As filed with the Securities and Exchange Commission on July 31, 1997
REGISTRATION NO. 33-37129
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------
POST-EFFECTIVE AMENDMENT NO. 5
TO
FORM S-6
----------
FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT TRUSTS
REGISTERED ON FORM N-8B-2
----------
PHOENIX HOME LIFE VARIABLE UNIVERSAL LIFE ACCOUNT
(EXACT NAME OF TRUST)
PHOENIX HOME LIFE MUTUAL INSURANCE COMPANY
(NAME OF DEPOSITOR)
----------
ONE AMERICAN ROW
HARTFORD, CONNECTICUT 06115
(COMPLETE ADDRESS OF DEPOSITOR'S PRINCIPAL EXECUTIVE OFFICES)
----------
DONA D. YOUNG, ESQUIRE
EXECUTIVE VICE PRESIDENT AND GENERAL COUNSEL
PHOENIX HOME LIFE MUTUAL INSURANCE COMPANY
ONE AMERICAN ROW
HARTFORD, CONNECTICUT 06115
(NAME AND COMPLETE ADDRESS OF AGENT FOR SERVICE)
----------
COPIES TO:
EDWIN L. KERR, ESQ.
COUNSEL
PHOENIX HOME LIFE MUTUAL INSURANCE COMPANY
HARTFORD, CONNECTICUT 06115
----------
It is proposed that this filing will become effective:
[X] immediately upon filing pursuant to paragraph (b);
[ ] on pursuant to paragraph (b);
[ ] 60 days after filing pursuant to paragraph (a)(1); or
[ ] on pursuant to paragraph (a)(1) of Rule 485.
[ ] this Post-Effective Amendment designates a new effective date for a
previously filed post-effective amendment.
----------
Pursuant to Rule 24f-2 under the Investment Company Act of 1940, the Registrant
has chosen to register an indefinite amount of securities being offered. On
February 21, 1997, the Registrant filed its Rule 24f-2 Notice for the most
recent fiscal year.
================================================================================
<PAGE>
EXPLANATORY NOTE
Pursuant to the SEC staff's position in No-Action letters concerning annual
update requirements for inactive contracts (e.g., Great West Life and Annuity
Insurance Co. (pub. avail. Oct. 23, 1990)), Registrant no longer files annual
post-effective amendments to this Form N-4. This post-effective amendment is
filed only for the purpose of including the new "reasonableness" representation
as to contract charges as required by the National Securities Markets
Improvement Act of 1996, pursuant to the Commission's interpretation set forth
in the general guidance letter dated November 7, 1996.
The following pages from the Post-Effective Amendment Nos. 2, 3 and 4 to the
Registration Statement on Form S-6 filed with the Securities and Exchange
Commission on June 23, 1992, July 2, 1992 and July 16, 1992, respectively, are
incorporated herein by reference thereto:
Cross Reference Pages to Items Required by Form N-8B-2
Prospectus, pages 1 through 32
ICAP Variable Life Account One Financial Statements for December 31, 1991
and 1990
ICAP Variable Life Account One Financial Statements for June 30, 1992
(unaudited)
Phoenix Mutual Financial Statements for December 31, 1991 and 1990
Phoenix Home Life Supplemental Financial Statements for December 31, 1991
Appendix A, pages A-1 through A-14, and Appendix B
Part II, pages II-1 through II-4
Exhibits, except Exhibits 6 and 7
<PAGE>
REASONABLENESS REPRESENTATION
Pursuant to Section 26(e)(2)(A) of the Investment Company Act of 1940,
as amended, Phoenix Home Life Mutual Insurance Company ("Phoenix Home Life")
represents that the fees and charges deducted under the Policies, in the
aggregate, are reasonable in relation to the services rendered, the expenses
expected to be incurred and the risks to be assumed thereunder by Phoenix Home
Life.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant,
Phoenix Home Life Variable Universal Life Account certifies that it meets all of
the requirements for effectiveness of this registration statement pursuant to
Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment
No. 5 to the Registration Statement to be signed on its behalf by the
undersigned thereunto duly authorized, in the City of Hartford, State of
Connecticut on the 31st day of July, 1997.
PHOENIX HOME LIFE VARIABLE UNIVERSAL LIFE ACCOUNT
-------------------------------------------------
(Registrant)
By: PHOENIX HOME LIFE MUTUAL INSURANCE COMPANY
------------------------------------------
(Depositor)
By: /s/ Dona D. Young
-------------------------------------------
*Dona D. Young, Executive Vice President,
Individual Insurance and General Counsel
ATTEST: /s/ John H. Beers
------------------------------------
John H. Beers, Assistant Secretary
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons
in the capacities indicated on the 31st day of July, 1997.
SIGNATURE TITLE
--------- -----
Director
- ---------------------------------------
*Sal H. Alfiero
Director
- ---------------------------------------
*J. Carter Bacot
Director
- ---------------------------------------
*Carol H. Baldi
Director
- ---------------------------------------
*Peter C. Browning
Director
- ---------------------------------------
Arthur P. Byrne
Director
- ---------------------------------------
*Richard N. Cooper
Director
- ---------------------------------------
*Gordon J. Davis
Chairman of the Board, President
- --------------------------------------- and Chief Executive Officer
*Robert W. Fiondella (Principal Executive Officer)
Director
- ---------------------------------------
*Jerry J. Jasinowski
Director
- ---------------------------------------
*John W. Johnstone
S-1(c)
<PAGE>
SIGNATURE TITLE
--------- -----
Director
- ---------------------------------------
*Marilyn E. LaMarche
Director
- ---------------------------------------
*Philip R. McLoughlin
Director
- ---------------------------------------
Indra K. Nooyi
Director
- ---------------------------------------
*Charles J. Paydos
Director
- ---------------------------------------
*Herbert Roth, Jr.
Executive Vice President and
- --------------------------------------- Chief Financial Officer
*David W. Searfoss (Principal Accounting and Financial
Officer)
Director
- ---------------------------------------
*Robert F. Vizza
Director
- ---------------------------------------
*Robert G. Wilson
By: /s/ Dona D. Young
-----------------------------------
* Dona D. Young as Attorney in Fact pursuant to Powers of Attorney, copies of
which are incorporated by reference to Post-Effective Amendment No. 12 to
Registration Statement 33-6793 on Form S-6 filed April 22, 1996.
S-2(c)