)

20.     Underwriters...........................     Distribution of Contracts

21.     Calculation of Performance Data........     Performance Data

22.     Annuity Payments.......................     Income Options (P);
                                                    Income Payments;
                                                    Annuity Unit Values

23.     Financial Statements...................     Depositor: Other
                                                    Information - Financial
                                                    Statements; Registrant:
                                                    Financial Statements

</TABLE>


                                     PART C


        Information required to be included in Part C is set forth under the
appropriate item, so numbered, in Part C of this Registration Statement.



<PAGE>   3
 
                              [LOGO]
 
   
THIS PROFILE IS A SUMMARY OF SOME OF THE MORE IMPORTANT POINTS THAT YOU SHOULD
KNOW AND CONSIDER BEFORE PURCHASING THE POLARIS(II) VARIABLE ANNUITY. THE
ANNUITY IS MORE FULLY DESCRIBED IN THE PROSPECTUS. PLEASE READ THE PROSPECTUS 
CAREFULLY.
 
                                 March 30, 1999
    
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                       1. THE POLARIS(II) VARIABLE ANNUITY
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
The Polaris(II) Variable Annuity is a contract between you and Anchor National
Life Insurance Company. It is designed to help you invest on a tax-deferred
basis and meet long-term financial goals, such as retirement funding. Tax
deferral means all your money, including the amount you would otherwise pay in
current income taxes, remains in your contract to generate more earnings. Your
money could grow faster than it would in a comparable taxable investment.
 
   
Polaris(II) offers a diverse selection of money managers and investment options.
You may divide your money among any or all 27 variable portfolios and 7 fixed
account options. To the extent you invest in the variable portfolios, your
investment is not guaranteed. The value of your Polaris(II) contract can 
fluctuate up and down, based on the performance of the underlying investments
you select and you may experience a loss.
    
 
The variable portfolios offer professionally managed investment choices with
goals ranging from capital preservation to aggressive growth. Your choices for
the various investment options are found on the next page.
 
The contract also offers 7 fixed account options, for different time periods.
Each may have a different interest rate. Interest rates are guaranteed by Anchor
National.
 
Like most annuities, the contract has an accumulation phase and an income phase.
During the accumulation phase, you invest money in your contract. Your earnings
are based on the investment performance of the variable portfolios to which your
money is allocated and/or the interest rate(s) earned on the fixed account
option(s) in which you invest. 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. A
federal tax penalty may apply if you make withdrawals before age 59 1/2.
 
During the income phase, you may receive income payments from your annuity. Your
income payments may be fixed in dollar amount, vary with investment performance
or 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 affect the amount of your income payments
during the income phase.
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                               2. INCOME OPTIONS
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
You can select from one of five 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 when your income payments begin and if you want
your income payments to fluctuate with investment performance or remain
constant. Once you begin receiving income payments, you cannot change your
income option.
 
If your contract is part of a non-qualified retirement plan (one that is
established with after-tax dollars), payments during the income phase are
considered partly a return of your original investment. The "original
investment" part of each payment is not taxable as income. For contracts which
are part of a qualified retirement plan using before-tax dollars, the entire
income payment is taxable as income.
 
   
In addition to the above income options, you may also enroll in the Income
Protector program which provides a minimum retirement income guarantee, subject
to the provisions thereof.
    
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                       3. PURCHASING A POLARIS(II) VARIABLE
                                ANNUITY CONTRACT
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
You can buy a contract through your financial representative, who can also help
you complete the proper forms. For non-qualified contracts, the minimum initial
purchase payment is $5,000 and subsequent amounts of $500 or more may be added
to your contract at any time during the accumulation phase. For qualified
contracts, the minimum initial purchase payment is $2,000 and subsequent amounts
of $250 or more may be added to your contract at any time during the
accumulation phase.
<PAGE>   4
 
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                             4. INVESTMENT OPTIONS
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
You may allocate money to the following variable portfolios of the Anchor Series
Trust and/or the SunAmerica Series Trust:
 
ANCHOR SERIES TRUST
  MANAGED BY WELLINGTON MANAGEMENT COMPANY, LLP
      - Capital Appreciation Portfolio
      - Growth Portfolio
      - Natural Resources Portfolio
      - Government and Quality Bond Portfolio
 
SUNAMERICA SERIES TRUST
  MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
      - Global Equities Portfolio
      - Alliance Growth Portfolio
      - Growth-Income Portfolio
  MANAGED BY DAVIS SELECTED ADVISERS, L.P.
      - Venture Value Portfolio
      - Real Estate Portfolio
  MANAGED BY FEDERATED INVESTORS
      - Federated Value Portfolio
      - Utility Portfolio
      - Corporate Bond Portfolio
  MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT/
  GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL
      - Asset Allocation Portfolio
      - Global Bond Portfolio
  MANAGED BY MASSACHUSETTS FINANCIAL SERIES COMPANY
   
      - MFS Mid-Cap Growth
    
      - MFS Growth and Income Portfolio
      - MFS Total Return Portfolio
  MANAGED BY MORGAN STANLEY ASSET MANAGEMENT
      - International Diversified Equities Portfolio
      - Worldwide High Income Portfolio
  MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
      - Putnam Growth Portfolio
      - International Growth and Income Portfolio
      - Emerging Markets Portfolio
  MANAGED BY SUNAMERICA ASSET MANAGEMENT CORP.
      - Aggressive Growth Portfolio
      - "Dogs" of Wall Street Portfolio
      - SunAmerica Balanced Portfolio
      - High-Yield Bond Portfolio
      - Cash Management Portfolio
 
You may also allocate money to the 1-year fixed account option or the 3, 5, 7
and 10-year market value adjustment ("MVA") fixed account options and, under
certain circumstances, the 6-month and 1-year DCA fixed account options.
 
The interest rates applicable for these fixed account options may differ from
time to time, however, we will never credit less than a 3% annual effective
rate. Once established, the rate will not change during the selected period.
Your contract value will be adjusted up or down for withdrawals or transfers
from the 3, 5, 7 and 10-year fixed account options prior to the end of the
guarantee period.
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                                  5. EXPENSES
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
Each year, we deduct a $35 contract maintenance fee ($30 in North Dakota) from
your contract. We also deduct insurance charges which equal 1.52% annually of
the average daily value of your contract allocated to the variable portfolios.
 
As with other professionally managed investments, there are also investment
charges imposed on contracts with money allocated to the variable portfolios. We
estimate these fees to range from .58 to 1.90.
 
If you take money out of your contract, you may be assessed a withdrawal charge
which is a percentage of the money you withdraw. The percentage declines over
the time the money is in the contract.
 
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------
      Year           1        2        3        4        5        6        7        8
- -----------------------------------------------------------------------------------------
<S>               <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
 WITHDRAWAL
 CHARGE              7%       6%       5%       4%       3%       2%       1%       0%
- -----------------------------------------------------------------------------------------
</TABLE>
 
Each year, you are allowed to make 15 transfers without charge. After your first
15 free transfers, a $25 transfer fee ($10 in Pennsylvania and Texas) applies to
each subsequent transfer.
 
In a limited number of states, you may also be assessed a state premium tax of
up to 3.5% depending upon the state.
 
The following chart is designed to help you understand the charges in your
contract. The column "Total Annual Charges" shows the total of the 1.52%
insurance charges, the $35 contract maintenance fee and the investment charges
for each variable portfolio. We converted the contract maintenance fee to a
percentage using an assumed contract size of $40,000. The actual impact of this
charge on your contract may differ from this percentage.
 
The next two columns show two examples of the charges you would pay under the
contract. The examples assume that you invested $1,000 in a contract which earns
5% annually and that you withdraw your money: (1) at the end of year 1, and (2)
at the end of year 10. The premium tax is assumed to be 0% in both examples.
<PAGE>   5
 
   
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
                                                                                               EXAMPLES:
                                       TOTAL ANNUAL         TOTAL ANNUAL                     TOTAL EXPENSES   TOTAL EXPENSES
                                        INSURANCE            INVESTMENT       TOTAL ANNUAL     AT END OF        AT END OF
   ANCHOR SERIES TRUST PORTFOLIO         CHARGES              CHARGES           CHARGES          1 YEAR          10 YEARS
- ----------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>                  <C>               <C>            <C>              <C>
Capital Appreciation                      1.61%                 .68%             2.29%            $ 93             $262
Growth                                    1.61%                 .75%             2.36%            $ 94             $269
Natural Resources                         1.61%                 .88%             2.49%            $ 95             $282
Government and Quality Bond               1.61%                 .67%             2.28%            $ 93             $261
- ----------------------------------------------------------------------------------------------------------------------------
SUNAMERICA SERIES TRUST PORTFOLIO
Emerging Markets*                         1.61%                1.90%             3.51%            $105             $378
International Diversified Equities        1.61%                1.26%             2.87%            $ 99             $319
Global Equities                           1.61%                 .88%             2.49%            $ 95             $282
International Growth and Income*          1.61%                1.46%             3.07%            $101             $338
Aggressive Growth*                        1.61%                 .83%             2.44%            $ 95             $277
Real Estate*                              1.61%                 .95%             2.56%            $ 96             $289
MFS Mid-Cap Growth                        1.61%                  **%               **%            $ **             $ **
Putnam Growth                             1.61%                 .86%             2.47%            $ 95             $280
MFS Growth and Income(1)                  1.61%                 .73%             2.34%            $ 94             $267
Alliance Growth                           1.61%                 .64%             2.25%            $ 93             $258
"Dogs" of Wall Street*                    1.61%                 .85%             2.46%            $ 95             $279
Venture Value                             1.61%                 .75%             2.36%            $ 94             $269
Federated Value*                          1.61%                 .83%             2.44%            $ 95             $277
Growth-Income                             1.61%                 .60%             2.21%            $ 92             $254
Utility*                                  1.61%                1.01%             2.62%            $ 96             $295
Asset Allocation                          1.61%                 .64%             2.25%            $ 93             $258
MFS Total Return(2)                       1.61%                 .77%             2.38%            $ 94             $271
SunAmerica Balanced*                      1.61%                 .78%             2.39%            $ 94             $272
Worldwide High Income                     1.61%                1.08%             2.69%            $ 97             $302
High-Yield Bond                           1.61%                 .69%             2.30%            $ 93             $263
Corporate Bond                            1.61%                 .77%             2.38%            $ 94             $271
Global Bond                               1.61%                 .85%             2.46%            $ 95             $279
Cash Management                           1.61%                 .58%             2.19%            $ 92             $252
- ----------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>
    
 
 * For these Portfolios, the adviser, SunAmerica Asset Management Corp., has
   voluntarily agreed to waive fees or reimburse expenses, if necessary, to keep
   operating expenses at or below an established maximum amount. All waivers or
   reimbursements may be terminated at any time. For more detailed information,
   see Fee Tables and Examples in the prospectus.
 (1) Formerly named Growth/Phoenix and managed by Phoenix Investment Counsel,
Inc.
 (2) Formerly named Balanced/Phoenix and managed by Phoenix Investment Counsel,
Inc.
   
** To be provided by Amendment.
    
 
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                                    6. TAXES
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
Unlike taxable investments where earnings are taxed in the year they are earned,
taxes on amounts earned in a non-qualified contract are deferred until they are
withdrawn. In a qualified contract, all amounts are taxable when they are
withdrawn.
 
When you begin taking distributions or withdrawals from your contract, earnings
are considered to be taken out first and will be taxed at your ordinary income
rate. You may be subject to a 10% federal tax penalty for distributions or
withdrawals before age 59 1/2.
 
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                            7. ACCESS TO YOUR MONEY
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
During the first year, you may withdraw free of a withdrawal charge an amount
that is equal to the penalty-free earnings in your contract as of the date you
make the withdrawal or, if you participate in the systematic withdrawal program,
you may withdraw 10% of your total invested amount less any withdrawals made
during the year. The penalty-free earnings amount is calculated by taking the
value of your contract on the day you make the withdrawal and subtracting your
total invested amount. After the first year, your maximum free withdrawal amount
is the greater of: (1) the penalty-free earnings or (2) 10% of your total
invested amount that has been invested for at least one year, less any
withdrawals made during the year. Withdrawals in excess of these limits will be
assessed a withdrawal charge.
 
If you withdraw your entire contract value, you will not receive the benefit of
any free withdrawal amount. After your money has been in the contract for seven
full years, there are no withdrawal charges on that portion of the money that
you have invested for at least seven full years.
 
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                                 8. PERFORMANCE
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
When you invest in the PolarisII Variable Annuity, your money is actually
invested in the underlying portfolios of the Anchor Series Trust and/or the
SunAmerica Series Trust. The value of your annuity will fluctuate depending upon
the investment performance of the portfolio(s) you choose.
 
The following chart shows total returns for each portfolio for the time periods
shown. These numbers reflect the insurance charges, the contract maintenance fee
and the investment charges. Withdrawal charges are not reflected in the chart.
Past performance is no guarantee of future results.
<PAGE>   6
 
   
<TABLE>
<CAPTION>
- --------------------------------------------------------------
              ANCHOR SERIES                     CALENDAR
             TRUST PORTFOLIO                    YEAR 1998
- --------------------------------------------------------------
<S>                                        <C>
  Capital Appreciation                            20.27%
  Growth                                          26.93%
  Natural Resources                              (18.80)%
  Government and Quality Bond                      7.42%
- --------------------------------------------------------------
SUNAMERICA SERIES
TRUST PORTFOLIO
  Emerging Markets                               (25.62)%
  International Diversified Equities              16.60%
  Global Equities                                 20.86%
  International Growth and Income                  9.03%
  Aggressive Growth                               15.55%
  Real Estate                                    (16.76)%
  MFS Mid-Cap Growth                                 --
  Putnam Growth                                   32.60%
  MFS Growth and Income1                          27.22%
  Alliance Growth                                 49.83%
  "Dogs" of Wall Street                           (1.83)%*
  Venture Value                                   11.96%
  Federated Value                                 16.05%
  Growth-Income                                   28.74%
  Utility                                         12.21%
  Asset Allocation                                 1.67%
  MFS Total Return2                               17.64%
  SunAmerica Balanced                             22.67%
  Worldwide High Income                          (18.45)%
  High-Yield Bond                                 (4.51)%
  Corporate Bond                                   4.31%
  Global Bond                                      9.04%
  Cash Management                                  3.51%
- --------------------------------------------------------------
</TABLE>
    
 
* Inception to 12/31/98.
1 Formerly named Growth/Phoenix and managed by Phoenix Investment Counsel, Inc.
2 Formerly named Balanced/Phoenix and managed by Phoenix Investment Counsel,
  Inc.
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                                9. DEATH BENEFIT
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
If you should die during the accumulation phase, your beneficiary will receive a
death benefit. You must select from the two death benefit options described
below at the time you purchase your contract. Once selected, your death benefit
may not be changed. You should discuss with your financial representative the
options available to you and which option is best for you.
 
     OPTION 1 - PURCHASE PAYMENT ACCUMULATION OPTION:
 
The death benefit is the greater of:
 
(1) the value of your contract at the time we receive satisfactory proof of
    death; or
 
(2) total purchase payments less withdrawals (and any fees or charges applicable
    to such withdrawals), compounded at a 4% annual growth rate (3% growth rate
    if 70 or older at the time of contract issue); or
 
(3) the value of your contract on the seventh contract anniversary, plus any
    purchase payments since the seventh anniversary and less any withdrawals
    (and any fees or charges applicable to such withdrawals), all compounded at
    a 4% annual growth rate until the date of death (3% if 70 or older at the
    time of contract issue).
 
     OPTION 2 - MAXIMUM ANNIVERSARY OPTION:
 
The death benefit is the greater of:
 
(1) the value of your contract at the time we receive satisfactory proof of
    death; or
 
(2) total purchase payments less any withdrawals (and any fees or charges
    applicable to such withdrawals); or
 
(3) the maximum anniversary value on any contract anniversary prior to your 81st
    birthday. The anniversary value equals the value of your contract on a
    contract anniversary plus any purchase payments and less any withdrawals
    (and any fees or charges applicable to such withdrawals) since that
    anniversary.
 
If you are age 90 or older at the time of death and selected the option 2 death
benefit, the death benefit will be equal to the value of your contract at the
time we receive satisfactory proof of death.
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                             10. OTHER INFORMATION
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
FREE LOOK: You may cancel your contract within ten days (or longer if required
by your state) by mailing it to our Annuity Service Center. Your contract will
be treated as void on the date we receive it and we will pay you an amount equal
to the value of your contract (unless otherwise required by state law). Its
value may be more or less than the money you initially invested.
 
ASSET ALLOCATION REBALANCING: If selected by you, this program seeks to keep
your investment in line with your goals. We will maintain your specified
allocation mix in the variable portfolios and the 1-year fixed account option by
readjusting your money on a calendar quarter, semiannual or annual basis.
 
SYSTEMATIC WITHDRAWAL PROGRAM: If selected by you, this program allows you to
receive either monthly, quarterly, semiannual or annual checks during the
accumulation phase. Systematic withdrawals may also be electronically
transferred to your bank account. Of course, withdrawals may be taxable and a
10% federal tax penalty may apply if you are under age 59 1/2.
 
PRINCIPAL ADVANTAGE PROGRAM: If selected by you, this program allows you to
obtain growth potential without any market risk to your principal. We will
guarantee that the portion of your money allocated to the 1, 3, 5, 7 or 10-year
fixed account option will grow to equal your principal investment when it is
allocated in accordance with the program.
 
DOLLAR COST AVERAGING: If selected by you, this program allows you to invest
gradually in the variable portfolios from any of the variable portfolios, the
1-year fixed account option, the 6-month DCA fixed account option or the 1-year
DCA fixed account option.
 
AUTOMATIC PAYMENT PLAN: You can add to your contract directly from your bank
account with as little as $20 per month.
 
CONFIRMATIONS AND QUARTERLY STATEMENTS: You will receive a confirmation of each
transaction within your contract. On a quarterly basis, you will receive a
complete statement of your transactions over the past quarter and a summary of
your account values.
                ----------------------------------------------------------------
                ----------------------------------------------------------------
                                 11. INQUIRIES
                ----------------------------------------------------------------
                ----------------------------------------------------------------
 
If you have questions about your contract or need to make changes, call your
financial representative or contact us at:
 
     Anchor National Life Insurance Company
     Annuity Service Center
     P.O. Box 54299
     Los Angeles, California 90054-0299
     Telephone Number: (800) 445-SUN2
 
If money accompanies your correspondence, you should direct it to:
 
     Anchor National Life Insurance Company
     P.O. Box 100330
     Pasadena, California 91189-0001
<PAGE>   7
 
                               [POLARIS II LOGO]
 
                                   PROSPECTUS
   
                                 MARCH 30, 1999
    
 
   
<TABLE>
<S>                                   <C>     <C>
Please read this prospectus carefully         FLEXIBLE PAYMENT DEFERRED ANNUITY CONTRACTS
before investing and keep it for                 issued by
future reference. It contains                 ANCHOR NATIONAL LIFE INSURANCE COMPANY
important information about the                  in connection with
Polaris(II) Variable Annuity.                 VARIABLE SEPARATE ACCOUNT
                                              The annuity has 34 investment choices -7 fixed account
To learn more about the annuity               options and 27 Variable Portfolios listed below. The 7 fixed
offered by this prospectus, you can           account options include specified periods of 1, 3, 5, 7 and
obtain a copy of the Statement of             10 years and DCA accounts for 6-month and 1-year periods.
Additional Information ("SAI") dated          The 27 Variable Portfolios are part of the Anchor Series
March 30, 1999. The SAI has been              Trust or the SunAmerica Series Trust.
filed with the Securities and
Exchange Commission ("SEC") and is            ANCHOR SERIES TRUST:
incorporated by reference into this           MANAGED BY WELLINGTON MANAGEMENT COMPANY, LLP
prospectus. The Table of Contents of          - Capital Appreciation Portfolio
the SAI appears on page 22 of this            - Growth Portfolio
prospectus. For a free copy of the            - Natural Resources Portfolio
SAI, call us at (800) 445-SUN2 or             - Government and Quality Bond Portfolio
write to us at our Annuity Service
Center, P.O. Box 54299, Los Angeles,          SUNAMERICA SERIES TRUST:
California 90054-0299.                        MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
                                              - Global Equities Portfolio
In addition, the SEC maintains a              - Alliance Growth Portfolio
website (http://www.sec.gov) that             - Growth-Income Portfolio
contains the SAI, materials                   MANAGED BY DAVIS SELECTED ADVISERS, L.P.
incorporated by reference and other           - Venture Value Portfolio
information filed electronically with         - Real Estate Portfolio
the SEC by Anchor National.                   MANAGED BY FEDERATED INVESTORS
                                              - Federated Value Portfolio
ANNUITIES INVOLVE RISKS, INCLUDING            - Utility Portfolio
POSSIBLE LOSS OF PRINCIPAL, AND ARE           - Corporate Bond Portfolio
NOT A DEPOSIT OR OBLIGATION OF, OR            MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT/
GUARANTEED OR ENDORSED BY, ANY BANK.          GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL
THEY ARE NOT FEDERALLY INSURED BY THE         - Asset Allocation Portfolio
FEDERAL DEPOSIT INSURANCE                     - Global Bond Portfolio
CORPORATION, THE FEDERAL RESERVE              MANAGED BY MASSACHUSETTS FINANCIAL SERVICES COMPANY
BOARD OR ANY OTHER AGENCY.                    - MFS Mid-Cap Growth
                                              - MFS Growth and Income Portfolio
                                              - MFS Total Return Portfolio
                                              MANAGED BY MORGAN STANLEY ASSET MANAGEMENT
                                              - International Diversified Equities Portfolio
                                              - Worldwide High Income Portfolio
                                              MANAGED BY PUTNAM INVESTMENT MANAGEMENT, INC.
                                              - Putnam Growth Portfolio
                                              - International Growth and Income Portfolio
                                              - Emerging Markets Portfolio
                                              MANAGED BY SUNAMERICA ASSET MANAGEMENT CORP.
                                              - Aggressive Growth Portfolio
                                              - "Dogs" of Wall Street Portfolio
                                              - SunAmerica Balanced Portfolio
                                              - High-Yield Bond Portfolio
                                              - Cash Management Portfolio
</TABLE>
    
 
  THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
  EXCHANGE COMMISSION, NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR
     ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
                              A CRIMINAL OFFENSE.
<PAGE>   8
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
   
Anchor National's Annual Report on Form 10-K for the year ended September 30,
1998, and its quarterly report on Form 10-Q for the quarter ended December 31,
1998 are incorporated herein by reference. In addition, Anchor National filed
two reports on Form 8-K on January 14 and 15, 1999. These reports are also
incorporated herein by reference.
    
 
All documents or reports filed by Anchor National pursuant to Section 13(a),
13(c), 14, or 15(d) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act") after the date hereof and prior to the termination of the
offering of the securities offered hereby shall be deemed to be incorporated by
reference in this prospectus and to be a part hereof from the date of filing of
such documents. Any statement contained in a document incorporated or deemed to
be incorporated herein by reference shall be deemed to be modified or superseded
for purposes of this prospectus to the extent that a statement contained herein
or in any other subsequently filed document which also is or is deemed to be
incorporated by reference herein modifies or supersedes such statement. Any such
statement so modified or superseded shall not be deemed, except as so modified
and superseded, to constitute a part of this prospectus.
 
Anchor National files its Exchange Act documents and reports, including its
annual and quarterly reports on Form 10-K and Form 10-Q, electronically pursuant
to EDGAR under CIK No. 0000006342. The SEC maintains a web site that contains
reports, proxy and information statements, and other information regarding
registrants that file electronically with the SEC. The address of the site is
http://www.sec.gov.
 
   
Anchor National will provide without charge to each person to whom this
prospectus is delivered, upon the written or oral request of such person, a copy
of any or all of the foregoing documents incorporated herein by reference.
Requests for such documents should be directed to Anchor National's Annuity
Service Center, as follows:
       Anchor National Life
    
   
       Insurance Company
    
   
       Annuity Service Center
    
   
       P.O. Box 54299
    
   
       Los Angeles, California 90054-0299
    
   
       Telephone Number: (800) 445-SUN2
    
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
         SECURITIES AND EXCHANGE COMMISSION POSITION ON INDEMNIFICATION
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
   
Insofar as indemnification for liabilities arising under the Securities Act of
1933 (the "Act") may be permitted to directors, officers, and controlling
persons of the Registrant pursuant to the foregoing provisions or otherwise, the
Registrant has been advised that in the opinion of the SEC such indemnification
is against public policy as expressed in the Act and is, therefore,
unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by the Registrant of expenses incurred or
paid by a director, officer, or controlling person of the Registrant in the
successful defense of any action, suit, or proceeding) is asserted by such
director, officer, or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.
    
 
                                        2
<PAGE>   9
 
   
<TABLE>
 <S>   <C>                                                     <C>
 ------------------------------------------------------------------
 ------------------------------------------------------------------
                         TABLE OF CONTENTS
 ------------------------------------------------------------------
 ------------------------------------------------------------------
 INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.............     2
 SECURITIES AND EXCHANGE COMMISSION POSITION ON
   INDEMNIFICATION...........................................     2
 GLOSSARY....................................................     3
 FEE TABLES..................................................     4
       Owner Transaction Expenses............................     4
       The Income Protector Expenses.........................     4
       Annual Separate Account Expenses......................     4
       Portfolio Expenses....................................     4
 EXAMPLES....................................................     5
 THE POLARIS(II) VARIABLE ANNUITY............................     6
 PURCHASING A POLARIS(II) VARIABLE ANNUITY...................     6
       Allocation of Purchase Payments.......................     7
       Accumulation Units....................................     7
       Free Look.............................................     7
 INVESTMENT OPTIONS..........................................     7
       Variable Portfolios...................................     7
       Anchor Series Trust...................................     7
       SunAmerica Series Trust...............................     8
       Fixed Account Options.................................     8
       Market Value Adjustment ("MVA").......................     8
       Transfers During the Accumulation Phase...............     9
       Dollar Cost Averaging.................................     9
       Asset Allocation Rebalancing..........................    10
       Principal Advantage Program...........................    11
       Voting Rights.........................................    11
       Substitution..........................................    11
 ACCESS TO YOUR MONEY........................................    11
       Systematic Withdrawal Program.........................    12
       Nursing Home Waiver...................................    12
       Minimum Contract Value................................    12
 DEATH BENEFIT...............................................    12
 EXPENSES....................................................    13
       Insurance Charges.....................................    13
       Withdrawal Charges....................................    13
       Investment Charges....................................    14
       Contract Maintenance Fee..............................    14
       Transfer Fee..........................................    14
       Premium Tax...........................................    14
       Income Taxes..........................................    14
       Reduction or Elimination of Charges and Expenses, and
       Additional Amounts Credited...........................    14
 INCOME OPTIONS..............................................    14
       Annuity Date..........................................    14
       Income Options........................................    14
       Fixed or Variable Income Payments.....................    15
       Income Payments.......................................    15
       Transfers During the Income Phase.....................    15
       Deferment of Payments.................................    15
       The Income Protector..................................    15
 TAXES.......................................................    18
       Annuity Contracts in General..........................    18
       Tax Treatment of Distributions -
       Non-Qualified Contracts...............................    18
       Tax Treatment of Distributions -
       Qualified Contracts...................................    18
       Minimum Distributions.................................    19
       Diversification.......................................    19
 PERFORMANCE.................................................    19
 OTHER INFORMATION...........................................    19
       Anchor National.......................................    19
       The Separate Account..................................    20
       The General Account...................................    20
       Distribution of the Contract..........................    20
       Administration........................................    20
       Year 2000.............................................    20
       Legal Proceedings.....................................    21
       Ownership.............................................    21
       Custodian.............................................    21
       Additional Information................................    21
       Independent Accountants...............................    21
       Legal Matters.........................................    21
       Registration Statement................................    22
 TABLE OF CONTENTS OF STATEMENT OF ADDITIONAL INFORMATION....
                                                                 22
 APPENDIX A -- CONDENSED FINANCIAL INFORMATION...............   A-1
 APPENDIX B -- MARKET VALUE ADJUSTMENT ("MVA")...............   B-1
 APPENDIX C -- PREMIUM TAXES.................................   C-1
 ------------------------------------------------------------------
 ------------------------------------------------------------------
                              GLOSSARY
 ------------------------------------------------------------------
 ------------------------------------------------------------------
 We have capitalized some of the technical terms used in this
 prospectus. To help you understand these terms, we have defined
 them in this glossary.
 ACCUMULATION PHASE - The period during which you invest money in
 your contract.
 ACCUMULATION UNITS - A measurement we use to calculate the value
 of the variable portion of your contract during the Accumulation
 Phase.
 ANNUITANT(S) - The person(s) on whose life (lives) we base income
 payments.
 ANNUITY DATE - The date on which income payments are to begin, as
 selected by you.
 ANNUITY UNITS - A measurement we use to calculate the amount of
 income payments you receive from the variable portion of your
 contract during the Income Phase.
 BENEFICIARY - The person designated to receive any benefits under
 the contract if you or the Annuitant dies.
 COMPANY - Anchor National Life Insurance Company, We, Us, the
 insurer which issues this contract.
 INCOME PHASE - The period during which we make income payments to
 you.
 IRS - The Internal Revenue Service.
 NON-QUALIFIED (CONTRACT) - A contract purchased with after-tax
 dollars. In general, these contracts are not under any pension
 plan, specially sponsored program or individual retirement account
 ("IRA").
 PURCHASE PAYMENTS - The money you give us to buy the contract, as
 well as any additional money you give us to invest in the contract
 after you own it.
 QUALIFIED (CONTRACT) - A contract purchased with pretax dollars.
 These contracts are generally purchased under a pension plan,
 specially sponsored program or IRA.
 TRUSTS - Refers to the Anchor Series Trust and the SunAmerica
 Series Trust collectively.
 VARIABLE PORTFOLIO(S) - The variable investment options available
 under the contract. Each Variable Portfolio has its own investment
 objective and is invested in the underlying investments of the
 Anchor Series Trust or the SunAmerica Series Trust.
</TABLE>
    
 
   
ALL FINANCIAL REPRESENTATIVES OR AGENTS THAT SELL THE CONTRACTS OFFERED BY THIS
PROSPECTUS ARE REQUIRED TO DELIVER A PROSPECTUS.
    
 
                                        3
<PAGE>   10
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                                   FEE TABLES
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
OWNER TRANSACTION EXPENSES
 
WITHDRAWAL CHARGE (AS A PERCENTAGE OF EACH PURCHASE PAYMENT)
 
<TABLE>
<S>                          <C>   <C>                          <C>
Year 1......................   7%  Year 5......................   3%
Year 2......................   6%  Year 6......................   2%
Year 3......................   5%  Year 7......................   1%
Year 4......................   4%  Year 8+.....................   0%
TRANSFER FEE....................   No charge for first 15 transfers
                                   each contract year; thereafter,
                                   fee is $25 ($10 in Pennsylvania
                                   and Texas) per transfer
CONTRACT MAINTENANCE FEE*.......   $35 ($30 in North Dakota)
  *waived if contract value is $50,000 or more
</TABLE>
 
  THE INCOME PROTECTOR EXPENSE
   
  (THE INCOME PROTECTOR PROGRAM IS OPTIONAL AND, IF ELECTED, THE APPROPRIATE FEE
  IS DEDUCTED ANNUALLY FROM YOUR CONTRACT VALUE)
 
<TABLE>
<CAPTION>
     THE INCOME PROTECTOR         FEE AS A PERCENTAGE OF
         ALTERNATIVES            YOUR INCOME BENEFIT BASE
<S>                              <C>
Income Protector Plus..........            .15%
Income Protector Max...........            .30%
</TABLE>
    
 
  ANNUAL SEPARATE ACCOUNT EXPENSES
  (AS A PERCENTAGE OF AVERAGE ACCOUNT VALUE)
 
<TABLE>
<S>                                                  <C>
  Mortality and Expense Risk Charge................  1.37%
  Distribution Expense Charge......................  0.15%
                                                     -----
      TOTAL SEPARATE ACCOUNT EXPENSES                1.52%
                                                     =====
</TABLE>
 
                               PORTFOLIO EXPENSES
 
                              ANCHOR SERIES TRUST
(AS A PERCENTAGE OF AVERAGE NET ASSETS FOR THE TRUST'S TWELVE-MONTH PERIOD ENDED
                               NOVEMBER 30, 1998)
 
<TABLE>
<CAPTION>
                                                              MANAGEMENT         OTHER        TOTAL ANNUAL
                         PORTFOLIO                                FEE          EXPENSES         EXPENSES
<S>                                                           <C>              <C>            <C>
- -----------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------
Capital Appreciation                                              .64%            .04%             .68%
- -----------------------------------------------------------------------------------------------------------
Growth                                                            .70%            .05%             .75%
- -----------------------------------------------------------------------------------------------------------
Natural Resources                                                 .75%            .13%             .88%
- -----------------------------------------------------------------------------------------------------------
Government and Quality Bond                                       .61%            .06%             .67%
- -----------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------
</TABLE>
 
                            SUNAMERICA SERIES TRUST
(AS A PERCENTAGE OF AVERAGE NET ASSETS AFTER REIMBURSEMENT OR WAIVER OF EXPENSES
              FOR THE TRUST'S FISCAL YEAR ENDED NOVEMBER 30, 1998)
 
   
<TABLE>
<CAPTION>
                                                              MANAGEMENT         OTHER        TOTAL ANNUAL
                         PORTFOLIO                                FEE          EXPENSES         EXPENSES
<S>                                                           <C>              <C>            <C>
- -----------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------
Emerging Markets***                                              1.25%            .65%            1.90%
- -----------------------------------------------------------------------------------------------------------
International Diversified Equities                               1.00%            .26%            1.26%
- -----------------------------------------------------------------------------------------------------------
Global Equities                                                   .74%            .14%             .88%
- -----------------------------------------------------------------------------------------------------------
International Growth and Income****                              1.00%            .46%            1.46%
- -----------------------------------------------------------------------------------------------------------
Aggressive Growth                                                 .74%            .09%             .83%
- -----------------------------------------------------------------------------------------------------------
Real Estate****                                                   .80%            .15%             .95%
- -----------------------------------------------------------------------------------------------------------
MFS Mid-Cap Growth                                                     TO BE PROVIDED BY AMENDMENT
- -----------------------------------------------------------------------------------------------------------
Putnam Growth                                                     .81%            .05%             .86%
- -----------------------------------------------------------------------------------------------------------
MFS Growth and Income**+                                          .70%            .03%             .73%
- -----------------------------------------------------------------------------------------------------------
Alliance Growth+                                                  .61%            .03%             .64%
- -----------------------------------------------------------------------------------------------------------
"Dogs" of Wall Street***                                          .60%            .25%             .85%*
- -----------------------------------------------------------------------------------------------------------
Venture Value                                                     .72%            .03%             .75%
- -----------------------------------------------------------------------------------------------------------
Federated Value                                                   .75%            .08%             .83%
- -----------------------------------------------------------------------------------------------------------
Growth-Income                                                     .56%            .04%             .60%
- -----------------------------------------------------------------------------------------------------------
Utility****                                                       .75%            .26%            1.01%
- -----------------------------------------------------------------------------------------------------------
Asset Allocation                                                  .59%            .05%             .64%
- -----------------------------------------------------------------------------------------------------------
MFS Total Return**+                                               .67%            .10%             .77%
- -----------------------------------------------------------------------------------------------------------
SunAmerica Balanced                                               .68%            .10%             .78%
- -----------------------------------------------------------------------------------------------------------
Worldwide High Income                                            1.00%            .08%            1.08%
- -----------------------------------------------------------------------------------------------------------
High-Yield Bond                                                   .63%            .06%             .69%
- -----------------------------------------------------------------------------------------------------------
Corporate Bond                                                    .65%            .12%             .77%
- -----------------------------------------------------------------------------------------------------------
Global Bond                                                       .70%            .15%             .85%
- -----------------------------------------------------------------------------------------------------------
Cash Management                                                   .53%            .05%             .58%
- -----------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------
</TABLE>
    
 
   * Annualized.
 
  ** As of January 4, 1998, the Growth/Phoenix Portfolio was renamed the MFS
     Growth and Income Portfolio, and the Balanced/Phoenix Portfolio was renamed
     the MFS Total Return Portfolio, each managed by Massachusetts Financial
     Services Company.
 
 *** Absent fee waivers or reimbursement of expenses by the adviser, you would
     have incurred the following expenses during the last fiscal year: Emerging
     Markets (2.01%) and "Dogs" of Wall Street (.92%).
 
**** Absent recoupment of expenses by the adviser, you would have incurred the
     following expenses during the last fiscal year: International Growth and
     Income (1.40%); Real Estate (.93%); and Utility (.92%).
 
   + The expenses noted here are restated to reflect an estimate of fees for
     each portfolio for the current fiscal year.
     THE ABOVE PORTFOLIO EXPENSES WERE PROVIDED BY THE TRUSTS. WE HAVE NOT
            INDEPENDENTLY VERIFIED THE ACCURACY OF THE INFORMATION.
                                        4
<PAGE>   11
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                                    EXAMPLES
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
You will pay the following expenses on a $1,000 investment in each Variable
Portfolio, assuming a 5% annual return on assets and:
        (a) surrendered the contract at the end of the stated time period; and
        (b) if the contract is not surrendered*.
 
   
<TABLE>
<CAPTION>
                         PORTFOLIO                             1 YEAR    3 YEARS    5 YEARS   10 YEARS
<S>                                                           <C>       <C>        <C>        <C>
- ------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------
Capital Appreciation                                          (a) $ 93  (a) $121   (a) $152   (a) $262
                                                              (b) $ 23  (b) $ 71   (b) $122   (b) $262
- ------------------------------------------------------------------------------------------------------
Growth                                                        (a) $ 94  (a) $124   (a) $156   (a) $269
                                                              (b) $ 24  (b) $ 74   (b) $126   (b) $269
- ------------------------------------------------------------------------------------------------------
Natural Resources                                             (a) $ 95  (a) $127   (a) $162   (a) $282
                                                              (b) $ 25  (b) $ 77   (b) $132   (b) $282
- ------------------------------------------------------------------------------------------------------
Government and Quality Bond                                   (a) $ 93  (a) $121   (a) $152   (a) $261
                                                              (b) $ 23  (b) $ 71   (b) $122   (b) $261
- ------------------------------------------------------------------------------------------------------
Emerging Markets                                              (a) $105  (a) $158   (a) $212   (a) $378
                                                              (b) $ 35  (b) $108   (b) $182   (b) $378
- ------------------------------------------------------------------------------------------------------
International Diversified Equities                            (a) $ 99  (a) $139   (a) $181   (a) $319
                                                              (b) $ 29  (b) $ 89   (b) $151   (b) $319
- ------------------------------------------------------------------------------------------------------
Global Equities                                               (a) $ 95  (a) $127   (a) $162   (a) $282
                                                              (b) $ 25  (b) $ 77   (b) $132   (b) $282
- ------------------------------------------------------------------------------------------------------
International Growth and Income                               (a) $101  (a) $145   (a) $191   (a) $338
                                                              (b) $ 31  (b) $ 95   (b) $161   (b) $338
- ------------------------------------------------------------------------------------------------------
Aggressive Growth                                             (a) $ 95  (a) $126   (a) $160   (a) $277
                                                              (b) $ 25  (b) $ 76   (b) $130   (b) $277
- ------------------------------------------------------------------------------------------------------
Real Estate                                                   (a) $ 96  (a) $130   (a) $166   (a) $289
                                                              (b) $ 26  (b) $ 80   (b) $136   (b) $289
- ------------------------------------------------------------------------------------------------------
MFS Mid-Cap Growth                                            (a) $ **  (a) $ **   (a) $ **    (a) **
                                                              (b) $ **  (b) $ **   (b) $ **    (b) **
- ------------------------------------------------------------------------------------------------------
Putnam Growth                                                 (a) $ 95  (a) $127   (a) $161   (a) $280
                                                              (b) $ 25  (b) $ 77   (b) $131   (b) $280
- ------------------------------------------------------------------------------------------------------
MFS Growth and Income                                         (a) $ 94  (a) $123   (a) $155   (a) $267
                                                              (b) $ 24  (b) $ 73   (b) $125   (b) $267
- ------------------------------------------------------------------------------------------------------
Alliance Growth                                               (a) $ 93  (a) $120   (a) $150   (a) $258
                                                              (b) $ 23  (b) $ 70   (b) $120   (b) $258
- ------------------------------------------------------------------------------------------------------
"Dogs" of Wall Street                                         (a) $ 95  (a) $127   (a) $161   (a) $279
                                                              (b) $ 25  (b) $ 77   (b) $131   (b) $279
- ------------------------------------------------------------------------------------------------------
Venture Value                                                 (a) $ 94  (a) $124   (a) $156   (a) $269
                                                              (b) $ 24  (b) $ 74   (b) $126   (b) $269
- ------------------------------------------------------------------------------------------------------
Federated Value                                               (a) $ 95  (a) $126   (a) $160   (a) $277
                                                              (b) $ 25  (b) $ 76   (b) $130   (b) $277
- ------------------------------------------------------------------------------------------------------
Growth-Income                                                 (a) $ 92  (a) $119   (a) $148   (a) $254
                                                              (b) $ 22  (b) $ 69   (b) $118   (b) $254
- ------------------------------------------------------------------------------------------------------
Utility                                                       (a) $ 96  (a) $131   (a) $169   (a) $295
                                                              (b) $ 26  (b) $ 81   (b) $139   (b) $295
- ------------------------------------------------------------------------------------------------------
Asset Allocation                                              (a) $ 93  (a) $120   (a) $150   (a) $258
                                                              (b) $ 23  (b) $ 70   (b) $120   (b) $258
- ------------------------------------------------------------------------------------------------------
MFS Total Return                                              (a) $ 94  (a) $124   (a) $157   (a) $271
                                                              (b) $ 24  (b) $ 74   (b) $127   (b) $271
- ------------------------------------------------------------------------------------------------------
SunAmerica Balanced                                           (a) $ 94  (a) $124   (a) $157   (a) $272
                                                              (b) $ 24  (b) $ 74   (b) $127   (b) $272
- ------------------------------------------------------------------------------------------------------
Worldwide High Income                                         (a) $ 97  (a) $133   (a) $172   (a) $302
                                                              (b) $ 27  (b) $ 83   (b) $142   (b) $302
- ------------------------------------------------------------------------------------------------------
High-Yield Bond                                               (a) $ 93  (a) $122   (a) $153   (a) $263
                                                              (b) $ 23  (b) $ 72   (b) $123   (b) $263
- ------------------------------------------------------------------------------------------------------
Corporate Bond                                                (a) $ 94  (a) $124   (a) $157   (a) $271
                                                              (b) $ 24  (b) $ 74   (b) $127   (b) $271
- ------------------------------------------------------------------------------------------------------
Global Bond                                                   (a) $ 95  (a) $127   (a) $161   (a) $279
                                                              (b) $ 25  (b) $ 77   (b) $131   (b) $279
- ------------------------------------------------------------------------------------------------------
Cash Management                                               (a) $ 92  (a) $118   (a) $147   (a) $252
                                                              (b) $ 22  (b) $ 68   (b) $117   (b) $252
- ------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------
</TABLE>
    
 
   
         * We do not currently charge a surrender charge upon annuitization,
           unless the contract is annuitized under the Income Protector program.
           We will assess any applicable surrender charge upon annuitizations
           effected using the Income Protector program as if you had fully
           surrendered your contract.
    
   
        ** To be provided by amendment.
    
 
                                        5
<PAGE>   12
 
EXPLANATION OF FEE TABLES AND EXAMPLES
 
1.  The purpose of the Fee Tables is to show you the various expenses you would
    incur directly and indirectly by investing in the contract.
 
2.  For certain Variable Portfolios, the adviser, SunAmerica Asset Management
    Corp., has voluntarily agreed to waive fees or reimburse certain expenses,
    if necessary, to keep annual operating expenses at or below the lesser of
    the maximum allowed by any applicable state expense limitations or the
    following percentages of each Variable Portfolio's average net assets:
    SunAmerica Balanced (1.00%); "Dogs" of Wall Street (.85%); Aggressive Growth
    (.90%); Federated Value (1.03%); Utility (1.05%); Emerging Markets (1.90%);
    International Growth and Income (1.60%); and Real Estate (1.25%). The
    adviser also may voluntarily waive or reimburse additional amounts to
    increase a Variable Portfolio's investment return. All waivers and/or
    reimbursements may be terminated at any time. Furthermore, the adviser may
    recoup any waivers or reimbursements within two years after such waivers or
    reimbursements are granted, provided that the Variable Portfolio is able to
    make such payment and remain in compliance with the foregoing expense
    limitations.
 
   
3.  The Examples assume that no transfer fees were imposed. Although premium
    taxes may apply in certain states, they are not reflected in the Examples.
    In addition, the examples do not reflect the fees associated with the Income
    Protector program. SEE INCOME OPTIONS ON PAGE 12.
    
 
4.  THESE EXAMPLES SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
    EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.
 
THE HISTORICAL ACCUMULATION UNIT VALUES ARE CONTAINED IN APPENDIX A -- CONDENSED
                             FINANCIAL INFORMATION.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                        THE POLARIS(II) VARIABLE ANNUITY
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
An annuity is a contract between you and an insurance company. You are the owner
of the contract. The contract provides three main benefits:
 
     - Tax Deferral: This means that you do not pay taxes on your earnings from
       the annuity until you withdraw them.
 
     - Death Benefit: If you die during the Accumulation Phase, the insurance
       company pays a death benefit to your Beneficiary.
 
     - Guaranteed Income: If elected, you receive a stream of income for your
       lifetime, or another available period you select.
 
This annuity was developed to help you contribute to your retirement savings.
This annuity works in two stages, the Accumulation Phase and the Income Phase.
Your contract is in the Accumulation Phase during the period when you make
payments into the contract. The Income Phase begins when you request us to start
making income payments to you out of the money accumulated in your contract.
   
The contract is called a "variable" annuity because it allows you to invest in
variable portfolios which, like mutual funds, have different investment
objectives and performance which varies. You can gain or lose money if you
invest in these Variable Portfolios. The amount of money you accumulate in your
contract depends on the performance of the Variable Portfolios in which you
invest. This contract currently offers 27 Variable Portfolios.
    
 
The contract also offers several fixed account options for varying time periods.
Fixed account options earn interest at a rate set and guaranteed by Anchor
National. If you allocate money to the fixed account options, the amount of
money that accumulates in the contract depends on the total interest credited to
the particular fixed account option(s) in which you invest.
 
   
For more information on investment options available under this contract SEE
INVESTMENT OPTIONS ON PAGE 7.
    
 
Anchor National Life Insurance Company (Anchor National, The Company, Us, We)
issues Polaris(II) Variable Annuity. When you purchase a Polaris(II) Variable
Annuity, a contract exists between you and Anchor National. The Company is a
stock life insurance company organized under the laws of the state of Arizona.
Its principal place of business is 1 SunAmerica Center, Los Angeles, California
90067. The Company conducts life insurance and annuity business in the District
of Columbia and all states except New York. Anchor National is an indirect,
wholly owned subsidiary of American International Group, Inc. ("AIG"), a
Delaware corporation.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                   PURCHASING A POLARIS(II) VARIABLE ANNUITY
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
A Purchase Payment is the money you give us to buy a contract. Any additional
money you give us to invest in the contract after purchase is a subsequent
Purchase Payment.
 
   
This chart shows the minimum initial and subsequent Purchase Payments permitted
under your contract. These amounts depend upon whether a contract is Qualified
or Non-qualified for tax purposes. FOR FURTHER EXPLANATION, SEE TAXES ON PAGE
18.
    
 
<TABLE>
<S>                   <C>                <C>
- -----------------------------------------------------------
                                              Minimum
                       Minimum Initial       Subsequent
                       Purchase Payment   Purchase Payment
- -----------------------------------------------------------
      Qualified             $2,000              $250
- -----------------------------------------------------------
    Non-Qualified           $5,000              $500
- -----------------------------------------------------------
</TABLE>
 
Prior Company approval is required to accept Purchase Payments greater than
$1,000,000. Also, the optional automatic payment plan allows you to make
subsequent Purchase Payments of as little as $20.00.
 
                                        6
<PAGE>   13
 
We may refuse any Purchase Payment. In general, we will not issue a Qualified
contract to anyone who is age 70 1/2 or older, unless it is shown that the
minimum distribution required by the IRS is being made. In addition we may not
issue a contract to anyone over age 90.
 
ALLOCATION OF PURCHASE PAYMENTS
 
   
We invest your Purchase Payments in the fixed and variable investment options
according to your instructions. If we receive a Purchase Payment without
allocation instructions, we will invest the money according to your last
allocation instructions. SEE INVESTMENT OPTIONS ON PAGE 7.
    
 
In order to issue your contract, we must receive your completed application,
Purchase Payment allocation instructions and any other required paperwork at our
principal place of business. We allocate your initial purchase payment within
two days of receiving it. If we do not have complete information necessary to
issue your contract, we will contact you. If we do not have the information
necessary to issue your contract within 5 business days we will:
 
     - Send your money back to you, or;
 
     - Ask your permission to keep your money until we get the information
       necessary to issue the contract.
 
ACCUMULATION UNITS
 
When you allocate a Purchase Payment to the Variable Portfolios, we credit your
contract with Accumulation Units of the separate account. The value of an
Accumulation Unit goes up and down based on the performance of the Variable
Portfolios.
 
We calculate the value of an Accumulation Unit each day that the New York Stock
Exchange ("NYSE") is open as follows:
 
     1. We determine the total value of money invested in a particular Variable
        Portfolio;
 
     2. We subtract from that amount all applicable contract charges; and
 
     3. We divide this amount by the number of outstanding Accumulation Units.
 
We determine the number of Accumulation Units credited to your contract by
dividing the Purchase Payment by the Accumulation Unit value for the specific
Variable Portfolio.
 
     EXAMPLE:
 
     We receive a $25,000 Purchase Payment from you on Wednesday. You allocate
     the money to the Global Bond Portfolio. We determine that the value of an
     Accumulation Unit for the Global Bond Portfolio is $11.10 when the NYSE
     closes on Wednesday. We then divide $25,000 by $11.10 and credit your
     contract on Wednesday night with 2252.52 Accumulation Units for the Global
     Bond Portfolio.
 
Performance of the Variable Portfolios and expenses under your contract affect
Accumulation Unit values. These factors cause the value of your contract to go
up and down.
 
FREE LOOK
 
You may cancel your contract within ten days after receiving it (or longer if
required by state law). We call this a "free look." To cancel, you must mail the
contract along with your free look request to our Annuity Service Center at P.O.
Box 54299, Los Angeles, California 90054-0299. We will refund to you the value
of your contract on the day we receive your request. The amount refunded to you
may be more or less than the amount you originally invested.
 
Certain states require us to return your Purchase Payments upon a free look
request. Additionally, all contracts issued as an IRA require the full return of
Purchase Payments upon a free look. With respect to those contracts, we reserve
the right to put your money in the Cash Management Portfolio or the 1-year fixed
investment option during the free look period. If you cancel your contract
during the free look period, we return your Purchase Payment or the value of
your contract, whichever is larger. At the end of the free look period, we
allocate your money according to your instructions.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                               INVESTMENT OPTIONS
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
VARIABLE PORTFOLIOS
 
   
The contract currently offers 27 Variable Portfolios. These Variable Portfolios
invest in shares of the Anchor Series Trust and the SunAmerica Series Trust (the
"Trusts"). Additional Variable Portfolios may be available in the future. The
Variable Portfolios operate similar to a mutual fund but are only available
through the purchase of certain insurance contracts.
    
 
SunAmerica Asset Management Corp., an indirect wholly owned subsidiary of AIG,
is the investment adviser to the Trusts. The Trusts serve as the underlying
investment vehicles for other variable annuity contracts issued by Anchor
National, and other affiliated/unaffiliated insurance companies. Neither Anchor
National nor the Trusts believe that offering shares of the Trusts in this
manner disadvantages you. The adviser monitors the Trusts for potential
conflicts.
 
The Variable Portfolios along with their respective subadvisers are listed
below:
 
     ANCHOR SERIES TRUST
 
Wellington Management Company, LLP serves as subadviser to the Anchor Series
Trust Portfolios. Anchor Series Trust has Variable Portfolios in addition to
those listed below which are not available for investment under the contract.
The 4 available Variable Portfolios are:
 
  MANAGED BY WELLINGTON MANAGEMENT COMPANY, LLP
 
     - Capital Appreciation Portfolio
 
                                        7
<PAGE>   14
 
     - Growth Portfolio
     - Natural Resources Portfolio
     - Government and Quality Bond Portfolio
 
     SUNAMERICA SERIES TRUST
 
   
Various subadvisers provide investment advice for the SunAmerica Series Trust
Portfolios. SunAmerica Series Trust has Variable Portfolios in addition to those
listed below which are not available for investment under the contract. The 23
Variable Portfolios and the subadvisers are:
    
 
  MANAGED BY ALLIANCE CAPITAL MANAGEMENT L.P.
 
    - Global Equities Portfolio
    - Alliance Growth Portfolio
    - Growth Income Portfolio
 
  MANAGED BY DAVIS SELECTED ADVISERS, L.P.
 
    - Venture Value Portfolio
    - Real Estate Portfolio
 
  MANAGED BY FEDERATED INVESTORS
 
    - Federated Value Portfolio
    - Utility Portfolio
    - Corporate Bond Portfolio
 
  MANAGED BY GOLDMAN SACHS ASSET MANAGEMENT/GOLDMAN
  SACHS ASSET MANAGEMENT INTERNATIONAL
 
    - Asset Allocation Portfolio
    - Global Bond Portfolio
 
  MANAGED BY MASSACHUSETTS FINANCIAL SERVICES COMPANY
 
   
    - MFS Mid-Cap Growth
    
    - MFS Growth and Income Portfolio
    - MFS Total Return Portfolio
 
  MANAGED BY MORGAN STANLEY ASSET MANAGEMENT
 
    - International Diversified Equities Portfolio
    - Worldwide High Income Portfolio
 
  MANAGED BY PUTNAM INVESTMENT MANAGEMENT
 
    - Putnam Growth Portfolio
    - International Growth and Income Portfolio
    - Emerging Markets Portfolio
 
  MANAGED BY SUNAMERICA ASSET MANAGEMENT, INC.
 
    - Aggressive Growth Portfolio
    - "Dogs" of Wall Street Portfolio
    - SunAmerica Balanced Portfolio
    - High-Yield Bond Portfolio
    - Cash Management Portfolio
 
YOU SHOULD READ THE PROSPECTUSES FOR THE TRUSTS CAREFULLY. THESE PROSPECTUSES
CONTAIN DETAILED INFORMATION ABOUT THE PORTFOLIOS, INCLUDING EACH VARIABLE
PORTFOLIO'S INVESTMENT OBJECTIVE AND RISK FACTORS.
 
FIXED ACCOUNT OPTIONS
 
The contract also offers fixed account options for periods of 1, 3, 5, 7 and 10
years. We call these time periods guarantee periods. In addition, we offer
6-month and 1 year Dollar Cost Averaging ("DCA") fixed accounts under the
contract which provide a fixed interest rate for limited periods of time when
participating in the DCA program.
 
All of these fixed account options pay interest at rates set and guaranteed by
Anchor National. Interest rates may differ from time to time and are set at our
sole discretion. We never credit less than a 3% annual effective rate to any of
the fixed account options. The interest rate offered for new Purchase Payments
may differ from that offered for subsequent Purchase Payments and money already
in the fixed account options. In addition, different guarantee periods offer
different interest rates. Once established, the rates for specified payments do
not change during the specified period.
 
When a guarantee period ends, you may leave your money in the same guarantee
period. You may also reallocate your money to another fixed account option or to
the Variable Portfolios. If you want to reallocate your money you must contact
us within 30 days after the end of the current guarantee period and instruct us
how to reallocate the money. We do not contact you. If we do not hear from you,
we will keep your money in the same guarantee period where it will earn the
renewal interest rate applicable at that time.
 
The 6-month and the two 1-year fixed account options are not registered under
the Securities Act of 1933 and are not subject to other provisions of the
Investment Company Act of 1940.
 
MARKET VALUE ADJUSTMENT ("MVA")
 
NOTE: THE FOLLOWING DISCUSSION APPLIES TO THE 3, 5, 7 AND 10-YEAR FIXED ACCOUNT
OPTIONS, ONLY. THESE OPTIONS ARE NOT AVAILABLE IN ALL STATES. PLEASE CONTACT
YOUR FINANCIAL REPRESENTATIVE FOR MORE INFORMATION.
 
If you take money out of the multi-year fixed account options before the end of
the guarantee period, we make an adjustment to your contract. We refer to the
adjustment as a market value adjustment (the "MVA"). The MVA reflects any
difference in the interest rate environment between the time you place your
money in the fixed account option and the time when you withdraw that money.
This adjustment can increase or decrease your contract value. You have 30 days
after the end of each guarantee period to reallocate your funds without
incurring any MVA.
 
We calculate the MVA by doing a comparison between current rates and the rate
being credited to you in the fixed account option. For the current rate we use a
rate being offered by us for a guarantee period that is equal to the time
remaining in the guarantee period from which you seek withdrawal. If we are not
currently offering a guarantee period for that period of time, we determine an
applicable rate by using a formula to arrive at a number between the interest
rates currently offered for the two closest periods available.
 
Generally, if interest rates drop between the time you put your money into the
fixed account options and the time you take it out, we credit a positive
adjustment to your contract.
 
                                        8
<PAGE>   15
 
Conversely, if interest rates increase during the same period, we post a
negative adjustment to your contract.
 
Where the MVA is negative, we first deduct the adjustment from any money
remaining in the fixed account option. If there is not enough money in the fixed
account option to meet the negative deduction, we deduct the remainder from your
withdrawal. Where the MVA is positive, we add the adjustment to your withdrawal
amount.
 
Anchor National does not assess a MVA against withdrawals under the following
circumstances:
 
   
     - When you switch to the Income Phase if as of the latest Annuity Date;
    
     - To pay a death benefit;
     - If made within 30 days after the end of a guarantee period;
     - If made to pay contract fees and charges.
 
APPENDIX B shows how we calculate the MVA.
 
TRANSFERS DURING THE ACCUMULATION PHASE
 
During the Accumulation Phase you may transfer funds between the Variable
Portfolios and/or the fixed account options. Funds already in your contract
cannot be transferred into the DCA fixed accounts. You must transfer at least
$100. If less than $100 will remain in any Variable Portfolio after a transfer,
that amount must be transferred as well.
 
You may request transfers of your account value between the Variable Portfolios
and/or the fixed account options in writing or by telephone. We currently allow
15 free transfers per contract per year. We charge $25 ($10 in Pennsylvania and
Texas) for each additional transfer in any contract year. Transfers resulting
from your participation in the DCA program count against your 15 free transfers
per contract year. However, transfers resulting from your participation in the
automatic asset rebalancing program do not count against your 15 free transfers.
 
We accept transfer requests by telephone unless you tell us not to on your
contract application. Additionally, in the future you may be able to execute
transfers or other financial transactions over the internet. When receiving
instructions over the telephone, we follow appropriate procedures to provide
reasonable assurance that the transactions executed are genuine. Thus, we are
not responsible for any claim, loss or expense from any error resulting from
instructions received over the telephone.
 
Upon implementation of internet account transactions we will have appropriate
procedures in place to provide reasonable assurance that the transactions
executed are genuine. Thus, we would not be responsible for any claim, loss or
expense from any error resulting from instructions received over the internet.
If we fail to follow our procedures, we may be liable for any losses due to
unauthorized or fraudulent instructions.
 
We may limit the number of transfers in any contract year or refuse any transfer
request for you or others invested in the contract if we believe that:
 
     - Excessive trading or a specific transfer request or group transfer
       requests may have a detrimental effect on unit values or the share prices
       of the underlying Variable Portfolios; or
 
     - The underlying Variable Portfolios inform us that they need to restrict
       the purchase or redemption of the shares because of excessive trading or
       because a specific transfer or group of transfers is deemed to have a
       detrimental effect on share prices of affected underlying Variable
       Portfolios.
 
Where permitted by law, we may accept your authorization for a third party to
make transfers for you subject to our rules. We reserve the right to suspend or
cancel such acceptance at any time and will notify you accordingly.
Additionally, we may restrict the investment options available for transfers
during any period in which such third party acts for you. We notify such third
party beforehand regarding any restrictions. However, we will not enforce these
restrictions if we are satisfied that:
 
     - such third party has been appointed by a court of competent jurisdiction
       to act on your behalf; or
 
     - such third party is a trustee/fiduciary, for you or appointed by you, to
       act on your behalf for all your financial affairs.
 
We may provide administrative or other support services to independent third
parties you authorize to make transfers on your behalf. We do not currently
charge you extra for providing these support services. This includes, but is not
limited to, transfers between investment options in accordance with market
timing strategies. Such independent third parties may or may not be appointed
with us for the sale of annuities. However, WE DO NOT ENGAGE ANY THIRD PARTIES
TO OFFER INVESTMENT ALLOCATION SERVICES OF ANY TYPE. WE TAKE NO RESPONSIBILITY
FOR THE INVESTMENT ALLOCATION AND TRANSFERS TRANSACTED ON YOUR BEHALF BY SUCH
THIRD PARTIES OR FOR ANY INVESTMENT ALLOCATION RECOMMENDATIONS MADE BY SUCH
PARTIES.
 
   
For information regarding transfers during the Income Phase, SEE INCOME OPTIONS
ON PAGE 14.
    
 
We reserve the right to modify, suspend, waive or terminate these transfer
provisions at any time.
 
DOLLAR COST AVERAGING
 
The Dollar Cost Averaging ("DCA") program allows you to invest gradually in the
Variable Portfolios. Under the program you systematically transfer a set dollar
amount or percentage of portfolio value from one Variable Portfolio or the
1-year fixed account option (source accounts) to any other Variable Portfolio.
Transfers may be monthly or
 
                                        9
<PAGE>   16
 
quarterly and count against your 15 free transfers per contract year. You may
change the frequency at any time by notifying us in writing. The minimum
transfer amount under the DCA program is $100, regardless of the source account.
 
We also offer the 6-month and 1-year DCA fixed accounts exclusively to
facilitate this program. The DCA fixed accounts only accept new Purchase
Payments. You can not transfer money already in your contract into these
options. If you allocate a Purchase Payment into a DCA fixed account, we
transfer all your money allocated to that account into the Variable Portfolios
over the selected 6-month or 1-year period. You cannot change the option or the
frequency of transfers once selected.
 
If allocated to the 6-month DCA fixed account, we transfer your money over a
maximum of 6 monthly transfers. We base the actual number of transfers on the
total amount allocated to the account. For example, if you allocate $500 to the
6-month DCA fixed account, we transfer your money over a period of five months,
so that each payment complies with the $100 per transfer minimum.
 
We determine the amount of the transfers from the 1-year DCA fixed account based
on
 
     - the total amount of money allocated to the account, and
 
     - the frequency of transfers selected.
 
For example, let's say you allocate $1,000 to the 1-year DCA account. You select
monthly transfers. We completely transfer all of your money to the selected
investment options over a period of ten months.
 
You may terminate your DCA program at any time. If money remains in the DCA
fixed accounts, we transfer the remaining money to the 1-year fixed account
option, unless we receive different instructions from you. Transfers resulting
from a termination of this program do not count towards your 15 free transfers.
 
The DCA program is designed to lessen the impact of market fluctuations on your
investment. However, we cannot ensure that you will make a profit. When you
elect the DCA program, you are continuously investing in securities regardless
of fluctuating price levels. You should consider your tolerance for investing
through periods of fluctuating price levels.
 
We reserve the right to modify, suspend or terminate this program at any time.
 
     EXAMPLE:
 
     Assume that you want to gradually move $750 each quarter from the Cash
     Management Portfolio to the Aggressive Growth Portfolio over six quarters.
     You set up dollar cost averaging and purchase Accumulation Units at the
     following values:
 
<TABLE>
<CAPTION>
- -------------------------------------------
                ACCUMULATION      UNITS
   QUARTER          UNIT        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 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. This example is for illustrative
     purposes only.
 
ASSET ALLOCATION REBALANCING
 
Earnings in your contract may cause the percentage of your investment in each
investment option to differ from your original allocations. The Automatic Asset
Rebalancing program addresses this situation. At your election, we periodically
rebalance your investments in the variable Portfolios to return your allocations
to their original percentages. Asset rebalancing typically involves shifting a
portion of your money out of an investment option with a higher return into an
investment option with a lower return.
 
At your request, rebalancing occurs on a quarterly, semiannual or annual basis.
Transfers made as a result of rebalancing do not count against your 15 free
transfers for the contract year.
 
We reserve the right to modify, suspend or terminate this program at any time.
 
     EXAMPLE:
 
     Assume that you want your initial Purchase Payment split between two
     Variable Portfolios. You want 50% in the Corporate Bond Portfolio and 50%
     in the Growth Portfolio. Over the next calendar quarter, the bond market
     does very well while the stock market performs poorly. At the end of the
     calendar quarter, the Corporate Bond Portfolio now represents 60% of your
     holdings because it has increased in value and the Growth Portfolio
     represents 40% of your holdings. If you had chosen quarterly rebalancing,
     on the last day of that quarter, we would sell some of your units in the
     Corporate Bond Portfolio to bring its holdings back to 50% and use the
     money to buy more units in the Growth Portfolio to increase those holdings
     to 50%.
 
                                       10
<PAGE>   17
 
PRINCIPAL ADVANTAGE PROGRAM
 
The Principal Advantage Program allows you to invest in one or more Variable
Portfolios without putting your principal at direct risk. The program
accomplishes this by allocating your investment strategically between the fixed
account options and Variable Portfolios. You decide how much you want to invest
and approximately when you want a return of principal. We calculate how much of
your Purchase Payment to allocate to the particular fixed account option to
ensure that it grows to an amount equal to your total principal invested under
this program. We invest the rest of your principal in the Variable Portfolio(s)
of your choice.
 
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 account option. You want the amount allocated to
     the fixed account option to grow to $100,000 in 7 years. If the 7-year
     fixed account option is offering a 5% interest rate, we will allocate
     $71,069 to the 7-year fixed account option to ensure that this amount will
     grow to $100,000 at the end of the 7-year period. The remaining $28,931 may
     be allocated among the Variable Portfolios, as determined by you, to
     provide opportunity for greater growth.
 
VOTING RIGHTS
 
Anchor National is the legal owner of the Trusts' shares. However, when a
Variable Portfolio solicits proxies in conjunction with a vote of shareholders,
we must obtain your instructions on how to vote those shares. We vote all of the
shares we own in proportion to your instructions. This includes any shares we
own on our own behalf. Should we determine that we are no longer required to
comply with these rules, we will vote the shares in our own right.
 
SUBSTITUTION
 
If Variable Portfolios become unavailable for investment, we may be required to
substitute shares of another Variable Portfolio. We will seek prior approval of
the SEC and give you notice before substituting shares.
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                              ACCESS TO YOUR MONEY
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
You can access money in your contract in two ways:
 
     - by making a partial or total withdrawal, and/or;
 
   
     - by receiving income payments during the Income Phase. SEE INCOME OPTIONS
       ON PAGE 13.
    
 
   
Generally, we deduct a withdrawal charge applicable to any total or partial
withdrawal and a MVA if a partial withdrawal comes from the 3, 5, 7 or 10 year
fixed account options. If you withdraw your entire contract value, we also
deduct premium taxes and a contract maintenance fee. SEE EXPENSES ON PAGE 13.
    
 
Your contract provides for a free withdrawal amount each year. A free withdrawal
amount is the portion of your account that we allow you to take out each year
without being charged a surrender penalty. However, upon a future full surrender
of your contract we will recoup any surrender charges which would have been due
if your free withdrawal had not been free.
 
To determine your free withdrawal amount and your surrender charge, we refer to
two special terms. These are penalty free earnings and the total invested
amount.
 
The penalty-free earnings portion of your contract is simply your account value
less your total invested amount. The total invested amount is the total of all
Purchase Payments you have made into the contract less portions of some prior
withdrawals you made. The portions of prior withdrawals that reduce your total
invested amount is as follows:
 
     - Any free withdrawals in any year that were in excess of your penalty free
       earnings and were based on the part of the total invested amount that was
       no longer subject to surrender charges at the time of the withdrawal, and
 
     - Any prior withdrawals (including surrender charges on those withdrawals)
       of the total invested amount on which you already paid a surrender
       penalty.
 
When you make a withdrawal, we assume that it is taken from penalty-free
earnings first, then from the total invested amount on a first-in, first-out
basis. This means that you can also access your Purchase Payments which are no
longer subject to a surrender charge before those Purchase Payments which are
still subject to the surrender charge.
 
During the first year after we issue your contract your free withdrawal amount
is the greater of (1) your penalty-free earnings; and (2) if you are
participating in the Systematic Withdrawal program, a total of 10% of your total
invested amount. If you are a Washington resident, you may withdraw during the
first contract year, the greater of (1); (2); or (3) interest earnings from the
amounts allocated to the fixed account options, not previously withdrawn.
 
After the first contract year, you can take out the greater of the following
amounts each year (1) your penalty free earnings and any portion of your total
invested amount no longer subject to surrender charges; and (2) 10% of the
portion of your total invested amount that has been in your contract for at
least one year. If you are a Washington resident, your maximum free withdrawal
amount, after the first contract year, is the greater of (1); (2); or (3)
interest earnings from amounts allocated to the fixed account options, not
previously withdrawn.
 
We calculate charges due on a total withdrawal on the day after we receive your
request and your contract. We return to you your contract value less any
applicable fees and charges.
 
Under most circumstances, the partial withdrawals minimum is $1,000. We require
that the value left in any investment option be at least $100, after the
withdrawal. You must send a written withdrawal request. Unless you provide us
with different instructions, partial withdrawals will be made pro rata from each
Variable Portfolio and the fixed account option in which your contract is
invested.
 
Under certain Qualified plans, access to the money in your contract may be
restricted. Additionally, withdrawals made
 
                                       11
<PAGE>   18
 
   
prior to age 59 1/2 may result in a 10% IRS penalty tax. SEE TAXES ON PAGE 18.
    
 
We may be required to suspend or postpone the payment of a withdrawal for any
period of time when: (1) the NYSE is closed (other than a customary weekend and
holiday closings); (2) trading with the NYSE is restricted; (3) an emergency
exists such that disposal of or determination of the value of shares of the
Variable Portfolios is not reasonably practicable; (4) the SEC, by order, so
permits for the protection of contract owners.
 
Additionally, we reserve the right to defer payments for a withdrawal from a
fixed account in option. Such deferrals are limited to no longer than six
months.
 
SYSTEMATIC WITHDRAWAL PROGRAM
 
During the Accumulation Phase, you may elect to receive periodic income payments
under the systematic withdrawal program. Under the program, you may choose to
take monthly, quarterly, semi-annual or annual payments from your contract.
Electronic transfer of these funds to your bank account is also available. The
minimum amount of each withdrawal is $250. If you are an Oregon resident, the
minimum withdrawal amount is $250 per withdrawal or an amount equal to your free
withdrawal amount, as described on page 10. There must be at least $500
remaining in your contract at all times. Withdrawals may be taxable and a 10%
IRS penalty tax may apply if you are under age 59 1/2. There is no additional
charge for participating in this program, although a withdrawal charge and/or
MVA may apply.
 
The program is not available to everyone. Please check with our Annuity Service
Center, which can provide the necessary enrollment forms. We reserve the right
to modify, suspend or terminate this program at any time.
 
NURSING HOME WAIVER
 
If you are confined to a nursing home for 60 days or longer, we may waive the
withdrawal charge and/or market value adjustment on certain withdrawals prior to
the Annuity Date (not available in Texas). The waiver applies only to
withdrawals made while you are in a nursing home or within 90 days after you
leave the nursing home. Your contract prohibits use of this waiver during the
first 90 days after you purchase your contract. In addition, the confinement
period for which you seek the waiver must begin after you purchase your
contract.
 
In order to use this waiver, you must submit with your withdrawal request, the
following documents: (1) a doctor's note recommending admittance to a nursing
home; (2) an admittance form which shows the type of facility you entered; and
(3) a bill from the nursing home which shows that you met the 60 day confinement
requirement.
 
MINIMUM CONTRACT VALUE
 
Where permitted by state law, we may terminate your contract if both of the
following occur: (1) your contract is less than $500 as a result of withdrawals;
and (2) you have not made any Purchase Payments during the past three years. We
will provide you with sixty days written notice. At the end of the notice
period, we will distribute the contract's remaining value to you.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                  DEATH BENEFIT
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
If you die during the Accumulation Phase of your contract, we pay a death
benefit to your Beneficiary. At the time you purchase your contract, you must
select one of the two death benefits described below. Once selected, you can not
change your death benefit option. You should discuss the available options with
your financial representative to determine which option is best for you.
 
OPTION 1 - PURCHASE PAYMENT ACCUMULATION OPTION
 
The death benefit is the greater of:
 
     1. the value of your contract at the time we receive satisfactory proof of
        death; or
 
     2. total Purchase Payments less withdrawals (and any fees or charges
        applicable to such withdrawals), compounded at a 4% annual growth rate
        until the date of death (3% growth rate if 70 or older at the time of
        contract issue); or
 
     3. the value of your contract on the seventh contract anniversary, plus any
        Purchase Payments and less any withdrawals (and any fees or charges
        applicable to such withdrawals), since the seventh contract anniversary,
        all compounded at a 4% annual growth rate until the date of death (3%
        growth rate if age 70 or older at the time of contract issue).
 
OPTION 2 - MAXIMUM ANNIVERSARY OPTION
 
The death benefit is the greater of:
 
     1. the value of your contract at the time we receive satisfactory proof of
        death; or
 
     2. total Purchase Payments less any withdrawals (and any fees or charges
        applicable to such withdrawals); or
 
     3. the maximum anniversary value on any contract anniversary prior to your
        81st birthday. The anniversary value equals the value of your contract
        on a contract anniversary plus any Purchase Payments and less any
        withdrawals (and any fees or charges applicable to such withdrawals),
        since that contract anniversary.
 
If you are age 90 or older at the time of death and selected the Option 2 death
benefit, the death benefit will be equal to the value of your contract at the
time we receive satisfactory
 
                                       12
<PAGE>   19
 
proof of death. Accordingly, you do not get the advantage of option 2 if:
 
     - you are over age 80 at the time of contract issue, or
 
     - you are 90 or older at the time of your death.
 
   
We do not pay the death benefit if you die after you switch to the Income Phase.
However, if you die during the Income Phase, your Beneficiary receives any
remaining guaranteed income payments in accordance with the income option you
selected. SEE INCOME OPTIONS ON PAGE 14.
    
 
You name your Beneficiary. You may change the Beneficiary at any time, unless
you previously made an irrevocable Beneficiary designation.
 
We pay the death benefit when we receive satisfactory proof of death. We
consider the following satisfactory proof of death:
 
     1. a certified copy of the death certificate; or
 
     2. a certified copy of a decree of a court of competent jurisdiction as to
        the finding of death; or
 
     3. a written statement by a medical doctor who attended the deceased at the
        time of death; or
 
     4. any other proof satisfactory to us.
 
We may require additional proof before we pay the death benefit.
 
The death benefit payment must begin immediately upon receipt of all necessary
documents. In any event, the death benefit must be paid within 5 years of the
date of death unless the Beneficiary elects to have it payable in the form of an
income option. If the Beneficiary elects an income option, it must be paid over
the Beneficiary's lifetime or for a period not extending beyond the
Beneficiary's life expectancy. Payments must begin within one year of your
death.
 
If the Beneficiary is the spouse of a deceased owner, he or she can elect to
continue the Contract at the then current value. If the Beneficiary/spouse
continues the contract, we do not pay a death benefit to him or her.
 
If a Beneficiary does not elect a specific form of pay out within 60 days of our
receipt of proof of death, we pay a lump sum death benefit to the Beneficiary.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                    EXPENSES
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
There are charges and expenses associated with your contract. These charges and
expenses reduce your investment return. We will not increase the contract
maintenance fee or the insurance and withdrawal charges under your contract.
However, the investment charges under your contract may increase or decrease.
Some states may require that we charge less than the amounts described below.
 
INSURANCE CHARGES
 
The amount of this charge is 1.52% annually, of the value of your contract
invested in the Variable Portfolios. We deduct the charge daily.
 
The insurance charge compensates us for the mortality and expense risks and the
costs of contract distribution assumed by Anchor National.
 
If these charges do not cover all of our expenses, we will pay the difference.
Likewise, if these charges exceed our expenses, we will keep the difference.
 
WITHDRAWAL CHARGES
 
   
The contract provides a free withdrawal amount every year. SEE ACCESS TO YOUR
MONEY, PAGE 11. If you take money out in excess of the free withdrawal amount,
and upon a full surrender, you may incur a withdrawal charge.
    
 
We apply a withdrawal charge against each Purchase Payment you put into the
contract. After a Purchase Payment has been in the contract for 7 complete
years, no withdrawal charge applies. The withdrawal charge equals a percentage
of the Purchase Payment you take out of the contract. The withdrawal charge
percentage declines each year a Purchase Payment is in the contract, as follows
 
<TABLE>
<CAPTION>
- -------------------------------------------------------------------
           Year               1    2    3    4    5    6    7    8
- -------------------------------------------------------------------
<C>                          <S>  <C>  <C>  <C>  <C>  <C>  <C>  <C>
     WITHDRAWAL CHARGE       7%   6%   5%   4%   3%   2%   1%   0%
- -------------------------------------------------------------------
</TABLE>
 
When calculating the withdrawal charge, we treat withdrawals as coming first
from the Purchase Payments that have been in your contract the longest. However,
for tax purposes, your withdrawals are considered earnings first, then Purchase
Payments.
 
Whenever possible, we deduct the withdrawal charge from the money remaining in
your contract. If you withdraw all of your contract value, we deduct any
applicable withdrawal charges from the amount withdrawn.
 
   
We will not assess a withdrawal charge for money withdrawn to pay a death
benefit or to pay contract fees or charges. We will not assess a withdrawal
charge when you switch to the Income Phase, except when you elect to receive
income payments using the Income Protector program. If you elect to receive
income payments using the Income Protector program, we assess the entire
withdrawal charge applicable to Purchase Payments remaining in your contract
when calculating your Income Benefit Base. SEE INCOME OPTIONS ON PAGE 14.
    
 
                                       13
<PAGE>   20
 
   
Withdrawals made prior to age 59 1/2 may result in tax penalties. SEE, TAXES ON
PAGE 18.
    
 
INVESTMENT CHARGES
 
Charges are deducted from your Variable Portfolios for the advisory and other
expenses of the Variable Portfolios. THE FEE TABLES LOCATED AT PAGE 3 illustrate
these charges and expenses. For more detailed information on these investment
charges, refer to the prospectuses for the Trusts, enclosed or attached.
 
CONTRACT MAINTENANCE FEE
 
During the Accumulation Phase, we subtract a contract maintenance fee from your
account once per year. This charge compensates us for the cost of contract
administration. We deduct the $35 contract maintenance fee ($30 in North Dakota)
from your account value on your contract anniversary. If you withdraw your
entire contract value, we deduct the fee from that withdrawal.
 
If your contract value is $50,000 or more on your contract anniversary date, we
will waive the charge. This waiver is subject to change without notice.
 
TRANSFER FEE
 
   
We currently permit 15 free transfers between investment options each contract
year. We charge you $25 for each additional transfer that contract year ($10 in
Pennsylvania and Texas). SEE INVESTMENT OPTIONS ON PAGE 7.
    
 
PREMIUM TAX
 
Certain states charge the Company a tax on the premiums you pay into the
contract. We deduct from your contract these premium tax charges. Currently we
deduct the charge for premium taxes when you take a full withdrawal or begin the
Income Phase of the contract. In the future, we may assess this deduction at the
time you put Purchase Payment(s) into the contract or upon payment of a death
benefit.
 
APPENDIX C provides more information about premium taxes.
 
INCOME TAXES
 
We do not currently deduct income taxes from your contract. We reserve the right
to do so in the future.
 
REDUCTION OR ELIMINATION OF CHARGES AND EXPENSES, AND ADDITIONAL AMOUNTS
CREDITED
 
Sometimes sales of the contracts to groups of similarly situated individuals may
lower our administrative and/or sales expenses. We reserve the right to reduce
or waive certain charges and expenses when this type of sale occurs. In
addition, we may also credit additional interest to policies sold to such
groups. We determine which groups are eligible for such treatment. Some of the
criteria we evaluate to make a determination are: size of the group; amount of
expected Purchase Payments; relationship existing between us and prospective
purchaser; nature of the purchase; length of time a group of contracts is
expected to remain active; purpose of the purchase and whether that purpose
increases the likelihood that our expenses will be reduced; and/or any other
factors that we believe indicate that administrative and/or sales expenses may
be reduced.
 
Anchor National may make such a determination regarding sales to its employees,
it affiliates' employees and employees of currently contracted broker-dealers;
its registered representatives and immediate family members of all of those
described.
 
We reserve the right to change or modify any such determination or the treatment
applied to a particular group, at any time.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                 INCOME OPTIONS
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
ANNUITY DATE
 
During the Income Phase, we use the money accumulated in your contract to make
regular income payments to you. You may switch to the Income Phase any time
after your 2nd contract anniversary. You select the month and year you want
income payments to begin. The first day of that month is the Annuity Date. You
may change your Annuity Date, so long as you do so at least seven days before
the income payments are scheduled to begin. Once you begin receiving income
payments, you cannot change your income option. Except as indicated under Option
5 below, once you begin receiving income payments, you cannot otherwise access
your money through a withdrawal or surrender.
 
Income payments must begin on or before your 90th birthday or on your tenth
contract anniversary, whichever occurs later. If you do not choose an Annuity
Date, your income payments will automatically begin on this date. Certain states
may require your income payments to start earlier.
 
If the Annuity Date is past your 85th birthday, your contract could lose its
status as an annuity under Federal tax laws. This may cause you to incur adverse
tax consequences.
 
   
In addition, most Qualified contracts require you to take minimum distributions
after you reach age 70 1/2. SEE TAXES ON PAGE 18.
    
 
INCOME OPTIONS
 
Currently, this Contract offers five income options. If you elect to receive
income payments but do not select an option, your income payments will be made
in accordance with option 4 for a period of 10 years. For income payments based
on joint lives, we pay according to option 3.
 
We base our calculation of income payments on the life of the Annuitant and the
annuity rates set forth in your contract. As the contract owner, you may change
the Annuitant at any
 
                                       14
<PAGE>   21
 
time prior to the Annuity Date. You must notify us if the Annuitant dies before
the Annuity Date and designate a new Annuitant.
 
     OPTION 1 - LIFE INCOME ANNUITY
 
This option provides income payments for the life of the Annuitant. Income
payments stop when the Annuitant dies.
 
     OPTION 2 - JOINT AND SURVIVOR LIFE ANNUITY
 
This option provides income payments for the life of the Annuitant and for the
life of another designated person. Upon the death of either person, we will
continue to make income payments during the lifetime of the survivor. Income
payments stop when the survivor dies.
 
     OPTION 3 - JOINT AND SURVIVOR LIFE ANNUITY WITH 10 OR 20 YEARS GUARANTEED
 
This option is similar to option 2 above, with an additional guarantee of
payments for at least 10 years. If the Annuitant and the survivor die before all
of the guaranteed income payments have been made, the remaining payments are
made to the Beneficiary under your contract.
 
     OPTION 4 - LIFE ANNUITY WITH 10 OR 20 YEARS GUARANTEED
 
This option is similar to option 1 above. In addition, this option provides a
guarantee that income payments will be made for at least 10 or 20 years. You
select the number of years. If the Annuitant dies before all guaranteed income
payments are made, the remaining income payments go to the Beneficiary under
your contract.
 
     OPTION 5 - INCOME FOR A SPECIFIED PERIOD
 
This option provides income payments for a guaranteed period ranging from 5 to
30 years. If the Annuitant dies before all the guaranteed income payments are
made, the remaining income payments are made to the Beneficiary under your
contract. Additionally, if variable income payments are elected under this
option, you (or the Beneficiary under the contract if the Annuitant dies prior
to all guaranteed payments being made) may redeem the contract value after the
Annuity Date. The amount available upon such redemption would be the discounted
present value of any remaining guaranteed payments.
 
The value of an Annuity Unit, regardless of the option chosen, takes into
account the Mortality and Expense Risk Charge. Since Option 5 does not contain
an element of mortality risk, no benefit is derived from this charge.
 
Please read the Statement of Additional Information ("SAI") for a more detailed
discussion of the income options.
 
FIXED OR VARIABLE INCOME PAYMENTS
 
You can choose income payments that are fixed, variable or both. If at the date
when income payments begin you are invested in the Variable Portfolios only,
your income payments will be variable. If your money is only in fixed accounts
at that time, your income payments will be fixed in amount. Further, if you are
invested in both fixed and variable investment options when income payments
begin, your payments will be fixed and variable. If income payments are fixed,
Anchor National guarantees the amount of each payment. If the income payments
are variable the amount is not guaranteed.
 
INCOME PAYMENTS
 
We make income payments on a monthly, quarterly, semiannual or annual basis. You
instruct us to send you a check or to have the payments directly deposited into
your bank account. If state law allows, we distribute annuities with a contract
value of $5,000 or less in a lump sum. Also, if the selected income option
results in income payments of less than $50 per payment, we may decrease the
frequency of payments, state law allowing.
 
If you are invested in the Variable Portfolios after the Annuity date, your
income payments vary depending on four things:
 
     - for life options, your age when payments begin, and;
 
     - the value of your contract in the Variable Portfolios on the Annuity
       Date, and;
 
     - the 3.5% assumed investment rate used in the annuity table for the
       contract, and;
 
     - the performance of the Variable Portfolios in which you are invested
       during the time you receive income payments.
 
If you are invested in both the fixed account options and the Variable
Portfolios after the Annuity Date, the allocation of funds between the fixed and
variable options also impacts the amount of your annuity payments.
 
TRANSFERS DURING THE INCOME PHASE
 
During the Income Phase, one transfer per month is permitted between the
Variable Portfolios. No other transfers are allowed during the Income Phase.
 
DEFERMENT OF PAYMENTS
 
We may defer making fixed payments for up to six months, or less if required by
law. Interest is credited to you during the deferral period.
 
   
THE INCOME PROTECTOR
    
 
   
If elected, this feature provides a future "safety net" in the event that, when
you choose to begin receiving annuity payments, your contract has not performed
within a historically anticipated range. The Income Protector feature offers you
the ability to receive a guaranteed fixed minimum retirement income upon
annuitization. With the Income Protector you can know the level of minimum
income that will be available to you if, when you chose to begin taking income
payments, down markets have negatively impacted your contract value. In order to
utilize the benefit of this program, you must follow the provisions discussed
below.
    
 
                                       15
<PAGE>   22
 
   
The Income Protector provides two levels of minimum retirement income. The two
available options are the Income Protector Plus and Max. If you enroll in the
Income Protector program, we charge a fee based on the level of protection you
select. The amount of the fee and how to enroll are described below.
    
 
   
Certain IRC restrictions on the income options available to qualified retirement
investors may have an impact on your ability to benefit from this feature.
Qualified investors should read NOTE TO QUALIFIED CONTRACT HOLDERS, below.
    
 
   
HOW WE DETERMINE THE AMOUNT OF YOUR MINIMUM GUARANTEED INCOME
    
 
   
We base the amount of minimum income available to you if you annuitize using the
Income Protector upon a calculation we call the Income Benefit Base. At the time
your enrollment in the Income Protector program becomes effective, your Income
Benefit Base is equal to your contract value. Your participation becomes
effective on either the date of issue of the contract (if elected at the time of
application) or at the contract anniversary following your enrollment in the
program.
    
 
   
The Income Benefit Base is only a calculation. It does not represent a contract
value, nor does it guarantee performance of the Variable Portfolios in which you
invest.
    
 
   
Your Income Benefit Base increases if you make subsequent Purchase Payments and
decreases if you withdraw money from your contract. The exact Income Benefit
Base calculation is equal to (a) plus (b) minus (c) where:
    
 
   
     (a) is,
    
 
   
          - for the first year of calculation, your contract value on the date
            your participation in the program became effective, or;
    
 
   
          - for each subsequent year of calculation, the Income Benefit Base on
            the prior contract anniversary, and;
    
 
   
     (b) is the sum of all subsequent Purchase Payments made into the contract
         since the last contract anniversary, and;
    
 
   
     (c) is all withdrawals and applicable fees and charges since the last
         contract anniversary (excluding any MVA), in an amount proportionate to
         the amount by which such withdrawals decreased your contract value.
    
 
   
The Income Benefit Base accumulates at one of the following annual growth rates
from the date your enrollment becomes effective through your election to begin
receiving income under the program:
    
 
   
<TABLE>
<S>                        <C>
- -----------------------------------------------------
          Option                  Growth Rate
- -----------------------------------------------------
The Income Protector Plus            3.25%
- -----------------------------------------------------
 The Income Protector Max            5.25%
- -----------------------------------------------------
</TABLE>
    
 
   
The growth rates for the Plus or Max features cease on the contract anniversary
following the Annuitant's 90th birthday.
    
 
   
ENROLLING IN THE PROGRAM
    
 
   
If you decide that you want the protection offered by the Income Protector
program, you must elect the option of your choice by completing the Income
Protector Election Form available through our Annuity Service Center. You may
only elect one of the options, you cannot change your election once made, and
you cannot terminate your election. If you enroll in the program at contract
issue your Income Benefit Base will begin accumulating at the applicable growth
rate from the issue date. Otherwise, your Income Benefit Base will begin
accumulating at the applicable growth rate on the contract anniversary following
our receipt of your completed election form. In order to obtain the benefit of
the Income Protector program you may not begin the income phase for at least
seven years following your enrollment. Thus, you must make your election prior
to the later of:
    
 
   
     - your 83rd birthday, or
    
 
   
     - your 3rd anniversary.
    
 
   
STEP-UP OF YOUR INCOME BENEFIT BASE
    
 
   
You may also have the opportunity to "Step-Up" your Income Benefit Base. The
Step-Up feature allows you to increase your Income Benefit Base to the amount of
your contract value on your contract anniversary. You can only elect to Step-Up
within the 30 days before the next contract anniversary. The seven year waiting
period required prior to electing income payments through the Income Protector
is restarted if you step-up your Income Benefit Base. Thus, your last
opportunity to step-up is the later of:
    
 
   
     - your 83rd birthday, or
    
 
   
     - your 3rd anniversary
    
 
   
You must complete the appropriate portion of the contract holders Income
Protector Election Form to effect a Step-Up. The form is available from our
Annuity Service Center.
    
 
                                       16
<PAGE>   23
 
   
ELECTING TO RECEIVE INCOME PAYMENTS
    
 
   
You may elect to begin the Income Phase of your contract using the Income
Protector Program ONLY within the 30 days after the seventh or later contract
anniversary following the later of,
    
 
   
     - the effective date of your enrollment in the Income Protector program, or
    
 
   
     - the contract anniversary of your most recent Step-Up.
    
 
   
The contract anniversary prior to your election to begin receiving income
payments is your Income Benefit Date. This is the date as of which we calculate
your Income Benefit Base to use in determining your guaranteed minimum fixed
retirement income. To arrive at the minimum guaranteed fixed retirement income
available to you, we apply the annuity rates stated in your Income Protector
Endorsement for the income option you select, to your final Income Benefit Base.
You then choose if you would like to receive that income annually, quarterly or
monthly for the time guaranteed under your selected annuity option. Your final
Income Benefit Base is equal to (a) minus (b) where:
    
 
   
     (a) is your Income Benefit Base at your Income Benefit Date, and;
    
 
   
     (b) is any partial withdrawals of contract value and any charges applicable
         to those withdrawals (excluding any MVA) and any withdrawal charges
         otherwise applicable, calculated as if you fully surrender your
         contract at the Income Benefit Date, and any applicable premium taxes.
    
 
   
The income options available when using the Income Protector program to receive
your retirement income are:
    
   
     - Life Annuity with 10 Year Period Certain, or
    
 
   
     - Joint and 100% Survivor Annuity with 20 Year Period Certain
    
 
   
At the time you elect to begin the Income Phase, we will calculate your annual
income using both your final Income Benefit Base and your contract value. We
will use the same income option for each calculation, however, the annuity
factors used to calculate your income under the Income Protector will be
different. You will receive whichever provides a greater stream of income. If
you annuitize using the Income Protector your income payments will be fixed in
amount. You are not required to use the Income Protector to receive income
payments. The general provisions of your contract provide other income options.
However, we will not refund fees paid for the Income Protector if you begin
taking annuity payments under the general provisions of your contract. YOU MAY
NEVER NEED TO RELY UPON THE INCOME PROTECTOR, IF YOUR CONTRACT PERFORMS WITHIN A
HISTORICALLY ANTICIPATED RANGE. HOWEVER, PAST PERFORMANCE IS NO GUARANTEE OF
FUTURE RESULTS.
    
 
   
NOTE TO QUALIFIED CONTRACT HOLDERS
    
   
Qualified contracts generally require that you select an annuity income option
which does not exceed your life expectancy. That restriction, if it applies to
you, may limit the benefit of the Income Protector program. As discussed above,
in order to utilize the Income Protector you must annuitize under one of two
annuity income options. If those income options exceed your life expectancy you
may be prohibited from receiving your guaranteed fixed income under the program.
If you own a Qualified contract to which this restriction applies and you elect
the Income Protector program, you may pay for this guarantee and not be able to
realize the benefit.
    
 
   
Generally, for qualified contracts:
    
 
   
     - for the Life Annuity with 10 Year Period Certain, you must annuitize
       before age 79; and
    
 
   
     - for the Joint and 100% Survivor Annuity with 20 Year Period Certain, both
       Annuitants must be 70 or younger or one of the annuitants must be 65 or
       younger upon annuitization. Other age combinations may be available.
    
 
   
You should consult your tax advisor for information concerning your particular
circumstances.
    
 
   
FEES ASSOCIATED WITH THE INCOME PROTECTOR
    
 
   
We charge a fee for the Income Protector program, as follows:
    
 
   
<TABLE>
<S>                        <C>
- -----------------------------------------------------
                           Fee as a % of Your Income
          Option                  Benefit Base
- -----------------------------------------------------
  Income Protector Plus               .15%
- -----------------------------------------------------
   Income Protector Max               .30%
- -----------------------------------------------------
</TABLE>
    
 
   
Since the Income Benefit Base is only a calculation and does not provide a
contract value, we deduct the fee from your actual contract value beginning on
the contract anniversary on which your enrollment in the program becomes
effective.
    
 
   
If you enroll in the Income Protector program at contract issue, we begin
deducting the annual fee for the Plus or Max option on the contract anniversary
when your enrollment becomes effective. If you elect to participate in the
Income Protector program at some time after contract issue, we begin deducting
the annual fee on the contract anniversary following of or following election.
    
 
   
After a Step-Up, the fee for the Income Protector Max or Plus will be based on
your Stepped-Up Income Benefit Base, and will be deducted from your contract
value beginning on the effective date of the step-up.
    
 
   
We will deduct the charge from your contract value on every contract anniversary
up to and including your Income Benefit Date. Additionally, we deduct the entire
annual fee from any full surrender of your contract requested prior to your
contract anniversary.
    
 
                                       17
<PAGE>   24
 
   
HYPOTHETICAL EXAMPLE OF THE OPERATION OF THE INCOME PROTECTOR
    
 
   
This table assumes $100,000 initial investment in a non-qualified contract with
no further premiums, no withdrawals, no step-up and no premium taxes; and the
election of optional Income Protector benefits at contract issue.
    
 
   
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------
                             Minimum annual income if you elect to receive income payments
     If at issue                             on contract anniversary . . .
    you are . . .              7                 10                 15                 20            Benefit Level
<S>                    <C>                <C>                <C>                <C>                <C>
- --------------------------------------------------------------------------------------------------------------------
   Male                      8,046              9,633             12,971             17,313              Plus
   age 60*                   9,202             11,670             17,296             25,410               Max
- --------------------------------------------------------------------------------------------------------------------
   Female                    7,145              8,542             11,652             15,948              Plus
   age 60*                   8,172             10,349             15,538             23,407               Max
- --------------------------------------------------------------------------------------------------------------------
   Male, Age 60* *           6,290              7,353              9,442             11,785              Plus
   Female, Age 60            7,194              8,908             12,590             17,296               Max
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
    
 
- ---------------
   
*   10 Year and Life
    
 
   
* * Joint and 100% Survivor with 20 Year Certain
    
 
   
The Income Protector may not be available in your state. Please consult your
financial adviser for information regarding availability of this program in your
state.
    
   
    
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                      TAXES
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
NOTE: WE PREPARED THE FOLLOWING INFORMATION ON TAXES AS A GENERAL DISCUSSION OF
THE SUBJECT. IT IS NOT TAX ADVICE. WE CAUTION YOU TO SEEK COMPETENT TAX ADVICE
ABOUT YOUR OWN CIRCUMSTANCES. WE DO NOT GUARANTEE THE TAX STATUS OF YOUR
ANNUITY. TAX LAWS CONSTANTLY CHANGE, THEREFORE WE CANNOT GUARANTEE THAT THE
INFORMATION CONTAINED HEREIN IS COMPLETE AND/OR ACCURATE.
 
ANNUITY CONTRACTS IN GENERAL
 
   
The Internal Revenue Code ("IRC") provides for special rules regarding the tax
treatment of annuity contracts. Generally, taxes on the earnings in your annuity
contract are deferred until you take the money out. Qualified retirement
investments automatically provide tax deferral regardless of whether the
underlying contract is an annuity. Different rules apply depending on how you
take the money out and whether your contract is Qualified or Non-qualified.
    
 
If you do not purchase your contract under a pension plan, a specially sponsored
employer program or an individual retirement account, your contract is referred
to as a Non-qualified contract. A Non-qualified contract 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, a specially sponsored
employer program or as an individual retirement account, your contract is
referred to as a Qualified contract. Examples of qualified plans are: Individual
Retirement Accounts ("IRAs"), Roth IRAs, Tax-Sheltered Annuities (referred to as
403(b) contracts), H.R. 10 Plans (referred to as Keogh Plans) and pension and
profit sharing plans, including 401(k) plans. Typically you have not paid any
tax on the Purchase Payments used to buy your contract and therefore, you have
no cost basis in your contract.
 
TAX TREATMENT OF DISTRIBUTIONS -
NON-QUALIFIED CONTRACTS
 
If you make a withdrawal from a Non-qualified contract, the IRC treats such a
withdrawal as first coming from the earnings and then as coming from your
Purchase Payments. For income payments, any portion of each payment that is
considered a return of your Purchase Payment will not be taxed. Withdrawn
earnings are treated as income to you and are taxable. The IRC provides for a
10% penalty tax on any earnings that are withdrawn other than in conjunction
with the following circumstances: (1) after reaching age 59 1/2; (2) when paid
to your Beneficiary after you die; (3) after you become disabled (as defined in
the IRC); (4) when paid in a series of substantially equal installments made for
your life or for the joint lives of you and you 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. Any amount of money you take out as a withdrawal or as
income payments is taxable income. The IRC further provides for a 10% penalty
tax on any withdrawal or income payment paid to you other than in conjunction
with the following
 
                                       18
<PAGE>   25
 
circumstances: (1) after reaching age 59 1/2; (2) when paid to your Beneficiary
after you die; (3) after you become disabled (as defined in the IRC); (4) in a
series of substantially equal installments made for your life or for the joint
lives of you and your Beneficiary; (5) to the extent such withdrawals do not
exceed limitations set by the IRC for amounts paid during the taxable year for
medical care; (6) to fund higher education expenses (as defined in IRC); (7) to
fund certain first-time home purchase expenses; and, except in the case of an
IR; (8) when you separate from service after attaining age 55; and (9) when paid
to an alternate payee pursuant to a qualified domestic relations order.
 
The IRC limits the withdrawal of Purchase Payments from certain Tax-Sheltered
Annuities. Withdrawals can only be made when an owner: (1) reaches age 59 1/2;
(2) leaves his or her job; (3) dies; (4) becomes disabled (as defined in the
IRC); or (5) experiences a hardship (as defined in the IRC). In the case of
hardship, the owner can only withdraw Purchase Payments.
 
MINIMUM DISTRIBUTIONS
 
Generally, the IRS requires that you begin taking annual distributions from
qualified annuity contracts by April 1 of the calendar year following the later
of (1) the calendar year in which you attain age 70 1/2 or (2) the calendar year
in which you retire. Failure to satisfy the minimum distribution requirements
may result in a tax penalty. You should consult your tax advisor for more
information.
 
DIVERSIFICATION
 
The IRC imposes certain diversification requirements on the underlying
investments for a variable annuity. We believe that each underlying Variable
Portfolios' management monitors the Variable Portfolios so as to comply with
these requirements. To be treated as a variable annuity for tax purposes, the
underlying investments must meet these requirements.
 
The diversification regulations do not provide guidance as to the circumstances
under which you, because of the degree of control you exercise over the
underlying investments, and not Anchor National, would be considered the owner
of the shares of the Variable Portfolios. It is unknown to what extent owners
are permitted to select investments, to make transfers among Variable Portfolios
or the number and type of Variable Portfolios owners may select from. If any
guidance is provided which is considered a new position, then the guidance would
generally be applied prospectively. However, if such guidance is considered not
to be a new position, it may be applied retroactively. This would mean you, as
the owner of the contract, could be treated as the owner of the underlying
Variable Portfolios. Due to the uncertainty in this area, we reserve the right
to modify the contract in an attempt to maintain favorable tax treatment.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                   PERFORMANCE
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
We advertise the Cash Management Portfolio's yield and effective yield. In
addition, the other Variable Portfolios advertise total return, gross yield and
yield-to-maturity. These figures represent past performance of the Variable
Portfolios. These performance numbers do not indicate future results.
 
When we advertise performance for periods prior to the date the contracts were
first issued, we derive the figures from the performance of the corresponding
portfolios for the Trusts, if available. We modify these numbers to reflect
charges and expenses as if the contract was in existence during the period
stated in the advertisement. Figures calculated in this manner do not represent
actual historic performance of the particular Variable Portfolio.
 
Consult the SAI for more detailed information regarding the calculation of
performance data. The performance of each Variable Portfolio may also be
measured against unmanaged market indices. The indices we use include but are
not limited to the Dow Jones Industrial Average, the Standard & Poor's 500, the
Russell 1000 Growth Index, the Morgan Stanley Capital International Europe,
Australia and Far East Index ("EAFE") and the Morgan Stanley Capital
International World Index. We may compare the Variable Portfolios' performance
to that of other variable annuities with similar objectives and policies as
reported by independent ranking agencies such as Morningstar, Inc., Lipper
Analytical Services, Inc. or Variable Annuity Research & Data Service ("VARDS").
 
Anchor National may also advertise the rating and other information assigned to
it by independent industry ratings organizations. Some of those organizations
are A.M. Best Company ("A.M. Best"), Moody's Investor's Service ("Moody's"),
Standard & Poor's Insurance Rating Services ("S&P"), and Duff & Phelps. A.M.
Best's and Moody's ratings reflect their current opinion of our financial
strength and performance in comparison to others in the life and health
insurance industry. S&P's and Duff & Phelps' ratings measure the ability of an
insurance company to meet its obligations under insurance policies it issues.
These two ratings do not measure the insurer's ability to meet non-policy
obligations. Ratings in general do not relate to the performance of the Variable
Portfolios.
 
- ----------------------------------------------------------------
- ----------------------------------------------------------------
                                OTHER INFORMATION
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
ANCHOR NATIONAL
 
Anchor National is a stock life insurance company originally organized under the
laws of the state of California in April 1965. On January 1, 1996, Anchor
National redomesticated under the laws of the state of Arizona.
 
                                       19
<PAGE>   26
 
   
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, Resources Trust
Company, and six broker-dealers, specialize in retirement savings and investment
products and services. Business focuses include fixed and variable annuities,
mutual funds, broker-dealer services and trust administration services.
    
 
THE SEPARATE ACCOUNT
 
Anchor National established Variable Separate Account ("separate account"),
under Arizona law on January 1, 1996 when it assumed the separate account,
originally established under California law on June 25, 1981. The separate
account is registered with the SEC as a unit investment trust under the
Investment Company Act of 1940, as amended.
 
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 conducted by Anchor National. Income gains and losses (realized
and unrealized) resulting from assets in the separate account are credited to or
charged against the separate account without regard to other income gains or
losses of Anchor National.
 
THE GENERAL ACCOUNT
 
Money allocated to the fixed account options goes into Anchor National's general
account. The general account consists 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 holders
as well as all of its creditors. The general account funds are invested as
permitted under state insurance laws.
 
DISTRIBUTION OF THE CONTRACT
 
Registered representatives of broker-dealers sell the contract. We pay
commissions to these representatives for the sale of the contracts. We do not
expect the total commissions to exceed 7% of your Purchase Payments. We may also
pay a bonus to representatives for contracts which stay active for a particular
period of time, in addition to standard commissions. We do not deduct
commissions paid to registered representatives directly from your Purchase
Payments.
 
From time to time, we may pay or allow additional promotional incentives in the
form of cash or other compensation. We reserve the right to offer these
additional incentives only to certain broker-dealers that sell or are expected
to sell, certain minimum amounts of the contract, or other contracts offered by
us. Promotional incentives may change at any time.
 
SunAmerica Capital Services, Inc., 733 Third Avenue, 4th Floor, New York, New
York 10017 distributes the contracts. SunAmerica Capital Services is an
affiliate of , a registered as a broker-dealer under the Exchange Act of 1934
and a member of the National Association of Securities Dealers, Inc. No
underwriting fees are paid in connection with the distribution of the contracts.
 
ADMINISTRATION
 
We are responsible for the administrative servicing of your contract. Please
contact our Annuity Service Center
at 1-800-445-SUN2, if you have any comment, question or service request.
 
We send out transaction confirmations and quarterly statements. It is your
responsibility to review these documents carefully and notify us of any
inaccuracies immediately. We investigate all inquiries. To the extent that we
believe we made an error, we retroactively adjust your contract, provided you
notify us within 30 days of receiving the transaction confirmation or quarterly
statement. Any other adjustments we deem warranted are made as of the time we
receive notice of the error.
 
YEAR 2000
 
We rely significantly on computer systems and applications in our daily
operations. Many of our systems are not presently year 2000 compliant, which
means that because they have historically used only two digits to identify the
year in a date, they will fail to distinguish dates in the "2000s" from dates in
the "1900s." Anchor National's business, financial condition and results of
operations could be materially and adversely affected by the failure of our
systems and applications (and those operated by third parties interfacing with
our systems and applications) to properly operate or manage these dates.
 
   
Anchor National has a coordinated plan to repair or replace these noncompliant
systems and to obtain similar assurances from third parties interfacing with our
systems and applications. In fiscal 1997, the Company recorded a $6.2 million
provision for estimated programming costs to repair noncompliant systems. Anchor
National's management is making expenditures which we expect will ultimately
total $5.0 million to replace certain other noncompliant systems. Total
expenditures relating to the repair of noncompliant systems will be capitalized
by the Company as software costs and will be amortized over future periods. Both
phases of the project are progressing according to plan and we expect to
substantially complete them by the end of calendar 1998. We will test both the
repaired and replacement systems during calendar 1999.
    
 
In addition, we distributed a year 2000 questionnaire to our significant
suppliers, distributors, financial institutions, lessors and others we do
business with to evaluate their year 2000 compliance plans and state of
readiness and to determine how our systems and applications may be affected by
their failure
 
                                       20
<PAGE>   27
 
to solve their own year 2000 issues. To date, however, we have only received
preliminary feedback from such parties and have not independently confirmed any
information received from other parties with respect to the year 2000 issues.
Therefore, we cannot assure that such other parties will complete their year
2000 conversions in a timely fashion or will not suffer a year 2000 business
disruption that may adversely affect our financial condition and results of
operations.
 
Because we expect to complete our year 2000 conversion prior to any potential
disruption to our business, we have not developed a comprehensive year 2000
contingency plan. Anchor National closely monitors the progression of its plan
for compliance, and if necessary, would devote additional resources to assure
the timely completion of our year 2000 plan. If we determine that our business
is at material risk of disruption due to the year 2000 issue or anticipate that
we will not complete our year 2000 conversion in a timely fashion, we will work
to enhance our contingency plans.
 
The above statements are forward-looking. The costs of our year 2000 conversion,
the date which we have set to complete such conversion and the possible risks
associated with the year 2000 issue are based on our current estimates and are
subject to various uncertainties that could cause the actual results to differ
materially from our expectations. Such uncertainties include, among others, our
success in identifying systems and applications that are not year 2000
compliant, the nature and amount of programming required to upgrade or replace
each of the affected systems and applications, the availability of qualified
personnel, consultants and other resources, and the success of the year 2000
conversion efforts of others.
 
LEGAL PROCEEDINGS
 
There are no pending legal proceedings affecting the separate account. Anchor
National and its subsidiaries engage in various kinds of routine litigation. In
management's opinion, these matters are not of material importance to their
respective total assets nor are they material with respect to the separate
account.
 
OWNERSHIP
 
The Polaris(II) Variable Annuity is a Flexible Payment Group Deferred Annuity
contract. We issue a group contract to a contract holder for the benefit of the
participants in the group. As a participant in the group, you will receive a
certificate which evidences your ownership. As used in this prospectus, the term
contract refers to your certificate. In some states, a Flexible Payment
Individual Modified Guaranteed and Variable Deferred Annuity contract is
available instead. Such a contract is identical to the contract described in
this prospectus, with the exception that we issue it directly to the owner.
 
CUSTODIAN
 
State Street Bank and Trust Company, 255 Franklin Street, Boston, Massachusetts
02110, serves as the custodian of the assets of the separate account. Anchor
National pays State Street Bank for services provided, based on a schedule of
fees.
 
ADDITIONAL INFORMATION
 
Anchor National is subject to the informational requirements of the Securities
and Exchange Act of 1934 (as amended). We file reports and other information
with the SEC to meet those requirements. You can inspect and copy this
information at SEC public facilities at the following locations:
 
WASHINGTON, DISTRICT OF COLUMBIA
450 Fifth Street, N.W., Room 1024
Washington, D.C. 20549
 
CHICAGO, ILLINOIS
500 West Madison Street
Chicago, IL 60661
 
NEW YORK, NEW YORK
7 World Trade Center, 13th Fl.
New York, NY 10048
 
To obtain copies by mail contact the Washington, D.C. location. After you pay
the fees as prescribed by the rules and regulations of the SEC, the required
documents are mailed.
 
Registration statements under the Securities Act of 1933, as amended, related to
the contracts offered by this prospectus are on file with the SEC. This
prospectus does not contain all of the information contained in the
registrations statement and its exhibits. For further information regarding the
separate account, Anchor National and its general account, the Variable
Portfolios and the contract, please refer to the registration statement and its
exhibits.
 
The SEC also maintains a website (http://www.sec.gov) that contains the SAI,
materials incorporated by reference and other information filed electronically
with the SEC by Anchor National.
 
   
INDEPENDENT ACCOUNTANTS
    
 
   
The financial statements of Anchor National as of September 30, 1998 and 1997
and for each of the three years in the period ended September 30, 1998
incorporated by reference in this prospectus have been so included in reliance
on the report of PricewaterhouseCoopers LLP, independent accountants, given on
the authority of said firm as experts in auditing and accounting.
    
 
   
LEGAL MATTERS
    
 
   
The organization of Anchor National, its authority to issue the contracts and
the validity of the form of the contracts
    
 
                                       21
<PAGE>   28
 
   
have been passed upon by Susan L. Harris, Senior Vice President and General
Counsel of SunAmerica Inc., of which Anchor National is an indirect-wholly owned
subsidiary.
    
 
   
REGISTRATION STATEMENT
    
 
   
A registration statement has been filed with the SEC under the Securities Act of
1933 relating to the contract. This prospectus does not contain all the
information in the registration statement as permitted by SEC regulations. The
omitted information can be obtained from the SEC's principal office in
Washington, D.C., upon payment of a prescribed fee.
    
   
- ----------------------------------------------------------------
    
- ----------------------------------------------------------------
                              TABLE OF CONTENTS OF
                      STATEMENT OF ADDITIONAL INFORMATION
- ----------------------------------------------------------------
- ----------------------------------------------------------------
 
Additional information concerning the operations of the separate account is
contained in a Statement of Additional Information ("SAI"), which is available
without charge upon written request addressed to us at our Annuity Service
Center, P.O. Box 54299, Los Angeles, California 90054-0299 or by calling (800)
445-SUN2. The contents of the SAI are tabulated below.
 
<TABLE>
<S>                                             <C>
Separate Account..............................     3
General Account...............................     3
Performance Data..............................     4
Income Payments...............................     8
Annuity Unit Values...........................     9
Taxes.........................................    11
Distribution of Contracts.....................    15
Financial Statements..........................    15
</TABLE>
 
   
    
 
                                       22
<PAGE>   29
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                  APPENDIX A - CONDENSED FINANCIAL INFORMATION
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                              INCEPTION TO      FISCAL YEAR
                       PORTFOLIOS                               11/30/97         11/30/98
- -------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------
<S>                                                           <C>               <C>
  Capital Appreciation (Inception Date - 6/3/97)
         Beginning AUV..................................       $   18.52         $   21.26
         Ending AUV.....................................       $   21.26         $   23.72
         Ending Number of AUs...........................       1,392,262         7,356,862
- -------------------------------------------------------------------------------------------
  Growth (Inception Date - 6/3/97)
         Beginning AUV..................................       $   17.93         $   20.31
         Ending AUV.....................................       $   20.31         $   24.41
         Ending Number of AUs...........................         789,274         3,678,108
- -------------------------------------------------------------------------------------------
  Natural Resources (Inception Date - 6/4/97)
         Beginning AUV..................................       $   12.39         $   11.14
         Ending AUV.....................................       $   11.14         $    9.30
         Ending Number of AUs...........................         195,946           641,479
- -------------------------------------------------------------------------------------------
  Government and Quality Bond (Inception Date - 6/11/97)
         Beginning AUV..................................       $   11.99         $   12.65
         Ending AUV.....................................       $   12.65         $   13.66
         Ending Number of AUs...........................         395,258         5,697,571
- -------------------------------------------------------------------------------------------
  Emerging Markets (Inception Date - 6/5/97)
         Beginning AUV..................................       $   10.14         $    7.97
         Ending AUV.....................................       $    7.97         $    6.14
         Ending Number of AUs...........................         663,212         2,574,316
- -------------------------------------------------------------------------------------------
  International Diversified Equities (Inception Date - 6/4/97)
         Beginning AUV..................................       $   12.04         $   11.62
         Ending AUV.....................................       $   11.62         $   13.53
         Ending Number of AUs...........................       1,040,812         4,519,545
- -------------------------------------------------------------------------------------------
  Global Equities (Inception Date - 6/3/97)
         Beginning AUV..................................       $   16.54         $   16.90
         Ending AUV.....................................       $   16.90         $   19.21
         Ending Number of AUs...........................         600,294         2,566,912
- -------------------------------------------------------------------------------------------
  International Growth and Income (Inception Date - 6/4/97)
         Beginning AUV..................................       $    9.97         $   10.33
         Ending AUV.....................................       $   10.33         $   11.16
         Ending Number of AUs...........................       1,310,126         6,738,263
- -------------------------------------------------------------------------------------------
  Aggressive Growth (Inception Date - 6/9/97)
         Beginning AUV..................................       $   10.03         $   11.51
         Ending AUV.....................................       $   11.51         $   11.86
         Ending Number of AUs...........................         821,105         2,794,187
- -------------------------------------------------------------------------------------------
  Real Estate (Inception Date - 6/4/97)
         Beginning AUV..................................       $    9.98         $   11.44
         Ending AUV.....................................       $   11.44         $    9.80
         Ending Number of AUs...........................         887,321         3,336,767
- -------------------------------------------------------------------------------------------
  Putnam Growth (Inception Date - 6/3/97)
         Beginning AUV..................................       $   15.80         $   18.47
         Ending AUV.....................................       $   18.47         $   22.29
         Ending Number of AUs...........................         831,178         4,949,624
- -------------------------------------------------------------------------------------------
  MFS Growth and Income* (Inception Date - 6/4/97)
         Beginning AUV..................................       $   15.82         $   17.63
         Ending AUV.....................................       $   17.63         $   20.46
         Ending Number of AUs...........................         191,101           694,076
- -------------------------------------------------------------------------------------------
  Alliance Growth (Inception Date - 6/2/97)
         Beginning AUV..................................       $   21.81         $   24.51
         Ending AUV.....................................       $   24.51         $   32.81
         Ending Number of AUs...........................       2,092,044        12,001,651
- -------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------
</TABLE>
 
              * Formerly named Growth/Phoenix and managed by Phoenix Investment
Counsel, Inc.
              AUV - Accumulation Unit Value
              AU - Accumulation Units
 
                                       A-1
<PAGE>   30
 
<TABLE>
<CAPTION>
                                                              INCEPTION TO      FISCAL YEAR
                       PORTFOLIOS                               11/30/97         11/30/98
- -------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------
<S>                                                           <C>               <C>
  "Dogs of Wall Street" (Inception Date - 4/1/98)
         Beginning AUV..................................       $      --         $    9.83
         Ending AUV.....................................       $      --         $    9.71
         Ending Number of AUs...........................              --         4,324,225
- -------------------------------------------------------------------------------------------
  Venture Value (Inception Date - 6/2/97)
         Beginning AUV..................................       $   18.63         $   21.30
         Ending AUV.....................................       $   21.30         $   23.36
         Ending Number of AUs...........................       4,281,879        20,734,371
- -------------------------------------------------------------------------------------------
  Federated Value (Inception Date - 6/4/97)
         Beginning AUV..................................       $   12.14         $   13.62
         Ending AUV.....................................       $   13.62         $   15.86
         Ending Number of AUs...........................         736,333         3,783,248
- -------------------------------------------------------------------------------------------
  Growth-Income (Inception Date - 6/3/97)
         Beginning AUV..................................       $   18.84         $   21.41
         Ending AUV.....................................       $   21.41         $   25.71
         Ending Number of AUs...........................       1,949,292         9,786,202
- -------------------------------------------------------------------------------------------
  Utility (Inception Date - 6/6/97)
         Beginning AUV..................................       $   11.41         $   12.74
         Ending AUV.....................................       $   12.74         $   14.56
         Ending Number of AUs...........................         177,618         1,807,529
- -------------------------------------------------------------------------------------------
  Asset Allocation (Inception Date - 6/3/97)
         Beginning AUV..................................       $   16.59         $   17.98
         Ending AUV.....................................       $   17.98         $   18.22
         Ending Number of AUs...........................       1,498,681         8,996,522
- -------------------------------------------------------------------------------------------
  MFS Total Return** (Inception Date - 6/10/97)
         Beginning AUV..................................       $   14.44         $   15.45
         Ending AUV.....................................       $   15.45         $   17.28
         Ending Number of AUs...........................         218,391         1,492,175
- -------------------------------------------------------------------------------------------
  SunAmerica Balanced (Inception Date - 6/5/97)
         Beginning AUV..................................       $   11.84         $   13.22
         Ending AUV.....................................       $   13.22         $   15.60
         Ending Number of AUs...........................         363,136         3,543,245
- -------------------------------------------------------------------------------------------
  Worldwide High Income (Inception Date - 6/5/97)
         Beginning AUV..................................       $   15.57         $   15.98
         Ending AUV.....................................       $   15.98         $   13.57
         Ending Number of AUs...........................         596,308         2,430,509
- -------------------------------------------------------------------------------------------
  High-Yield Bond (Inception Date - 6/9/97)
         Beginning AUV..................................       $   13.63         $   14.66
         Ending AUV.....................................       $   14.66         $   14.25
         Ending Number of AUs...........................         758,856         5,006,115
- -------------------------------------------------------------------------------------------
  Corporate Bond (Inception Date - 6/9/97)
         Beginning AUV..................................       $   11.83         $   12.54
         Ending AUV.....................................       $   12.54         $   13.15
         Ending Number of AUs...........................         328,300         3,633,064
- -------------------------------------------------------------------------------------------
  Global Bond (Inception Date - 6/11/97)
         Beginning AUV..................................       $   12.41         $   13.08
         Ending AUV.....................................       $   13.08         $   14.40
         Ending Number of AUs...........................         183,563         1,342,157
- -------------------------------------------------------------------------------------------
  Cash Management (Inception Date - 6/5/97)
         Beginning AUV..................................       $   11.24         $   11.43
         Ending AUV.....................................       $   11.43         $   11.83
         Ending Number of AUs...........................       1,514,290         5,488,046
- -------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------
</TABLE>
 
              ** Formerly named Balanced/Phoenix and managed by Phoenix
Investment Counsel, Inc.
 
              AUV - Accumulation Unit Value
              AU - Accumulation Units
 
                                       A-2
<PAGE>   31
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                  APPENDIX B - MARKET VALUE ADJUSTMENT ("MVA")
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
The MVA 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 account
option, the greater the impact of changing interest rates. The impact of the MVA
can be either positive or negative, and is computed by multiplying the amount
withdrawn, transferred or switched to the Income Phase by the following factor:

                                            (N/12) 
                          [(1+I/(1+J+0.005)]       - 1
 
                  The MVA formula may differ in certain states
  where:
 
        I is the interest rate you are earning on the money invested in the
        fixed account option;
 
        J is the interest rate then currently available for the period of time
        equal to the number of years remaining in the term you initially agreed
        to leave your money in the fixed account option; and
 
        N is the number of full months remaining in the term you initially
        agreed to leave your money in the fixed account option.
 
EXAMPLES OF THE MVA
 
The examples below assume the following:
 
     (1) You made an initial Purchase Payment of $10,000 and allocated it to the
         10-year fixed account option at a rate of 5%;
 
     (2) You make a partial withdrawal of $4,000 when 1 1/2 years (18 months)
         remain in the 10-year term you initially agreed to leave your money in
         the fixed account option (N=18); and
 
     (3) You have not made any other transfers, additional Purchase Payments, or
         withdrawals.
 
No withdrawal charges are reflected because your Purchase Payment has been in
the contract for seven full years. If a withdrawal charge applies, it is
deducted before the MVA. The MVA is assessed on the amount withdrawn less any
withdrawal charges.
 
POSITIVE ADJUSTMENT
 
Assume that on the date of withdrawal, the interest rate in effect for a new
Purchase Payments in the 1-year fixed account option is 3.5% and the 3-year
fixed account option is 4.5%. By linear interpolation, the interest rate for the
remaining 2 years (1 1/2 years rounded up to the next full year) in the contract
is calculated to be 4%.
 
                                      (N/12)  
The MVA factor is = [(1+I/(1+J+0.005)]       - 1
                                         (18/12)
                  = [(1.05)/(1.04+0.005)]        - 1
                              (1.5)
                  = (1.004785)      - 1
                  = 1.007186 - 1
                  = + 0.007186
 
The requested withdrawal amount is multiplied by the MVA factor to determine the
MVA:
                         $4,000 x (+0.007186) = +$28.74
 
$28.74 represents the MVA that would be added to your withdrawal.
 
NEGATIVE ADJUSTMENT
 
Assume that on the date of withdrawal, the interest rate in effect for new
Purchase Payments in the 1-year fixed account option is 5.5% and the 3-year
fixed account option is 6.5%. By linear interpolation, the interest rate for the
remaining 2 years (1 1/2 years rounded up to the next full year) in the contract
is calculated to be 6%.
 
                                       (N/12) 
The MVA factor is = [(1+I)/(1+J+0.005)]       - 1
                                         (18/12)
                  = [(1.05)/(1.06+0.005)]        - 1
                              (1.5)
                  = (0.985915)      - 1
                  = 0.978948 - 1
                  = - 0.021052
 
The requested withdrawal amount is multiplied by the MVA factor to determine the
MVA:
                        $4,000 X (- 0.021052) = -$84.21
 
$84.21 represents the MVA that will be deducted from the money remaining in the
10-year fixed account option.
 
                                       B-1
<PAGE>   32
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                           APPENDIX C - PREMIUM TAXES
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
Premium taxes vary according to the state and are subject to change without
notice. In many states, there is no tax at all. Listed below are the current
premium tax rates in those states that assess a premium tax. For current
information, you should consult your tax adviser.
 
<TABLE>
<CAPTION>
                                                              QUALIFIED    NON-QUALIFIED
                           STATE                              CONTRACT       CONTRACT
<S>                                                           <C>          <C>
========================================================================================
California                                                        .50%          2.35%
- ----------------------------------------------------------------------------------------
District of Columbia                                             2.25%          2.25%
- ----------------------------------------------------------------------------------------
Kentucky                                                            2%             2%
- ----------------------------------------------------------------------------------------
Maine                                                               0%             2%
- ----------------------------------------------------------------------------------------
Nevada                                                              0%           3.5%
- ----------------------------------------------------------------------------------------
South Dakota                                                        0%          1.25%
- ----------------------------------------------------------------------------------------
West Virginia                                                       1%             1%
- ----------------------------------------------------------------------------------------
Wyoming                                                             0%             1%
- ----------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------
</TABLE>
 
                                       C-1
<PAGE>   33
 
- --------------------------------------------------------------------------------
 
   Please forward a copy (without charge) of the Polaris(II) Variable Annuity
   Statement of Additional Information to:
 
              (Please print or type and fill in all information.)
 
        ------------------------------------------------------------------------
        Name
 
        ------------------------------------------------------------------------
        Address
 
        ------------------------------------------------------------------------
        City/State/Zip
 
<TABLE>
<S>    <C>                                    <C>      <C>
 
Date:  ------------------------------------   Signed:  ---------------------------------------
</TABLE>
 
   Return to: Anchor National Life Insurance Company, Annuity Service Center,
   P.O. Box 52499, Los Angeles, California 90054-0299
- --------------------------------------------------------------------------------
<PAGE>   34
                       STATEMENT OF ADDITIONAL INFORMATION

                   FLEXIBLE PAYMENT DEFERRED ANNUITY CONTRACTS

                                    ISSUED BY

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                               IN CONNECTION WITH

                            VARIABLE SEPARATE ACCOUNT


   
This Statement of Additional Information is not a prospectus; it should be read
with the prospectus dated March 30, 1999, relating to the annuity contracts
described above. A copy of the prospectus may be obtained without charge by
calling (800) 445-SUN2 or writing us at:
    

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
                             ANNUITY SERVICE CENTER
                                 P.O. BOX 54299
                       LOS ANGELES, CALIFORNIA 90054-0299


   
                                 March 30, 1999
    


<PAGE>   35



                                TABLE OF CONTENTS


<TABLE>
<CAPTION>
                                                                             PAGE
                                                                             ----
<S>                                                                          <C>
Separate Account............................................................   3

General Account.............................................................   3

Performance Data ...........................................................   4

Income Payments.............................................................   8

Annuity Unit Values.........................................................   9

Taxes.......................................................................  11

Distribution of Contracts...................................................  15

Financial Statements........................................................  15
</TABLE>

<PAGE>   36
                                SEPARATE ACCOUNT


      Variable Separate Account was originally established by Anchor National
Life Insurance Company (the "Company") on June 25, 1981, pursuant to the
provisions of California law, as a segregated asset account of the Company. The
separate account meets the definition of a "separate account" under the federal
securities laws and is registered with the Securities and Exchange Commission
(the "SEC") as a unit investment trust under the Investment Company Act of 1940.
This registration does not involve supervision of the management of the separate
account or the Company by the SEC.

      The assets of the separate account are the property of the Company.
However, the assets of the separate account, equal to its reserves and other
contract liabilities, are not chargeable with liabilities arising out of any
other business the Company may conduct. Income, gains, and losses, whether or
not realized, from assets allocated to the separate account are credited to or
charged against the separate account without regard to other income, gains, or
losses of the Company.

      The separate account is divided into Variable Portfolios, with the assets
of each Variable Portfolio invested in the shares of one of the underlying
funds. The Company does not guarantee the investment performance of the separate
account, its Variable Portfolios or the underlying funds. Values allocated to
the separate account and the amount of variable Income Payments will vary with
the values of shares of the underlying funds, and are also reduced by contract
charges.

      The basic objective of a variable annuity contract is to provide variable
Income Payments which will be to some degree responsive to changes in the
economic environment, including inflationary forces and changes in rates of
return available from various types of investments. The contract is designed to
seek to accomplish this objective by providing that variable Income Payments
will reflect the investment performance of the separate account with respect to
amounts allocated to it both before and after the Annuity Date. Since the
separate account is always fully invested in shares of the underlying funds, its
investment performance reflects the investment performance of those entities.
The values of such shares held by the separate account fluctuate and are subject
to the risks of changing economic conditions as well as the risk inherent in the
ability of the underlying funds' managements to make necessary changes in their
funds to anticipate changes in economic conditions. Therefore, the owner bears
the entire investment risk that the basic objectives of the contract may not be
realized, and that the adverse effects of inflation may not be lessened. There
can be no assurance that the aggregate amount of variable Income Payments will
equal or exceed the Purchase Payments made with respect to a particular account
for the reasons described above, or because of the premature death of an
Annuitant.

      Another important feature of the contract related to its basic objective
is the Company's promise that the dollar amount of variable Income Payments made
during the lifetime of the Annuitant will not be adversely affected by the
actual mortality experience of the Company or by the actual expenses incurred by
the Company in excess of expense deductions provided for in the contract
(although the Company does not guarantee the amounts of the variable Income
Payments).


                                      -3-
<PAGE>   37
                                 GENERAL ACCOUNT

      The general account is made up of all of the general assets of the Company
other than those allocated to the separate account or any other segregated asset
account of the Company. A Purchase Payment may be allocated to the 1, 3, 5, 7 or
10 year fixed account options and the DCA accounts for 6-month and 1-year
periods available in connection with the general account, as elected by the
owner at the time of purchasing a contract or when making a subsequent Purchase
Payment. Assets supporting amounts allocated to fixed account options become
part of the Company's general account assets and are available to fund the
claims of all classes of customers of the Company, as well as of its creditors.
Accordingly, all of the Company's assets held in the general account will be
available to fund the Company's obligations under the contracts as well as such
other claims.

      The Company will invest the assets of the general account in the manner
chosen by the Company and allowed by applicable state laws regarding the nature
and quality of investments that may be made by life insurance companies and the
percentage of their assets that may be committed to any particular type of
investment. In general, these laws permit investments, within specified limits
and subject to certain qualifications, in federal, state and municipal
obligations, corporate bonds, preferred and common stocks, real estate
mortgages, real estate and certain other investments.

                                PERFORMANCE DATA

      From time to time the separate account may advertise the Cash Management
Portfolio's "yield" and "effective yield." Both yield figures are based on
historical earnings and are not intended to indicate future performance. The
"yield" of the Cash Management Portfolio refers to the net income generated for
a contract funded by an investment in the Cash Management Portfolio (which
invests in shares of the Cash Management Portfolio of SunAmerica Series Trust)
over a seven-day period (which period will be stated in the advertisement). This
income is then "annualized." That is, the amount of income generated by the
investment during that week is assumed to be generated each week over a 52-week
period and is shown as a percentage of the investment. The "effective yield" is
calculated similarly but, when annualized, the income earned by an investment in
the Cash Management Portfolio is assumed to be reinvested at the end of each
seven day period. The "effective yield" will be slightly higher than the "yield"
because of the compounding effect of this assumed reinvestment. Neither the
yield nor the effective yield takes into consideration the effect of any capital
changes that might have occurred during the seven day period, nor do they
reflect the impact of premium taxes or any withdrawal charges. The impact of
other recurring charges (including the mortality and expense risk charge,
distribution expense charge and contract maintenance fee) on both yield figures
is, however, reflected in them to the same extent it would affect the yield (or
effective yield) for a contract of average size.

      In addition, the separate account may advertise "total return" data for
its other Variable Portfolios. Like the yield figures described above, total
return figures are based on historical data and are not intended to indicate
future performance. The "total return" is a computed rate of return that, when
compounded annually over a stated period of time and applied to a hypothetical
initial investment in a Variable Portfolio made at the beginning of the period,
will produce the same contract value at the end of the period that the
hypothetical investment would have produced over the same period (assuming a
complete redemption of the contract at the end of the period). Recurring
contract charges are reflected in the total return figures in the same manner as
they are reflected in the yield data for contracts funded through the Cash
Management Portfolio.

      For periods starting prior to the date the contracts were first offered to
the public, the total return data for the Variable Portfolios of the separate
account will be derived from the performance of the


                                      -4-
<PAGE>   38
corresponding underlying funds of Anchor Series Trust and SunAmerica Series
Trust, modified to reflect the charges and expenses as if the separate account
Variable Portfolio had been in existence since the inception date of each
respective Anchor Series Trust and SunAmerica Series Trust underlying fund.
Thus, such performance figures should not be construed to be actual historic
performance of the relevant separate account Variable Portfolio. Rather, they
are intended to indicate the historical performance of the corresponding
underlying funds of Anchor Series Trust and SunAmerica Series Trust, adjusted to
provide direct comparability to the performance of the Variable Portfolios after
the date the contracts were first offered to the public (which will reflect the
effect of fees and charges imposed under the contracts). Anchor Series Trust and
SunAmerica Series Trust have served since their inception as underlying
investment media for separate accounts of other insurance companies in
connection with variable contracts not having the same fee and charge schedules
as those imposed under the contracts.

      Performance data for the various Variable Portfolios are computed in the
manner described below.

CASH MANAGEMENT PORTFOLIO

      The annualized current yield and the effective yield for the Cash
Management Portfolio for the 7 day period ending November 30, 1998, were
2.97% and 3.02%, respectively.

      Current yield is computed by first determining the Base Period Return
attributable to a hypothetical contract having a balance of one Accumulation
Unit at the beginning of a 7 day period using the formula:

            Base Period Return = (EV-SV-RMC)/(SV)

      where:

            SV = value of one Accumulation Unit at the start of a 7 day period

            EV = value of one Accumulation Unit at the end of the 7 day period

            CMF = an allocated portion of the $35 annual contract maintenance
      fee, prorated for 7 days

      The change in the value of an Accumulation Unit during the 7 day period
reflects the income received, minus any expenses accrued, during such 7 day
period. The Contract Maintenance Fee (CMF) is first allocated among the Variable
Portfolios and the general account so that each Variable Portfolio's allocated
portion of the charge is proportional to the percentage of the number of
contract owners' accounts that have money allocated to that Variable Portfolio.
The portion of the charge allocable to the Cash Management Portfolio is further
reduced, for purposes of the yield computation, by multiplying it by the ratio
that the value of the hypothetical contract bears to the value of an account of
average size for contracts funded by the Cash Management Portfolio. Finally, the
result is multiplied by the fraction 7/365 to arrive at the portion attributable
to the 7 day period.

      The current yield is then obtained by annualizing the Base Period Return:

            Current Yield = (Base Period Return) x (365/7)


                                      -5-
<PAGE>   39

      The Cash Management Portfolio also quotes an "effective yield" that
differs from the current yield given above in that it takes into account the
effect of dividend reinvestment in the underlying fund. The effective yield,
like the current yield, is derived from the Base Period Return over a 7 day
period. However, the effective yield accounts for dividend reinvestment by
compounding the current yield according to the formula:

            Effective Yield = [(Base Period Return + 1)(365/7) - 1]

      The yield quoted should not be considered a representation of the yield of
the Cash Management Portfolio in the future since the yield is not fixed. Actual
yields will depend on the type, quality and maturities of the investments held
by the underlying fund and changes in interest rates on such investments.

      Yield information may be useful in reviewing the performance of the Cash
Management Portfolio and for providing a basis for comparison with other
investment alternatives. However, the Cash Management Portfolio's yield
fluctuates, unlike bank deposits or other investments that typically pay a fixed
yield for a stated period of time.

OTHER VARIABLE PORTFOLIOS

      The Variable Portfolios of the separate account other than the Cash
Management Portfolio compute their performance data as "total return."

      The total returns since each Variable Portfolio's inception date and, if
applicable, for a 1 year period, are shown on the following page, both with and
without an assumed complete redemption at the end of the period.


                                      -6-
<PAGE>   40
                      TOTAL ANNUAL RETURN (IN PERCENT) FOR
                       PERIOD ENDING ON NOVEMBER 30, 1998
                        (RETURN WITH/WITHOUT REDEMPTION)

<TABLE>
<CAPTION>
                                                    INCEPTION         SINCE
               VARIABLE PORTFOLIO                      DATE         INCEPTION      1 YEAR
   --------------------------------------------     ----------      ---------      -------
<S>                                                 <C>             <C>            <C>
   Capital Appreciation                              6/03/97       14.22/17.96      4.53/11.53     
   Growth                                            6/03/97       19.25/22.91     13.11/20.11    
   Natural Resources                                 6/04/97     (22.20)/(17.71) (23.67)/(16.67) 
   Government & Quality Bond                         6/11/97        5.25/9.20       0.09/7.91
   Aggressive Growth                                 6/09/97        8.05/11.93    (4.02)/2.98
   International Diversified Equities                6/04/97        4.14/8.05       9.42/16.42
   Global Equities                                   6/03/97        6.55/10.41      6.53/13.53
   Putnam Growth                                     6/03/97       22.25/25.87     13.60/20.60
   MFS Growth and Income*                            6/04/97       15.02/18.75      8.96/15.96
   Alliance Growth                                   6/02/97       27.83/31.36     26.82/33.82
   "Dogs" of Wall Street                             4/01/98      (9.95)/(2.95)        --                    
   Venture Value                                     6/02/97       12.53/16.28      2.63/9.63
   Federated Value                                   6/04/97       15.86/19.58      9.39/16.39
   Growth-Income                                     6/03/97       19.46/23.12     13.04/20.04
   Utility                                           6/06/97       13.99/17.75      7.11/14.11
   Asset Allocation                                  6/03/97        2.46/6.39     (5.76)/1.24
   MFS Total Return**                                6/10/97        8.97/12.35      4.76/11.76
   SunAmerica Balanced                               6/05/97       16.55/20.27     10.94/17.94
   Worldwide High Income                             6/05/97     (13.21)/(8.94)  (22.17)/(15.17)
   High-Yield Bond                                   6/09/97      (1.07)/2.98     (9.84)/(2.84)
   Corporate Bond                                    6/09/97        3.38/7.34     (2.15)/4.85
   Global Bond                                       6/11/97        6.60/10.53      2.97/9.97
   Emerging Markets                                  6/05/97     (33.76)/(28.91) (30.24)/(23.24)
   International Growth and Income                   6/04/97        3.78/7.70       0.87/7.87
   Real Estate                                       6/04/97      (5.45)/(1.35)  (21.51)/(14.51)
</TABLE>

- -----------------
*  Formerly named Growth/Phoenix and managed by Phoenix Investment
   Counsel, Inc.
** Formerly named Balance/Phoenix and managed by Phoenix Investment
   Counsel, Inc.
Total return figures are based on historical data and are not intended to
indicate future performance.


Total return for a Variable Portfolio represents a single computed annual rate
of return that, when 


                                      -7-
<PAGE>   41
compounded annually over a specified time period (one, five, and ten years, or
since inception) and applied to a hypothetical initial investment in a contract
funded by that Variable Portfolio made at the beginning of the period, will
produce the same contract value at the end of the period that the hypothetical
investment would have produced over the same period. The total rate of return
(T) is computed so that it satisfies the formula:

            P(1+T)(n) = ERV

where:         P = a hypothetical initial payment of $1,000
               T = average annual total return
               n = number of years

             ERV = ending redeemable value of a hypothetical $1,000 payment
                   made at the beginning of the 1, 5, or 10 year period as of 
                   the end of the period (or fractional portion thereof).

      The total return figures reflect the effect of recurring charges, as
discussed herein. Recurring charges are taken into account in a manner similar
to that used for the yield computations for the Cash Management Portfolio,
described above. As with the Cash Management Portfolio yield figures, total
return figures are derived from historical data and are not intended to be a
projection of future performance.

                                 INCOME PAYMENTS

INITIAL MONTHLY INCOME PAYMENTS

      The initial Income Payment is determined by applying separately that
portion of the contract value allocated to the fixed account options and the
Variable Portfolio(s), less any premium tax, and then applying it to the annuity
table specified in the contract for fixed and variable Income Payments. Those
tables are based on a set amount per $1,000 of proceeds applied. The appropriate
rate must be determined by the sex (except where, as in the case of certain
Qualified contracts and other employer-sponsored retirement plans, such
classification is not permitted) and age of the Annuitant and designated second
person, if any, and the annuity option selected.

      The dollars applied are then divided by 1,000 and the result multiplied by
the appropriate annuity factor appearing in the table to compute the amount of
the first monthly Income Payment. In the case of a variable annuity, that amount
is divided by the value of an Annuity Unit as of the Annuity Date to establish
the number of Annuity Units representing each variable Income Payment. The
number of Annuity Units determined for the first variable Income Payment remains
constant for the second and subsequent monthly variable Income Payments,
assuming that no reallocation of contract values is made.

SUBSEQUENT MONTHLY PAYMENTS

      For fixed Income Payments, the amount of the second and each subsequent
monthly Income Payment is the same as that determined above for the first
monthly payment.

      For variable Income Payments, the amount of the second and each subsequent
monthly Income Payment is determined by multiplying the number of Annuity Units,
as 


                                      -8-
<PAGE>   42
determined in connection with the determination of the initial monthly
payment, above, by the Annuity Unit value as of the day preceding the date on
which each Income Payment is due.

INCOME PAYMENTS UNDER THE INCOME PROTECTOR PROGRAM

     If contract holders elect to begin Income Payments using the Income
Protector Program, the income benefit base is determined as described in the
prospectus. The initial Income Payment is determined by applying the income
benefit base to the annuity table specifically designated for use in conjunction
with the Income Protector Program, either in the contract or in the endorsement
to the contract. Those tables are based on a set amount per $1,000 of income
benefit base applied. The appropriate rate must be determined by the sex (except
where, as in the case of certain Qualified contracts and other
employer-sponsored retirement plans, such classification is not permitted) and
age of the Annuitant and designated second person, if any, and the Income Option
selected.

     The income benefit base is applied then divided by 1,000 and the result
multiplied by the appropriate annuity factor appearing in the table to compute
the amount of the first monthly Income Payment. The amount of the second and
each subsequent income payment is the same as that determined above for the
first monthly payment.


                               ANNUITY UNIT VALUES

      The value of an Annuity Unit is determined independently for each Variable
Portfolio.

      The annuity tables contained in the contract are based on a 3.5% per annum
assumed investment rate. If the actual net investment rate experienced by a
Variable Portfolio exceeds 3.5%, variable Income Payments derived from
allocations to that Variable Portfolio will increase over time. Conversely, if
the actual rate is less than 3.5%, variable Income Payments will decrease over
time. If the net investment rate equals 3.5%, the variable Income Payments will
remain constant. If a higher assumed investment rate had been used, the initial
monthly payment would be higher, but the actual net investment rate would also
have to be higher in order for Income Payments to increase (or not to decrease).

      The payee receives the value of a fixed number of Annuity Units each
month. The value of a fixed number of Annuity Units will reflect the investment
performance of the Variable Portfolios elected, and the amount of each Income
Payment will vary accordingly.

      For each Variable Portfolio, the value of an Annuity Unit is determined by
multiplying the Annuity Unit value for the preceding month by the Net Investment
Factor for the month for which the Annuity Unit value is being calculated. The
result is then multiplied by a second factor which offsets the effect of the
assumed net investment rate of 3.5% per annum which is assumed in the annuity
tables contained in the contract.

NET INVESTMENT FACTOR

      The Net Investment Factor ("NIF") is an index applied to measure the net
investment performance of a Variable Portfolio from one day to the next. The NIF
may be greater or less than or equal to one; therefore, the value of an Annuity
Unit may increase, decrease or remain the same.

      The NIF for any Variable Portfolio for a certain month is determined by
dividing (a) by (b) where:

      (a)   is the Accumulation Unit value of the Variable Portfolio determined
            as of the end of that month, and

      (b)   is the Accumulation Unit value of the Variable Portfolio determined
            as of the end of the preceding month.

      The NIF for a Variable Portfolio for a given month is a measure of the net
investment performance of the Variable Portfolio from the end of the prior month
to the end of the given month. A NIF of 1.000 results in no change; a NIF
greater than 1.000 results in an increase; and a NIF less than 1.000 results in
a decrease. The NIF is increased (or decreased) in accordance with the increases
(or decreases, respectively) in the value of a share of the underlying fund in
which the Variable Portfolio invests; it is also reduced by separate account
asset charges.


                                      -9-
<PAGE>   43

      ILLUSTRATIVE EXAMPLE

      Assume that one share of a given Variable Portfolio had an Accumulation
Unit value of $11.46 as of the close of the New York Stock Exchange ("NYSE") on
the last business day in September; that its Accumulation Unit value had been
$11.44 at the close of the NYSE on the last business day at the end of the
previous month. The NIF for the month of September is:

                  NIF = ($11.46/$11.44)

                      =  1.00174825

      The change in Annuity Unit value for a Variable Portfolio from one month
to the next is determined in part by multiplying the Annuity Unit value at the
prior month end by the NIF for that Variable Portfolio for the new month. In
addition, however, the result of that computation must also be multiplied by an
additional factor that takes into account, and neutralizes, the assumed
investment rate of 3.5 percent per annum upon which the Income Payment tables
are based. For example, if the net investment rate for a Variable Portfolio
(reflected in the NIF) were equal to the assumed investment rate, the variable
Income Payments should remain constant (i.e., the Annuity Unit value should not
change). The monthly factor that neutralizes the assumed investment rate of 3.5
percent per annum is:

            1/[(1.035)(1/12)] = 0.99713732

      In the example given above, if the Annuity Unit value for the Variable
Portfolio was $10.103523 on the last business day in August, the Annuity Unit
value on the last business day in September would have been:

            $10.103523 x 1.00174825 x 0.99713732 = $10.092213

VARIABLE INCOME PAYMENTS

      ILLUSTRATIVE EXAMPLE

      Assume that a male owner, P, owns a contract in connection with which P
has allocated all of his contract value to a single Variable Portfolio. P is
also the sole Annuitant and, at age 60, has elected to annuitize his contract
under Option 4, a Life Annuity With 120 Monthly Payments Guaranteed. As of the
last valuation preceding the Annuity Date, P's Account was credited with
7543.2456 Accumulation Units each having a value of $15.432655, (i.e., P's
account value is equal to 7543.2456 x $15.432655 = $116,412.31). Assume also
that the Annuity Unit value for the Variable Portfolio on that same date is
$13.256932, and that the Annuity Unit value on the day immediately prior to the
second Income Payment date is $13.327695.

      P's first variable Income Payment is determined from the annuity factor
tables in P's contract, using the information assumed above. From these tables,
which supply monthly annuity factors for each $1,000 of applied contract value,
P's first variable Income Payment is determined by multiplying the factor of
$4.92 (Option 4 tables, male Annuitant age 60 at the Annuity Date) by the result
of dividing P's account value by $1,000:

           First Payment = $4.92 x ($116,412.31/$1,000) = $572.75


                                      -10-
<PAGE>   44

      The number of P's Annuity Units (which will be fixed; i.e., it will not
change unless he transfers his Account to another Account) is also determined at
this time and is equal to the amount of the first variable Income Payment
divided by the value of an Annuity Unit on the day immediately prior to
annuitization:

           Annuity Units = $572.75/$13.256932 = 43.203812

      P's second variable Income Payment is determined by multiplying the number
of Annuity Units by the Annuity Unit value as of the day immediately prior to
the second payment due date:

           Second Payment = 43.203812 x $13.327695 = $575.81

      The third and subsequent variable Income Payments are computed in a manner
similar to the second variable Income Payment.

      Note that the amount of the first variable Income Payment depends on the
contract value in the relevant Variable Portfolio on the Annuity Date and thus
reflects the investment performance of the Variable Portfolio net of fees and
charges during the Accumulation Phase. The amount of that payment determines the
number of Annuity Units, which will remain constant during the Annuity Phase
(assuming no transfers from the Variable Portfolio). The net investment
performance of the Variable Portfolio during the Annuity Phase is reflected in
continuing changes during this phase in the Annuity Unit value, which determines
the amounts of the second and subsequent variable Income Payments.

                                      TAXES

GENERAL

      Section 72 of the Internal Revenue Code of 1986, as amended (the "Code")
governs taxation of annuities in general. An owner is not taxed on increases in
the value of a contract until distribution occurs, either in the form of a
non-annuity distribution or as Income Payments under the annuity option elected.
For a lump sum payment received as a total surrender (total redemption), the
recipient is taxed on the portion of the payment that exceeds the cost basis of
the contract. For a payment received as a withdrawal (partial redemption),
federal tax liability is determined on a last-in, first-out basis, meaning
taxable income is withdrawn before the cost basis of the contract is withdrawn.
For contracts issued in connection with Nonqualified plans, the cost basis is
generally the Purchase Payments, while for contracts issued in connection with
Qualified plans there may be no cost basis. The taxable portion of the lump sum
payment is taxed at ordinary income tax rates. Tax penalties may also apply.

      For Income Payments, the taxable portion is determined by a formula which
establishes the ratio that the cost basis of the contract bears to the total
value of Income Payments for the term of the annuity contract. The taxable
portion is taxed at ordinary income tax rates. Owners, Annuitants and
Beneficiaries under the contracts should seek competent financial advice about
the tax consequences of distributions under the retirement plan under which the
contracts are purchased.

      The Company is taxed as a life insurance company under the Code. For
federal income tax purposes, the separate account is not a separate entity from
the Company and its operations form a part of the Company.


                                      -11-
<PAGE>   45
WITHHOLDING TAX ON DISTRIBUTIONS

      The Code generally requires the Company (or, in some cases, a plan
administrator) to withhold tax on the taxable portion of any distribution or
withdrawal from a contract. For "eligible rollover distributions" from contracts
issued under certain types of Qualified plans, 20% of the distribution must be
withheld, unless the payee elects to have the distribution "rolled over" to
another eligible plan in a direct "trustee to trustee" transfer. This
requirement is mandatory and cannot be waived by the owner. Withholding on other
types of distributions can be waived.

      An "eligible rollover distribution" is the estimated taxable portion of
any amount received by a covered employee from a plan qualified under Section
401(a) or 403(a) of the Code, or from a tax-sheltered annuity qualified under
Section 403(b) of the Code (other than (1) Income Payments for the life (or life
expectancy) of the employee, or joint lives (or joint life expectancies) of the
employee and his or her designated Beneficiary, or for a specified period of ten
years or more; and (2) distributions required to be made under the Code).
Failure to "roll over" the entire amount of an eligible rollover distribution
(including an amount equal to the 20% portion of the distribution that was
withheld) could have adverse tax consequences, including the imposition of a
penalty tax on premature withdrawals, described later in this section.

      Withdrawals or distributions from a contract other than eligible rollover
distributions are also subject to withholding on the estimated taxable portion
of the distribution, but the owner may elect in such cases to waive the
withholding requirement. If not waived, withholding is imposed (1) for periodic
payments, at the rate that would be imposed if the payments were wages, or (2)
for other distributions, at the rate of 10%. If no withholding exemption
certificate is in effect for the payee, the rate under (1) above is computed by
treating the payee as a married individual claiming 3 withholding exemptions.

DIVERSIFICATION - SEPARATE ACCOUNT INVESTMENTS

      Section 817(h) of the Code imposes certain diversification standards on
the underlying assets of variable annuity contracts. The Code provides that a
variable annuity contract will not be treated as an annuity contract for any
period (and any subsequent period) for which the investments are not adequately
diversified, in accordance with regulations prescribed by the United States
Treasury Department ("Treasury Department"). Disqualification of the contract as
an annuity contract would result in imposition of federal income tax to the
owner with respect to earnings allocable to the contract prior to the receipt of
any payments under the contract. The Code contains a safe harbor provision which
provides that annuity contracts, such as your contract, meet the diversification
requirements if, as of the close of each calendar quarter, the underlying assets
meet the diversification standards for a regulated investment company, and no
more than 55% of the total assets consist of cash, cash items, U.S. government
securities and securities of other regulated investment companies.

      The Treasury Department has issued regulations which establish
diversification requirements for the investment portfolios underlying variable
contracts such as the contracts. The regulations amplify the diversification
requirements for variable contracts set forth in the Code and provide an
alternative to the safe harbor provision described above. Under the regulations
an investment portfolio will be deemed adequately diversified if (1) no more
than 55% of the value of the total assets of the portfolio is represented by any
one investment; (2) no more than 70% of the value of the total assets of the
portfolio is represented by any two investments; (3) no more than 80% of the
value of the total assets of the portfolio is represented by any three
investments; and (4) no more than 90% of the value of the total assets of the
portfolio is represented by any four investments. For purposes of determining
whether or not the diversification standards imposed on the underlying assets of
variable contracts by Section 817(h) of the Code have been 


                                      -12-
<PAGE>   46
met, "each United States government agency or instrumentality shall be treated
as a separate issuer."

MULTIPLE CONTRACTS

      Multiple annuity contracts which are issued within a calendar year to the
same contract owner by one company or its affiliates are treated as one annuity
contract for purposes of determining the tax consequences of any distribution.
Such treatment may result in adverse tax consequences including more rapid
taxation of the distributed amounts from such multiple contracts. The Company
believes that Congress intended to affect the purchase of multiple deferred
annuity contracts which may have been purchased to avoid withdrawal income tax
treatment. Owners should consult a tax adviser prior to purchasing more than one
annuity contract in any calendar year.

TAX TREATMENT OF ASSIGNMENTS

      An assignment of a contract may have tax consequences, and may also be
prohibited by ERISA in some circumstances. Owners should therefore consult
competent legal advisers should they wish to assign their contracts.

QUALIFIED PLANS

      The contracts offered by this prospectus are designed to be suitable for
use under various types of Qualified plans. Taxation of owners in each Qualified
plan varies with the type of plan and terms and conditions of each specific
plan. Owners, Annuitants and Beneficiaries are cautioned that benefits under a
Qualified plan may be subject to the terms and conditions of the plan,
regardless of the terms and conditions of the contracts issued pursuant to the
plan.

      Following are general descriptions of the types of Qualified plans with
which the contracts may be used. Such descriptions are not exhaustive and are
for general information purposes only. The tax rules regarding Qualified plans
are very complex and will have differing applications depending on individual
facts and circumstances. Each purchaser should obtain competent tax advice prior
to purchasing a contract issued under a Qualified plan.

      Contracts issued pursuant to Qualified plans include special provisions
restricting contract provisions that may otherwise be available and described in
this prospectus. Generally, contracts issued pursuant to Qualified plans are not
transferable except upon surrender or annuitization. Various penalty and excise
taxes may apply to contributions or distributions made in violation of
applicable limitations. Furthermore, certain withdrawal penalties and
restrictions may apply to surrenders from Qualified contracts.

      (a)   H.R. 10 PLANS

            Section 401 of the Code permits self-employed individuals to
      establish Qualified plans for themselves and their employees, commonly
      referred to as "H.R. 10" or "Keogh" Plans. Contributions made to the plan
      for the benefit of the employees will not be included in the gross income
      of the employees until distributed from the plan. The tax consequences to
      owners may vary depending upon the particular plan design. However, the
      Code places limitations and restrictions on all plans on such items as:
      amounts of allowable contributions; form, manner and timing of
      distributions; vesting and nonforfeitability of interests;
      nondiscrimination in eligibility and participation; and the tax treatment
      of distributions, withdrawals and surrenders. Purchasers of contracts for
      use with an H.R. 10 Plan should obtain competent tax advice as to the tax
      treatment


                                      -13-
<PAGE>   47
      and suitability of such an investment.

      (b)   TAX-SHELTERED ANNUITIES

            Section 403(b) of the Code permits the purchase of "tax-sheltered
      annuities" by public schools and certain charitable, education and
      scientific organizations described in Section 501(c)(3) of the Code. These
      qualifying employers may make contributions to the contracts for the
      benefit of their employees. Such contributions are not includible in the
      gross income of the employee until the employee receives distributions
      from the contract. The amount of contributions to the tax-sheltered
      annuity is limited to certain maximums imposed by the Code. Furthermore,
      the Code sets forth additional restrictions governing such items as
      transferability, distributions, nondiscrimination and withdrawals. Any
      employee should obtain competent tax advice as to the tax treatment and
      suitability of such an investment.

      (c)   INDIVIDUAL RETIREMENT ANNUITIES

            Section 408(b) of the Code permits eligible individuals to
      contribute to an individual retirement program known as an "Individual
      Retirement Annuity" ("IRA"). Under applicable limitations, certain amounts
      may be contributed to an IRA which will be deductible from the
      individual's gross income. These IRAs are subject to limitations on
      eligibility, contributions, transferability and distributions. Sales of
      contracts for use with IRAs are subject to special requirements imposed by
      the Code, including the requirement that certain informational disclosure
      be given to persons desiring to establish an IRA. Purchasers of contracts
      to be qualified as IRAs should obtain competent tax advice as to the tax
      treatment and suitability of such an investment.

      (d)   ROTH IRAS

            Section 408(a) of the Code permits an individual to contribute to an
      individual retirement program called a Roth IRA. Unlike contributions to a
      regular IRA under Section 408(b) of the Code, contributions to a Roth IRA
      are not made on a tax-deferred basis, but distributions are tax-free if
      certain requirements are satisfied. Like regular IRAs, Roth IRAs are
      subject to limitations on the amount that may be contributed, those who
      may be eligible and the time when distributions may commence without tax
      penalty. Certain persons may be eligible to convert a regular IRA into a
      Roth IRA, and the taxes on the resulting income may be spread over four
      years if the conversion occurs before January 1, 1999. If and when the
      contracts are made available for use with Roth IRAs, they may be subject
      to special requirements imposed by the Internal Revenue Service ("IRS").
      Purchasers of the contracts for this purpose will be provided with such
      supplementary information as may be required by the IRS or other
      appropriate agency.

      (e)   CORPORATE PENSION AND PROFIT-SHARING PLANS

            Sections 401(a) and 401(k) of the Code permit corporate employers to
      establish various types of retirement plans for employees. These
      retirement plans may permit the purchase of the contracts to provide
      benefits under the plan. Contributions to the plan for the benefit of
      employees will not be includible in the gross income of the employee until
      distributed from the plan. The tax consequences to owners may vary
      depending upon the particular plan design. However, the Code places
      limitations on all plans on such items as amount of allowable
      contributions; form, manner and timing of distributions; vesting and
      nonforfeitability of interests; nondiscrimination in eligibility and
      participation; and the tax treatment of distributions, withdrawals and
      surrenders. Purchasers of contracts for use with corporate pension or
      profit sharing plans should obtain 


                                      -14-
<PAGE>   48

      competent tax advice as to the tax treatment and suitability of such an
      investment.

      (f)   DEFERRED COMPENSATION PLANS - SECTION 457

            Under Section 457 of the Code, governmental and certain other
      tax-exempt employers may establish, for the benefit of their employees,
      deferred compensation plans which may invest in annuity contracts. The
      Code, as in the case of Qualified plans, establishes limitations and
      restrictions on eligibility, contributions and distributions. Under these
      plans, contributions made for the benefit of the employees will not be
      includible in the employees' gross income until distributed from the plan.
      However, under a 457 plan all the plan assets shall remain solely the
      property of the employer, subject only to the claims of the employer's
      general creditors until such time as made available to an owner or a
      Beneficiary.


                            DISTRIBUTION OF CONTRACTS

      The contracts are offered through  SunAmerica  Capital  Services,  Inc.,
located at 733 Third Avenue,  4th Floor, New York, New York 10017.  SunAmerica
Capital Services,  Inc. is registered as a broker-dealer  under the Securities
Exchange Act of 1934, as amended,  and is a member of the National Association
of  Securities  Dealers,  Inc. The Company and  SunAmerica  Capital  Services,
Inc. are each an indirect wholly owned subsidiary of SunAmerica Inc.

      For the year ended November 30, 1998, the aggregate amount of underwriting
commissions paid by the company to SunAmerica Capital Services, Inc. was
$38,370,122, of which $3,837,012 was retained by it. For the period from
inception to November 30, 1997, the aggregate amount of underwriting commissions
paid by the Company to SunAmerica Capital Services, Inc. was $6,510,073, of
which $650,488 was retained by it.

      Contracts are offered on a continuous basis.

                              FINANCIAL STATEMENTS
   
      The audited consolidated financial statements of the Company as of
September 30, 1998 and 1997 and for each of the three years in the period ended
September 30, 1998 are presented in this Statement of Additional Information.
The consolidated financial statements of the Company should be considered only
as bearing on the ability of the Company to meet its obligation under the
contracts for amounts allocated to the 1, 3, 5, 7 or 10 year fixed account
options and the DCA accounts for 6-month and 1-year periods. The financial
statements of Variable Separate Account as of November 30, 1997 and for the
period from inception to November 30, 1997, are included in this Statement of
Additional Information.
    

      PricewaterhouseCoopers LLP, 400 South Hope Street, Los Angeles, California
90071, serves as the independent accountants for the separate account and the
Company. The financial statements referred to above have been so included in
reliance on the reports of PricewaterhouseCoopers LLP, independent accountants,
given on the authority of said firm as experts in auditing and accounting.


                                      -15-
<PAGE>   49
 
                       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 (the "Company")at September 30, 1998 and 1997, and
the results of their operations and their cash flows for each of the three years
in the period ended September 30, 1998, 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.
 
PricewaterhouseCoopers LLP
Los Angeles, California
November 9, 1998
 
                                       33
<PAGE>   50
 
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
                           CONSOLIDATED BALANCE SHEET
 
<TABLE>
<CAPTION>
                                                                       AT SEPTEMBER 30,
                                                              ----------------------------------
                                                                   1998               1997
                                                              ---------------    ---------------
<S>                                                           <C>                <C>
ASSETS
Investments:
  Cash and short-term investments...........................  $   333,735,000    $   113,580,000
  Bonds, notes and redeemable preferred stocks available for
     sale, at fair value (amortized cost: 1998,
     $1,934,863,000; 1997, $1,942,485,000)..................    1,954,754,000      1,986,194,000
  Mortgage loans............................................      391,448,000        339,530,000
  Common stocks available for sale, at fair value (cost:
     1998, $115,000; 1997, $271,000)........................          169,000          1,275,000
  Real estate...............................................       24,000,000         24,000,000
  Other invested assets.....................................       30,636,000        143,722,000
                                                              ---------------    ---------------
          Total investments.................................    2,734,742,000      2,608,301,000
Variable annuity assets held in separate accounts...........   11,133,569,000      9,343,200,000
Accrued investment income...................................       26,408,000         21,759,000
Deferred acquisition costs..................................      539,850,000        536,155,000
Income taxes currently receivable...........................        5,869,000                 --
Other assets................................................       85,926,000         61,524,000
                                                              ---------------    ---------------
          TOTAL ASSETS......................................  $14,526,364,000    $12,570,939,000
                                                              ===============    ===============
 
LIABILITIES AND SHAREHOLDER'S EQUITY
Reserves, payables and accrued liabilities:
  Reserves for fixed annuity contracts......................  $ 2,189,272,000    $ 2,098,803,000
  Reserves for guaranteed investment contracts..............      282,267,000        295,175,000
  Payable to brokers for purchases of securities............       27,053,000            263,000
  Income taxes currently payable............................               --         32,265,000
  Other liabilities.........................................      106,594,000        122,728,000
                                                              ---------------    ---------------
          Total reserves, payables and accrued
           liabilities......................................    2,605,186,000      2,549,234,000
                                                              ---------------    ---------------
Variable annuity liabilities related to separate accounts...   11,133,569,000      9,343,200,000
                                                              ---------------    ---------------
Subordinated notes payable to Parent........................       39,182,000         36,240,000
                                                              ---------------    ---------------
Deferred income taxes.......................................       95,758,000         67,047,000
                                                              ---------------    ---------------
Shareholder's equity:
  Common Stock..............................................        3,511,000          3,511,000
  Additional paid-in capital................................      308,674,000        308,674,000
  Retained earnings.........................................      332,069,000        244,628,000
  Net unrealized gains on debt and equity securities
     available for sale.....................................        8,415,000         18,405,000
                                                              ---------------    ---------------
          Total shareholder's equity........................      652,669,000        575,218,000
                                                              ---------------    ---------------
          TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY........  $14,526,364,000    $12,570,939,000
                                                              ===============    ===============
</TABLE>
 
                            See accompanying notes.
 
                                       34
<PAGE>   51
 
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
                         CONSOLIDATED INCOME STATEMENT
 
<TABLE>
<CAPTION>
                                                                         YEARS ENDED SEPTEMBER 30,
                                                              -----------------------------------------------
                                                                  1998             1997             1996
                                                              -------------    -------------    -------------
<S>                                                           <C>              <C>              <C>
Investment income...........................................  $ 221,966,000    $ 210,759,000    $ 164,631,000
                                                              -------------    -------------    -------------
Interest expense on:
  Fixed annuity contracts...................................   (112,695,000)    (109,217,000)     (82,690,000)
  Guaranteed investment contracts...........................    (17,787,000)     (22,650,000)     (19,974,000)
  Senior indebtedness.......................................     (1,498,000)      (2,549,000)      (2,568,000)
  Subordinated notes payable to Parent......................     (3,114,000)      (3,142,000)      (2,556,000)
                                                              -------------    -------------    -------------
          Total interest expense............................   (135,094,000)    (137,558,000)    (107,788,000)
                                                              -------------    -------------    -------------
NET INVESTMENT INCOME.......................................     86,872,000       73,201,000       56,843,000
                                                              -------------    -------------    -------------
NET REALIZED INVESTMENT GAINS
  (LOSSES)..................................................     19,482,000      (17,394,000)     (13,355,000)
                                                              -------------    -------------    -------------
Fee income:
  Variable annuity fees.....................................    200,867,000      139,492,000      103,970,000
  Net retained commissions..................................     48,561,000       39,143,000       31,548,000
  Asset management fees.....................................     29,592,000       25,764,000       25,413,000
  Surrender charges.........................................      7,404,000        5,529,000        5,184,000
  Other fees................................................      3,938,000        3,218,000        3,390,000
                                                              -------------    -------------    -------------
          TOTAL FEE INCOME..................................    290,362,000      213,146,000      169,505,000
                                                              -------------    -------------    -------------
GENERAL AND ADMINISTRATIVE
  EXPENSES..................................................    (96,102,000)     (98,802,000)     (81,552,000)
                                                              -------------    -------------    -------------
AMORTIZATION OF DEFERRED
  ACQUISITION COSTS.........................................    (72,713,000)     (66,879,000)     (57,520,000)
                                                              -------------    -------------    -------------
ANNUAL COMMISSIONS..........................................    (18,209,000)      (8,977,000)      (4,613,000)
                                                              -------------    -------------    -------------
PRETAX INCOME...............................................    209,692,000       94,295,000       69,308,000
Income tax expense..........................................    (71,051,000)     (31,169,000)     (24,252,000)
                                                              -------------    -------------    -------------
NET INCOME..................................................  $ 138,641,000    $  63,126,000    $  45,056,000
                                                              =============    =============    =============
</TABLE>
 
                            See accompanying notes.
 
                                       35
<PAGE>   52
 
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
                      CONSOLIDATED STATEMENT OF CASH FLOWS
 
<TABLE>
<CAPTION>
                                                                            YEARS ENDED SEPTEMBER 30,
                                                              -----------------------------------------------------
                                                                   1998               1997               1996
                                                              ---------------    ---------------    ---------------
<S>                                                           <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income................................................  $   138,641,000    $    63,126,000    $    45,056,000
  Adjustments to reconcile net income to net cash provided
    by operating activities:
    Interest credited to:
      Fixed annuity contracts...............................      112,695,000        109,217,000         82,690,000
      Guaranteed investment contracts.......................       17,787,000         22,650,000         19,974,000
    Net realized investment (gains) losses..................      (19,482,000)        17,394,000         13,355,000
    Amortization (accretion) of net premiums (discounts) on
     investments............................................          447,000        (18,576,000)        (8,976,000)
    Amortization of goodwill................................        1,422,000          1,187,000          1,169,000
    Provision for deferred income taxes.....................       34,087,000        (16,024,000)        (3,351,000)
  Change in:
    Accrued investment income...............................       (4,649,000)        (2,084,000)        (5,483,000)
    Deferred acquisition costs..............................     (160,926,000)      (113,145,000)       (60,941,000)
    Other assets............................................      (19,374,000)       (14,598,000)        (8,000,000)
    Income taxes currently payable..........................      (38,134,000)        10,779,000          5,766,000
    Other liabilities.......................................       (2,248,000)        14,187,000          5,474,000
  Other, net................................................       (5,599,000)           418,000           (129,000)
                                                              ---------------    ---------------    ---------------
NET CASH PROVIDED BY OPERATING ACTIVITIES...................       54,667,000         74,531,000         86,604,000
                                                              ---------------    ---------------    ---------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Premium receipts on:
    Fixed annuity contracts.................................    1,512,994,000      1,097,937,000        741,774,000
    Guaranteed investment contracts.........................        5,619,000         55,000,000        134,967,000
  Net exchanges from the fixed accounts of variable annuity
    contracts...............................................   (1,303,790,000)      (620,367,000)      (236,705,000)
  Withdrawal payments on:
    Fixed annuity contracts.................................     (191,690,000)      (242,589,000)      (263,614,000)
    Guaranteed investment contracts.........................      (36,313,000)      (198,062,000)       (16,492,000)
  Claims and annuity payments on fixed annuity contracts....      (40,589,000)       (35,731,000)       (31,107,000)
  Net receipts from (repayments of) other short-term
    financings..............................................      (10,944,000)        34,239,000       (119,712,000)
  Net receipts from a modified coinsurance transaction......      166,631,000                 --                 --
  Capital contributions received............................               --         28,411,000         27,387,000
  Dividends paid............................................      (51,200,000)       (25,500,000)       (29,400,000)
                                                              ---------------    ---------------    ---------------
NET CASH PROVIDED BY FINANCING ACTIVITIES...................       50,718,000         93,338,000        207,098,000
                                                              ---------------    ---------------    ---------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of:
    Bonds, notes and redeemable preferred stocks............  $(1,970,502,000)   $(2,566,211,000)   $(1,937,890,000)
    Mortgage loans..........................................     (131,386,000)      (266,771,000)       (15,000,000)
    Other investments, excluding short-term investments.....               --        (75,556,000)       (36,770,000)
  Sales of:
    Bonds, notes and redeemable preferred stocks............    1,602,079,000      2,299,063,000      1,241,928,000
    Real estate.............................................               --                 --            900,000
    Other investments, excluding short-term investments.....       42,458,000          6,421,000          4,937,000
  Redemptions and maturities of:
    Bonds, notes and redeemable preferred stocks............      424,393,000        376,847,000        288,969,000
    Mortgage loans..........................................       80,515,000         25,920,000         11,324,000
    Other investments, excluding short-term investments.....       67,213,000         23,940,000         20,749,000
                                                              ---------------    ---------------    ---------------
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES............      114,770,000       (176,347,000)      (420,853,000)
                                                              ---------------    ---------------    ---------------
NET INCREASE (DECREASE) IN CASH AND SHORT-TERM
  INVESTMENTS...............................................      220,155,000         (8,478,000)      (127,151,000)
CASH AND SHORT-TERM INVESTMENTS AT BEGINNING OF PERIOD......      113,580,000        122,058,000        249,209,000
                                                              ---------------    ---------------    ---------------
CASH AND SHORT-TERM INVESTMENTS AT END OF PERIOD............  $   333,735,000    $   113,580,000    $   122,058,000
                                                              ===============    ===============    ===============
SUPPLEMENTAL CASH FLOW INFORMATION:
  Interest paid on indebtedness.............................  $     3,912,000    $     7,032,000    $     5,982,000
                                                              ===============    ===============    ===============
  Net income taxes paid.....................................  $    74,932,000    $    36,420,000    $    22,031,000
                                                              ===============    ===============    ===============
</TABLE>
 
                            See accompanying notes.
 
                                       36
<PAGE>   53
 
                     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 operations and broker-dealer
operations. Annuity operations include the sale and administration of fixed and
variable annuities and guaranteed investment contracts. Asset management
operations, which 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 1998 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 by using the specific cost
identification method. Premiums and discounts on investments are amortized to
investment income by 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 Investment Income or Interest
Expense in the income statement. Initially, Swap Agreements are designated as
hedges and, therefore, are not marked to market. However, when a hedged
asset/liability is sold or repaid before the related Swap Agreement matures, the
Swap Agreement is marked to market and any gain/loss is classified with any
gain/loss realized on the disposition of the hedged asset/liability.
Subsequently, the Swap Agreement is marked to market and
 
                                       37
<PAGE>   54
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
 
2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -- (CONTINUED)
the resulting change in fair value is included in Investment Income in the
income statement. When a Swap Agreement that is designated as a hedge is
terminated before its contractual maturity, any resulting gain/loss is
credited/charged to the carrying value of the asset/liability that it hedged and
is treated as a premium/discount for the remaining life of the asset/liability.
 
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
("DAC") 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 DAC 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/losses on debt and equity securities available for sale that is credited
or charged directly to shareholder's equity. DAC have been decreased by
$7,000,000 at September 30, 1998 and $16,400,000 at September 30, 1997 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 $23,339,000 at September 30, 1998, 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.
 
RECENTLY ISSUED ACCOUNTING STANDARDS: In June 1997, the Financial Accounting
Standards Board (the "FASB") issued Statement of Financial Accounting Standards
No. 130, "Reporting Comprehensive Income" ("SFAS 130") and Statement of
Financial Accounting Standards No. 131, "Disclosure about Segments of an
Enterprise and Related Information" ("SFAS 131").
 
SFAS 130 establishes standards for reporting comprehensive income and its
components in a full set of general purpose financial statements. SFAS 130 is
effective for the Company as of October 1, 1998 and is not included in these
financial statements.
 
SFAS 131 establishes standards for the disclosure of information about the
Company's operating segments. SFAS 131 is effective for the year ending
September 30, 1999 and is not included in these financial statements.
 
Implementation of SFAS 130 and SFAS 131 will not have an impact on the Company's
results of operations, financial condition or liquidity.
 
In June 1998, the FASB issued Statement of Financial Accounting Standards No.
133, "Accounting for Derivative Instruments and Hedging Activities" ("SFAS
133"). SFAS 133 addresses the accounting for derivative instruments, including
certain derivative instruments embedded in other contracts, and hedging
activities. SFAS 133 is effective for the Company as of October 1, 1999 and is
not included in these financial statements. The Company has not completed its
analysis of the effect of
 
                                       38
<PAGE>   55
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
 
2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -- (CONTINUED)
SFAS 133, but management believes that it will not have a material impact on the
Company's results of operations, financial condition or liquidity.
 
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>
                                                              AMORTIZED COST    ESTIMATED FAIR VALUE
                                                              --------------    --------------------
<S>                                                           <C>               <C>
AT SEPTEMBER 30, 1998:
  Securities of the United States Government................  $   84,377,000       $   88,239,000
  Mortgage-backed securities................................     569,613,000          584,007,000
  Securities of public utilities............................     108,431,000          106,065,000
  Corporate bonds and notes.................................     883,890,000          884,209,000
  Redeemable preferred stocks...............................       6,125,000            6,888,000
  Other debt securities.....................................     282,427,000          285,346,000
                                                              --------------       --------------
  Total.....................................................  $1,934,863,000       $1,954,754,000
                                                              ==============       ==============
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.....................................................  $1,942,485,000       $1,986,194,000
                                                              ==============       ==============
</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,
1998, follow:
 
<TABLE>
<CAPTION>
                                                              AMORTIZED COST    ESTIMATED FAIR VALUE
                                                              --------------    --------------------
<S>                                                           <C>               <C>
Due in one year or less.....................................  $   19,124,000       $   19,319,000
Due after one year through five years.......................     313,396,000          318,943,000
Due after five years through ten years......................     744,740,000          750,286,000
Due after ten years.........................................     287,990,000          282,199,000
Mortgage-backed securities..................................     569,613,000          584,007,000
                                                              --------------       --------------
Total.......................................................  $1,934,863,000       $1,954,754,000
                                                              ==============       ==============
</TABLE>
 
Actual maturities of bonds, notes and redeemable preferred stocks will differ
from those shown above due to prepayments and redemptions.
 
                                       39
<PAGE>   56
                     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, 1998:
  Securities of the United States Government................  $ 3,862,000    $         --
  Mortgage-backed securities................................   15,103,000        (709,000)
  Securities of public utilities............................    2,420,000      (4,786,000)
  Corporate bonds and notes.................................   31,795,000     (31,476,000)
  Redeemable preferred stocks...............................      763,000              --
  Other debt securities.....................................    5,235,000      (2,316,000)
                                                              -----------    ------------
  Total.....................................................  $59,178,000    $(39,287,000)
                                                              ===========    ============
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.....................................................  $46,453,000    $ (2,744,000)
                                                              ===========    ============
</TABLE>
 
Gross unrealized gains on equity securities available for sale aggregated
$54,000 and $1,004,000 at September 30, 1998 and 1997, respectively. There were
no unrealized losses at September 30, 1998 and 1997.
 
Gross realized investment gains and losses on sales of investments are as
follows:
 
<TABLE>
<CAPTION>
                                                                   YEARS ENDED SEPTEMBER 30,
                                                          --------------------------------------------
                                                              1998            1997            1996
                                                          ------------    ------------    ------------
<S>                                                       <C>             <C>             <C>
BONDS, NOTES AND REDEEMABLE PREFERRED STOCKS:
  Realized gains........................................  $ 28,086,000    $ 22,179,000    $ 14,532,000
  Realized losses.......................................    (4,627,000)    (25,310,000)    (10,432,000)
 
COMMON STOCKS:
  Realized gains........................................       337,000       4,002,000         511,000
  Realized losses.......................................            --        (312,000)     (3,151,000)
 
OTHER INVESTMENTS:
  Realized gains........................................     8,824,000       2,450,000       1,135,000
IMPAIRMENT WRITEDOWNS...................................   (13,138,000)    (20,403,000)    (15,950,000)
                                                          ------------    ------------    ------------
          Total net realized investment gains and
            losses......................................  $ 19,482,000    $(17,394,000)   $(13,355,000)
                                                          ============    ============    ============
</TABLE>
 
                                       40
<PAGE>   57
                     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,
                                                          --------------------------------------------
                                                              1998            1997            1996
                                                          ------------    ------------    ------------
<S>                                                       <C>             <C>             <C>
Short-term investments..................................  $ 12,524,000    $ 11,780,000    $ 10,647,000
Bonds, notes and redeemable preferred stocks............   156,140,000     163,038,000     140,387,000
Mortgage loans..........................................    29,996,000      17,632,000       8,701,000
Common stocks...........................................        34,000          16,000           8,000
Real estate.............................................      (467,000)       (296,000)       (196,000)
Cost-method partnerships................................    24,311,000       6,725,000       4,073,000
Other invested assets...................................      (572,000)     11,864,000       1,011,000
                                                          ------------    ------------    ------------
          Total investment income.......................  $221,966,000    $210,759,000    $164,631,000
                                                          ============    ============    ============
</TABLE>
 
Expenses incurred to manage the investment portfolio amounted to $1,910,000 for
the year ended September 30, 1998, $2,050,000 for the year ended September 30,
1997, and $1,737,000 for the year ended September 30, 1996, and are included in
General and Administrative Expenses in the income statement.
 
At September 30, 1998, no investment exceeded 10% of the Company's consolidated
shareholder's equity.
 
At September 30, 1998, mortgage loans were collateralized by properties located
in 29 states, with loans totaling approximately 21% of the aggregate carrying
value of the portfolio secured by properties located in California and
approximately 14% by properties located in New York. No more than 8% of the
portfolio was secured by properties in any other single state.
 
At September 30, 1998, bonds, notes and redeemable preferred stocks included
$167,564,000 of bonds and notes not rated investment grade. The Company had no
material concentrations of non-investment-grade assets at September 30, 1998.
 
At September 30, 1998, the carrying value of investments in default as to the
payment of principal or interest was $917,000, all of which were mortgage loans.
Such nonperforming investments had an estimated fair value equal to their
carrying value.
 
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,
1998, the Company had one outstanding Swap Agreement with a notional principal
amount of $21,538,000, which matures in December 2024. The net interest paid
amounted to $278,000 and $125,000 for the years ended September 30, 1998 and
1997, respectively, and is included in Interest Expense on Guaranteed Investment
Contracts in the income statement.
 
At September 30, 1998, $5,154,000 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 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.
 
                                       41
<PAGE>   58
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
 
4.  FAIR VALUE OF FINANCIAL INSTRUMENTS -- (CONTINUED)
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 HELD IN SEPARATE ACCOUNTS: Variable annuity assets are
carried at the market value of the underlying securities.
 
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 a hedging Swap Agreement, determined from independent broker
quotes.
 
PAYABLE TO BROKERS FOR 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.
 
VARIABLE ANNUITY LIABILITIES RELATED TO SEPARATE ACCOUNTS: 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.
 
                                       42
<PAGE>   59
                     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, 1998 and 1997, compared with their respective carrying values, are as
follows:
 
<TABLE>
<CAPTION>
                                                              CARRYING VALUE       FAIR VALUE
                                                              ---------------    ---------------
<S>                                                           <C>                <C>
1998:
ASSETS:
  Cash and short-term investments...........................  $   333,735,000    $   333,735,000
  Bonds, notes and redeemable preferred stocks..............    1,954,754,000      1,954,754,000
  Mortgage loans............................................      391,448,000        415,981,000
  Common stocks.............................................          169,000            169,000
  Cost-method partnerships..................................        4,403,000         12,744,000
  Variable annuity assets held in separate accounts.........   11,133,569,000     11,133,569,000
LIABILITIES:
  Reserves for fixed annuity contracts......................    2,189,272,000      2,116,874,000
  Reserves for guaranteed investment contracts..............      282,267,000        282,267,000
  Payable to brokers for purchases of securities............       27,053,000         27,053,000
  Variable annuity liabilities related to separate
     accounts...............................................   11,133,569,000     10,696,607,000
  Subordinated notes payable to Parent......................       39,182,000         40,550,000
                                                              ===============    ===============
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 held in separate accounts.........    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 related to separate
     accounts...............................................    9,343,200,000      9,077,200,000
  Subordinated notes payable to Parent......................       36,240,000         37,393,000
                                                              ===============    ===============
</TABLE>
 
5.  SUBORDINATED NOTES PAYABLE TO PARENT
 
Subordinated notes and accrued interest payable to Parent totaled $39,182,000 at
interest rates ranging from 8.5% to 9% at September 30, 1998, and require
principal payments of $23,060,000 in 1999, $5,400,000 in 2000 and $10,000,000 in
2001.
 
6.  REINSURANCE
 
On August 11, 1998, the Company entered into a modified coinsurance transaction,
approved by the Arizona Department of Insurance, which involves the ceding of
approximately $5,000,000,000 of variable annuities to ANLIC Insurance Company
(Cayman), a Cayman Islands stock life insurance company, effective December 31,
1997. As a part of this transaction, the Company received cash amounting to
approximately $188,700,000, and recorded a corresponding reduction of DAC
related to the coinsured annuities.
 
As payments are made to the reinsurer, the reduction of DAC is relieved. The net
reduction in DAC at September 30, 1998 was $166,631,000. Certain expenses
related to this transaction are being charged directly to DAC amortization in
the income statement. The net effect of this transaction in the income statement
is not material.
 
                                       43
<PAGE>   60
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
 
7.  CONTINGENT LIABILITIES
 
The Company has entered into three agreements in which it has provided liquidity
support for certain short-term securities of two municipalities by agreeing to
purchase such securities in the event there is no other buyer in the short-term
marketplace. In return the Company receives a fee. 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. An additional
$51,000,000 has been committed to investments in the process of being funded or
to be available in the case of certain natural disasters, for which the Company
receives a fee.
 
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.
 
8.  SHAREHOLDER'S EQUITY
 
The Company is authorized to issue 4,000 shares of its $1,000 par value Common
Stock. At September 30, 1998 and 1997, 3,511 shares were outstanding.
 
Changes in shareholder's equity are as follows:
 
<TABLE>
<CAPTION>
                                                                   YEARS ENDED SEPTEMBER 30,
                                                          --------------------------------------------
                                                              1998            1997            1996
                                                          ------------    ------------    ------------
<S>                                                       <C>             <C>             <C>
ADDITIONAL PAID-IN CAPITAL:
  Beginning balances....................................  $308,674,000    $280,263,000    $252,876,000
  Capital contributions received........................            --      28,411,000      27,387,000
                                                          ------------    ------------    ------------
  Ending balances.......................................  $308,674,000    $308,674,000    $280,263,000
                                                          ============    ============    ============
RETAINED EARNINGS:
  Beginning balances....................................  $244,628,000    $207,002,000    $191,346,000
  Net income............................................   138,641,000      63,126,000      45,056,000
  Dividend paid.........................................   (51,200,000)    (25,500,000)    (29,400,000)
                                                          ------------    ------------    ------------
  Ending balances.......................................  $332,069,000    $244,628,000    $207,002,000
                                                          ============    ============    ============
NET UNREALIZED GAINS (LOSSES) ON
  DEBT AND EQUITY SECURITIES
  AVAILABLE FOR SALE:
  Beginning balances....................................  $ 18,405,000    $ (5,521,000)   $ (5,673,000)
  Change in net unrealized gains (losses) on debt
     securities available for sale......................   (23,818,000)     57,463,000      (2,904,000)
  Change in net unrealized gains (losses) on equity
     securities available for sale......................      (950,000)        (55,000)      3,538,000
  Change in adjustment to deferred acquisition costs....     9,400,000     (20,600,000)       (400,000)
  Tax effects of net changes............................     5,378,000     (12,882,000)        (82,000)
                                                          ------------    ------------    ------------
  Ending balances.......................................  $  8,415,000    $ 18,405,000    $ (5,521,000)
                                                          ============    ============    ============
</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 $51,200,000, $25,500,000 and
$29,400,000 were paid on June 4, 1998, April 1, 1997 and March 18, 1996,
respectively.
 
Under statutory accounting principles utilized in filings with insurance
regulatory authorities, the Company's net income for the nine months ended
September 30, 1998 was $64,125,000. The statutory net income for the year ended
December 31, 1997 was $74,407,000, and the statutory net income for the year
ended December 31, 1996 was $27,928,000. The Company's statutory
 
                                       44
<PAGE>   61
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
 
8.  SHAREHOLDER'S EQUITY -- (CONTINUED)
capital and surplus was $537,542,000 at September 30, 1998, $567,979,000 at
December 31, 1997 and $311,176,000 at December 31, 1996.
 
9.  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>
1998:
  Currently payable.....................................   $  4,221,000     $ 32,743,000    $ 36,964,000
  Deferred..............................................       (550,000)      34,637,000      34,087,000
                                                           ------------     ------------    ------------
          Total income tax expense......................   $  3,671,000     $ 67,380,000    $ 71,051,000
                                                           ============     ============    ============
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
                                                           ============     ============    ============
</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,
                                                             -----------------------------------------
                                                                1998           1997           1996
                                                             -----------    -----------    -----------
<S>                                                          <C>            <C>            <C>
Amount computed at statutory rate..........................  $73,392,000    $33,003,000    $24,258,000
Increases (decreases) resulting from:
  Amortization of differences between book and tax bases of
     net assets acquired...................................      460,000        666,000        464,000
  State income taxes, net of federal tax benefit...........    5,530,000      1,950,000      2,070,000
  Dividends-received deduction.............................   (7,254,000)    (4,270,000)    (2,357,000)
  Tax credits..............................................   (1,296,000)      (318,000)      (257,000)
  Other, net...............................................      219,000        138,000         74,000
                                                             -----------    -----------    -----------
          Total income tax expense.........................  $71,051,000    $31,169,000    $24,252,000
                                                             ===========    ===========    ===========
</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, 1998. The Company does not anticipate any
transactions which would cause any part of this surplus to be taxable.
 
                                       45
<PAGE>   62
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
 
9.  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,
                                                              ------------------------------
                                                                  1998             1997
                                                              -------------    -------------
<S>                                                           <C>              <C>
DEFERRED TAX LIABILITIES:
Investments.................................................  $  17,643,000    $  13,160,000
Deferred acquisition costs..................................    223,392,000      154,949,000
State income taxes..........................................      2,873,000        1,777,000
Other liabilities...........................................        144,000               --
Net unrealized gains on debt and equity securities available
  for sale..................................................      4,531,000        9,910,000
                                                              -------------    -------------
Total deferred tax liabilities..............................    248,583,000      179,796,000
                                                              -------------    -------------
DEFERRED TAX ASSETS:
Contractholder reserves.....................................   (149,915,000)    (108,090,000)
Guaranty fund assessments...................................     (2,910,000)      (2,707,000)
Other assets................................................             --       (1,952,000)
                                                              -------------    -------------
Total deferred tax assets...................................   (152,825,000)    (112,749,000)
                                                              -------------    -------------
Deferred income taxes.......................................  $  95,758,000    $  67,047,000
                                                              =============    =============
</TABLE>
 
10.  RELATED-PARTY MATTERS
 
The Company pays commissions to five affiliated companies, SunAmerica
Securities, Inc., Advantage Capital Corp., Financial Services Corp., Sentra
Securities Corp. and Spelman & Co. Inc. Commissions paid to these broker-dealers
totaled $32,946,000 in 1998, $25,492,000 in 1997, and $16,906,000 in 1996. 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 33.6%, 36.1%, and 38.3% of premiums in 1998, 1997, and 1996,
respectively. The Company also sells its products through unaffiliated
broker-dealers, the largest two of which represented approximately 17.3% and
8.4% of premiums in 1998, 19.2% and 10.1% in 1997, and 19.7% and 10.2% in 1996,
respectively.
 
The Company purchases administrative, investment management, accounting,
marketing and data processing services from SunAmerica Financial, whose purpose
is to provide services to the Company and its affiliates. Amounts paid for such
services totaled $84,975,000 for the year ended September 30, 1998, $86,116,000
for the year ended September 30, 1997 and $65,351,000 for the year ended
September 30, 1996. The marketing component of such costs during these periods
amounted to $39,482,000, $31,968,000 and $17,442,000, respectively, and are
deferred and amortized as part of Deferred Acquisition Costs. The other
components of such costs are included in General and Administrative Expenses in
the income statement.
 
The Parent made a capital contribution of $28,411,000 in December 1996 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, 1998, the Company sold various invested
assets to the Parent for cash equal to their current market value of
$64,431,000. The Company recorded a net gain aggregating $16,388,000 on such
transactions.
 
During the year ended September 30, 1998, the Company purchased certain invested
assets from the Parent, SunAmerica Life Insurance Company and CalAmerica Life
Insurance Company for cash equal to their current market value, which aggregated
$20,666,000, $10,468,000 and $61,000, respectively.
 
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 value of $15,776,000 and $15,000,
respectively. The Company recorded a net gain aggregating $276,000 on such
transactions.
 
                                       46
<PAGE>   63
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
 
10.  RELATED-PARTY MATTERS (CONTINUED)
During the year ended September 30, 1997, the Company purchased certain invested
assets from SunAmerica Life Insurance Company and CalAmerica Life Insurance
Company for cash equal to their current market value 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 value of $274,000 and $47,321,000, respectively. The
Company recorded a net loss aggregating $3,000 on such transactions.
 
During the year ended September 30, 1996, the Company purchased certain invested
assets from SunAmerica Life Insurance Company for cash equal to their current
market value, which aggregated $28,379,000.
 
11.  BUSINESS SEGMENTS
 
Summarized data for the Company's business segments follow:
 
<TABLE>
<CAPTION>
                                                                    TOTAL
                                                                 DEPRECIATION
                                                                     AND
                                                    TOTAL        AMORTIZATION       PRETAX            TOTAL
                                                   REVENUES        EXPENSE          INCOME           ASSETS
                                                 ------------    ------------    ------------    ---------------
<S>                                              <C>             <C>             <C>             <C>
1998:
  Annuity operations...........................  $443,407,000    $60,731,000     $178,120,000    $14,366,018,000
  Broker-dealer operations.....................    47,363,000      1,770,000       22,401,000         55,870,000
  Asset management operations..................    41,040,000     14,780,000        9,171,000        104,476,000
                                                 ------------    -----------     ------------    ---------------
          Total................................  $531,810,000    $77,281,000     $209,692,000    $14,526,364,000
                                                 ============    ===========     ============    ===============
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 operations..................    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 operations..................    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
                                                 ============    ===========     ============    ===============
</TABLE>
 
12.  SUBSEQUENT EVENTS
 
On July 15, 1998, the Company entered into a definitive agreement to acquire the
individual life business and the individual and group annuity business of MBL
Life Assurance Corporation ("MBL Life") via a 100% coinsurance transaction for
approximately $130,000,000 in cash. The transaction will include approximately
$2,000,000,000 of universal life reserves and $3,000,000,000 of fixed annuity
reserves. The Company plans to reinsure a large portion of the mortality risk
associated with the acquired block of universal life business. Completion of
this acquisition is expected by the end of calendar year 1998 and is subject to
customary conditions and required approvals. Included in this block of business
is approximately $250,000,000 of individual life business and $500,000,000 of
group annuity business whose contract owners are residents of New York State
("the New York Business"). Approximately six months subsequent to completion of
the transaction, the New York Business will be acquired by the Company's New
York affiliate, First SunAmerica Life Insurance Company, and the remainder of
the business will be acquired by the Company via assumption reinsurance
agreements between MBL Life and the respective companies, which will supersede
the coinsurance agreement. The $130,000,000 purchase price will be allocated
between the Company and its affiliate based on their respective assumed life
insurance reserves.
 
                                       47
<PAGE>   64
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY
 
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
 
12.  SUBSEQUENT EVENTS (CONTINUED)
On August 20, 1998, the Parent announced that it has entered into a definite
agreement to merge with and into American International Group, Inc. ("AIG").
Under the terms of the agreement, each share of the Parent's common stock
(including Nontransferable Class B) will be exchanged for 0.855 shares of AIG's
common stock. The transaction will be treated as a pooling of interests for
accounting purposes and will be a tax-free reorganization. The transaction was
approved by both the Parent's and AIG's shareholders on November 18, 1998, and,
subject to various regulatory approvals, will be completed in late 1998 or early
1999.
 
                                       48
<PAGE>   65







                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the Polaris II Variable Annuity)

                                       OF

                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                              FINANCIAL STATEMENTS

                                NOVEMBER 30, 1997







   
                          [TO BE UPDATED BY AMENDMENT]
    





                                      -16-
<PAGE>   66



                        REPORT OF INDEPENDENT ACCOUNTANTS



January 27, 1998



To the Board of Directors of Anchor National Life Insurance Company
and the Contractholders of its separate account,
Variable Separate Account (Portion Relating to the POLARIS II Variable Annuity)


In our opinion, the accompanying statement of net assets, including the schedule
of portfolio investments, and the related statements of operations and of
changes in net assets present fairly, in all material respects, the financial
position of each of the Variable Accounts constituting Variable Separate Account
(Portion Relating to the POLARIS II Variable Annuity), a separate account of
Anchor National Life Insurance Company (the "Separate Account") at November 30,
1997, and the results of their operations and the changes in their net assets
for the period from inception to November 30, 1997, in conformity with generally
accepted accounting principles. These financial statements are the
responsibility of the Separate Account's management; our responsibility is to
express an opinion on these financial statements based on our audit. We
conducted our audit of these financial 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
audit, which included confirmation of securities owned at November 30, 1997 by
correspondence with the custodian, provides a reasonable basis for the opinion
expressed above.







                                      -17-
<PAGE>   67


                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                             STATEMENT OF NET ASSETS
                                NOVEMBER 30, 1997



<TABLE>
<CAPTION>
                                                                                     
                                                                             Government International
                                         Capital                   Natural          and   Diversified       Global   Aggressive
                                    Appreciation       Growth    Resources Quality Bond      Equities     Equities       Growth
                                       Portfolio    Portfolio    Portfolio    Portfolio     Portfolio    Portfolio    Portfolio
                                    -------------------------------------------------------------------------------------------
<S>                                  <C>          <C>          <C>          <C>           <C>          <C>          <C>        
Assets:
   Investments in Anchor Series
      Trust, at market value         $29,593,338  $16,032,042  $ 2,182,361  $ 5,001,782   $         0  $         0  $         0

   Investments in SunAmerica Series
      Trust, at market value                   0            0            0            0    12,090,046   10,145,644    9,450,335

Liabilities                                    0            0            0            0             0            0            0
                                    -------------------------------------------------------------------------------------------

Net Assets                           $29,593,338  $16,032,042  $ 2,182,361  $ 5,001,782   $12,090,046  $10,145,644  $ 9,450,335
                                    ===========================================================================================


Accumulation units outstanding         1,392,262      789,274      195,946      395,258     1,040,812      600,294      821,105
                                    ===========================================================================================

Unit value of accumulation units     $     21.26  $     20.31  $     11.14  $     12.65   $     11.62  $     16.90  $     11.51
                                    ===========================================================================================
</TABLE>





                 See accompanying notes to financial statements.



                                      -18-
<PAGE>   68

                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                             STATEMENT OF NET ASSETS
                                NOVEMBER 30, 1997
                                   (Continued)



<TABLE>
<CAPTION>
                                                                         Growth/Phoenix
                                         Venture    Federated       Putnam   Investment     Alliance      Growth-        Asset
                                           Value        Value       Growth      Counsel       Growth       Income   Allocation
                                       Portfolio    Portfolio    Portfolio    Portfolio    Portfolio    Portfolio    Portfolio
                                     -----------------------------------------------------------------------------------------
<S>                                  <C>          <C>          <C>          <C>          <C>          <C>          <C>        
Assets:
   Investments in Anchor Series
      Trust, at market value         $         0  $         0  $         0  $         0  $         0  $         0  $         0

   Investments in SunAmerica Series
      Trust, at market value          91,204,022     10,027,159 15,352,973    3,369,267   51,268,810   41,725,084   26,951,364

Liabilities                                    0            0            0            0            0            0            0
                                     -----------------------------------------------------------------------------------------

Net Assets                           $91,204,022  $10,027,159  $15,352,973  $ 3,369,267  $51,268,810  $41,725,084  $26,951,364
                                     ===========  ===========  ===========  ===========  ===========  ===========  ===========


Accumulation units outstanding         4,281,879      736,333      831,178      191,101    2,092,044    1,949,292    1,498,681
                                     ===========  ===========  ===========  ===========  ===========  ===========  ===========

Unit value of accumulation units     $     21.30  $     13.62  $     18.47  $     17.63  $     24.51  $     21.41  $     17.98
                                     ===========  ===========  ===========  ===========  ===========  ===========  ===========
</TABLE>





                 See accompanying notes to financial statements.



                                      -19-
<PAGE>   69


                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                             STATEMENT OF NET ASSETS
                                NOVEMBER 30, 1997
                                   (Continued)



<TABLE>
<CAPTION>
                                             Balanced/Phoenix
                                      SunAmerica   Investment                 Worldwide   High-Yield      Global     Corporate
                                        Balanced      Counsel      Utility  High Income         Bond        Bond          Bond
                                       Portfolio    Portfolio    Portfolio    Portfolio    Portfolio    Portfolio    Portfolio
                                     -----------------------------------------------------------------------------------------
<S>                                  <C>          <C>          <C>          <C>          <C>          <C>          <C>        
Assets:
   Investments in Anchor Series
      Trust, at market value         $         0  $         0  $         0  $         0  $         0  $         0  $         0

   Investments in SunAmerica Series
      Trust, at market value           4,800,246    3,373,602    2,263,772    9,526,174   11,124,235    2,401,648    4,115,506

Liabilities                                    0            0            0            0            0            0            0
                                     -----------------------------------------------------------------------------------------

Net Assets                           $ 4,800,246  $ 3,373,602  $ 2,263,772  $ 9,526,174  $11,124,235  $ 2,401,648  $ 4,115,506
                                     =========================================================================================


Accumulation units outstanding           363,136      218,391      177,618      596,308      758,856      183,563      328,300
                                     =========================================================================================

Unit value of accumulation units     $     13.22  $     15.45  $     12.74  $     15.98  $     14.66  $     13.08  $     12.54
                                     =========================================================================================
</TABLE>





                 See accompanying notes to financial statements.



                                      -20-
<PAGE>   70


                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                             STATEMENT OF NET ASSETS
                                NOVEMBER 30, 1997
                                   (Continued)



<TABLE>
<CAPTION>
                                             International        Emerging            Real            Cash
                                           Growth & Income         Markets          Estate      Management
                                                 Portfolio       Portfolio       Portfolio       Portfolio           TOTAL
                                           -------------------------------------------------------------------------------
<S>                                           <C>             <C>             <C>             <C>             <C>         
Assets:
   Investments in Anchor Series Trust,
      at market value                         $          0    $          0    $          0    $          0    $ 52,809,523

   Investments in SunAmerica Series Trust,
      at market value                           13,536,054       5,286,266      10,152,241      17,307,907     355,472,355

Liabilities                                              0               0               0               0               0
                                           -------------------------------------------------------------------------------

Net Assets                                    $ 13,536,054    $  5,286,266    $ 10,152,241    $ 17,307,907    $408,281,878
                                            ==============================================================================


Accumulation units outstanding                   1,310,126         663,212         887,321       1,514,290
                                            ==============================================================================

Unit value of accumulation units              $      10.33    $       7.97    $      11.44    $      11.43
                                            ==============================================================================
</TABLE>





                 See accompanying notes to financial statements.



                                      -21-
<PAGE>   71


                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                        SCHEDULE OF PORTFOLIO INVESTMENTS
                                NOVEMBER 30, 1997



<TABLE>
<CAPTION>
                                                                    Market Value         Market
Variable Accounts                                          Shares      Per Share          Value              Cost
- -----------------------------------------------------------------------------------------------------------------
<S>                                                       <C>          <C>         <C>               <C>         
ANCHOR SERIES TRUST:
  Capital Appreciation Portfolio                          938,660      $   31.53   $ 29,593,338      $ 30,394,151
  Growth Portfolio                                        600,213          26.71     16,032,042        16,290,032
  Natural Resources Portfolio                             149,821          14.57      2,182,361         2,523,118
  Government and Quality Bond Portfolio                   361,373          13.84      5,001,782         5,002,770
                                                                                   ------------------------------
                                                                                     52,809,523        54,210,071
                                                                                   ------------------------------
SUNAMERICA SERIES TRUST:
  International Diversified Equities Portfolio          1,066,944          11.33     12,090,046        12,472,071
  Global Equities Portfolio                               634,962          15.98     10,145,644        10,484,546
  Aggressive Growth Portfolio                             803,716          11.76      9,450,335         9,864,490
  Venture Value Portfolio                               4,249,067          21.47     91,204,022        90,307,355
  Federated Value Portfolio                               721,554          13.90     10,027,159         9,808,076
  Putnam Growth Portfolio                                 801,749          19.15     15,352,973        14,835,244
  Growth/Phoenix Investment Counsel Portfolio             215,709          15.62      3,369,267         3,328,660
  Alliance Growth Portfolio                             2,272,203          22.56     51,268,810        51,712,361
  Growth-Income Portfolio                               2,004,384          20.82     41,725,084        41,112,961
  Asset Allocation Portfolio                            1,662,722          16.21     26,951,364        26,951,439
  SunAmerica Balanced Portfolio                           356,898          13.45      4,800,246         4,733,573
  Balanced/Phoenix Investment Counsel Portfolio           228,724          14.75      3,373,602         3,344,205
  Utility Portfolio                                       175,316          12.91      2,263,772         2,113,889
  Worldwide High Income Portfolio                         721,693          13.20      9,526,174         9,716,666
  High-Yield Bond Portfolio                               941,177          11.82     11,124,235        10,965,904
  Global Bond Portfolio                                   208,592          11.51      2,401,648         2,355,655
  Corporate Bond Portfolio                                356,551          11.54      4,115,506         4,049,668
  International Growth & Income Portfolio               1,300,293          10.41     13,536,054        13,713,708
  Emerging Markets Portfolio                              658,251           8.03      5,286,266         6,210,701
  Real Estate Portfolio                                   880,710          11.53     10,152,241         9,857,758
  Cash Management Portfolio                             1,612,215          10.74     17,307,907        17,214,330
                                                                                   ------------------------------
                                                                                    355,472,355       355,153,260
                                                                                   ------------------------------
                                                                                   $408,281,878      $409,363,331
                                                                                   ==============================
</TABLE>





                 See accompanying notes to financial statements.



                                      -22-
<PAGE>   72

                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                             STATEMENT OF OPERATIONS
                          FOR THE PERIOD FROM INCEPTION
                              TO NOVEMBER 30, 1997



<TABLE>
<CAPTION>
                                                                             Government International
                                      Capital                     Natural           and   Diversified        Global    Aggressive
                                 Appreciation        Growth     Resources  Quality Bond      Equities      Equities        Growth
                                    Portfolio     Portfolio     Portfolio     Portfolio     Portfolio     Portfolio     Portfolio
                                 ------------------------------------------------------------------------------------------------
<S>                               <C>           <C>           <C>           <C>           <C>           <C>           <C>        
Investment income:
   Dividends and capital gains
     distributions                $   911,361   $   545,326   $    66,978   $    94,773   $     1,518   $         0   $         0
                                 ------------------------------------------------------------------------------------------------

      Total investment income         911,361       545,326        66,978        94,773         1,518             0             0
                                 ------------------------------------------------------------------------------------------------

Expenses:
   Mortality risk charge              (56,703)      (27,940)       (4,890)       (8,233)      (25,800)      (21,274)      (18,083)
   Expense risk charge                (19,457)       (9,587)       (1,678)       (2,825)       (8,853)       (7,300)       (6,205)
   Distribution expense charge         (8,338)       (4,109)         (719)       (1,211)       (3,794)       (3,129)       (2,659)
                                 ------------------------------------------------------------------------------------------------

      Total expenses                  (84,498)      (41,636)       (7,287)      (12,269)      (38,447)      (31,703)      (26,947)
                                 ------------------------------------------------------------------------------------------------

Net investment income (loss)          826,863       503,690        59,691        82,504       (36,929)      (31,703)      (26,947)
                                 ------------------------------------------------------------------------------------------------

Net realized gains (losses) from
  securities transactions:
      Proceeds from shares sold             1             0         2,259        25,849     3,045,880        39,703     1,542,757
      Cost of shares sold                  (1)            0        (2,196)      (25,644)   (3,152,060)   (1,545,623)
                                 ------------------------------------------------------------------------------------------------

Net realized gains (losses) from
   securities transactions                  0             0            63           205      (106,180)           95        (2,866)
                                 ------------------------------------------------------------------------------------------------

Net unrealized appreciation
  (depreciation) of investments:
      Beginning of period                   0             0             0             0             0             0             0
      End of period                  (800,813)     (257,990)     (340,757)         (988)     (382,025)     (338,902)     (414,155)
                                 ------------------------------------------------------------------------------------------------

Change in net unrealized
  appreciation/depreciation
  of investments                     (800,813)     (257,990)     (340,757)         (988)     (382,025)     (338,902)     (414,155)
                                 ------------------------------------------------------------------------------------------------

Increase (decrease) in net
  assets from operations          $    26,050   $   245,700   $  (281,003)  $    81,721   $  (525,134)  $  (370,510)  $  (443,968)
                                 =================================================================================================
</TABLE>



                 See accompanying notes to financial statements.



                                      -23-
<PAGE>   73


                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                             STATEMENT OF OPERATIONS
                          FOR THE PERIOD FROM INCEPTION
                              TO NOVEMBER 30, 1997
                                   (Continued)



<TABLE>
<CAPTION>
                                                                     Growth/Phoenix
                                     Venture    Federated       Putnam   Investment     Alliance       Growth        Asset
                                       Value        Value       Growth      Counsel       Growth       Income   Allocation
                                   Portfolio    Portfolio    Portfolio    Portfolio    Portfolio    Portfolio    Portfolio
                                   ---------------------------------------------------------------------------------------
<S>                                <C>          <C>          <C>          <C>          <C>          <C>          <C>      
Investment income:
   Dividends and capital gains
     distributions                 $       0    $       0    $       0    $       0    $       0    $       0    $       0
                                   ---------------------------------------------------------------------------------------

      Total investment income              0            0            0            0            0            0            0
                                   ---------------------------------------------------------------------------------------

Expenses:
   Mortality risk charge            (181,251)     (18,872)     (31,207)      (6,095)    (100,381)     (82,353)     (51,617)
   Expense risk charge               (62,194)      (6,476)     (10,708)      (2,091)     (34,445)     (28,258)     (17,712)
   Distribution expense charge       (26,655)      (2,775)      (4,590)        (896)     (14,762)     (12,111)      (7,591)
                                   ---------------------------------------------------------------------------------------

      Total expenses                (270,100)     (28,123)     (46,505)      (9,082)    (149,588)    (122,722)     (76,920)
                                   ---------------------------------------------------------------------------------------

Net investment income (loss)        (270,100)     (28,123)     (46,505)      (9,082)    (149,588)    (122,722)     (76,920)
                                   ---------------------------------------------------------------------------------------

Net realized gains (losses) from
  securities transactions:
      Proceeds from shares sold       46,808      138,247      394,302       89,348      497,383      282,177      394,293
      Cost of shares sold            (46,627)    (135,551)    (400,977)     (86,620)    (488,685)    (276,652)    (392,118)
                                   ---------------------------------------------------------------------------------------

Net realized gains (losses) from
   securities transactions               181        2,696       (6,675)       2,728        8,698        5,525        2,175
                                   ---------------------------------------------------------------------------------------

Net unrealized appreciation
  (depreciation) of investments:
      Beginning of period                  0            0            0            0            0            0            0
      End of period                  896,667      219,083      517,729       40,607     (443,551)     612,123          (75)
                                   ---------------------------------------------------------------------------------------

Change in net unrealized
   appreciation/depreciation
   of investments                    896,667      219,083      517,729       40,607     (443,551)     612,123          (75)
                                   ---------------------------------------------------------------------------------------

Increase (decrease) in net
  assets from operations           $ 626,748    $ 193,656    $ 464,549    $  34,253    $(584,441)   $ 494,926    $ (74,820)
                                   =======================================================================================
</TABLE>




                 See accompanying notes to financial statements.



                                      -24-
<PAGE>   74


                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                             STATEMENT OF OPERATIONS
                          FOR THE PERIOD FROM INCEPTION
                              TO NOVEMBER 30, 1997
                                   (Continued)


<TABLE>
<CAPTION>
                                        Balanced/Phoenix
                                  SunAmerica  Investment                Worldwide   High-Yield      Global  Corporate
                                   Balanced    Counsel       Utility   High Income        Bond        Bond       Bond
                                  Portfolio   Portfolio     Portfolio   Portfolio    Portfolio   Portfolio  Portfolio
                                  -----------------------------------------------------------------------------------
<S>                               <C>       <C>             <C>        <C>           <C>         <C>         <C>        
Investment income:
   Dividends and capital gains
     distributions               $      0   $      0        $      0   $         0   $       0   $      0   $      0
                                 --------   --------        --------   -----------   ---------   --------   --------

      Total investment income           0          0               0             0           0          0          0
                                 --------   --------        --------   -----------   ---------   --------   --------

Expenses:
   Mortality risk charge           (9,114)    (6,480)         (4,284)      (20,957)    (20,085)    (4,405)    (6,256)
   Expense risk charge             (3,127)    (2,223)         (1,470)       (7,191)     (6,892)    (1,511)    (2,147)
   Distribution expense charge     (1,341)      (953)           (630)       (3,082)     (2,954)      (648)      (919)
                                 --------   --------        --------   -----------   ---------   --------   --------

      Total expenses              (13,582)    (9,656)         (6,384)      (31,230)    (29,931)    (6,564)    (9,322)
                                 --------   --------        --------   -----------   ---------   --------   --------

Net investment income (loss)      (13,582)    (9,656)         (6,384)      (31,230)    (29,931)    (6,564)    (9,322)
                                 --------   --------        --------   -----------   ---------   --------   --------

Net realized gains (losses) from
  securities transactions:
      Proceeds from shares sold     6,783     37,025          82,594     1,530,979     319,355     46,150    285,498
      Cost of shares sold          (6,801)   (37,076)        (81,057)   (1,521,403)   (314,829)   (45,576)   281,620)
                                 --------   --------        --------   -----------   ---------   --------   --------

Net realized gains (losses) from
   securities transactions            (18)       (51)          1,537         9,576       4,526        574      3,878
                                 --------   --------        --------   -----------   ---------   --------   --------

Net unrealized appreciation
  (depreciation) of investments:
      Beginning of period               0          0               0             0           0          0          0
      End of period                66,673     29,397         149,883      (190,492)    158,331     45,993     65,838
                                 --------   --------        --------   -----------   ---------   --------   --------

Change in net unrealized
  appreciation/depreciation
  of investments                   66,673     29,397         149,883      (190,492)    158,331     45,993     65,838
                                 --------   --------        --------   -----------   ---------   --------   --------

Increase (decrease) in net
  assets from operations         $ 53,073   $ 19,690        $145,036   $  (212,146)  $ 132,926   $ 40,003   $ 60,394
                                 ========   ========        ========   ===========   =========   ========   ========
</TABLE>



                 See accompanying notes to financial statements.



                                      -25-
<PAGE>   75

                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                             STATEMENT OF OPERATIONS
                          FOR THE PERIOD FROM INCEPTION
                              TO NOVEMBER 30, 1997
                                   (Continued)



<TABLE>
<CAPTION>
                                               International         Emerging             Real             Cash
                                             Growth & Income          Markets           Estate       Management
                                                   Portfolio        Portfolio        Portfolio        Portfolio            TOTAL
                                             -----------------------------------------------------------------------------------
<S>                                             <C>              <C>              <C>              <C>              <C>         
Investment income:
   Dividends and capital gains distributions      $       0         $       0        $       0     $          0     $  1,619,956
                                                  ---------         ---------        ---------     ------------     ------------

      Total investment income                             0                 0                0                0        1,619,956
                                                  ---------         ---------        ---------     ------------     ------------

Expenses:
   Mortality risk charge                            (26,820)          (11,793)         (18,308)         (29,606)        (792,807)
   Expense risk charge                               (9,203)           (4,047)          (6,282)         (10,159)        (272,041)
   Distribution expense charge                       (3,944)           (1,734)          (2,692)          (4,354)        (116,590)
                                                  ---------         ---------        ---------     ------------     ------------

      Total expenses                                (39,967)          (17,574)         (27,282)         (44,119)      (1,181,438)
                                                  ---------         ---------        ---------     ------------     ------------

Net investment income (loss)                        (39,967)          (17,574)         (27,282)         (44,119)         438,518
                                                  ---------         ---------        ---------     ------------     ------------

Net realized gains (losses) from securities
  transactions:
      Proceeds from shares sold                     635,837           262,100          267,098       13,866,485       23,838,911
      Cost of shares sold                          (646,834)         (293,024)        (261,852)     (13,817,140)     (23,899,574)
                                                  ---------         ---------        ---------     ------------     ------------

Net realized gains (losses) from
   securities transactions                          (10,997)          (30,924)           5,246           49,345          (60,663)
                                                  ---------         ---------        ---------     ------------     ------------

Net unrealized appreciation (depreciation)
  of investments:
      Beginning of period                                 0                 0                0                0                0
      End of period                                (177,654)         (924,435)         294,483           93,577       (1,081,453)
                                                  ---------         ---------        ---------     ------------     ------------

Change in net unrealized
  appreciation/depreciation
  of investments                                   (177,654)         (924,435)         294,483           93,577       (1,081,453)
                                                  ---------         ---------        ---------     ------------     ------------

Increase (decrease) in net assets
  from operations                                 $(228,618)        $(972,933)       $ 272,447     $     98,803     $   (703,598)
                                                  =========         =========        =========     ============     ============
</TABLE>



                 See accompanying notes to financial statements.



                                      -26-
<PAGE>   76

                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                       STATEMENT OF CHANGES IN NET ASSETS
                          FOR THE PERIOD FROM INCEPTION
                              TO NOVEMBER 30, 1997



<TABLE>
<CAPTION>
                                                                               Government International
                                        Capital                     Natural           and   Diversified        Global    Aggressive
                                   Appreciation        Growth     Resources  Quality Bond      Equities      Equities        Growth
                                      Portfolio     Portfolio     Portfolio     Portfolio     Portfolio     Portfolio     Portfolio
                                   ------------------------------------------------------------------------------------------------ 
<S>                                <C>           <C>           <C>           <C>           <C>           <C>           <C>          
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)    $   826,863   $   503,690    $   59,691    $   82,504   $   (36,929)  $   (31,703)   $  (26,947)
   Net realized gains (losses)
     from securities transactions            0             0            63           205      (106,180)           95        (2,866)
   Change in net unrealized
      appreciation/depreciation
      of investments                  (800,813)     (257,990)     (340,757)         (988)     (382,025)     (338,902)     (414,155)
                                   -----------   -----------    ----------    ----------   -----------   -----------    ---------- 

          Increase (decrease) in
            net assets from
            operations                  26,050       245,700      (281,003)       81,721      (525,134)     (370,510)     (443,968)
                                   -----------   -----------    ----------    ----------   -----------   -----------    ---------- 

From capital transactions:
   Net proceeds from units sold     23,159,718    12,696,889     2,216,088     3,868,265    10,603,417     8,934,544     7,894,703
   Cost of units redeemed              (95,257)      (41,312)      (11,873)      (18,096)      (35,899)      (33,170)      (34,080)
   Net transfers                     6,502,827     3,130,765       259,149     1,069,892     2,047,662     1,614,780     2,033,680
                                   -----------   -----------    ----------    ----------   -----------   -----------    ---------- 

          Increase in net assets
             from capital
             transactions           29,567,288    15,786,342     2,463,364     4,920,061    12,615,180    10,516,154     9,894,303
                                   -----------   -----------    ----------    ----------   -----------   -----------    ---------- 

Increase in net assets              29,593,338    16,032,042     2,182,361     5,001,782    12,090,046    10,145,644     9,450,335
Net assets at beginning of period            0             0             0             0             0             0             0
                                   -----------   -----------    ----------    ----------   -----------   -----------    ---------- 
Net assets at end of period        $29,593,338   $16,032,042    $2,182,361    $5,001,782   $12,090,046   $10,145,644    $9,450,335
                                   ===========   ===========    ==========    ==========   ===========   ===========    ==========

ANALYSIS OF INCREASE (DECREASE)
   IN UNITS OUTSTANDING:
   Units sold                        1,092,557       635,211       176,104       310,872       869,676       509,783       660,526
   Units redeemed                       (4,415)       (2,044)         (963)       (1,444)       (3,019)       (1,901)       (2,833)
   Units transferred                   304,120       156,107        20,805        85,830       174,155        92,412       163,412
                                   -----------   -----------    ----------    ----------   -----------   -----------    ---------- 

Increase in units outstanding        1,392,262       789,274       195,946       395,258     1,040,812       600,294       821,105
Beginning units                              0             0             0             0             0             0             0
                                   -----------   -----------    ----------    ----------   -----------   -----------    ---------- 

Ending units                         1,392,262       789,274       195,946       395,258     1,040,812       600,294       821,105
                                   ===========   ===========    ==========    ==========   ===========   ===========    ==========
</TABLE>


                 See accompanying notes to financial statements.



                                      -27-
<PAGE>   77

                                       VARIABLE SEPARATE ACCOUNT
                         (Portion Relating to the POLARIS II Variable Annuity)
                                                  OF
                                ANCHOR NATIONAL LIFE INSURANCE COMPANY

                                  STATEMENT OF CHANGES IN NET ASSETS
                                    FOR THE PERIOD FROM INCEPTION
                                         TO NOVEMBER 30, 1997
                                              (Continued)



<TABLE>
<CAPTION>
                                                                          Growth/Phoenix
                                        Venture    Federated        Putnam    Investment      Alliance        Growth         Asset
                                          Value        Value        Growth       Counsel        Growth        Income    Allocation
                                      Portfolio    Portfolio     Portfolio     Portfolio     Portfolio     Portfolio     Portfolio
                                   ----------------------------------------------------------------------------------------------- 
<S>                                <C>          <C>           <C>           <C>           <C>           <C>           <C>          
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)    $  (270,100)  $   (28,123)  $   (46,505)   $   (9,082)  $  (149,588)  $  (122,722)  $   (76,920)
   Net realized gains (losses)
     from securities transactions          181         2,696        (6,675)        2,728         8,698         5,525         2,175
   Change in net unrealized
     appreciation/depreciation
     of investments                    896,667       219,083       517,729        40,607      (443,551)      612,123           (75)
                                   -----------   -----------   -----------    ----------   -----------   -----------   ----------- 

          Increase (decrease) in
            net assets from
            operations                 626,748       193,656       464,549        34,253      (584,441)      494,926       (74,820)
                                   -----------   -----------   -----------    ----------   -----------   -----------   ----------- 

From capital transactions:
   Net proceeds from units sold     75,639,880     8,474,742    12,706,054     2,192,917    44,427,684    35,421,957    22,887,086
   Cost of units redeemed             (366,571)      (48,799)      (84,900)      (15,013)     (226,957)     (259,045)      (86,548)
   Net transfers                    15,303,965     1,407,560     2,267,270     1,157,110     7,652,524     6,067,246     4,225,646
                                   -----------   -----------   -----------    ----------   -----------   -----------   ----------- 

          Increase in net assets
            from capital
            transactions            90,577,274     9,833,503    14,888,424     3,335,014    51,853,251    41,230,158    27,026,184
                                   -----------   -----------   -----------    ----------   -----------   -----------   ----------- 

Increase in net assets              91,204,022    10,027,159    15,352,973     3,369,267    51,268,810    41,725,084    26,951,364
Net assets at beginning of
  period                                     0             0             0             0             0             0             0
                                   -----------   -----------   -----------    ----------   -----------   -----------   ----------- 
Net assets at end of period        $91,204,022   $10,027,159   $15,352,973    $3,369,267   $51,268,810   $41,725,084   $26,951,364
                                   ===========   ===========   ===========    ==========   ===========   ===========   =========== 

ANALYSIS OF INCREASE (DECREASE)
   IN UNITS OUTSTANDING:
   Units sold                        3,581,844       635,363       710,175       126,887     1,792,757     1,676,588     1,271,411
   Units redeemed                      (17,008)       (3,597)       (4,701)         (861)       (8,978)      (12,060)       (4,764)
   Units transferred                   717,043       104,567       125,704        65,075       308,265       284,764       232,034
                                   -----------   -----------   -----------    ----------   -----------   -----------   ----------- 

Increase in units outstanding        4,281,879       736,333       831,178       191,101     2,092,044     1,949,292     1,498,681
Beginning units                              0             0             0             0             0             0             0
                                   -----------   -----------   -----------    ----------   -----------   -----------   ----------- 

Ending units                         4,281,879       736,333       831,178       191,101     2,092,044     1,949,292     1,498,681
                                   ===========   ===========   ===========    ==========   ===========   ===========   =========== 
</TABLE>


                 See accompanying notes to financial statements.



                                      -28-
<PAGE>   78

                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                       STATEMENT OF CHANGES IN NET ASSETS
                          FOR THE PERIOD FROM INCEPTION
                              TO NOVEMBER 30, 1997
                                   (Continued)


<TABLE>
<CAPTION>
                                             Balanced/Phoenix
                                     SunAmerica    Investment                   Worldwide    High-Yield        Global     Corporate
                                       Balanced       Counsel       Utility   High Income          Bond          Bond          Bond
                                      Portfolio     Portfolio     Portfolio     Portfolio     Portfolio     Portfolio     Portfolio
                                   ------------------------------------------------------------------------------------------------ 
<S>                                <C>           <C>           <C>           <C>           <C>           <C>           <C>          
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)     $  (13,582)   $   (9,656)   $   (6,384)   $  (31,230)   $   (29,931)   $   (6,564)   $   (9,322)
   Net realized gains (losses)
     from securities transactions          (18)          (51)        1,537         9,576          4,526           574         3,878
   Change in net unrealized
     appreciation/depreciation of
     investments                        66,673        29,397       149,883      (190,492)       158,331        45,993        65,838
                                    ----------    ----------    ----------    ----------    -----------    ----------    ----------

          Increase (decrease) in
            net assets from
            operations                  53,073        19,690       145,036      (212,146)       132,926        40,003        60,394
                                    ----------    ----------    ----------    ----------    -----------    ----------    ----------

From capital transactions:
   Net proceeds from units sold      3,967,135     2,825,012     1,620,410     9,599,739     10,011,101     1,999,855     3,335,056
   Cost of units redeemed              (14,781)      (18,238)       (7,592)      (80,608)       (86,536)      (18,819)      (67,464)
   Net transfers                       794,819       547,138       505,918       219,189      1,066,744       380,609       787,520
                                    ----------    ----------    ----------    ----------    -----------    ----------    ----------

          Increase in net assets
            from capital
            transactions             4,747,173     3,353,912     2,118,736     9,738,320     10,991,309     2,361,645     4,055,112
                                    ----------    ----------    ----------    ----------    -----------    ----------    ----------

Increase in net assets               4,800,246     3,373,602     2,263,772     9,526,174     11,124,235     2,401,648     4,115,506
Net assets at beginning of period            0             0             0             0              0             0             0
                                    ----------    ----------    ----------    ----------    -----------    ----------    ----------
Net assets at end of period         $4,800,246    $3,373,602    $2,263,772    $9,526,174    $11,124,235    $2,401,648    $4,115,506
                                    ==========    ==========    ==========    ==========    ===========    ==========    ==========

ANALYSIS OF INCREASE (DECREASE)
   IN UNITS OUTSTANDING:
   Units sold                          303,655       184,119       136,523       587,697        691,298       155,461       270,276
   Units redeemed                       (1,120)       (1,192)         (632)       (5,044)        (5,942)       (1,455)       (5,508)
   Units transferred                    60,601        35,464        41,727        13,655         73,500        29,557        63,532
                                    ----------    ----------    ----------    ----------    -----------    ----------    ----------

Increase in units outstanding          363,136       218,391       177,618       596,308        758,856       183,563       328,300
Beginning units                              0             0             0             0              0             0             0
                                    ----------    ----------    ----------    ----------    -----------    ----------    ----------

Ending units                           363,136       218,391       177,618       596,308        758,856       183,563       328,300
                                    ==========    ==========    ==========    ==========    ===========    ==========    ==========
</TABLE>


                 See accompanying notes to financial statements.



                                      -29-
<PAGE>   79


                            VARIABLE SEPARATE ACCOUNT
              (Portion Relating to the POLARIS II Variable Annuity)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                       STATEMENT OF CHANGES IN NET ASSETS
                          FOR THE PERIOD FROM INCEPTION
                              TO NOVEMBER 30, 1997
                                   (Continued)



<TABLE>
<CAPTION>
                                              International         Emerging             Real             Cash
                                            Growth & Income          Markets           Estate       Management
                                                  Portfolio        Portfolio        Portfolio        Portfolio            TOTAL
                                            -----------------------------------------------------------------------------------
<S>                                           <C>              <C>              <C>              <C>              <C>          
INCREASE (DECREASE) IN NET ASSETS:
From operations:
   Net investment income (loss)                 $   (39,967)      $  (17,574)     $   (27,282)     $   (44,119)    $    438,518
   Net realized gains (losses) from
      securities transactions                       (10,997)         (30,924)           5,246           49,345          (60,663)
   Change in net unrealized appreciation/
      depreciation of investments                  (177,654)        (924,435)         294,483           93,577       (1,081,453)
                                                -----------       ----------      -----------      -----------     ------------

          Increase (decrease) in net assets
            from operations                        (228,618)        (972,933)         272,447           98,803         (703,598)
                                                -----------       ----------      -----------      -----------     ------------

From capital transactions:
   Net proceeds from units sold                  11,169,178        5,562,841        7,709,615       29,033,820      357,957,706
   Cost of units redeemed                           (99,588)         (21,802)         (38,910)        (498,166)      (2,310,024)
   Net transfers                                  2,695,082          718,160        2,209,089      (11,326,550)      53,337,794
                                                -----------       ----------      -----------      -----------     ------------

          Increase in net assets from
            capital transactions                 13,764,672        6,259,199        9,879,794       17,209,104      408,985,476
                                                -----------       ----------      -----------      -----------     ------------

Increase in net assets                           13,536,054        5,286,266       10,152,241       17,307,907      408,281,878
Net assets at beginning of period                         0                0                0                0                0
                                                -----------       ----------      -----------      -----------     ------------
Net assets at end of period                     $13,536,054       $5,286,266      $10,152,241      $17,307,907     $408,281,878
                                                ===========       ==========      ===========      ===========     ============

ANALYSIS OF INCREASE (DECREASE)
   IN UNITS OUTSTANDING:
   Units sold                                     1,059,596          587,681          694,858        2,554,146
   Units redeemed                                    (9,440)          (2,371)          (3,457)         (43,640)
   Units transferred                                259,970           77,902          195,920         (996,216)
                                                -----------       ----------      -----------      -----------   

Increase in units outstanding                     1,310,126          663,212          887,321        1,514,290
Beginning units                                           0                0                0                0
                                                -----------       ----------      -----------      -----------   

Ending units                                      1,310,126          663,212          887,321        1,514,290
                                                ===========       ==========      ===========      ===========     
</TABLE>



                 See accompanying notes to financial statements.



                                      -30-



<PAGE>   80


                            VARIABLE SEPARATE ACCOUNT
              (PORTION RELATING TO THE POLARIS II VARIABLE ANNUITY)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS



1.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        Variable Separate Account (Portion Relating to the POLARIS II Variable
        Annuity) of Anchor National Life Insurance Company (the "Separate
        Account") is a segregated investment account of Anchor National Life
        Insurance Company (the "Company"). The Company is an indirect, wholly
        owned subsidiary of SunAmerica Inc. The Separate Account is registered
        as a segregated unit investment trust pursuant to the provisions of the
        Investment Company Act of 1940, as amended.

        The Separate Account is composed of twenty-five variable portfolios (the
        "Variable Accounts"). Each of the Variable Accounts is invested solely
        in the shares of either (1) one of the four currently available
        investment portfolios of Anchor Series Trust ("Anchor Trust") or (2) one
        of the twenty-one currently available investment portfolios of
        SunAmerica Series Trust ("SunAmerica Trust"). The Anchor Trust and the
        SunAmerica Trust (the "Trusts") are each diversified, open-end,
        affiliated investment companies, which retain investment advisors to
        assist in the investment activities of the Trusts. The participant may
        elect to have payments allocated to any of six guaranteed- interest
        funds of the Company (the "General Account"), which are not a part of
        the Separate Account. The financial statements include balances
        allocated by the participant to the twenty-five Variable Accounts and do
        not include balances allocated to the General Account.

        The inception date of the Government Bond and Global Bond Portfolios was
        June 11, 1997. The inception date of the Phoenix Balanced Portfolio was
        June 10, 1997. The inception date of the Corporate Bond, High-Yield
        Bond, and Aggressive Growth Portfolios was June 9, 1997. The inception
        date of the Utility Portfolio was June 6, 1997. The inception date of
        the Cash Management, Worldwide High Income, SunAmerica Balanced, and
        Emerging Markets Portfolios was June 5, 1997. The inception date of the
        Natural Resources, Phoenix Investment Counsel, Federated Value,
        International Diversified Equities, International Growth & Income, and
        Real Estate Portfolios was June 4, 1997. The inception date of the
        Venture Value and Alliance Growth Portfolios was June 2, 1997. The
        inception date of the remaining portfolios was June 3, 1997.




                                      -31-
<PAGE>   81

                            VARIABLE SEPARATE ACCOUNT
              (PORTION RELATING TO THE POLARIS II VARIABLE ANNUITY)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS



1.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

        The investment objectives and policies of the four portfolios of the
        Anchor Trust are summarized below:

        The CAPITAL APPRECIATION PORTFOLIO seeks long-term capital appreciation.
        This portfolio invests in growth equity securities which are widely
        diversified by industry and company and may engage in transactions
        involving stock index futures and options thereon as a hedge against
        changes in market conditions.

        The GROWTH PORTFOLIO seeks capital appreciation. This portfolio invests
        in growth equity securities and may engage in transactions involving
        stock index futures and options thereon as a hedge against changes in
        market conditions.

        The NATURAL RESOURCES PORTFOLIO seeks a total return in excess of the
        U.S. rate of inflation as represented by the Consumer Price Index. This
        portfolio invests primarily in equity securities of U.S. or foreign
        companies which are expected to provide favorable returns in periods of
        rising inflation.

        The GOVERNMENT AND QUALITY BOND PORTFOLIO seeks relatively high current
        income, liquidity and security of principal. This portfolio invests in
        obligations issued, guaranteed or insured by the U.S. Government, its
        agencies or instrumentalities and in corporate debt securities rated Aa
        or better by Moody's Investor Service, Inc. or AA or better by Standard
        & Poor's Corporation.

        Anchor Trust has portfolios in addition to those identified above;
        however, none of these other portfolios is currently available for
        investment under the Separate Account.

        The investment objectives and policies of the twenty-one portfolios of
        the SunAmerica Trust are summarized below:

        The INTERNATIONAL DIVERSIFIED EQUITIES PORTFOLIO seeks long-term capital
        appreciation. This portfolio invests in accordance with country
        weightings as determined by the subadvisor in common stocks of foreign
        issuers which, in the aggregate, replicate broad country indices.




                                      -32-
<PAGE>   82

                            VARIABLE SEPARATE ACCOUNT
              (PORTION RELATING TO THE POLARIS II VARIABLE ANNUITY)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS




1.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

        The GLOBAL EQUITIES PORTFOLIO seeks long-term growth of capital. This
        portfolio invests primarily in common stocks or securities of U.S. and
        foreign issuers with common stock characteristics which demonstrate the
        potential for appreciation and engages in transactions in foreign
        currencies.

        The AGGRESSIVE GROWTH PORTFOLIO seeks capital appreciation. This
        portfolio invests primarily in equity securities of small capitalization
        growth companies.

        The VENTURE VALUE PORTFOLIO seeks growth of capital. This portfolio
        invests primarily in common stocks.

        The FEDERATED VALUE PORTFOLIO seeks growth of capital and income. This
        portfolio invests primarily in the securities of high quality companies.

        The PUTNAM GROWTH (PREVIOUSLY KNOWN AS PROVIDENT GROWTH PORTFOLIO),
        GROWTH/PHOENIX INVESTMENT COUNSEL AND ALLIANCE GROWTH PORTFOLIOS seek a
        long-term growth of capital. These portfolios invest primarily in common
        stocks or securities with common stock characteristics which the advisor
        believes have the potential for appreciation.

        The GROWTH-INCOME PORTFOLIO seeks growth of capital and income. This
        portfolio invests primarily in common stocks or securities which
        demonstrate the potential for appreciation and/or dividends.

        The ASSET ALLOCATION PORTFOLIO seeks high total return (including income
        and capital gains) consistent with preservation of capital over the long
        term. This portfolio invests in a diversified selection of common stocks
        and other securities having common stock characteristics, bonds and
        other intermediate and long-term fixed-income securities and money
        market instruments (debt securities maturing in one year or less) in any
        combination.

        The SUNAMERICA BALANCED PORTFOLIO seeks to conserve principal. This
        portfolio maintains at all times a balanced portfolio of stocks and
        bonds.

        The BALANCED/PHOENIX INVESTMENT COUNSEL PORTFOLIO seeks reasonable
        income, long-term capital growth and conservation of capital. This
        portfolio invests primarily in common stocks and fixed-income
        securities, with an emphasis on income-producing securities which appear
        to have some potential for capital enhancement.




                                      -33-
<PAGE>   83

                            VARIABLE SEPARATE ACCOUNT
              (PORTION RELATING TO THE POLARIS II VARIABLE ANNUITY)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS



1.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

        The UTILITY PORTFOLIO seeks high current income and moderate capital
        appreciation. This portfolio invests primarily in the equity and debt
        securities of utility companies.

        The WORLDWIDE HIGH INCOME PORTFOLIO seeks high current income and,
        secondarily, capital appreciation. This portfolio invests primarily in a
        selection of high-yielding fixed-income securities of issuers located
        throughout the world.

        The HIGH-YIELD BOND PORTFOLIO seeks a high level of current income and,
        secondarily, seeks capital appreciation. This portfolio invests
        primarily in intermediate and long-term corporate obligations, with
        emphasis on higher-yielding, higher-risk, lower-rated or unrated
        securities.

        The GLOBAL BOND PORTFOLIO seeks a high total return, emphasizing current
        income and, to a lesser extent, providing opportunities for capital
        appreciation. This portfolio invests in high quality fixed-income
        securities of U.S. and foreign issuers and engages in transactions in
        foreign currencies.

        The CORPORATE BOND PORTFOLIO seeks a high total return with only
        moderate price risk. This portfolio invests primarily in investment
        grade fixed-income securities.

        The INTERNATIONAL GROWTH AND INCOME PORTFOLIO seeks growth of capital
        with current income as a secondary objective. This portfolio invests
        primarily in common stocks traded on markets outside the United States.

        The EMERGING MARKETS PORTFOLIO seeks long-term capital appreciation.
        This portfolio invests mainly in the common stocks and other equity
        securities of companies that its subadvisor believes have above-average
        growth prospects primarily in emerging markets outside the United
        States.

        The REAL ESTATE PORTFOLIO seeks to achieve total return through a
        combination of growth and income. This portfolio invests primarily in
        securities of companies principally engaged in or related to the real
        estate industry or which own significant real estate assets or which
        primarily invest in real estate financial instruments.




                                      -34-
<PAGE>   84

                            VARIABLE SEPARATE ACCOUNT
              (PORTION RELATING TO THE POLARIS II VARIABLE ANNUITY)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS




1.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

        The CASH MANAGEMENT PORTFOLIO seeks high current yield while preserving
        capital. This portfolio invests in a diversified selection of money
        market instruments.

        Purchases and sales of shares of the portfolios of the Trusts are valued
        at the net asset values of the shares on the date the shares are
        purchased or sold. Dividends and capital gains distributions are
        recorded when received. Realized gains and losses on the sale of
        investments in the Trusts are recognized at the date of sale and are
        determined on an average cost basis.

        Accumulation unit values are computed daily based on the total net
        assets of the Variable Accounts.























                                      -35-
<PAGE>   85


                            VARIABLE SEPARATE ACCOUNT
              (PORTION RELATING TO THE POLARIS II VARIABLE ANNUITY)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS



2.      CHARGES AND DEDUCTIONS

        Charges and deductions are applied against the current value of the
        Separate Account and are paid as follows:

        WITHDRAWAL CHARGE: The contract value may be withdrawn at any time
        during the accumulation period. Purchase payments that are no longer
        subject to the withdrawal charge and not previously withdrawn and
        earnings in the contract may be withdrawn free of withdrawal charges at
        any time. In addition, there is a free withdrawal amount for the first
        withdrawal during a contract year after the first contract year. The
        free withdrawal amount is the greater of the excess value of the
        contract over the total purchase payments at the date of withdrawal or
        10% of the purchase payments that have been invested for at least one
        year, and not withdrawn, less any withdrawals made during the year.
        Should a withdrawal exceed the free withdrawal amount, a withdrawal
        charge, in certain circumstances, is imposed and paid to the Company.

        Withdrawal charges vary in amount depending upon the number of years
        since the purchase payment being withdrawn was made. The withdrawal
        charge is deducted from the remaining contract value so that the actual
        reduction in contract value as a result of the withdrawal will be
        greater than the withdrawal amount requested and paid. For purposes of
        determining the withdrawal charge, withdrawals will be allocated first
        to investment income, if any (which may generally be withdrawn free of a
        withdrawal charge), and then to the oldest purchase payments first so
        that all withdrawals are allocated to purchase payments to which the
        lowest (if any) withdrawal charge applies.

        Any amount withdrawn which exceeds a free withdrawal may be subject to a
        withdrawal charge in accordance with the withdrawal charge table shown
        below:

<TABLE>
<CAPTION>
                            Policy                        Applicable Withdrawal
                             Year                           Charge Percentage
                      ------------------                  ---------------------
                      <S>                                          <C>
                      First                                         7%
                      Second                                        6%
                      Third                                         5%
                      Fourth                                        4%
                      Fifth                                         3%
                      Sixth                                         2%
                      Seventh                                       1%
                      Eighth and beyond                             0%
</TABLE>





                                      -36-
<PAGE>   86


                            VARIABLE SEPARATE ACCOUNT
              (PORTION RELATING TO THE POLARIS II VARIABLE ANNUITY)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS




2.      CHARGES AND DEDUCTIONS (continued)

        CONTRACT MAINTENANCE FEE: An annual contract maintenance fee of $35 ($30
        in North Dakota) is charged against each contract, which reimburses the
        Company for expenses incurred in establishing and maintaining records
        relating to a contract. The contract maintenance fee will be assessed on
        each anniversary during the accumulation phase. In the event that a
        total surrender of contract value is made, the entire charge will be
        assessed as of the date of surrender.

        TRANSFER FEE: A transfer fee of $25 ($10 in Pennsylvania and Texas) is
        assessed on each transfer of funds in excess of fifteen transactions
        within a contract year.

        PREMIUM TAXES: Premium taxes or other taxes payable to a state or other
        governmental entity will be charged against the contract values. Some
        states assess premium taxes at the time purchase payments are made;
        others assess premium taxes at the time annuity payments begin. The
        Company currently intends to deduct premium taxes at the time of
        surrender or upon annuitization; however, it reserves the right to
        deduct any premium taxes when incurred or upon the payment of the death
        benefit.

        MORTALITY AND EXPENSE RISK CHARGE: The Company deducts mortality and
        expense risk charges, which total to an annual rate of 1.37% of the net
        asset value of each portfolio, computed on a daily basis. The mortality
        risk charge is compensation for the mortality risks assumed by the
        Company from its contractual obligations to make annuity payments after
        the contract has annuitized for the life of the annuitant and to provide
        death benefits, and for assuming the risk that the current charges will
        be insufficient in the future to cover the cost of administering the
        contract.

        DISTRIBUTION EXPENSE CHARGE: The Company deducts a distribution expense
        charge at an annual rate of 0.15% of the net asset value of each
        portfolio, computed on a daily basis. 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, the Company will bear
        the loss.

        SEPARATE ACCOUNT INCOME TAXES: The Company currently does not maintain a
        provision for taxes, but has reserved the right to establish such a
        provision for taxes in the future if it determines, in its sole
        discretion, that it will incur a tax as a result of the operation of the
        Separate Account.





                                      -37-
<PAGE>   87


                            VARIABLE SEPARATE ACCOUNT
              (PORTION RELATING TO THE POLARIS II VARIABLE ANNUITY)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS




3.      INVESTMENT IN ANCHOR TRUST AND SUNAMERICA TRUST

        The aggregate cost of the Trusts' shares acquired and the aggregate
        proceeds from shares sold during the year ended November 30, 1997
        consist of the following:

<TABLE>
<CAPTION>
                                            Cost of Shares      Proceeds from
        Variable Accounts                         Acquired        Shares Sold
        -----------------                   --------------      -------------
        <S>                                    <C>                <C>        
        ANCHOR TRUST:
        Capital Appreciation Portfolio         $30,394,152        $         1
        Growth Portfolio                        16,290,032                  0
        Natural Resources Portfolio              2,525,315              2,259
        Government and Quality Bond
           Portfolio                             5,028,414             25,849

        SUNAMERICA TRUST:
        International Diversified
           Equities Portfolio                   15,624,130          3,045,880
        Global Equities Portfolio               10,524,154             39,703
        Aggressive Growth Portfolio             11,410,113          1,542,757
        Venture Value Portfolio                 90,353,982             46,808
        Federated Value Portfolio                9,943,627            138,247
        Putnam Growth Portfolio                 15,236,223            394,302
        Growth/Phoenix Investment
           Counsel Portfolio                     3,415,279             89,348
        Alliance Growth Portfolio               52,201,046            497,383
        Growth-Income Portfolio                 41,389,613            282,177
        Asset Allocation Portfolio              27,343,556            394,293
        SunAmerica Balanced Portfolio            4,740,373              6,783
        Balanced/Phoenix Investment
           Counsel Portfolio                     3,381,281             37,025
        Utility Portfolio                        2,194,947             82,594
        Worldwide High Income Portfolio         11,238,070          1,530,979
        High-Yield Bond Portfolio               11,280,733            319,355
        Global Bond Portfolio                    2,401,231             46,150
        Corporate Bond Portfolio                 4,331,288            285,498
        International Growth & Income           14,360,542            635,837
        Emerging Markets                         6,503,725            262,100
        Real Estate                             10,119,610            267,098
        Cash Management Portfolio               31,031,471         13,866,485
                                               ===========        ===========
</TABLE>





                                      -38-
<PAGE>   88


                            VARIABLE SEPARATE ACCOUNT
              (PORTION RELATING TO THE POLARIS II VARIABLE ANNUITY)
                                       OF
                     ANCHOR NATIONAL LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS




4.      FEDERAL INCOME TAXES

        The Company qualifies for federal income tax treatment granted to life
        insurance companies under subchapter L of the Internal Revenue Service
        Code (the "Code"). The operations of the Separate Account are part of
        the total operations of the Company and are not taxed separately. The
        Separate Account is not treated as a regulated investment company under
        the Code.


























                                      -39-

<PAGE>   89


                           PART C - OTHER INFORMATION

Item 24.     Financial Statements and Exhibits

(a)    Financial Statements

   
        The following financial statements are included in Part B of the
        Registration Statement:
    

               Consolidated financial statements of Anchor National Life
               Insurance Company for the fiscal year ended
               September 30, 1998



        The following financial statements are included in Part B of the
        Registration Statement:

               Financial Statements of Variable Separate Account (Portion
               relating to the Polaris II Variable Annuity) for the fiscal
               year ended November 30, 1997


   
                          [TO BE UPDATED BY AMENDMENT]
    

   
<TABLE>
<CAPTION>
(b)    Exhibits
- ----------------
<S>  <C>                                                   <C> 
(1)  Resolution Establishing Separate Account....          Filed April 18, 1997,
                                                           Initial Registration Statement
                                                           to this Registration Statement
(2)  Form of Custody Agreements..................          Filed April 18, 1997,
                                                           Initial Registration Statement
                                                           to this Registration Statement
(3)  (a) Form of Distribution Contract...........          Filed April 18, 1997,
                                                           Initial Registration Statement
                                                           to this Registration Statement
     (b) Selling Agreement.......................          Filed April 18, 1997,
                                                           Initial Registration Statement
                                                           to this Registration Statement
(4)  Variable Annuity Contract
     (a) Polaris II Group Annuity Certificate.....         Filed March 20, 1998,
                                                           Post-Effective Amendment 2
                                                           and Amendment 3 to this
                                                           Registration Statement
     (b) Polaris II Individual Annuity Contract...         Filed March 20, 1998,
                                                           Post-Effective Amendment 2
                                                           and Amendment 3 to this
                                                           Registration Statement
(5)  Application for Contract
     (a) Polaris II Participant Enrollment Form..          Filed March 20, 1998,
                                                           Post-Effective Amendment 2
                                                           and Amendment 3 to this
                                                           Registration Statement
     (b) Polaris II Annuity Application..........          Filed March 20, 1998,
                                                           Post-Effective Amendment 2
                                                           and Amendment 3 to this
                                                           Registration Statement
(6)  Depositor - Corporate Documents
     (a) Certificate of Incorporation............          Filed April 18, 1997,
                                                           Initial Registration Statement
                                                           to this Registration Statement
     (b) By-Laws.................................          Filed April 18, 1997,
                                                           Initial Registration Statement
                                                           to this Registration Statement
(7)  Reinsurance Contract........................          Not Applicable
(8)  Form of Fund Participation Agreement........
     (a) Anchor Series Trust Fund Participation
         Agreement...............................          Filed April 18, 1997,
                                                           Initial Registration Statement
                                                           to this Registration Statement
     (b) SunAmerica Series Trust Fund
         Participation Agreement.................          Filed April 18, 1997,
                                                           Initial Registration Statement
                                                           to this Registration Statement
(9)  Opinion of Counsel..........................          Filed April 18, 1997
                                                           Initial Registration Statement
                                                           to this Registration Statement
     Consent of Counsel..........................          Filed April 18, 1997
                                                           Initial Registration Statement
                                                           to this Registration Statement 
(10) Consent of Independent Accountants..........          Filed Herewith
(11) Financial Statements Omitted from Item 23...          None
(12) Initial Capitalization Agreement............          Not Applicable
(13) Performance Computations....................          To be filed by 
                                                           Amendment
(27) Financial Data Schedules....................          Not Applicable
</TABLE>
    

Item 25.  Directors and Officers of the Depositor
- -------------------------------------------------

        The officers and directors of Anchor National Life Insurance Company are
listed below. Their principal business address is 1 SunAmerica Center, Los
Angeles, California 90067-6022, unless otherwise noted.

<TABLE>
<CAPTION>
Name                                Position
<S>                          <C>
Eli Broad                    Chairman, President and
                               Chief Executive Officer
Jay S. Wintrob               Director and Executive Vice President
Peter McMillan               Director
James R. Belardi             Director and Senior Vice President
Susan L. Harris              Director, Senior Vice President
                               and Secretary
Jana W. Greer                Director and Senior Vice President
Scott L. Robinson            Director and Senior Vice President
James W. Rowan               Director and Senior Vice President
N. Scott Gillis              Senior Vice President and Controller
Edwin R. Reoliquio           Senior Vice President and Chief Actuary
</TABLE>


<PAGE>   90
<TABLE>
<S>                          <C>
Victor E. Akin               Senior Vice President
David R. Bechtel             Vice President and Treasurer
J. Franklin Grey             Vice President
Keith B. Jones               Vice President
Michael Lindquist            Vice President
Edward P. Nolan*             Vice President
Greg Outcalt                 Vice President
Scott H. Richland            Vice President
</TABLE>

- ------------------
* 88 Bradley Road, P.O. Box 4005, Woodbridge, Connecticut 06525


Item 26.  Persons Controlled By or Under Common Control With Depositor or
Registrant

   
        The Registrant is a separate account of Anchor National Life Insurance
Company (Depositor). TO BE UPDATED BY AMENDMENT
    

Item 27.  Number of Contract Owners

          As of December 31, 1998, the number of Contracts funded by the
          Variable Separate Account of Anchor National Life Insurance Company
          (Portion relating to the Polaris II Variable Annuity) was 59,249, of
          which 23,600 were Qualified Contracts and 35,649 were Nonqualified
          Contracts


Item 28.  Indemnification

          None.


Item 29.  Principal Underwriter

   
        SunAmerica Capital Services, Inc. serves as distributor to the
Registrant, Presidential Variable Account One, FS Variable Separate Account,
Variable Annuity Account One, FS Variable Annuity Account One, Variable Annuity
Account Four, Variable Annuity Account Five and Variable Annuity Account Seven.
SunAmerica Capital Services, Inc. also serves as the underwriter to the
SunAmerica Income Funds, SunAmerica Equity Funds, SunAmerica Money Market Funds,
Inc., Style Select Series, Inc. and the SunAmerica Strategic Investment Series,
Inc. (currently in Registration), all issued by SunAmerica Asset Management
Corp.
    

        Its principal business address is 733 Third Avenue, 4th Floor, New York,
New York 10017. The following are the directors and officers of SunAmerica
Capital Services, Inc.

<TABLE>
<CAPTION>
        Name                        Position with Distributor
        ----                        -------------------------
<S>     <C>                         <C>
        J. Steven Neamtz            Director and President
        Robert M. Zakem             Director, Executive Vice
                                       President, General Counsel
                                       and Assistant Secretary
        Peter Harbeck               Director
        Susan L. Harris             Secretary
        Debbie Potash-Turner        Controller
        Per Furmark                 Vice President
        James Nichols               Vice President       
</TABLE>

<TABLE>
<CAPTION>
                  Net
                  Distribution     Compensation
Name of           Discounts and    on Redemption   Brokerage
Distributor       Commissions      Annuitization   Commission    Commissions*
- ------------      --------------   -------------   -----------   ------------
<S>               <C>              <C>             <C>           <C>
SunAmerica        None             None            None          None
 Capital
 Services, Inc. 
</TABLE>

- ------------------
* Distribution fee is paid by Anchor National Life Insurance Company.


Item 30.  Location of Accounts and Records

        Anchor National Life Insurance Company, the Depositor for the
Registrant, is located at 1 SunAmerica Center, Los Angeles, California 90067-
6022. SunAmerica Capital Services, Inc., the distributor of the Contracts, is
located at 733 Third Avenue, 4th Floor, New York, New York 10017. Each maintains
those accounts and records required to be maintained by it pursuant 
<PAGE>   91

to Section 31(a) of the Investment Company Act and the rules promulgated
thereunder.

        State Street Bank and Trust Company, 225 Franklin Street, Boston,
Massachusetts 02100, maintains certain accounts and records pursuant to the
instructions of the Registrant.


Item 31.  Management Services

        Not Applicable.


Item 32.  Undertakings

        Registrant undertakes to (1) file post-effective amendments to this
Registration Statement as frequently as is necessary to ensure that the audited
financial statements in the Registration Statement are never more than 16 months
old for so long as payments under the variable annuity Contracts may be
accepted; (2) include either (A) as part of any application to purchase a
Contract offered by the prospectus forming a part of the Registration Statement,
a space that an applicant can check to request a Statement of Additional
Information, or (B) a postcard or similar written communication affixed to or
included in the Prospectus that the Applicant can remove to send for a Statement
of Additional Information; and (3) deliver any Statement of Additional
Information and any financial statements required to be made available under
this Form N-4 promptly upon written or oral request.




Item 33.  Representation

     A.   The Company hereby represents that it is relying upon a No-Action
Letter issued to the American Council of Life Insurance dated November 28, 1988
(Commission ref. IP-6-88) and that the following provisions have been complied
with:

     1. Include appropriate disclosure regarding the redemption restrictions
        imposed by Section 403(b)(11) in each registration statement, including
        the prospectus, used in connection with the offer of the contract;

     2. Include appropriate disclosure regarding the redemption restrictions
        imposed by Section 403(b)(11) in any sales literature used in connection
        with the offer of the contract;

     3. Instruct sales representatives who solicit participants to purchase the
        contract specifically to bring the redemption restrictions imposed by
        Section 403(b)(11) to the attention of the potential participants;

     4. Obtain from each plan participant who purchases a Section 403(b) annuity
        contract, prior to or at the time of such purchase, a signed statement
        acknowledging the participant's understanding of (1) the restrictions on
        redemption imposed by Section 403(b)(11), and (2) other investment
        alternatives available under the employer's Section 403(b) arrangement
        to which the participant may elect to transfer his contract value.

     B.   REPRESENTATION PURSUANT TO SECTION 26(e) OF THE INVESTMENT COMPANY ACT
OF 1940: The Company and Registrant represent that the fees and charges to be
deducted under the variable annuity contract described in the prospectus
contained in this registration statement are, in the aggregate, reasonable in
relation to the services rendered, the expenses expected to be incurred, and the
risks assumed in connection with the contract.



<PAGE>   92



                                   SIGNATURES

   
        As required by the Securities Act of 1933 and the Investment Company Act
of 1940, the Registrant certifies it meets the requirements of Securities
Act Rule 485 for effectiveness of this Registration Statement and has caused 
this Post-Effective Amendment to the Registration Statement to be signed on 
its behalf, in the City of Los Angeles, and the State of California, on this 
1st day of February, 1999.
    

                      VARIABLE SEPARATE ACCOUNT
                             (Registrant)

                      By: ANCHOR NATIONAL LIFE INSURANCE COMPANY
                             (Depositor)


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

                      By: ANCHOR NATIONAL LIFE INSURANCE COMPANY
                          (Depositor, on behalf of itself and Registrant)


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


        As required by 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 and
Eli Broad                     Chairman  of the Board
                              (Principal Executive
                              Officer)


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


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


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



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



/s/ SUSAN L. HARRIS            Director                      February 1, 1999
- ------------------------
Susan L. Harris
</TABLE>
    



<PAGE>   93


<TABLE>
<S>                           <C>                           <C>
PETER MCMILLAN*               Director
- ------------------------
Peter McMillan



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



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



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

   
Date:  February 1, 1999
    


<PAGE>   94


                                  EXHIBIT INDEX


<TABLE>
<CAPTION>
Exhibit               Description
- -------               -----------
<S>            <C>                  
Exhibit 10     Consent of Independent Accountants

</TABLE>




<PAGE>   1
                       CONSENT OF INDEPENDENT ACCOUNTANTS



We hereby consent to the use in the Statement of Additional Information
constituting part of this Registration Statement on Form N-4 for Variable
Separate Account (Portion Relating to the POLARIS II Variable Annuity) of Anchor
National Life Insurance Company of our report dated November 9, 1998, relating
to the consolidated financial statements of Anchor National Life Insurance
Company, and of our report dated January 27, 1998, relating to the financial
statements of Variable Separate Account (Portion Relating to the POLARIS II
Variable Annuity), which appear in such Statement of Additional Information, and
to the incorporation by reference of our reports into the Prospectus which
constitutes part of this Registration Statement. We also consent to the
reference to us under the heading "Financial Statements" in such Statement of
Additional Information and to the reference to us under the heading "Independent
Accountants" in such Prospectus.




PricewaterhouseCoopers LLP
Los Angeles, California
January 29, 1999



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