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File No. 333-10907
811-1978
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 /X/
Pre-Effective Amendment No. 2 /X/
Post-Effective Amendment No. / /
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 /X/
Amendment No. / /
(Exact Name of Registrant)
OHIO NATIONAL VARIABLE ACCOUNT A
(Name of Depositor)
THE OHIO NATIONAL LIFE INSURANCE COMPANY
(Address of Depositor's Principal Executive Offices)
One Financial Way
Cincinnati, Ohio 45242
(Depositor's Telephone Number)
(513) 794-6316
(Name and Address of Agent for Service)
Ronald L. Benedict, Second Vice President and Counsel
The Ohio National Life Insurance Company
P.O. Box 237
Cincinnati, Ohio 45201
Notice to:
W. Randolph Thompson, Esq.
Of Counsel
Jones & Blouch L.L.P.
Suite 405 West
1025 Thomas Jefferson Street, N.W.
Washington, D.C. 20007
Approximate Date of Proposed Public Offering: As soon after the effective
date of this amendment as is practicable.
Registrant is registering an indefinite amount of securites under the
Securities Act of 1933 pursuant to Rule 24f-2. Registrant has previously
made its election under Rule 24f-2 - No fee is due for this registration.
It is proposed that this filing will become effective (check appropriate
space):
___ immediately upon filing pursuant to paragraph (b)
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on (date) pursuant to paragraph (b)
60 days after filing pursuant to paragraph (a)(i)
on (date) pursuant to paragraph (a)(i)
75 days after filing pursuant to paragraph (a)(ii)
on (date) pursuant to paragraph (a)(ii) of Rule 485.
If appropriate, check the following box:
___ this post-effective amendment designates a new effective date
for a previously filed
post-effective amendment.
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The registrant hereby amends this registration statement on such date or
dates as may be necessary to delay its effective date until the registrant
shall file a further amendment which specifically states that this
registration statement shall thereafter become effective in accordance with
Section 8(a) of the Securities Act of 1933 or until the registration
statement shall become effective on such date as the Commission, acting
pursuant to said Section 8(a), may determine.
The Registrant hereby incorporates herein by reference all of the Pre-
effective Amendment no. 1 of this Registration Statement (File no. 333-
10907) other than (1) the list of Exhibits under Item no. 24 and (2) Item
no. 32. This Pre-effective Amendment no. 2 is filed solely to amend the
aforesaid portions of those Items to read as shown below and to also add
the consent of KPMG Peat Marwich LLP to the financial statements appearing
in Pre-effective Amendment no. 1 and add Exhibit (9) to this Registration
Statement.
Item 24. Financial Statements and Exhibits
Exhibits:
(9) Opinion of Counsel
All other relevant exhibits, which have previously been filed with the
Commission and are incorporated herein by reference, are as follows:
(1) Resolution of Board of Directors of the Depositor
authorizing establishment of the Registrant was filed as
Exhibit A(1) of the Registrant's registration statement
on Form S-6 on August 3, 1982 (File no. 2-78652).
(2) Agreement of Custodianship between the Depositor and The
Provident Bank was filed as Exhibit 3 of the Registrant s
Form N-4, Post-effective Amendment no. 5 on April 27,
1988 (File no.2-91213).
(3)(a) Distribution Agreement between the Depositor and The O.N.
Equity Sales Company was filed as Exhibit A(3)(a) of the
Registrant's registration statement on Form S-6 on
October 25, 1982 (File no. 2-78652).
(3)(b) Registered Representative's Sales Contract with Variable
Annuity Supplement was filed as Exhibit (3)(b) of the
Registrant's Form N-4, Post-effective Amendment no. 9 on
February 27, 1991 (File no. 2-91213).
(3)(c) Variable Annuity Sales Commission Schedule was filed as
E x h i bit A(3)(c) of the Registrant's registration
statement on Form S-6 on May 18, 1984 (File no. 2-91213).
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(4) Combination Annuity Contract, Form 96-VA-1, was filed as
Exhibit (4) of the Registrant s Registration Statement on
August 22, 1996 (File no. 333-10907).
(5) Variable Annuity Application, Form V-4895-A, was filed as
Exhibit (5) of the Registrant s Registration Statement on
August 22, 1996 (File no. 333-10907).
(6)(a) Articles of Incorporation of the Depositor were filed as
Exhibit A(6)(a) of Ohio National Variable Interest
Account registration statement on Form N-8B-2 on July 11,
1980 (File no. 811-3060).
(6)(b) Code of Regulations (by-laws) of the Depositor were filed
as Exhibit A(6)(b) of Ohio National Variable Interest
Account registration statement on Form N-8B-2 on July 11,
1980 (File no. 811-3060).
(8) Powers of Attorney by certain Directors of the Depositor
were filed as Exhibit (8) of the Registrant s Form N-4,
Post-effective Amendment no. 15 on March 27, 1995 (File
no. 2-91213).
(13) Computation of Performance Data was filed as Exhibit (13)
of the Registrant s Registration Statement on August 22,
1996 (File no. 333-10907).
Item 32. Undertakings and Representations
Pursuant to Section 26(e)(2)(A) of the Investment Company Act of 1940, as
amended, The Ohio National Life Insurance Company represents that the fees
and charges deducted under the contract, in the aggregate, are reasonable
in relation to the services rendered, the expenses expected to be incurred
and the risks assumed by The Ohio National Life Insurance Company.
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SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of
l940, the registrant, Ohio National Variable Account A has caused this pre-
effective amendment to the registration statement to be signed on its
behalf in the City of Cincinnati and the State of Ohio on this 31st day of
December, 1996.
OHIO NATIONAL VARIABLE ACCOUNT A
(Registrant)
By THE OHIO NATIONAL LIFE INSURANCE COMPANY
(Depositor)
By /s/Donald J. Zimmerman
Donald J. Zimmerman, Senior Vice President,
Insurance Operations
Attest:
/s/Ronald L. Benedict
Ronald L. Benedict
Second Vice President and Counsel
and Assistant Secretary
As required by the Securities Act of 1933 and the Investment Company Act of
l940, the depositor, The Ohio National Life Insurance Company, has caused
this pre-effective amendment to the registration statement to be signed on
its behalf in the City of Cincinnati and the State of Ohio on the 31st day
of December, 1996.
THE OHIO NATIONAL LIFE INSURANCE COMPANY
(Depositor)
By /s/Donald J. Zimmerman
Donald J. Zimmerman, Senior Vice President,
Insurance Operations
Attest:
/s/Ronald L. Benedict
Ronald L. Benedict
Second Vice President and Counsel
and Assistant Secretary
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As required by the Securities Act of 1933, this pret-effective amendment to
the registration statement has been signed below by the following persons
in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
<S> <C> <C>
/s/David B. O'Maley Chairman, President, December 31, 1996
David B. O'Maley Chief Executive Officer
and Director
*/s/Dale P. Brown Director December 31, 1996
Dale P. Brown
*/s/Jack E. Brown Director December 31, 1996
Jack E. Brown
*/s/William R. Burleigh Director December 31, 1996
William R. Burleigh
*/s/Victoria B. Buyniski Director December 31, 1996
Victoria B. Buyniski
*/s/Raymond R. Clark Director December 31, 1996
Raymond R. Clark
*/s/Alvin H. Crawford Director December 31, 1996
Alvin H. Crawford
*/s/Bannus B. Hudson Director December 31, 1996
Bannus B. Hudson
*/s/Daniel W. LeBlond Director December 31, 1996
Daniel W. LeBlond
*/s/Charles S. Mechem, Jr. Director December 31, 1996
Charles S. Mechem, Jr.
*/s/James W. Nethercott Director December 31, 1996
James W. Nethercott
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*/s/Oliver W. Waddell Director December 31, 1996
Oliver W. Waddell
*/s/Bradley L. Warnemunde Chairman Emeritus and December 31, 1996
Bradley L. Warnemunde Director
/s/Donald J. Zimmerman Senior Vice President, December 31, 1996
Donald J. Zimmerman Insurance Operations &
Secretary and Director
</TABLE>
*By /s/Donald J. Zimmerman
Donald J. Zimmerman, Attorney in Fact pursuant to Powers of Attorney,
copies of which have previously been filed as exhibits to the Registrant's
registration statement.
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INDEX OF CONSENTS AND EXHIBITS
Page Number in
Exhibit Sequential
Number Description Numbering System
Consent of KPMG Peat Marwick LLP
(9) Opinion of Counsel
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CONSENTS
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PEAT MARWICK LLP
1600 PNC Center
201 East Fifth Street
Cincinnati, OH 45202
Independent Auditor s Consent
The Board of Directors
The Ohio National Life Insurance Company:
We consent to the inclusion of our reports included herein on the financial
statements of Ohio National Variable Account A as of December 31, 1995 and
for the periods indicated herein and on the consolidated financial
statements of The Ohio National Life Insurance Company as of December
31,1995 and 1994 and for the periods indicated herein and to the reference
to our firm under the heading Independent Certified Public Accountants in
the Statement of Additional Information.
Our report on the consolidated financial statements of The Ohio National
Life Insurance Company refers to a change in accounting and reporting by
mutual life insurance enterprises and insurance enterprises for certain
long-duration participating contracts in 1995.
/s/ KPMG Peat Marwick LLP
KPMG Peat Marwick LLP
Cincinnati, Ohio
December 6, 1996
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EXHIBIT (9)
Opinion of Counsel
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December 30, 1996
Board of Directors
The Ohio National Life Insurance Company
One Financial Way
Cincinnati, Ohio 45242
Re: Registration of Ohio National Variable Account A
Opinion of Counsel
Gentlemen:
In my capacity as legal counsel for The Ohio National Life Insurance
Company and Ohio National Variable Account A. ("VAA"), I have supervised
the organization and lawful operation of VAA and the issuance of VAA's
units. In such capacity I have also participated in the preparation of
V A A's Registration Statement on Form N-4 and the filing of such
Registration Statement under the Securities Act of 1933 and with respect to
the units of VAA, including those to be issued with respect to variable
annuity contracts pursuant to the Registration Statement for File no. 333-
10907.
Based upon such examination of law and such corporation records and other
documents as in my judgment are necessary or appropriate, I am of the
opinion that all necessary and required corporate proceedings have been
taken in connection with the issuance of the units of VAA being registered,
and all such variable annuity contracts, when sold, will be legally issued,
fully paid and nonassessable.
I hereby consent to the filing of this letter as an exhibit to the
Registration Statement for VAA.
Sincerely,
/s/Ronald L. Benedict
Ronald L. Benedict
Second Vice President and Legal Counsel
RLB/nh
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