<PAGE>
As filed with the Securities and Exchange Commission on April 27, 1999
Registration No. 33-19765
811-04183
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- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------------
FORM N-4
POST-EFFECTIVE AMENDMENT NO. 7
to
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 |X|
and
AMENDMENT NO. 7
to
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 |X|
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
(Exact Name of Registrant)
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Name of Depositor)
80 Broad Street
New York, New York 10004
(Address of Depositor's
Principal Executive Offices)
Depositor's Telephone Number: (212) 943-3855
Edward M. Shea, Assistant Vice President and Senior Counsel
c/o Sun Life Assurance Company of Canada (U.S.)
Retirement Products and Services
One Copley Place
Boston, Massachusetts 02116
(Name and Address of Agent for Service)
Copies of Communications to:
David N. Brown, Esq.
Covington & Burling
1201 Pennsylvania Avenue, N.W.
P.O. Box 7566
Washington, D.C. 20044
|X| It is proposed that this filing will become effective on April 30, 1999
pursuant to paragraph (b) of Rule 485.
|X| This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
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- --------------------------------------------------------------------------------
C3 (NY)
<PAGE>
PART A
INFORMATION REQUIRED IN A PROSPECTUS
Attached hereto and made a part hereof is the Prospectus dated May 1, 1999.
<PAGE>
PROSPECTUS
MAY 1, 1999
COMPASS 3
Sun Life Insurance and Annuity Company of New York ("we" or the "Company")
and Sun Life of New York (N.Y.) Variable Account B (the "Variable Account")
offer the individual flexible payment deferred annuity contracts described in
this Prospectus (the "Contracts").
You may choose among seven variable investment options and a fixed account
option. The variable options are Sub-Accounts in the Variable Account, each of
which invests in shares of one of the following series of the MFS/Sun Life
Series Trust (the "Series Fund"), a mutual fund advised by our affiliate,
Massachusetts Financial Services Company:
<TABLE>
<S> <C>
Money Market Series Global Governments Series
High Yield Series Total Return Series
Capital Appreciation Series Managed Sectors Series
Government Securities Series
</TABLE>
The fixed account option pays interest at a guaranteed fixed rate.
THIS PROSPECTUS MUST BE ACCOMPANIED BY A CURRENT PROSPECTUS FOR THE SERIES
FUND. PLEASE READ THIS PROSPECTUS AND THE SERIES FUND PROSPECTUS CAREFULLY
BEFORE INVESTING AND KEEP THEM FOR FUTURE REFERENCE. THEY CONTAIN IMPORTANT
INFORMATION ABOUT THE COMPASS 3 ANNUITY AND THE SERIES FUND.
We have filed a Statement of Additional Information dated May 1, 1999 (the
"SAI"), which is incorporated by reference in this Prospectus, with the
Securities and Exchange Commission (the "SEC"). The table of contents for the
SAI is on page 24 of this Prospectus. You may obtain a copy without charge by
writing to our Annuity Service Mailing Address or by telephoning (800) 447-7569
or (212) 943-3855. In addition, the SEC maintains a website (http://www.sec.gov)
that contains this Prospectus, the SAI, materials incorporated by reference, and
other information regarding companies that file with the SEC.
THE CONTRACTS ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED
BY, ANY BANK, AND ARE NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY.
THE SEC HAS NOT APPROVED OR DISAPPROVED THESE SECURITIES OR PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
ANY REFERENCE IN THIS PROSPECTUS TO RECEIPT BY US MEANS RECEIPT AT THE
FOLLOWING ADDRESS:
ANNUITY SERVICE MAILING ADDRESS, C/O SUN LIFE INSURANCE AND ANNUITY COMPANY
OF NEW YORK 80 BROAD STREET, NEW YORK, NEW YORK 10004
<PAGE>
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
<S> <C>
Definitions 2
Synopsis 3
Expense Summary 5
Condensed Financial Information 7
Performance Data 8
Financial Statements 8
A Word About the Company, the Variable Account and the Series Fund 8
Purchase Payments and Contract Values During Accumulation Phase 10
Cash Withdrawals 11
Death Benefit 13
Contract Charges 14
Annuity Provisions 16
Other Contract Provisions 18
Federal Tax Status 20
Year 2000 Compliance 23
Distribution of the Contracts 23
Legal Proceedings 23
Owner Inquiries 23
Table of Contents for Statement of Additional Information 24
</TABLE>
DEFINITIONS
The Contract is a legal document that uses a number of specially defined
terms. We explain some of the terms that we use in this Prospectus in the
context where they arise, and others are self-explanatory. In addition, for
convenient reference, we have compiled a list of terms used in this Prospectus,
which appears below. If you come across a term that you do not understand,
please refer to this list of definitions for an explanation.
The terms "we" and "the Company" will be used to refer to Sun Life Insurance
and Annuity Company of New York. We will use the term "you" to refer to the
Owner of the Contract. Readers of this Prospectus should note that unless they
are the Owner of the Contract, their ability to exercise any rights belonging to
the Owner will depend on their agreement with the Owner.
Accumulation Account: An account we establish for the Contract to which we
credit net Purchase Payments in the form of Accumulation Units.
Accumulation Phase: The period before the Annuity Commencement Date and during
the lifetime of the Annuitant. The Accumulation Phase will also terminate when
you surrender your Contract.
Accumulation Unit: A unit of measure we use to calculate the value of the
Accumulation Account. There are two types of Accumulation Units: Variable
Accumulation Units and Fixed Accumulation Units.
Annuitant: The person or persons named in the Contract and on whose life the
first annuity payment is to be made. If more than one person is so named, all
provisions of the Contract that are based on the death of the "Annuitant" will
be based on the date of death of the last surviving of the persons so named. By
example, the death benefit will become due only upon the death, prior to the
Annuity Commencement Date, of the last surviving of the persons so named.
Collectively, these persons are referred to in this Contract as "Annuitants."
The Owner is not permitted to name a "Co-Annuitant" under a Qualified Contract.
Annuity Commencement Date: The date on which we are to make the first annuity
payment.
Annuity Unit: A unit of measure we use to calculate the amount of the second and
each subsequent Variable Annuity payment.
Beneficiary: The person who has the right to the death benefit set forth in the
Contract.
Company: Sun Life Insurance and Annuity Company of New York (also referred to in
this Prospectus as "we").
Contract Years and Contract Anniversaries: The first Contract Year is the period
of 12 months plus a part of a month as measured from the date we issue the
Contract to the first day of the calendar month that follows the calendar month
of issue. All Contract Years and Contract Anniversaries thereafter are 12 month
periods based upon the first day of the calendar month that follows the calendar
month of issue.
2
<PAGE>
Due Proof of Death: An original certified copy of an official death certificate,
or an original certified copy of a decree of a court of competent jurisdiction
as to the finding of death, or any other proof satisfactory to us.
Fixed Account: The Fixed Account consists of all assets of the Company other
than those allocated to a separate account of the Company.
Fixed Annuity: An annuity with payments that do not vary as to dollar amount.
Non-Qualified Contract: A Contract used in connection with a retirement plan
that does not receive favorable federal income tax treatment under Sections 401,
403 or 408 of the Internal Revenue Code of 1986, as amended (the "Code"). The
Contract must be owned by a natural person or by a trust or other entity as
agent for a natural person for the Contract to receive favorable income tax
treatment as an annuity.
Owner: The person, persons or entity entitled to the ownership rights stated in
the Contract and in whose name or names the Contract is issued. In this
Prospectus, we refer to the Owner as "you".
Payee: The recipient of payments under the Contract. The term may include an
Annuitant, a Beneficiary who becomes entitled to benefits upon the death of the
Annuitant or any person who is designated as the beneficiary of distributions
made as a result of the death of the Owner.
Purchase Payment (Payment): An amount you, or someone on your behalf, pay to us
as consideration for the benefits provided by the Contract.
Qualified Contract: A Contract used in connection with a retirement plan that
receives favorable federal income tax treatment under Sections 401, 403 or 408
of the Code.
Series Fund: MFS/Sun Life Series Trust.
Seven Year Anniversary: The seventh Contract Anniversary and each succeeding
Contract Anniversary occurring at any seven year interval thereafter, for
example, the 14th, 21st and 28th Contract Anniversaries.
Sub-Account: That portion of the Variable Account that invests in shares of a
particular series or sub-series of the Series Fund.
Valuation Period: The period of time from one determination of Accumulation Unit
and Annuity Unit values to the next subsequent determination of these values.
Variable Annuity: An annuity with payments that vary as to dollar amount in
relation to the investment performance of specified Sub-Accounts of the Variable
Account.
We: Sun Life Insurance and Annuity Company of New York.
You: The Owner of the Contract.
SYNOPSIS
You may allocate Purchase Payments to Sub-Accounts of the Variable Account
or to the Fixed Account or both. Purchase Payments must total at least $300 for
the first Contract Year and each Purchase Payment must be at least $25 (see
"Purchase Payments" on page 10). During the Accumulation Phase you may, without
charge, transfer amounts among the Sub-Accounts and between the Sub-Accounts and
the Fixed Account, subject to certain conditions (see "Transfers" on page 11).
We do not deduct a sales charge from Purchase Payments; however, if you make
a cash withdrawal, we will, with certain exceptions, deduct a withdrawal charge
ranging from 6% to 0%. You may withdraw a portion of your Accumulation Account
each year before we impose the withdrawal charge, and after we have held a
Purchase Payment for seven years you may withdraw it without charge. We do not
impose a withdrawal charge upon annuitization or upon the transfers described
above (see "Cash Withdrawals" and "Withdrawal Charges" on pages 12 and 15,
respectively).
Special restrictions on withdrawals apply to Qualified Contracts, including
Contracts used with Tax-Sheltered Annuities established pursuant to Section
403(b) of the Code. In addition, under certain circumstances, withdrawals may
result in tax penalties (see "Federal Tax Status" on page 20).
If the Annuitant dies before the Annuity Commencement Date, we will pay a
death benefit to your Beneficiary. If the Annuitant dies on or after the Annuity
Commencement Date, we will not pay a death benefit (unless the annuity option
elected provides for a death benefit) (see "Death Benefit" on page 13).
3
<PAGE>
On each Contract Anniversary and on surrender of the Contract for full
value, we will deduct a contract maintenance charge of $30. After the Annuity
Commencement Date, we deduct this pro rata from each annuity payment we make
during the year (see "Contract Maintenance Charge" on page 14).
We also deduct a mortality and expense risk charge equal to an annual rate
of 1.25% of the daily net assets of the Variable Account attributable to the
Contracts. In addition, for the first seven Contract Years we deduct a
distribution expense charge equal to an annual rate of 0.15% of the daily net
assets of the Variable Account attributable to the Contracts. We do not deduct
the distribution expense charge after the seventh Contract Anniversary (see
"Mortality and Expense Risk Charge and Distribution Expense Charge" on page 14).
We will deduct a charge for premium taxes payable to any governmental entity
(see "Premium Taxes" on page 16).
Annuity payments will begin on the Annuity Commencement Date. You select the
Annuity Commencement Date, frequency of payments, and the annuity option (see
"Annuity Provisions" on page 16).
If you are not satisfied with the Contract, you may return it to us at our
Annuity Service Mailing Address within ten days after we deliver the Contract to
you. When we receive the returned Contract, we will cancel it and refund to you
the value of the Contract's Accumulation Account at the end of the Valuation
Period during which we received the returned Contract.
4
<PAGE>
EXPENSE SUMMARY
The purpose of the following table and Examples is to help you understand
the costs and expenses that you will bear, directly and indirectly, under a
Contract. The table reflects expenses of the Variable Account attributable to
the Contracts as well as of the Series Fund. The information set forth should be
considered together with the narrative provided under the heading "Contract
Charges" in this Prospectus, and with the Series Fund's prospectus. In addition
to the expenses listed below, premium taxes may be applicable if you are a
resident of a state other than New York.
<TABLE>
<CAPTION>
MONEY HIGH CAPITAL GOVERNMENT GLOBAL TOTAL MANAGED
MARKET YIELD APPRECIATION SECURITIES GOVERNMENTS RETURN SECTORS
OWNER TRANSACTION EXPENSES SERIES SERIES SERIES SERIES SERIES SERIES SERIES
- ----------------------------------------------- ------- ------- ------------- ----------- ------------ ------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Sales Load Imposed on Purchases................ $0 $0 $0 $0 $0 $0 $0
Deferred Sales Load (as a percentage of
Purchase Payments withdrawn) (1)
Number of Contract Years Payment in
Accumulation Account
0-1........................................ 6% 6% 6% 6% 6% 6% 6%
2-3........................................ 5% 5% 5% 5% 5% 5%
4-5........................................ 4% 4% 4% 4% 4% 4% 4%
6.......................................... 3% 3% 3% 3% 3% 3% 3%
7 or more.................................. 0% 0% 0% 0% 0% 0% 0%
Exchange Fee................................... $0 $0 $0 $0 $0 $0 $0
</TABLE>
<TABLE>
<CAPTION>
ANNUAL CONTRACT MAINTENANCE CHARGE
- --------------------------------------------------- ---------------$30 per Contract ---------------
<S> <C> <C> <C> <C> <C> <C> <C>
SEPARATE ACCOUNT ANNUAL EXPENSES
- ---------------------------------------------------
(as a percentage of average Separate Account assets)
Mortality and Expense Risk Fees.................... 1.25% 1.25% 1.25% 1.25% 1.25% 1.25% 1.25%
Distribution Expense Charge (2).................... 0.15% 0.15% 0.15% 0.15% 0.15% 0.15% 0.15%
Other Account Fees and Expenses.................... 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Total Separate Account Annual Expenses............. 1.40% 1.40% 1.40% 1.40% 1.40% 1.40% 1.40%
SERIES FUND ANNUAL EXPENSES
- ---------------------------------------------------
(as a percentage of Series Fund average net assets)
Management Fees.................................... 0.50% 0.75% 0.73% 0.55% 0.75% 0.65% 0.74%
Other Expenses..................................... 0.06% 0.07% 0.04% 0.07% 0.13% 0.05% 0.06%
Total Series Fund Annual Expenses.................. 0.56% 0.82% 0.77% 0.62% 0.88% 0.70% 0.80%
<FN>
- ------------------------------
(1) A portion of the Accumulation Account value may be withdrawn each year
without imposition of any withdrawal charge, and after a Purchase Payment
has been held by the Company for seven years it may be withdrawn free of
any withdrawal charge.
(2) The Distribution Expense Charge is imposed only during the first seven
Contract Years. This charge may be deemed a deferred sales charge.
</TABLE>
5
<PAGE>
EXAMPLES
If you surrender your Contract at the end of the applicable time period, you
would pay the following expenses on a $1,000 investment, assuming a 5% annual
return on assets:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------
<S> <C> <C> <C> <C>
Money Market Series....................................................................... $77 $114 $153 $239
High Yield Series......................................................................... $79 $122 $166 $266
Capital Appreciation Series............................................................... $79 $120 $163 $261
Government Securities Series.............................................................. $77 $116 $156 $245
Global Governments Series................................................................. $80 $123 $169 $272
Total Return Series....................................................................... $78 $118 $160 $253
Managed Sectors Series.................................................................... $79 $121 $165 $264
</TABLE>
If you do NOT surrender your Contract, or if you annuitize at the end of the
applicable time period, you would pay the following expenses on a $1,000
investment, assuming a 5% annual return on assets:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------
<S> <C> <C> <C> <C>
Money Market Series....................................................................... $21 $65 $111 $239
High Yield Series......................................................................... $24 $72 $124 $266
Capital Appreciation Series............................................................... $23 $71 $122 $261
Government Securities Series.............................................................. $22 $66 $114 $245
Global Governments Series................................................................. $24 $74 $127 $272
Total Return Series....................................................................... $22 $69 $118 $253
Managed Sectors Series.................................................................... $23 $72 $123 $264
</TABLE>
THE EXAMPLES SHOULD NOT BE CONSIDERED TO BE REPRESENTATIONS OF PAST OR
FUTURE EXPENSES, AND ACTUAL EXPENSES MAY BE GREATER OR LOWER THAN THOSE SHOWN.
6
<PAGE>
CONDENSED FINANCIAL INFORMATION--ACCUMULATION UNIT VALUES
The following information should be read in conjunction with the Variable
Account's financial statements appearing in the Statement of Additional
Information, all of which has been audited by Deloitte & Touche LLP, independent
certified public accountants.
<TABLE>
<CAPTION>
PERIOD ENDED YEAR ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31, DECEMBER 31,
1993* 1994 1995
------------------ ----------------- -----------------
<S> <C> <C> <C>
CAPITAL APPRECIATION SERIES
Unit Value
Beginning of Period $10.0000 $10.3891 $ 9.8771
End of Period $10.3891 $ 9.8771 $13.0981
Units Outstanding End of Period 17,574 135,042 184,876
GOVERNMENT SECURITIES SERIES
Unit Value
Beginning of Period $10.0000 $10.0022 $ 9.6514
End of Period $10.0022 $ 9.6514 $11.1980
Units Outstanding End of Period 7,140 32,725 39,286
HIGH YIELD SERIES
Unit Value
Beginning of Period $10.0000 $10.4094 $10.0368
End of Period $10.4094 $10.0368 $11.5849
Units Outstanding End of Period 2,726 37,197 43,963
MANAGED SECTORS SERIES
Unit Value
Beginning of Period $10.0000 $ 9.5946 $ 9.2925
End of Period $ 9.5946 $ 9.2925 $12.1391
Units Outstanding End of Period 1,619 28,752 53,846
GLOBAL GOVERNMENTS SERIES
Unit Value
Beginning of Period $10.0000 $10.1398 $ 9.5512
End of Period $10.1398 $ 9.5512 $10.8976
Units Outstanding End of Period 6,287 43,259 46,895
MONEY MARKET SERIES
Unit Value
Beginning of Period $10.0000 $10.0435 $10.2716
End of Period $10.0435 $10.2716 $10.6823
Units Outstanding End of Period 5,787 33,901 44,348
TOTAL RETURN SERIES
Unit Value
Beginning of Period $ 10.000 $ 9.9794 $ 9.6190
End of Period $ 9.9794 $ 9.6190 $12.0270
Units Outstanding End of Period 30,589 154,543 185,716
<CAPTION>
YEAR ENDED YEAR ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31, DECEMBER 31,
1996 1997 1998
----------------- ----------------- -----------------
<S> <C> <C> <C>
CAPITAL APPRECIATION SERIES
Unit Value
Beginning of Period $13.0981 $15.6920 $19.0541
End of Period $15.6920 $19.0541 $24.1862
Units Outstanding End of Period 231,231 291,968 339,067
GOVERNMENT SECURITIES SERIES
Unit Value
Beginning of Period $11.1980 $11.2212 $12.0343
End of Period $11.2212 $12.0343 $12.9045
Units Outstanding End of Period 58,052 55,194 67,394
HIGH YIELD SERIES
Unit Value
Beginning of Period $11.5849 $12.8082 $14.3002
End of Period $12.8082 $14.3002 $14.1888
Units Outstanding End of Period 58,945 60,217 60,336
MANAGED SECTORS SERIES
Unit Value
Beginning of Period $12.1391 $14.0980 $17.4931
End of Period $14.0980 $17.4931 $19.3977
Units Outstanding End of Period 82,578 100,687 113,778
GLOBAL GOVERNMENTS SERIES
Unit Value
Beginning of Period $10.8976 $11.2477 $11.0071
End of Period $11.2477 $11.0071 $12.5340
Units Outstanding End of Period 47,922 42,551 35,645
MONEY MARKET SERIES
Unit Value
Beginning of Period $10.6823 $11.0530 $11.4533
End of Period $11.0530 $11.4533 $11.8631
Units Outstanding End of Period 83,267 47,433 51,357
TOTAL RETURN SERIES
Unit Value
Beginning of Period $12.0270 $13.5283 $16.2726
End of Period $13.5283 $16.2726 $17.9323
Units Outstanding End of Period 255,284 281,915 296,455
<FN>
* From March 1, 1993 (date of commencement of sales of the Contracts).
</TABLE>
7
<PAGE>
PERFORMANCE DATA
From time to time the Variable Account may publish reports to shareholders,
sales literature and advertisements containing performance data relating to the
Sub-Accounts. Performance data will consist of total return quotations which
will always include quotations for the period subsequent to the date each
Sub-Account became available for investment under the Contracts, and for recent
one year and, when applicable, five and ten year periods. Such quotations for
such periods will be the average annual rates of return required for an initial
Purchase Payment of $1,000 to equal the actual variable accumulation value
attributable to such Purchase Payment on the last day of the period, after
reflection of all applicable withdrawal and Contract charges. In addition, the
Variable Account may calculate non-standardized rates of return that do not
reflect withdrawal and Contract charges. Results calculated without withdrawal
and/or Contract charges will be higher. Performance figures used by the Variable
Account are based on the actual historical performance of the Series Fund for
specified periods, and the figures are not intended to indicate future
performance. The Variable Account may also from time to time compare its
investment performance to various unmanaged indices or other variable annuities
and may refer to certain rating and other organizations in its marketing
materials. More detailed information on the computations is set forth in the
Statement of Additional Information.
FINANCIAL STATEMENTS
Financial Statements of the Variable Account and the Company are included in
the Statement of Additional Information.
A WORD ABOUT THE COMPANY, THE VARIABLE ACCOUNT AND THE SERIES FUND
THE COMPANY
Sun Life Insurance and Annuity Company of New York is a stock life insurance
company incorporated under the laws of New York on May 25, 1983. Our Home Office
is located at 80 Broad Street, New York, New York 10004.
We are a wholly-owned subsidiary of Sun Life Assurance Company of Canada
(U.S.) ("Sun Life of Canada (U.S.)"), a stock life insurance company
incorporated in Delaware and having its Executive Office at One Sun Life
Executive Park, Wellesley Hills, Massachusetts 02481. Sun Life of Canada (U.S.)
is an indirect wholly-owned subsidiary of Sun Life Assurance Company of Canada,
150 King Street West, Toronto, Ontario, Canada, a mutual life insurance company
incorporated in Canada in 1865.
THE VARIABLE ACCOUNT
We established the "Variable Account" as a separate account of the Company
on December 3, 1984, pursuant to a resolution of the Company's Board of
Directors. The Variable Account meets the definition of a separate account under
the federal securities laws and is registered with the Securities and Exchange
Commission as a unit investment trust under the Investment Company Act of 1940.
Under New York insurance law, and under the Contracts, the income, gains or
losses of the Variable Account are credited to or charged against the assets of
the Variable Account without regard to the other income, gains or losses of the
Company. Although the assets maintained in the Variable Account will not be
charged with any liabilities arising out of any other business conducted by the
Company, all obligations arising under the Contracts, including the promise to
make annuity payments, are general corporate obligations of the Company.
The assets of the Variable Account are divided into Sub-Accounts. Each
Sub-Account invests exclusively in shares of a specific series of the Series
Fund described below.
In addition to the Contracts, we issue other variable annuity contracts
participating in the Variable Account.
8
<PAGE>
THE SERIES FUND
The Series Fund is an open-end management investment company registered
under the Investment Company Act of 1940. Our affiliate, Massachusetts Financial
Services Company ("MFS"), serves as the investment adviser to the Series Fund.
All amounts allocated to the Variable Account will be used to purchase
shares of the Series Fund at their net asset value as you designate. Any and all
distributions made by the Series Fund with respect to the shares held by the
Variable Account will be reinvested to purchase additional shares at their net
asset value. We will make deductions from the Variable Account for cash
withdrawals, annuity payments, death benefits, administrative charges, Contract
charges against the assets of the Variable Account for the assumption of
mortality and expense risks and distribution expenses and any applicable taxes,
in effect, by redeeming the number of Series Fund shares, at their net asset
value, equal in total value to the amount to be deducted. The Variable Account
will be fully invested in Series Fund shares at all times.
The Series Fund is composed of 26 independent portfolios of securities, each
of which has separate investment objectives and policies. Shares of the Series
Fund are issued in 26 series, each corresponding to one of the portfolios. The
Contracts provide for investment by the Sub-Accounts in shares of 7 series of
the Series Fund. The investment objectives of each of the 7 available series of
the Series Fund are summarized below.
MONEY MARKET SERIES will seek maximum current income to the extent
consistent with stability of principal by investing exclusively in money
market instruments maturing in less than 13 months.
HIGH YIELD SERIES will seek high current income and capital appreciation by
investing primarily in certain lower rated or unrated securities (possibly
with equity features) of U.S. and foreign issuers (also known as "junk
bonds").
CAPITAL APPRECIATION SERIES will seek to maximize capital appreciation by
investing in securities of all types, with major emphasis on common stocks.
GOVERNMENT SECURITIES SERIES will seek current income and preservation of
capital by investing in U.S. Government and U.S. Government-related
securities.
GLOBAL GOVERNMENTS SERIES (formerly, World Governments Series) will seek to
provide moderate current income, preservation of capital and growth of
capital by investing in debt obligations that are issued or guaranteed as
to principal and interest by either (i) the U.S. Government, its agencies,
authorities, or instrumentalities, or (ii) the governments of foreign
countries (to the extent that the series' adviser believes that the higher
yields available from foreign government securities are sufficient to
justify the risks of investing in these securities).
TOTAL RETURN SERIES will seek primarily to obtain above-average income
(compared to a portfolio entirely invested in equity securities) consistent
with prudent employment of capital; its secondary objective is to take
advantage of opportunities for growth of capital and income since many
securities offering a better than average yield may also possess growth
potential.
MANAGED SECTORS SERIES will seek capital appreciation by varying the
weighting of its portfolio among 13 industry sectors.
Shares of the Series Fund are available exclusively to separate accounts
established by the Company and Sun Life of Canada (U.S.) to fund benefits under
variable life insurance and variable annuity products. Certain risks involved in
funding benefits under both life insurance and annuity contracts are discussed
in the Series Fund prospectus under the caption "Management of the Series Fund."
9
<PAGE>
More detailed information may be found in the current prospectus of the
Series Fund and the Series Fund's statement of additional information. A
prospectus for the Series Fund must accompany this Prospectus and you should
read it together with this Prospectus.
THE FIXED ACCOUNT
See Appendix A to the Statement of Additional Information for a description
of the Fixed Account.
PURCHASE PAYMENTS AND CONTRACT VALUES
DURING ACCUMULATION PHASE
PURCHASE PAYMENTS
You must send all Purchase Payments to us at our Annuity Service Mailing
Address. Unless you have surrendered the Contract, you may make Purchase
Payments at any time during the life of the Annuitant and before the Annuity
Commencement Date. Purchase Payments may be made annually, semi-annually,
quarterly, monthly, or on any other frequency acceptable to us. The amount of
Purchase Payments may vary; however, Purchase Payments must total at least $300
for the first Contract Year, and each Purchase Payment must be at least $25. In
addition, our approval is required before we will accept a Purchase Payment if
the value of your Accumulation Account exceeds $1,000,000, or if the Purchase
Payment would cause the value of your Accumulation Account to exceed $1,000,000.
Your completed application forms, together with the initial Purchase
Payment, are forwarded to us. Upon acceptance, we issue the Contract to you and
credit the initial Purchase Payment to the Contract in the form of Accumulation
Units. We will credit the initial Purchase Payment within two business days
after we receive your completed application. If your application is incomplete,
we may retain the Purchase Payment for up to five business days while we try to
complete the application. If we cannot complete the application within five
business days, we will notify you of the reason for the delay and will return
the Purchase Payment immediately, unless you specifically consent to our
retaining the Purchase Payment until we can complete the application. Once the
application is completed, we will credit the Purchase Payment within two
business days. We will credit all subsequent Purchase Payments using the
Accumulation Unit values for the Valuation Period during which we receive the
Purchase Payment.
We will establish an Accumulation Account for each Contract. Your
Accumulation Account value for any Valuation Period is equal to the variable
accumulation value, if any, plus the fixed accumulation value, if any, for that
Valuation Period. The variable accumulation value is equal to the sum of the
value of all Variable Accumulation Units credited to your Accumulation Account.
We will allocate each net Purchase Payment to either the Fixed Account or to
Sub-Accounts of the Variable Account or to both Sub-Accounts and the Fixed
Account, in accordance with the allocation factors you have specified in the
application or as subsequently changed. When we receive a Purchase Payment, we
will credit all of that portion, if any, of the net Purchase Payment to be
allocated to the Sub-Accounts to the Accumulation Account in the form of
Variable Accumulation Units. The number of Variable Accumulation Units we credit
is determined by dividing the dollar amount allocated to the Sub-Account by the
Variable Accumulation Unit value for that Sub-Account for the Valuation Period
during which we receive the Purchase Payment.
We established the Variable Accumulation Unit value for each Sub-Account at
$10.00 for the first Valuation Period of that Sub-Account. We determine the
Variable Accumulation Unit value for any subsequent Valuation Period as follows:
we multiply the Variable Accumulation Unit value for the immediately preceding
Valuation Period by the appropriate Net Investment Factor for the subsequent
Valuation Period. The Variable Accumulation Unit value for each Sub-Account for
any Valuation Period is determined at the end of the Valuation Period and may
increase, decrease or remain constant from Valuation Period to Valuation Period,
depending on the investment performance of the series of the Series Fund in
which the Sub-Account is invested, and the expenses and charges deducted from
the Variable Account.
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NET INVESTMENT FACTOR
The Net Investment Factor is an index applied to measure the investment
performance of a Sub-Account from one Valuation Period to the next. The Net
Investment Factor may be greater or less than or equal to one; therefore, the
value of a Variable Accumulation Unit may increase, decrease or remain the same.
The Net Investment Factor for any Sub-Account for any Valuation Period is
determined by dividing (a) by (b) and then subtracting (c) from the result,
where:
(a) is the net result of:
(1) the net asset value of a Series Fund share held in the
Sub-Account determined as of the end of the Valuation Period,
plus
(2) the per share amount of any dividend or other distribution
declared on the Series Fund shares held in the Sub-Account if
the "ex dividend" date occurs during the Valuation Period, plus
or minus
(3) a per share credit or charge with respect to any taxes paid, or
reserved for by the Company during the Valuation Period which we
determine to be attributable to the operation of the Sub-Account
(no federal income taxes are applicable under present law);
(b) is the net asset value of a Series Fund share held in the
Sub-Account, determined as of the end of the preceding Valuation
Period; and
(c) is the risk charge factor we determine for the Valuation Period to
reflect the charge for assuming the mortality and expense risks and
distribution expense risk.
TRANSFERS
During the Accumulation Phase, you may transfer all or part of the value of
your Accumulation Account to one or more Sub-Accounts then available or to the
Fixed Account, or to any combination of these options. We make these transfers
by converting the value of the Accumulation Units you wish to transfer into
Variable Accumulation Units of Sub-Accounts and/or Fixed Accumulation Units of
the same aggregate value, as you choose. These transfers are subject to the
following conditions:
(1) you may make transfers involving Fixed Accumulation Units only
during the 45 day period before and the 45 day period after each
Contract Anniversary;
(2) you may not make more than 12 transfers in any Contract Year; and
(2) the amount transferred may not be less than $1,000 unless you are
transferring your entire balance in the Fixed Account or a
Sub-Account.
In addition, these transfers will be subject to such terms and conditions as
the Series Fund may impose. We will make these transfers using the Accumulation
Unit values for the Valuation Period during which we receive the request for
transfer. You may request transfers in writing or by telephone. The telephone
transfer privilege is available automatically, and does not require your written
election. We will require personal identifying information to process a request
for transfer made by telephone. We will not be liable for following instructions
communicated by telephone that we reasonably believe are genuine.
CASH WITHDRAWALS
At any time during the Accumulation Phase, you may withdraw in cash all or
any portion of the value of your Accumulation Account. Withdrawals may be
subject to a withdrawal charge (see "Withdrawal Charges"). Withdrawals also may
have adverse federal income tax consequences, including a
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10% penalty tax (see "Federal Tax Status"). In addition, if you own a Qualified
Contract you should check the terms of your retirement plan for restrictions on
withdrawals.
Your withdrawal request will be effective on the date we receive it. If you
request a withdrawal of more than $5,000, we may require a signature guarantee.
Your request must specify the amount you wish to withdraw. For a partial
withdrawal, you may specify the amount you want withdrawn from the Fixed Account
and/or each Sub-Account to which your Accumulation Account is allocated. If you
do not so specify, we will deduct the total amount you request pro rata based on
your allocations at the end of the Valuation Period during which we receive your
request.
If you request a full withdrawal, we will pay you the value of your
Accumulation Account at the end of the Valuation Period during which we receive
your request, minus the contract maintenance charge for the current Contract
Year and any applicable withdrawal charge. If you request a partial withdrawal,
we will pay you the amount you request and reduce the value of your Accumulation
Account by deducting the amount paid plus any applicable withdrawal charge. If
you request a partial withdrawal that would result in the value of your
Accumulation Account being reduced to an amount less than the contract
maintenance charge for the current Contract Year, we will treat it as a request
for a full withdrawal.
We will pay you the applicable amount of any full or partial withdrawal
within seven days after we receive your withdrawal request, except in cases
where we are permitted to defer payment under the Investment Company Act of 1940
and applicable state insurance law. Currently, we may defer payment of amounts
you withdraw only for following periods:
- when the New York Stock Exchange is closed, except weekends and holidays
or when trading on the New York Stock Exchange is restricted;
- when it is not reasonably practical to dispose of securities held by the
Series Fund or to determine the value of the net assets of the Series
Fund, because an emergency exists; or
- when an SEC order permits us to defer payment for the protection of
securities holders.
SECTION 403(B) ANNUITIES
The Internal Revenue Code imposes restrictions on cash withdrawals from
contracts used with Section 403(b) Annuities. In order for a Contract to receive
tax deferred treatment, the Contract must provide that cash withdrawals of
amounts attributable to salary reduction contributions (other than withdrawals
of Accumulation Account value as of December 31, 1988 ("Pre-1989 Account
Value")) may be made only when the Owner attains age 59 1/2, separates from
service with the employer, dies or becomes disabled (within the meaning of
Section 72(m)(7) of the Internal Revenue Code). These restrictions apply to any
growth or interest on or after January 1, 1989 on Pre-1989 Account Value, salary
reduction contributions made on or after January 1, 1989, and any growth or
interest on such contributions ("Restricted Account Value").
Withdrawals of Restricted Account Value are also permitted in cases of
financial hardship, but only to the extent of contributions; earnings on
contributions cannot be withdrawn for hardship reasons. While specific rules
defining hardship have not been issued by the Internal Revenue Service, it is
expected that to qualify for a hardship distribution, the Owner must have an
immediate and heavy bona fide financial need and lack other resources reasonably
available to satisfy the need. Hardship withdrawals (as well as certain other
premature withdrawals) will be subject to a 10% tax penalty, in addition to any
withdrawal charge applicable under the Contract (see "Federal Tax Status").
Under certain circumstances, the 10% tax penalty will not apply to withdrawals
to pay medical expenses.
Under the terms of a particular Section 403(b) plan, you may be entitled to
transfer all or a portion of the Accumulation Account value to one or more
alternative funding options. You should consult the documents governing the plan
and the person who administers such plan for information as to such investment
alternatives.
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For information on the federal income tax withholding rules that apply to
distributions from Qualified Contracts (including Section 403(b) Annuities) see
"Federal Tax Status."
DEATH BENEFIT
If the Annuitant dies before the Annuity Commencement Date, we will pay a
death benefit to your Beneficiary. If the Annuitant dies on or after the Annuity
Commencement Date, we will not pay a death benefit, except as may be provided
under Annuity Option B, D, or E, if elected. (Under these options, the
Beneficiary may choose to receive remaining payments as they become due or a
single lump sum payment of their discounted value.)
You select the Beneficiary in your Contract application. You may change your
Beneficiary at any time by sending us written notice on our required form,
unless you previously made an irrevocable Beneficiary designation. A new
Beneficiary designation is not effective until we record the change. If your
designated Beneficiary is not living on the date of death of the Annuitant, we
will pay the death benefit in one lump sum to you or, if you are the Annuitant,
to your estate.
During the lifetime of the Annuitant and before the Annuity Commencement
Date, you may elect to have the death benefit payable under one or more of our
annuity options listed under "Annuity Provisions," for the Beneficiary as Payee.
If you have not elected a method of settlement of the death benefit that is in
effect on the date of death of the Annuitant, the Beneficiary may elect to
receive the death benefit in the form of either a cash payment or one or more of
our annuity options. If we do not receive an election by the Beneficiary within
60 days after the date we receive Due Proof of Death of the Annuitant and any
required release or consent, the Beneficiary will be deemed to have elected a
cash payment as of the last day of the 60 day period.
In all cases, no Owner or Beneficiary will be entitled to exercise any
rights that would adversely affect the treatment of the Contract as an annuity
contract under the Internal Revenue Code (see "Other Contractual
Provisions--Death of Owner").
PAYMENT OF DEATH BENEFIT
If the death benefit is to be paid in cash to the Beneficiary, we will make
payment within seven days of the date the election becomes effective or is
deemed to become effective, except as we may be permitted to defer such payment
in accordance with the Investment Company Act of 1940 under the circumstances
described in this Prospectus under "Cash Withdrawals." If the death benefit is
to be paid in one lump sum to you (or to your estate if you are the Annuitant),
we will make payment within seven days of the date we receive Due Proof of Death
of the Annuitant, the Owner and/or the Beneficiary, as applicable. If the death
benefit is to be paid under one or more of our annuity options, the Annuity
Commencement Date will be the first day of the second calendar month following
the effective date or the deemed effective date of the election and we will
maintain your Accumulation Account in effect until the Annuity Commencement
Date.
AMOUNT OF DEATH BENEFIT
The death benefit is equal to the greatest of:
(1) the value of your Accumulation Account;
(2) the total Purchase Payments made under the Contract reduced by all
withdrawals;
(3) the value of your Accumulation Account on the Seven Year Anniversary
immediately preceding the date of death of the Annuitant, adjusted
for any Purchase Payments or cash withdrawal payments made and
Contract charges assessed after that Seven Year Anniversary.
To determine the amount of the death benefit under (1) above, we will use
Accumulation Values for the Valuation Period during which we receive Due Proof
of Death of the Annuitant if you have elected
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settlement under one or more of the annuity options; if no election by you is in
effect, we will use either the values for the Valuation Period during which an
election by the Beneficiary becomes or is deemed effective or, if the death
benefit is to be paid in one sum to you or your estate, the values for the
Valuation Period during which we receive Due Proof of Death of both the
Annuitant and the designated Beneficiary.
CONTRACT CHARGES
We will assess contract charges under the Contract as follows:
CONTRACT MAINTENANCE CHARGE
We deduct an annual contract maintenance charge of $30 as partial
reimbursement for administrative expenses relating to the issuance and
maintenance of the Contract. Prior to the Annuity Commencement Date, we deduct
this charge on each Contract Anniversary. We also deduct this charge on
surrender of the Contract for full value on a date other than the Contract
Anniversary. We deduct the contract maintenance charge in equal amounts from the
Fixed Account and each Sub-Account in which you have Accumulation Units at the
time of the deduction.
On the Annuity Commencement Date we will reduce the value of your
Accumulation Account by the proportionate amount of the contract maintenance
charge to reflect the time elapsed between the last Contract Anniversary and the
day before the Annuity Commencement Date. After the Annuity Commencement Date,
we will deduct the contract maintenance charge pro rata from each annuity
payment made during the year.
We will not increase the amount of the contract maintenance charge. We
reserve the right to reduce the amount of the contract maintenance charge for
groups of participants with individual Contracts under an employer's retirement
program in situations in which the size of the group and established
administrative efficiencies contribute to a reduction in administrative
expenses.
MORTALITY AND EXPENSE RISK CHARGE AND DISTRIBUTION EXPENSE CHARGE
We assume the risk that Annuitants may live for a longer period of time than
we have estimated in establishing the guaranteed annuity rates incorporated into
the Contract and the risk that administrative charges assessed under the
Contracts may be insufficient to cover our actual administrative expenses.
For assuming these risks, we make a deduction from the Variable Account at
the end of each Valuation Period both during the Accumulation Phase and after
annuity payments begin at an effective annual rate of 1.25%. We may change the
rate of this deduction annually, but it will not exceed 1.25% on an annual
basis. If the deduction is insufficient to cover the actual cost of the
mortality and expense risk undertaking, we will bear the loss. Conversely, if
the deduction proves more than sufficient, the excess would be profit to us and
would be available for any proper corporate purpose including, among other
things, payment of distribution expenses. If the withdrawal charges and
distribution expense charges described below prove insufficient to cover
expenses associated with the distribution of the Contracts, we will meet the
deficiency from our general corporate funds, which may include amounts derived
from the mortality and expense risk charges.
We assume the risk that withdrawal charges we assess under the Contracts may
be insufficient to compensate us for the costs of distributing the Contracts.
For assuming this risk, we make a deduction from the Variable Account with
respect to the Contracts at the end of each Valuation Period for the first seven
Contract Years (during both the Accumulation Phase and, if applicable, after
annuity payments begin) at an effective annual rate of 0.15% of the assets of
the Variable Account attributable to the Contracts. We do not make a deduction
for this charge after the seventh Contract Anniversary. If the distribution
expense charge is insufficient to cover the actual risk assumed, we will bear
the loss; however, if the charge is more than sufficient, any excess will be
profit to us and would be available for any proper corporate purpose. In no
event will the distribution expense charges and any withdrawal charges assessed
under a Contract exceed 9% of the Purchase Payments.
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For the year ended December 31, 1998 mortality and expense risk charges
imposed under the Contracts and other contracts participating in the Variable
Account and the distribution expense charges described above were the only
expenses of the Variable Account.
WITHDRAWAL CHARGES
We do not deduct a sales charge from Purchase Payments. However, we will
impose a withdrawal charge (i.e., a contingent deferred sales charge) on certain
amounts you withdraw as reimbursement for certain expenses relating to the
distribution of the Contracts, including commissions, costs of preparation of
sales literature and other promotional costs and acquisition expenses.
You may withdraw a portion of your Accumulation Account value each year
before incurring the withdrawal charge, and after we have held a Purchase
Payment for seven years you may withdraw it free of any withdrawal charge. In
addition, we do not impose a withdrawal charge upon annuitization or upon the
transfer of Accumulation Account values among the Sub-Accounts or between the
Sub-Accounts and the Fixed Account.
We do not impose the withdrawal charge with respect to a Contract
established for the personal account of an employee of the Company or of any of
its affiliates, or of a licensed insurance agent engaged in distributing the
Contracts.
All other full or partial withdrawals are subject to a withdrawal charge
which will be applied as follows:
(1) Old Payments, New Payments and accumulated value: In a given Contract
Year, "New Payments" are Payments you have made in that Contract Year or in the
six previous Contract Years; "Old Payments" are all Purchase Payments made
before the previous six Contract Years; and the remainder of your Accumulation
Account value--that is, the value of your Accumulation Account minus the total
of Old Payments and New Payments--is called the "accumulated value."
(2) Order of withdrawal: When you make a partial withdrawal or surrender
your Contract, we consider the oldest Payment not previously to be withdrawn
first, then the next oldest, and so forth. Once all Old Payments and New
Payments have been withdrawn, additional amounts withdrawn will be attributed to
accumulated value.
(3) Free withdrawal amount: In any Contract Year, you may withdraw the
following amount before we impose a withdrawal charge: (a) any Old Payments you
have not previously withdrawn, and (b) 10% of any New Payments, whether or not
these new Payments have been previously withdrawn
(4) Amount subject to withdrawal charge: We will impose the withdrawal
charge on the excess, if any, of (a) Old Payments and New Payments being
withdrawn over (b) the remaining free withdrawal amount at the time of the
withdrawal. We do not impose the withdrawal charge on amounts attributed to
accumulated value.
The withdrawal charge percentage varies according to the number of Contract
Years the Purchase Payment has been in your Accumulation Account, including the
year in which you made the Payment, but not the year you withdraw it. The
applicable percentages are as follows:
<TABLE>
<CAPTION>
NUMBER OF WITHDRAWAL CHARGE
CONTRACT YEARS PERCENTAGE
----------------- -----------------
<S> <C>
0-1........................................... 6%
2-3........................................... 5%
4-5........................................... 4%
6............................................. 3%
7 or more..................................... 0%
</TABLE>
Aggregate withdrawal charges (including the distribution expense charge
described above) assessed against a Contract will never exceed 9% of the total
amount of Purchase Payments made
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under the Contract. (See Appendix C to the Statement of Additional Information
for examples of withdrawals and withdrawal charges.)
PREMIUM TAXES
We will make a deduction, when applicable, for premium taxes or similar
state or local taxes. Currently, no premium taxes are applicable in the State of
New York; however, if you or the Payee are a resident of a state other than New
York, a premium tax ranging from 0% to 3.5% may be assessed, depending on the
state of residence. It is currently our policy to deduct the tax from the amount
applied to provide an annuity at the time annuity payments commence. However, we
reserve the right to deduct such taxes on or after the date they are incurred.
CHARGES OF THE SERIES FUND
The Variable Account purchases shares of the Series Fund at net asset value.
The net asset value of these shares reflects investment management fees and
expenses (including, but not limited to, compensation of trustees, governmental
expenses, interest charges, taxes, fees of auditors, legal counsel, transfer
agent and custodian, transactional expenses and brokerage commissions) already
deducted from the assets of the Series Fund. These fees and expenses are more
fully described in the Series Fund's prospectus and the Statement of Additional
Information.
ANNUITY PROVISIONS
ANNUITY COMMENCEMENT DATE
We begin making annuity payments under a Contract on the Annuity
Commencement Date, which you select in your Contract application. You may change
the Annuity Commencement Date from time to time, as provided in the Contract.
The Annuity Commencement Date must be the first day of a month and not later
than the first day of the first month following the Annuitant's 85th birthday.
Any new Annuity Commencement Date must be at least 30 days after we receive
notice of the change.
For Qualified Contracts, there may be other restrictions on your selection
of the Annuity Commencement Date imposed by the particular retirement plan or by
applicable law. In most situations, current law requires that under a Qualified
Contract certain minimum distributions commence no later than April 1 following
the year the Annuitant reaches age 70 1/2 (or, for Qualified Contracts other
than IRAs, no later than April 1 following the year the Annuitant retires, if
later than the year the Annuitant reaches age 70 1/2). The Annuity Commencement
Date may also be changed by an election of an annuity option as described under
"Death Benefit." Please refer to the terms of your plan for additional
restrictions.
On the Annuity Commencement Date, we will cancel your Accumulation Account
and apply its adjusted value to provide an annuity. The adjusted value will be
equal to the value of the Accumulation Account for the Valuation Period which
ends immediately before the Annuity Commencement Date, reduced by any applicable
premium taxes or similar taxes and a proportionate amount of the contract
maintenance charge (see "Contract Maintenance Charge"). No Cash Withdrawals will
be permitted after the Annuity Commencement Date except as may be available
under Annuity Option B, D, or E, if elected. (Under these options, if the
Annuitant dies on or after the Annuity Commencement Date, the Beneficiary may
choose to receive the remaining payments as they become due or a single lump sum
payment of their discounted value.)
ANNUITY OPTIONS
During the lifetime of the Annuitant and prior to the Annuity Commencement
Date, you may elect one or more of the annuity options described below or such
other settlement option as we may agree to for the Annuitant as Payee, except as
restricted by the particular retirement plan or any applicable legislation.
These annuity options may also be elected by you or the Beneficiary, as provided
under "Death Benefit."
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You may not change any election after 30 days before the Annuity
Commencement Date, and no change of annuity option is permitted after the
Annuity Commencement Date. If no election is in effect on the 30th day before
the Annuity Commencement Date, we will deem Annuity Option B, for a Life Annuity
with 120 monthly payments certain, to have been elected. If more than one person
is named as "Annuitant" due to the designation of a co-annuitant, the adjusted
value of the Accumulation Account will be applied under Annuity Option C, with
the survivor benefit to be calculated in accordance with such option using fifty
percent (50%).
Any election may specify the proportion of the adjusted value of your
Accumulation Account to be applied to the Fixed Account and the Sub-Accounts. If
the election does not so specify, then the portion of the adjusted value of the
Accumulation Account to be applied to the Fixed Account and the Sub-Accounts
will be determined on a pro rata basis from the composition of the Accumulation
Account on the Annuity Commencement Date.
Annuity Options A, B and C are available to provide either a Fixed Annuity
or a Variable Annuity. Annuity Options D and E are available only to provide a
Fixed Annuity.
Annuity Option A. Life Annuity: We make monthly payments during the lifetime
of the Payee. This option offers a higher level of monthly payments than Annuity
Options B or C because we do not make further payments after the death of the
Payee, and there is no provision for a death benefit payable to a Beneficiary.
Annuity Option B. Life Annuity with 60, 120, 180 or 240 Monthly Payments
Certain: We make monthly payments during the lifetime of the Payee and in any
event for 60, 120, 180 or 240 months certain as elected. The election of a
longer period certain results in smaller monthly payments than would be the case
if a shorter period certain were elected.
Annuity Option C. Joint and Survivor Annuity: We make monthly payments
payable during the joint lifetime of the Payee and the designated second person
and during the lifetime of the survivor. During the lifetime of the survivor,
variable monthly payments, if any, will be determined using the percentage
chosen at the time of the election of this option of the number of each type of
Annuity Unit credited to the Contract and each fixed monthly payment, if any,
will be equal to the same percentage of the fixed monthly payment payable during
the joint lifetime of the Payee and the designated second person.
*Annuity Option D. Fixed Payments for a Specified Period Certain: We make
fixed monthly payments for a specified period of time (at least five years but
not exceeding 30 years), as elected.
*Annuity Option E. Fixed Payments: We will hold the amount applied to
provide fixed payments in accordance with this option at interest. We will make
fixed payments in such amounts and at such times (at least over a period of five
years) as we have agreed upon and will continue until the amount we hold with
interest is exhausted. We will credit interest yearly on the amount remaining
unpaid at a rate which we shall determine from time to time but which shall not
be less than 4% per year compounded annually. We may change the rate so
determined at any time; however, the rate may not be reduced more frequently
than once during each calendar year.
DETERMINATION OF ANNUITY PAYMENTS
We will determine the dollar amount of the first Variable Annuity payment in
accordance with the annuity payment rates found in the Contract, which are based
on an assumed interest rate of 4% per year. We determine all Variable Annuity
payments other than the first by means of Annuity Units credited to the
Contract. The number of Annuity Units to be credited in respect of a particular
Sub-Account is determined by dividing the portion of the first Variable Annuity
payment attributable to that Sub-Account by the Annuity Unit value of that
Sub-Account for the Valuation Period that ends immediately before the Annuity
Commencement Date. The number of Annuity Units of each Sub-Account credited to
the Contract then remains fixed, unless an exchange of Annuity Units is made as
described
- ---------
* The election of this Annuity Option may result in the imposition of a penalty
tax.
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below. The dollar amount of each Variable Annuity payment after the first may
increase, decrease or remain constant, depending on the investment performance
of the Sub-Accounts.
The Statement of Additional Information contains detailed disclosure
regarding the method of determining the amount of each Variable Annuity payment
and calculating the value of a Variable Annuity Unit, as well as hypothetical
examples of these calculations.
EXCHANGE OF VARIABLE ANNUITY UNITS
After the Annuity Commencement Date, the Payee may exchange Variable Annuity
Units from one Sub-Account to another, up to a maximum of 12 such exchanges each
Contract Year. We calculate the number of new Variable Account units so that the
dollar amount of an annuity payment made on the date of the exchange would be
unaffected by the fact of the exchange.
ANNUITY PAYMENT RATES
The Contract contains annuity payment rates for each Annuity Option
described above. The rates show, for each $1,000 applied, the dollar amount of
(a) the first monthly Variable Annuity payment based on the assumed interest
rate of 4% and (b) the monthly Fixed Annuity payment, when this payment is based
on the minimum guaranteed interest rate of 4% per year. The annuity payment
rates may vary according to the annuity option elected and the adjusted age of
the Payee.
If net investment return of the Sub-Accounts was exactly equal to the
assumed interest rate of 4%, the amount of each Variable Annuity payment would
remain level. If a net investment return is greater than 4%, the amount of each
variable annuity payment would increase; conversely, if the net investment
return is less than 4%, the amount of each variable annuity payment would
decrease.
OTHER CONTRACT PROVISIONS
OWNER
As the Owner, you are entitled to exercise all Contract rights and
privileges without the consent of the Beneficiary or any other person. Such
rights and privileges may be exercised only during the lifetime of the Annuitant
and prior to the Annuity Commencement Date, except as otherwise provided in the
Contract. The Owner of a Non-Qualified Contract may change the ownership of the
Contract, subject to the provisions of the Contract, although such change may
result in the imposition of tax (see "Federal Tax Status--Taxation of Annuities
in General"). Transfer of ownership of a Qualified Contract is governed by the
laws and regulations applicable to the retirement or deferred compensation plan
for which the Contract was issued. Subject to the foregoing, a Qualified
Contract may not be sold, assigned, transferred, discounted or pledged as
collateral for a loan or as security for the performance of an obligation or for
any other purpose to any person other than the Company.
Subject to the rights of an irrevocably designated Beneficiary, the Owner
may change or revoke the designation of a Beneficiary at any time while the
Annuitant is living.
DEATH OF OWNER
If you are the Owner of a Non-Qualified Contract and you die before the
Annuitant and before the Annuity Commencement Date, the Accumulation Account
must be distributed to the Beneficiary, if then alive, either (1) within five
years after the date of your death, or (2) over some period not greater than the
life or expected life of the Beneficiary, with annuity payments beginning within
one year after the date of your death. The person named as Beneficiary shall be
considered the designated beneficiary for the purposes of Section 72(s) of the
Internal Revenue Code and if no person then living has been so named, then the
Annuitant shall automatically be the designated beneficiary for this purpose.
These mandatory distribution requirements will not apply when the designated
beneficiary is your spouse, if your spouse elects to continue the Contract in
his or her own name as Owner. If you were the Annuitant as well as the Owner,
your surviving spouse (if the designated beneficiary) may elect to
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be named as both Owner and Annuitant and continue the Contract; if your spouse
does not make that election, the Death Benefit provision of the Contract shall
be controlling, subject to the condition that any annuity option elected
complies with the Section 72(s) distribution requirements. In all other cases
where the Owner and the Annuitant are the same individual, the Death Benefit
provision of the Contract controls.
If you are both the Owner and Annuitant and you die on or after the Annuity
Commencement Date and before the entire accumulation under the Contract has been
distributed, the remaining portion of such accumulation, if any, must be
distributed at least as rapidly as the method of distribution then in effect.
In all cases, no Owner or Beneficiary shall be entitled to exercise any
rights that would adversely affect the treatment of the Contract as an annuity
contract under the Internal Revenue Code.
Any distributions upon the death of the Owner of a Qualified Contract will
be subject to the laws and regulations governing the particular retirement or
deferred compensation plan in connection with which the Qualified Contract was
issued.
VOTING OF SERIES FUND SHARES
We will vote Series Fund shares held by the Sub-Accounts at meetings of
shareholders of the Series Fund or in connection with similar solicitations, but
will follow voting instructions received from persons having the right to give
voting instructions. We will vote Series Fund shares for which no timely voting
instructions are received in the same proportion as the shares for which
instructions are received from persons having such voting rights. The Owner is
the person having the right to give voting instructions prior to the Annuity
Commencement Date. On or after the Annuity Commencement Date the Payee is the
person having such voting rights.
Owners of Contracts held pursuant to retirement plans may be subject to
other voting provisions of the particular retirement plan. Employees who
contribute to retirement plans which are funded by the Contracts are entitled to
instruct the Owners as to how to instruct the Company to vote the Series Fund
shares attributable to their contributions. Such plans may also provide the
additional extent, if any, to which the Owners shall follow voting instructions
of persons with rights under the plans.
We will determine the number of particular Series Fund shares as to which
each such person is entitled to give instructions on a date not more than 90
days prior to each such meeting. Prior to the Annuity Commencement Date, we
determine that number by dividing the value of all of the Variable Accumulation
Units of the particular Sub-Account credited to the Contract's Accumulation
Account by the net asset value of one particular Series Fund share as of the
same date. On or after the Annuity Commencement Date, we determine the number of
particular Series Fund shares as to which such instructions may be given by a
Payee by dividing the reserve held by the Company in the particular Sub-Account
for the Contract by the net asset value of a particular Series Fund share as of
the same date.
SUBSTITUTED SECURITIES
Shares of a particular series of the Series Fund may not always be available
for purchase by the Variable Account or we may decide that further investment in
any such shares is no longer appropriate in view of the purposes of the Variable
Account or in view of legal, regulatory or federal income tax restrictions. In
either event, shares of another series or shares of another registered open-end
investment company may be substituted both for Series Fund shares already
purchased by the Variable Account and as the security to be purchased in the
future provided that these substitutions have been approved by the Securities
and Exchange Commission and the Superintendent of Insurance of the State of New
York. In the event of any substitution pursuant to this provision, we may make
appropriate endorsement to the Contract to reflect the substitution.
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MODIFICATION
Upon notice to you, or to the Payee during the annuity period, we may modify
the Contract, but only if such modification (i) is necessary to make the
Contract or the Variable Account comply with any law or regulation issued by a
governmental agency to which we are subject or (ii) is necessary to assure
continued qualification of the Contract under the Internal Revenue Code or other
federal or state laws relating to retirement annuities or annuity contracts or
(iii) is necessary to reflect a change in the operation of the Variable Account
or the Sub-Accounts or (iv) provides additional Variable Account and/ or fixed
accumulation options. In the event of any such modification, we may make
appropriate endorsement to the Contract to reflect such modification.
CHANGE IN OPERATION OF VARIABLE ACCOUNT
At the Company's election and subject to the prior approval of the
Superintendent of Insurance of the State of New York and to any necessary vote
by persons having the right to give instructions with respect to the voting of
Series Fund shares held by the Sub-Accounts, the Variable Account may be
operated as a management company under the Investment Company Act of 1940 or it
may be deregistered under the Investment Company Act of 1940 in the event
registration is no longer required. Deregistration of the Variable Account
requires an order by the Securities and Exchange Commission. In the event of any
such change in the operation of the Variable Account, we may, subject to the
prior approval of the Superintendent of Insurance of the State of New York, make
appropriate endorsement to the Contract to reflect the change and take such
action as may be necessary and appropriate to effect the change.
SPLITTING UNITS
We reserve the right to split or combine the value of Variable Accumulation
Units, Fixed Accumulation Units, Annuity Units or any of them. In effecting any
such change in unit values, strict equity will be preserved and no change will
have a material effect on the benefits or other provisions of the Contract.
FEDERAL TAX STATUS
INTRODUCTION
The Contracts are designed for use in connection with retirement plans that
may or may not be qualified plans under Sections 401, 403 or 408 of the Internal
Revenue Code (the "Code"). The ultimate effect of federal income taxes may
depend upon the type of retirement plan for which a Contract is purchased and a
number of different factors. This discussion is general in nature, is based upon
the Company's understanding of current federal income tax laws, and is not
intended as tax advice. Congress has the power to enact legislation affecting
the tax treatment of annuity contracts, and such legislation could be applied
retroactively to Contracts purchased before the date of enactment. Any person
contemplating the purchase of a Contract should consult a qualified tax adviser.
THE COMPANY DOES NOT MAKE ANY GUARANTEE REGARDING THE FEDERAL, STATE OR LOCAL
TAX STATUS OF ANY CONTRACT OR ANY TRANSACTION INVOLVING A CONTRACT.
TAX TREATMENT OF THE COMPANY AND THE VARIABLE ACCOUNT
The Company is taxed as a life insurance company under the Code. The
operations of the Variable Account are accounted for separately from other
operations of the Company for purposes of federal income taxation, but the
Variable Account is not taxable as a regulated investment company or otherwise
as an entity separate from the Company. The income of the Variable Account
(consisting primarily of interest, dividends and net capital gains) is not
taxable to the Company to the extent that it is applied to increase reserves
under contracts participating in the Variable Account.
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<PAGE>
TAXATION OF ANNUITIES IN GENERAL
Purchase Payments made under Non-Qualified Contracts are not deductible from
the Owner's income for federal income tax purposes. Owners of Qualified
Contracts should consult a tax adviser regarding the tax treatment of Purchase
Payments.
Generally, no taxes are imposed on the increase in the value of a Contract
held by an individual Owner until a distribution occurs, either as an annuity
payment or as a cash withdrawal or lump sum payment prior to the Annuity
Commencement Date. However, corporate Owners and other Owners that are not
natural persons are subject to current taxation on the annual increase in the
value of a Non-Qualified Contract, unless the non-natural person holds the
Contract as agent for a natural person (such as where a bank or other entity
holds a Contract as trustee under a trust agreement). This current taxation of
annuities held by non-natural persons does not apply to earnings accumulated
under an immediate annuity, which the Code defines as a single premium contract
with an annuity commencement date within one year of the date of purchase.
A partial cash withdrawal (i.e., a withdrawal of less than the entire value
of the Contract's Accumulation Account) from a Non-Qualified Contract before the
Annuity Commencement Date is treated first as a withdrawal from the increase in
the Accumulation Account's value, rather than as a return of Purchase Payments.
The amount of the withdrawal allocable to this increase will be includible in
the Owner's income and subject to tax at ordinary income rates. If an individual
receives a loan under a Contract or if the Contract is assigned or pledged as
collateral for a loan, the amount borrowed from the Contract or the amount
assigned or pledged must be treated as if it were withdrawn from the Contract.
In the case of annuity payments under a Non-Qualified Contract after the
Annuity Commencement Date, a portion of each payment is treated as a nontaxable
return of Purchase Payments. The nontaxable portion is determined by applying to
each annuity payment an "exclusion ratio," which, in general, is the ratio that
the total amount the Owner paid for the Contract bears to the Payee's expected
return under the Contract. The remainder of the payment is taxable at ordinary
income rates.
The total amount that a Payee may exclude from income through application of
the "exclusion ratio" is limited to the amount the Owner paid for the Contract.
If the Annuitant survives for his full life expectancy, so that the Payee
recovers the entire amount paid for the Contract, any subsequent annuity
payments will be fully taxable as income. Conversely, if the Annuitant dies
before the Payee recovers the entire amount paid, the Payee will be allowed a
deduction for the amount of unrecovered Purchase Payments.
Taxable cash withdrawals and lump sum payments from Non-Qualified Contracts
may be subject to a penalty tax equal to 10% of the amount treated as taxable
income. This 10% penalty also may apply to certain annuity payments. This
penalty will not apply in certain circumstances (such as where the distribution
is made upon the death of the Owner). The withdrawal penalty also does not apply
to distributions under an immediate annuity (as defined above).
In the case of a Qualified Contract, distributions generally are taxable and
distributions made prior to age 59 1/2 are subject to a 10% penalty tax,
although this penalty tax will not apply in certain circumstances. Certain
distributions, known as "eligible rollover distributions," if rolled over to
certain other qualified retirement plans (either directly or after being
distributed to the Payee), are not taxable until distributed from the plan to
which they are rolled over. In general, an eligible rollover distribution is any
taxable distribution other than hardship distribution or a distribution that is
part of a series of payments made for life or for a specified period of ten
years or more. Only the plan participant or the participant's spouse may elect
to roll over a distribution to an eligible retirement plan. Owners, Annuitants,
Payees and Beneficiaries should seek qualified advice about the tax consequences
of distributions, withdrawals, payments and rollovers under the retirement plans
in connection with which the Contracts are purchased.
21
<PAGE>
If the Owner of a Non-Qualified Contract dies, the value of the Contract
generally must be distributed within a specified period (see "Other Contractual
Provisions--Death of Owner"). For Contracts owned by non-natural persons, a
change in the Annuitant is treated as the death of the Owner.
A purchaser of a Qualified Contract should refer to the terms of the
applicable retirement plan and consult a tax adviser regarding distribution
requirements upon the death of the Owner.
A transfer of a Non-Qualified Contract by gift (other than to the Owner's
spouse) is treated as the receipt by the Owner of income in an amount equal to
the value of the Contract's Accumulation Account minus the total amount paid for
the Contract.
The Company will withhold and remit to the U.S. Government a part of the
taxable portion of each distribution made under a Non-Qualified Contract or
under a Qualified Contract issued in connection with an individual retirement
account, unless the Owner or Payee provides his or her taxpayer identification
number to the Company and notifies the Company (in the manner prescribed) before
the time of the distribution that he or she chooses not to have any amounts
withheld.
In the case of distributions from a Qualified Contract (other than
distributions from a Contract issued for use with an individual retirement
account), the Company or the plan administrator must withhold and remit to the
U.S. Government 20% of each distribution that is an eligible rollover
distribution (as defined above) unless the Owner or Payee elects to make a
direct rollover of the distribution to another qualified retirement plan that is
eligible to receive the rollover. If a distribution from a Qualified Contract is
not an eligible rollover distribution, then the Owner or Payee can choose not to
have amounts withheld as described above for Non-Qualified Contracts and
individual retirement accounts.
Amounts withheld from any distribution may be credited against the Owner's
or Payee's federal income tax liability for the year of the distribution.
The Internal Revenue Service has issued regulations that prescribe
investment diversification requirements for mutual fund series underlying
nonqualified variable contracts. Contracts that do not comply with these
regulations do not qualify as annuities for federal income tax purposes, and
therefore the annual increase in the value of such contracts is subject to
current taxation. The Company believes that each series of the Series Fund
complies with the regulations.
The preamble to the regulations states that the Internal Revenue Service may
promulgate guidelines under which a variable contract will not be treated as an
annuity for tax purposes if the owner has excessive control over the investments
underlying the contract. It is not known whether such guidelines, if in fact
promulgated, would have retroactive effect. If guidelines are promulgated, the
Company will take any action (including modification of the Contract and/or the
Variable Account) necessary to comply with the guidelines.
QUALIFIED RETIREMENT PLANS
The Qualified Contracts described in this Prospectus are designed for use
with the following types of qualified retirement plans:
(1) Pension and Profit-Sharing Plans established by business employers
and certain associations, as permitted by Sections 401(a), 401(k) and 403(a)
of the Code, including those purchasers who would have been covered under
the rules governing old H.R. 10 (Keogh) Plans;
(2) Tax-Sheltered Annuities established pursuant to the provisions of
Section 403(b) of the Code for public school employees and employees of
certain types of charitable, educational and scientific organizations
specified in Section 501(c)(3) of the Code; and
(3) Individual Retirement Annuities permitted by Sections 219 and 408 of
the Code, including Simplified Employee Pension Plans established by
employers pursuant to Section 408(k) and Simple Retirement Accounts
established pursuant to Section 408(p).
22
<PAGE>
The tax rules applicable to participants in such plans vary according to the
type of plan and its terms and conditions. Therefore, no attempt is made herein
to provide more than general information about the use of Qualified Contracts.
Participants in such plans as well as Owners, Annuitants, Payees and
Beneficiaries are cautioned that the rights of any person to any benefits under
these plans are subject to the terms and conditions of the plans themselves,
regardless of the terms and conditions of the Qualified Contracts. These terms
and conditions may include restrictions on, among other things, ownership,
transferability, assignability, contributions and distributions. The Company
will provide purchasers of Qualified Contracts used in connection with
Individual Retirement Annuities with such supplemental information as may be
required by the Internal Revenue Service or other appropriate agency. Any person
contemplating the purchase of a Qualified Contract should consult a qualified
tax adviser.
YEAR 2000 COMPLIANCE
The Company's business, financial condition, and results of operations could
be materially and adversely affected by the failure of its systems and
applications (or those either provided or operated by third-parties) to properly
operate or manage dates beyond the year 1999. However, the Company has
investigated the nature and extent of the work necessary to render its computer
systems capable of processing beyond the turn of the century ("Year 2000
compliant"), and has made substantial progress toward achieving this goal,
including upgrading and/or replacing existing systems. As of December 31, 1998,
over 90% of the system components had been remediated, tested and certified as
Year 2000 compliant. The majority of the remaining components are in the testing
phase and are expected to be certified over the course of 1999. While it is
believed that these efforts do involve substantial costs, the Company closely
monitors associated costs and continues to evaluate associated risks based on
actual testing. Based on available information, the Company believes that it
will be able to manage its total Year 2000 transition without a material adverse
effect on its business operations, financial condition, or results of
operations.
DISTRIBUTION OF THE CONTRACTS
The Contracts will be sold by licensed insurance agents in the State of New
York. Such agents will be registered representatives of broker-dealers
registered under the Securities Exchange Act of 1934 who are members of the
National Association of Securities Dealers, Inc. The Contracts will be
distributed by Clarendon Insurance Agency, Inc., One Sun Life Executive Park,
Wellesley Hills, Massachusetts 02481, a wholly-owned subsidiary of Sun Life
Assurance Company of Canada (U.S.). Commissions and other distribution expenses
will be paid by the Company and will not be more than 6.31% of Purchase
Payments. Commissions will not be paid with respect to Contracts established for
the personal account of employees of the Company or any of its affiliates, or of
persons engaged in the distribution of the Contracts.
LEGAL PROCEEDINGS
There are no pending legal proceedings affecting the Variable Account. We
are engaged in various kinds of routine litigation which, in management's
opinion, is not of material importance to the Company's total assets or material
with respect to the Variable Account.
OWNER INQUIRIES
All Owner inquiries should be directed to the Company at the Annuity Service
Mailing Address shown on the cover of this Prospectus.
23
<PAGE>
TABLE OF CONTENTS FOR STATEMENT OF ADDITIONAL INFORMATION
<TABLE>
<S> <C>
General Information...................................................
Annuity Provisions....................................................
Other Contract Provisions.............................................
Administration of the Contracts.......................................
Distribution of the Contracts.........................................
Accountants...........................................................
Calculation of Performance Data.......................................
Advertising and Sales Literature......................................
Financial Statements..................................................
Appendix A -- The Fixed Account.......................................
Appendix B -- Illustrative Examples of Variable Accumulation Unit
Value, Variable Annuity Unit Value and Variable Annuity Payment
Calculations........................................................
Appendix C -- Withdrawals and Withdrawal Charges......................
</TABLE>
24
<PAGE>
This Prospectus sets forth information about the Contracts and the Variable
Account that a prospective purchaser should know before investing. Additional
information about the Contracts and the Variable Account has been filed with the
Securities and Exchange Commission in a Statement of Additional Information
dated May 1, 1999 which is incorporated herein by reference. The Statement of
Additional Information is available upon request and without charge from Sun
Life Insurance and Annuity Company of New York. To receive a copy, return this
request form to the address shown below or telephone (212) 943-3855 or (800)
447-7569.
-------------------------------------------------------------------------------
To: Sun Life Insurance and Annuity Company of New York
80 Broad Street
New York, New York 10004
Please send me a Statement of Additional Information for
Compass 3 Sun Life (N.Y.) Variable Account B.
Name ____________________________________________
Address ____________________________________________
____________________________________________
City____________________________ State___________ Zip______________
Telephone ____________________________________________
25
<PAGE>
[LOGO]
PROSPECTUS
MAY 1, 1999
COMBINATION FIXED/VARIABLE
ANNUITY FOR PERSONAL AND
QUALIFIED RETIREMENT PLANS
ISSUED BY
SUN LIFE INSURANCE AND ANNUITY COMPANY
OF NEW YORK
Annuity Service Mailing Address:
80 Broad Street
New York, New York 10004
LEGAL COUNSEL
Covington & Burling
1201 Pennsylvania Avenue, N.W.
P.O. Box 7566
Washington, D.C. 20044
AUDITORS
Deloitte & Touche LLP
125 Summer Street
Boston, Massachusetts 02110
ISSUED IN CONNECTION
WITH SUN LIFE (N.Y.)
VARIABLE ACCOUNT B
CO3NY-1 5/99
<PAGE>
PART B
INFORMATION REQUIRED IN A STATEMENT OF
ADDITIONAL INFORMATION
Attached hereto and made a part hereof is a Statement of Additional
Information dated May 1, 1999.
<PAGE>
MAY 1, 1999
COMPASS 3
STATEMENT OF ADDITIONAL INFORMATION
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
TABLE OF CONTENTS
General Information...............................
Annuity Provisions................................
Other Contract Provisions.........................
Administration of the Contracts...................
Distribution of the Contracts.....................
Accountants.......................................
Calculation of Performance Data...................
Advertising and Sales Literature..................
Financial Statements..............................
Appendix A -- The Fixed Account...................
Appendix B -- Illustrative Examples of Variable
Accumulation Unit Value, Variable Annuity Unit
Value and Variable Annuity Payment Calculations..
Appendix C -- Withdrawals and Withdrawal
Charges.........................................
This Statement of Additional Information sets forth information which may be
of interest to prospective purchasers of Compass 3 Combination Fixed/Variable
Annuity Contracts (the "Contracts") for personal and qualified retirement plans
issued by Sun Life Insurance and Annuity Company of New York (the "Company") in
connection with Sun Life (N.Y.) Variable Account B (the "Variable Account")
which is not necessarily included in the Prospectus dated May 1, 1999. This
Statement of Additional Information should be read in conjunction with the
Prospectus, a copy of which may be obtained without charge from the Company at
its Annuity Service Mailing Address, 80 Broad Street, New York, New York 10004,
or by telephoning (212) 943-3855 or (800) 447-7569.
The terms used in this Statement of Additional Information have the same
meanings as in the Prospectus.
- --------------------------------------------------------------------------------
THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS AND IS AUTHORIZED
FOR DISTRIBUTION TO PROSPECTIVE PURCHASERS ONLY IF PRECEDED OR ACCOMPANIED BY A
CURRENT PROSPECTUS.
<PAGE>
GENERAL INFORMATION
THE COMPANY
Sun Life Insurance and Annuity Company of New York (the "Company")
is a stock life insurance company incorporated under the laws of New York on
May 25, 1983. Its Home Office is located at 80 Broad Street, New York, New
York 10004. The Company is a wholly-owned subsidiary of Sun Life Assurance
Company of Canada (U.S.) ("Sun Life of Canada (U.S.)"), a stock life
insurance company incorporated in Delaware and having its Executive
Office at One Sun Life Executive Park, Wellesley Hills, Massachusetts
02481. Sun Life of Canada (U.S.) is a wholly-owned subsidiary of Sun Life
of Canada (U.S.) Holdings, Inc. ("Life Holdco"). Life Holdco is a
wholly-owned subisidiary of Sun Life Assurance Company of Canada -- U.S.
Operations Holdings, Inc. ("U.S. Holdco"). U.S. Holdco is a wholly-owned
subsidiary of Sun Life Assurance Company of Canada ("Sun Life (Canada)"), 150
King Street West, Toronto, Ontario, Canada, a mutual life insurance company
incorporated in Canada in 1865.
THE VARIABLE ACCOUNT
Sun Life (N.Y.) Variable Account B (the "Variable Account") is a separate
account of the Company which meets the definition of a separate account under
the federal securities laws and which is registered with the Securities and
Exchange Commission as a unit investment trust under the Investment Company Act
of 1940.
THE FIXED ACCOUNT
If the Owner elects to have Contract values accumulated on a fixed basis,
Purchase Payments are allocated to the Fixed Account. Because of exemptive and
exclusionary provisions, that part of the Contract relating to the Fixed Account
is not registered under the Securities Act of 1933 ("1933 Act") and the Fixed
Account is not registered as an investment company under the Investment Company
Act of 1940 ("1940 Act"). Accordingly, neither the Fixed Account, nor any
interests therein, are subject to the provisions or restrictions of the 1933 Act
or the 1940 Act, and the staff of the Securities and Exchange Commission has not
reviewed the disclosures in this Statement of Additional Information with
respect to that portion of the Contract relating to the Fixed Account.
Disclosures regarding the fixed portion of the Contract and the Fixed Account,
however, may be subject to certain generally applicable provisions of the
federal securities laws relating to the accuracy and completeness of statements
made herein (see Appendix A).
ANNUITY PROVISIONS
DETERMINATION OF ANNUITY PAYMENTS
On the Annuity Commencement Date the Contract's Accumulation Account will be
cancelled and its adjusted value will be applied to provide a Variable Annuity
or a Fixed Annuity or a combination of both. The adjusted value will be equal to
the value of the Accumulation Account for the Valuation Period which ends
immediately preceding the Annuity Commencement Date, reduced by any applicable
premium or similar taxes and a proportionate amount of the contract maintenance
charge to reflect the time elapsed between the last Contract Anniversary and the
day before the Annuity Commencement Date.
The dollar amount of the first variable annuity payment will be determined
in accordance with the annuity payment rates found in the Contract which are
based on an assumed interest rate of 4% per year. All variable annuity payments
other than the first are determined by means of Annuity Units credited to the
Contract. The number of Annuity Units to be credited in respect of a particular
Sub-Account is determined by dividing that portion of the first variable annuity
payment attributable to that Sub-Account by the Annuity Unit value of that
Sub-Account for the Valuation Period which ends immediately preceding the
Annuity Commencement Date. The number of Annuity Units of each particular
Sub-Account credited to the Contract then remains fixed unless an exchange of
Annuity Units is made as described in the Prospectus. The dollar amount of each
variable annuity payment after the first may increase, decrease or remain
constant, and is equal to the sum of the amounts determined by multiplying the
number of Annuity Units of a particular Sub-Account credited to the Contract by
the Annuity Unit value for the particular Sub-Account for the Valuation Period
which ends immediately preceding the due date of each subsequent payment.
2
<PAGE>
For a description of fixed annuity payments, see Appendix A.
For a hypothetical example of the calculation of a variable annuity payment,
see Appendix B.
ANNUITY UNIT VALUE
The Annuity Unit value for each Sub-Account was established at $10.00 for
the first Valuation Period of the particular Sub-Account. The Annuity Unit value
for any subsequent Valuation Period is determined by multiplying the Annuity
Unit value for the immediately preceding Valuation Period by the appropriate Net
Investment Factor (See "Net Investment Factor" in the Prospectus) for the
current Valuation Period and then multiplying that product by a factor to
neutralize the assumed interest rate of 4% per year used to establish the
annuity payment rates found in the Contract. The factor is 0.99989255 for a one
day Valuation Period.
For a hypothetical example of the calculation of the value of a Variable
Annuity Unit, see Appendix B.
OTHER CONTRACT PROVISIONS
OWNER AND CHANGE OF OWNERSHIP
The Contract shall belong to the Owner. All Contract rights and privileges
may be exercised by the Owner without the consent of the Beneficiary (other than
an irrevocably designated beneficiary) or any other person. Such rights and
privileges may be exercised only during the lifetime of the Annuitant and prior
to the Annuity Commencement Date, except as otherwise provided in the Contract.
The Annuitant becomes the Owner on and after the Annuity Commencement Date. The
Beneficiary becomes the Owner on the death of the Annuitant. In some qualified
plans the Owner of the Contract is a Trustee and the Trust authorizes the
Annuitant/participant to exercise certain contract rights and privileges.
Ownership of a Qualified Contract may not be transferred except to: (1)
the Annuitant; (2) a trustee or successor trustee of a pension or profit
sharing trust which is qualified under Section 401 of the Internal Revenue
Code; (3) the employer of the Annuitant provided that the Qualified Contract
after transfer is maintained under the terms of a retirement plan qualified
under Section 403(a) of the Internal Revenue Code for the benefit of the
Annuitant; (4) the trustee or custodian of an individual retirement
account plan qualified under Section 408 of the Internal Revenue Code
for the benefit of the Owner; or (5) as otherwise permitted from time
to time by laws and regulations governing the retirement or deferred
compensation plans for which a Qualified Contract may be issued.
Subject to the foregoing, a Qualified Contract may not be sold,
assigned, transferred, discounted or pledged as collateral for a loan or as
security for the performance of an obligation or for any other purpose to
any person other than the Company.
The Owner of a Non-Qualified Contract may change the ownership of the
Contract during the lifetime of the Annuitant and prior to the Annuity
Commencement Date, although such change may result in the imposition of tax (see
"Federal Tax Status--Taxation of Annuities in General" in the Prospectus). A
change of ownership will not be binding upon the Company until written
notification is received by the Company. Once received by the Company the change
will be effective as of the date on which the request for change was signed by
the Owner but the change will be without prejudice to the Company on account of
any payment made or any action taken by the Company prior to receiving the
change. The Company may require that the signature of the Owner be guaranteed by
a member firm of the New York, American, Boston, Midwest, Philadelphia or
Pacific Stock Exchange, or by a commercial bank (not a savings bank) which is a
member of the Federal Deposit Insurance Corporation or, in certain cases, by a
member firm of the National Association of Securities Dealers, Inc. which has
entered into an appropriate agreement with the Company.
DESIGNATION AND CHANGE OF BENEFICIARY
The Beneficiary designation contained in the application will remain in
effect until changed. The interest of any Beneficiary is subject to the
particular Beneficiary surviving the Annuitant.
Subject to the rights of an irrevocably designated Beneficiary, the Owner
may change or revoke the designation of a Beneficiary at any time while the
Annuitant is living by filing with the Company a written
3
<PAGE>
beneficiary designation or revocation in such form as the Company may require.
The change or revocation will not be binding upon the Company until it is
received by the Company. When it is so received the change or revocation will be
effective as of the date on which the beneficiary designation or revocation was
signed by the Owner.
CUSTODIAN
The Company is Custodian of the assets of the Variable Account. The Company,
as Custodian, will purchase shares of a particular series of the Series Fund at
net asset value in connection with amounts allocated to the particular
Sub-Account in accordance with the instructions of the Owner and redeem Series
Fund shares at net asset value for the purpose of meeting the contractual
obligations of the Variable Account, paying charges relative to the Variable
Account or making adjustments for annuity reserves held in the Variable Account.
ADMINISTRATION OF THE CONTRACTS
The Company performs certain administrative functions relating to the
Contracts and the Variable Account. These functions include, among other things,
maintaining the books and records of the Variable Account and the Sub-Accounts,
and maintaining records of the name, address, taxpayer identification number,
Contract number, type of contract issued to each owner, the status of the
Accumulation Account under each Contract, and other pertinent information
necessary to the administration and operation of the Contracts. The Company has
entered into service agreements with its parent, Sun Life Assurance Company of
Canada (U.S.), and Sun Life Assurance Company of Canada, under which the latter
have agreed to provide the Company with certain services on a cost reimbursement
basis. These services include, but are not limited to, accounting and investment
services, systems support and development, pricing, product development,
actuarial, legal and compliance functions, marketing services and staff
training.
DISTRIBUTION OF THE CONTRACTS
The offering of the Contracts is continuous. The Contracts are sold by
licensed insurance agents in the State of New York. Such agents are
registered representatives of broker-dealers registered under the Securities
Exchange Act of 1934 who are members of the National Association of Securities
Dealers, Inc. The Contracts are distributed by Clarendon Insurance Agency,
Inc. ("Clarendon"), One Sun Life Executive Park, Wellesley Hills, Massachusetts
02481, a wholly-owned subsidiary of Sun Life Assurance Company of Canada (U.S.).
Commissions and other distribution compensation will be paid by the Company and
will not be more than 6.31% of Purchase Payments. Commissions will not be paid
with respect to Contracts established for the personal account of employees of
the Company or any of its affiliates, or of persons engaged in the distribution
of the Contracts. During 1996, 1997 and 1998, approximately $39,481, $30,614 and
$30,172, respectively, was paid to and retained by Clarendon in connection
with the distribution of the Contracts.
ACCOUNTANTS
Deloitte & Touche LLP, 125 Summer Street, Boston, Massachusetts 02110, are
the Variable Account's independent certified public accountants providing
auditing and other professional services.
CALCULATION OF PERFORMANCE DATA
AVERAGE ANNUAL TOTAL RETURN:
The table below shows, for various Sub-Accounts of the Variable Account, the
Average Annual Total Return for the stated periods (or shorter period indicated
in the note below), based upon a hypothetical initial Purchase Payment of
$1,000, calculated in accordance with the formula set out below the table.
4
<PAGE>
AVERAGE ANNUAL TOTAL RETURN
PERIOD ENDING DECEMBER 31, 1998
<TABLE>
<CAPTION>
10
1 YEAR 5 YEAR YEAR DATE OF
PERIOD PERIOD PERIOD LIFE* INCEPTION
-------- ------- ------ -- --------------
<S> <C> <C> <C> <C>
Capital Appreciation Series............. 20.63% 17.34% -- 17.87% March 3, 1993
Government Securities Series............ 1.60% 4.35% -- 4.36% March 3, 1993
High Yield Series....................... (6.41)% 5.61% -- 6.56% March 3, 1993
Managed Sectors Series.................. 5.03% 14.40% -- 13.76% March 3, 1993
Money Market Series..................... (2.00)% 2.57% -- 2.35% March 3, 1993
Total Return Series..................... 4.11% 11.36% -- 11.02% March 3, 1993
Global Governments Series (1)........... 8.28% 3.48% -- 5.56% March 3, 1993
<FN>
- ------------------------
* From Date of Inception, which is less than ten years.
(1) Formerly, World Governments Series
</TABLE>
The length of the period and the last day of each period used in the above
table are set out in the table heading and in the footnotes above. The Average
Annual Total Return for each period was determined by finding the average annual
compounded rate of return over each period that would equate the initial amount
invested to the ending redeemable value for that period, in accordance with the
following formula:
P(1 + T)n = ERV
<TABLE>
<C> <C> <S>
Where: P = a hypothetical initial Purchase Payment of $1,000
T = average annual total return for the period
n = number of years
ERV = redeemable value (as of the end of the period) of a
hypothetical $1,000 Purchase Payment made at the beginning of
the 1-year, 5-year, or 10-year period (or fractional portion
thereof)
</TABLE>
The formula assumes that: 1) all recurring fees have been deducted from the
Contract's Accumulation Account; 2) all applicable non-recurring Contract
charges are deducted at the end of the period; and 3) there will be a full
surrender at the end of the period.
The $30 annual contract maintenance charge will be allocated among the
Sub-Accounts so that each Sub-Account's allocated portion of the charge is
proportional to the percentage of the number of Contracts that have amounts
allocated to that Sub-Account. Because the impact of contract maintenance
charges on a particular Contract may differ from those assumed in the
computation due to differences between actual allocations and the assumed ones,
the total return that would have been experienced by an actual Contract over
these same time periods may have been different from that shown above.
COMPOUND GROWTH RATE
The table below shows, for various Sub-Accounts of the Variable Account,
the Average Annual Total Return for the stated periods (or shorter period
indicated in the note below), based upon a hypothetical investment calculated
in accordance with the formula set out above, except that no withdrawal
charges or annual Account Fees have been deducted. If these charges were
reflected, returns would be lower.
COMPOUND GROWTH RATE
PERIOD ENDING DECEMBER 31, 1998
<TABLE>
<CAPTION>
10
1 YEAR 5 YEAR YEAR DATE OF
PERIOD PERIOD PERIOD LIFE* INCEPTION
-------- ------- ------ -- --------------
<S> <C> <C> <C> <C>
August 13,
Capital Appreciation Series............. 26.93% 18.41% 18.49% 16.16% 1985
August 12,
Government Securities Series............ 7.23% 5.23% 7.11% 7.27% 1985
August 13,
High Yield Series....................... (0.78)% 6.39% 7.98% 8.13% 1985
Managed Sectors Series.................. 10.89% 15.12% 15.76% 15.22% May 27, 1988
August 29,
Money Market Series..................... 3.58% 3.39% 3.80% 4.06% 1985
Total Return Series..................... 10.20% 12.44% 11.71% 11.48% May 16, 1988
Global Governments Series............... 13.87% 4.33% 7.04% 6.94% May 16, 1988
</TABLE>
ADDITIONAL NON-STANDARDIZED INVESTMENT PERFORMANCE:
The Variable Account may illustrate its results over various periods and
compare its results to indices and other variable annuities in sales
materials including advertisements, brochures and reports. Such results may be
computed on a "cumulative" and/or "annualized" basis.
"Cumulative" quotations are arrived at by calculating the change in the
Accumulation Unit value of a Sub-Account between the first and last day of
the base period being measured, and expressing the difference as a percentage
of the Accumulation Unit value at the beginning of the base period.
"Annualized" quotations are calculated by applying a formula which
determines the level rate of return which, if earned over the entire base
period, would produce the cumulative return.
5
<PAGE>
ADVERTISING AND SALES LITERATURE
As set forth in the Prospectus, the Company may refer to the following
organizations (and others) in its marketing materials:
A.M. BEST'S RATING SYSTEM is designed to evaluate the various factors
affecting the overall performance of an insurance company in order to provide an
opinion as to an insurance company's relative financial strength and ability to
meet its contractual obligations. The procedure includes both a quantitative and
qualitative review of each company.
DUFF & PHELPS CREDIT RATING COMPANY's Insurance Company Claims Paying
Ability Rating is an independent evaluation by a nationally accredited rating
organization of an insurance company's ability to meet its future obligations
under the contracts and products it sells. The rating takes into account both
quantitative and qualitative factors.
LIPPER VARIABLE INSURANCE PRODUCTS PERFORMANCE ANALYSIS SERVICE is a
publisher of statistical data covering the investment company industry in the
United States and overseas. Lipper is recognized as the leading source of data
on open-end and closed-end funds. Lipper currently tracks the performance of
over 5,000 investment companies and publishes numerous specialized reports,
including reports on performance and portfolio analysis, fee and expense
analysis.
STANDARD & POOR's insurance claims-paying ability rating is an opinion of an
operating insurance company's financial capacity to meet obligations of its
insurance policies in accordance with their terms.
VARDS (Variable Annuity Research Data Service) provides a comprehensive
guide to variable annuity contract features and historical fund performance. The
service also provides a readily understandable analysis of the comparative
characteristics and market performance of funds inclusive in variable contracts.
STANDARD & POOR'S INDEX--broad-based measurement of changes in stock-market
conditions based on the average performance of 500 widely held common stocks;
commonly known as the Standard & Poor's 500 (S&P 500). The selection of stocks,
their relative weightings to reflect differences in the number of outstanding
shares, and publication of the index itself are services of Standard & Poor's
Corporation, a financial advisory, securities rating, and publishing firm. The
index tracks 400 industrial company stocks, 20 transportation stocks, 40
financial company stocks, and 40 public utilities.
NASDAQ-OTC Price Index--this index is based on the National Association of
Securities Dealers Automated Quotations (NASDAQ) and represents all domestic
over-the-counter stocks except those traded on exchanges and those having only
one market maker, a total of some 3,500 stocks. It is market value-weighted and
was introduced with a base of 100.00 on February 5, 1971.
DOW JONES INDUSTRIAL AVERAGE (DJIA)--price-weighted average of 30 actively
traded blue chip stocks, primarily industrials, but including American Express
Company and American Telephone and Telegraph Company. Prepared and Published by
Dow Jones & Company, it is the oldest and most widely quoted of all the market
indicators. The average is quoted in points, not dollars.
In its advertisements and other sales literature for the Variable Account
and the Series Fund, the Company intends to illustrate the advantages of the
Contracts in a number of ways:
COMPOUND INTEREST ILLUSTRATIONS. These will emphasize several advantages of
the variable annuity contract. For example, but not by way of limitation, the
literature may emphasize the potential savings through tax deferral; the
potential advantage of the Variable Account over the fixed account; and the
compounding effect when an Owner makes regular deposits to his or her Account.
DOLLAR COST AVERAGING ILLUSTRATIONS. These illustrations will generally
discuss the price-leveling effect of making regular investments in the same
Sub-Accounts over a period of time, to take advantage of the trends in market
prices of the portfolio securities purchased by those Sub-Accounts.
6
<PAGE>
THE COMPANY'S ASSETS, SIZE. The Company may discuss its general financial
condition (see, for example, the references to Standard & Poor's, A.M. Best
Company and Duff & Phelps above); it may refer to its assets; it may also
discuss its relative size and/or ranking among companies in the industry or
among any sub-classification of those companies, based upon recognized
evaluation criteria.
7
<PAGE>
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
STATEMENT OF CONDITION-- December 31, 1998
<TABLE>
<CAPTION>
ASSETS:
Investment in MFS/Sun Life Series Trust Shares Cost Value
---------- ------------ ------------
<S> <C> <C> <C>
Capital Appreciation Series ("CAS")...... 1,628,297 $ 58,186,591 $ 74,791,926
Government Securities Series ("GSS")..... 1,498,150 18,940,733 20,067,109
High Yield Series ("HYS")................ 1,127,958 10,211,707 10,336,064
Money Market Series ("MMS").............. 13,461,310 13,461,310 13,461,310
Managed Sectors Series ("MSS")........... 456,642 12,256,459 12,897,765
Total Return Series ("TRS").............. 1,914,629 34,487,056 40,711,674
World Governments Series ("WGS")......... 306,270 3,367,700 3,744,797
------------ ------------
$150,911,556 $176,010,645
------------
------------
LIABILITY:
Payable to sponsor................................................... (88,213)
------------
Net Assets..................................................... $175,922,432
------------
------------
</TABLE>
<TABLE>
<CAPTION>
Applicable to Owners of
Deferred Variable Annuity Contracts Reserve for
NET ASSETS: ----------------------------------- Variable
COMPASS 2 CONTRACTS: Units Unit Value Value Annuities Total
--------- ---------- ------------ ----------- ------------
<S> <C> <C> <C> <C> <C>
CAS................................................ 881,482 $ 75.1838 $ 66,268,190 $ 328,583 $ 66,596,773
GSS................................................ 737,003 25.9309 19,108,259 90,730 19,198,989
HYS................................................ 327,184 28.8320 9,436,176 38,584 9,474,760
MMS................................................ 745,670 17.2190 12,832,044 10,439 12,842,483
MSS................................................ 230,507 46.0991 10,650,759 47,540 10,698,299
TRS................................................ 1,076,662 32.1854 34,741,822 576,282 35,318,104
WGS................................................ 158,924 20.6718 3,298,821 -- 3,298,821
------------ ----------- ------------
$156,336,071 $1,092,158 $157,428,229
------------ ----------- ------------
<CAPTION>
COMPASS 3 CONTRACTS:
<S> <C> <C> <C> <C> <C>
CAS................................................ 339,067 $ 24.1862 $ 8,200,462 $ 34 $ 8,200,496
GSS................................................ 67,394 12.9045 869,136 -- 869,136
HYS................................................ 60,336 14.1888 856,348 -- 856,348
MMS................................................ 51,357 11.8631 608,996 -- 608,996
MSS................................................ 113,778 19.3977 2,197,964 62 2,198,026
TRS................................................ 296,455 17.9323 5,315,198 27 5,315,225
WGS................................................ 35,645 12.5340 445,976 -- 445,976
------------ ----------- ------------
$ 18,494,080 $ 123 $ 18,494,203
------------ ----------- ------------
Net assets............................................................ $174,830,151 $1,092,281 $175,922,432
------------ ----------- ------------
------------ ----------- ------------
</TABLE>
See notes to financial statements
1
<PAGE>
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
STATEMENTS OF OPERATIONS-- Year Ended December 31, 1998
<TABLE>
<CAPTION>
CAS GSS HYS MMS
Sub-Account Sub-Account Sub-Account Sub-Account
------------ ----------- ------------ ------------
<S> <C> <C> <C> <C>
INCOME AND EXPENSES:
Dividend income and capital gain distributions
received...................................... $ 8,116,840 $1,169,788 $ 789,871 $ 619,906
Mortality and expense risk charges.............. 816,804 242,617 140,312 146,071
Distribution expense charges.................... 98,017 29,114 16,837 17,528
------------ ----------- ------------ ------------
Net investment income....................... $ 7,202,019 $ 898,057 $ 632,722 $ 456,307
------------ ----------- ------------ ------------
REALIZED AND UNREALIZED GAINS (LOSSES):
Realized gains on investment transactions
Proceeds from sales........................... $ 25,572,688 $7,592,128 $ 5,668,225 $ 22,116,806
Cost of investments sold...................... 15,306,482 7,070,910 5,322,173 22,116,806
------------ ----------- ------------ ------------
Net realized gains.......................... $ 10,266,206 $ 521,218 $ 346,052 $ --
------------ ----------- ------------ ------------
Net unrealized appreciation on investments
End of period................................. $ 16,605,335 $1,126,376 $ 124,357 $ --
Beginning of period........................... 16,518,885 1,051,340 1,151,909 --
------------ ----------- ------------ ------------
Change in unrealized appreciation........... $ 86,450 $ 75,036 $(1,027,552) $ --
------------ ----------- ------------ ------------
Realized and unrealized gains (losses)........ $ 10,352,656 $ 596,254 $ (681,500) $ --
------------ ----------- ------------ ------------
INCREASE (DECREASE) IN NET ASSETS FROM
OPERATIONS....................................... $ 17,554,675 $1,494,311 $ (48,778) $ 456,307
------------ ----------- ------------ ------------
------------ ----------- ------------ ------------
</TABLE>
<TABLE>
<CAPTION>
MSS TRS WGS
Sub-Account Sub-Account Sub-Account Total
----------- ----------- ---------- -----------
<S> <C> <C> <C> <C>
INCOME AND EXPENSES:
Dividend income and capital gain distributions
received...................................... $1,907,178 $ 4,766,358 $ 50,061 $17,420,002
Mortality and expense risk charges.............. 143,063 468,483 44,955 2,002,305
Distribution expense charges.................... 17,168 56,218 5,395 240,277
----------- ----------- ---------- -----------
Net investment income (loss)................ $1,746,947 $ 4,241,657 $ (289 ) $15,177,420
----------- ----------- ---------- -----------
REALIZED AND UNREALIZED GAINS (LOSSES):
Realized gains (losses) on investment
transactions
Proceeds from sales........................... $4,712,546 $12,206,707 $2,690,172 $80,559,272
Cost of investments sold...................... 3,817,748 8,756,342 2,930,009 65,320,470
----------- ----------- ---------- -----------
Net realized gains (losses)................. $ 894,798 $ 3,450,365 $(239,837 ) $15,238,802
----------- ----------- ---------- -----------
Net unrealized appreciation (depreciation) on
investments
End of period................................. $ 641,306 $ 6,224,618 $ 377,097 $25,099,089
Beginning of period........................... 1,999,252 9,712,373 (361,046 ) 30,072,713
----------- ----------- ---------- -----------
Change in unrealized appreciation
(depreciation)............................ $(1,357,946) $(3,487,755) $ 738,143 $(4,973,624)
----------- ----------- ---------- -----------
Realized and unrealized gains (losses)........ $ (463,148 ) $ (37,390) $ 498,306 $10,265,178
----------- ----------- ---------- -----------
INCREASE IN NET ASSETS FROM OPERATIONS............ $1,283,799 $ 4,204,267 $ 498,017 $25,442,598
----------- ----------- ---------- -----------
----------- ----------- ---------- -----------
</TABLE>
See notes to financial statements
2
<PAGE>
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
CAS GSS
Sub-Account Sub-Account
------------------------------- -------------------------------
Year Ended Year Ended
December 31, December 31,
------------------------------- -------------------------------
1998 1997 1998 1997
--------------- ------------- -------------- --------------
<S> <C> <C> <C> <C>
OPERATIONS:
Net investment income..................................... $ 7,202,019 $ 4,821,639 $ 898,057 $ 1,450,749
Net realized gains (losses)............................... 10,266,206 4,265,085 521,218 (75,949)
Net unrealized gains...................................... 86,450 3,425,610 75,036 380,386
--------------- ------------- -------------- --------------
Increase in net assets from operations................ $ 17,554,675 $ 12,512,334 $ 1,494,311 $ 1,755,186
--------------- ------------- -------------- --------------
CONTRACT OWNER TRANSACTIONS:
Accumulation Activity:
Purchase payments received.............................. $ 2,540,950 $ 2,627,696 $ 664,851 $ 593,679
Net transfers between Sub-Accounts and Fixed Account.... (3,626,538) 668,389 (871,865) (1,912,328)
Withdrawals, surrenders, annuitizations and contract
charges............................................... (9,568,674) (7,704,458) (3,638,620) (4,863,706)
--------------- ------------- -------------- --------------
Net accumulation activity............................. $ (10,654,262) $ (4,408,373) $ (3,845,634) $ (6,182,355)
--------------- ------------- -------------- --------------
Annuitization Activity:
Annuitizations.......................................... $ 52,914 $ 67,112 $ -- $ --
Annuity payments and contract charges................... (30,074) (26,334) (12,398) (22,850)
Adjustments to annuity reserve.......................... (2,453) (3,618) 666 3,140
--------------- ------------- -------------- --------------
Net annuitization activity............................ $ 20,387 $ 37,160 $ (11,732) $ (19,710)
--------------- ------------- -------------- --------------
Decrease in net assets from contract owner transactions... $ (10,633,875) $ (4,371,213) $ (3,857,366) $ (6,202,065)
--------------- ------------- -------------- --------------
Increase (decrease) in net assets....................... $ 6,920,800 $ 8,141,121 $ (2,363,055) $ (4,446,879)
NET ASSETS:
Beginning of year......................................... 67,876,469 59,735,348 22,431,180 26,878,059
--------------- ------------- -------------- --------------
End of period............................................. $ 74,797,269 $ 67,876,469 $ 20,068,125 $ 22,431,180
--------------- ------------- -------------- --------------
--------------- ------------- -------------- --------------
</TABLE>
See notes to financial statements
3
<PAGE>
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
STATEMENTS OF CHANGES IN NET ASSETS -- continued
<TABLE>
<CAPTION>
HYS MMS
Sub-Account Sub-Account
------------------------------ -------------------------------
Year Ended Year Ended
December 31, December 31,
------------------------------ -------------------------------
1998 1997 1998 1997
-------------- ------------- -------------- --------------
<S> <C> <C> <C> <C>
OPERATIONS:
Net investment income..................................... $ 632,722 $ 717,784 $ 456,307 $ 497,700
Net realized gains........................................ 346,052 474,628 -- --
Net unrealized gains (losses)............................. (1,027,552) 290,335 -- --
-------------- ------------- -------------- --------------
Increase (decrease) in net assets from operations..... $ (48,778) $ 1,482,747 $ 456,307 $ 497,700
-------------- ------------- -------------- --------------
CONTRACT OWNER TRANSACTIONS:
Accumulation Activity:
Purchase payments received.............................. $ 210,963 $ 212,184 $ 307,131 $ 361,788
Net transfers between Sub-Accounts and Fixed Account.... (1,472,620) 199,334 7,369,452 457,557
Withdrawals, surrenders, annuitizations and contract
charges............................................... (1,495,462) (2,269,739) (7,077,196) (4,535,913)
-------------- ------------- -------------- --------------
Net accumulation activity............................. $ (2,757,119) $ (1,858,221) $ 599,387 $ (3,716,568)
-------------- ------------- -------------- --------------
Annuitization Activity:
Annuity payments and contract charges................... $ (4,897) $ (5,630) $ (1,057) $ (1,179)
Adjustments to annuity reserves......................... 56 (427) (471) 10,821
-------------- ------------- -------------- --------------
Net annuitization activity............................ $ (4,841) $ (6,057) $ (1,528) $ 9,642
-------------- ------------- -------------- --------------
Increase (decrease) in net assets from contract owner
transactions............................................ $ (2,761,960) $ (1,864,278) $ 597,859 $ (3,706,926)
-------------- ------------- -------------- --------------
Increase (decrease) in net assets..................... $ (2,810,738) $ (381,531) $ 1,054,166 $ (3,209,226)
NET ASSETS:
Beginning of period....................................... 13,141,846 13,523,377 12,397,313 15,606,539
-------------- ------------- -------------- --------------
End of period............................................. $ 10,331,108 $ 13,141,846 $ 13,451,479 $ 12,397,313
-------------- ------------- -------------- --------------
-------------- ------------- -------------- --------------
</TABLE>
See notes to financial statements
4
<PAGE>
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
STATEMENTS OF CHANGES IN NET ASSETS -- continued
<TABLE>
<CAPTION>
MSS TRS
Sub-Account Sub-Account
------------------------------ -----------------------------
Year Ended Year Ended
December 31, December 31,
------------------------------ -----------------------------
1998 1997 1998 1997
--------------- ------------ -------------- ------------
<S> <C> <C> <C> <C>
OPERATIONS:
Net investment income................................ $ 1,746,947 $ 1,211,086 $ 4,241,657 $ 3,740,675
Net realized gains................................... 894,798 1,084,457 3,450,365 2,659,733
Net unrealized gains (losses)........................ (1,357,946) 413,062 (3,487,755) 1,621,733
--------------- ------------ -------------- ------------
Increase in net assets from operations........... $ 1,283,799 $ 2,708,605 $ 4,204,267 $ 8,022,141
--------------- ------------ -------------- ------------
CONTRACT OWNER TRANSACTIONS:
Accumulation Activity:
Purchase payments received......................... $ 828,932 $ 641,130 $ 1,457,947 $ 1,583,065
Net transfers between Sub-Accounts and Fixed
Account.......................................... 179,600 83,029 (1,063,470) 101,838
Withdrawals, surrenders, annuitizations and
contract charges................................. (2,473,049) (2,113,363) (8,364,694) (6,305,584)
--------------- ------------ -------------- ------------
Net accumulation activity........................ $ (1,464,517) $ (1,389,204) $ (7,970,217) $ (4,620,681)
--------------- ------------ -------------- ------------
Annuitization Activity:
Annuitizations..................................... $ 52,940 $ -- $ -- $ 56,378
Annuity payments and contract charges.............. (3,921) (164) (92,029) (82,242)
Adjustments to annuity reserves.................... (564) (11,371) (14,828) (19,810)
--------------- ------------ -------------- ------------
Net annuitization activity....................... $ 48,455 $ (11,535) $ (106,857) $ (45,674)
--------------- ------------ -------------- ------------
Decrease in net assets from contract owner
transactions....................................... $ (1,416,062) $ (1,400,739) $ (8,077,074) $ (4,666,355)
--------------- ------------ -------------- ------------
Increase (decrease) in net assets.................. $ (132,263) $ 1,307,866 $ (3,872,807) $ 3,355,786
NET ASSETS:
Beginning of period.................................. 13,028,588 11,720,722 44,506,136 41,150,350
--------------- ------------ -------------- ------------
End of period........................................ $ 12,896,325 $ 13,028,588 $ 40,633,329 $ 44,506,136
--------------- ------------ -------------- ------------
--------------- ------------ -------------- ------------
</TABLE>
See notes to financial statements
5
<PAGE>
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
STATEMENTS OF CHANGES IN NET ASSETS -- continued
<TABLE>
<CAPTION>
WGS
Sub-Account Total
------------------------------ -----------------------------
Year Ended Year Ended
December 31, December 31,
------------------------------ -----------------------------
1998 1997 1998 1997
--------------- ------------ -------------- ------------
<S> <C> <C> <C> <C>
OPERATIONS:
Net investment income (loss)......................... $ (289) $ 177,640 $ 15,177,420 $ 12,617,273
Net realized gains (losses).......................... (239,837) (221,118) 15,238,802 8,186,836
Net unrealized gains (losses)........................ 738,143 (115,094) (4,973,624) 6,016,032
--------------- ------------ -------------- ------------
Increase (decrease) in net assets from
operations..................................... $ 498,017 $ (158,572) $ 25,442,598 $ 26,820,141
--------------- ------------ -------------- ------------
CONTRACT OWNER TRANSACTIONS:
Accumulation Activity:
Purchase payments received......................... $ 172,382 $ 200,405 $ 6,183,156 $ 6,219,947
Net transfers between Sub-Accounts and Fixed
Account.......................................... (760,745) (327,982) (246,186) (730,163)
Withdrawals, surrenders, annuitizations and
contract charges................................. (1,301,883) (1,751,969) (33,919,578) (29,544,732)
--------------- ------------ -------------- ------------
Net accumulation activity........................ $ (1,890,246) $ (1,879,546) $ (27,982,608) $(24,054,948)
--------------- ------------ -------------- ------------
Annuitization Activity:
Annuitizations..................................... $ -- $ -- $ 105,854 $ 123,490
Annuity payments and contract charges.............. -- -- (144,376) (138,399)
Adjustments to annuity reserves.................... -- -- (17,594) (21,265)
--------------- ------------ -------------- ------------
Net annuitization activity....................... $ -- $ -- $ (56,116) $ (36,174)
--------------- ------------ -------------- ------------
Decrease in net assets from contract owner
transactions....................................... $ (1,890,246) $ (1,879,546) $ (28,038,724) $(24,091,122)
--------------- ------------ -------------- ------------
Increase (decrease) in net assets.................. $ (1,392,229) $ (2,038,118) $ (2,596,126) $ 2,729,019
NET ASSETS:
Beginning of period.................................. 5,137,026 7,175,144 178,518,558 175,789,539
--------------- ------------ -------------- ------------
End of period........................................ $ 3,744,797 $ 5,137,026 $ 175,922,432 $178,518,558
--------------- ------------ -------------- ------------
--------------- ------------ -------------- ------------
</TABLE>
See notes to financial statements
6
<PAGE>
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
NOTES TO FINANCIAL STATEMENTS
(1) ORGANIZATION
Sun Life (N.Y.) Variable Account B (the "Variable Account"), a separate account
of Sun Life Insurance and Annuity Company of New York, the Sponsor (a
wholly-owned subsidiary of Sun Life Assurance Company of Canada (U.S.)), was
established on December 3, 1984 as a funding vehicle for individual variable
annuities. The Variable Account is registered with the Securities and Exchange
Commission under the Investment Company Act of 1940 as a unit investment trust.
The assets of the Variable Account are divided into Sub-Accounts. Each
Sub-Account is invested in shares of a specific series of MFS/Sun Life Series
Trust (the "Series Trust") as selected by contract owners. The Series Trust is
an open-end management investment company registered under the Investment
Company Act of 1940. Massachusetts Financial Services Company, an affiliate of
Sun Life Assurance Company of Canada (U.S.), is investment adviser to the Series
Trust.
(2) SIGNIFICANT ACCOUNTING POLICIES
GENERAL
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
INVESTMENT VALUATIONS
Investments in shares of the Series Trust are recorded at their net asset value.
Realized gains and losses on sales of shares of the Series Trust are determined
on the identified cost basis. Dividend income and capital gain distributions
received by the Sub-Accounts are reinvested in additional Series Trust shares
and are recognized on the ex-dividend date.
Exchanges between Sub-Accounts requested by contract owners are recorded in the
new Sub-Account upon receipt of the redemption proceeds.
FEDERAL INCOME TAX STATUS
The operations of the Variable Account are part of the operations of the Sponsor
and are not taxed separately. The Variable Account is not taxed as a regulated
investment company. The Sponsor qualifies for the federal income tax treatment
granted to life insurance companies under Subchapter L of the Internal Revenue
Code. Under existing federal income tax law, investment income and capital gains
earned by the Variable Account on contract owner reserves are not taxable, and
therefore, no provision has been made for federal income taxes.
(3) CONTRACT CHARGES
A mortality and expense risk charge based on the value of the Variable Account
is deducted from the Variable Account at the end of each valuation period for
the mortality and expense risks assumed by the
7
<PAGE>
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
NOTES TO FINANCIAL STATEMENTS -- continued
Sponsor. These deductions are transferred periodically to the Sponsor.
Currently, the deduction is at an effective annual rate of 1.3% of the assets of
the Variable Account attributable to Compass 2 contracts and 1.25% of the assets
of the Variable Account attributable to Compass 3 contracts.
Each year on the contract anniversary, a contract maintenance charge of $30 is
deducted from each contract's accumulation account to cover administrative
expenses relating to the contract. After the annuity commencement date the
charge is deducted pro rata from each annuity payment made during the year.
The Sponsor does not deduct a sales charge from purchase payments. However, a
withdrawal charge (contingent deferred sales charge) may be deducted to cover
certain expenses relating to the sale of the contract. In no event shall the
aggregate withdrawal charges (including the distribution expense charge
described below applicable to Compass 3 contracts) exceed 5% of the purchase
payments made under a Compass 2 contract or 9% of the purchase payments made
under a Compass 3 contract.
For assuming the risk that withdrawal charges may be insufficient to compensate
it for the costs of distributing the Compass 3 contracts, the Sponsor makes a
deduction from the Variable Account at the end of each valuation period for the
first seven contract years (during both the accumulation period and, if
applicable, after annuity payments begin) at an effective annual rate of 0.15%
of the assets of the Variable Account attributable to such contracts. No
deduction is made after the seventh contract anniversary. No such deduction is
made with respect to assets attributable to Compass 2 contracts.
(4) ANNUITY RESERVES
Annuity reserves for contracts with annuity commencement dates prior to February
1, 1987 have been calculated using the 1971 Individual Annuitant Mortality
Table. Annuity reserves for contracts with annuity commencement dates on or
after February 1, 1987 are calculated using the 1983 Individual Annuitant
Mortality Table. All annuity reserves are calculated using an assumed interest
rate of 4%. Required adjustments to the reserve are accomplished by transfers to
or from the Sponsor.
8
<PAGE>
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
NOTES TO FINANCIAL STATEMENTS -- continued
(5) UNIT ACTIVITY FROM PARTICIPANT TRANSACTIONS
<TABLE>
<CAPTION>
CAS GSS HYS
Sub-Account Sub-Account Sub-Account
------------------------- ------------------------- ---------------------
Year Ended Year Ended Year Ended
December 31, December 31, December 31,
------------------------- ------------------------- ---------------------
COMPASS 2 CONTRACTS 1998 1997 1998 1997 1998 1997
- ---------------------------------- ----------- ----------- ----------- ----------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Units Outstanding Beginning of
Year 1,049,111 1,149,253 897,267 1,160,869 421,472 489,793
Units purchased 15,299 25,636 17,550 22,468 2,836 3,272
Units transferred between
Sub-Accounts and Fixed
Account (44,627) 7,308 (36,206) (79,806) (49,178) 6,890
Units withdrawn, surrendered,
and annuitized (138,301) (133,086) (141,608) (206,264) (47,946) (78,483)
----------- ----------- ----------- ----------- --------- ---------
Units Outstanding End of Year 881,482 1,049,111 737,003 897,267 327,184 421,472
----------- ----------- ----------- ----------- --------- ---------
----------- ----------- ----------- ----------- --------- ---------
<CAPTION>
MSS TRS WGS
Sub-Account Sub-Account Sub-Account
------------------------- ------------------------- ---------------------
Year Ended Year Ended Year Ended
December 31, December 31, December 31,
------------------------- ------------------------- ---------------------
1998 1997 1998 1997 1998 1997
----------- ----------- ----------- ----------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Units Outstanding Beginning of
Year 270,624 314,243 1,345,153 1,532,369 256,940 358,117
Units purchased 6,466 8,716 18,920 34,725 5,460 6,591
Units transferred between
Sub-Accounts and Fixed
Account 3,355 (1,885) (33,825) 146 (37,228) (15,604)
Units withdrawn, surrendered,
and annuitized (49,938) (50,450) (253,586) (222,087) (66,248) (92,164)
----------- ----------- ----------- ----------- --------- ---------
Units Outstanding End of Year 230,507 270,624 1,076,662 1,345,153 158,924 256,940
----------- ----------- ----------- ----------- --------- ---------
----------- ----------- ----------- ----------- --------- ---------
<CAPTION>
MMS
Sub-Account
-----------------------
Year Ended
December 31,
-----------------------
COMPASS 2 CONTRACTS 1998 1997
- ---------------------------------- ---------- ----------
<S> <C> <C>
Units Outstanding Beginning of
Year 713,552 917,551
Units purchased 11,975 14,540
Units transferred between
Sub-Accounts and Fixed
Account 426,262 50,095
Units withdrawn, surrendered,
and annuitized (406,119) (268,634)
---------- ----------
Units Outstanding End of Year 745,670 713,552
---------- ----------
---------- ----------
<S> <C> <C>
Units Outstanding Beginning of
Year
Units purchased
Units transferred between
Sub-Accounts and Fixed
Account
Units withdrawn, surrendered,
and annuitized
Units Outstanding End of Year
</TABLE>
9
<PAGE>
SUN LIFE (N.Y.) VARIABLE ACCOUNT B
NOTES TO FINANCIAL STATEMENTS -- continued
<TABLE>
<CAPTION>
CAS GSS HYS
Sub-Account Sub-Account Sub-Account
--------------------- --------------------- -------------------
Year Ended Year Ended Year Ended
December 31, December 31, December 31,
--------------------- --------------------- -------------------
COMPASS 3 CONTRACTS 1998 1997 1998 1997 1998 1997
- ----------------------------------------- --------- --------- --------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Units Outstanding Beginning of Year 291,968 231,231 55,194 58,052 60,217 58,945
Units purchased 73,560 72,122 17,879 6,833 8,915 9,036
Units transferred between
Sub-Accounts and
Fixed Account (4,596) 6,347 3,622 (373) (2,262) 291
Units withdrawn, surrendered, and
annuitized (21,865) (17,732) (9,301) (9,318) (6,534) (8,055)
--------- --------- --------- --------- -------- --------
Units Outstanding End of Year 339,067 291,968 67,394 55,194 60,336 60,217
--------- --------- --------- --------- -------- --------
--------- --------- --------- --------- -------- --------
<CAPTION>
MSS TRS WGS
Sub-Account Sub-Account Sub-Account
--------------------- --------------------- -------------------
Year Ended Year Ended Year Ended
December 31, December 31, December 31,
--------------------- --------------------- -------------------
1998 1997 1998 1997 1998 1997
--------- --------- --------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Units Outstanding Beginning of Year 100,687 82,578 281,915 255,284 42,551 47,922
Units purchased 29,949 18,777 51,882 44,905 5,735 7,395
Units transferred between
Sub-Accounts and Fixed Account (2,112) 10,378 (2,829) 4,923 (7,056) (4,116)
Units withdrawn, surrendered, and
annuitized (14,746) (11,046) (34,513) (23,197) (5,585) (8,650)
--------- --------- --------- --------- -------- --------
Units Outstanding End of Year 113,778 100,687 296,455 281,915 35,645 42,551
--------- --------- --------- --------- -------- --------
--------- --------- --------- --------- -------- --------
<CAPTION>
MMS
Sub-Account
---------------------
Year Ended
December 31,
---------------------
COMPASS 3 CONTRACTS 1998 1997
- ----------------------------------------- --------- ---------
<S> <C> <C>
Units Outstanding Beginning of Year 47,433 83,267
Units purchased 9,088 11,190
Units transferred between
Sub-Accounts and
Fixed Account 15,416 (32,545)
Units withdrawn, surrendered, and
annuitized (20,580) (14,479)
--------- ---------
Units Outstanding End of Year 51,357 47,433
--------- ---------
--------- ---------
<S> <C> <C>
Units Outstanding Beginning of Year
Units purchased
Units transferred between
Sub-Accounts and Fixed Account
Units withdrawn, surrendered, and
annuitized
Units Outstanding End of Year
</TABLE>
10
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Participants in Sun Life (N.Y.) Variable Account B
and the Board of Directors of Sun Life Insurance and Annuity Company of New
York:
We have audited the accompanying statement of condition of Capital Appreciation
Sub-Account, Government Securities Sub-Account, High Yield Sub-Account, Money
Market Sub-Account, Managed Sectors Sub-Account, Total Return Sub-Account and
World Governments Sub-Account of Sun Life (N.Y.) Variable Account B (the
"Sub-Accounts") as of December 31, 1998, the related statements of operations
for the year then ended and the statements of changes in net assets for the
years ended December 31, 1998 and 1997. These financial statements are the
responsibility of management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards 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. Our procedures included
confirmation of securities held at December 31, 1998 by correspondence with
custodian. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the financial position of the Sub-Accounts as of December 31, 1998,
the results of their operations and the changes in their net assets for the
respective stated periods in conformity with generally accepted accounting
principles.
DELOITTE & TOUCHE LLP
Boston, Massachusetts
February 4, 1999
----------------------------------------
This report is prepared for the general information of contract owners. It is
authorized for distribution to prospective purchasers only when preceded or
accompanied by an effective prospectus.
11
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned subsidiary of Sun Life Assurance Company of Canada (U.S.))
STATUTORY STATEMENTS OF ADMITTED ASSETS, LIABILITIES AND CAPITAL STOCK AND
SURPLUS
<TABLE>
<CAPTION>
DECEMBER 31,
--------------------------
1998 1997
------------ ------------
<S> <C> <C>
ADMITTED ASSETS
General Account Assets:
Bonds $ 57,916,869 $ 61,703,336
Mortgage loans on real estate 17,657,672 25,787,001
Properties acquired in satisfaction
of debt 1,755,854 --
Policy loans 625,023 636,277
Cash and short-term investments 5,928,556 10,120,237
Life insurance premiums and annuity
considerations due and uncollected 667,087 791,011
Accident and health premiums due and
unpaid 156,493 158,858
Investment income due and accrued 780,020 1,083,939
Other assets 183,602 497,790
------------ ------------
General account assets 85,671,176 100,778,449
Separate Account Assets:
Unitized 527,942,310 406,430,585
Non-unitized 100,064,243 116,889,545
------------ ------------
Total Admitted Assets $713,677,729 $624,098,579
------------ ------------
------------ ------------
LIABILITIES, CAPITAL STOCK AND SURPLUS
General Account Liabilities:
Aggregate reserve for life policies
and contracts $ 22,578,780 $ 22,374,626
Aggregate reserve for accident and
health policies 7,830,000 7,414,000
Policy and contract claims 2,174,704 1,912,737
Liability for premium and other
deposit funds 20,807,840 31,341,254
Interest maintenance reserve 830,941 885,581
Commissions to agents due or accrued 374,826 521,106
General expenses due or accrued 369,524 415,105
Transfers from Separate Accounts due
or accrued (15,992,081) (7,224,058)
Taxes, licenses and fees due or
accrued 64,813 114,986
Federal income taxes due or accrued 700,000 1,000,000
Asset valuation reserve 1,047,787 1,346,335
Payable to parent, subsidiaries and
affiliates 1,218,745 1,266,475
Other liabilities 684,361 810,594
------------ ------------
General account liabilities 42,690,240 62,178,741
Separate Account Liabilities:
Unitized 527,751,720 406,249,110
Non-unitized 100,064,243 116,889,545
------------ ------------
Total liabilities 670,506,203 585,317,396
------------ ------------
CAPITAL STOCK AND SURPLUS
Capital Stock--Par value $1,000;
authorized issued and outstanding;
2,000 shares 2,000,000 2,000,000
------------ ------------
Gross paid in and contributed
surplus 29,500,000 29,500,000
Group life contingency reserve fund 812,391 180,457
Unassigned funds 10,859,135 7,100,726
------------ ------------
Total Surplus 41,171,526 36,781,183
------------ ------------
Capital stock and surplus 43,171,526 38,781,183
------------ ------------
Total liabilities, capital stock and
surplus $713,677,729 $624,098,579
------------ ------------
------------ ------------
</TABLE>
SEE NOTES TO STATUTORY FINANCIAL STATEMENTS.
6
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-Owned Subsidiary of Sun Life Assurance Company Of Canada (U.S.))
STATUTORY STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
----------------------------------------
1998 1997 1996
------------ ------------ ------------
<S> <C> <C> <C>
INCOME:
Premiums and annuity considerations $ 16,979,974 $ 16,013,160 $ 10,880,575
Deposit-type funds 84,013,114 115,692,429 67,770,004
Net investment income 6,397,852 8,824,668 12,313,903
Amortization of interest maintenance
reserve 319,812 519,001 704,763
Net gain from operations from
Separate Accounts 9,115 8,743 8,101
Income from fees associated with
investment management,
administration and contract
guarantees from Separate Accounts 6,262,374 4,707,296 3,591,170
Other income 1,179,261 657,755 701,242
------------ ------------ ------------
Total Income 115,161,502 146,423,052 95,969,758
------------ ------------ ------------
BENEFITS AND EXPENSES:
Death benefits 6,237,281 4,916,746 2,881,367
Annuity benefits 5,758,805 5,439,091 7,175,995
Disability benefits and benefits
under accident and health policies 1,094,851 939,635 464,615
Surrender benefits and other fund
withdrawals 73,863,143 79,016,904 114,578,203
Interest on policy or contract funds 101,516 75,069 83,323
Increase in aggregate reserves for
life and accident and health
policies and contracts 620,154 5,199,040 1,550,701
Decrease in liability for premium
and other deposit funds (10,533,414) (30,405,893) (67,996,389)
------------ ------------ ------------
Total Benefits 77,142,336 65,180,592 58,737,815
Commissions on premiums and annuity
considerations (direct business
only) 4,850,390 5,582,738 3,047,358
General insurance expenses 7,017,562 7,687,478 6,093,131
Insurance taxes, licenses and fees,
excluding federal income taxes 709,440 788,386 729,244
Net transfers to Separate Accounts 16,673,071 61,695,832 22,581,654
------------ ------------ ------------
Total Benefits and Expenses 106,392,799 140,935,026 91,189,202
------------ ------------ ------------
Net gain from operations before
federal income taxes 8,768,703 5,488,026 4,780,556
Federal income taxes incurred
(excluding tax on capital gains) 2,070,545 2,315,259 1,938,734
------------ ------------ ------------
Net gain from operations after
federal income taxes and before
realized capital gains 6,698,158 3,172,767 2,841,822
Net realized capital (losses) gains
less capital gains tax and
transferred to the interest
maintenance reserve (13,249) 183,262 (439,101)
------------ ------------ ------------
NET INCOME $ 6,684,909 $ 3,356,029 $ 2,402,721
------------ ------------ ------------
------------ ------------ ------------
</TABLE>
SEE NOTES TO STATUTORY FINANCIAL STATEMENTS.
7
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-Owned Subsidiary of Sun Life Assurance Company Of Canada (U.S.))
STATUTORY STATEMENTS OF CHANGES IN CAPITAL STOCK AND SURPLUS
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
-------------------------------------
1998 1997 1996
----------- ----------- -----------
<S> <C> <C> <C>
CAPITAL AND SURPLUS, BEGINNING OF YEAR $38,781,183 $34,802,643 $31,964,414
----------- ----------- -----------
Net income 6,684,909 3,356,029 2,402,721
Change in net unrealized capital
gains 359,000 138,000 702,000
Change in nonadmitted assets and
related items 47,886 (14,391) 32,888
Change in asset valuation reserve 298,548 498,902 (299,380)
Dividend to stockholder (3,000,000) -- --
----------- ----------- -----------
Net change in capital and surplus
for the year 4,390,343 3,978,540 2,838,229
----------- ----------- -----------
CAPITAL AND SURPLUS, END OF YEAR $43,171,526 $38,781,183 $34,802,643
----------- ----------- -----------
----------- ----------- -----------
</TABLE>
SEE NOTES TO STATUTORY FINANCIAL STATEMENTS.
8
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned subsidiary of Sun Life Assurance Company of Canada (U.S.))
STATUTORY STATEMENTS OF CASH FLOW
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
----------------------------------------
1998 1997 1996
------------ ------------ ------------
<S> <C> <C> <C>
CASH PROVIDED
Premiums, annuity considerations and
deposit funds received $101,168,181 $138,347,877 $ 82,896,939
Net investment income 6,731,025 9,707,801 14,106,521
Fees associated with investment
management, administration and
contract guarantees from Separate
Accounts 6,262,374 4,707,296 3,591,170
Fee income 1,179,261 657,755 701,242
------------ ------------ ------------
Total receipts 115,340,841 153,420,729 101,295,872
------------ ------------ ------------
Benefits paid 86,793,629 122,170,301 128,975,968
Insurance expenses and taxes paid 12,819,426 13,540,362 9,712,774
Net cash transfers to separate
accounts 25,441,094 41,721,173 25,804,874
Federal income tax payments
(excluding tax on capital gains) 2,370,545 1,715,259 2,909,899
------------ ------------ ------------
Total payments 127,424,694 179,147,095 167,403,515
------------ ------------ ------------
Net cash from operations (12,083,853) (25,726,366) (66,107,643)
------------ ------------ ------------
Proceeds from long-term investments
sold, matured or repaid (after
deducting taxes on capital gains of
$135,651 for 1998, $222,860 for
1997 and ($112,405) for 1996) 37,410,774 59,132,310 86,583,714
Other cash provided 813,054 325,543 4,654,856
------------ ------------ ------------
Total cash provided 38,223,828 59,457,853 91,238,570
------------ ------------ ------------
CASH APPLIED
Cost of long-term investments
acquired (26,671,265) (27,369,138) (28,654,582)
Other cash applied (3,660,391) (857,106) (166,107)
------------ ------------ ------------
Total cash applied (30,331,656) (28,226,244) (28,820,689)
------------ ------------ ------------
Net change in cash and short-term
investments (4,191,681) 5,505,243 (3,689,762)
CASH AND SHORT-TERM INVESTMENTS:
BEGINNING OF YEAR 10,120,237 4,614,994 8,304,756
------------ ------------ ------------
END OF YEAR $ 5,928,556 $ 10,120,237 $ 4,614,994
------------ ------------ ------------
------------ ------------ ------------
</TABLE>
SEE NOTES TO STATUTORY FINANCIAL STATEMENTS.
9
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
1. DESCRIPTION OF THE BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
GENERAL--
Sun Life Insurance and Annuity Company of New York (the "Company") is
incorporated as a life insurance company and is currently engaged in the sale of
individual fixed and variable annuities, group life and group long-term
disability insurance. The parent company, Sun Life Assurance Company of Canada
(U.S.) ("Sun Life of Canada (U.S.)"), is ultimately a wholly-owned subsidiary of
Sun Life Assurance Company of Canada ("Sun Life (Canada)"), a mutual life
insurance company.
The Company, which is domiciled in the State of New York, prepares its financial
statements in accordance with statutory accounting practices prescribed or
permitted by the Insurance Department of the State of New York. Prescribed
accounting practices include a variety of publications of the National
Association of Insurance Commissioners ("NAIC"), as well as New York State laws,
regulations and general administrative rules. Permitted accounting practices
encompass all accounting practices not so prescribed. The permitted accounting
practices adopted by the Company are not material to the financial statements.
Prior to 1996, statutory accounting practices were recognized by the insurance
industry and the accounting profession as generally accepted accounting
principles ("GAAP") for mutual life insurance companies and stock life insurance
companies wholly owned by mutual life insurance companies. In April of 1993, the
Financial Accounting Standards Board ("FASB") issued an interpretation (the
"Interpretation") which became effective in 1996 that has changed the previous
practice of mutual life insurance companies (and stock life insurance companies
that are wholly owned subsidiaries of mutual life insurance companies) with
respect to utilizing statutory basis financial statements for general purposes,
in that it will no longer allow such financial statements to be described as
having been prepared in conformity with GAAP. Consequently, these financial
statements prepared in conformity with statutory accounting practices as
described above, vary from and are not intended to present the Company's
financial position, results of operations or cash flow in conformity with GAAP.
(See Note 17 for further discussion relative to the Company's basis of financial
statement presentation.) The effects on the financial statements of the
variances between the statutory basis of accounting and GAAP, although not
reasonably determinable, are presumed to be material.
INVESTED ASSETS--
Bonds are carried at cost adjusted for amortization of premium or accrual of
discount. Mortgage loans acquired at a premium or discount are carried at
amortized values and other mortgage loans at the amounts of the unpaid balances.
Real estate investments are carried at the lower of cost, adjusted for
accumulated depreciation, or appraised value less encumbrances. Short-term
investments are carried at amortized cost which approximates fair value.
Depreciation of buildings and improvements is calculated using the straight-line
method over the estimated useful life of the property, generally three to
sixteen years.
POLICY AND CONTRACT RESERVES--
The reserves for group life insurance, group long-term disability insurance and
annuity contracts, developed by accepted actuarial methods, have been
established and maintained on the basis of published mortality and morbidity
tables using assumed interest rates and valuation methods that will provide
reserves at least as great as those required by law and contract provisions.
INCOME AND EXPENSES--
For group life, group long-term disability and annuity contracts, premiums are
recognized as revenues over the premium paying period, whereas commissions and
other costs applicable to the acquisition of new business are charged to
operations as incurred.
10
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
1. DESCRIPTION OF THE BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES: (CONTINUED):
SEPARATE ACCOUNTS--
The Company has established unitized separate accounts applicable to individual
qualified and nonqualified variable annuity contracts.
Assets and liabilities of the separate accounts, representing net deposits and
accumulated net investment earnings less fees, held primarily for the benefit of
contract holders, are shown as separate captions in the statutory financial
statements. Assets held in the separate accounts are carried at market values as
determined by the quoted market prices of the underlying investments.
The Company has also established a nonunitized separate account for amounts
allocated to the fixed portion of a certain combination fixed/variable deferred
annuity contracts. The assets of this account are available to fund general
account liabilities and general account assets are available to fund liabilities
of this account.
Gains (losses) from mortality experience and investment experience of the
separate accounts, not applicable to contract owners, are transferred to (from)
the general account. Accumulated gains (losses) that have not been transferred
are recorded as payable (receivable) to (from) the general account. Transfers
from separate accounts due or accrued amounted to $15,992,000 in 1998 and
$7,224,000 in 1997.
CHANGES IN ACCOUNTING PRINCIPLES AND REPORTING--
In March 1998, the National Association of Insurance Commissioners adopted the
Codification of Statutory Accounting Principles ("Codification"). The
Codification, which is intended to standardize regulatory accounting and
reporting for the insurance industry, is proposed to be effective January 1,
2001. However, statutory accounting principles will continue to be established
by individual state laws and permitted practices and it is uncertain when, or
if, the State of New York will require adoption of the Codification for the
preparation of statutory financial statements. The Company has not finalized the
quantification of the effects of Codification on its statutory financial
statements.
OTHER--
Preparation of the financial statements requires management to make estimates
and assumptions that affect the reported amounts of assets, liabilities,
revenues and expenses. Actual results could differ from those estimates.
Certain 1997 and 1996 amounts have been reclassified to conform to amounts as
presented in 1998.
11
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
2. BONDS:
Investments in debt securities are as follows:
<TABLE>
<CAPTION>
DECEMBER 31, 1998
---------------------------------------------
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
-------- ---------- ----------- --------
(IN 000'S)
<S> <C> <C> <C> <C>
Long-term bonds:
United States Government and
government agencies and authorities $16,153 $ 319 $(31) $16,441
Public utilities 11,353 213 (16) 11,550
Transportation 2,553 19 -- 2,572
Finance 6,260 122 (9) 6,373
All other corporate bonds 21,598 430 (37) 21,991
-------- ---------- --- --------
Total long-term bonds 57,917 1,103 (93) 58,927
Short-term bonds -- U.S. Treasury
Bills, bankers acceptances and
commercial paper 5,258 -- -- 5,258
-------- ---------- --- --------
$63,175 $1,103 $(93) $64,185
-------- ---------- --- --------
-------- ---------- --- --------
</TABLE>
<TABLE>
<CAPTION>
DECEMBER 31, 1997
--------------------------------------------
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
-------- ---------- ---------- --------
(IN 000'S)
<S> <C> <C> <C> <C>
Long-term bonds:
United States Government and
government agencies and authorities $15,005 $ 311 -$- $15,316
Foreign governments 523 16 -- 539
Public utilities 12,126 341 -- 12,467
Finance 4,026 80 -- 4,106
All other corporate bonds 30,023 696 (16) 30,703
-------- ---------- --- --------
Total long-term bonds 61,703 1,444 (16) 63,131
Short-term bonds -- U.S. Treasury
Bills, bankers acceptances and
commercial paper 9,406 -- -- 9,406
-------- ---------- --- --------
$71,109 $1,444 $(16) $72,537
-------- ---------- --- --------
-------- ---------- --- --------
</TABLE>
12
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
2. BONDS: (CONTINUED):
The amortized cost and estimated fair value of debt securities at December 31,
1998 by contractual maturity are shown below. Expected maturities will differ
from contractual maturities because borrowers may have the right to call or
prepay obligations with or without call and/or prepayment penalties.
<TABLE>
<CAPTION>
DECEMBER 31, 1998
-----------------------
AMORTIZED ESTIMATED
COST FAIR VALUE
--------- ------------
(IN 000'S)
<S> <C> <C>
Maturities are:
Due in one year or less $18,463 $ 18,549
Due after one year through five
years 19,429 19,827
Due after five years through ten
years 11,328 11,421
Due after ten years 8,434 8,803
--------- ------------
Subtotal 57,654 58,600
Mortgage-backed securities 5,521 5,585
--------- ------------
$63,175 $ 64,185
--------- ------------
--------- ------------
</TABLE>
Proceeds from sales and maturities of investments in debt securities during
1998, 1997 and 1996 were $29,068,000, $42,986,000 and $76,431,000, respectively.
Gross gains of $407,000, $395,000 and $537,000 and gross losses of $2,000,
$40,000 and $183,000 were realized on such sales during 1998, 1997 and 1996,
respectively.
A bond, included above, with an amortized cost of approximately $404,000 and
$408,000 at December 31, 1998 and 1997, respectively, was on deposit with the
Superintendent of Insurance of the State of New York as required by law.
3. MORTGAGE LOANS:
The Company invests in commercial first mortgage loans throughout the United
States. The Company monitors the condition of the mortgage loans in its
portfolio. In those cases where mortgages have been restructured, appropriate
allowances for losses have been made. In those cases where, in management's
judgment, the mortgage loans' values are impaired, appropriate losses are
recorded.
The following table shows the geographic distribution of the mortgage loan
portfolio at December 31:
<TABLE>
<CAPTION>
1998 1997
------- -------
(IN 000'S)
<S> <C> <C>
California $ 3,421 $ 4,672
Florida 777 3,313
Massachusetts 1,090 2,556
New York 2,868 4,375
Ohio 1,291 1,308
All other 8,211 9,563
------- -------
$17,658 $25,787
------- -------
------- -------
</TABLE>
As of December 31, 1998, the Company has no restructured mortgage loans. As of
December 31, 1997, the Company had restructured loans totaling $960,000 against
which there were allowances for losses of $250,000.
The Company has made no commitments of mortgage loans on real estate into the
future.
13
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
4. INVESTMENT GAINS (LOSSES):
<TABLE>
<CAPTION>
YEARS ENDED
DECEMBER 31,
-------------------
1998 1997 1996
----- ----- -----
(IN 000'S)
<S> <C> <C> <C>
Realized capital gains (losses):
Bonds $ 7 $ (99) $ 237
Mortgage loans (8) (6) (676)
Real estate (12) 288 --
----- ----- -----
$ (13) $ 183 $(439)
----- ----- -----
----- ----- -----
Changes in unrealized capital gains on
mortgage loans $ 359 $ 138 $ 702
----- ----- -----
----- ----- -----
</TABLE>
Realized capital gains and losses on bonds and mortgages which relate to changes
in levels of interest rate risk are charged or credited to an interest
maintenance reserve ("IMR") and amortized into income over the remaining
contractual life of the security sold. The gross realized capital gains credited
to the IMR were $408,000, $355,000 and $354,000 in 1998, 1997 and 1996,
respectively. All gains are transferred net of applicable income taxes.
5. NET INVESTMENT INCOME:
Net investment income consisted of the following for:
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
-------------------------
1998 1997 1996
------- ------- -------
(IN 000'S)
<S> <C> <C> <C>
Interest income from bonds $ 4,570 $ 5,622 $ 8,576
Interest income from mortgage loans 1,926 3,279 4,252
Real estate investment income 22 483 376
Other investment income (loss) 125 170 (93)
------- ------- -------
Gross investment income 6,643 9,554 13,111
Investment expenses 245 729 797
------- ------- -------
Net investment income $ 6,398 $ 8,825 $12,314
------- ------- -------
------- ------- -------
</TABLE>
6. REINSURANCE:
The Company has agreements with Sun Life (Canada) which provide that Sun Life
(Canada) will reinsure the mortality and morbidity risks of the group life
insurance contracts and group long-term disability contracts issued by the
Company. Under these agreements, basic death benefits and long-term disability
benefits are reinsured on a yearly renewable term basis. The agreements provide
that Sun Life (Canada) will reinsure the mortality risks in excess of $50,000
per policy for group life insurance contracts and $4,000 per policy per month
for the group long-term disability contracts ceded by the Company. For the year
ended December 31, 1997 and 1996, the agreements provided that Sun Life (Canada)
would reinsure $3,000 per policy per month for the group long-term disability
contracts ceded by the Company. Reinsurance transactions under these agreements
had the effect of increasing (decreasing) income from operations by $(771,000),
$139,000 and $(500,000) for the years ended December 31, 1998, 1997, and 1996,
respectively.
The group life and long-term disability reinsurance agreements require that the
reinsurer provide funds in amounts equal to the reserves ceded.
14
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
6. REINSURANCE: (CONTINUED):
The following are summarized pro forma results of operations of the Company for
the years ended December 31, 1998, 1997 and 1996 before the effect of
reinsurance transactions with Sun Life (Canada).
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
----------------------------
1998 1997 1996
-------- -------- --------
(IN 000'S)
<S> <C> <C> <C>
Income:
Premiums, annuity deposits and other
revenues $105,728 $142,915 $ 85,947
Net investment income 6,718 9,343 13,019
-------- -------- --------
Subtotal 112,446 152,258 98,966
Benefits and expenses:
Policyholder benefits 79,918 101,371 64,328
Other expenses 22,988 45,538 29,357
-------- -------- --------
Subtotal 102,906 146,909 93,685
-------- -------- --------
Income from operations $ 9,540 $ 5,349 $ 5,281
-------- -------- --------
-------- -------- --------
</TABLE>
7. WITHDRAWAL CHARACTERISTICS OF ANNUITY ACTUARIAL RESERVES AND DEPOSIT
LIABILITIES:
Withdrawal characteristics of general account and separate account annuity
reserves and deposits:
<TABLE>
<CAPTION>
DECEMBER 31, 1998
(IN 000'S)
AMOUNT % OF TOTAL
-------- ----------
<S> <C> <C>
Subject to discretionary withdrawal:
--with market value adjustment $ 98,744 15.18
--at book value less surrender charges
(surrender charge > 5%) 7,108 1.09
--at book value (mimimal or no charge
or adjustment) 523,814 80.54
Not subject to discretionary withdrawal
provision 20,709 3.19
-------- ----------
Total annuity actuarial reserves and
deposit liabilities $650,375 100.00
-------- ----------
-------- ----------
</TABLE>
<TABLE>
<CAPTION>
DECEMBER 31, 1997
(IN 000'S)
AMOUNT % OF TOTAL
-------- ----------
<S> <C> <C>
Subject to discretionary withdrawal:
--with market value adjustment $120,764 21.37
--at book value less surrender charges
(surrender charge > 5%) 13,811 2.45
--at book value (mimimal or no charge
or adjustment) 410,484 72.65
Not subject to discretionary withdrawal
provision 19,972 3.53
-------- ----------
Total annuity actuarial reserves and
deposit liabilities $565,031 100.00
-------- ----------
-------- ----------
</TABLE>
8. SEGMENT INFORMATION:
The Company offers financial products and services such as fixed and variable
annuities, group life insurance and group long-term disability protection.
Within these areas, the Company conducts business principally in two operating
segments and maintains a corporate surplus segment to provide for the capital
needs of the various operating segments and to engage in other financing related
activities.
15
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
8. SEGMENT INFORMATION: (CONTINUED):
The Retirement Products and Services ("RPS") segment markets and administers
individual variable and fixed annuity products, including market value adjusted
annuities, while the Group Insurance segment markets and administers group life
insurance and group long-term disability products.
The following amounts pertain to the various business segments:
<TABLE>
<CAPTION>
TOTAL
FEDERAL GENERAL
TOTAL TOTAL PRETAX INCOME ACCOUNT
REVENUES EXPENDITURES INCOME TAXES ASSETS
--------------- --------------- ------------ ------------ ---------------
<S> <C> <C> <C> <C> <C>
1998:
RPS $ 97,936,000 $ 92,889,000 $ 5,047,000 $ 449,000 $ 36,148,000
Group Insurance 15,155,000 13,251,000 1,904,000 654,000 14,685,000
Corporate Surplus 2,071,000 253,000 1,818,000 968,000 34,838,000
--------------- --------------- ------------ ------------ ---------------
Total: $ 115,162,000 $ 106,393,000 $ 8,769,000 $ 2,071,000 $ 85,671,000
--------------- --------------- ------------ ------------ ---------------
--------------- --------------- ------------ ------------ ---------------
1997:
RPS $ 130,926,000 $ 127,120,000 $ 3,806,000 $ 1,803,000 $ 43,799,000
Group Insurance 12,623,000 13,791,000 (1,168,000) (406,000) 10,706,000
Corporate Surplus 2,874,000 24,000 2,850,000 918,000 46,273,000
--------------- --------------- ------------ ------------ ---------------
Total: $ 146,423,000 $ 140,935,000 $ 5,488,000 $ 2,315,000 $ 100,778,000
--------------- --------------- ------------ ------------ ---------------
--------------- --------------- ------------ ------------ ---------------
1996:
RPS $ 84,260,000 $ 83,271,000 $ 989,000 $ 547,000 $ 88,745,000
Group Insurance 8,494,000 7,875,000 619,000 116,000 7,820,000
Corporate Surplus 3,216,000 43,000 3,173,000 1,276,000 30,182,000
--------------- --------------- ------------ ------------ ---------------
Total: $ 95,970,000 $ 91,189,000 $ 4,781,000 $ 1,939,000 $ 126,747,000
--------------- --------------- ------------ ------------ ---------------
--------------- --------------- ------------ ------------ ---------------
</TABLE>
9. RETIREMENT PLANS:
The Company participates with Sun Life (Canada) and Sun Life of Canada (U.S.) in
a noncontributory defined benefit pension plan covering essentially all
employees. The benefits are based on years of service and compensation.
The funding policy for the pension plan is to contribute an amount which at
least satisfies the minimum amount required by ERISA; the plan is currently
fully funded. The Company is charged for its share of the pension cost based
upon its covered participants. Pension plan assets consist principally of a
variable accumulation fund contract held in a separate account of Sun Life
(Canada).
The Company's share of the group's accrued pension cost at December 31, 1998,
1997 and 1996 was $275,000, $211,000 and $178,000, respectively. The Company's
share of net periodic pension cost was $65,000, $33,000 and $81,000 for the
years ended December 31, 1998, 1997 and 1996, respectively.
The Company also participates with Sun Life (Canada), Sun Life of Canada (U.S.)
and certain affiliates in a 401(k) savings plan for which substantially all
employees are eligible. The Company matches, up to specified amounts, employees'
contributions to the plan. Employer contributions were $30,000, $28,000 and
$27,000 for the years ended December 31, 1998, 1997 and 1996, respectively.
16
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
9. RETIREMENT PLANS: (CONTINUED):
OTHER POSTRETIREMENT BENEFIT PLANS--
In addition to pension benefits, the Company provides certain health, dental and
life insurance benefits ("postretirement benefits") for retired employees and
dependents. Substantially all employees may become eligible for these benefits
if they reach normal retirement age while working for the Company, or retire
early upon satisfying an alternate age plus service condition. Life insurance
benefits are generally set at a fixed amount.
Effective January 1, 1993, the Company adopted Statement of Financial Accounting
Standards ("SFAS") No. 106, "Employer's Accounting for Postretirement Benefits
Other Than Pensions." SFAS No. 106 requires the Company to accrue the estimated
cost of retiree benefit payments during the years the employee provides
services. SFAS No. 106 allows recognition of the cumulative effect of the
liability in the year of adoption or the amortization of the obligation over a
period of up to 20 years. The Company has elected to recognize this obligation
of approximately $455,000 over a period of ten years. The Company's cash flows
are not affected by implementation of this standard, but implementation
decreased net income by $6,000, $16,000, and $8,000 for the years ended December
31, 1998, 1997 and 1996, respectively. The Company's postretirement health,
dental and life insurance benefits currently are not funded.
17
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
9. RETIREMENT PLANS: (CONTINUED):
The following table sets forth the change in the pension and other
postretirement benefit plans' benefit obligations and assets as well as the
plans' funded status reconciled with the amount shown in the Company's statutory
financial statements at December 31:
<TABLE>
<CAPTION>
PENSION BENEFITS OTHER BENEFITS
1998 1997 1998 1997
---------- ---------- ---------- ---------
(IN THOUSANDS)
<S> <C> <C> <C> <C>
Change in benefit obligation:
Benefit obligation at beginning of year $ 79,684 $ 70,848 $ 9,845 $ 9,899
Service cost 4,506 4,251 240 306
Interest cost 6,452 5,266 673 725
Amendments -- 1,000 -- --
Actuarial (gain) loss 21,975 -- 308 (801)
Benefits paid (1,825) (1,681) (647) (284)
---------- ---------- ---------- ---------
Benefit obligation at end of year $ 110,792 $ 79,684 $ 10,419 $ 9,845
---------- ---------- ---------- ---------
---------- ---------- ---------- ---------
The Company's share:
Benefit obligation at beginning of year $ 269 $ 239 $ 89 $ 83
Benefit obligation at end of year 515 269 21 89
Change in plan assets:
Fair value of plan assets at beginning of year $ 136,610 $ 122,807 $ -- $ --
Actual return on plan assets 16,790 15,484 -- --
Employer contribution -- -- 647 284
Benefits paid (1,825) (1,681) (647) (284)
---------- ---------- ---------- ---------
Fair value of plan assets at end of year $ 151,575 $ 136,610 $ -- $ --
---------- ---------- ---------- ---------
---------- ---------- ---------- ---------
Funded status $ 40,783 $ 56,926 $ (10,419) $ (9,845)
Unrecognized net actuarial gain (loss) (2,113) (18,147) 586 257
Unrecognized transition (asset) obligation (24,674) (26,730) 185 230
Unrecognized prior service cost 7,661 8,241 -- --
---------- ---------- ---------- ---------
Prepaid (accrued) benefit cost $ 21,657 $ 20,290 $ (9,648) $ (9,358)
---------- ---------- ---------- ---------
---------- ---------- ---------- ---------
The Company's share of accrued benefit cost $ (275) $ (211) $ (41) $ (35)
---------- ---------- ---------- ---------
---------- ---------- ---------- ---------
Weighted-average assumptions as of December 31:
Discount rate 6.75% 7.50% 6.75% 7.50%
Expected return on plan assets 8.00% 7.50% N/A N/A
Rate of compensation increase 4.50% 4.50% N/A N/A
</TABLE>
18
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
9. RETIREMENT PLANS: (CONTINUED):
For measurement purposes, a 10.1% annual rate of increase in the per capita cost
of covered health care benefits was assumed for 1998 (5.7% for dental benefits).
The rates were assumed to decrease gradually to 5% for 2005 and remain at that
level thereafter.
<TABLE>
<CAPTION>
PENSION BENEFITS OTHER BENEFITS
1998 1997 1998 1997
---------- --------- --------- ---------
(IN THOUSANDS)
<S> <C> <C> <C> <C>
Components of net periodic benefit cost:
Service cost $ 4,506 $ 4,251 $ 239 $ 306
Interest cost 6,452 5,266 673 725
Expected return on plan assets (10,172) (9,163) -- --
Amortization of transition (asset) obligation (2,056) (2,056) 45 45
Amortization of prior service cost 580 517 -- --
Recognized net actuarial (gain) loss (677) (789) (20) 71
---------- --------- --------- ---------
Net periodic benefit cost $ (1,367) $ (1,974) $ 937 $ 1,147
---------- --------- --------- ---------
---------- --------- --------- ---------
The Company's share of net periodic benefit cost $ 64 $ 33 $ 6 $ 16
---------- --------- --------- ---------
---------- --------- --------- ---------
</TABLE>
Assumed health care cost trend rates have a significant effect on the amounts
reported for the health care plans. A one-percentage-point change in assumed
health care cost trend rates would have the following effects:
<TABLE>
<CAPTION>
1-PERCENTAGE-POINT 1-PERCENTAGE-POINT
INCREASE DECREASE
------------------- -------------------
(IN 000'S)
<S> <C> <C>
Effect on total of service and interest cost components $ 210 $ (170)
Effect on postretirement benefit obligation $ 2,026 $ (1,697)
</TABLE>
10. FAIR VALUE OF FINANCIAL INSTRUMENTS:
The following table presents the carrying amounts and fair values of the
Company's financial instruments at December 31, 1998 and 1997:
<TABLE>
<CAPTION>
1998 1997
----------------------------- -----------------------------
CARRYING CARRYING
AMOUNT FAIR VALUE AMOUNT FAIR VALUE
-------------- ------------ -------------- ------------
(IN 000'S)
<S> <C> <C> <C> <C>
ASSETS:
Bonds $ 63,175 $ 64,185 $ 71,109 $ 72,537
Mortgages 17,658 18,157 25,787 26,557
LIABILITIES:
Individual annuities $ 29,724 $ 29,212 $ 40,479 $ 38,177
</TABLE>
The major methods and assumptions used in estimating the fair values of
financial instruments are as follows:
The fair values of short-term bonds are estimated to be the amortized cost. The
fair values of long-term bonds which are publicly traded are based upon market
prices or dealer quotes.For privately placed bonds, fair values are estimated
using prices for publicly traded bonds of similar credit risk, maturity,
repayment and liquidity characteristics.
19
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
10. FAIR VALUE OF FINANCIAL INSTRUMENTS: (CONTINUED):
The fair values of the Company's general account reserves and liabilities under
investment-type contracts (insurance and annuity contracts that do not involve
mortality or morbidity risks) are estimated using discounted cash flow analyses
or surrender values. Those contracts that are deemed to have short-term
guarantees have a carrying amount equal to the estimated market value.
The fair values of mortgages are estimated by discounting future cash flows
using current rates at which similar loans would be made to borrowers with
similar credit ratings and for the same remaining maturities. 11. Statutory
Investment Valuation Reserves: The asset valuation reserve ("AVR") provides a
reserve for losses from investments in bonds, mortgage loans, real-estate and
other invested assets with related increases or decreases being recorded
directly to surplus.
Realized capital gains and losses on bonds and mortgages which relate to changes
in levels of interest rate risk are charged or credited to an IMR and amortized
into income over the remaining contractual life of the security sold.
The table shown below presents changes in the major elements of the AVR and IMR:
<TABLE>
<CAPTION>
1998 1997
-------------- --------------
AVR IMR AVR IMR
------ ------ ------ ------
(IN 000'S) (IN 000'S)
<S> <C> <C> <C> <C>
Balance, beginning of year $1,346 $ 886 $1,845 $1,174
Net realized capital (losses) gains, net
of tax (13) 265 183 231
Amortization of net investment gains -- (320) -- (519)
Unrealized investment gains 359 -- 138 --
Required by formula (644) -- (820) --
------ ------ ------ ------
Balance, end of year $1,048 $ 831 $1,346 $ 886
------ ------ ------ ------
------ ------ ------ ------
</TABLE>
12. LIABILITY FOR UNPAID CLAIMS AND CLAIM ADJUSTMENT EXPENSES:
Activity in the liability for unpaid claims and claim adjustment expense is
summarized below (in 000's).
<TABLE>
<CAPTION>
1998 1997 1996
------- ------- -------
<S> <C> <C> <C>
Balance, January 1 $10,239 $ 6,129 $ 4,320
Claims incurred 8,491 9,008 5,061
Claims paid (6,960) (4,898) (3,252)
------- ------- -------
Balance, December 31 $11,770 $10,239 $ 6,129
------- ------- -------
------- ------- -------
</TABLE>
The information presented above includes unpaid benefit claims and claim
adjustment expenses for the group life and group long-term disability contracts.
As of December 31, 1998 and 1997, the unpaid claim and claim adjustment
liability for these contracts is included in Policy Reserves.
20
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
13. FEDERAL INCOME TAXES:
The Company files a consolidated federal income tax return with Sun Life of
Canada (U.S.) and other affiliates. Federal income taxes are calculated as if
the Company filed a return as a separate company. No provision is recognized for
timing differences which may exist between financial statement and taxable
income. Such differences include reserves, depreciation and accrual of market
discount on bonds. The Company made cash payments to Sun Life of Canada (U.S.)
of $2,506,000, $1,938,000 and $2,797,000 during 1998, 1997 and 1996,
respectively.
14. LEASE COMMITMENTS:
The Company leases two separate facilities for its annuity operations and group
sales offices. Both leases commenced in March 1994. On February 24, 1999, the
Company terminated its lease at the 80 Broad Street location as it intends to
consolidate the functions performed at this facility with its parent company,
Sun Life of Canada (U.S.) (See Note 18 for further discussion). The group sales
office lease is scheduled to expire in July 1999. Consequently, the Company has
no future lease commitments to report. Rent expense under these leases in 1998,
1997 and 1996 amounted to $344,000, $348,000 and $336,000, respectively.
15. MANAGEMENT AND SERVICE CONTRACTS:
The Company has agreements with Sun Life (Canada) which provide that Sun Life
(Canada) will furnish to the Company, as requested, personnel as well as certain
investment, actuarial and administrative services on a cost reimbursement basis.
Expenses under these agreements amounted to approximately $1,037,000 in 1998,
$1,155,000 in 1997 and $1,866,000 in 1996.
16. RISK-BASED CAPITAL:
Effective December 31, 1993, the NAIC adopted risk-based capital requirements
for life insurance companies. The risk-based capital requirements provide a
method for measuring the minimum acceptable amount of adjusted capital that a
life insurer should have, as determined under statutory accounting practices,
taking into account the risk characteristics of its investments and products.
The Company has met the minimum risk-based capital requirements at December 31,
1998 and 1997.
17. ACCOUNTING POLICIES AND PRINCIPLES:
The financial statements of the Company have been prepared on the basis of
statutory accounting practices which, prior to 1996, were considered by the
insurance industry and the accounting profession to be in accordance with GAAP
for mutual life insurance companies. The primary differences between statutory
accounting and GAAP are described as follows. Statutory accounting practices do
not recognize the following assets or liabilities which are reflected under
GAAP; deferred acquisition costs, deferred federal income taxes and statutory
non admitted assets. AVR and IMR are established under statutory accounting
practices but not under GAAP. Methods for calculating real estate depreciation
and investment valuation allowances differ under statutory accounting practices
and GAAP. Premiums for investment-type products are recognized as income for
statutory purposes and as deposits to policyholders' accounts for GAAP.
Because the Company's management uses financial information prepared in
conformity with accounting policies generally accepted in Canada in the normal
course of business, the management of the Company has determined that the cost
of complying with Statement No. 120 would exceed the benefits that the Company,
or the users of its financial statements, would experience. Consequently, the
Company has elected not to apply such standards in the preparation of these
statutory financial statements.
21
<PAGE>
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Wholly-owned Subsidiary of Sun Life Assurance Company of Canada (U.S.))
NOTES TO STATUTORY FINANCIAL STATEMENTS (CONTINUED)
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
18. SUBSEQUENT EVENT:
Subsequent to December 31, 1998, the Company announced its intention to
consolidate the customer service and accounting functions, currently performed
at its office at 80 Broad Street in New York, New York, with its parent company,
Sun Life of Canada (U.S.), based in Wellesley Hills, Massachusetts. A plan to
transfer these operations, effective July 1, 1999, was presented to the New York
State Insurance Department on February 8, 1999, and is currently undergoing
review. The Company will maintain its corporate home office in the State of New
York and will continue to offer individual annuity, group life and group
disability products to residents of New York. This action is expected to improve
operating efficiencies and achieve greater economies of scale. As a result of
this event, the Company will be terminating approximately 18 employees and is
expecting to incur severance related costs ranging between $250,000 and
$490,000. In addition, the expense associated with terminating its lease at the
80 Broad Street facility will total approximately $77,000.
22
<PAGE>
INDEPENDENT AUDITORS' REPORT
TO THE BOARD OF DIRECTORS
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
We have audited the accompanying statutory statements of admitted assets,
liabilities and capital stock and surplus of Sun Life Insurance and Annuity
Company of New York ("the Company") as of December 31, 1998 and 1997, and the
related statutory statements of operations, changes in capital stock and
surplus, and cash flow for each of the three years in the period ended December
31, 1998. 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 in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits 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. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
As described more fully in Notes 1 and 17 to the financial statements, the
Company prepared these financial statements using accounting practices
prescribed or permitted by the Insurance Department of the State of New York,
which is a comprehensive basis of accounting other than generally accepted
accounting principles. The effects on the financial statements of the
differences between the statutory basis of accounting and generally accepted
accounting principles, although not reasonably determinable, are presumed to be
material.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the admitted assets, liabilities and capital stock and
surplus of Sun Life Insurance and Annuity Company of New York as of December 31,
1998 and 1997, and the results of its operations and its cash flow for each of
the three years in the period ended December 31, 1998 on the basis of accounting
described in Notes 1 and 17.
However, because of the differences between the two bases of accounting referred
to in the second preceding paragraph, in our opinion, the statutory financial
statements referred to above do not present fairly, in conformity with generally
accepted accounting principles, the financial position of Sun Life Insurance and
Annuity Company of New York as of December 31, 1998 and 1997 or the results of
its operations or its cash flow for each of the three years in the period ended
December 31, 1998.
As management has stated in Note 17, because the Company's management uses
financial information prepared in accordance with accounting principles
generally accepted in Canada in the normal course of business, the management of
Sun Life Insurance and Annuity Company of New York has determined that the cost
of complying with Statement No. 120, Accounting and Reporting by Mutual Life
Insurance Enterprises and by Insurance Enterprises for Certain Long-Duration
Participating Contracts, would exceed the benefits that the Company, or the
users of its financial statements would experience. Consequently, the Company
has elected not to apply such standards in the preparation of these financial
statements.
DELOITTE & TOUCHE LLP
February 4, 1999
(except for Note 18 for which the date is March 25, 1999.)
23
<PAGE>
SUN LIFE INSURANCE AND ANNUITY
COMPANY OF
NEW YORK
Annuity Service Mailing Address:
80 Broad Street
New York, New York 10004
LEGAL COUNSEL
Covington & Burling
1201 Pennsylvania Avenue, N.W.
P.O. Box 7566
Washington, D.C. 20044
AUDITORS
Deloitte & Touche LLP
125 Summer Street
Boston, Massachusetts 02110
CO3NY-13 5/99
<PAGE>
PART C
OTHER INFORMATION
Item 24. FINANCIAL STATEMENTS AND EXHIBITS
(a) The following Financial Statements are included in this Registration
Statement:
Included in Part A:
Condensed Financial Information -- Accumulation Unit Values
Included in Part B:
A. Financial Statements of the Registrant:
1. Statement of Condition, December 31, 1998;
2. Statement of Operations, Year Ended December 31, 1998;
3. Statements of Changes in Net Assets, Years Ended December 31, 1998
and 1997;
4. Notes to Financial Statements; and
5. Independent Auditors' Report.
B. Financial Statements of the Depositor:
1. Statutory Statements of Admitted Assets, Liabilities and Capital
Stock and Surplus, December 31, 1998 and 1997;
2. Statutory Statements of Operations, Years Ended December 31, 1998,
1997 and 1996;
3. Statutory Statements of Changes in Capital Stock and Surplus, Years
Ended December 31, 1998, 1997 and 1996;
4. Statutory Statements of Cash Flow, Years Ended December 31, 1998,
1997 and 1996;
5. Notes to Statutory Financial Statements; and
6. Independent Auditors' Report.
<PAGE>
(b) The following Exhibits are incorporated in this Registration
Statement by reference unless otherwise indicated:
(1) Resolution of the Board of Directors of the depositor dated December
3, 1984, authorizing the establishment of the Registrant;*
(2) Not applicable;
(3) (a) Marketing Coordination Agreement between the Depositor,
MFS Fund Distributors, Inc. and Clarendon Insurance Agency, Inc.;*
(b)(i) Specimen Sales Operations and General Agent Agreement;*
(b)(ii) Specimen Broker-Dealer Supervisory and Service Agent
Agreement;*
(b)(iii) Specimen Broker-Dealer Supervisory and Service Agent
Agreement;*
(4) Form of Flexible Payment Deferred Combination Variable and Fixed
Annuity Contract;**
(5) Form of Application used with the variable annuity contract filed as
Exhibit (4);**
(6) Declaration of Intent and Charter and the By-Laws of the
Depositor;*
(7) Not Applicable;
(8) Not Applicable;
(9) Previously filed;
<PAGE>
(10) Consent of Deloitte & Touche***;
(11) None;
(12) Not Applicable;
(13) Schedule for Computation of Performance Quotations**;
(14) Not applicable;
(15) Powers of Attorney****.
* Filed as an Exhibit to Post-Effective Amendment No. 2 to the Form N-4
Registration Statement of the Registrant, File No. 333-05037.
** Incorporated herein by reference to Post-Effective Amendment No. 5 to
Registrant's Registration Statement on Form N-4, File No. 33-19765, filed
April 23, 1998.
*** Filed herewith.
**** Incorporated herein by reference to Post-Effective Amendment No. 6 to
Registrant's Registration Statement on Form N-4, File No. 33-19765, filed
February 22, 1999.
Item 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR
Name and Principal Positions and Offices
Business Address with the Depositor
- -------------------- ----------------------
Donald A. Stewart Chairman and Director
150 King Street West
Toronto, Ontario
Canada M5H 1J9
C. James Prieur President and Director
One Sun Life Executive Park
Wellesley Hills,
Massachusetts 02481
John D. McNeil Director
150 King Street West
Toronto, Ontario
Canada M5H 1J9
David D. Horn Director
Strong Road
New Vineyard, Maine 04956
John S. Lane Director
150 King Street West
Toronto, Ontario
Canada M5H 1J9
Richard B. Bailey Director
63 Atlantic Avenue
Boston, Massachusetts 02110
M. Colyer Crum Director
104 Westcliff Road
Weston, Massachusetts 02193
John G. Ireland Director
680 Steamboat Road
Greenwich, Connecticut 06830
<PAGE>
Name and Principal Positions and Offices
Business Address with the Depositor
- -------------------- ----------------------
Donald B. Henderson, Jr. Director
125 West 55th Street
New York, New York 10019
Angus A. MacNaughton Director
Metro Tower, Suite 1170
950 Tower Lane
Foster City, California 94404
Fioravante G. Perrotta Director
13 Clark Lane
Essex, Connecticut 06426
Ralph F. Peters Director
66 Strimples Mill Road
Stockton, New Jersey 08559
Peter R. O'Flinn Director
125 West 55th Street
New York, New York 10019
Frederick B. Whittemore Director
1221 Avenue of the Americas
New York, New York 10020
S. Caesar Raboy Director
220 Boylston Street
Boston, Massachusetts 02110
Michael A. Cohen Vice President and
80 Broad Street Regional Manager
New York, New York 10004
James M.A. Anderson Vice President, Investments
One Sun Life Executive Park
Wellesley Hills,
Massachusetts 02481
Robert K. Leach Vice President, Individual Annuities
One Copley Place
Boston, Massachusetts 02116
L. Brock Thomson Vice President
One Sun Life Executive Park and Treasurer
Wellesley Hills,
Massachusetts 02481
Robert P. Vrolyk Vice President, Controller
One Sun Life Executive Park and Actuary
Wellesley Hills,
Massachusetts 02481
Peter F. Demuth Vice President and Chief Counsel and
One Sun Life Executive Park Assistant Secretary
Wellesley Hills,
Massachusetts 02481
Ellen B. King Secretary
One Sun Life Executive Park
Wellesley Hills,
Massachusetts 02481
<PAGE>
Item 26. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE DEPOSITOR OR
REGISTRANT
No person is directly or indirectly controlled by the Registrant. The
Registrant is a separate account of Sun Life Insurance and Annuity Company of
New York which is a wholly-owned subsidiary of Sun Life Assurance Company of
Canada (U.S.). Sun Life Assurance Company of Canada (U.S.) is an indirect
wholly-owned subsidiary of Sun Life Assurance Company of Canada.
The following is a list of corporations directly or indirectly
controlled by or under common control with Sun Life Assurance Company of
Canada, showing the state or other sovereign power under the laws of which
each is organized and the percentage ownership of voting securities giving
rise to the control relationship:
<PAGE>
<TABLE>
<CAPTION>
Percent of
State or Country Ownership
or Jurisdiction of Voting
of Incorporation Securities
---------------- ----------
<S> <C> <C>
Sun Life Assurance Company of Canada Canada 100%
- --------------------------------------------------------------------------------
Sun Life Assurance Company of Canada--
(U.S.) Operations Holdings, Inc.................. Delaware 100%
Sun Life Assurance Company of Canada
(U.K.) Holdings plc+............................. United Kingdom 100%
Sun Life of Canada Investment Management
Limited ......................................... Canada 100%
Sun Life of Canada Benefit Management
Limited ......................................... Canada 100%
Spectrum United Holdings, Inc.++ .................. Canada 100%
Sun Canada Financial Co............................ Delaware 100%
McLean Budden Limited+++ .......................... Canada 60%
Sun Life of Canada (U.S.) Holdings, Inc............ Delaware 0%*
Sun Life of Canada (U.S.) Financial
Services Holdings, Inc........................... Delaware 0%*
Sun Life of Canada Reinsurance (Barbados)
Limited ......................................... Barbados *
Sun Life of Canada (U.S.) Holdings General
Partner ......................................... Delaware *
Sun Life of Canada (U.S.) Capital Trust I ......... Delaware *
Sun Life of Canada (U.S.) Limited Partnership I ... Delaware *
Sun Life Assurance Company of Canada
(U.S.)........................................... Delaware 0%**
Sun Life Insurance and Annuity Company of
New York ........................................ New York 0%****
Sun Life of Canada (U.S.) Distributors............. Delaware 0%****
Sun Benefit Services Company, Inc. ................ Delaware 0%****
Sun Life of Canada (U.S.) SPE 97-1, Inc. .......... Delaware 0%****
Massachusetts Financial Services Company .......... Delaware 0%***
New London Trust, F.S.B............................ Federally Chartered 0%****
Sun Life Information Series Ireland Limited ....... Republic of Ireland 0%****
Clarendon Insurance Agency, Inc. .................. Massachusetts 0%*****
MFS Service Center, Inc............................ Delaware 0%*****
MFS/Sun Life Series Trust ......................... Massachusetts 0%******
Sun Capital Advisers, Inc. ........................ Delaware 0%****
MFS International, Ltd. ........................... Ireland 0%*****
MFS Institutional Advisors, Inc.................... Delaware 0%*****
MFS Fund Distributors, Inc. ....................... Delaware 0%*****
MFS Retirement Services, Inc. ..................... Delaware 0%*****
Sun Life Financial Services Limited................ Bermuda 0%****
</TABLE>
- -------
* 100% of the issued and outstanding voting securities is, directly
or indirectly, owned by Sun Life Assurance Company of Canada --
U.S. Operations Holdings, Inc.
** 100% of the issued and outstanding voting securities of Sun Life
Assurance Company of Canada (U.S.) is owned by Sun Life of Canada
(U.S.) Holdings, Inc.
*** 85% of the issued and outstanding voting securities of
Massachusetts Financial Services Company is owned by Sun Life
Canada (U.S.) Financial Services Holdings, Inc.
**** 100% of the issued and outstanding voting securities is owned by Sun
Life Assurance Company of Canada (U.S.).
***** 100% of the issued and outstanding voting securities is owned by
Massachusetts Financial Services Company.
****** 100% of the issued and outstanding voting securities of MFS/Sun Life
Series Trust is owned by separate accounts of Sun Life Assurance
Company of Canada (U.S.) and Sun Life Insurance and Annuity Company
of New York.
+ Holding Company for parent's U.K. insurance, financial services
and other subsidiaries.
++ Holding Company for mutual fund investment management and marketing
subsidiaries.
+++ Provides investment management services.
<PAGE>
Omits subsidiaries of Sun Life Assurance Company of Canada which are not
"significant subsidiaries" (as that term is defined in Rule 8b-2 under
Section 8 of the Investment Company Act of 1940) of Sun Life Assurance
Company of Canada.
None of the companies listed is a subsidiary of the Registrant, therefore
the only financial statements being filed are those of Sun Life Insurance and
Annuity Company of New York.
Item 27. NUMBER OF CONTRACT OWNERS
As of March 31, 1999 there were 892 qualified and 228 non-qualified
contracts participating in the investment experience of the Variable Account.
Item 28. INDEMNIFICATION
Article 5, Section 5.6 of the By-laws of Sun Life Insurance and Annuity
Company of New York, a copy of which was filed as Exhibit A.(6)(b) to the
Registration Statement of the Registrant on Form N-8B-2 (File No. 811-4183),
provides for indemnification of directors, officers and employees of Sun Life
Insurance and Annuity Company of New York.
Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of Sun
Life Insurance and Annuity Company of New York pursuant to the certificate of
incorporation, by-laws, or otherwise, Sun Life (N.Y.) has been advised that in
the opinion of the Securities and Exchange Commission 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 Sun Life (N.Y.) of expenses incurred or paid by a director,
officer, or controlling person of Sun Life (N.Y.) 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, Sun Life
(N.Y.) will, unless in the opinion of their counsel the matter has been settled
by controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by them is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.
Item 29. PRINCIPAL UNDERWRITERS
(a) Clarendon Insurance Agency, Inc., which is a wholly- owned
subsidiary of Sun Life Assurance Company of Canada (U.S.), acts as general
distributor for the Registrant, Sun Life of Canada (U.S.) Variable Accounts
C, D, E, F, G, H and I, Sun Life (N.Y.)
<PAGE>
Variable Accounts A and C and Money Market Variable Account, High Yield Variable
Account, Capital Appreciation Variable Account, Government Securities Variable
Account, World Governments Variable Account, Total Return Variable Account and
Managed Sectors Variable Account.
Name and Principal Positions and Offices
Business Address* with Underwriter
- ----------------- --------------------
James M.A. Anderson Director
S. Caesar Raboy Director
C. James Prieur Director
Robert P. Vrolyk Director
L. Brock Thompson Vice President and Treasurer
Donald E. Kaufman Vice President
Cynthia M. Orcutt Vice President
Laurie Lennox Vice President
Roy P. Creedon Secretary
Maura A. Murphy Assistant Secretary
Peter A. Marion Tax Officer
- --------------------
* The principal business address of all directors and officers of the
principal underwriter except Ms. Lennox is One Sun Life Executive Park,
Wellesley Hills, Massachusetts 02481. The principal business address
of Ms. Lennox is One Copley Place, Boston, Massachusetts 02116.
(c) Inapplicable.
Item 30. LOCATION OF ACCOUNTS AND RECORDS
Accounts, books and other documents required to be maintained by
Section 31(a) of the Investment Company Act of 1940 and the Rules
promulgated thereunder are maintained by Sun Life Insurance and Annuity
Company of New York, in whole or in part, at its Home Office at 80 Broad
Street, New York, New York 10004, at the offices of Sun Life Assurance
Company of Canada (U.S.) at One Copley Place, Boston Massachusetts 02116 and
One Sun Life Executive Park, Wellesley Hills, Massachusetts 02481, or at the
office of Clarendon Insurance Agency, Inc. at One Sun Life Executive Park,
Wellesley Hills, Massachusetts 02481.
Item 31. MANAGEMENT SERVICES
Not applicable.
Item 32. UNDERTAKINGS
Representation with respect to Section 26(e) of the Investment Company
Act of 1940.
Sun Life Insurance and Annuity Company of New York 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 insurance company.
Registrant is relying on the no-action letter issued by the Division of
Investment Management of the Securities and Exchange Commission to the
American Council of Life Insurance, Ref. No. IP-6-88, dated November 28,
1988, the requirements for which have been complied with by Registrant.
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act
of 1940, the Registrant certifies that it meets the requirements of
Securities Act Rule 485 for effectiveness of the Post-Effective Amendment to
its Registration Statement and has caused this Post-Effective Amendment No. 7
to its Registration Statement to be signed on its behalf, in the Town of
Wellesley Hills, and Commonwealth of Massachusetts on the 27th day of
April, 1999.
Sun Life (N.Y.)
Variable Account B
(Registrant)
Sun Life Insurance and Annuity
Company of New York
(Depositor)
By: /s/ C. JAMES PRIEUR
--------------------------------
C. James Prieur
President
Attest: /s/ EDWARD M. SHEA
------------------------------
Edward M. Shea
Assistant Vice President and Counsel
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 with the Depositor and on the dates indicated.
Signature Title Date
---------- ----- ----
/s/ C. JAMES PRIEUR President and Director April 27, 1999
- ------------------------------ (Principal Executive
C. James Prieur Officer)
<PAGE>
Signatures Title Date
---------- ----- ----
Vice President,
/s/ ROBERT P. VROLYK Controller and Actuary April 27, 1999
- ------------------------------ (Principal Accounting Officer)
Robert P. Vrolyk
* /s/ DONALD A. STEWART President April 27, 1999
- ------------------------------ and Director
Donald A. Stewart
* /s/ JOHN D. McNEIL Director April 27, 1999
- ---------------------------
John D. McNeil
* /s/ RICHARD B. BAILEY Director April 27, 1999
- ------------------------------
Richard B. Bailey
* /s/ JOHN S. LANE Director April 27, 1999
- ------------------------------
John S. Lane
* /s/ DAVID D. HORN Director April 27, 1999
- ------------------------------
David D. Horn
* /s/ JOHN G. IRELAND Director April 27, 1999
- ------------------------------
John G. Ireland
* /s/ DONALD B. HENDERSON, JR. Director April 27, 1999
- ------------------------------
Donald B. Henderson, Jr.
* /s/ FIORAVANTE G. PERROTTA Director April 27, 1999
- ------------------------------
Fioravante G. Perrotta
* /s/ FREDERICK B. WHITTEMORE Director April 27, 1999
- ------------------------------
Frederick B. Whittemore
* /s/ PETER R. O'FLINN Director April 27, 1999
- ------------------------------
Peter R. O'Flinn
- ------------------------------
* By Edward M. Shea pursuant to Power of Attorney filed as an Exhibit to
Post-Effective Amendment No. 6 to Registrant's Registration Statement on
Form N-4, File No. 33-19765, filed February 22, 1999.
<PAGE>
Signatures Title Date
---------- ----- ----
* /s/ RALPH F. PETERS Director April 27, 1999
- ------------------------------
Ralph F. Peters
* /s/ ANGUS A. MacNAUGHTON Director April 27, 1999
- ------------------------------
Angus A. MacNaughton
* /s/ M. COLYER CRUM Director April 27, 1999
- ------------------------------
M. Colyer Crum
* /s/ S. CAESAR RABOY Director April 27, 1999
- ------------------------------
S. Caesar Raboy
- ------------------------------
* By Edward M. Shea pursuant to Power of Attorney filed as an Exhibit to
Post-Effective Amendment No. 6 to Registrant's Registration Statement on
Form N-4, File No. 33-19765, filed February 22, 1999.
<PAGE>
EXHIBIT 10
INDEPENDENT AUDITORS' CONSENT
We consent to the use in this Post-Effective Amendment No. 7 to Registration
Statement No. 33-19765 of Sun Life (N.Y.) Variable Account B on Form N-4 of
our report dated February 4, 1999 accompanying the financial statements of
Sun Life (N.Y.) Variable Account B and to the use of our report dated
February 4, 1999 (except for Note 18 for which the date is March 25, 1999)
accompanying the statutory financial statements of Sun Life Insurance and
Annuity Company of New York appearing in the Statement of Additional
Information, which is part of such Registration Statement, and to the
incorporation by reference of our reports dated February 4, 1999 appearing in
the Annual Report on Form 10-K of Sun Life Insurance and Annuity Company of
New York for the year ended December 31, 1998.
We also consent to the references to us under the heading "Condensed
Financial Information -- Accumulation Unit Values" in the Prospectus, which is
part of the Registration Statement and under the heading "Accountants" in
such Statement of Additional Information.
DELOITTE & TOUCHE LLP
Boston, Massachusetts
April 27, 1999
