As filed with the Securities and Exchange Commission on July 31, 1997
File No. 2-41512
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER SECURITIES ACT OF 1933 /X/
Pre-Effective Amendment No. ___ / /
Post-Effective Amendment No. 19 /X/
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT of 1940 / /
Amendment No. __ / /
Penn Mutual Variable Annuity Account II
(Exact Name of Registrant)
THE PENN MUTUAL LIFE INSURANCE COMPANY
(Name of Depositor)
600 Dresher Road
Horsham, Pennsylvania 19044
(Address of Principal Executive Offices of Depositor)
Depositor's Telephone Number: 215-956-8000
Richard F. Plush
Vice President, Products and Programs
The Penn Mutual Life Insurance Company
600 Dresher Road
Horsham, Pennsylvania 19044
(Name and Address of Agent for Service)
Copy to:
Richard W. Grant
C. Ronald Rubley
Morgan, Lewis & Bockius LLP
2000 One Logan Square
Philadelphia, PA 19103-6993
It is proposed that this filing will become effective (check
appropriate box)
[X] immediately upon filing pursuant to paragraph (b) of Rule 485
[ ] on (date) pursuant to paragraph (b) of Rule 485
[ ] 60 days after filing pursuant to paragraph (a) of Rule 485
[ ] on (date) pursuant to paragraph (a) of Rule 485
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PART A
Information Required in a Prospectus
The Prospectus was filed on April 3, 1981 as Part
A of Post-Effective Amendment No. 18 to this
Registration Statement and is incorporated by reference.
Sales of the individual retirement annuity
contracts with variable accumulation and benefit
provisions were discontinued in 1982.
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PART B
Information Required in a Statement of Additional Information
No Statement of Additional Information was filed
under this Registration Statement.
Sales of the individual retirement annuity
contracts with variable accumulation and benefit
provisions were discontinued in 1982.
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PART C
Other Information
Part II to this Registration Statement was filed
on April 3, 1981 as Part II of Post-Effective
Amendment No. 18 to this Registration Statement
and is incorporated by reference.
This Post-Effective Amendment No. 19 amends this
Registration Statement by adding Part C - Item 32.
Sales of the individual retirement annuity
contracts with variable accumulation and benefit
provisions were discontinued in 1982.
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Amendment to Item 32
The Registration Statement is amended by adding Part C - Item 32 as
follows:
Part C
Other Information
Item 32. Undertakings
The Penn Mutual Life Insurance Company represents that the fees and
charges deducted under the Individual Retirement Annuity Contracts
With Variable Accumulation and Benefit Provisions, in the
aggregate, are reasonable in relation to the services rendered, the
expenses expected to be incurred, and the risks assumed by the
Registrant.
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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(b) for
effectiveness of this Post-Effective Amendment No. 19 of this
Registration Statement and has caused this Post-Effective Amendment
No. 19 to be signed on its behalf, in the Township of Horsham and
Commonwealth of Pennsylvania on this 31st day of July, 1997.
PENN MUTUAL VARIABLE ANNUITY ACCOUNT II
(Registrant)
By: THE PENN MUTUAL LIFE INSURANCE COMPANY
(Depositor)
By:/s/ Robert E. Chappell
Robert E. Chappell
Chairman of the Board of Trustees
and Chief Executive Officer
As required by the Securities Act of 1933, this
Registration Statement has been signed by the following persons, in
the capacities indicated, on the 31st day of July, 1997.
Signature Title
/s/ Robert E. Chappell Chairman of the Board of Trustees
Robert E. Chappell and Chief Executive Officer
/s/ Nancy S. Brodie Executive Vice President and
Nancy S. Brodie Chief Financial Officer
/s/ Ann M. Strootman Vice President and Controller
Ann M. Strootman
JULIA CHANG BLOCH Trustee
*JAMES A. HAGEN Trustee
*PHILLIP E. LIPPINCOTT Trustee
*JOHN F. MCCAUGHAN Trustee
EDMUND F. NOTEBAERT Trustee
*ALAN B. MILLER Trustee
ROBERT H. ROCK Trustee
*DANIEL J. TORAN Trustee
*NORMAN T. WILDE, JR. Trustee
*WESLEY S. WILLIAMS, JR. Trustee
*By: /s/ Robert E. Chappell
Robert E. Chappell, attorney-in-fact
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