<PAGE>
As filed with the Securities and Exchange Commission on
22 April 1999
Registration No. 333-53477
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Post-Effective Amendment No. 2
TO
FORM S-6
FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT
TRUSTS REGISTERED ON FORM N-8B-2
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
(Exact Name of Registrant)
GENERAL AMERICAN LIFE INSURANCE COMPANY
700 Market Street
St. Louis, MO 63101
(Name and Address of principal executive office of depositor)
Matthew P. McCauley, Esquire
General American Life Insurance Company
700 Market Street
St. Louis, MO 63101
(Name and Address of Agent for Service of Process)
<PAGE>
<PAGE>
It is proposed that this filing will become effective (check
appropriate space)
[ ] immediately upon filing pursuant to paragraph (b), of
Rule 485
[ X ] on 1 May 1999 pursuant to paragraph (b) of Rule 485
[ ] 60 days after filing pursuant to paragraph (a)(1) of
Rule 485
[ ] on 1 May 1999, pursuant to paragraph (a)(1) of Rule 485
[ ] 75 days after filing pursuant to paragraph (a)(2) of
Rule 485
[ ] on (date) pursuant to paragraph (a)(2) of Rule 485
[ ] this post-effective amendment designates a new
effective date for a previously filed post-effective
amendment
DECLARATION PURSUANT TO RULE 24f-2
Pursuant to Rule 24f-2 under the Investment Company Act of 1940, an
indefinite number or amount of securities has been registered under the
Securities Act of 1933. The Registrant filed the 24f-2 Notice for the
fiscal year ended December 31, 1998 on 30 March 1999.
<PAGE>
<PAGE>
RECONCILIATION AND TIE BETWEEN ITEMS
IN FORM N-8B-2 AND THE PROSPECTUS
Item No. of
Form N-8B-2 Caption in Prospectus
----------- ---------------------
1. Cover Page
2. Cover Page
3. Not Applicable
4. Distribution of the Policies
5. The Company and the Separate Account
6. The Separate Account
7. Not Required
8. Not Required
9. Legal Proceedings
10. Summary; Policy Benefits; Policy Rights;
Charges and Deductions; General Matters;
Voting Rights
11. Summary; General American Capital
Company
American Century Variable
Portfolios/J.P. Morgan Series Trust
II/Variable Insurance Products
Fund/Variable Insurance Products Fund
II/VanEck Worldwide Insurance Trust
12. Summary; The Company and the Separate
Account
13. Summary; Charges and Deductions
14. Summary; Payment and Allocation of
Premiums
15. Payment and Allocation of Premiums
16. Payment and Allocation of Premiums
17. Summary; Policy Rights; Payment and
Allocation of Premiums; Charges and
Deductions
18. Payment and Allocation of Premiums
19. General Matters; Voting Rights
20. Not Applicable
21. Policy Rights; General Matters
22. Not Applicable
23. Safekeeping of the Separate Account's
Assets
24. General Matters
25. The Company and the Separate Account
26. Not Applicable
i
<PAGE>
<PAGE>
Item No. of
Form N-8B-2 Caption in Prospectus
----------- ---------------------
27. The Company and the Separate Account
28. Management of the Company
29. The Company and the Separate Account
30. Not Applicable
31. Not Applicable
32. Not Applicable
33. Not Applicable
34. Not Applicable
35. The Company and the Separate Account
36. Not Required
37. Not Applicable
38. Summary; Distribution of the Policies
39. Summary; Distribution of the Policies
40. Distribution of the Policies
41.(a) The Company and the Separate Account;
Distribution of the Policies
(b) Not required
(c) Not required
42. Not Applicable
43. Not Applicable
44. Payment and Allocation of Premiums
45. Not Applicable
46. Policy Rights
47. Payment and Allocation of Premiums
48. Not Applicable
49. Not Applicable
50. The Separate Account
51. Cover Page; Summary; Policy Benefits;
Policy Rights; Payment and Allocation
of Premiums
52. The Company and the Separate Account
53. Federal Tax Matters
54. Not Applicable
55. Not Applicable
56. Not Required
57. Not Required
58. Not Required
59. Not Required
- ii -
<PAGE>
<PAGE>
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
ISSUED BY
GENERAL AMERICAN LIFE INSURANCE COMPANY
700 MARKET STREET
ST. LOUIS, MO 63101
(314) 231-1700
This Prospectus describes an individual flexible premium variable life
insurance Policy ("the Policy") offered by General American Life
Insurance Company ("General American" or "the Company"). The Policy is
designed to provide lifetime insurance protection and to provide
maximum flexibility to vary premium payments and change the level of
death benefits payable under the Policy. This flexibility allows you
to provide for changing insurance needs under a single insurance
policy. You also have the opportunity to allocate Net Premiums among
several investment portfolios with different investment objectives.
The Policy provides:
(1) a Cash Surrender Value that can be obtained by surrendering the
Policy;
(2) Policy Loans; and
(3) a death benefit payable at the Insured's death.
As long as a Policy remains in force before the Insured's Attained Age
100, the death benefit will be at least the current Face Amount of the
Policy. A Policy will remain in force as long as its Cash Surrender
Value is sufficient to pay the monthly charges.
After the end of the "Right to Examine Policy" period, you may allocate
the Net Premiums to one or more of the Divisions of General American
Separate Account Eleven ("the Separate Account") or, in some contracts,
to General American's General Account.
You will find a list of the Funds in the Separate Account, the fund
managers, and the investment objectives in the Summary on page 13.
Note that investment results in the Separate Account are not guaranteed
- -- you may either make money or lose money. Depending on investment
results, the policy could lapse or the death benefit could change.
The Prospectus of each Fund contains a full description of the Fund,
including the investment policies, restrictions, risks, and charges.
You should receive a Prospectus for each Fund along with this
Prospectus for the Policy.
In most policies you may also invest all or part of your cash value in
the General Account, which guarantees at least 4% interest.
It may not be advantageous to purchase a Policy as a replacement for
another type of life insurance or as a means to obtain additional
insurance protection if the purchaser already owns another flexible
premium variable life insurance policy.
These securities have not been approved or disapproved by the
Securities and Exchange Commission nor has the Commission passed upon
the accuracy or adequacy of this prospectus. Any representation to the
contrary is a criminal offense.
Please read this Prospectus carefully and keep it for future reference.
The date of this Prospectus is May 1, 1999. The Policies are not
available in all states.
This prospectus does not constitute an offering in any jurisdiction in
which such offering may not be lawfully made. No dealer, salesman, or
other person is authorized to give any information or make any
representations in connection with this offering other than those
contained in this prospectus, and, if given or made, such other
information or representations must not be relied upon.
<PAGE>
<PAGE>
TABLE OF CONTENTS
Page
Summary 4
Definitions 12
The Company and the Separate Account 13
The Company
The Separate Account
General American Capital Company
Russell Insurance Funds
American Century Variable Portfolios
J.P. Morgan Series Trust II
Variable Insurance Products Fund
Variable Insurance Products Fund II
Van Eck Worldwide Insurance Trust
Addition, Deletion, or Substitution of Investments 17
Policy Benefits 17
Death Benefit
Cash Value
Policy Rights 21
Loans
Surrender, Partial Withdrawals and Pro Rata Surrender
Transfers
Portfolio Rebalancing
Dollar Cost Averaging
Right to Examine Policy
Death Benefit at Attained Age 100
Payment and Allocation of Premiums 26
Issuance of a Policy
Premiums
Allocation of Net Premiums and Cash Value
Policy Lapse and Reinstatement
Charges and Deductions 28
Premium Expense Charges
Monthly Deduction
Contingent Deferred Sales Charge
Separate Account Charges
Dividends 31
The General Account 31
General Matters 33
Distribution of the Policies 36
Federal Tax Matters 36
Unisex Requirements Under Montana Law 39
Safekeeping of the Separate Account's Assets 40
Voting Rights 40
State Regulation of the Company 40
Management of the Company 41
Legal Matters 43
Legal Proceedings 44
Experts 44
Additional Information 44
Financial Statements 44
Appendix A - Illustration of Death Benefits and
Cash Values 45
SUMMARY
THROUGHOUT THIS SUMMARY, THE TERMS "YOU" AND "YOUR" REFER TO THE OWNER
OF THE POLICY. THE OWNER MAY OR MAY NOT BE THE PERSON INSURED UNDER
THE POLICY. THE TERMS "WE," "US," AND "OUR" REFER TO GENERAL AMERICAN
LIFE INSURANCE COMPANY.
<PAGE>
<PAGE>
THE INFORMATION IN THIS SECTION IS JUST A SUMMARY, WRITTEN IN "LAYMEN'S
TERMS" TO HELP YOU UNDERSTAND THE POLICY. HOWEVER, BOTH YOUR POLICY
AND THIS PROSPECTUS ARE LEGAL DOCUMENTS. IF YOU HAVE QUESTIONS ABOUT
THEM, YOU SHOULD CONTACT YOUR AGENT OR OTHER COMPETENT PROFESSIONAL
ADVISERS.
IN PREPARING THIS SUMMARY, WE ASSUME THAT THE POLICY IS IN FORCE, AND
THAT YOU HAVE NOT BORROWED ANY OF THE CASH VALUE.
THE POLICY. You are purchasing a life insurance policy. Like many
life insurance policies, it has both a death benefit and a cash value.
The death benefit is the amount of money that we will pay to the
beneficiary if the person insured under the policy dies while the
policy is in force. The cash value is the amount of money accumulated
in your policy as an investment at any time. The cash value consists
of the premiums you have paid, reduced by the expenses deducted for
operation of the policy, and either increased or decreased by
investment results.
You have certain rights, including the right to borrow or withdraw
money from the policy's cash value and the right to select the funds in
which you will invest your premiums.
You have the right to review the policy and decide whether you want to
keep it. If you decide not to keep the policy, you may return it to
us or to your agent during the "Right to Examine Policy Period." This
period is sometimes referred to as the "Free Look Period." It normally
ends on the latter of:
1. twenty days after you receive the policy or
2. forty-five days after you signed the application.
In some states the period may be longer. Your agent can tell you if
this is the case.
During the "Right to Examine Policy Period" we will hold any premiums
you have paid in the money market fund. If you return the policy
before the end of the free look period, we will cancel the policy and
return any premiums you have paid. (For policies issued in Kansas, the
rules are different. Your agent can provide you with the details.)
(See Policy Rights - Right to Examine Policy.)
When the "Right to Examine Policy Period" ends, we will deduct any
charges due and transfer the rest of the money (your "net premium")
into the investment funds that you have selected. We will continue to
transfer future net premiums into the investments that you select as
soon as we receive the premiums.
The policy is a "flexible premium" policy. This means that you may,
within limits described below, make premium payments at any time and in
any amount you choose. You do not have to make premium payments
according to a fixed schedule, although you may choose to do so.
There are limits on the amount that you may pay into the policy without
creating tax consequences. If you make a premium payment that exceeds
the limit, we will notify you and offer to refund the excess paid.
We will deduct certain expenses from your cash value. These expenses
are described below. In addition, your cash value may increase or
decrease, depending on the investment experience of the funds you
select. Because it is possible for your cash value to decrease, you
may have to pay additional premiums in order to keep the policy in
force.
As long as there is enough money in your cash value to pay the monthly
charges, your death benefit will always be at least the face amount of
your policy, minus any amount that you have borrowed from the policy.
The face amount of your policy means the amount of insurance that you
have purchased. It is shown on the specifications page of your policy.
We will notify you if your cash value is not enough to pay the monthly
charges. If that happens, you will have 62 days to make a premium
payment big enough to bring your cash value up to the amount required
to pay the charges. If you make the premium payment, the policy will
stay in force. If you don't, the policy will lapse, or terminate with
no value. (See Payment and Allocation of Premiums - Policy Lapse and
Reinstatement.)
INVESTING YOUR CASH VALUE. You may tell us to invest your cash value
in either the general account or the separate account, or you may split
your cash value between them.
THE GENERAL ACCOUNT. The general account is an interest-bearing
account. Money in the general account is guaranteed to earn at least
4% interest, and it may earn more. General American determines the
current interest rate from time to time, and we will notify you in
advance of any changes. We have the right to limit the amount of money
that you may put into the general account.
THE SEPARATE ACCOUNT. The separate account consists of divisions,
which represent different types of investments. Each division may
either make money or lose money. Therefore if you invest in a division
of the separate account, you may either make money or lose money,
depending on the investment experience of that division. There is no
guaranteed rate of return in the separate account.
<PAGE>
There are currently twenty-four divisions, or investment options,
available in the separate account. These divisions represent
investment funds run by
2
<PAGE>
<PAGE>
various investment companies. The investment companies hire advisers
to operate or advise on the day-to-day operation of the funds.
The following list shows the investment companies whose funds are
available under the policy, along with the managers or advisers and the
divisions that they oversee:
<TABLE>
- -------------------------------------------------------------------------------------------------------
<CAPTION>
INVESTMENT COMPANY INVESTMENT MANAGER/ADVISER
- -------------------------------------------------------------------------------------------------------
<S> <C>
General American Capital Company Conning Asset Management Company
- -------------------------------------------------------------------------------------------------------
Russell Insurance Funds Frank Russell Investment Management Company
- -------------------------------------------------------------------------------------------------------
American Century Variable Portfolios American Century Investment Management, Inc.
- -------------------------------------------------------------------------------------------------------
J.P. Morgan Series Trust II J.P. Morgan Investment Management, Inc.
- -------------------------------------------------------------------------------------------------------
Fidelity Investments Variable Insurance Products Fund Fidelity Management & Research Company
- -------------------------------------------------------------------------------------------------------
Fidelity Investments Variable Insurance Products Fund II Fidelity Management & Research Company
- -------------------------------------------------------------------------------------------------------
Van Eck Worldwide Insurance Trust Van Eck Associates Corporation
- -------------------------------------------------------------------------------------------------------
</TABLE>
These investment funds have different investment goals and strategies,
which we have summarized in the following table. You should review the
prospectus of each fund, or seek professional guidance in determining
which fund(s) best meet your objectives.
<TABLE>
- --------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
INVESTMENT FUND INVESTMENT OBJECTIVE
---------- ---- ---------- ---------
MANAGER NAME TYPE
------- ---- ----
- --------------------------------------------------------------------------------------------------------------------------------
<C> <C> <C> <S>
Conning To achieve a rate of return that parallels the
Asset Management S&P 500 Index Fund Growth & Income return of the stock market as a whole, as
Company represented by the Standard and Poor's 500 Stock
Index.
- --------------------------------------------------------------------------------------------------------------------------------
Conning To obtain the highest level of current income
Asset Management Money Market Fund Money Market consistent with the preservation of capital and
Company maintenance of liquidity.
- --------------------------------------------------------------------------------------------------------------------------------
Conning To provide a rate of return that reflects the
Asset Management Bond Index Fund Corporate Bonds performance of the bond market as a whole, as
Company measured by the Lehman Brothers
Government/Corporate Bond Index.
- --------------------------------------------------------------------------------------------------------------------------------
Conning
Asset Management Asset Allocation Fund Balanced To obtain a high rate of long-term return,
Company composed of capital growth and income.
- --------------------------------------------------------------------------------------------------------------------------------
Conning
Asset Management Managed Equity Fund Growth To obtain long-term capital growth through
Company investment in common stocks.
- --------------------------------------------------------------------------------------------------------------------------------
To obtain investment results that parallel the
Conning International Growth price and yield performance of publicly-traded
Asset Management Index Fund International Stock common stocks in the Morgan Stanley Capital
Company International, Europe, Australia, and Far East
Index ("EAFE Index").
- --------------------------------------------------------------------------------------------------------------------------------
3
<PAGE>
<PAGE>
- --------------------------------------------------------------------------------------------------------------------------------
INVESTMENT FUND INVESTMENT OBJECTIVE
---------- ---- ---------- ---------
MANAGER NAME TYPE
------- ---- ----
- --------------------------------------------------------------------------------------------------------------------------------
To obtain long-term capital appreciation through
Conning investment primarily in common stocks of
Asset Management Mid-Cap Equity Fund Growth U.S.-based, publicly traded companies with medium
Company market capitalization, defined as within the
range of the S&P Mid-Cap 400 at the time of the
Fund's investment.
- --------------------------------------------------------------------------------------------------------------------------------
To provide a high rate of return through
Conning investment in the common stock of small companies,
Asset Management Small-Cap Equity Fund Aggressive Growth making up, at one time, the smallest 20% of
Company U.S.-based companies on the New York Stock
Exchange.
- --------------------------------------------------------------------------------------------------------------------------------
To seek capital appreciation, normally through
Fidelity Management & Growth Portfolio Growth purchases of common stocks, although its
Research Company investments are not restricted to any one type of
security.
- --------------------------------------------------------------------------------------------------------------------------------
Fidelity Management & Equity-Income Portfolio Growth & Income To seek reasonable income by investing primarily
Research Company in income-producing equity securities.
- --------------------------------------------------------------------------------------------------------------------------------
Fidelity Management & Overseas Portfolio Growth: To seek long-term growth of capital primarily
Research Company International Stock through investment in foreign securities.
- --------------------------------------------------------------------------------------------------------------------------------
To seek a high total return with reduced risk over
Fidelity Management & Asset Manager Portfolio Balanced the long-term by allocating its assets among
Research Company domestic and foreign stocks, bonds, and short-term
fixed income instruments.
- --------------------------------------------------------------------------------------------------------------------------------
To seek a high level of current income by
Fidelity Management & High Income Portfolio High Yield Bond investing primarily in high yielding, lower-rated,
Research Company fixed income securities, while also considering
growth of capital.
- --------------------------------------------------------------------------------------------------------------------------------
To seek long-term capital appreciation by
investing in equity and debt securities of
Van Eck Associates Worldwide Hard Aggressive Growth: companies engaged in the exploration, development,
Corporation Assets Fund Specialty production, and distribution of gold and other
natural resources such as strategic and other
metals, minerals, forest products, oil, natural
gas, and coal.
- --------------------------------------------------------------------------------------------------------------------------------
To obtain long-term capital appreciation by
investing in equity securities in emerging markets
Van Eck Associates Worldwide Emerging Aggressive Growth: around the world. The Fund emphasizes primarily
Corporation Markets Fund International Stock investment in countries that, compared to the
world's major economies, exhibit relatively low
gross national product per capita, as well as
the potential for rapid economic growth.
- --------------------------------------------------------------------------------------------------------------------------------
Frank Russell
Investment Management Multi-Style Equity Growth & Income To obtain income and capital growth by investing
Company Fund principally in equity securities.
- --------------------------------------------------------------------------------------------------------------------------------
Frank Russell To provide capital appreciation by assuming a
Investment Management Aggressive Equity Aggressive Growth higher level of volatility than is ordinarily
Company Fund expected from the Multi-Style Equity Fund, by
investing in equity securities.
- --------------------------------------------------------------------------------------------------------------------------------
4
<PAGE>
<PAGE>
- --------------------------------------------------------------------------------------------------------------------------------
INVESTMENT FUND INVESTMENT OBJECTIVE
---------- ---- ---------- ---------
MANAGER NAME TYPE
------- ---- ----
- --------------------------------------------------------------------------------------------------------------------------------
To achieve favorable total return and additional
Frank Russell Growth: diversification for United States investors by
Investment Management Non-U.S. Fund International Stocks investing primarily in equity and debt securities
Company and Bonds of non-United States companies and non-United
States governments.
- --------------------------------------------------------------------------------------------------------------------------------
Frank Russell To maximize total return through capital
Investment Management Core Bond Fund Growth & Income appreciation and income by assuming a level of
Company volatility consistent with the broad fixed-income
market, by investing in fixed-income securities.
- --------------------------------------------------------------------------------------------------------------------------------
J.P. Morgan Investment To provide a high total return consistent with
Management, Inc. Bond Portfolio Growth & Income moderate risk of capital and maintenance of
liquidity.
- --------------------------------------------------------------------------------------------------------------------------------
To provide high total return from a portfolio of
equity securities of small companies. The Fund
J.P. Morgan Investment Small Company Aggressive Growth invests at least 65% of the value of its total
Management, Inc. Portfolio assets in the common stock of small U.S. companies
primarily with market capitalizations less than $1
billion.
- --------------------------------------------------------------------------------------------------------------------------------
To attain long-term growth of capital as well as
American Century current income. The Fund pursues a total return
Investment Income & Growth Fund Growth & Income and dividend yield that exceeds those of the S&P
Management, Inc. 500 by investing in stocks of companies with
strong dividend growth potential.
- --------------------------------------------------------------------------------------------------------------------------------
To obtain capital growth over time by investing in
common stocks of foreign companies considered to
American Century have better-than-average prospects for
Investment International Fund Aggressive Growth: appreciation. Because this Fund invests in
Management, Inc. International Stock foreign securities, a higher degree of short-term
price volatility, or risk, is expected due to
factors such as currency fluctuation and political
instability.
- --------------------------------------------------------------------------------------------------------------------------------
To attain long-term capital growth, with income as
American Century a secondary objective. The Fund invests primarily
Investment Value Fund Growth in equity securities of well-established companies
Management, Inc. that are believed by management to be undervalued
at the time of purchase.
- --------------------------------------------------------------------------------------------------------------------------------
</TABLE>
You may change the investments that you want to use for your future
premiums by notifying our Home Office.
You may transfer your cash value among the various investment funds,
and you may withdraw money, but there are certain rules. We don't
charge you a transaction fee for the first twelve transfers or
withdrawals in a policy year, but we charge a $25 fee for each transfer
or withdrawal after the first twelve. (A policy year is measured
beginning on the anniversary of the date that the policy was issued,
and ending on the day before the next anniversary.)
We have the right to change or eliminate transfers in the future, although
we don't currently intend to do so.
CHARGES AND DEDUCTIONS. There are certain costs that we charge you for
issuing your policy and keeping it in force. This section describes
those charges -- what they are and what they cover.
SALES CHARGE. Each time you pay a premium, we deduct a portion to
cover expenses of the policy. Part of this deduction covers sales
charges. We guarantee that this part of the deduction will never
exceed the following amounts:
* in the first policy year, 15% of the amount you pay up to the
target premium and 5% of the
5
<PAGE>
<PAGE>
amount you pay above the target premium. (The amount of the
target premium varies by age and risk class, and is shown in your
policy.)
* in the 2nd through 10th Policy Years, 5% of the actual premium
you pay;
* in the 11th Policy Year and later, 2% of the actual premium you
pay.
For policies issued in the state of Oregon we deduct an additional 2%
of actual premium paid in all policy years.
TAX CHARGE. The Federal government and many states and territories
impose taxes or charges on insurance premiums. We deduct from your
premium payment the amount required to pay these taxes and charges. We
deduct 1.3% of each premium payment to pay the Federal charge. The
amount we deduct to pay the state and territory charges varies by
state. It ranges from 0% to 4%, with an average of about 2.1%.
If the tax rates change, we may change the amount of the deduction to
cover the new charge. (See Charges and Deductions - Premium Expense
Charges.)
If we are required by law to pay taxes based on the separate account,
we may charge an appropriate share to policies that invest in the
separate account. (See Federal Tax Matters.)
SURRENDER CHARGE. If you surrender your policy or let it lapse during
the first ten policy years, we will keep part of the cash value to help
us recover the costs of selling and issuing the policy. This charge is
called a Contingent Deferred Sales Charge (CDSC) or, more simply, a
surrender charge.
The surrender charge is 45% of the target premium if you surrender the
policy or let it lapse during the first five policy years. After that
the amount of the surrender charge goes down each month. After the
10th policy year there is no charge.
There is a table in your policy that shows the amount of the target
premium and the percentage of the surrender charge for each month.
If you withdraw money from your policy or if you surrender a portion of
your policy, we will charge a pro-rated portion of the surrender
charge.
Of course, if you don't surrender all or part of your policy, or let it
lapse, or withdraw cash from it, then you will not pay a surrender
charge.
If you increase the face amount of your policy, the increase will have
its own surrender charge for the first 10 policy years following the
increase.
(See Policy Rights - Surrender, Partial Withdrawals, and Pro-Rata
Surrender; Policy Benefits - Death Benefit; and Charges and Deductions
- - Contingent Deferred Sales Charge.)
Under certain conditions, applied in a uniform and nondiscriminatory
manner, we may reduce the surrender charge. (See Adjustment of
Charges.)
ADMINISTRATIVE FEE. We charge a monthly fee to cover your policy's
administrative cost. This charge is $25 each month for the first
policy year, and $6 each month after the first policy year. We will
deduct the charge from your cash value each month.
SELECTION AND ISSUE EXPENSE CHARGE. This charge allows us to recover
part of the commissions and other costs of issuing your policy. We
determine the amount of the charge based on the size of your policy and
on the age, sex, and risk class of the person insured under the policy.
The charge ranges from about 4 cents per $1,000 of Face Amount to about
65 cents per $1,000. We deduct the charge from your cash value each
month for the first ten policy years. If you increase the face amount
of your policy, there is a new charge associated with that increase
until it has been in effect for ten policy years.
COST OF INSURANCE. Because this is a life insurance policy, it has a
death benefit. We charge an insurance cost each month to cover the
risk that you will die and we will have to pay the death benefit.
The amount of this charge varies with the age, sex, risk class of the
person insured under the policy, and the amount of the death benefit at
risk -- if the risk of death or the amount of the death benefit is
greater, then the cost of insurance is also greater. We deduct the
cost of insurance from your cash value each month.
We make another charge to cover mortality and expense risks under the
Policy. We calculate this charge based on a percentage of the net
assets in each division of the separate account. Rather than deducting
the charge from the cash value, we apply the charge by adjusting the
net rate of return in the separate account. We guarantee that the
charge will not exceed the following amounts, shown on an annual
percentage basis:
6
<PAGE>
<PAGE>
Policy years 1-10 .55% of net separate account assets
Policy years 11-20 .45% of net separate account assets
Policy years 21+ .35% of net separate account Assets
(See Charges and Deductions - Separate Account Charges.)
We pay the operating expenses of the separate account. The investment
funds pay for their own operating expenses and investment fees. For a
description of these charges, see Charges and Deductions - Separate
Account Charges.
The following chart shows the operating expenses of the funds as
reported for the fiscal year ending December 31, 1998:
<PAGE>
<TABLE>
- --------------------------------------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES<F1>
As a Percentage of Average Net Assets
- --------------------------------------------------------------------------------------
<CAPTION>
INVESTMENT
FUND ADVISORY / OTHER EXPENSES TOTAL
MANAGEMENT
FEE
- --------------------------------------------------------------------------------------
GENERAL AMERICAN CAPITAL COMPANY
- --------------------------------------------------------------------------------------
<S> <C> <C> <C>
S&P 500 Index Fund .25% .05% .30%
- --------------------------------------------------------------------------------------
Money Market Fund .125% .08% .205%
- --------------------------------------------------------------------------------------
Bond Index Fund .25% .05% .30%
- --------------------------------------------------------------------------------------
Managed Equity Fund .40%<F2> .10% .50%
- --------------------------------------------------------------------------------------
Asset Allocation Fund .50% .10% .60%
- --------------------------------------------------------------------------------------
International Index Fund .50%<F3> .30% .80%
- --------------------------------------------------------------------------------------
Mid-Cap Equity Fund .55%<F4> .10% .65%
- --------------------------------------------------------------------------------------
Small-Cap Equity Fund .25% .05% .30%
- --------------------------------------------------------------------------------------
<CAPTION>
RUSSELL INSURANCE FUNDS
(Amounts shown are after fee waivers and expense reimbursements described below.)
- --------------------------------------------------------------------------------------
<S> <C> <C> <C>
Multi-Style Equity Fund .09%<F5> .83% .92%<F5>
- --------------------------------------------------------------------------------------
Aggressive Equity Fund .00%<F6> 1.25% 1.25%<F6>
- --------------------------------------------------------------------------------------
Non-U.S. Fund .00%<F7> 1.30% 1.30%<F7>
- --------------------------------------------------------------------------------------
Core Bond Fund .00%<F8> .80% .80%<F8>
- --------------------------------------------------------------------------------------
<CAPTION>
AMERICAN CENTURY VARIABLE PORTFOLIOS
- --------------------------------------------------------------------------------------
<S> <C> <C> <C>
Income & Growth Fund .70% .00% .70%
- --------------------------------------------------------------------------------------
International Fund 1.50% .00% 1.50%
- --------------------------------------------------------------------------------------
Value Fund 1.00% .00% 1.00%
- --------------------------------------------------------------------------------------
<CAPTION>
J.P. MORGAN SERIES TRUST II
- --------------------------------------------------------------------------------------
<S> <C> <C> <C>
Bond Portfolio .30% .45% .75%
- --------------------------------------------------------------------------------------
Small Company Portfolio .60% .55% 1.15%
- --------------------------------------------------------------------------------------
<CAPTION>
VARIABLE INSURANCE PRODUCTS FUND
- --------------------------------------------------------------------------------------
<S> <C> <C> <C>
Equity-Income Portfolio .50% .08% .58%
- --------------------------------------------------------------------------------------
Growth Portfolio .60% .09% .69%
- --------------------------------------------------------------------------------------
Overseas Portfolio .75% .17% .92%
- --------------------------------------------------------------------------------------
High Income Portfolio .59% .12% .71%
- --------------------------------------------------------------------------------------
<CAPTION>
VARIABLE INSURANCE PRODUCTS FUND II
- --------------------------------------------------------------------------------------
<S> <C> <C> <C>
Asset Manager .55% .10% .65%
- --------------------------------------------------------------------------------------
<CAPTION>
VAN ECK WORLDWIDE INSURANCE TRUST
- --------------------------------------------------------------------------------------
<S> <C> <C> <C>
Worldwide Hard Assets Fund 1.00% .00% 1.00%
- --------------------------------------------------------------------------------------
Worldwide Emerging Markets Fund 1.50% .00% 1.50%
- --------------------------------------------------------------------------------------
<PAGE>
<FN>
<F1> The Fund expenses shown above are collected from the
underlying Fund, and are not direct charges against the
Separate Account assets or reductions from the Policy's Cash
Value. These underlying Fund Expenses are taken into
consideration in computing each Fund's net asset value, which
is used to calculate the unit values in the Separate Account.
The management fees and other expenses are more fully described
in the prospectus of each individual Fund. The information
relating to the Fund expenses was provided by the Fund and was
not independently verified by General American. Except as
otherwise specifically noted, the management fees and other
expenses are not currently subject to fee waivers or expense
reimbursements.
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<PAGE>
<F2> The fees charged by the Managed Equity Fund are stated as
a series of annual percentages of the average daily value of
the net assets of the Fund. The percentages decrease with
respect to assets of the Fund above certain amounts, as
follows: First $10 million, 0.40%; Next $20 million, 0.30%;
Balance over $30 million, 0.25%.
<F3> The fees charged by the International Index Fund are
stated as a series of annual percentages of the average daily
value of the net assets of the Funds. The percentages decrease
with respect to assets of the Fund above certain amounts, as
follows: First $10 million, 0.50%; Next $20 million, 0.40%;
Balance over $20 million, 0.30%.
<F4> The fees charged by the Mid-Cap Equity Fund are stated as
a series of annual percentages of the average daily value of
the net assets of the Funds. The percentages decrease with
respect to assets of the Fund above certain amounts, as
follows: First $10 million, 0.55%; Next $10 million, 0.45%;
Balance over $20 million, 0.40%.
<F5> The Manager has voluntarily agreed to waive a portion of
its 0.78% management fee, up to the full amount of that fee,
equal to the amount by which the Fund's total operating
expenses exceed 0.92% of the Fund's average daily net assets on
an annual basis, and to reimburse the Fund for all remaining
expenses after fee waivers which exceed 0.92% of average daily
net assets on an annual basis. The management fee waivers and
reimbursements are intended to be in effect for 1999, but may
be revised or eliminated at any time thereafter without notice
to shareholders. Absent the waiver, the management fee would
have been 0.78%, and total Fund expenses would have been 1.61%
of average daily net assets.
<F6> The Manager has voluntarily agreed to waive a portion of
its 0.95% management fee, up to the full amount of that fee,
equal to the amount by which the Fund's total operating
expenses exceed 1.25% of the Fund's average daily net assets on
an annual basis, and to reimburse the Fund for all remaining
expenses after fee waivers which exceed 1.25% of average daily
net assets on an annual basis. The management fee waivers and
reimbursements are intended to be in effect for 1999, but may
be revised or eliminated at any time thereafter without notice
to shareholders. Absent the waiver, the management fee would
have been 0.95%, other expenses would have been 1.27%, and
total Fund expenses would have been 2.22% of average daily net
assets.
<F7> The Manager has voluntarily agreed to waive a portion of
its 0.95% management fee, up to the full amount of that fee,
equal to the amount by which the Fund's total operating
expenses exceed 1.30% of the Fund's average daily net assets on
an annual basis, and to reimburse the Fund for all remaining
expenses after fee waivers which exceed 1.30% of average daily
net assets on an annual basis. The management fee waivers and
reimbursements are intended to be in effect for 1999, but may
be revised or eliminated at any time thereafter without notice
to shareholders. Absent the waiver, the management fee would
have been 0.95%, other expenses would have been 2.70%, and
total Fund expenses would have been 3.65% of average daily net
assets.
<F8> The Manager has voluntarily agreed to waive a portion of
its 0.60% management fee, up to the full amount of that fee,
equal to the amount by which the Fund's total operating
expenses exceed 0.80% of the Fund's average daily net assets on
an annual basis, and to reimburse the Fund for all remaining
expenses after fee waivers which exceed 0.80% of average daily
net assets on an annual basis. The management fee waivers and
reimbursements are intended to be in effect for 1999, but may
be revised or eliminated at any time thereafter without notice
to shareholders. Absent the waiver, the management fee would
have been 0.60%, other expenses would have been 1.70%, and
total Fund expenses would have been 2.30% of average daily net
assets.
</TABLE>
PREMIUMS. Within limits, you decide how much money you want to
put into the policy. There is a minimum premium that you have
to pay to put the policy in force. That amount is 1/12 of the
"minimum initial annual premium amount" shown on the
specifications page of your policy.
After the policy is in force, you may pay any amount you want
as long as the cash value is always enough to cover the
surrender charge and the current month's expenses. If you
continue to pay at least 1/12 of the minimum initial annual
premium each month (or to prepay it), and if you don't withdraw
or borrow cash from the policy, we guarantee that the policy
will not lapse during the first five policy years, even if the
cash value is not enough to cover the charges.
<PAGE>
If you have borrowed or withdrawn money from your cash value,
you can still keep your no-lapse guarantee in force for the
first five years. Here is how it works. Each month, we look
at the total amount of premium that you have paid into the
policy since it was issued. We then subtract the amount of
money that you have withdrawn or borrowed. If the amount left
is at least equal to 1/12 of the annual minimum premium,
multiplied by the number of months the policy has been in
force, then
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<PAGE>
your no-lapse guarantee still applies. If not, then we will
notify you that you have 62 days to make enough of a premium
payment to restore the no-lapse guarantee. If you do not make
the payment, your policy could lapse, or end with no value.
If you have converted a General American term insurance policy
to this policy, and if the term policy includes conversion
credits, you may apply those credits to reduce your first-year
minimum premium.
You can set up a schedule of payments, and we will send you
reminders, but you are not required to make the payments as
long as the cash value covers the surrender charge and the
current month's expenses. (See Payment and Allocation of
Premiums.)
DEATH BENEFIT. If the person insured under the policy dies
while the policy is in force, we will pay a death benefit to
the beneficiary. You can select one of three death benefits at
the time the policy is issued:
* Option A: The death benefit is the greater of the face
amount of the policy or an "applicable percentage" of the
cash value.
* Option B: The death benefit is the greater of the face
amount of the policy plus the cash value, or an
"applicable percentage" of the cash value.
* Option C: The death benefit is the greater of the face
amount of the policy, or the cash value multiplied by an
attained age factor.
As long as the policy remains in force and the person insured
is less than 100 years old, the minimum death benefit under any
death benefit option will be at least the current face amount.
We will increase the death benefit by any dividends earned
prior to the death of the person insured, and by the cost of
insurance from the date of death to the end of the month, and
will reduce it by any outstanding loans and interest. We will
pay the death benefit according to the settlement options
available at the time of death. (See Policy Benefits - Death
Benefit.)
The minimum face amount at issue is generally $50,000 under our
current rules. Subject to certain restrictions, you may change
the face amount and the death benefit option. In certain cases
we may require evidence that the person insured under the
policy is still insurable. (See Change in Death Benefit
Option, and Change In Face Amount.)
You may include additional insurance benefits with your policy.
These are described under General Matters - Additional
Insurance Benefits. If you elect any additional benefits, we
will deduct the charges for those benefits from your Cash
Value.
CASH VALUE. Your Policy has a cash value that is the total
amount credited to you in the separate account, the loan
account, and the general account. The cash value increases by
the amount of net premium payments, and decreases by partial
withdrawals and expense charges for the policy. It may either
increase or decrease based on the investment experience of the
separate account divisions that you have selected. (See Policy
Benefits - Cash Value.)
There is no minimum guaranteed cash value.
POLICY LOANS. You may borrow against the cash value of your
policy. The loan value is the maximum amount that you may
borrow. The loan value is:
the cash value on the date we receive the loan
request;
plus interest on the loan balance to the next anniversary
date, calculated at the guaranteed general account
interest rate;
minus interest on the new loan to the next policy
anniversary;
minus any loans and interest already outstanding;
minus any surrender charges;
minus monthly deductions to the next policy anniversary.
When you borrow against the policy, we will take the money from
the general account and the divisions of the separate account
in proportion to your balances in each account.
Loan interest is due at each policy anniversary If you don't
pay the loan interest, we will add it to the amount of the
loan.
You may repay all or part of the loan at any time. When you
make a loan payment, we will put the money back into the
general account or the divisions of the separate account in the
same percentages used them to make the loan.
<PAGE>
<PAGE>
When we pay out the proceeds of your policy, either as a death
benefit or as a policy surrender, we will deduct any
outstanding loans and interest from the amount we pay. (See
Policy Rights - Loans.)
Loans taken from or secured by a policy may have Federal income
tax consequences. (See Federal Tax Matters.)
SURRENDER, PARTIAL WITHDRAWALS, AND PRO-RATA SURRENDER. You
may surrender the policy at any time while it is in force. We
will pay you the cash surrender value, plus dividends (if any)
earned prior to the surrender.
After the first year you may request a partial withdrawal of
your cash surrender value. Normally,
9
<PAGE>
<PAGE>
withdrawing a portion of your cash surrender value will reduce
your death benefit by the amount of the withdrawal. However,
if you have included the Anniversary Partial Withdrawal Rider
on your policy, you may withdraw a portion of your cash
surrender value without reducing the death benefit. Under this
rider, there are limits on how much you can withdraw, and the
withdrawal must be at the policy anniversary. You can find
more information about the rider under General Matters -
Additional Insurance Benefits.
You may also request a pro-rata surrender of the policy, which
allows you to surrender part of the policy and keep the rest in
force. You can find more information under Policy Rights -
Surrender, Partial Withdrawals, and Pro-Rata Surrender.
A surrender, partial withdrawal, or Pro-Rata Surrender may have
Federal income tax consequences. We suggest that you discuss
your situation with a competent tax adviser before taking one
of these steps. (See Federal Tax Matters.)
ILLUSTRATIONS OF DEATH BENEFITS AND CASH SURRENDER VALUES. The
death benefit and cash surrender value of your policy will
depend on how well your investments perform. In Appendix A we
have illustrated some sample policies. Depending on the rate
of return, the values may increase or decrease. In order to
help you to understand the cost of the policy, we also show how
your premium would grow if you simply invested it at 5%
interest, compounded annually.
If you surrender your policy in the first few years, the cash
surrender value that you receive may be low compared to what
you would have accumulated by investing the premiums at
interest. In this case, the insurance protection that you
received while the policy was in force will have been
expensive.
We will provide you with an illustration showing projected
future cash values if you request it in writing. We may charge
a fee of up to $25 for preparing the illustration.
TAX CONSEQUENCES OF THE POLICY. If your policy was issued in a
standard premium class, then we believe that it qualifies as a
life insurance contract for Federal income tax purposes.
Similarly, if your policy was issued on a guaranteed issue or
simplified issue basis, we believe that it will qualify as a
life insurance contract. However, if the policy was issued on
a substandard basis, it is not clear whether it will qualify as
a life insurance contract for tax purposes. The IRS has
provided very limited guidance in this area.
Assuming that the policy does qualify as a life insurance
contract for Federal income tax purposes, then we believe that
the cash value should be subject to the same tax treatment as
the cash value of a conventional fixed-benefit contract. This
means that growth in the cash value will not be taxed until you
receive a distribution.
There are some actions that may trigger a tax. If you transfer
ownership to someone else, or if you surrender the policy or
withdraw cash from it, you may have to pay a tax. Similarly,
if you let the policy lapse while there is an outstanding loan,
or if you exchange the policy for another policy, you may owe a
tax. (See Federal Tax Matters.)
If you pay too much in premium, your policy may become a
"modified endowment contract." If that happens, then some pre-
death distributions of cash will be taxable income. If there
is more cash value in the policy that what you actually paid in
premiums, you will taxed on the excess in the year in which you
receive a distribution. You may withdraw the amount that you
paid into the policy without being taxed, but only after you
have received the excess as taxable income. In addition, any
taxable distribution that you receive before age 59 1/2 will
generally be subject to an additional 10% tax.
On the other hand, if the policy is not a modified endowment
contract, then distributions are normally treated first as a
return of your "cost basis," or investment in the contract. In
this case, you may withdraw up to the amount of the premiums
you paid with no tax consequences. After that, any additional
distributions are treated as taxable income. In addition,
loans from the policy are not treated as distributions, so they
are not considered taxable income. Finally, if you policy is
not a modified endowment contract, neither distributions or
loans are subject to the 10% additional tax (See Federal Tax
Matters.)
Please note that General American is neither a law firm nor a
tax adviser, so we cannot give you legal or tax advice. If you
have specific legal or tax questions, we suggest that you
consult a qualified professional in these fields.
<PAGE>
DIVIDENDS. We do not expect to pay dividends on this Policy.
(See Dividends.)
* * *
This Prospectus describes only those aspects of the Policy that
relate to the Separate Account, except where General Account
matters are specifically mentioned. For a brief summary of the
aspects of the Policy relating to the General Account, see The
General Account.
10
<PAGE>
<PAGE>
DEFINITIONS
ATTAINED AGE - The Issue Age of the Insured plus the number of
completed Policy Years.
BENEFICIARY - The person(s) named in the application or by
later designation to receive Policy proceeds in the event of
the Insured's death. A Beneficiary may be changed as set forth
in the Policy and this Prospectus.
CASH VALUE - The total amount that a Policy provides for
investment at any time. It is equal to the total of the
amounts credited to the Owner in the Separate Account and the
General Account, including the Loan Account.
CASH SURRENDER VALUE - The Cash Value of a Policy on the date
of surrender, less any Indebtedness, and less any surrender
charges.
DIVISION - A subaccount of the Separate Account. Each Division
invests exclusively in the shares of a corresponding Fund of
either General American Capital Company, Russell Insurance
Funds, American Century Variable Portfolios, J.P. Morgan Series
Trust II, Variable Insurance Products Fund, Variable Insurance
Products Fund II, or Van Eck Worldwide Insurance Trust.
EFFECTIVE DATE - The date as of which insurance coverage begins
under a policy.
FACE AMOUNT - The minimum death benefit under the Policy so
long as the Policy remains in force.
FUND - A separate investment portfolio of General American
Capital Company, Russell Insurance Funds, American Century
Variable Portfolios, J.P. Morgan Series Trust II, Variable
Insurance Products Fund, Variable Insurance Products Fund II,
or Van Eck Worldwide Insurance Trust. Although sometimes
referred to elsewhere as "portfolios," they are referred to in
this prospectus as "Funds," except where "Portfolio" is part of
their name.
GENERAL ACCOUNT - The assets of the Company other than those
allocated to the Separate Account or any other separate
account. The Loan Account is part of the General Account.
HOME OFFICE - The service office of General American Life
Insurance Company, the mailing address of which is P.O. Box
14490, St. Louis, Missouri 63178.
INDEBTEDNESS - The sum of all unpaid Policy Loans and accrued
interest on loans.
INSURED - The person whose life is insured under the Policy.
INVESTMENT START DATE - The date the initial premium is applied
to the General Account and/or the Divisions of the Separate
Account. This date is the later of the Issue Date or the date
the initial premium is received at General American's Home
Office.
ISSUE AGE - The Insured's age at his or her nearest birthday as
of the date the Policy is issued.
ISSUE DATE - The date from which Policy Anniversaries, Policy
Years, and Policy Months are measured.
LOAN ACCOUNT - The account of the Company to which amounts
securing Policy Loans are allocated. The Loan Account is part
of General American's General Account.
LOAN SUBACCOUNT - A Loan Subaccount exists for the General
Account and for each Division of the Separate Account. Any
Cash Value transferred to the Loan Account will be allocated to
the appropriate Loan Subaccount to reflect the origin of the
Cash Value. At any point in time, the Loan Account will equal
the sum of all the Loan Subaccounts.
MONTHLY ANNIVERSARY - The same date in each succeeding month as
the Issue Date except that whenever the Monthly Anniversary
falls on a date other than a Valuation Date, the Monthly
Anniversary will be deemed the next Valuation Date. If any
Monthly Anniversary would be the 29th, 30th, or 31st day of a
month that does not have that number of days, then the Monthly
Anniversary will be the last day of that month.
NET PREMIUM - The premium less the premium expense charges
(consisting of the sales charge and the premium tax charge).
OWNER - The Owner of a Policy, as designated in the application
or as subsequently changed.
POLICY - The flexible premium variable life insurance Policy
offered by the Company and described in this Prospectus.
<PAGE>
POLICY ANNIVERSARY - The same date each year as the Issue Date.
POLICY MONTH - A month beginning on the Monthly Anniversary.
POLICY YEAR - A period beginning on a Policy Anniversary and
ending on the day immediately preceding the next Policy
Anniversary.
11
<PAGE>
<PAGE>
PORTFOLIO - see Fund.
PRO-RATA SURRENDER - A requested reduction of both the Face
Amount and the Cash Value by a given percentage.
SEC - The United States Securities and Exchange Commission.
SEPARATE ACCOUNT - General American Separate Account Eleven, a
separate investment account established by the Company to
receive and invest the Net Premiums paid under the Policy, and
certain other variable life policies, and allocated by the
Owner to provide variable benefits.
TARGET PREMIUM - A premium calculated when a Policy is issued,
based on the Insured's age, sex (except in unisex policies) and
risk class. The target premium is used to calculate the first
year's premium expense charge, the contingent deferred sales
charge, and agent compensation under the Policy. (See Charges
and Deductions.)
VALUATION DATE - Each day that the New York Stock Exchange is
open for trading and the Company is open for business. The
Company is not open for business the day after Thanksgiving.
VALUATION PERIOD - The period between two successive Valuation
Dates, commencing at 4:00 p.m. (Eastern Standard Time) on a
Valuation Date and ending 4:00 p.m. on the next succeeding
Valuation Date.
THE COMPANY AND THE SEPARATE ACCOUNT
THE COMPANY
General American Life Insurance Company ("General American" or
"the Company") was originally incorporated as a stock company
in 1933. In 1936, General American initiated a program to
convert to a mutual life insurance company. In 1997, General
American's policyholders approved a reorganization of the
Company into a mutual holding company structure under which
General American became a stock company wholly owned by
GenAmerica Corporation, an intermediate stock holding company.
GenAmerica is wholly owned by General American Mutual Holding
Company, a mutual holding company organized under Missouri law.
On January 28, 1999, the Board of General American Mutual
Holding Company instructed its management to develop a plan for
demutualization and a public offering of stock. Owners of
variable life insurance contracts issued by General American as
of that date may be eligible for a distribution of value in
connection with such a demutualization when and if it occurs.
General American is principally engaged in writing individual
and group life insurance policies and annuity contracts. As of
December 31, 1998, it had consolidated assets of approximately
$29 billion. It is admitted to do business in 49 states, the
District of Columbia, Puerto Rico, and in ten Canadian
provinces. The principal offices of General American are
located at 700 Market Street, St. Louis, Missouri 63101. The
mailing address of General American's service center ("the Home
Office") is P.O. Box 14490, St. Louis, Missouri 63178.
THE SEPARATE ACCOUNT
General American Life Insurance Company Separate Account Eleven
("the Separate Account") was established by General American as
a separate investment account on January 24, 1985 under
Missouri law. The Separate Account will receive and invest the
Net Premiums paid under this Policy and allocated to it. In
addition, the Separate Account currently receives and invests
Net Premiums for other classes of flexible premium variable
life insurance policies and might do so for additional classes
in the future.
The Separate Account has been registered with the SEC as a unit
investment trust under the Investment Company Act of 1940 ("the
1940 Act") and meets the definition of a "separate account"
under Federal securities laws. Registration with the SEC does
not involve supervision of the management or investment
practices or policies of the Separate Account or General
American by the SEC.
The Separate Account currently is divided into twenty-four
Divisions. Divisions invest in corresponding Funds from one of
seven open-end, diversified management investment companies:
(1) General American Capital Company, (2) Russell Insurance
Funds, (3) American Century Variable Portfolios, (4) J.P.
Morgan Series Trust II, (5) Variable Insurance Products Fund,
(6) Variable Insurance Products Fund II, and (7) Van Eck
Worldwide Insurance Trust. Income and both realized and
unrealized gains or losses from the assets of each Division of
the Separate Account are credited to or charged against that
Division without regard to income, gains, or losses from any
other Division of the Separate Account or arising out of any
other business General American may conduct.
<PAGE>
Although the assets of the Separate Account are the property of
General American, the assets in the Separate Account equal to
the reserves and other liabilities of the Separate Account are
not chargeable with liabilities arising out of any other
business
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<PAGE>
which General American may conduct. The assets of the Separate
Account are available to cover the general liabilities of
General American only to the extent that the Separate Account's
assets exceed its liabilities arising under the Policies. From
time to time, the Company may transfer to its General Account
any assets of the Separate Account that exceed the reserves and
the Policy liabilities of the Separate Account (which will
always be at least equal to the aggregate Policy value
allocated to the Separate Account under the Policies). Before
making any such transfers, General American will consider any
possible adverse impact the transfer may have on the Separate
Account.
GENERAL AMERICAN CAPITAL COMPANY
General American Capital Company ("the Capital Company") is an
open-end, diversified management investment company which was
incorporated in Maryland on November 15, 1985, and commenced
operations on October 1, 1987. Only the Funds described in
this section of the Prospectus are currently available as
investment choices for this Policy even though additional Funds
may be described in the prospectus for the Capital Company.
Shares of Capital Company are currently offered to separate
accounts established by General American Life Insurance Company
and affiliates. The Capital Company's investment adviser is
Conning Asset Management Company ("the Advisor"), an indirect,
majority-owned subsidiary of General American. The adviser
selects investments for the Funds.
The investment objectives and policies of each Fund are
summarized below:
S&P 500 INDEX FUND: The investment objective of this Fund
is to provide investment results that parallel the price
and yield performance of publicly-traded common stocks in
the aggregate. The Fund uses the Standard & Poor's
Composite Index of 500 Stocks ("the S&P Index") as its
standard for performance comparison. The Fund attempts
to duplicate the performance of the S&P Index and
includes dividend income as a component of the Fund's
total return. The Fund is not managed by Standard &
Poor's.
THE MONEY MARKET FUND: The investment objective of the
Money Market Fund is to obtain the highest level of
current income which is consistent with the preservation
of capital and maintenance of liquidity. The Fund
invests primarily in high-quality, short-term money
market instruments. An investment in the Money Market
Fund is neither insured nor guaranteed by the U.S.
Government.
BOND INDEX FUND: The investment objective of this Fund is
to provide a rate of return that reflects the performance
of the publicly-traded bond market as a whole. The Fund
uses the Lehman Brothers Government/Corporate Bond Index
as its standard for performance comparison.
MANAGED EQUITY FUND: The investment objective of this
Fund is long-term growth of capital, obtained by
investing primarily in common stocks. Securing moderate
current income is a secondary objective.
ASSET ALLOCATION FUND: The investment objective of this
Fund is a high rate of long-term total return composed of
capital growth and income payments. Preservation of
capital is the secondary objective and chief limit on
investment risk. The Fund will invest only in those
types of securities that the other Capital Company Funds
may invest in. The Asset Allocation Fund invests in a
combination of common stocks, bonds, or money market
instruments in accordance with guidelines established
from time to time by Capital Company's Board of
Directors.
INTERNATIONAL INDEX FUND: The investment objective of
this Fund is to obtain investment results that parallel
the price and yield performance of publicly-traded common
stocks in the Morgan Stanley Capital International
("MSCI") Europe, Australia and Far East Index ("EAFE").
MID-CAP EQUITY FUND: The investment objective of this
Fund is capital appreciation. It pursues this objective
by investing primarily in common stocks of United States-
based, publicly traded companies with medium market
capitalizations falling within the capitalization range
of the S&P Mid-Cap 400 at the time of the Fund's
investment.
<PAGE>
SMALL-CAP EQUITY FUND: The investment objective of this
Fund is to provide a rate of return that corresponds to
the performance of the common stock of small companies,
while incurring a level of risk that is generally equal
to the risks associated with small company common stock.
The Fund attempts to duplicate the performance of the
smallest 20% of companies, based on capitalization size,
that are based in the United States and listed on the New
York Stock Exchange ("NYSE").
13
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<PAGE>
RUSSELL INSURANCE FUNDS
Russell Insurance Funds ("RIF") is organized as a Massachusetts
business trust under a Master Trust Agreement dated July 11,
1996. RIF is authorized to issue an unlimited number of shares
evidencing beneficial interests in different investment Funds,
which interests may be offered in one or more classes. RIF is
a diversified open end management investment company, commonly
known as a "mutual fund." Frank Russell Company, which is a
consultant to RIF, has been primarily engaged since 1969 in
providing asset management consulting services to large
corporate employee benefit funds. Major components of its
consulting services are: (i) quantitative and qualitative
research and evaluation aimed at identifying the most
appropriate investment management firms to invest large pools
of assets in accord with specific investment objectives and
styles; and (ii) the development of strategies for investing
assets using "multi-style, multi-manager diversification."
This is a method for investing large pools of assets by
dividing the assets into segments to be invested using
different investment styles, and selecting money managers for
each segment based upon their expertise in that style of
investment. General management of RIF is provided by Frank
Russell Investment Management Company, a wholly-owned
subsidiary of Frank Russell Company, which furnishes officers
and staff required to manage and administer RIF on a day-to-day
basis.
The investment objectives and policies of each Fund are
summarized below:
MULTI-STYLE EQUITY FUND: The investment objective of this
Fund is to provide income and capital growth by investing
principally in equity securities.
AGGRESSIVE EQUITY FUND: This Fund seeks to provide
capital appreciation by assuming a higher level of
volatility than is ordinarily expected from the Multi-
Style Equity Fund while still investing in equity
securities.
NON-U.S. FUND: This Fund's objective is to provide
favorable total return and additional diversification for
U.S. investors by investing primarily in equity and
fixed-income securities of non-U.S. companies, and
securities issued by non-U.S. governments.
CORE BOND FUND: This Fund's objective is to maximize
total return, through capital appreciation and income, by
assuming a level of volatility consistent with the broad
fixed-income market. The Fund invests in fixed-income
securities.
AMERICAN CENTURY VARIABLE PORTFOLIOS
American Century Variable Portfolios, Inc., a part of American
Century Investments, was organized as a Maryland corporation on
June 4, 1987. It is a diversified, open-end management
investment company. Its business and affairs are managed by
its officers under the Direction of its Board of Directors.
American Century Investment Management, Inc. serves as the
investment manager of the fund.
The investment objective and policies of the Funds are
summarized below:
INCOME & GROWTH FUND: The investment objective of this
Fund is to attain long-term growth of capital as well as
current income. The Fund pursues a total return and
dividend yield that exceed those of the S&P 500 by
investing in stocks of companies with strong dividend
growth potential. Dividends are paid monthly.
INTERNATIONAL FUND: This Fund seeks capital growth over
time by investing in common stocks of foreign companies
considered to have better-than-average prospects for
appreciation. Because the Fund invests in foreign
securities, a higher degree of short-term price
volatility, or risk, is expected due to factors such as
currency fluctuation and political instability.
VALUE FUND: This Fund is a core equity fund that seeks
long-term capital growth. Income is a secondary
objective. To pursue its objectives, the fund invests
primarily in equity securities of well-established
companies that are believed by management to be
undervalued at the time of purchase. Please note that
this is an equity investment and, by nature, may
fluctuate in value.
<PAGE>
J.P. MORGAN SERIES TRUST II
J.P. Morgan Series Trust II is an open-end diversified
management investment company organized as a Delaware Business
Trust. The Trust's investment adviser is J.P. Morgan
Investment Management, Inc., a registered investment adviser
and a wholly owned subsidiary of J.P. Morgan & Co.,
Incorporated, a bank holding company organized under the laws
of Delaware.
The investment objective and policies of the Funds are
summarized below:
BOND PORTFOLIO: This Fund seeks to provide a high total
return consistent with moderate risk of capital and
maintenance of liquidity. The Fund is designed for
investors who seek a total return over time that is
higher than that generally
14
<PAGE>
<PAGE>
available from a portfolio of short-term obligations
while acknowledging the greater price fluctuation of
longer-term instruments.
SMALL COMPANY PORTFOLIO: The investment objective of
this Fund is to provide high total return from a
portfolio of equity securities of small companies. The
Fund invests at least 65% of the value of its total
assets in the common stock of small U.S. Companies
primarily with market capitalizations less than $1
billion. The Fund is designed for investors who are
willing to assume the somewhat higher risk of investing
in small companies in order to seek a higher return over
time than might be expected from a portfolio of stocks of
large companies.
VARIABLE INSURANCE PRODUCTS FUND
Variable Insurance Products Fund ("VIP") is an open-end,
diversified management investment company organized as a
Massachusetts business trust on November 13, 1981. Only the
Funds described in this section of the Prospectus are currently
available as investment choices for this Policy even though
additional Funds may be described in the prospectus for VIP.
VIP shares are purchased by insurance companies to fund
benefits under variable insurance and annuity policies.
Fidelity Management & Research Company ("FMR") of Boston,
Massachusetts is the Funds' Manager.
The investment objectives and policies of each Fund are
summarized below:
EQUITY-INCOME PORTFOLIO: The investment objective of this
Fund is income, obtained by investing primarily in
income-producing equity securities. In choosing these
securities, FMR will also consider the potential for
capital appreciation. The Fund's goal is to achieve a
yield which exceeds the composite yield on the securities
comprising the Standard & Poor's Composite Index of 500
Stocks.
GROWTH PORTFOLIO: The investment objective of this Fund
is capital appreciation. The Fund normally purchases
common stocks, although its investments are not
restricted to any one type of security. Capital
appreciation may also be obtained from other types of
securities, including bonds and preferred stocks.
OVERSEAS PORTFOLIO: The investment objective of this Fund
is long-term growth of capital. The Fund invests
primarily in foreign securities. The Overseas Portfolio
provides a means for investors to diversify their own
portfolios by participation in companies and economies
outside of the United States.
HIGH INCOME PORTFOLIO: The investment objective of this
Fund is a high level of current income. The Fund seeks
to fulfill the objective by investing primarily in high-
yielding, lower-rated, fixed-income securities, while
also considering growth of capital. Lower-rated
securities, commonly referred to as "junk bonds," involve
greater risk of default or price change than securities
assigned a higher quality rating.
VARIABLE INSURANCE PRODUCTS FUND II
Variable Insurance Products Fund II ("VIP II") is an open-end,
diversified management investment company organized as a
Massachusetts business trust on March 21, 1988. Only the Fund
described in this section of the Prospectus is currently
available as an investment choice for this Policy even though
additional Funds may be described in the prospectus for VIP II.
VIP II shares are purchased by insurance companies to fund
benefits under variable insurance and annuity policies. FMR is
the Fund's manager.
The investment objective and policies of the Funds are
summarized below:
ASSET MANAGER: The investment objective of this Fund is
to seek a high total return with reduced risk over the
long-term by allocating its assets among domestic and
foreign stocks, bonds, and short-term fixed income
instruments.
VAN ECK WORLDWIDE INSURANCE TRUST
Van Eck Worldwide Insurance Trust ("Van Eck") is an open-end
management investment company organized as a Massachusetts
business trust on January 7, 1987. Only the Funds described
in this section of the Prospectus is currently available as an
investment choice for this Policy even though additional Funds
may be described in the prospectus for Van Eck. Shares of Van
Eck are offered only to separate accounts of various insurance
companies to support benefits of variable insurance and annuity
policies. The assets of Van Eck are managed by Van Eck
Associates Corporation of New York, New York.
<PAGE>
The investment objectives and policies of the Fund are
summarized below:
WORLDWIDE HARD ASSETS FUND: The investment objective of
the Fund is to seek long-term capital appreciation by
investing in equity and debt securities of companies
engaged in the exploration, development, production, and
distribution of one or more of the following: (i)
precious metals, (ii) ferrous and non-ferrous
15
<PAGE>
<PAGE>
metals, (iii) oil and gas, (iv) forest products, (v) real
estate, and (vi) other basic non-agricultural commodities
(together, "Hard Assets"). Current income is not an
objective.
WORLDWIDE EMERGING MARKETS FUND: The investment
objective of this Fund is to obtain long-term capital
appreciation by investing in equity securities in
emerging markets around the world. The Fund emphasizes
primarily investment in countries that, compared to the
world's major economies, exhibit relatively low gross
national product per capita, as well as the potential for
rapid economic growth.
THERE IS NO ASSURANCE THAT ANY OF THE FUNDS WILL ACHIEVE ITS
STATED OBJECTIVE. It is conceivable that in the future it may
be disadvantageous for Funds to offer shares to separate
accounts of various insurance companies to serve as the
investment medium for their variable products or for both
variable life and annuity separate accounts to invest
simultaneously in a Fund. The Boards of Trustees of RIF, VIP,
VIP II, and Van Eck, the Boards of Directors of Capital
Company, American Century, and J.P. Morgan, the respective
Advisors of each Fund, and the Company and any other insurance
companies participating in the Funds are required to monitor
events to identify any material irreconcilable conflicts that
may possibly arise, and to determine what action, if any,
should be taken in response to those events or conflicts. A
more detailed description of the Funds, their investment
policies, restrictions, risks, and charges is in the
prospectuses for each Fund, which must accompany or precede
this Prospectus and which should be read carefully.
ADDITION, DELETION, OR SUBSTITUTION OF INVESTMENTS
The Company reserves the right, subject to compliance with
applicable law, to make additions to, deletions from, or
substitutions for the shares that are held by the Separate
Account or that the Separate Account may purchase. The Company
reserves the right to eliminate the shares of any of the Funds
and to substitute shares of another Fund of Capital Company,
RIF, VIP, VIP II, Van Eck, American Century, J.P. Morgan or of
another registered open-end investment company if the shares of
a Fund are no longer available for investment or if in its
judgment further investment in any Fund becomes inappropriate
in view of the purposes of the Separate Account. The Company
will not substitute any shares attributable to an Owner's
interest in a Division of the Separate Account without notice
to the Owner and prior approval of the SEC, to the extent
required by the 1940 Act or other applicable law. Nothing
contained in this Prospectus shall prevent the Separate Account
from purchasing other securities for other series or classes of
policies, or from permitting a conversion between series or
classes of policies on the basis of requests made by Owners.
The Company also reserves the right to establish additional
Divisions of the Separate Account, each of which would invest
in a new Fund with a specified investment objective. New
Divisions may be established when, in the sole discretion of
the Company, marketing needs or investment conditions warrant.
Any new Division will be made available to existing Owners on a
basis to be determined by the Company. To the extent approved
by the SEC, the Company may also eliminate or combine one or
more Divisions, substitute one Division for another Division,
or transfer assets between Divisions if, in its sole
discretion, marketing, tax, or investment conditions warrant.
In the event of a substitution or change, the Company may, if
it considers it necessary, make such changes in the Policy by
appropriate endorsement and offer conversion options required
by law, if any. The Company will notify all Owners of any such
changes.
If deemed by the Company to be in the best interests of persons
having voting rights under the Policy, and to the extent any
necessary SEC approvals or Owner votes are obtained, the
Separate Account may be: (a) operated as a management company
under the 1940 Act; (b) de-registered under that Act in the
event such registration is no longer required; or (c) combined
with other separate accounts of the Company. To the extent
permitted by applicable law, the Company may also transfer the
assets of the Separate Account associated with the Policy to
another separate account.
POLICY BENEFITS
DEATH BENEFIT
As long as the Policy remains in force (See Payment and
Allocation of Premiums - Policy Lapse and Reinstatement), the
Company will, upon receipt of proof of the Insured's death at
its Home Office, pay the death benefit in a lump sum. The
amount of the death benefit payable will be determined at the
end of the Valuation Period during which the Insured's death
occurred. The death benefit will be paid to the surviving
Beneficiary or Beneficiaries specified in the application or as
subsequently changed.
<PAGE>
The Policy provides three death benefit options: "Death
Benefit Option A," "Death Benefit Option B," and "Death Benefit
Option C." The death benefit under all options will never be
less than the current Face Amount of the Policy (less
Indebtedness) as long as the Policy remains in force. (See
Payment
16
<PAGE>
<PAGE>
and Allocation of Premiums - Policy Lapse and Reinstatement.)
The current minimum Face Amount is generally $50,000.
DEATH BENEFIT OPTION A. Under Death Benefit Option A, the
death benefit until the Insured reaches Attained Age 100 is the
current Face Amount of the Policy or, if greater, the
applicable percentage of Cash Value on the date of death. At
Attained Age 100 and above, the death benefit is 101% of the
Cash Value. The applicable percentage is 250% for an Insured
reaching Attained Age 40 or below on the Policy Anniversary
prior to the date of death. For Insureds with an a Attained
Age over 40 on that Policy Anniversary, the percentage is lower
and declines with age as shown in the Applicable Percentage of
Cash Value Table shown below. Accordingly, under Death Benefit
Option A the death benefit will remain level at the Face Amount
unless the applicable percentage of Cash Value exceeds the
current Face Amount, in which case the amount of the death
benefit will vary as the Cash Value varies. (See Illustrations
of Death Benefits and Cash Values, Appendix A.)
DEATH BENEFIT OPTION B. Under Death Benefit Option B, the
death benefit until the Insured reaches Attained Age 100 is
equal to the current Face Amount plus the Cash Value of the
Policy on the date of death or, if greater, the applicable
percentage of the Cash Value on the date of death. At Attained
Age 100 and above, the death benefit is 101% of the Cash Value.
The applicable percentage is the same as under Death Benefit
Option A: 250% for an Insured Attained Age 40 or below on the
Policy Anniversary prior to the date of death, and for Insureds
with an Attained Age over 40 on that Policy Anniversary the
percentage declines as shown in the Applicable Percentage of
Cash Value Table shown below. Accordingly, under Death Benefit
Option B the amount of the death benefit will always vary as
the Cash Value varies (but will never be less than the Face
Amount). (See Illustrations of Death Benefits and Cash Values,
Appendix A.)
- ---------------------------------------------------------------
APPLICABLE PERCENTAGE OF CASH VALUE TABLE
FOR INSUREDS LESS THAN AGE 100<F*>
- ---------------------------------------------------------------
Insured Person's Age Policy Account Multiple Percentage
- ---------------------------------------------------------------
40 or under 250%
- ---------------------------------------------------------------
45 215%
- ---------------------------------------------------------------
50 185%
- ---------------------------------------------------------------
55 150%
- ---------------------------------------------------------------
60 130%
- ---------------------------------------------------------------
65 120%
- ---------------------------------------------------------------
70 115%
- ---------------------------------------------------------------
78 to 90 105%
- ---------------------------------------------------------------
95 to 99 101%
- ---------------------------------------------------------------
[FN]
<F*>For ages that are not shown on this table, the applicable
percentage multiples will decrease by a ratable portion for
each full year.
DEATH BENEFIT OPTION C. Under Death Benefit Option C, the
death benefit is equal to the current Face Amount of the Policy
or, if greater, the Cash Value on the date of death multiplied
by the "Attained Age factor" (a list of sample Attained Age
factors is shown in the Sample Attained Age Factor Table
below). At Attained Age 100 and above, the death benefit is
101% of the Cash Value. Accordingly, under Death Benefit
Option C the death benefit will remain level at the Face Amount
unless the Cash Value multiplied by the Attained Age factor
exceeds the current Face Amount, in which case the amount of
the death benefit will vary as the Cash Value varies. (See
Illustrations of Death Benefits and Cash Values, Appendix A.)
<PAGE>
<TABLE>
- ------------------------------------------------------------------------
DEATH BENEFIT OPTION C
SAMPLE ATTAINED AGE FACTOR TABLE
NON-SMOKER RATES
- ------------------------------------------------------------------------
<CAPTION>
INSURED ATTAINED AGE MALE LIVES FACTOR FEMALE LIVES FACTOR
- ------------------------------------------------------------------------
<S> <C> <C>
20 7.005753 7.978495
- ------------------------------------------------------------------------
25 6.022987 6.777620
- ------------------------------------------------------------------------
30 5.118855 5.739715
- ------------------------------------------------------------------------
35 4.326687 4.852022
- ------------------------------------------------------------------------
40 3.657390 4.105161
- ------------------------------------------------------------------------
45 3.101789 3.489815
- ------------------------------------------------------------------------
50 2.642973 2.978976
- ------------------------------------------------------------------------
55 2.266395 2.555211
- ------------------------------------------------------------------------
60 1.962872 2.203321
- ------------------------------------------------------------------------
65 1.720583 1.909085
- ------------------------------------------------------------------------
70 1.531494 1.672354
- ------------------------------------------------------------------------
75 1.386501 1.480860
- ------------------------------------------------------------------------
80 1.280475 1.337304
- ------------------------------------------------------------------------
85 1.201521 1.231035
- ------------------------------------------------------------------------
90 1.145430 1.156319
- ------------------------------------------------------------------------
95 1.089164 1.090579
- ------------------------------------------------------------------------
</TABLE>
CHANGES IN DEATH BENEFIT OPTION. If the Policy was issued with
either Death Benefit Option A or Death Benefit Option B, the
death benefit option may be changed. A request for change must
be made to the Company in writing. The effective date of such
a change will be the Monthly Anniversary on or following the
date the Company receives the change request. A change in
death benefit option may have Federal income tax consequences.
(See Federal Tax Matters.)
A Death Benefit Option A Policy may be changed to have Death
Benefit Option B. The Face Amount will be decreased to equal
the death benefit less the Cash Value on the effective date of
change. A Death
17
<PAGE>
<PAGE>
Benefit Option B Policy may be changed to have Death Benefit
Option A. The Face Amount will be increased to equal the death
benefit on the effective date of change. A Policy issued under
Death Benefit Option C may not change to either Death Benefit
Option A or Death Benefit Option B for the entire lifetime of
the Contract. Similarly, a Policy issued under either Death
Benefit Option A or B may not change to Death Benefit Option C
for the lifetime of the Policy.
Satisfactory evidence of insurability must be submitted to the
Company in connection with a request for a change from Death
Benefit Option A to Death Benefit Option B. A change may not
be made if it would result in a Face Amount of less than the
minimum Face Amount.
A change in death benefit option will not in itself result in
an immediate change in the amount of a Policy's death benefit
or Cash Value. In addition, if, prior to or accompanying a
change in the death benefit option, there has been an increase
in the Face Amount, the cost of insurance charge may be
different for the increased amount. (See Monthly Deduction -
Cost of Insurance.)
CHANGE IN FACE AMOUNT. Subject to certain limitations set
forth below, an Owner may increase or decrease the Face Amount
of a Policy once each Policy Year but not before the first
Policy Anniversary. A written request is required for a change
in the Face Amount. A change in Face Amount may affect the
cost of insurance rate and the net amount at risk, both of
which affect an Owner's cost of insurance charge. (See Monthly
Deduction - Cost of Insurance.) A change in the Face Amount of
a Policy may have Federal income tax consequences. (See
Federal Tax Matters.)
For an increase in the Face Amount, the Company requires that
satisfactory evidence of insurability be submitted. An
application for an increase must be received by the Company.
If approved, the increase will become effective as of the
Monthly Anniversary on or following receipt of the application
by the Company, but not before the first Policy Anniversary.
In addition, the Insured must have an Attained Age of not
greater than 80 on the effective date of the increase. The
increase may not be less than $5,000 ($2,000 for policies
issued in qualified pension plans). Although an application
for an increase need not be accompanied by an additional
premium, the Cash Surrender Value in effect immediately after
the increase must be sufficient to cover the next monthly
deduction. To the extent the Cash Surrender Value is not
sufficient, an additional premium must be paid. (See Charges
and Deductions - Monthly Deduction.) An increase in the Face
Amount may result in certain additional charges. (See Charges
and Deductions - Monthly Deduction.)
For the Owner's rights upon an increase in Face Amount, see
Policy Rights - Right to Examine Policy. Owners should consult
their sales representative before deciding whether to increase
coverage by increasing the Face Amount of a Policy.
Any decrease in the Face Amount will become effective on the
Monthly Anniversary on or following receipt of the written
request by the Company. The amount of the requested decrease
must be at least $5,000 ($2,000 for policies issued in
qualified pension plans) and the Face Amount remaining in force
after any requested decrease may not be less than minimum Face
Amount. If following a decrease in Face Amount, the Policy
would not comply with the maximum premium limitations required
by Federal tax law (see Payment and Allocation of Premiums),
the decrease may be limited or Cash Value may be returned to
the Owner (at the Owner's election), to the extent necessary to
meet these requirements. Decreases will generally be applied
to prior increases in the Face Amount, if any, in the reverse
order in which such increases occurred, and then to the
original Face Amount. This order of reduction will be used to
determine the amount of subsequent cost of insurance charges
(See Monthly Deduction - Cost of Insurance; and Charges and
Deductions - Contingent Deferred Sales Charge.)
PAYMENT OF THE DEATH BENEFIT. The death benefit under the
Policy will ordinarily be paid in a lump sum within seven days
after the Company receives all documentation required for such
a payment. Payment may, however, be postponed in certain
circumstances. (See General Matters - Postponement of Payment
from the Separate Account.) The death benefit will be
increased by any unpaid dividends determined prior to the
Insured's death, and by the amount of the monthly cost of
insurance for the portion of the month from the date of death
to the end of the month, and reduced by any outstanding
Indebtedness. (See General Matters - Additional Insurance
Benefits, Dividends, and Charges and Deductions.) The Company
will pay interest on the death benefit from the date of the
Insured's death to the date of payment. Interest will be at an
annual rate determined by the Company, but will never be less
than the guaranteed rate of 4%. Provisions for settlement of
proceeds other than a lump sum payment may only be made upon
written agreement with the Company.
<PAGE>
CASH VALUE
The Cash Value of the Policy is equal to the total of the
amounts credited to the Owner in the Separate Account, the Loan
Account (securing Policy Loans),
18
<PAGE>
<PAGE>
and, in certain contracts, the General Account. The Policy's
Cash Value in the Separate Account will reflect the investment
performance of the chosen Divisions of the Separate Account as
measured by each Division's Net Investment Factor (defined
below), the frequency and amount of Net Premiums paid,
transfers, partial withdrawals, loans and the charges assessed
in connection with the Policy. An Owner may at any time
surrender the Policy and receive the Policy's Cash Surrender
Value. (See Policy Rights - Surrender, Partial Withdrawals,
and Pro-Rata Surrender.) The Policy's Cash Value in the
Separate Account equals the sum of the Policy's Cash Values in
each Division. There is no guaranteed minimum Cash Value.
DETERMINATION OF CASH VALUE. For each Division of the Separate
Account, the Cash Value is determined on each Valuation Date.
On the Investment Start Date, the Cash Value in a Division will
equal the portion of any Net Premium allocated to the Division,
reduced by the portion allocated to that Division of the
monthly deduction(s) due from the Issue Date through the
Investment Start Date. (See Payment and Allocation of
Premiums.) Thereafter, on each Valuation Date, the Cash Value
in a Division of the Separate Account will equal:
(1) The Cash Value in the Division on the preceding
Valuation Date, multiplied by the Division's Net
Investment Factor (defined below) for the current
Valuation Period; plus
(2) Any Net Premium payments received during the
current Valuation Period which are allocated to the
Division; plus
(3) Any loan repayments allocated to the Division
during the current Valuation Period; plus
(4) Any amounts transferred to the Division from the
General Account or from another Division during the
current Valuation Period; plus
(5) That portion of the interest credited on
outstanding loans which is allocated to the Division
during the current Valuation Period; minus
(6) Any amounts transferred from the Division to the
General Account, Loan Account, or to another Division
during the current Valuation Period (including any
transfer charges); minus
(7) Any partial withdrawals from the Division during
the current Valuation Period; minus
(8) Any withdrawal due to a Pro-Rata Surrender from the
Division during the current Valuation Period; minus
(9) Any withdrawal or surrender charges incurred during
the current Valuation Period attributed to the Division
in connection with a partial withdrawal or Pro-Rata
Surrender; minus
(10) If a Monthly Anniversary occurs during the current
Valuation Period, the portion of the monthly deduction
allocated to the Division during the current Valuation
Period to cover the Policy Month which starts during that
Valuation Period (See Charges and Deductions.); plus
(11) If a Policy Anniversary occurs during the current
Valuation Period, the portion of the dividend paid, if
any, allocated to the Division.
NET INVESTMENT FACTOR: The Net Investment Factor measures the
investment performance of a Division during a Valuation Period.
The Net Investment Factor for each Division for a Valuation
period is calculated as follows:
(1) The value of the assets at the end of the preceding
Valuation Period; plus
(2) The investment income and capital gains, realized
or unrealized, credited to the assets in the Valuation
Period for which the Net Investment Factor is being
determined; minus
(3) The capital losses, realized or unrealized, charged
against those assets during the Valuation Period; minus
(4) Any amount charged against each Division for taxes,
including any tax or other economic burden resulting from
the application of the tax laws determined by the Company
to be properly attributable to the Divisions of the
Separate Account, or any amount set aside during the
Valuation Period as a reserve for taxes attributable to
the operation or maintenance of each Division; minus
<PAGE>
(5) A charge equal to a percentage of the average net
assets for each day in the Valuation Period. This
charge, for mortality and expense risks, is determined by
the length of time the policy has been in force. It will
not exceed the amounts shown in the following table:
Policy Percentage of Effective
Years Avg. Net Assets Annual Rate
1-10 0.0015027 0.55%
11-20 0.0012301 0.45%
21+ 0.0009572 0.35%;
19
<PAGE>
<PAGE>
divided by
(6) The value of the assets at the end of the
preceding Valuation Period.
POLICY RIGHTS
LOANS
LOAN PRIVILEGES. The Owner may, by written request to General
American, borrow an amount up to the Loan Value of the Policy,
with the Policy serving as sole security for such loan. A loan
taken from, or secured by, a Policy may have Federal income tax
consequences. (See Federal Tax Matters.)
The Loan Value is the Cash Value of the Policy on the date the
loan request is received, less interest to the next loan
interest due date, less anticipated monthly deductions to the
next loan interest due date, less any existing loan, less any
surrender charge, plus interest expected to be earned on the
loan balance to the next loan interest due date. Policy Loan
interest is payable on each Policy Anniversary.
The minimum amount that may be borrowed is $500. The loan may
be completely or partially repaid at any time while the Insured
is living. Any amount due to an Owner under a Policy Loan
ordinarily will be paid within seven days after General
American receives the loan request at its Home Office, although
payments may be postponed under certain circumstances. (See
General Matters - Postponement of Payments from the Separate
Account.)
When a Policy Loan is made, Cash Value equal to the amount of
the loan plus interest due will be transferred to the Loan
Account as security for the loan. A Loan Subaccount exists
within the Loan Account for the General Account and each
Division of the Separate Account. Amounts transferred to the
Loan Account to secure Indebtedness are allocated to the
appropriate Loan Subaccount to reflect its origin. Unless the
Owner requests a different allocation, amounts will be
transferred from the Divisions of the Separate Account and the
General Account in the same proportion that the Policy's Cash
Value in each Division and the General Account, if any, bears
to the Policy's total Cash Value, less the Cash Value in the
Loan Account, at the end of the Valuation Period during which
the request for a Policy Loan is received. This will reduce
the Policy's Cash Value in the General Account and Separate
Account. These transactions will not be considered transfers
for purposes of the limitations on transfers between Divisions
or to or from the General Account.
Cash Value in the Loan Account is expected to earn interest at
a rate ("the earnings rate") which is lower than the rate
charged on the Policy Loan ("the borrowing rate"). Cash Value
in the Loan Account will accrue interest daily at an annual
earnings rate of 4%.
Interest credited on the Cash Value held in the Loan Account
will be allocated on Policy Anniversaries to the General
Account and the Divisions of the Separate Account in the same
proportion that the Cash Value in each Loan Subaccount bears to
the Cash Value in the Loan Account. The interest credited will
also be transferred: (1) when a new loan is made; (2) when a
loan is partially or fully repaid; and (3) when an amount is
needed to meet a monthly deduction.
INTEREST CHARGED. The borrowing rate we charge for Policy Loan
interest will be based on the following schedule:
FOR LOANS ANNUAL
OUTSTANDING DURING INTEREST RATE
Policy Years 1-10 4.50%
Policy Years 11-20 4.25%
Policy Years 21+ 4.15%
General American will inform the Owner of the current borrowing
rate when a Policy Loan is requested.
Policy Loan interest is due and payable annually on each Policy
Anniversary. If the Owner does not pay the interest when it is
due, the unpaid loan interest will be added to the outstanding
Indebtedness as of the due date and will be charged interest at
the same rate as the rest of the Indebtedness. (See Effect of
Policy Loans below.) The amount of Policy Loan interest which
is transferred to the Loan Account will be deducted from the
Divisions of the Separate Account and from the General Account
in the same proportion that the portion of the Cash Value in
each Division and in the General Account, respectively, bears
to the total Cash Value of the Policy minus the Cash Value in
the Loan Account.
<PAGE>
EFFECT OF POLICY LOANS. Whether or not a Policy Loan is
repaid, it will permanently affect the Cash Value of a Policy,
and may permanently affect the amount of the death benefit.
The collateral for the loan (the amount held in the Loan
Account) does not participate in the performance of the
Separate Account while the loan is outstanding. If the Loan
Account earnings rate is less than the investment performance
of the selected Division(s), the Cash Value of the Policy will
be lower as a result of the Policy Loan. Conversely, if the
Loan Account earnings rate is higher than the investment
performance of the Division(s), the Cash Value may be higher.
20
<PAGE>
<PAGE>
In addition, if the Indebtedness (See Definitions) exceeds the Cash
Value minus the surrender charge on any Monthly Anniversary, the Policy
will lapse, subject to a grace period. (See Payment and Allocation of
Premiums - Policy Lapse and Reinstatement.) A sufficient payment must
be made within the later of the grace period of 62 days from the Monthly
Anniversary immediately before the date Indebtedness exceeds the Cash
Value less any surrender charges, or 31 days after notice that a Policy
will terminate unless a sufficient payment has been mailed, or the
Policy will lapse and terminate without value. A lapsed Policy,
however, may later be reinstated subject to certain limitations. (See
Payment and Allocation of Premiums - Policy Lapse and Reinstatement.)
Any outstanding Indebtedness will be deducted from the proceeds payable
upon the death of the Insured or the surrender of the Policy. Upon a
complete surrender or lapse of any Policy, if the amount received plus
the amount of outstanding Indebtedness exceeds the total investment in
the Policy, the excess will generally be treated as ordinary income
subject to tax. (See Federal Tax Matters.)
REPAYMENT OF INDEBTEDNESS. A Policy Loan may be repaid in whole or in
part at any time prior to the death of the Insured and as long as a
Policy is in force. When a loan repayment is made, an amount securing
the Indebtedness in the Loan Account equal to the loan repayment will be
transferred to the Divisions of the Separate Account and the General
Account in the same proportion that the Cash Value in each Loan
Subaccount bears to Cash Value in the Loan Account. Amounts paid while
a Policy Loan is outstanding will be treated as premiums unless the
Owner requests in writing that they be treated as repayment of
Indebtedness.
SURRENDER, PARTIAL WITHDRAWALS AND PRO-RATA SURRENDER
At any time during the lifetime of the Insured and while a Policy is in
force, the Owner may surrender the Policy by sending a written request
to the Company. After the first Policy Year, an Owner may make a
partial withdrawal by sending a written request to the Company. The
amount available for surrender is the Cash Surrender Value at the end of
the Valuation Period during which the surrender request is received at
the Company's Home Office. Amounts payable from the Separate Account
upon surrender, partial withdrawal, or a Pro-Rata Surrender will
ordinarily be paid within seven days of receipt of the written request.
(See General Matters - Postponement of Payments from the Separate
Account.)
SURRENDERS. To effect a surrender, either the Policy itself must be
returned to the Company along with the request, or the request must be
accompanied by a completed affidavit of loss, which is available from
the Company. Upon surrender, the Company will pay the Cash Surrender
Value plus any unpaid dividends determined prior to surrender (See
Dividends) to the Owner in a single sum. The Cash Surrender Value
equals the Cash Value on the date of surrender, less any Indebtedness,
and less any surrender charge. (See Charges and Deductions - Contingent
Deferred Sales Charge.) The Company will determine the Cash Surrender
Value as of the date that an Owner's written request is received at the
Company's Home Office. If the request is received on a Monthly
Anniversary, the monthly deduction otherwise deductible will be included
in the amount paid. Coverage under a Policy will terminate as of the
date of surrender. The Insured must be living at the time of a
surrender. A surrender may have Federal income tax consequences. (See
Federal Tax Matters.)
PARTIAL WITHDRAWALS. After the first Policy Year, an Owner may make
partial withdrawals from the Policy's Cash Surrender Value. There is no
transaction charge for the first twelve partial withdrawals or requested
transfers in a Policy Year. General American will impose a charge of
$25 for each partial withdrawal or requested transfer in excess of
twelve in a Policy Year. A partial withdrawal may have Federal income
tax consequences. (See Federal Tax Matters.)
The minimum amount of a partial withdrawal request, net of any
applicable surrender charges, is the lesser of a) $500 from a Division
of the Separate Account, or b) the Policy's Cash Value in a Division.
(See Charges and Deductions - Contingent Deferred Sales Charge.) Partial
withdrawals made during a Policy Year may not exceed the following
limits. The maximum amount that may be withdrawn from a Division of the
Separate Account is the Policy's Cash Value net of any applicable
surrender charges in that Division. The total partial withdrawals and
transfers from the General Account over the Policy Year may not exceed a
maximum amount equal to the greatest of the following: (1) 25% of the
Cash Surrender Value in the General Account at the beginning of the
Policy Year, multiplied by the withdrawal percentage limit shown in the
policy, or (2) the previous Policy Year's maximum amount.
The Owner may allocate the amount withdrawn plus any applicable
surrender charge, subject to the above conditions, among the Divisions
of the Separate Account and the General Account. If no allocation is
specified, then the partial withdrawal will be allocated among the
Divisions of the Separate Account and the General Account in the same
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proportion that the Policy's Cash Value in each Division and the General
Account bears to the total Cash Value of the Policy, less the Cash Value
in the Loan Account, on the date the request for the partial withdrawal
is received. If the limitations on withdrawals from the General Account
will not permit this proportionate allocation, the Owner will be
requested to provide an alternate allocation. (See The General
Account.)
No amount may be withdrawn that would result in there being insufficient
Cash Value to meet any surrender charge that would be payable
immediately following the withdrawal upon the surrender of the remaining
Cash Value.
The death benefit will be affected by a partial withdrawal, unless Death
Benefit Option A or Option C is in effect and the withdrawal is made
under the terms of an anniversary partial withdrawal rider. (See
General Matters - Additional Insurance Benefits.) If Death Benefit
Option A or Death Benefit Option C is in effect and the death benefit
equals the Face Amount, then a partial withdrawal will decrease the Face
Amount by an amount equal to the partial withdrawal plus the applicable
surrender charge resulting from that partial withdrawal. If the death
benefit is based on a percentage of the Cash Value, then a partial
withdrawal will decrease the Face Amount by an amount by which the
partial withdrawal plus the applicable surrender charge exceeds the
difference between the death benefit and the Face Amount. If Death
Option B is in effect, the Face Amount will not change.
The Face Amount remaining in force after a partial withdrawal may not be
less than the minimum Face Amount. Any request for a partial withdrawal
that would reduce the Face Amount below this amount will not be
implemented.
Partial withdrawals may affect the way in which the cost of insurance
charge is calculated and the amount of pure insurance protection
afforded under a Policy. (See Monthly Deduction - Cost of Insurance.)
Partial withdrawals will be applied first to reduce the initial Face
Amount and then to each increase in Face Amount in order, starting with
the first increase. The Company may change the minimum amount required
for a partial withdrawal or the number of times partial withdrawals may
be made.
PRO-RATA SURRENDER. After the first Policy Year, an Owner can make a
Pro-Rata Surrender of the Policy. The Pro-Rata Surrender will reduce
the Face Amount and the Cash Value by a percentage chosen by the Owner.
This percentage must be any whole number. A Pro-Rata Surrender may have
Federal income tax consequences. (See Federal Tax Matters.) The
percentage will be applied to the Face Amount and the Cash Value on the
Monthly Anniversary on or following our receipt of the request.
The Owner may allocate the amount of decrease in Cash Value plus any
applicable surrender charge among the Divisions of the Separate Account
and the General Account. (See Charges and Deductions - Contingent
Deferred Sales Charge.) If no allocation is specified, then the decrease
in Cash Value and any applicable surrender charge will be allocated
among the Divisions of the Separate Account and the General Account in
the same proportion that the Policy's Cash Value in each Division and
the General Account bears to the total Cash Value of the Policy, less
the Cash Value in the Loan Account, on the date the request for Pro-Rata
Surrender is received.
A Pro-Rata Surrender can not be processed if it will reduce the Face
Amount below the minimum Face Amount of the Policy. No Pro-Rata
Surrender will be processed for more Cash Surrender Value than is
available on the date of the Pro-Rata Surrender. A cash payment will be
made to the Owner for the amount of Cash Value reduction less any
applicable surrender charges.
Pro-Rata Surrenders may affect the way in which the cost of insurance
charge is calculated and the amount of the pure insurance protection
afforded under the Policy. (See Monthly Deduction - Cost of Insurance.)
Pro-Rata Surrenders will be applied to prior increases in the Face
Amount, if any, in the reverse order in which such increases occurred,
and then to the original Face Amount.
CHARGES ON SURRENDER, PARTIAL WITHDRAWALS AND PRO-RATA SURRENDER. If a
Policy is surrendered within the first ten Policy Years, the Contingent
Deferred Sales Charge will apply. (See Contingent Deferred Sales
Charge.)
A partial withdrawal or Pro-Rata Surrender may also result in a
Contingent Deferred Sales Charge. The amount of the charge assessed is
a portion of the Contingent Deferred Sales Charge that would be deducted
upon surrender or lapse. Charges are described in more detail under
Charges and Deductions - Contingent Deferred Sales Charge.
While partial withdrawals and Pro-Rata Surrenders are each methods of
reducing a Policy's Cash Value, a Pro-Rata Surrender differs from a
partial withdrawal in that a partial withdrawal does not typically have
a proportionate effect on a Policy's death benefit by reducing the
Policy's Face Amount, while a Pro-Rata Surrender does. Assuming that a
Policy's death benefit is not a percentage of the Policy's Cash Value, a
Pro-Rata Surrender will reduce the Policy's death benefit in the same
proportion that the Policy's Cash Value is reduced,
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while a partial withdrawal will reduce the death benefit by one dollar
for each dollar of Cash Value withdrawn. Partial Withdrawals and Pro-
Rata Surrenders will also result in there being different cost of
insurance charges subsequently deducted. (See Monthly Deduction - Cost
of Insurance; Surrender, Partial Withdrawals and Pro-Rata Surrender -
Partial Withdrawals; and Surrenders, Partial Withdrawals, and Pro-Rata
Surrenders-Pro-Rata Surrender.)
TRANSFERS
Under General American's current practices, a Policy's Cash Value,
except amounts credited to the Loan Account, may be transferred among
the Divisions of the Separate Account and for certain contracts, between
the General Account and the Divisions. Transfers to and from the
General Account are subject to restrictions (See The General Account).
Requests for transfers from or among Divisions of the Separate Account
may be made in writing or by telephone. Transfers from or among the
Divisions of the Separate Account must be in amounts of at least $500
or, if smaller, the Policy's Cash Value in a Division. The first twelve
requested transfers or partial withdrawals per policy year will be
allowed free of charge. Thereafter, the Company will impose a charge of
$25 for each requested transfer or partial withdrawal. General American
ordinarily will make transfers and determine all values in connection
with transfers as of the end of the Valuation Period during which the
transfer request is received.
All requests received on the same Valuation Date will be considered a
single transfer request. Each transfer must meet the minimum
requirement of $500 or the entire Cash Value in a Division, whichever is
smaller. Where a single transfer request calls for more than one
transfer, and not all of the transfers would meet the minimum
requirements, General American will make those transfers that do meet
the requirements. Transfers resulting from Policy Loans will not be
counted for purposes of the limitations on the amount or frequency of
transfers allowed in each Policy Month or Policy Year.
Although General American currently intends to continue to permit
transfers for the foreseeable future, the Policy provides that General
American may at any time revoke, modify, or limit the transfer
privilege, including the minimum amount transferable, the maximum
General Account allocation percent, and the frequency of such transfers.
PORTFOLIO REBALANCING
Over time, the funds in the General Account and the Divisions of the
Separate Account will accumulate at different rates as a result of
different investment returns. The Owner may direct that from time to
time we automatically restore the balance of the Cash Value in the
General Account and in the Divisions of the Separate Account to the
percentages determined in advance. There are two methods of rebalancing
available - periodic and variance.
PERIODIC REBALANCING. Under this option the Owner elects a frequency
(monthly, quarterly, semiannually or annually), measured from the Policy
Anniversary. On each date elected, we will rebalance the funds by
generating transfers to reallocate the funds according to the investment
percentages elected.
VARIANCE REBALANCING. Under this option the Owner elects a specific
allocation percentage for the General Account and each Division of the
Separate Account. For each such account, the allocation percentage (if
not zero) must be a whole percentage and must not be less than five
percent (5%). The Owner also elects a maximum variance percentage (5%,
10%, 15%, or 20% only), and can exclude specific funds from being
rebalanced. On each Monthly Anniversary we will review the current fund
balances to determine whether any fund balance is outside of the
variance range (either above or below) as a percentage of the specified
allocation percentage for that fund. If any fund is outside of the
variance range, we will generate transfers to rebalance all of the
specified funds back to the predetermined percentages.
Owners should consider that portfolio rebalancing entails the transfer
of Cash Value from better performing portfolios to lesser performing
portfolios.
Transfers resulting from portfolio rebalancing will not be counted
against the total number of transfers allowed in a Policy Year before a
charge is applied.
The Owner may elect either form of portfolio rebalancing by specifying
it on the policy application, or may elect it later for an in-force
Policy, or may cancel it, by submitting a change form acceptable to
General American under its administrative rules.
Only one form of portfolio rebalancing may be elected at any one time,
and portfolio rebalancing may not be used in conjunction with dollar
cost averaging (see below).
General American reserves the right to suspend portfolio rebalancing at
any time on any class of Policies on a nondiscriminatory basis, or to
charge an administrative fee for election changes in excess of a
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specified number in a Policy Year in accordance with its administrative
rules.
DOLLAR COST AVERAGING
The Owner may direct the Company to transfer amounts on a monthly basis
from the Money Market Fund to any other Division of the Separate
Account. This service is intended to allow the Owner to utilize "dollar
cost averaging" ("DCA"), a long-term investment technique which provides
for regular, level investments over time. The Company makes no
guarantee that DCA will result in a profit or protect against loss.
The following rules and restrictions apply to DCA transfers:
(1) The minimum DCA transfer amount is $100.
(2) A written election of the DCA service, on a form provided by
the Company, must be completed by the Owner and on file with the
Company in order to begin DCA transfers.
(3) In the written election of the DCA service, the Owner
indicates how DCA transfers are to be allocated among the
Divisions of the Separate Account. For any Division chosen to
receive DCA transfers, the minimum percentage that may be
allocated to a Division is 5% of the DCA transfer amount, and
fractional percentages may not be used.
(4) DCA transfers can only be made from the Money Market Fund,
and DCA transfers will not be allowed to the General Account.
(5) The DCA transfers will not count against the Policy's normal
transfer restrictions. (See Policy Rights-- Transfers.)
(6) The DCA transfer percentages may differ from the allocation
percentages the Owner specifies for the allocation of Net
Premiums. (See Payment and Allocation of Premiums -- Allocation
of Net Premiums and Cash Values.)
(7) Once elected, DCA transfers from the Money Market Fund will
be processed monthly until either the value in the Money Market
Fund is completely depleted or the Owner instructs the Company in
writing to cancel the DCA service.
(8) Transfers as a result of a Policy Loan or repayment, or in
exercise of the conversion privilege, are not subject to the DCA
rules and restrictions. The DCA service terminates at the time
the conversion privilege is exercised, when any outstanding amount
in any Division of the Separate Account is immediately transferred
to the General Account. (See Policy Rights - Loans, and Policy
Rights - Conversion Privilege.)
(9) DCA transfers will not be made until the Right to Examine
Policy period has expired (See Policy Rights - Right to Examine
Policy).
The Company reserves the right to assess a processing fee for the DCA
service. The Company reserves the right to discontinue offering DCA
upon 30 days' written notice to Owners. However, any such
discontinuation will not affect DCA services already commenced. The
Company reserves the right to impose a minimum total Cash Value, less
outstanding Indebtedness, in order to qualify for DCA service. Also,
the Company reserves the right to change the minimum necessary Cash
Value and the minimum required DCA transfer amount.
Transfers made under Dollar Cost Averaging do not count against the
total of twelve requested transfers or partial withdrawals allowed
without charge in a Policy Year.
RIGHT TO EXAMINE POLICY
The Owner may cancel a Policy within 20 days after receiving it (30 days
if the Owner is a resident of California and is age 60 or older) or
within 45 days after the application was signed, whichever is later. If
a Policy is canceled within this time period, a refund will be paid.
Where required by state law, the refund will equal all premiums paid
under the Policy. Where required by state law, General American will
refund an amount equal to the greater of premiums paid or (1) plus (2)
where (1) is the difference between the premiums paid, including any
policy fees or other charges, and the amounts allocated to the Separate
Account under the Policy and (2) is the value of the amounts allocated
to the Separate Account under the Policy on the date the returned Policy
is received by General American or its agent.
To cancel the Policy, the Owner should mail or deliver the Policy to
either General American or the agent who sold it. A refund of premiums
paid by check may be delayed until the Owner's check has cleared the
bank upon which it was drawn. (See General Matters - Postponement of
Payments from the Separate Account.)
A request for an increase in Face Amount (see Policy Benefits - Death
Benefit) may also be canceled. The request for cancellation must be
made within the later of 20 days from the date the Owner received the
new Policy specifications page for the increase, or 45 days after the
application for the increase was signed.
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DEATH BENEFIT AT ATTAINED AGE 100
If the Insured is living and the Policy is in force when the Insured
reaches Attained Age 100, the death benefit will be equal to 101% of the
Cash Value of the Policy unless the Lifetime Coverage Rider is in
effect. (See Additional Insurance Benefits.) At that point, no further
premium payments will be required or accepted, and no further monthly
deductions will be taken to cover the cost of insurance.
PAYMENT AND ALLOCATION OF PREMIUMS
ISSUANCE OF A POLICY
Individuals wishing to purchase a Policy must complete an application
and submit it to an authorized registered agent of General American or
to General American's Home Office. A Policy will generally be issued to
Insureds of Issue Ages 0 through 85 for regularly underwritten
contracts, and to Insureds of Issue Ages 20 through 70 for Policies
issued in qualified pension plans, for guaranteed issue contracts and,
should they become available in the future, for simplified issue
contracts. General American may, in its sole discretion, issue Policies
to individuals falling outside of those Issue Ages. Acceptance of an
application is subject to General American's underwriting rules and
General American reserves the right to reject an application for any
reason.
The Issue Date is determined by General American in accordance with its
standard underwriting procedures for variable life insurance policies.
The Issue Date is used to determine Policy Anniversaries, Policy Years,
and Policy Months. Insurance coverages under a Policy will not take
effect until the Policy has been delivered and the initial premium has
been paid prior to the Insured's death and prior to any change in health
as shown in the application.
PREMIUMS
The initial premium is due on the Issue Date, and may be paid to an
authorized registered agent of General American or to General American
at its Home Office. General American currently requires that the
initial premium for a Policy be at least equal to one-twelfth (1/12) of
the Minimum Premium for the Policy. The Minimum Premium is the amount
specified for each Policy based on the requested initial Face Amount and
the charges under the Policy which vary according to the Issue Age, sex,
underwriting risk class, and smoker status of the Insured. (See Charges
and Deductions.) For policies issued as a result of a term conversion
from certain General American term policies, the Company requires the
Owner to pay an initial premium, which combined with conversion credits
given, if any, will equal one full "Minimum Premium" for the Policy.
Following the initial premium, subject to the limitations described
below, premiums may be paid in any amount and at any interval. Premiums
after the first premium payment must be paid to General American at its
Home Office. An Owner may establish a schedule of planned premiums
which will be billed by the Company at regular intervals. Failure to
pay planned premiums, however, will not itself cause the Policy to
lapse. (See Policy Lapse and Reinstatement.) Premium receipts will be
furnished upon request.
An Owner may make unscheduled premium payments at any time in any
amount, or skip planned premium payments, subject to the minimum and
maximum premium limitations described below.
If a Policy is in the intended Owner's possession but the initial
premium has not been paid, the Policy is not in force. The intended
Owner is deemed to have the Policy for inspection only.
PREMIUM LIMITATIONS. Every premium payment must be at least $10. In no
event may the total of all premiums paid in any Policy Year exceed the
current maximum premium limitations for that Policy Year. Maximum
premium limits for the Policy Year will be shown in an Owner's annual
report.
In general, for policies issued with Death Benefit Option A or Death
Benefit Option B, the maximum premium limit for a Policy Year is the
largest amount of premium that can be paid in that Policy Year such that
the sum of the premiums paid under the Policy will not at any time
exceed the guideline premium limitations needed to comply with the tax
definition of life insurance. For policies issued with Death Benefit
Option C, the company reserves the right to impose other restrictions
upon the amount of premium that may be paid into the Policy. If at any
time a premium is paid which would result in total premiums exceeding
the current maximum premium limitations, the Company will only accept
that portion of the premium which will make total premiums equal the
maximum. Any part of the premium in excess of that amount will be
returned or applied as otherwise agreed, and no further premiums will be
accepted until allowed under the current maximum premium limitations.
In addition to the foregoing tax definitional limits on premiums, for
purposes of determining whether distributions (including loans) are a
return of income first, the Company monitors the Policy to detect
whether the "seven pay limit" has been exceeded. If the seven pay limit
is exceeded, the Policy becomes a
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"Modified Endowment". The Company has adopted administrative steps
designed to notify an Owner when it is believed that a premium payment
will cause a Policy to become a modified endowment contract. The Owner
will be given a limited amount of time to request that the premium be
reversed in order to avoid the Policy's being classified as a modified
endowment contract. (See Federal Tax Matters.)
If the Company receives a premium payment which would cause the death
benefit to increase by an amount that exceeds the Net Premium portion of
the payment, then the Company reserves the right to (1) refuse that
premium payment, or (2) require additional evidence of insurability
before it accepts the premium.
ALLOCATION OF NET PREMIUMS AND CASH VALUE
ALLOCATION OF NET PREMIUMS. In the application for a Policy, the Owner
indicates how Net Premiums are to be allocated among the Divisions of
the Separate Account, to the General Account (if available), or both.
For each Division chosen, the minimum percentage that may be allocated
to a Division is 5% of the Net Premium, and fractional percentages may
not be used. Certain other restrictions apply to allocations made to
the General Account (see General Account). For policies issued with an
allowable percentage to the General Account of more than 5%, the minimum
percentage is 5%, and fractional percentages may not be used.
The allocation for future Net Premiums may be changed without charge at
any time by providing notice to the Company. Any change in allocation
will take effect immediately upon receipt by the Company of written
notice. No charge is imposed for changing the allocations of future
premiums. The initial allocation will be shown on the application which
is attached to the Policy. The Company may at any time modify the
maximum percentage of future Net Premiums that may be allocated to the
General Account.
During the period from the Issue Date to the end of the Right to Examine
Policy Period (See Policy Rights - Right to Examine Policy), Net
Premiums will automatically be allocated to the Division that invests in
the Money Market Fund of Capital Company. When this period expires, the
Policy's Cash Value in that Division will be transferred to the
Divisions of the Separate Account and to the General Account (if
available) in accordance with the allocation requested in the
application for the Policy, or any allocation instructions received
subsequent to receipt of the application. Net Premiums received after
the Right to Examine Policy Period will be allocated according to the
allocation instructions most recently received by the Company unless
otherwise instructed for that particular premium receipt.
The Policy's Cash Value may also be transferred between Divisions of the
Separate Account, and, if the General Account is available under the
Policy, between those Divisions and the General Account. (See Policy
Rights - Transfers.)
The value of amounts allocated to Divisions of the Separate Account will
vary with the investment performance of the chosen Divisions and the
Owner bears the entire investment risk. This will affect the Policy's
Cash Value, and may affect the death benefit as well. Owners should
periodically review their allocations of Net Premiums and the Policy's
Cash Value in light of market conditions and their overall financial
planning requirements.
POLICY LAPSE AND REINSTATEMENT
LAPSE. Unlike conventional whole life insurance policies, the failure
to make a premium payment following the initial premium will not itself
cause a Policy to lapse. If, during the first five Policy Years, the
sum of all premiums paid on the Policy, reduced by any partial
withdrawals and any outstanding loan balance, is greater than or equal
to the sum of the No Lapse Monthly Premiums for the elapsed months since
the Issue Date, the Policy will not lapse as a result of the Cash Value
less any loans, loan interest due, and any surrender charge being
insufficient to pay the monthly deduction. Lapse will occur (except as
described above) when the Cash Surrender Value is insufficient to cover
the monthly deduction, and a grace period expires without a sufficient
payment being made.
The grace period, which is 62 days, begins on the Monthly Anniversary on
which the Cash Surrender Value becomes insufficient to meet the next
monthly deduction. The Company will notify the Owner at the beginning
of the grace period by mail addressed to the last known address on file
with the Company. The notice to the Owner will indicate the amount of
additional premium that must be paid. The amount of the premium
required to keep the Policy in force will be the amount to cover the
outstanding monthly deductions and premium expense charges. (See
Charges and Deductions - Monthly Deduction.) If the Company does not
receive the required amount within the grace period, the Policy will
lapse and terminate without Cash Value.
If the Insured dies during the grace period, any overdue monthly
deductions will be deducted from the death benefit otherwise payable.
REINSTATEMENT. The Owner may reinstate a lapsed Policy by written
application any time within five
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years after the date of lapse and before the Insured's Attained Age 100.
Reinstatement is subject to the following conditions:
1. Evidence of the insurability of the Insured satisfactory to
the Company (including evidence of insurability of any person
covered by a rider to reinstate the rider).
2. Payment of a premium that, after the deduction of premium
expense charges, is large enough to cover: (a) the monthly
deductions due at the time of lapse, and (b) two times the monthly
deduction due at the time of reinstatement.
3. Payment or reinstatement of any Indebtedness. Any
Indebtedness reinstated will cause Cash Value of an equal amount
also to be reinstated. Any loan interest due and unpaid on the
Policy Anniversary prior to reinstatement must be repaid at the
time of reinstatement. Any loan paid at the time of reinstatement
will cause an increase in Cash Value equal to the amount to be
reinstated.
The Policy cannot be reinstated if it has been surrendered.
The amount of Cash Value on the date of reinstatement will be equal to
the amount of any Policy Loan reinstated, increased by the Net Premiums
paid at reinstatement, any Policy Loan paid at the time of
reinstatement, and the amount of any surrender charge paid at the time
of lapse.
The Insured must be alive on the date the Company approves the
application for reinstatement. If the Insured is not then alive, such
approval is void and of no effect.
The effective date of reinstatement will be the date the Company
approves the application for reinstatement. There will be a full
monthly deduction for the Policy Month which includes that date. (See
Charges and Deductions - Monthly Deduction.)
The surrender charge in effect at the time of reinstatement will equal
the surrender charge in effect at the time of lapse.
CHARGES AND DEDUCTIONS
Charges will be deducted in connection with the Policy to compensate the
Company for providing the insurance benefits set forth in the Policy and
any additional benefits added by rider, administering the Policies,
incurring expenses in distributing the Policies, and assuming certain
risks in connection with the Policy.
PREMIUM EXPENSE CHARGES
Prior to allocation of Net Premiums, premium payments will be reduced by
premium expense charges consisting of a sales charge and a charge for
premium taxes. The premium payment less the premium expense charge
equals the Net Premium.
SALES CHARGE. A sales charge will be deducted from each premium payment
to partially compensate the Company for expenses incurred in
distributing the Policy and any additional benefits provided by riders.
The Company currently intends to deduct a sales charge determined
according to the following schedule:
Policy Year 1 15% of premium up to Target
5% of premium above Target
Policy Years 2-10 5% of all premium paid
Policy Years 11+ 2% of all premium paid
For policies issued in the state of Oregon, the amounts shown above are
increased by 2%. Consistent with the requirements of the Texas non-
forfeiture laws, the guaranteed sales charge varies for policies issued
in Texas. As of the date of this prospectus, the current sales charge
for Texas policies is the same as shown above.
The expenses covered by the sales charge include agent sales
commissions, the cost of printing Prospectuses and sales literature, and
any advertising costs. Where Policies are issued to Insureds with
higher mortality risks or to Insureds who have selected additional
insurance benefits, a portion of the amount deducted for sales charge is
used to pay distribution expenses and other costs associated with these
additional coverages. No increase in this sales charge will occur that
would result in an increase in the sales charge percentage deducted in
any previous Policy year.
A Contingent Deferred Sales Charge is also imposed under certain
circumstances for expenses incurred in distributing the Policies. That
charge is discussed below.
To the extent that sales expenses are not recovered from the sales
charge and the surrender charge, those expenses may be recovered from
other sources, including the mortality and expense risk charge described
below.
PREMIUM TAXES. Various states or other governing jurisdictions and
their subdivisions impose a tax on premiums received by insurance
companies. Premium taxes vary by jurisdiction. A deduction equal to
the amount of the actual premium tax (if any) is taken from each premium
payment for these
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taxes. The deduction allows the Company to pass through the amount of
the taxes imposed on the policy by the state or other governing
jurisdiction and any subdivisions thereof. State premium taxes
currently range from 0% to 3.5% (4% in Puerto Rico), with an average of
approximately 2.1%.
FEDERAL TAX CHARGE. This charge is designed to pass through the
equivalent of the federal tax consequences applicable to the policy.
The charge is currently 1.3% of premium paid, and is guaranteed not to
increase except to the extent of any increases in the federal tax
MONTHLY DEDUCTION
Charges will be deducted monthly from the Cash Value of each Policy
("the monthly deduction") to compensate the Company for (a) certain
administrative costs; (b) the cost of insurance; and (c) the cost of
optional benefits added by rider. The monthly deduction will be taken
on the Investment Start Date and on each Monthly Anniversary. It will
be allocated among the General Account and each Division of the Separate
Account in the same proportion that a Policy's Cash Value in the General
Account and the Policy's Cash Value in each Division bear to the total
Cash Value of the Policy, less the Cash Value in the Loan Account, on
the date the deduction is taken. Because portions of the monthly
deduction, such as the cost of insurance, can vary from month to month,
the monthly deduction itself can vary in amount from month to month.
SELECTION AND ISSUE EXPENSE CHARGE. During the first ten Policy Years,
and during the first ten Policy Years following an increase in Face
Amount, the Company generally assesses a monthly charge to cover the
costs associated with the underwriting and issue of the policy or the
increase. The monthly charge per $1,000 of face amount ranges from
approximately 4 cents to 65 cents, and varies by issue age, risk class,
and (except on unisex Policies) sex of the Insured. The duration of the
guaranteed charges varies for policies issued in Texas to ensure
compliance with the Texas non-forfeiture laws. On a current basis, as
of the date of this prospectus, the duration is the same as described
above.
MONTHLY ADMINISTRATIVE CHARGE. The Company has responsibility for the
administration of the Policies and the Separate Account. Administrative
expenses include premium billing and collection, record keeping,
processing death benefit claims, cash surrenders, partial withdrawals,
Policy changes, and reporting and overhead costs, processing
applications, and establishing Policy records. As reimbursement for
administrative expenses related to the maintenance of each Policy and
the Separate Account, the Company assesses a monthly administration
charge from each Policy. This charge is generally $25 per month in the
first Policy Year, and $6 per month for all Policy Years thereafter, and
is guaranteed not to increase while the Policy is in force.
The Company may administer the Policy itself, or may purchase
administrative services from such sources (including affiliates) as may
be available. Such services will be acquired on a basis which, in the
Company's sole discretion, affords the best services at the lowest cost.
The Company reserves the right to select a company to provide services
which the Company deems, in its sole discretion, is the best able to
perform such services in a satisfactory manner even though the costs for
such services may be higher than would prevail elsewhere.
COST OF INSURANCE. The cost of insurance is deducted on each Monthly
Anniversary for the following Policy Month. Because the cost of
insurance depends upon a number of variables, the cost will vary for
each Policy Month. The cost of insurance is determined separately for
the initial Face Amount and for any subsequent increases in Face Amount.
The Company will determine the cost of insurance charge by multiplying
the applicable cost of insurance rate or rates by the net amount at risk
(defined below) for each Policy Month.
The cost of insurance rates are determined at the beginning of each
Policy Year for the initial Face Amount and each increase in Face
Amount. The rates will be based on the Attained Age, duration, rate
class, and (except for unisex Policies) sex of the Insured at issue or
the date of an increase in Face Amount. (See Unisex Requirements Under
Montana Law.) The cost of insurance rates generally increase as the
Insured's Attained Age increases. The rate class of an Insured also
will affect the cost of insurance rate. For the initial Face Amount,
the Company will use the rate class on the Issue Date. For each
increase in Face Amount, other than one caused by a change in the death
benefit option, the Company will use the rate class applicable to that
increase. If the death benefit equals a percentage of Cash Value, an
increase in Cash Value will cause an automatic increase in the death
benefit. The rate class for such increase will be the same as that used
for the most recent increase that required proof of insurability.
The Company currently places Insureds into a preferred rate class, a
standard rate class, or into rate classes involving a higher mortality
risk. The degree of underwriting imposed may vary from full
underwriting, to simplified issue underwriting, to guaranteed issue
underwriting.
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Actual cost of insurance rates may change, and the actual monthly cost
of insurance rates will be determined by the Company based on its
expectations as to future mortality experience. However, the actual
cost of insurance rates will not be greater than the guaranteed cost of
insurance rates set forth in the Policy. For fully underwritten,
guaranteed issue and simplified issue Policies which are not in a
substandard risk class, the guaranteed cost of insurance rates are equal
to 100% of the rates set forth in the male/female smoker/non-smoker 1980
CSO Mortality Tables (1980 CSO Tables NA and SA and 1980 CSO Tables NG
and SG for sex distinct; 1980 CSO Tables NB and SB for unisex policies
issued in qualified pension plans; 1980 CSO Tables NA and SA for unisex
policies issued in compliance with Montana law), for the age nearest
birthday. Higher rates apply if the Insured is determined to be in a
substandard risk class.
In two otherwise identical Policies, an Insured in the preferred rate
class will have a lower cost of insurance than an Insured in a rate
class involving higher mortality risk. Each rate class is also divided
into two categories: smokers and nonsmokers. Nonsmoker Insureds will
generally incur a lower cost of insurance than similarly situated
Insureds who smoke. (Insureds under Attained Age 20 are automatically
assigned to the non-smoker rate class.) Policies issued with simplified
underwriting or guaranteed issue will in general incur a higher cost of
insurance than fully underwritten Policies. Guaranteed issue Policies
will in general incur the highest current or actual cost of insurance
rates.
The net amount at risk for a Policy Month is (a) the death benefit at
the beginning of the Policy Month divided by 1.0032737 (which reduces
the net amount at risk, solely for purposes of computing the cost of
insurance, by taking into account assumed monthly earnings at an annual
rate of 4%), less (b) the Cash Value at the beginning of the Policy
Month. If there is an increase in the Face Amount, a net amount at risk
will be calculated separately for the initial Face Amount and for each
increase in Face Amount. If Death Benefit Option A or Death Option C is
in effect, for purposes of determining the net amounts at risk for the
initial Face Amount and for each increase in Face Amount, Cash Value
will first be considered a part of the initial Face Amount. If the Cash
Value is greater than the initial Face Amount, the excess Cash Value
will then be considered a part of each increase in order, starting with
the first increase. If Death Benefit Option B is in effect, the net
amount at risk will be determined separately for the initial Face Amount
and for each increase in Face Amount. In calculating the cost of
insurance charges, the cost of insurance rate for a Face Amount is
applied to the net amount at risk for that Face Amount.
ADDITIONAL INSURANCE BENEFITS. The monthly deduction will include
charges for any additional benefits provided by rider. (See General
Matters - Additional Insurance Benefits.)
CONTINGENT DEFERRED SALES CHARGE ("CDSC")
For a period of up to ten years after the Issue Date, and for a period
of up to ten years following an increase in the Face Amount, the Company
will impose a CDSC upon surrender or lapse of the Policy, upon a partial
withdrawal, or upon a Pro-Rata Surrender. The amount of the charge
assessed will depend upon a number of factors, including the type of
event (a full surrender, lapse, or partial withdrawal), the amount of
any premium payments made under the Policy prior to the event, and the
number of Policy Years having elapsed since the Policy was issued.
The Contingent Deferred Sales Charge compensates the Company for
expenses relating to the distribution of the Policy, including agents'
commissions, advertising, and the printing of the Prospectus and sales
literature.
CALCULATION OF CHARGE. If a Policy is surrendered, the charge will not
exceed the Contingent Deferred Sales Charge Percentage multiplied by the
annual Target Premium attributable to the base policy or to the increase
in Face Amount.
The Contingent Deferred Sales Charge Percentage is shown in the
following table.
CONTINGENT DEFERRED SALES CHARGE
PERCENTAGE TABLE
IF SURRENDER OR LAPSE THE PERCENTAGE OF THE
OCCURS IN THE LAST MONTH ANNUAL TARGET
OF POLICY YEAR: PREMIUM PAYABLE IS:
1 through 5 45%
6 40%
7 30%
8 20%
9 10%
10 and later 0%
In addition, the percentages are reduced equally for each Policy Month
during the years shown. For example, during the seventh year, the
percentage is reduced equally each month from 40% at the end of the
sixth Year to 30% at the end of the seventh Year. This table may be
modified if required by law or regulation of the governing jurisdiction.
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CHARGE ASSESSED UPON PARTIAL WITHDRAWALS OR PRO-RATA SURRENDER. The
amount of the Contingent Deferred Sales Charge deducted upon a partial
withdrawal or Pro-Rata Surrender will equal a fraction of the charge
that would be deducted if the
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Policy were surrendered at that time. The fraction will be determined
by dividing the amount of the withdrawal of cash by the Cash Value
before the withdrawal and multiplying the result by the charge.
Immediately after a withdrawal, the Policy's remaining surrender charge
will equal the amount of the surrender charge immediately before the
withdrawal less the amount deducted in connection with the withdrawal.
TRANSACTION CHARGES. There are no transaction charges for processing
the first twelve transfers or partial withdrawals in a policy year.
There is a charge of $25 for each transfer or partial withdrawal in
excess of twelve.
ADJUSTMENT OF CHARGES. The Policy is available for purchase by
individuals, corporations, and other institutions. For certain
individuals and certain corporate or other group or sponsored
arrangements purchasing one or more Policies, General American may waive
or adjust the amount of the Sales Charge, Contingent Deferred Sales
Charge, monthly administrative charge, or other charges where the
expenses associated with the sale of the Policy or Policies or the
underwriting or other administrative costs associated with the Policy or
Policies warrant an adjustment.
Sales, underwriting, or other administrative expenses may be reduced for
reasons such as expected economies resulting from a corporate purchase
or a group or sponsored arrangement; from the amount of the initial
premium payment or payments; or from the amount of projected premium
payments. General American will determine in its discretion if, and in
what amount, an adjustment is appropriate. The Company may modify its
criteria for qualification for adjustment of charges as experience is
gained, subject to the limitation that such adjustments will not be
unfairly discriminatory against the interests of any Owner.
SEPARATE ACCOUNT CHARGES
MORTALITY AND EXPENSE RISK CHARGE. General American will deduct a daily
charge from the Separate Account. The amount of the deduction is
determined as a percentage of the average net assets of each Division of
the Separate Account. The daily deduction percentages, and the
equivalent effective annual rate, are:
POLICY YEARS DAILY CHARGE FACTOR ANNUAL EQUIVALENT
1-10 .0015027% 0.55%
11-20 .0012301% 0.45%
21+ .0009572% 0.35%
This deduction is guaranteed not to increase while the Policy is in
force. General American may realize a profit from this charge.
The mortality risk assumed by General American is that Insureds may die
sooner than anticipated and that therefore General American will pay an
aggregate amount of death benefits greater than anticipated. The
expense risk assumed is that expenses incurred in issuing and
administering the Policy will exceed the amounts realized from the
administrative charges assessed against the Policy.
FUND EXPENSES. The value of the net assets of the Separate Account will
reflect the investment advisory fee and other expenses incurred by the
underlying investment companies. A summary of the annual Fund operating
expenses is provided on page 7 of this prospectus. See the prospectuses
for the respective Funds for a description of investment advisory fees
and other expenses.
TAXES. No charges are currently made to the Separate Account for
Federal, state, or local taxes that the Company incurs which may be
attributable to such Separate Account or to the Policy. The Company may
make such a charge for any such taxes or economic burden resulting from
the application of the tax laws that it determines to be properly
attributable to the Separate Account or to the Policy. (See Federal Tax
Matters.)
DIVIDENDS
The Policy is issued both as a participating Policy, which provides the
Owner an ownership interest in General American Mutual Holding Company,
the parent company of General American Life Insurance Company and as a
non-participating Policy, which provides no ownership interest in
General American Mutual Holding Company or General American Life
Insurance Company. However, we do not anticipate that the Policy will
share in the divisible surplus of the Company in the form of a dividend.
THE GENERAL ACCOUNT
Because of exemptive and exclusionary provisions, interests in the
General Account have not been registered under the Securities Act of
1933 and the General Account has not been registered as an investment
company under the 1940 Act. Accordingly, neither the General Account
nor any interests therein are subject to the provisions of these Acts
and, as a result, the staff of the SEC has not reviewed the disclosure
in this Prospectus relating to the General Account. The disclosure
regarding the General Account may, however, be subject to certain
generally applicable provisions of the Federal
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securities laws relating to the accuracy and completeness of statements
made in prospectuses.
GENERAL DESCRIPTION
The General Account consists of all assets owned by General American
other than those in the Separate Account and other separate accounts.
Subject to applicable law, General American has sole discretion over the
investment of the assets of the General Account.
At issue, General American will determine the maximum percentage of the
non-borrowed Cash Value that may be allocated, either initially or by
transfer, to the General Account. The ability to allocate Net Premiums
or to transfer Cash Value to the General Account may not be made
available, in the Company's discretion, under certain Policies.
Further, the option may be limited with respect to some Policies. The
Company may, from time to time, adjust the extent to which premiums or
Cash Value may be allocated to the General Account (the "maximum
allocation percentage"). Such adjustments may not be uniform as to all
Policies. General American may at any time modify the General Account
maximum allocation percent. Subject to this maximum, an Owner may elect
to allocate Net Premiums to the General Account, the Separate Account,
or both. Subject to this maximum, the Owner may also transfer Cash
Value from the Divisions of the Separate Account to the General Account,
or from the General Account to the Divisions of the Separate Account.
The allocation of Net Premiums or the transfer of Cash Value to the
General Account does not entitle an Owner to share in the investment
experience of the General Account. Instead, General American guarantees
that Cash Value allocated to the General Account will accrue interest at
a rate of at least 4%, compounded annually, independent of the actual
investment experience of the General Account.
The Loan Account is part of the General Account.
THE POLICY
This Prospectus describes a flexible premium variable life insurance
policy. This Prospectus is generally intended to serve as a disclosure
document only for the aspects of the Policy relating to the Separate
Account. For complete details regarding the General Account, see the
Policy itself.
GENERAL ACCOUNT BENEFITS
If the Owner allocates all Net Premiums only to the General Account and
makes no transfers, partial withdrawals, Pro-Rata Surrenders, or Policy
Loans, the entire investment risk will be borne by General American, and
General American guarantees that it will pay at least a minimum
specified death benefit. The Owner may select Death Benefit Option A, B
or C under the Policy and may change the Policy's Face Amount subject to
satisfactory evidence of insurability.
GENERAL ACCOUNT CASH VALUE
Net Premiums allocated to the General Account are credited to the Cash
Value. General American bears the full investment risk for these
amounts and guarantees that interest will be credited to each Owner's
Cash Value in the General Account at a rate of no less than 4% per year,
compounded annually. General American may, AT ITS SOLE DISCRETION,
credit a higher rate of interest, although it is not obligated to credit
interest in excess of 4% per year, and might not do so. ANY INTEREST
CREDITED ON THE POLICY'S CASH VALUE IN THE GENERAL ACCOUNT IN EXCESS OF
THE GUARANTEED MINIMUM RATE OF 4% PER YEAR WILL BE DETERMINED IN THE
SOLE DISCRETION OF GENERAL AMERICAN. THE POLICY OWNER ASSUMES THE RISK
THAT INTEREST CREDITED MAY NOT EXCEED THE GUARANTEED MINIMUM RATE OF 4%
PER YEAR. If excess interest is credited, a different rate of interest
may be applied to the Cash Value in the Loan Account. The Cash Value in
the General Account will be calculated on each Monthly Anniversary of
the Policy.
General American guarantees that, on each Valuation Date, the Cash Value
in the General Account will be the amount of the Net Premiums allocated
or Cash Value transferred to the General Account, plus interest at the
rate of 4% per year, plus any excess interest which General American
credits and any amounts transferred into the General Account, less the
sum of all Policy charges allocable to the General Account and any
amounts deducted from the General Account in connection with partial
withdrawals, Pro-Rata Surrenders, surrender charges or transfers to the
Separate Account.
TRANSFERS, SURRENDERS, PARTIAL WITHDRAWALS AND POLICY LOANS
After the first Policy Year, a portion of Cash Value may be withdrawn
from the General Account or transferred from the General Account to the
Separate Account. A partial withdrawal, net of any applicable surrender
charges, and any transfer must be at least $500 or, the Policy's entire
Cash Value in the General Account if less than $500. No amount may be
withdrawn from the General Account that would result in there being
insufficient Cash Value to meet any surrender charges that would be
payable
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immediately following the withdrawal upon the surrender of the remaining
Cash Value of the Policy. The total amount of transfers and withdrawals
in a Policy Year may not exceed a Maximum Amount equal to the greater of
(a) 25% of a Policy's Cash Surrender Value in the General Account at the
beginning of the Policy Year, or (b) the previous Policy Year's Maximum
Amount (not to exceed the total Cash Surrender Value of the Policy).
Transfers to the General Account are limited by the maximum allocation
percentage (described below) in effect for a Policy at the time a
transfer request is made.
Policy Loans may also be made from the Policy's Cash Value in the
General Account.
Loans and withdrawals from the General Account may have Federal income
tax consequences. (See Federal Tax Matters.)
There is no transaction charge for the first twelve partial withdrawals
or requested transfers in a Policy Year. General American will impose a
charge of $25 for each partial withdrawal or requested transfer in
excess of twelve in a Policy Year. General American may revoke or
modify the privilege of transferring amounts to or from the General
Account at any time. Partial withdrawals and Pro-Rata Surrenders will
result in the imposition of the applicable surrender charge.
Transfers, surrenders, partial withdrawals and Pro-Rata Surrenders
payable from the General Account and the payment of Policy Loans
allocated to the General Account may, subject to certain limitations, be
delayed for up to six months. However, if payment is deferred for 30
days or more, General American will pay interest at the rate of 2.5% per
year for the period of the deferment. Amounts from the General Account
used to pay premiums on policies with General American will not be
delayed.
GENERAL MATTERS
POSTPONEMENT OF PAYMENTS FROM THE SEPARATE ACCOUNT
The Company usually pays amounts payable on partial withdrawal, Pro-Rata
Surrender, surrender, or Policy Loan allocated to the Separate Account
Divisions within seven days after written notice is received. Payment
of any amount payable from the Divisions of the Separate Account upon
surrender, partial withdrawals, Pro-Rata Surrender, or death of Insured,
as well as payments of a Policy Loan and transfers, may be postponed
whenever: (1) the New York Stock Exchange is closed other than customary
weekend and holiday closings, or trading on the New York Stock Exchange
is restricted as determined by the SEC; (2) the SEC by order permits
postponement for the protection of Owners; or (3) an emergency exists,
as determined by the SEC, as a result of which disposal of securities is
not reasonably practicable or it is not reasonably practicable to
determine the value of the Separate Account's net assets. The Company
may defer payment of the portion of any Policy Loan from the General
Account for not more than six months.
Payments under the Policy of any amounts derived from premiums paid by
check may be delayed until the Owner's check has cleared the bank upon
which it was drawn.
THE CONTRACT
The Policy, the attached application, any riders, endorsements, any
application for an increase in Face Amount, and any application for
reinstatement constitute the entire contract. All statements made by
the Insured in the application and any supplemental applications can be
used to contest a claim or the validity of the Policy. Any change to
the Policy must be in writing and approved by the President, a Vice
President, or the Secretary of the Company. No agent has the authority
to alter or modify any of the terms, conditions, or agreements of the
Policy or to waive any of its provisions.
CONTROL OF POLICY
The Insured is the Owner of the Policy unless another person or entity
is shown as the Owner in the application. Ownership may be changed,
however, as described below. The Owner is entitled to all rights
provided by the Policy. Any person whose rights of ownership depend
upon some future event does not possess any present rights of ownership.
If there is more than one Owner at a given time, all Owners must
exercise the rights of ownership by joint action. If the Owner dies,
and the Owner is not the Insured, the Owner's interest in the Policy
becomes the property of his or her estate unless otherwise provided.
Unless otherwise provided, the Policy is jointly owned by all Owners
named in the Policy or by the survivors of those joint Owners. Unless
otherwise stated in the Policy, the final Owner is the estate of the
last joint Owner to die. The Company may rely on the written request of
any trustee of a trust which is the Owner of the Policy, and the Company
is not responsible for the proper administration of any such trust.
BENEFICIARY
The Beneficiary(ies) is (are) the person(s) specified in the application
or by later designation. Unless
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otherwise stated in the Policy, the Beneficiary has no rights in a
Policy before the death of the Insured. If there is more than one
Beneficiary at the death of the Insured, each Beneficiary will receive
equal payments unless otherwise provided by the Owner. If no
Beneficiary is living at the death of the Insured, the proceeds will be
payable to the Owner or, if the Owner is not living, to the Owner's
estate.
The Company permits the designation of various types of trusts as
Beneficiary(ies), including trusts for minor beneficiaries, trusts under
a will, and trusts under a separate written agreement. An Owner is also
permitted to designate several types of beneficiaries, including
business beneficiaries.
CHANGE OF OWNER OR BENEFICIARY
The Owner may change the ownership and/or Beneficiary designation by
written request in a form acceptable to the Company at any time during
the Insured's lifetime subject to any restrictions stated in the Policy
and this Prospectus. The Company may require that the Policy be
returned for endorsement of any change. If acceptable to us, the change
will take effect as of the date the request is signed, whether or not
the Insured is living when the request is received at the Company's Home
Office. The Company is not liable for any payment made or action taken
before the Company received the written request for change. If the
Owner is also a Beneficiary of the Policy at the time of the Insured's
death, the Owner may, within sixty days of the Insured's death,
designate another person to receive the Policy proceeds. Any change
will be subject to any assignment of the Policy or any other legal
restrictions.
POLICY CHANGES
The Company reserves the right to limit the number of changes to a
Policy to one per Policy Year and to restrict changes in the first
Policy Year. Currently, only one change is permitted during any Policy
Year and no change may be made during the first Policy Year. For this
purpose, changes include increases or decreases in Face Amount and
changes in the death benefit option. No change will be permitted, if as
a result, the Policy would fail to satisfy the definition of life
insurance in Section 7702 of the Internal Revenue Code or any applicable
successor provision.
CONFORMITY WITH STATUTES
If any provision in a Policy is in conflict with the laws of the state
governing the Policy, the provision will be deemed to be amended to
conform to such laws. In addition, the Company reserves the right to
change the Policy if it determines that a change is necessary to cause
this Policy to comply with, or give the Owner the benefit of any Federal
or state statute, rule, or regulation, including, but not limited to,
requirements of the Internal Revenue Code, or its regulations or
published rulings.
CLAIMS OF CREDITORS
To the extent permitted by law, neither the Policy nor any payment under
it will be subject to the claims of creditors or to any legal process.
INCONTESTABILITY
The Policy is incontestable after it has been in force for two years
from the Issue Date during the lifetime of the Insured. An increase in
Face Amount or addition of a rider after the Issue Date is incontestable
after such increase or addition has been in force for two years from its
effective date during the lifetime of the Insured. Any reinstatement of
a Policy is incontestable only after it has been in force during the
lifetime of the Insured for two years after the effective date of the
reinstatement.
ASSIGNMENT
The Company will be bound by an assignment of a Policy only if: (a) the
assignment is in writing; (b) the original assignment instrument or a
certified copy thereof is filed with the Company at its Home Office; and
(c) the Company returns an acknowledged copy of the assignment
instrument to the Owner. The Company is not responsible for determining
the validity of any assignment. Payment of Policy proceeds is subject
to the rights of any assignee of record. If a claim is based on an
assignment, the Company may require proof of the interest of the
claimant. A valid assignment will take precedence over the claim of any
Beneficiary.
SUICIDE
Suicide within two years of the Issue Date is not covered by the Policy.
If the Insured dies by suicide, while sane or insane, within two years
from the Issue Date (or within the maximum period permitted by the laws
of the state in which the Policy was delivered, if less than two years),
the amount payable will be limited to premiums paid, less any partial
withdrawals and outstanding Indebtedness subject to certain limitations,
if the Insured, while sane or insane, dies by suicide within two years
after the effective date of an increase in Face Amount, the death
benefit for that increase will be limited to the amount of the monthly
deductions for the increase.
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If the Insured is a Missouri citizen when the Policy is issued, this
provision does not apply on the Issue Date of the Policy, or on the
effective date of any increase in Face Amount, unless the Insured
intended
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suicide when the Policy, or the increase in Face Amount, was applied
for.
MISSTATEMENT OF AGE OR SEX AND CORRECTIONS
If the age or sex (except in unisex Policies, see Unisex Requirements
Under Montana Law) of the Insured has been misstated in the application,
the amount of the death benefit will be that which the most recent cost
of insurance charge would have purchased for the correct age and sex.
Any payment or Policy changes made by the Company in good faith, relying
on its records or evidence supplied with respect to such payment, will
fully discharge the Company's duty. The Company reserves the right to
correct any errors in the Policy.
ADDITIONAL INSURANCE BENEFITS
Subject to certain requirements, one or more of the following additional
insurance benefits may be added to a Policy by rider. The descriptions
below are intended to be general; the terms of the Policy riders
providing the additional benefits may vary from state to state, and the
Policy should be consulted. The cost of any additional insurance
benefits which require additional charges will be deducted as part of
the monthly deduction from the Policy's Cash Value. (See Charges and
Deductions - Monthly Deduction.) Certain restrictions may apply and are
described in the applicable rider. An insurance agent authorized to
sell the Policy can describe these extra benefits further. Samples of
the provisions are available from General American upon written request.
WAIVER OF MONTHLY DEDUCTION RIDER. Provides for the waiver of the
monthly deductions while the Insured is totally disabled, subject to
certain limitations described in the rider. The Insured must have
become disabled after age 5 and before age 65.
WAIVER OF SPECIFIED PREMIUM RIDER. Provides for crediting the Policy's
Cash Value with a specified monthly premium while the Insured is totally
disabled. The monthly premium selected at issue is not guaranteed to
keep the Policy in force. The Insured must have become disabled after
age 5 and before age 65.
ADJUSTABLE BENEFIT TERM RIDER. This rider allows an employer who is the
Owner to provide adjustable term insurance to comply with the terms of
an associated employee benefit plan. The increase in coverage occurs on
each Policy Anniversary.
ANNIVERSARY PARTIAL WITHDRAWAL RIDER. This rider allows the owner to
withdraw up to 15% of the Policy's Cash Surrender Value on any Policy
Anniversary without reducing the Face Amount. A Contingent Deferred
Sales Charge will still apply.
GUARANTEED SURVIVOR PURCHASE OPTION (GSPO-PLUS). This rider grants the
policy Owner or the Insured's Beneficiary the option to purchase, upon
the death of the Insured, on the 10th anniversary of the rider, and on
the rider anniversary nearest the Designated Life's 65th birthday, a
specified amount of additional insurance coverage on the Designated Life
(or Lives) without furnishing evidence of insurability.
SUPPLEMENTAL COVERAGE TERM RIDER. This rider provides level term
insurance on the life of the Insured under the base policy. It can be
added only at issue. It cannot be increased or added to an existing
Policy.
PRELIMINARY TERM INSURANCE. This rider provides preliminary term
insurance from the date of hire of a new employee until the plan
anniversary when a corporate-sponsored Policy is issued. The rider
provides level term insurance equal to the initial face amount of the
Policy and all attached riders.
ACCELERATED BENEFIT RIDER. This rider provides a benefit to the Owner
if the Insured becomes terminally ill and is not expected to live more
then twelve months. The Owner may receive 25%, 50% or 75% (but no more
than $250,000) of the eligible proceeds in a lump sum. "Eligible
proceeds" means the death benefit that would have been payable had the
insured died on the date the rider is exercised.
CHILDREN'S INSURANCE RIDER. This rider allows the Policy Owner to add
term insurance coverage on his or her children.
SECONDARY GUARANTEE RIDER. This rider guarantees that if, during the
secondary guarantee period, the sum of all premiums paid on the Policy,
reduced by any partial withdrawals and any outstanding loan balance, is
greater than or equal to the sum of the secondary guarantee premiums
required since the Issue Date, the Policy will not lapse as a result of
a Cash Value less any loans, loans interest due, and any surrender
charge being insufficient to pay the monthly deduction.
The secondary guarantee period is the lesser of twenty Policy Years, or
the number of Policy Years until the Insured reaches Attained Age 70.
For Policies issued after Attained Age 60, the secondary guarantee
period is ten Policy Years.
LIFETIME COVERAGE RIDER. This rider provides the continuation of the
Policy's face amount beyond age 100, provided the policy remains in
force to age 100 with a positive cash surrender value. If the Policy is
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in force after the Insured's Attained Age 100, the death benefit will be
the greater of the face amount or 101% of the Cash Value.
RECORDS AND REPORTS
The Company will maintain all records relating to the Separate Account
and will mail to the Owner once each Policy Year, at the last known
address of record, a report which shows the current Policy values,
premiums paid, deductions made since the last report, and any
outstanding Policy Loans. The Owner will also be sent a periodic report
for each Fund. Receipt of premium payments, transfers, partial
withdrawals, Pro-Rata Surrenders, Policy Loans, loan repayments, changes
in death benefit options, increases or decreases in Face Amount,
surrenders and reinstatements will be confirmed promptly following each
transaction.
An Owner may request in writing a projection of illustrated future Cash
Surrender Values and death benefits. This projection will be furnished
by the Company for a nominal fee which will not exceed $25.
DISTRIBUTION OF THE POLICIES
The Policy will be sold by individuals who, in addition to being
licensed as life insurance agents for the Company, are also registered
representatives of Walnut Street Securities, Inc. ("Walnut Street"),
the principal underwriter of the Policy, or of broker-dealers who have
entered into written sales agreements with Walnut Street. Walnut Street
was incorporated under the laws of Missouri in 1984 and is a wholly-
owned subsidiary of General American Holding Company, which is, in turn,
a wholly-owned subsidiary of the Company. Walnut Street is registered
with the SEC under the Securities Exchange Act of 1934 as a broker-
dealer and is a member of the National Association of Securities
Dealers, Inc. No director or officer of Walnut Street owns any units in
the Separate Account.
Writing agents will receive commissions based on a commission schedule
and rules. Currently, agent first-year commissions equal 50% of target
premiums and 2.25% of excess premium paid in Policy Year 1. In renewal
years, the agent commissions vary from 1.0% to 2.0% of premiums paid in
Policy Years 2 and later, depending on the agent's contract type. An
additional service fee, determined as a percentage of the Policy's
unloaned Cash Value, is also paid. The percentage varies by Policy Year
from 0% to 0.20% of average monthly unloaned assets. Reductions may be
possible under the circumstances outlined in the section entitled
Adjustment of Charges. General Agents receive compensation which may be
in part based on the level of agent commissions in their agencies.
As principal underwriter for the Policies, Walnut Street receives
commission income. Walnut Street receives an administrative fee of 2%
of premium from sales of the Policies.
The general agent commission schedules and rules differ for different
types of agency contracts.
General American may use other distribution channels to sell the non-
participating version of the Policy.
FEDERAL TAX MATTERS
INTRODUCTION
The following summary provides a general description of the Federal
income tax considerations associated with the Policy and does not
purport to be complete or to cover all situations. This discussion is
not intended as tax advice. Counsel or other competent tax Advisors
should be consulted for more complete information. This discussion is
based upon General American's understanding of the present Federal
income tax laws as they are currently interpreted by the Internal
Revenue Service. No representation is made as to the likelihood of
continuation of the present Federal income tax laws or of the current
interpretations by the Internal Revenue Service.
TAX STATUS OF THE POLICY
Section 7702 of the Internal Revenue Code of 1986, as amended (the
"Code") includes a definition of a life insurance contract for Federal
tax purposes. The Secretary of the Treasury (the "Treasury") issued
proposed regulations which specify what will be considered reasonable
mortality charges under Section 7702. Guidance as to how Section 7702
is to be applied is, however, limited. If a Policy were determined not
to be a life insurance contract for purposes of Section 7702, such
Policy would not provide most of the tax advantages normally provided by
a life insurance policy.
With respect to a Policy issued on a basis of a standard premium class
or on a guaranteed or simplified issue basis, while there is some
uncertainty due to the limited guidance under Section 7702, the Company
believes that such a Policy should meet the Section 7702 definition of a
life insurance contract. However, with respect to a Policy issued on a
substandard basis (i.e., a premium class involving higher than standard
mortality risk), it is not clear whether such a Policy would satisfy
Section 7702,
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particularly if the Owner pays the full amount of premiums permitted
under the Policy.
If it is subsequently determined that a Policy does not satisfy Section
7702, the Company will take whatever steps are appropriate and necessary
to attempt to cause such a Policy to comply with Section 7702, including
possibly refunding any premiums paid that exceed the limitations
allowable under Section 7702 (together with interest or other earnings
on any such premiums refunded as required by law). For these reasons,
the Company reserves the right to modify the Policy as necessary to
attempt to qualify it as a life insurance contract under Section 7702.
Section 817(h) of the Code authorizes the Treasury to set standards by
regulation or otherwise for the investments of the Separate Account to
be "adequately diversified" in order for the Policy to be treated as a
life insurance contract for Federal tax purposes. The Separate Account,
intends to comply with the diversification requirements prescribed by
the Treasury in Regulation Section 1.817-5, which affect how assets may
be invested. Although General American does not control the Funds, it
has entered into agreements, which require these investment companies to
be operated in compliance with the requirements prescribed by the
Treasury.
The IRS has stated in published rulings that a variable contract owner
will be considered the owner of separate account assets, for federal
income tax purposes, if the contract owner possesses incidents of
ownership in those assets, such as the ability to exercise investment
control over the assets. If that were to be determined to be the case,
income and gains from the separate account assets would be includible in
the variable contract owner's gross income. The Treasury Department has
also announced, in connection with the issuance of regulations
concerning diversification, that those regulations "do not provide
guidance concerning the circumstances in which investor control of the
investments of a segregated asset account may cause the investor (i.e.,
the Owner), rather than the insurance company, to be treated as the
owner of the assets in the account." This announcement also stated that
guidance would be issued by way of regulations or rulings on the "extent
to which policyholders may direct their investments to particular
subaccounts without being treated as owners of the underlying assets."
The ownership rights under the Policy are different in certain respects
from those described by the IRS in rulings in which it was determined
that policy owners were not owners of separate account assets. For
example, the Owner has additional flexibility in allocating Premium
payments and Policy Values. These differences could result in an Owner
being treated as the owner of a pro rata portion of the assets of the
Separate Account. In addition, the Company does not know what standards
will be set forth, if any, in the regulations or rulings which the
Treasury Department has stated it expects to issue. The Company
therefore reserves the right to modify the Policy as necessary to
attempt to prevent an Owner from being considered the owner of a pro
rata share of the assets of the Separate Account.
The following discussion assumes that the Policy will qualify as a life
insurance contract for Federal income tax purposes.
l. TAX TREATMENT OF POLICY BENEFITS. In general, the Company
believes that the proceeds and Cash Value increases of a Policy should
be treated in a manner consistent with a fixed-benefit life insurance
policy for Federal income tax purposes. Thus, the death benefit under
the Policy should be excludable from the gross income of the Beneficiary
under Section 101(a)(1) of the Code, unless a transfer for value
(generally a sale of the policy) has occurred.
Many changes or transactions involving a Policy may have tax
consequences, depending on the circumstances. Such changes include, but
are not limited to, the exchange of the Policy, a change of the Policy's
Face Amount, a Policy Loan, an additional premium payment, a Policy
lapse with an outstanding Policy Loan, a partial withdrawal, or a
surrender of the Policy. In addition, Federal estate and state and
local estate, inheritance, and other tax consequences of ownership or
receipt of Policy proceeds depend upon the circumstances of each Owner
or Beneficiary. A competent tax adviser should be consulted for further
information.
A Policy may also be used in various arrangements, including non-
qualified deferred compensation or salary continuation plans, split
dollar insurance plans, executive bonus plans, retiree medical benefit
plans and others. The tax consequences of such plans may vary depending
on the particular facts and circumstances of each individual
arrangement. Therefore, if you are contemplating the use of a Policy in
any arrangement the value of which depends in part on its tax
consequences, you should be sure to consult a qualified tax adviser
regarding the tax attributes of the particular arrangement.
Generally, the Owner will not be deemed to be in constructive receipt of
the Policy's Cash Value, including increments thereof, under the Policy
until there is a distribution. The tax consequences of distributions
from, and Policy Loans taken from or secured by, a Policy depend upon
whether the Policy is classified as a "modified endowment contract".
However, upon a complete surrender or lapse of any
36
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Policy, if the amount received plus the amount of outstanding
Indebtedness exceeds the total investment in the Policy, the excess will
generally be treated as ordinary income subject to tax.
2. MODIFIED ENDOWMENT CONTRACTS. A policy may be treated as a
modified endowment contract depending upon the amount of premiums paid
in relation to the death benefit provided under such Policy. The
premium limitation rules for determining whether a Policy is a modified
endowment contract are extremely complex. In general, however, a Policy
will be a modified endowment contract if the accumulated premiums paid
at any time during the first seven Policy Years exceed the sum of the
net level premiums which would have been paid on or before such time if
the Policy provided for paid-up future benefits after the payment of
seven level annual premiums.
In addition, if a Policy is "materially changed" it may cause such
Policy to be treated as a modified endowment contract. The material
change rules for determining whether a Policy is a modified endowment
contract are also extremely complex. In general, however, the
determination of whether a Policy will be a modified endowment contract
after a material change generally depends upon the relationship among
the death benefit at the time of such change, the Cash Value at the time
of the change and the additional premiums paid in the seven Policy Years
starting with the date on which the material change occurs.
Moreover, a life insurance contract received in exchange for a life
insurance contract classified as a modified endowment contract will also
be treated as a modified endowment contract. A reduction in a Policy's
benefits may also cause such Policy to become a modified endowment
contract.
Due to the Policy's flexibility, classification of a Policy as a
modified endowment contract will depend upon the circumstances of each
Policy. The Company has, however, adopted administrative steps designed
to protect an Owner against the possibility that the Policy might become
a modified endowment contract. The Company believes the safeguards are
adequate for most situations, but it cannot provide complete assurance
that a Policy will not be classified as a modified endowment contract.
At the time a premium is credited which would cause the Policy to become
a modified endowment contract, the Company will notify the Owner that
unless a refund of the excess premium is requested by the Owner, the
Policy will become a modified endowment contract. The Owner will have
30 days after receiving such notification to request the refund. The
excess premium paid will be returned to the Owner upon receipt by the
Company of the refund request. The amount to be refunded will be
deducted from the Policy Cash Value in the Divisions of the Separate
Account and in the General Account in the same proportion as the premium
payment was allocated to such Divisions.
Accordingly, a prospective Owner should contact a competent tax adviser
before purchasing a Policy to determine the circumstances under which
the Policy would be a modified endowment contract. In addition, an
Owner should contact a competent tax adviser before paying any
additional premiums or making any other change to, including an exchange
of, a Policy to determine whether such premium or change would cause the
Policy (or the new Policy in the case of an exchange) to be treated as a
modified endowment contract.
3. DISTRIBUTIONS FROM POLICIES CLASSIFIED AS MODIFIED ENDOWMENT
CONTRACT. Policies classified as modified endowment contracts will be
subject to the following tax rules: First, all distributions, including
distributions upon surrender, from such a Policy are treated as ordinary
income subject to tax up to the amount equal to the excess (if any) of
the Cash Value immediately before the distribution over the investment
in the Policy (described below) at such time. Second, Policy Loans
taken from, or secured by, such a Policy, as well as due but unpaid
interest thereon, are treated as distributions from such a Policy and
taxed accordingly. Third, a 10 percent additional income tax is imposed
on the portion of any distribution from, or Policy Loan taken from or
secured by, such a Policy that (a) is included in income, except where
the distribution or Policy Loan is made on or after the Owner attains
age 59-1/2, (b) is attributable to the Owner's becoming disabled, or (c)
is part of a series of substantially equal periodic payments for the
life (or life expectancy) of the Owner or the joint lives (or joint life
expectancies) of the Owner and the Owner's Beneficiary.
4. DISTRIBUTIONS FROM POLICIES NOT CLASSIFIED AS MODIFIED ENDOWMENT
CONTRACT. Distributions from Policies not classified as a modified
endowment contracts are generally treated as first recovering the
investment in the Policy (described below) and then, only after the
return of all such investment in the Policy, as distributing taxable
income. An exception to this general rule occurs in the case of a
decrease in the Policy's death benefit (possibly including a partial
withdrawal) or any other change that reduces benefits under the Policy
in the first 15 years after the Policy is issued and that results in
cash distribution to the Owner in order for the Policy to continue
complying with the Section 7702 definitional limits. Such a cash
distribution will be taxed in whole or in part as ordinary income (to
the extent of any gain in the Policy) under rules prescribed in Section
7702.
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Policy Loans from, or secured by, a Policy that is not a modified
endowment contract are not treated as distributions. Instead, such
loans are treated as indebtedness of the Owner.
Upon a complete surrender or lapse of a Policy that is not a modified
endowment contract, if the amount received plus the amount of
indebtedness exceeds the total investment in the Policy, the excess will
generally be treated as ordinary income subject to tax.
Neither distributions (including distributions upon surrender or lapse)
nor Policy Loans from, or secured by, a Policy that is not a modified
endowment contract are subject to the 10 percent additional income tax.
If a Policy which is not a modified endowment contract subsequently
becomes a modified endowment contract, then any distribution made from
the Policy within two years prior to the date of such change in status
may become taxable.
5. POLICY LOAN INTEREST. Generally, interest paid on any loan under
a life insurance Policy owned by an individual is not deductible. In
addition, interest on any loan under a life insurance Policy owned by a
business taxpayer on the life of any individual who is an officer of or
is financially interested in the business carried on by that taxpayer is
deductible only under certain very limited circumstances. AN OWNER
SHOULD CONSULT A COMPETENT TAX ADVISER BEFORE DEDUCTING ANY LOAN
INTEREST.
6. INTEREST EXPENSE ON UNRELATED INDEBTEDNESS. Under provisions
added to the Code in 1997 for policies issued after June 8, 1997, if a
business taxpayer owns or is the beneficiary of a Policy on the life of
any individual who is not an officer, director, employee, or 20 percent
owner of the business, and the taxpayer also has debt unrelated to the
Policy, a portion of the taxpayer's unrelated interest expense
deductions may be lost. No business taxpayer should purchase, exchange,
or increase the death benefit under a Policy on the life of any
individual who is not an officer, director, employee, or 20 percent
owner of the business without first consulting a competent tax Advisor.
7. INVESTMENT IN THE POLICY. Investment in the Policy means (i) the
aggregate amount of any premiums or other consideration paid for a
Policy, minus (ii) the aggregate amount received under the Policy which
is excluded from gross income of the Owner (except that the amount of
any Policy Loan from, or secured by, a Policy that is a modified
endowment contract, to the extent such amount is excluded from gross
income, will be disregarded), plus (iii) the amount of any Policy Loan
from, or secured by, a Policy that is a modified endowment contract to
the extent that such amount is included in the gross income of the
Owner.
8. MULTIPLE POLICIES. All modified endowment contracts that are
issued by the Company (or its affiliates) to the same Owner during any
calendar year are treated as one modified endowment contract for
purposes of determining the amount includible in gross income under
Section 72(e) of the Code.
9. POSSIBLE CHARGE FOR TAXES. At the present time, the Company makes
no charge to the Separate Account for any Federal, state, or local taxes
(as opposed to Premium Tax Charges which are deducted from premium
payments) that it incurs which may be attributable to such Separate
Account or to the Policies. The Company, however, reserves the right in
the future to make a charge for any such tax or other economic burden
resulting from the application of the tax laws that it determines to be
properly attributable to the Separate Account or to the Policies.
UNISEX REQUIREMENTS UNDER MONTANA LAW
The State of Montana generally prohibits the use of actuarial tables
that distinguish between men and women in determining premiums and
Policy benefits for policies issued on the lives of their residents.
Therefore, all Policies offered by this Prospectus to insure residents
of Montana will have premiums and benefits which are based on actuarial
tables that do not differentiate on the basis of sex.
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SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS
General American holds the assets of the Separate Account in a custodial
account in its name at the Bank of New York. The Company maintains
records of all purchases and redemptions of applicable Fund shares by
each of the Divisions. Additional protection for the assets of the
Separate Account is afforded by a blanket fidelity bond issued by
Lloyd's Underwriters in the amount of five million dollars, covering all
officers and employees of the Company who have access to the assets of
the Separate Account.
VOTING RIGHTS
Based on its understanding of current applicable legal requirements, the
Company will vote the shares of the Funds held in the Separate Account
at regular and special shareholder meetings of the mutual funds in
accordance with the instructions received from persons having voting
interests in the corresponding Divisions of the Separate Account. If,
however, the 1940 Act or any regulation thereunder should be amended or
if the present interpretation thereof should change, and as a result the
Company determines that it is permitted to vote shares of the Fund in
its own right, it may elect to do so. No voting privileges apply to the
Policies with respect to Cash Value removed from the Separate Account as
a result of a Policy Loan.
The number of votes which an Owner has the right to instruct will be
calculated separately for each Division. Voting rights reflect the
dollar value of the total number of units of each Division of the
Separate Account credited to the Owner at the record date, rather than
the number of units alone. Fractional shares will be counted. The
number of votes of the Fund which the Owner has the right to instruct
will be determined as of the date coincident with the date established
by that Fund for determining shareholders eligible. Voting instructions
will be solicited by written communications prior to such meeting in
accordance with procedures established by the mutual funds.
The company will vote shares of a Fund for which no timely instructions
are received in proportion to the voting instructions which are received
with respect to that Fund. The Company will also vote any shares of the
Funds which are not attributable to Policies in the same proportion.
Each person having a voting interest in a Division will receive any
proxy material, reports, and other materials relating to the appropriate
Fund.
DISREGARD OF VOTING INSTRUCTIONS. The Company may, when required by
state insurance regulatory authorities, disregard voting instructions if
the instructions require that the shares be voted so as to cause a
change in the subclassification or investment objective of the Fund or
to approve or disapprove an investment Advisory contract for a Fund. In
addition, the Company itself may disregard voting instructions in favor
of changes initiated by an Owner in the investment policy or the
investment adviser or sub-adviser of a Fund if the Company reasonably
disapproves of such changes. A proposed change would be disapproved
only if the proposed change is contrary to state law or prohibited by
state regulatory authorities, or the Company determined that the change
would have an adverse effect on its General Account in that the proposed
investment policy for a Fund may result in overly speculative or unsound
investments. If the Company disregards voting instructions, a summary
of that action and the reasons for such action will be included in the
next annual report to Owners.
STATE REGULATION OF THE COMPANY
The Company, a stock life insurance company organized under the laws of
Missouri, and the Separate Account are subject to regulation by the
Missouri Department of Insurance. An annual statement is filed with the
Director of Insurance on or before March 1st of each year covering the
operations and reporting on the financial condition of the Company as of
December 31 of the preceding year. Periodically, the Director of
Insurance examines the liabilities and reserves of the Company and the
Separate Account and certifies their adequacy, and a full examination of
the Company's operations is conducted by the National Association of
Insurance Commissioners at least once every three years.
In addition, the Company is subject to the insurance laws and
regulations of other states within which it is licensed or may become
licensed to operate. Generally, the insurance departments of other
states apply the laws of the state of domicile in determining
permissible investments.
39
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<TABLE>
MANAGEMENT OF THE COMPANY
<CAPTION>
PRINCIPAL OCCUPATION (S)
NAME DURING PAST FIVE YEARS<F*>
---- --------------------------
<C> <S>
PRINCIPAL OFFICERS<F**>
- -----------------------
Richard A. Liddy Chairman, President and CEO, 1/95-present; Chairman of the Executive
Committee, 5/92-present. Formerly President and CEO, 5/92-1/95.
Robert J. Banstetter, Sr. Vice President, General Counsel and Secretary, 2/91-present.
John W. Barber Vice President and Controller, 12/84-present.
Kevin C. Eichner Executive Vice President of General American, President and Chairman of
GenMark, Chairman of Walnut Street Securities, 10/97-Present. President
and CEO, Collaborative Strategies, 1983-Present.
David L. Herzog Chief Financial Officer, GenAmerica Corporation, 1/99-present. President,
GenAmerica Management Corporation, 10/98-present. Formerly Assistant to
the President, General American and GenAmerica, 1996-1999, Chief
Financial Officer, Individual Line, General American, 1995-1996, Manager,
Investor Relations, Reinsurance Group of America and GenCare Health
Systems, 1993-1995.
E. Thomas Hughes Corporate Actuary and Treasurer, 10/94-present. Formerly Executive Vice
President-Group Pensions, 3/90-10/94
Michael P. Ingrassia Vice President-Group Executive Accounts, 3/92-present.
Warren J. Winer Executive Vice President-Group Life and Health, 8/95-present. Formerly
Managing Director, William M. Mercer, Inc., 7/93-8/95; President and
Chief Operating Officer, W. F. Corroon, 1986-7/93.
Bernard H. Wolzenski Executive Vice President-Individual Insurance, 10/91-present.
A. Greig Woodring President and Chief Executive Officer, Reinsurance Group of America,
12/92-present.
<FN>
<F*> All positions listed are with General American unless otherwise
indicated.
<F**> The principal business address of Messrs. Banstetter, Hughes, and
Liddy is General American Life Insurance Company, 700 Market
Street, St. Louis, Missouri 63101. The principal business address
for Messrs. Barber, Boudreaux, Ingrassia, Winer and Wolzenski is
13045 Tesson Ferry Road, St. Louis, Missouri 63128. The principal
business address for Mr. Woodring is 660 Mason Ridge Center Drive,
Suite 300, St. Louis, Missouri 63141. The principal business
address for Mr. Eichner is 670 Mason Ridge Center Drive, Suite 100,
St. Louis, Missouri 63141.
</TABLE>
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<TABLE>
<CAPTION>
NAME PRINCIPAL OCCUPATIONS (S)
---- DURING PAST FIVE YEARS<F*>
--------------------------
DIRECTORS
- ---------
<C> <S>
August A. Busch III Chairman of the Board and President, Anheuser-Busch Companies.
Anheuser-Busch Companies, Inc. Inc. (beer business).
One Busch Place
St. Louis, Missouri 63118
William E. Cornelius Retired Chairman and Chief Executive Officer, Union Electric
Union Electric Company Company (electric utility business).
P.O. Box 149
St. Louis, Missouri 63166
John C. Danforth Partner, Bryan Cave (law firm). Formerly, U. S. Senator, State of
Bryan Cave Missouri
One Metropolitan Square, Suite 3600
St. Louis, Missouri 63102
Bernard A. Edison Past President, Edison Brothers Stores, Inc. (retail specialty stores).
Edison Brothers Stores, Inc.
P.O. Box 14020
St. Louis, Missouri 63178
Richard A. Liddy Chairman, President and CEO, General American
General American Life Insurance Co.
700 Market Street
St. Louis, MO 63101
William E. Maritz Chairman and Chief Executive Officer, Maritz, Inc.
Maritz, Inc. (motivation, travel, communications, training and marketing
1375 North Highway Drive research business).
Fenton, Missouri 63099
Craig D. Schnuck Chairman and Chief Executive Officer, Schnuck Markets, Inc.
Schnuck Markets, Inc. (retail supermarket chain).
11420 Lackland Road
P.O. Box 46928
St. Louis, Missouri 63146
William P. Stiritz Chairman, Chief Executive Officer and President, Agribrands
Agribrands International, Inc. International, Inc. Formerly Chairman, Chief Executive Officer and
9811 So. Forty Drive President, Ralston Purina Company (pet food, batteries, and bread
St. Louis, Missouri 63124 business); Chairman, Ralcorp Holdings, Inc. (ready-to-eat cereal,
baby food, ski resorts).
Andrew C. Taylor Chief Executive Officer and President, Enterprise Rent-A-Car (car
Enterprise Rent-A-Car rental).
600 Corporate Park Drive
St. Louis, Missouri 63105
41
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<PAGE>
<CAPTION>
NAME PRINCIPAL OCCUPATIONS (S)
---- DURING PAST FIVE YEARS<F*>
--------------------------
DIRECTORS (CONTINUED)
- ---------------------
<C> <S>
H. Edwin Trusheim Retired Chairman and Chief Executive Officer, General American
General American Life Insurance Co. Life Insurance Company
P.O. Box 396
St. Louis, MO 63166
Robert L. Virgil Principal, Edward Jones (investments).
Edward Jones
12555 Manchester
St. Louis, Missouri 63131-3729
Virginia V. Weldon, M.D. Director, Center for the Study of American Business, Washington
Monsanto Company University. Retired Senior Vice President, Public Policy,
800 North Lindbergh Monsanto Company (chemicals diversified industry,
St. Louis, Missouri 63167 pharmaceuticals, life science products, and food ingredients
business).
Ted C. Wetterau President, Wetterau Associates, L.L.C. Retired Chairman and
Wetterau Associates, L.L.C. Chief Executive Officer, Wetterau Incorporated (retail and
7700 Bonhomme, Suite 750 wholesale grocery, manufacturing business).
St. Louis, Missouri 63105
<FN>
<F*> All positions listed are with General American unless otherwise
indicated.
</TABLE>
42
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LEGAL MATTERS
All matters of Missouri law pertaining to the Policy, including the
validity of the Policy and General American's right to issue the Policy
under Missouri insurance law, have been passed upon by Matthew P.
McCauley, Vice President and Associate General Counsel of General
American.
LEGAL PROCEEDINGS
There are no legal proceedings to which the Separate Account is a party
or to which the assets of the Separate Account are subject. General
American is not involved in any litigation that is of material
importance in relation to its total assets or that relates to the
Separate Account.
EXPERTS
The audited financial statements of General American and the Separate
Account have been included in this Prospectus in reliance on the reports
of KPMG LLP independent certified public accountants, and on the authority
of said firm as experts in accounting and auditing.
Actuarial matters included in this Prospectus have been examined by
Susan Benjamin, FSA, MAAA, Senior Product Actuary of General American,
as stated in the opinion filed as an exhibit to the registration
statement.
ADDITIONAL INFORMATION
A registration statement has been filed with the Securities and Exchange
Commission, under the Securities Act of 1933, as amended, with respect
to the Policy offered hereby. This Prospectus does not contain all the
information set forth in the registration statement and the amendments
and exhibits to the registration statement, to all of which reference is
made for further information concerning the Separate Account, General
American and the Policy offered hereby. Statements contained in this
Prospectus as to the contents of the Policy and other legal instruments
are summaries. For a complete statement of the terms thereof reference
is made to such instruments as filed.
Like all financial services providers, General American utilizes systems
that may be affected by the Year 2000 transition issues, and it relies
on services providers, including the Funds, that may also be affected.
The Company has developed, and is in the process of implementing, a Year
2000 transition plan, and is confirming that its services providers are
also so engaged. The resources that are being devoted to this effort
are substantial. It is difficult to predict with precision whether the
amount of resources ultimately devoted, or the outcome of these efforts,
will have any negative impact on the Company. However, as of the date
of this prospectus, we do not anticipate that Policy Owners will
experience negative effects on their investment, or on the services
provided in connection therewith, as a result of Year 2000 transition
implementation. General American currently anticipates that its systems
will be Year 2000 compliant, but there can be no assurance that the
Company will be successful, or that interaction with other service
providers will not impair the Company's services at that time.
FINANCIAL STATEMENTS
The financial statements of General American which are included in this
Prospectus should be distinguished from the financial statements of the
Separate Account, and should be considered only as bearing on the
ability of General American to meet its obligations under the Policy.
They should not be considered as bearing on the investment performance
of the assets held in the Separate Account.
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APPENDIX A
ILLUSTRATIONS OF DEATH BENEFITS AND CASH VALUES
The following tables illustrate how the Cash Value, Cash Surrender
Value, and death benefit of a Policy change with the investment
experience of a Division of the Separate Account. The tables show how
the Cash Value, Cash Surrender Value, and death benefit of a Policy
issued to an insured of a given age and at a given premium would vary
over time if the investment return on the assets held in each Division
of the Separate Account were a uniform, gross, after-tax annual rate of
0%, 6%, or 12%. The tables illustrate Policies issued in Missouri
(using a 2% premium tax rate and a 1.3% federal tax charge) to males,
age 35 and 50 in a preferred nonsmoker rate class. If the insured falls
into a smoker rate class, the Cash Values, Cash Surrender Values, and
death benefits would be lower than those shown in the tables. In
addition, the Cash Values, Cash Surrender Values, and death benefits
would be different from those shown if the gross annual investment rates
of return averaged 0%, 6%, and 12% over a period of years, but
fluctuated above and below those averages for individual Policy Years.
The Cash Value column under the "Guaranteed" heading shows the
accumulated value of the Net Premiums paid at the stated interest rate,
reflecting deduction of all policy charges described in this prospectus
at the guaranteed maximum rate. The Cash Surrender Value column under
the "Guaranteed" heading shows the projected Cash Surrender Value of the
Policy, which is calculated by taking the Cash Value under the
"Guaranteed" heading and deducting any appropriate Contingent Deferred
Sales Charge. The Cash value column under the "Current" heading shows
the accumulated value of the Net Premiums paid at the stated interest
rate, reflecting deduction of all policy charges as described in this
prospectus at the current rate. The Cash Surrender Value column under
the "Current" heading shows the projected Cash Surrender Value of the
Policy, which is calculated by taking the Cash Value under the "Current"
heading and deducting any appropriate Contingent Deferred Sales Charge.
The illustrations of death benefits reflect the above assumptions. The
death benefits also vary between tables depending upon whether Death
Benefit Options A or C (Level Type) or Death Benefit Option B
(Increasing Type) are illustrated.
The amounts deducted from the Cash Value in the illustrations include
the sales charge, premium tax, federal tax charge, selection and issue
expense charge, monthly administrative charge, and cost of insurance.
These charges are described in the prospectus under Charges and
Deductions.
The amounts shown for Cash Value, Cash Surrender Value, and death
benefit reflect charges that produce an investment rate of return that
is lower than the gross return on the assets held in a Division of the
Separate Account. The charges include a charge for mortality and
expense risk (equivalent to .55% for Policy Years 1-10, .45% for Policy
Years 11-20, and .35% thereafter), and an assumed .78% charge for the
investment Advisory fee and Fund administrative expenses combined, based
on the average Fund expense for all available investment Funds. The
actual investment advisory fee applicable to each Division is shown in
the respective Prospectuses of each Fund. After deduction for these
amounts, the illustrated gross annual investment rates of return of 0%,
6%, and 12% correspond to approximate initial net annual rates of -
1.33%, 4.67%, and 10.67%, respectively. The Prospectuses for each Fund
should be consulted for details about the nature and extent of their
expenses.
The hypothetical values shown in the tables do not reflect any charges
for Federal income taxes against the Separate Account (as opposed to
Premium Charges which are deducted from premium payments), since General
American is not currently making any such charges. However, such
charges may be made in the future and, in that event, the gross annual
investment rate of return of the Divisions of the Separate Account would
have to exceed 0%, 6%, and 12% by an amount sufficient to cover the tax
charges in order to produce the death benefit and Cash Value
illustration. (See Federal Tax Matters.)
The tables illustrate the Policy values that would result based upon the
investment rates of return if premiums are paid as indicated, if all Net
Premiums are allocated to the Separate Account, if no Policy Loans have
been made. The tables are also based on the assumptions that the Owner
has not requested an increase or decrease in the Face Amount, that no
partial withdrawals have been made, that no transfer charges were
incurred, and that no optional riders have been requested.
Upon request, General American will provide a comparable illustration
based upon the proposed Insured's age, sex, and rate class, the Face
Amount or premium requested, the proposed frequency of premium payments,
and any available riders requested.
44
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM = $3,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 3,000 3,150 890 1,768 250,000 654 1,531 250,000
2 36 3,000 6,458 3,031 3,909 250,000 2,567 3,444 250,000
3 36 3,000 9,930 5,097 5,975 250,000 4,431 5,308 250,000
4 37 3,000 13,577 7,116 7,994 250,000 6,245 7,123 250,000
5 37 3,000 17,406 9,092 9,970 250,000 8,005 8,883 250,000
6 38 3,000 21,426 11,135 11,915 250,000 9,808 10,588 250,000
7 38 3,000 25,647 13,232 13,817 250,000 11,647 12,232 250,000
8 39 3,000 30,080 15,291 15,681 250,000 13,426 13,816 250,000
9 39 3,000 34,734 17,311 17,506 250,000 15,140 15,335 250,000
10 40 3,000 39,620 19,298 19,298 250,000 16,789 16,789 250,000
11 40 3,000 44,751 21,440 21,440 250,000 18,555 18,555 250,000
12 41 3,000 50,139 23,554 23,554 250,000 20,244 20,244 250,000
13 41 3,000 55,796 25,637 25,637 250,000 21,853 21,853 250,000
14 42 3,000 61,736 27,692 27,692 250,000 23,379 23,379 250,000
15 42 3,000 67,972 29,725 29,725 250,000 24,815 24,815 250,000
16 43 3,000 74,521 31,689 31,689 250,000 26,157 26,157 250,000
17 43 3,000 81,397 33,590 33,590 250,000 27,393 27,393 250,000
18 44 3,000 88,617 35,423 35,423 250,000 28,509 28,509 250,000
19 44 3,000 96,198 37,186 37,186 250,000 29,493 29,493 250,000
20 45 3,000 104,158 38,876 38,876 250,000 30,328 30,328 250,000
21 45 3,000 112,516 40,530 40,530 250,000 31,033 31,033 250,000
22 46 3,000 121,291 42,102 42,102 250,000 31,561 31,561 250,000
23 46 3,000 130,506 43,587 43,587 250,000 31,902 31,902 250,000
24 47 3,000 140,181 44,977 44,977 250,000 32,042 32,042 250,000
25 47 3,000 150,340 46,262 46,262 250,000 31,956 31,956 250,000
26 48 3,000 161,007 47,431 47,431 250,000 31,617 31,617 250,000
27 48 3,000 172,208 48,476 48,476 250,000 30,997 30,997 250,000
28 49 3,000 183,968 49,387 49,387 250,000 30,054 30,054 250,000
29 49 3,000 196,317 50,155 50,155 250,000 28,739 28,739 250,000
30 50 3,000 209,282 50,767 50,767 250,000 26,995 26,995 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
45
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM = $3,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 3,000 3,150 1,019 1,897 250,000 775 1,652 250,000
2 36 3,000 6,458 3,419 4,297 250,000 2,925 3,803 250,000
3 36 3,000 9,930 5,884 6,762 250,000 5,153 6,030 250,000
4 37 3,000 13,577 8,445 9,322 250,000 7,459 8,337 250,000
5 37 3,000 17,406 11,109 11,986 250,000 9,844 10,721 250,000
6 38 3,000 21,426 13,990 14,770 250,000 12,406 13,186 250,000
7 38 3,000 25,647 17,084 17,669 250,000 15,144 15,729 250,000
8 39 3,000 30,080 20,301 20,691 250,000 17,965 18,355 250,000
9 39 3,000 34,734 23,648 23,843 250,000 20,866 21,061 250,000
10 40 3,000 39,620 27,134 27,134 250,000 23,853 23,853 250,000
11 40 3,000 44,751 30,978 30,978 250,000 27,134 27,134 250,000
12 41 3,000 50,139 35,007 35,007 250,000 30,521 30,521 250,000
13 41 3,000 55,796 39,226 39,226 250,000 34,019 34,019 250,000
14 42 3,000 61,736 43,649 43,649 250,000 37,630 37,630 250,000
15 42 3,000 67,972 48,289 48,289 250,000 41,355 41,355 250,000
16 43 3,000 74,521 53,115 53,115 250,000 45,197 45,197 250,000
17 43 3,000 81,397 58,141 58,141 250,000 49,151 49,151 250,000
18 44 3,000 88,617 63,374 63,374 250,000 53,214 53,214 250,000
19 44 3,000 96,198 68,824 68,824 250,000 57,382 57,382 250,000
20 45 3,000 104,158 74,499 74,499 250,000 61,649 61,649 250,000
21 45 3,000 112,516 80,488 80,488 250,000 66,077 66,077 250,000
22 46 3,000 121,291 86,731 86,731 250,000 70,607 70,607 250,000
23 46 3,000 130,506 93,241 93,241 250,000 75,245 75,245 250,000
24 47 3,000 140,181 100,030 100,030 250,000 79,991 79,991 250,000
25 47 3,000 150,340 107,109 107,109 250,000 84,842 84,842 250,000
26 48 3,000 161,007 114,493 114,493 250,000 89,793 89,793 250,000
27 48 3,000 172,208 122,198 122,198 250,000 94,843 94,843 250,000
28 49 3,000 183,968 130,244 130,244 250,000 99,983 99,983 250,000
29 49 3,000 196,317 138,654 138,654 250,000 105,203 105,203 250,000
30 50 3,000 209,282 147,454 147,454 250,000 110,496 110,496 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
46
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM = $3,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 3,000 3,150 1,148 2,026 250,000 896 1,774 250,000
2 36 3,000 6,458 3,824 4,701 250,000 3,299 4,177 250,000
3 36 3,000 9,930 6,736 7,614 250,000 5,935 6,813 250,000
4 37 3,000 13,577 9,940 10,817 250,000 8,828 9,705 250,000
5 37 3,000 17,406 13,470 14,347 250,000 12,000 12,877 250,000
6 38 3,000 21,426 17,471 18,251 250,000 15,579 16,359 250,000
7 38 3,000 25,647 21,972 22,557 250,000 19,592 20,177 250,000
8 39 3,000 30,080 26,923 27,313 250,000 23,979 24,369 250,000
9 39 3,000 34,734 32,372 32,567 250,000 28,777 28,972 250,000
10 40 3,000 39,620 38,378 38,378 250,000 34,033 34,033 250,000
11 40 3,000 44,751 45,240 45,240 250,000 40,026 40,026 250,000
12 41 3,000 50,139 52,847 52,847 250,000 46,627 46,627 250,000
13 41 3,000 55,796 61,279 61,279 250,000 53,905 53,905 250,000
14 42 3,000 61,736 70,629 70,629 250,000 61,935 61,935 250,000
15 42 3,000 67,972 81,003 81,003 250,000 70,800 70,800 250,000
16 43 3,000 74,521 92,476 92,476 250,000 80,598 80,598 250,000
17 43 3,000 81,397 105,177 105,177 250,000 91,428 91,428 250,000
18 44 3,000 88,617 119,242 119,242 250,000 103,407 103,407 250,000
19 44 3,000 96,198 134,826 134,826 250,000 116,671 116,671 250,000
20 45 3,000 104,158 152,102 152,102 250,000 131,370 131,370 250,000
21 45 3,000 112,516 171,418 171,418 257,126 147,819 147,819 250,000
22 46 3,000 121,291 192,816 192,816 281,512 166,120 166,120 250,000
23 46 3,000 130,506 216,500 216,500 307,430 186,480 186,480 264,801
24 47 3,000 140,181 242,715 242,715 334,946 208,991 208,991 288,407
25 47 3,000 150,340 271,735 271,735 364,124 233,864 233,864 313,378
26 48 3,000 161,007 303,866 303,866 395,026 261,362 261,362 339,771
27 48 3,000 172,208 339,414 339,414 434,450 291,702 291,702 373,378
28 49 3,000 183,968 378,742 378,742 477,215 325,174 325,174 409,719
29 49 3,000 196,317 422,255 422,255 523,597 362,100 362,100 449,004
30 50 3,000 209,282 470,403 470,403 573,891 402,841 402,841 491,466
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
47
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION B) ANNUAL PREMIUM = $3,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 3,000 3,150 889 1,766 251,766 650 1,528 251,528
2 36 3,000 6,458 3,026 3,904 253,904 2,557 3,434 253,434
3 36 3,000 9,930 5,086 5,964 255,964 4,410 5,288 255,288
4 37 3,000 13,577 7,096 7,973 257,973 6,210 7,087 257,087
5 37 3,000 17,406 9,060 9,937 259,937 7,951 8,828 258,828
6 38 3,000 21,426 11,088 11,868 261,868 9,729 10,509 260,509
7 38 3,000 25,647 13,168 13,753 263,753 11,537 12,122 262,122
8 39 3,000 30,080 15,205 15,595 265,595 13,280 13,670 263,670
9 39 3,000 34,734 17,201 17,396 267,396 14,950 15,145 265,145
10 40 3,000 39,620 19,160 19,160 269,160 16,549 16,549 266,549
11 40 3,000 44,751 21,271 21,271 271,271 18,256 18,256 268,256
12 41 3,000 50,139 23,349 23,349 273,349 19,874 19,874 269,874
13 41 3,000 55,796 25,393 25,393 275,393 21,401 21,401 271,401
14 42 3,000 61,736 27,405 27,405 277,405 22,833 22,833 272,833
15 42 3,000 67,972 29,392 29,392 279,392 24,160 24,160 274,160
16 43 3,000 74,521 31,301 31,301 281,301 25,380 25,380 275,380
17 43 3,000 81,397 33,136 33,136 283,136 26,475 26,475 276,475
18 44 3,000 88,617 34,894 34,894 284,894 27,431 27,431 277,431
19 44 3,000 96,198 36,569 36,569 286,569 28,235 28,235 278,235
20 45 3,000 104,158 38,157 38,157 288,157 28,865 28,865 278,865
21 45 3,000 112,516 39,692 39,692 289,692 29,337 29,337 279,337
22 46 3,000 121,291 41,128 41,128 291,128 29,603 29,603 279,603
23 46 3,000 130,506 42,457 42,457 292,457 29,654 29,654 279,654
24 47 3,000 140,181 43,669 43,669 293,669 29,474 29,474 279,474
25 47 3,000 150,340 44,750 44,750 294,750 29,036 29,036 279,036
26 48 3,000 161,007 45,687 45,687 295,687 28,313 28,313 278,313
27 48 3,000 172,208 46,467 46,467 296,467 27,276 27,276 277,276
28 49 3,000 183,968 47,078 47,078 297,078 25,885 25,885 275,885
29 49 3,000 196,317 47,508 47,508 297,508 24,091 24,091 274,091
30 50 3,000 209,282 47,741 47,741 297,741 21,844 21,844 271,844
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
48
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION B) ANNUAL PREMIUM = $3,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 3,000 3,150 1,017 1,895 251,895 771 1,649 251,649
2 36 3,000 6,458 3,414 4,291 254,291 2,914 3,792 253,792
3 36 3,000 9,930 5,871 6,749 256,749 5,129 6,006 256,006
4 37 3,000 13,577 8,420 9,298 259,298 7,417 8,294 258,294
5 37 3,000 17,406 11,069 11,946 261,946 9,775 10,653 260,653
6 38 3,000 21,426 13,930 14,710 264,710 12,304 13,084 263,084
7 38 3,000 25,647 16,998 17,583 267,583 14,997 15,582 265,582
8 39 3,000 30,080 20,182 20,572 270,572 17,761 18,151 268,151
9 39 3,000 34,734 23,488 23,683 273,683 20,591 20,786 270,786
10 40 3,000 39,620 26,926 26.926 276,926 23,491 23,491 273,491
11 40 3,000 44,751 30,712 30,712 280,712 26,663 26,663 276,663
12 41 3,000 50,139 34,673 34,673 284,673 29,917 29,917 279,917
13 41 3,000 55,796 38,812 38,812 288,812 33,252 33,252 283,252
14 42 3,000 61,736 43,143 43,143 293,143 36,668 36,668 286,668
15 42 3,000 67,972 47,679 47,679 297,679 40,157 40,157 290,157
16 43 3,000 74,521 52,378 52,378 302,378 43,717 43,717 293,717
17 43 3,000 81,397 57,248 57,248 307,248 47,336 47,336 297,336
18 44 3,000 88,617 62,294 62,294 312,294 50,997 50,997 300,997
19 44 3,000 96,198 67,517 67,517 317,517 54,686 54,686 304,686
20 45 3,000 104,158 72,921 72,921 322,921 58,384 58,384 308,384
21 45 3,000 112,516 78,582 78,582 328,582 62,132 62,132 312,132
22 46 3,000 121,291 84,435 84,435 334,435 65,855 65,855 315,855
23 46 3,000 130,506 90,478 90,478 340,478 69,540 69,540 319,540
24 47 3,000 140,181 96,711 96,711 346,711 73,167 73,167 323,167
25 47 3,000 150,340 103,126 103,126 353,126 76,702 76,702 326,702
26 48 3,000 161,007 109,718 109,718 359,718 80,111 80,111 330,111
27 48 3,000 172,208 116,480 116,480 366,480 83,354 83,354 333,354
28 49 3,000 183,968 123,406 123,406 373,406 86,378 86,378 336,378
29 49 3,000 196,317 130,490 130,490 380,490 89,116 89,116 339,116
30 50 3,000 209,282 137,721 137,721 387,721 91,501 91,501 341,501
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
49
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION B) ANNUAL PREMIUM = $3,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 3,000 3,150 1,147 2,024 252,024 893 1,770 251,770
2 36 3,000 6,458 3,818 4,695 254,695 3,287 4,165 264,165
3 36 3,000 9,930 6,721 7,599 257,599 5,908 6,786 256,786
4 37 3,000 13,577 9,911 10,788 260,788 8,777 9,655 259,655
5 37 3,000 17,406 13,420 14,298 264,298 11,916 12,793 262,793
6 38 3,000 21,426 17,394 18,174 268,174 15,447 16,227 266,227
7 38 3,000 25,647 21,857 22,442 272,442 19,395 19,980 269,980
8 39 3,000 30,080 26,758 27,148 277,442 23,696 24,086 274,086
9 39 3,000 34,734 32,142 32,337 282,337 28,380 33,488 278,575
10 40 3,000 39,620 38,066 38,066 288,066 33,488 33,488 283,488
11 40 3,000 44,751 44,824 44,824 294,824 39,287 39,287 289,287
12 41 3,000 50,139 52,302 52,302 302,302 45,641 45,641 295,641
13 41 3,000 55,796 60,576 60,576 310,576 52,602 52,602 302,602
14 42 3,000 61,736 69,734 69,734 319,734 60,231 60,231 310,231
15 42 3,000 67,972 79,878 79,878 329,878 68,590 68,590 318,590
16 43 3,000 74,521 91,059 91,059 341,059 77,753 77,753 327,753
17 43 3,000 81,397 103,390 103,390 353,390 87,786 87,786 337,786
18 44 3,000 88,617 116,990 116,990 366,990 98,766 98,766 348,766
19 44 3,000 96,198 131,990 131,990 381,990 110,778 110,778 360,778
20 45 3,000 104,158 148,535 148,535 398,535 123,911 123,911 373,911
21 45 3,000 112,516 166,935 166,935 416,935 138,393 138,393 388,393
22 46 3,000 121,291 187,248 187,248 437,248 154,236 154,236 404,236
23 46 3,000 130,506 209,673 209,673 459,673 171,575 171,575 421,575
24 47 3,000 140,181 234,427 234,427 484,427 190,555 190,555 440,555
25 47 3,000 150,340 261,748 261,748 511,748 211,323 211,323 461,323
26 48 3,000 161,007 291,900 291,900 541,900 234,042 234,042 484,042
27 48 3,000 172,208 325,174 325,174 575,174 258,889 258,889 508,889
28 49 3,000 183,968 361,896 361,896 611,896 286,050 286,050 536,050
29 49 3,000 196,317 402,426 402,426 652,426 315,721 315,721 565,721
30 50 3,000 209,282 447,159 447,159 697,159 348,118 348,118 598,118
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
50
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM = $3,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 3,000 3,150 890 1,768 250,000 654 1,531 250,000
2 36 3,000 6,458 3,031 3,909 250,000 2,567 3,444 250,000
3 36 3,000 9,930 5,097 5,975 250,000 4,431 5,308 250,000
4 37 3,000 13,577 7,116 7,994 250,000 6,245 7,123 250,000
5 37 3,000 17,406 9,092 9,970 250,000 8,005 8,883 250,000
6 38 3,000 21,426 11,135 11,915 250,000 9,808 10,588 250,000
7 38 3,000 25,647 13,232 13,817 250,000 11,647 12,232 250,000
8 39 3,000 30,080 15,291 15,681 250,000 13,426 13,816 250,000
9 39 3,000 34,734 17,311 17,506 250,000 15,140 15,335 250,000
10 40 3,000 39,620 19,298 19,298 250,000 16,789 16,789 250,000
11 40 3,000 44,751 21,440 21,440 250,000 18,555 18,555 250,000
12 41 3,000 50,139 23,554 23,554 250,000 20,244 20,244 250,000
13 41 3,000 55,796 25,637 25,637 250,000 21,853 21,853 250,000
14 42 3,000 61,736 27,692 27,692 250,000 23,379 23,379 250,000
15 42 3,000 67,972 29,725 29,725 250,000 24,815 24,815 250,000
16 43 3,000 74,521 31,689 31,689 250,000 26,157 26,157 250,000
17 43 3,000 81,397 33,590 33,590 250,000 27,393 27,393 250,000
18 44 3,000 88,617 35,423 35,423 250,000 28,509 28,509 250,000
19 44 3,000 96,198 37,186 37,186 250,000 29,493 29,493 250,000
20 45 3,000 104,158 38,876 38,876 250,000 30,328 30,328 250,000
21 45 3,000 112,516 40,530 40,530 250,000 31,033 31,033 250,000
22 46 3,000 121,291 42,102 42,102 250,000 31,561 31,561 250,000
23 46 3,000 130,506 43,587 43,587 250,000 31,902 31,902 250,000
24 47 3,000 140,181 44,977 44,977 250,000 32,042 32,042 250,000
25 47 3,000 150,340 46,262 46,262 250,000 31,956 31,956 250,000
26 48 3,000 161,007 47,431 47,431 250,000 31,617 31,617 250,000
27 48 3,000 172,208 48,476 48,476 250,000 30,997 30,997 250,000
28 49 3,000 183,968 49,387 49,387 250,000 30,054 30,054 250,000
29 49 3,000 196,317 50,155 50,155 250,000 28,739 28,739 250,000
30 50 3,000 209,282 50,767 50,767 250,000 26,995 26,995 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
51
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM = $3,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 3,000 3,150 1,019 1,897 250,000 775 1,652 250,000
2 36 3,000 6,458 3,419 4,297 250,000 2,925 3,803 250,000
3 36 3,000 9,930 5,884 6,762 250,000 5,153 6,030 250,000
4 37 3,000 13,577 8,445 9,322 250,000 7,459 8,337 250,000
5 37 3,000 17,406 11,109 11,986 250,000 9,844 10,721 250,000
6 38 3,000 21,426 13,990 14,770 250,000 12,406 13,186 250,000
7 38 3,000 25,647 17,084 17,669 250,000 15,144 15,729 250,000
8 39 3,000 30,080 20,301 20,691 250,000 17,965 18,355 250,000
9 39 3,000 34,734 23,648 23,843 250,000 20,866 21,061 250,000
10 40 3,000 39,620 27,134 27,134 250,000 23,853 23,853 250,000
11 40 3,000 44,751 30,978 30,978 250,000 27,134 27,134 250,000
12 41 3,000 50,139 35,007 35,007 250,000 30,521 30,521 250,000
13 41 3,000 55,796 39,226 39,226 250,000 34,019 34,019 250,000
14 42 3,000 61,736 43,649 43,649 250,000 37,630 37,630 250,000
15 42 3,000 67,972 48,289 48,289 250,000 41,355 41,355 250,000
16 43 3,000 74,521 53,115 53,115 250,000 45,197 45,197 250,000
17 43 3,000 81,397 58,141 58,141 250,000 49,151 49,151 250,000
18 44 3,000 88,617 63,374 63,374 250,000 53,214 53,214 250,000
19 44 3,000 96,198 68,824 68,824 250,000 57,382 57,382 250,000
20 45 3,000 104,158 74,499 74,499 250,000 61,649 61,649 250,000
21 45 3,000 112,516 80,488 80,488 250,000 66,077 66,077 250,000
22 46 3,000 121,291 86,731 86,731 250,000 70,607 70,607 250,000
23 46 3,000 130,506 93,241 93,241 250,000 75,245 75,245 250,000
24 47 3,000 140,181 100,030 100,030 250,000 79,991 79,991 250,000
25 47 3,000 150,340 107,109 107,109 250,000 84,842 84,842 250,000
26 48 3,000 161,007 114,493 114,493 250,000 89,793 89,793 250,000
27 48 3,000 172,208 122,198 122,198 250,000 94,843 94,843 250,000
28 49 3,000 183,968 130,244 130,244 250,000 99,983 99,983 250,000
29 49 3,000 196,317 138,653 138,653 251,046 105,203 105,203 250,000
30 50 3,000 209,282 147,411 147,411 260,106 110,496 110,496 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
52
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 35
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM = $3,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 35 3,000 3,150 1,148 2,026 250,000 896 1,774 250,000
2 36 3,000 6,458 3,824 4,701 250,000 3,299 4,177 250,000
3 36 3,000 9,930 6,736 7,614 250,000 5,935 6,813 250,000
4 37 3,000 13,577 9,940 10,817 250,000 8,828 9,705 250,000
5 37 3,000 17,406 13,470 14,347 250,000 12,000 12,877 250,000
6 38 3,000 21,426 17,471 18,251 250,000 15,579 16,359 250,000
7 38 3,000 25,647 21,972 22,557 250,000 19,592 20,177 250,000
8 39 3,000 30,080 26,923 27,313 250,000 23,979 24,369 250,000
9 39 3,000 34,734 32,372 32,567 250,000 28,777 28,972 250,000
10 40 3,000 39,620 38,378 38,378 250,000 34,033 34,033 250,000
11 40 3,000 44,751 45,240 45,240 250,000 40,026 40,026 250,000
12 41 3,000 50,139 52,847 52,847 250,000 46,627 46,627 250,000
13 41 3,000 55,796 61,279 61,279 250,000 53,905 53,905 250,000
14 42 3,000 61,736 70,629 70,629 250,000 61,935 61,935 250,000
15 42 3,000 67,972 81,003 81,003 250,000 70,800 70,800 250,000
16 43 3,000 74,521 92,476 92,476 250,000 80,598 80,598 250,000
17 43 3,000 81,397 105,162 105,162 269,361 91,428 91,428 250,000
18 44 3,000 88,617 119,150 119,150 295,836 103,402 103,402 256,736
19 44 3,000 96,198 134,568 134,568 323,999 116,545 116,545 280,605
20 45 3,000 104,158 151,559 151,559 353,967 130,918 130,918 305,759
21 45 3,000 112,516 170,433 170,433 386,270 146,757 146,757 332,611
22 46 3,000 121,291 191,240 191,240 420,785 164,071 164,071 361,005
23 46 3,000 130,506 214,170 214,170 457,702 182,989 182,989 391,066
24 47 3,000 140,181 239,432 239,432 497,180 203,652 203,652 422,883
25 47 3,000 150,340 267,249 267,249 539,442 226,199 226,199 456,583
26 48 3,000 161,007 297,868 297,868 584,685 250,784 250,784 492,265
27 48 3,000 172,208 331,559 331,559 633,211 277,570 277,570 530,103
28 49 3,000 183,968 368,618 368,618 685,262 306,720 306,720 570,192
29 49 3,000 196,317 409,373 409,373 741,211 338,401 338,401 612,709
30 50 3,000 209,282 454,177 454,177 801,396 372,792 372,792 657,791
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
53
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM = $6,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 6,000 6,300 2,185 3,906 250,000 1,296 3,017 250,000
2 51 6,000 12,915 6,532 8,254 250,000 4,787 6,508 250,000
3 51 6,000 19,861 10,739 12,460 250,000 8,130 9,851 250,000
4 52 6,000 27,154 14,817 16,538 250,000 11,315 13,036 250,000
5 52 6,000 34,811 18,722 20,494 250,000 14,325 16,046 250,000
6 53 6,000 42,852 22,815 24,345 250,000 17,340 18,870 250,000
7 53 6,000 51,295 26,945 28,093 250,000 20,349 21,497 250,000
8 54 6,000 60,159 30,981 31,746 250,000 23,154 23,919 250,000
9 54 6,000 69,467 34,912 35,295 250,000 25,744 26,127 250,000
10 55 6,000 79,241 38,736 38,736 250,000 28,098 28,098 250,000
11 55 6,000 89,503 42,777 42,777 250,000 30,564 30,564 250,000
12 56 6,000 100,278 46,685 46,685 250,000 32,752 32,752 250,000
13 56 6,000 111,592 50,480 50,480 250,000 34,629 34,629 250,000
14 57 6,000 123,471 54,180 54,180 250,000 36,155 36,155 250,000
15 57 6,000 135,945 57,797 57,797 250,000 37,288 37,288 250,000
16 58 6,000 149,042 60,991 60,991 250,000 37,988 37,988 250,000
17 58 6,000 162,794 64,001 64,001 250,000 38,220 38,220 250,000
18 59 6,000 177,234 66,814 66,814 250,000 37,941 37,941 250,000
19 59 6,000 192,396 69,417 69,417 250,000 37,105 37,105 250,000
20 60 6,000 208,316 71,794 71,794 250,000 35,647 35,647 250,000
21 60 6,000 225,031 74,006 74,006 250,000 33,507 33,507 250,000
22 61 6,000 242,583 75,964 75,964 250,000 30,392 30,392 250,000
23 61 6,000 261,012 77,652 77,652 250,000 26,387 26,387 250,000
24 62 6,000 280,363 79,051 79,051 250,000 21,157 21,157 250,000
25 62 6,000 300,681 80,131 80,131 250,000 14,467 14,467 250,000
26 63 6,000 322,015 80,862 80,862 250,000 6,084 6,084 250,000
27 63 6,000 344,415 81,206 81,206 250,000 <F*> <F*> <F*>
28 64 6,000 367,936 81,113 81,113 250,000 <F*> <F*> <F*>
29 64 6,000 392,633 80,532 80,532 250,000 <F*> <F*> <F*>
30 65 6,000 418,565 79,404 79,404 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
[FN]
<F*> UNLESS ADDITIONAL PREMIUM IS PAID, POLICY WILL LAPSE WITHOUT VALUE
54
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM = $6,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 6,000 6,300 2,455 4,176 250,000 1,537 3,258 250,000
2 51 6,000 12,915 7,346 9,068 250,000 5,492 7,213 250,000
3 51 6,000 19,861 12,383 14,104 250,000 9,529 11,250 250,000
4 52 6,000 27,154 17,582 19,303 250,000 13,643 15,364 250,000
5 52 6,000 34,811 22,958 24,679 250,000 17,822 19,543 250,000
6 53 6,000 42,852 28,729 30,259 250,000 22,249 23,779 250,000
7 53 6,000 51,295 34,906 36,053 250,000 26,917 28,064 250,000
8 54 6,000 60,159 41,317 42,082 250,000 31,632 32,397 250,000
9 54 6,000 69,467 47,966 48,348 250,000 36,390 36,772 250,000
10 55 6,000 79,241 54,861 54,861 250,000 41,175 41,175 250,000
11 55 6,000 89,503 62,391 62,391 250,000 46,387 46,387 250,000
12 56 6,000 100,278 70,225 70,225 250,000 51,651 51,651 250,000
13 56 6,000 111,592 78,400 78,400 250,000 56,951 56,951 250,000
14 57 6,000 123,471 86,953 86,953 250,000 62,263 62,263 250,000
15 57 6,000 135,945 95,922 95,922 250,000 67,567 67,567 250,000
16 58 6,000 149,042 105,054 105,054 250,000 72,846 72,846 250,000
17 58 6,000 162,794 114,575 114,575 250,000 78,093 78,093 250,000
18 59 6,000 177,234 124,510 124,510 250,000 83,298 83,298 250,000
19 59 6,000 192,396 134,892 134,892 250,000 88,454 88,454 250,000
20 60 6,000 208,316 145,760 145,760 250,000 93,547 93,547 250,000
21 60 6,000 225,031 157,311 157,311 250,000 98,643 98,643 250,000
22 61 6,000 242,583 169,471 169,471 250,000 103,527 103,527 250,000
23 61 6,000 261,012 182,311 182,311 250,000 108,316 108,316 250,000
24 62 6,000 280,363 195,910 195,910 250,000 112,863 112,863 250,000
25 62 6,000 300,681 210,364 210,364 250,000 117,108 117,108 250,000
26 63 6,000 322,015 225,787 225,787 250,000 121,015 121,015 250,000
27 63 6,000 344,415 242,292 242,292 254,406 124,545 124,545 250,000
28 64 6,000 367,936 259,596 259,596 272,576 127,659 127,659 250,000
29 64 6,000 392,633 277,677 277,677 291,560 130,317 130,317 250,000
30 65 6,000 418,565 296,560 296,560 311,388 132,447 132,447 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
55
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM = $6,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 6,000 6,300 2,725 4,447 250,000 1,779 3,501 250,000
2 51 6,000 12,915 8,194 9,916 250,000 6,228 7,949 250,000
3 51 6,000 19,861 14,162 15,884 250,000 11,049 12,770 250,000
4 52 6,000 27,154 20,696 22,417 250,000 16,277 17,998 250,000
5 52 6,000 34,811 27,864 29,586 250,000 21,942 23,663 250,000
6 53 6,000 42,852 35,948 37,478 250,000 28,277 29,807 250,000
7 53 6,000 51,295 45,028 46,176 250,000 35,329 36,476 250,000
8 54 6,000 60,159 55,014 55,779 250,000 42,968 43,733 250,000
9 54 6,000 69,467 66,000 66,382 250,000 51,261 51,644 250,000
10 55 6,000 79,241 78,097 78,097 250,000 60,278 60,278 250,000
11 55 6,000 89,503 91,867 91,867 250,000 70,559 70,559 250,000
12 56 6,000 100,278 107,115 107,115 250,000 81,856 81,856 250,000
13 56 6,000 111,592 124,038 124,038 250,000 94,296 94,296 250,000
14 57 6,000 123,471 142,850 142,850 250,000 108,027 108,027 250,000
15 57 6,000 135,945 163,789 163,789 250,000 123,232 123,232 250,000
16 58 6,000 149,042 186,971 186,971 250,000 140,138 140,138 250,000
17 58 6,000 162,794 212,828 212,828 253,265 159,028 159,028 250,000
18 59 6,000 177,234 241,492 241,492 284,960 180,242 180,242 250,000
19 59 6,000 192,396 273,157 273,157 319,593 204,201 204,201 250,000
20 60 6,000 208,316 308,135 308,135 357,436 231,207 231,207 268,201
21 60 6,000 225,031 347,084 347,084 399,147 261,196 261,196 300,375
22 61 6,000 242,583 390,209 390,209 440,937 294,312 294,312 332,572
23 61 6,000 261,012 437,984 437,984 486,163 330,966 330,966 367,373
24 62 6,000 280,363 490,944 490,944 535,129 371,569 371,569 405,010
25 62 6,000 300,681 549,697 549,697 588,176 416,629 416,629 445,793
26 63 6,000 322,015 614,936 614,936 645,683 466,759 466,759 490,097
27 63 6,000 344,415 687,100 687,100 721,454 522,011 522,011 548,112
28 64 6,000 367,936 766,900 766,900 805,245 582,879 582,879 612,023
29 64 6,000 392,633 855,123 855,123 897,879 649,899 649,899 682,394
30 65 6,000 418,565 952,629 952,629 1,000,260 723,651 723,651 759,834
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
56
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION B) ANNUAL PREMIUM = $6,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 6,000 6,300 2,179 3,901 253,901 1,276 2,997 252,997
2 51 6,000 12,915 6,512 8,233 258,233 4,728 6,449 256,449
3 51 6,000 19,861 10,691 12,412 262,412 8,008 9,729 259,729
4 52 6,000 27,154 14,727 16,448 266,448 11,103 12,825 262,825
5 52 6,000 34,811 18,624 20,346 270,346 13,995 15,716 265,716
6 53 6,000 42,852 22,592 24,122 274,122 16,858 18,388 268,388
7 53 6,000 51,295 26,627 27,774 277,774 19,677 20,825 270,825
8 54 6,000 60,159 30,548 31,313 281,313 22,251 23,016 273,016
9 54 6,000 69,467 34,342 34,724 284,724 24,566 24,948 274,948
10 55 6,000 79,241 38,001 38,001 288,001 26,595 26,595 276,595
11 55 6,000 89,503 41,836 41,836 291,836 28,676 28,676 278,676
12 56 6,000 100,278 45,497 45,497 295,497 30,409 30,409 280,409
13 56 6,000 111,592 49,004 49,004 299,004 31,754 31,754 281,754
14 57 6,000 123,471 52,377 52,377 302,377 32,665 32,665 282,665
15 57 6,000 135,945 55,631 55,631 305,631 33,092 33,092 283,092
16 58 6,000 149,042 58,309 58,309 308,309 32,992 32,992 282,992
17 58 6,000 162,794 60,722 60,722 310,722 32,332 32,332 282,332
18 59 6,000 177,234 62,846 62,846 312,846 31,071 31,071 281,071
19 59 6,000 192,396 64,658 64,658 314,658 29,172 29,172 279,172
20 60 6,000 208,316 66,132 66,132 316,132 26,584 26,584 276,584
21 60 6,000 225,031 67,310 67,310 317,310 23,251 23,251 273,251
22 61 6,000 242,583 68,096 68,096 318,096 18,895 18,895 268,895
23 61 6,000 261,012 68,467 68,467 318,467 13,684 13,684 263,684
24 62 6,000 280,363 68,391 68,391 318,391 7,323 7,323 257,323
25 62 6,000 300,681 67,827 67,827 317,827 <F*> <F*> <F*>
26 63 6,000 322,015 66,735 66,735 316,735 <F*> <F*> <F*>
27 63 6,000 344,415 65,062 65,062 315,062 <F*> <F*> <F*>
28 64 6,000 367,936 62,750 62,750 312,750 <F*> <F*> <F*>
29 64 6,000 392,633 59,740 59,740 309,740 <F*> <F*> <F*>
30 65 6,000 418,565 55,974 55,974 305,974 <F*> <F*> <F*>
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
[FN]
<F*> UNLESS ADDITIONAL PREMIUM IS PAID, POLICY WILL LAPSE WITHOUT VALUE
57
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION B) ANNUAL PREMIUM = $6,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 6,000 6,300 2,449 4,170 254,170 1,516 3,237 253,237
2 51 6,000 12,915 7,324 9,045 259,045 5,426 7,147 257,147
3 51 6,000 19,861 12,328 14,049 264,049 9,388 11,109 261,109
4 52 6,000 27,154 17,475 19,196 269,196 13,390 15,111 265,111
5 52 6,000 34,811 22,775 24,496 274,496 17,411 19,132 269,132
6 53 6,000 42,852 28,442 29,972 279,972 21,624 23,154 273,154
7 53 6,000 51,295 34,480 35,628 285,628 26,009 27,157 277,157
8 54 6,000 60,159 40,715 41,480 291,480 30,362 31,127 281,127
9 54 6,000 69,467 47,140 47,523 297,523 34,663 35,045 285,045
10 55 6,000 79,241 53,756 53,756 303,756 38,879 38,879 288,879
11 55 6,000 89,503 60,921 60,921 310,921 43,378 43,378 293,378
12 56 6,000 100,278 68,297 68,297 318,297 47,759 47,759 297,759
13 56 6,000 111,592 75,912 75,912 325,912 51,972 51,972 301,972
14 57 6,000 123,471 83,796 83,796 333,796 55,954 55,954 305,954
15 57 6,000 135,945 91,978 91,978 341,978 59,639 59,639 309,639
16 58 6,000 149,042 99,996 99,996 349,996 62,961 62,961 312,961
17 58 6,000 162,794 108,157 108,157 358,157 65,862 65,862 315,862
18 59 6,000 177,234 116,441 116,441 366,441 68,273 68,273 318,273
19 59 6,000 192,396 124,825 124,825 374,825 70,126 70,126 320,126
20 60 6,000 208,316 133,283 133,283 383,283 71,332 71,332 321,332
21 60 6,000 225,031 141,923 141,923 391,923 71,838 71,838 321,838
22 61 6,000 242,583 150,595 150,595 400,595 71,275 71,275 321,275
23 61 6,000 261,012 159,269 159,269 409,269 69,752 69,752 319,752
24 62 6,000 280,363 167,910 167,910 417,910 66,908 66,908 316,908
25 62 6,000 300,681 176,469 176,469 426,469 62,525 62,525 312,525
26 63 6,000 322,015 184,894 184,894 434,894 56,425 56,425 306,425
27 63 6,000 344,415 193,119 193,119 443,119 48,427 48,427 298,427
28 64 6,000 367,936 201,066 201,066 451,066 38,356 38,356 288,356
29 64 6,000 392,633 208,656 208,656 458,656 26,046 26,046 276,046
30 65 6,000 418,565 215,801 215,801 465,801 11,281 11,281 261,281
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
58
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION B) ANNUAL PREMIUM = $6,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 6,000 6,300 2,719 4,440 254,440 1,757 3,478 253,478
2 51 6,000 12,915 8,169 9,891 259,891 6,155 7,876 257,876
3 51 6,000 19,861 14,100 15,821 265,821 10,888 12,609 262,609
4 52 6,000 27,154 20,569 22,291 272,291 15,976 17,697 267,697
5 52 6,000 34,811 27,639 29,361 279,361 21,433 23,154 273,154
6 53 6,000 42,852 35,581 37,111 287,111 27,472 29,002 279,002
7 53 6,000 51,295 44,463 45,610 295,610 34,113 35,260 285,260
8 54 6,000 60,159 54,181 54,946 304,946 41,195 41,960 291,960
9 54 6,000 69,467 64,812 65,194 315,194 48,748 49,130 299,130
10 55 6,000 79,241 76,400 76,440 326,440 56,789 56,789 306,789
11 55 6,000 89,503 89,573 89,573 339,573 65,789 65,789 315,789
12 56 6,000 100,278 103,985 103,985 353,985 75,416 75,416 325,416
13 56 6,000 111,592 119,834 119,834 369,834 85,691 85,691 335,691
14 57 6,000 123,471 137,293 137,293 387,293 96,628 96,628 346,628
15 57 6,000 135,945 156,550 156,550 406,550 108,241 108,241 358,241
16 58 6,000 149,042 177,312 177,312 427,312 120,551 120,551 370,551
17 58 6,000 162,794 200,065 200,065 450,065 133,590 133,590 383,590
18 59 6,000 177,234 224,993 224,993 474,993 147,387 147,387 397,387
19 59 6,000 192,396 252,303 252,303 502,303 161,978 161,978 411,978
20 60 6,000 208,316 282,220 282,220 532,220 177,384 177,384 427,384
21 60 6,000 225,031 315,278 315,278 565,278 193,776 193,776 443,776
22 61 6,000 242,583 351,529 351,529 601,529 210,826 210,826 460,826
23 61 6,000 261,012 391,292 391,292 641,292 228,772 228,772 478,772
24 62 6,000 280,363 434,910 434,910 684,910 247,389 247,389 497,389
25 62 6,000 300,681 482,756 482,756 732,756 266,594 266,594 516,594
26 63 6,000 322,015 535,239 535,239 785,239 286,345 286,345 536,345
27 63 6,000 344,415 592,806 592,806 842,806 306,603 306,603 556,603
28 64 6,000 367,936 655,940 655,940 905,940 327,340 327,340 577,340
29 64 6,000 392,633 725,180 725,180 975,180 348,544 348,544 598,544
30 65 6,000 418,565 801,120 801,120 1,051,120 370,157 370,157 620,157
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
59
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM = $6,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 0.00% (NET RATE OF -1.33%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 6,000 6,300 2,185 3,906 250,000 1,296 3,017 250,000
2 51 6,000 12,915 6,532 8,254 250,000 4,787 6,508 250,000
3 51 6,000 19,861 10,739 12,460 250,000 8,130 9,851 250,000
4 52 6,000 27,154 14,817 16,538 250,000 11,315 13,036 250,000
5 52 6,000 34,811 18,772 20,494 250,000 14,325 16,046 250,000
6 53 6,000 42,852 22,815 24,345 250,000 17,340 18,870 250,000
7 53 6,000 51,295 26,945 28,093 250,000 20,349 21,497 250,000
8 54 6,000 60,159 30,981 31,746 250,000 23,154 23,919 250,000
9 54 6,000 69,467 34,912 35,295 250,000 25,744 26,127 250,000
10 55 6,000 79,241 38,736 38,736 250,000 28,098 28,098 250,000
11 55 6,000 89,503 42,777 42,777 250,000 30,564 30,564 250,000
12 56 6,000 100,278 46,685 46,685 250,000 32,752 32,752 250,000
13 56 6,000 111,592 50,480 50,480 250,000 34,629 34,629 250,000
14 57 6,000 123,471 54,180 54,180 250,000 36,155 36,155 250,000
15 57 6,000 135,945 57,797 57,797 250,000 37,288 37,288 250,000
16 58 6,000 149,042 60,991 60,991 250,000 37,988 37,988 250,000
17 58 6,000 162,794 64,001 64,001 250,000 38,220 38,220 250,000
18 59 6,000 177,234 66,814 66,814 250,000 37,941 37,941 250,000
19 59 6,000 192,396 69,417 69,417 250,000 37,105 37,105 250,000
20 60 6,000 208,316 71,794 71,794 250,000 35,647 35,647 250,000
21 60 6,000 225,031 74,006 74,006 250,000 33,507 33,507 250,000
22 61 6,000 242,583 75,964 75,964 250,000 30,392 30,392 250,000
23 61 6,000 261,012 77,652 77,652 250,000 26,387 26,387 250,000
24 62 6,000 280,363 79,051 79,051 250,000 21,157 21,157 250,000
25 62 6,000 300,681 80,131 80,131 250,000 14,467 14,467 250,000
26 63 6,000 322,015 80,862 80,862 250,000 6,084 6,084 250,000
27 63 6,000 344,415 81,206 81,206 250,000 <F*> <F*> <F*>
28 64 6,000 367,936 81,113 81,113 250,000 <F*> <F*> <F*>
29 64 6,000 392,633 80,532 80,532 250,000 <F*> <F*> <F*>
30 65 6,000 418,565 79,404 79,404 250,000 <F*> <F*> <F*>
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
[FN]
<F*> UNLESS ADDITIONAL PREMIUM IS PAID, POLICY WILL LAPSE WITHOUT VALUE
60
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM = $6,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 6.00% (NET RATE OF 4.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 6,000 6,300 2,455 4,176 250,000 1,537 3,258 250,000
2 51 6,000 12,915 7,346 9,068 250,000 5,492 7,213 250,000
3 51 6,000 19,861 12,383 14,104 250,000 9,529 11,250 250,000
4 52 6,000 27,154 17,582 19,303 250,000 13,643 15,364 250,000
5 52 6,000 34,811 22,958 24,679 250,000 17,822 19,543 250,000
6 53 6,000 42,852 28,729 30,259 250,000 22,249 23,779 250,000
7 53 6,000 51,295 34,906 36,053 250,000 26,917 28,064 250,000
8 54 6,000 60,159 41,317 42,082 250,000 31,632 32,397 250,000
9 54 6,000 69,467 47,966 48,348 250,000 36,390 36,772 250,000
10 55 6,000 79,241 54,861 54,861 250,000 41,175 41,175 250,000
11 55 6,000 89,503 62,391 62,391 250,000 46,387 46,387 250,000
12 56 6,000 100,278 70,225 70,225 250,000 51,651 51,651 250,000
13 56 6,000 111,592 78,400 78,400 250,000 56,951 56,951 250,000
14 57 6,000 123,471 86,953 86,953 250,000 62,263 62,263 250,000
15 57 6,000 135,945 95,922 95,922 250,000 67,567 67,567 250,000
16 58 6,000 149,042 105,054 105,054 250,000 72,846 72,846 250,000
17 58 6,000 162,794 114,575 114,575 250,000 78,093 78,093 250,000
18 59 6,000 177,234 124,510 124,510 250,000 83,298 83,298 250,000
19 59 6,000 192,396 134,892 134,892 250,000 88,454 88,454 250,000
20 60 6,000 208,316 145,760 145,760 250,000 93,547 93,547 250,000
21 60 6,000 225,031 157,311 157,311 250,000 98,643 98,643 250,000
22 61 6,000 242,583 169,455 169,455 254,013 103,527 103,527 250,000
23 61 6,000 261,012 182,062 182,062 267,359 108,316 108,316 250,000
24 62 6,000 280,363 195,121 195,121 280,858 112,863 112,863 250,000
25 62 6,000 300,681 208,640 208,640 294,621 117,108 117,108 250,000
26 63 6,000 322,015 222,629 222,629 308,697 121,015 121,015 250,000
27 63 6,000 344,415 237,093 237,093 323,086 124,545 124,545 250,000
28 64 6,000 367,936 252,037 252,037 337,806 127,659 127,659 250,000
29 64 6,000 392,633 267,469 267,469 352,871 130,317 130,317 250,000
30 65 6,000 418,565 283,396 283,396 368,245 132,447 132,447 250,000
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
61
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $250,000 MALE PREFERRED NONSMOKER AGE 50
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM = $6,000
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS ANNUAL RATE OF RETURN OF 12.00% (NET RATE OF 10.67%)
<CAPTION>
ASSUMING CURRENT CHARGES ASSUMING GUARANTEED CHARGES
------------------------ ---------------------------
END PREMIUM CASH CASH
OF ANNUAL ACCUM SURRENDER CASH DEATH SURRENDER CASH DEATH
YEAR AGE PAYMENT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 50 6,000 6,300 2,725 4,447 250,000 1,779 3,501 250,000
2 51 6,000 12,915 8,194 9,916 250,000 6,228 7,949 250,000
3 51 6,000 19,861 14,162 15,884 250,000 11,049 12,770 250,000
4 52 6,000 27,154 20,696 22,417 250,000 16,277 17,998 250,000
5 52 6,000 34,811 27,864 29,586 250,000 21,942 23,663 250,000
6 53 6,000 42,852 35,948 37,478 250,000 28,277 29,807 250,000
7 53 6,000 51,295 45,028 46,176 250,000 35,329 36,476 250,000
8 54 6,000 60,159 55,014 55,779 250,000 42,968 43,733 250,000
9 54 6,000 69,467 66,000 66,382 250,000 51,261 51,644 250,000
10 55 6,000 79,241 78,097 78,097 250,000 60,278 60,278 250,000
11 55 6,000 89,503 91,867 91,867 250,000 70,559 70,559 250,000
12 56 6,000 100,278 107,115 107,115 250,000 81,856 81,856 250,000
13 56 6,000 111,592 124,038 124,038 250,000 94,296 94,296 250,000
14 57 6,000 123,471 142,841 142,841 258,628 108,027 108,027 250,000
15 57 6,000 135,945 163,606 163,606 288,683 123,232 123,232 250,000
16 58 6,000 149,042 186,254 186,254 320,469 140,138 140,138 250,000
17 58 6,000 162,794 211,126 211,126 354,480 158,878 158,878 266,757
18 59 6,000 177,234 238,427 238,427 390,877 179,210 179,210 293,797
19 59 6,000 192,396 268,383 268,383 429,869 201,238 201,238 322,323
20 60 6,000 208,316 301,239 301,239 471,679 225,087 225,087 352,441
21 60 6,000 225,031 337,568 337,568 516,985 251,102 251,102 384,562
22 61 6,000 242,583 377,425 377,425 565,760 279,136 279,136 418,424
23 61 6,000 261,012 421,143 421,143 618,448 309,456 309,456 454,436
24 62 6,000 280,363 469,085 469,085 675,200 342,098 342,098 492,416
25 62 6,000 300,681 521,637 521,637 736,603 377,177 377,177 532,611
26 63 6,000 322,015 579,219 579,219 803,145 414,844 414,844 575,223
27 63 6,000 344,415 642,285 642,285 875,242 455,272 455,272 620,399
28 64 6,000 367,936 711,318 711,318 953,380 498,657 498,657 668,350
29 64 6,000 392,633 786,850 786,850 1,038,091 545,229 545,229 719,321
30 65 6,000 418,565 869,465 869,465 1,129,783 595,221 595,221 773,430
</TABLE>
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF
INSURANCE RATES FOR THE EXACT COMBINATION OF PREMIUMS AND BENEFITS
SHOWN.
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE
ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE
RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND UPON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT
ALLOCATION MADE BY THE POLICY OWNER AND THE INVESTMENT RESULTS OF THE
FUNDS SELECTED. THE CASH VALUE, CASH SURRENDER VALUE AND DEATH BENEFIT
FOR A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN AVERAGED THE RATE SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. NO
REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT STREET SECURITIES, THE
FUNDS, OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF
TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE
POLICY ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE
PAID BY THE COMPANY.
62
<PAGE>
<PAGE>
INDEPENDENT AUDITORS' REPORT
The Board of Directors
General American Life Insurance Company
and Policyholders of General American
Separate Account Eleven:
We have audited the statements of assets and liabilities, including the
schedule of investments, of the S & P 500 Index, Money Market, Bond
Index, Managed Equity, Asset Allocation, International Index, Mid-Cap
Equity, Small-Cap Equity, Equity Income, Growth, Overseas, Asset
Manager, High Income, Worldwide Hard Assets, Worldwide Emerging Markets,
Multi-style Equity, Core Bond, Aggressive Equity, Non-US, Income &
Growth, International, Value, Bond Portfolio, and Small Company
Portfolio Fund Divisions of General American Separate Account Eleven as
of December 31, 1998, and the related statements of operations and
changes in net assets for each of the years in the three-year period
then ended. These financial statements are the responsibility of the
management of General American Separate Account Eleven. 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. Investments owned as of December 31, 1998 were
verified by audit of the statements of assets and liabilities of the
underlying portfolios of General American Capital Company and
confirmation by correspondence with respect to the Variable Insurance
Products Fund and the Variable Insurance Products Fund II sponsored by
Fidelity Investments, the Van Eck World Wide Insurance Trust sponsored
by Van Eck Associates Corporation, the Russell Insurance Funds sponsored
by Frank Russell Investment Company, the American Century Variable
Portfolios, Inc. sponsored by American Century Investments, and the J.P.
Morgan Series Trust II sponsored by J.P. Morgan Investment Management,
Inc.. 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, the financial statements referred to above present
fairly, in all material respects, the financial position of the S & P
500 Index, Money Market, Bond Index, Managed Equity, Asset Allocation,
International Index, Mid-Cap Equity, Small-Cap Equity, Equity Income,
Growth, Overseas, Asset Manager, High Income, Worldwide Hard Assets,
Worldwide Emerging Markets, Multi-Style Equity, Core Bond, Aggressive
Equity, Non-US, Income & Growth, International, Value, Bond Portfolio,
and Small Company Portfolio Fund Divisions of General American Separate
Account Eleven as of December 31, 1998, the results of their operations
and changes in their net assets for each of the years in the three-year
period then ended, in conformity with generally accepted accounting
principles.
KPMG LLP
St. Louis, Missouri
February 12, 1999
<PAGE>
<PAGE>
INDEPENDENT AUDITORS
KPMG LLP
If distributed to prospective investors, this report must be preceded or
accompanied by a current prospectus.
The prospectus is incomplete without reference to the financial data
contained in the annual report.
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1998
<CAPTION>
S & P 500 MONEY BOND MANAGED ASSET
INDEX MARKET INDEX EQUITY ALLOCATION
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Assets:
Investments in General American
Capital Company at market value
(see Schedule of Investments): $42,444,451 $6,628,249 $5,112,190 $5,524,930 $13,268,875
Receivable from General American Life
Insurance Company 0 107,338 0 1,480 164,097
----------- ---------- ---------- ---------- -----------
Total assets 42,444,451 6,735,587 5,112,190 5,526,410 13,432,972
----------- ---------- ---------- ---------- -----------
Liabilities:
Payable to General American Life
Insurance Company 26,812 0 5,069 0 0
----------- ---------- ---------- ---------- -----------
Total net assets $42,417,639 $6,735,587 $5,107,121 $5,526,410 $13,432,972
=========== ========== ========== ========== ===========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $11,146,640 $768,757 $2,510,989 $3,090,254 $10,065,676
Individual Variable General Select Plus
cash value invested in Separate Account 14,905,053 2,203,471 993,679 919,919 1,576,153
Individual Variable Universal Life-100
cash value invested in Separate Account 16,223,085 2,006,416 1,595,932 1,507,725 1,779,055
Individual Variable Universal Life-98
cash value invested in Separate Account 141,634 1,515,026 5,640 8,512 12,088
Joint and Survivor Variable Universal
Life-98 cash value invested in
Separate Account 1,227 241,917 881 0 0
----------- ---------- ---------- ---------- -----------
Total net assets $42,417,639 $6,735,587 $5,107,121 $5,526,410 $13,432,972
=========== ========== ========== ========== ===========
Total units held - VUL-95 244,956 43,796 109,948 96,034 294,610
Total units held - VGSP 506,304 172,324 70,801 41,050 77,547
Total units held - VUL-100 587,054 166,596 113,583 68,790 88,353
Total units held - VUL-98 11,932 149,437 553 714 1,023
Total units held - JSVUL-98 103 23,862 86 0 0
VUL-95 Net unit value $ 45.50 $ 17.55 $ 22.84 $ 32.18 $ 34.17
VGSP Net unit value $ 29.44 $ 12.79 $ 14.03 $ 22.41 $ 20.33
VUL-100 Net unit value $ 27.63 $ 12.04 $ 14.05 $ 21.92 $ 20.14
VUL-98 Net unit value $ 11.87 $ 10.14 $ 10.20 $ 11.93 $ 11.82
JSVUL-98 Net unit value $ 11.87 $ 10.14 $ 10.20 $ 11.93 $ 11.82
Cost of investments $34,112,194 $6,811,827 $5,032,544 $5,088,434 $10,932,171
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1998
<CAPTION>
INTERNATIONAL MID-CAP SMALL-CAP EQUITY
INDEX EQUITY EQUITY INCOME GROWTH
FUND DIVISION<F*> FUND DIVISION<F**> FUND DIVISION FUND DIVISION FUND DIVISION
----------------- ------------------ ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Assets:
Investments in General American
Capital Company at market value
(see Schedule of Investments): $9,923,419 $7,378,489 $2,366,635 $ 0 $ 0
Investments in Variable Insurance
Products Fund, at market value
(see Schedule of Investments): 0 0 0 20,891,810 35,313,212
Receivable from General American
Life Insurance Company 0 0 8,077 0 0
---------- ---------- ---------- ----------- -----------
Total assets 9,923,419 7,378,489 2,374,712 20,891,810 35,313,212
---------- ---------- ---------- ----------- -----------
Liabilities:
Payable to General American Life
Insurance Company 6,592 391 0 61,718 33,792
---------- ---------- ---------- ----------- -----------
Total net assets $9,916,827 $7,378,098 $2,374,712 $20,830,092 $35,279,420
========== ========== ========== =========== ===========
Total net assets represented by:
Individual Variable Universal
Life cash value invested in
Separate Account $3,258,118 $3,551,872 $ 570,495 $ 7,499,654 $12,082,005
Individual Variable General Select Plus
cash value invested in Separate Account 1,255,800 2,194,725 831,378 7,003,503 10,898,957
Individual Variable Universal Life-100
cash value invested in Separate Account 1,610,291 1,622,856 964,181 6,299,900 12,251,008
Individual Variable Universal Life-98
cash value invested in Separate Account 7,881 6,728 6,856 24,329 46,510
Joint and Survivor Variable Universal
Life-98 cash value invested in
Separate Account 925 1,917 1,802 2,706 940
General American Life Insurance
Company seed money 3,783,812 0 0 0 0
---------- ---------- ---------- ----------- -----------
Total net assets $9,916,827 $7,378,098 $2,374,712 $20,830,092 $35,279,420
========== ========== ========== =========== ===========
Total units held - VUL-95 174,279 175,383 48,954 304,241 405,378
Total units held - VGSP 77,550 108,141 71,164 283,014 386,583
Total units held - VUL-100 117,078 87,742 82,805 295,584 474,406
Total units held - VUL-98 693 572 619 2,155 3,793
Total units held - JSVUL-98 81 163 163 240 77
Total units held - Seed Money 200,000 0 0 0 0
VUL-95 Net unit value $ 18.69 $ 20.25 $ 11.65 $ 24.65 $ 29.80
VGSP Net unit value $ 16.19 $ 20.30 $ 11.68 $ 24.75 $ 28.19
VUL-100 Net unit value $ 13.75 $ 18.50 $ 11.64 $ 21.31 $ 25.82
VUL-98 Net unit value $ 11.37 $ 11.75 $ 11.07 $ 11.29 $ 12.26
JSVUL-98 Net unit value $ 11.37 $ 11.75 $ 11.07 $ 11.29 $ 12.26
Cost of investments $8,625,859 $6,989,184 $2,780,956 $17,860,051 $25,127,661
<FN>
<F*> This fund was formerly known as the International Equity Fund.
<F**> This fund was formerly known as the Special Equity Fund. (continued)
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1998
<CAPTION>
WORLDWIDE WORLDWIDE
OVERSEAS ASSET MANAGER HIGH INCOME HARD ASSETS EMERGING MARKETS
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION<F*> FUND DIVISION<F**>
------------- ------------- ------------- ----------------- ------------------
<S> <C> <C> <C> <C> <C>
Assets:
Investments in Variable Insurance
Products Fund, at market value
(see Schedule of Investments): $9,971,775 $ 0 $2,987,766 $ 0 $ 0
Investments in Variable Insurance
Products Fund II, at market value
(see Schedule of Investments): 0 1,235,314 0 0 0
Investments in Van Eck Worldwide
Insurance Trust at market value
(see Schedule of Investments): 0 0 0 220,714 1,895
Receivable from General American
Life Insurance Company 683 1,197 0 374 0
---------- ---------- ---------- -------- ------
Total assets 9,972,458 1,236,511 2,987,766 221,088 1,895
---------- ---------- ---------- -------- ------
Liabilities:
Payable to General American Life
Insurance Company 0 0 720 0 54
---------- ---------- ---------- -------- ------
Total net assets $9,972,458 $1,236,511 $2,987,046 $221,088 $1,841
========== ========== ========== ======== ======
Total net assets represented by:
Individual Variable Universal Life
cash value invested in Separate Account $4,790,729 $ 150,527 $ 308,462 $ 79,894 $ 0
Individual Variable General Select Plus
cash value invested in Separate Account 3,124,788 240,997 1,186,474 19,275 0
Individual Variable Universal Life-100
cash value invested in Separate Account 2,048,669 837,876 1,478,419 121,804 0
Individual Variable Universal Life-98
cash value invested in Separate Account 6,463 7,111 11,903 115 1,841
Joint and Survivor Variable Universal
Life-98 cash value invested in
Separate Account 1,809 0 1,788 0 0
---------- ---------- ---------- -------- ------
Total net assets $9,972,458 $1,236,511 $2,987,046 $221,088 $1,841
========== ========== ========== ======== ======
Total units held - VUL-95 247,641 9,111 22,837 10,282 0
Total units held - VGSP 180,202 14,512 87,370 2,468 0
Total units held - VUL-100 135,925 50,801 109,650 15,703 0
Total units held - VUL-98 583 635 1,134 11 150
Total units held - JSVUL-98 163 0 170 0 0
VUL-95 Net unit value $ 19.35 $ 16.52 $ 13.51 $ 7.77
VGSP Net unit value $ 17.34 $ 16.61 $ 13.58 $ 7.81
VUL-100 Net unit value $ 15.07 $ 16.49 $ 13.48 $ 7.76
VUL-98 Net unit value $ 11.08 $ 11.20 $ 10.49 $ 10.24 $12.25
JSVUL-98 Net unit value $ 11.08 $ 11.20 $ 10.49 $ 10.24 $12.25
Cost of investments $9,073,738 $1,141,806 $3,186,624 $336,322 $1,752
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund. (continued)
<F**>This fund began operations on September 15, 1998.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1998
<CAPTION>
MULTI-STYLE AGGRESSIVE
EQUITY CORE BOND EQUITY NON-US
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Assets:
Investments in Russell Insurance
Fund at market value
(see Schedule of Investments): $11,401,536 $6,436,407 $3,970,890 $3,417,076
Receivable from General American Life
Insurance Company 314,026 221,163 0 0
----------- ---------- ---------- ----------
Total assets 11,715,562 6,657,570 3,970,890 3,417,076
----------- ---------- ---------- ----------
Liabilities:
Payable to General American Life
Insurance Company 0 0 13,694 5,195
----------- ---------- ---------- ----------
Total net assets $11,715,562 $6,657,570 $3,957,196 $3,411,881
=========== ========== ========== ==========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $ 162,942 $ 42,608 $ 126,079 $ 97,817
Individual Variable General Select Plus
cash value invested in Separate Account 7,755,207 4,669,373 2,326,057 2,166,347
Individual Variable Universal Life-100
cash value invested in Separate Account 79,784 7,159 24,213 14,426
Russell Variable Universal Life
cash value invested in Separate Account 3,666,133 1,928,865 1,438,824 1,121,618
Individual Variable Universal Life-98
cash value invested in Separate Account 46,781 7,902 42,023 9,861
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 4,715 1,663 0 1,812
----------- ---------- ---------- ----------
Total net assets $11,715,562 $6,657,570 $3,957,196 $3,411,881
=========== ========== ========== ==========
Total units held - VUL-95 14,858 4,070 13,892 9,820
Total units held - VGSP 473,240 397,602 173,589 187,730
Total units held - VUL-100 7,277 684 2,669 1,449
Total units held - Russell VUL 223,791 165,315 106,502 99,991
Total units held - VUL-98 3,951 779 3,690 869
Total units held - JSVUL-98 398 164 0 160
VUL-95 Net unit value $ 10.97 $ 10.47 $ 9.08 $ 9.96
VGSP Net unit value $ 16.39 $ 11.74 $ 13.40 $ 11.54
VUL-100 Net unit value $ 10.96 $ 10.47 $ 9.07 $ 9.96
Russell VUL Net unit value $ 16.38 $ 11.67 $ 13.51 11.22
VUL-98 Net unit value $ 11.84 $ 10.14 $ 11.40 $ 11.34
JSVUL-98 Net unit value $ 11.84 $ 10.14 $ 11.40 $ 11.34
Cost of investments $9,896,970 $6,336,863 $3,993,305 $3,256,410
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1998
<CAPTION>
INCOME & BOND SMALL COMPANY
GROWTH INTERNATIONAL VALUE PORTFOLIO PORTFOLIO
FUND DIVISION<F*> FUND DIVISION<F*> FUND DIVISION<F*> FUND DIVISION<F*> FUND DIVISION<F*>
----------------- ----------------- ----------------- ----------------- -----------------
<S> <C> <C> <C> <C> <C>
Assets:
Investments in American Century
Variable Portfolios, at market value
(see Schedule of Investments): $7,422 $ 903 $3,280 $ 0 $ 0
Investments in J.P. Morgan Series
Trust II, at market value 0 0 0 3,302 3,242
(see Schedule of Investments):
Receivable from General American
Life Insurance Company 0 0 590 0 0
------ ------ ------ ------ ------
Total assets 7,422 903 3,870 3,302 3,242
------ ------ ------ ------ ------
Liabilities:
Payable to General American Life
Insurance Company 62 0 0 1 53
------ ------ ------ ------ ------
Total net assets $7,360 $ 903 $3,870 $3,301 $3,189
====== ====== ====== ====== ======
Total net assets represented by:
Individual Variable Universal Life-98
cash value invested in Separate
Account $7,360 $ 903 $3,870 $3,301 $3,189
------ ------ ------ ------ ------
Total net assets $7,360 $ 903 $3,870 $3,301 $3,189
====== ====== ====== ====== ======
Total units held - VUL-98 615 85 357 328 273
VUL-98 Net unit value $11.96 $10.63 $10.85 $10.07 $11.66
Cost of investments $6,951 $ 858 $3,195 $3,299 $3,055
<FN>
<F*> These funds began operations on September 15, 1998.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
------------------------------------------- ---------------------------------------
1998 1997 1996 1998 1997 1996
---------- ---------- ---------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F*> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges -
VUL-95 (81,198) (59,320) (38,288) (6,050) (7,951) (8,690)
Mortality and expense charges -
VGSP (75,004) (29,674) (16,887) (23,497) (12,872) (21,323)
Mortality and expense charges -
VUL-100 (89,773) (36,234) (9,712) (15,324) (13,566) (10,113)
Mortality and expense charges -
Russell VUL 0 0 0 (183) (1,626) 0
Mortality and expense charges -
VUL-98 (50) 0 0 (465) 0 0
Mortality and expense charges -
JSVUL-98 0 0 0 (85) 0 0
---------- ---------- ---------- --------- --------- ---------
Total expenses (246,025) (125,228) (64,887) (45,604) (36,015) (40,126)
---------- ---------- ---------- --------- --------- ---------
Net investment expense (246,025) (125,228) (64,887) (45,604) (36,015) (40,126)
---------- ---------- ---------- --------- --------- ---------
Net realized gain on investments:
Realized gain from distributions 2,339,803 913,559 435,253 263,305 121,801 363,544
Realized gain (loss) on sales 802,928 1,570,537 244,401 172,314 (48,325) 14,173
---------- ---------- ---------- --------- --------- ---------
Net realized gain on
investments: 3,142,731 2,484,096 679,654 435,619 73,476 377,717
---------- ---------- ---------- --------- --------- ---------
Net unrealized gain (loss) on
investments:
Unrealized gain (loss) on
investments, beginning of period 3,509,114 1,982,215 851,246 (72,985) (256,852) (158,740)
Unrealized gain (loss) on
investments, end of period 8,332,257 3,509,114 1,982,215 (183,578) (72,985) (256,852)
---------- ---------- ---------- --------- --------- ---------
Net unrealized gain (loss)
on investments 4,823,143 1,526,899 1,130,969 (110,593) 183,867 (98,112)
---------- ---------- ---------- --------- --------- ---------
Net gain on investments 7,965,874 4,010,995 1,810,623 325,026 257,343 279,605
---------- ---------- ---------- --------- --------- ---------
Net increase in net assets
resulting from operations $7,719,849 $3,885,767 $1,745,736 $ 279,422 $ 221,328 $ 239,479
========== ========== ========== ========= ========= =========
<FN>
<F*>See Note 2C
(continued)
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------------------------ ------------------------------------
1998 1997 1996 1998 1997 1996
-------- --------- --------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F*> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (19,385) (14,601) (11,376) (23,907) (20,327) (16,463)
Mortality and expense charges - VGSP (5,292) (3,943) (10,234) (10,512) (4,370) (1,751)
Mortality and expense charges - VUL-100 (8,452) (4,363) (1,802) (5,764) (4,815) (1,080)
Mortality and expense charges - VUL-98 (1) 0 0 (4) 0 0
-------- --------- --------- -------- -------- --------
Total expenses (33,130) (22,907) (23,412) (40,187) (29,512) (19,294)
-------- --------- --------- -------- -------- --------
Net investment expense (33,130) (22,907) (23,412) (40,187) (29,512) (19,294)
-------- --------- --------- -------- -------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 251,095 165,804 496,106 629,297 251,405 292,621
Realized gain (loss) on sales 20,497 (176,276) (15,797) 71,424 95,532 11,431
-------- --------- --------- -------- -------- --------
Net realized gain (loss) on investments: 271,592 (10,472) 480,309 700,721 346,937 304,052
-------- --------- --------- -------- -------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 15,812 (234,659) 19,005 485,000 116,769 (26,912)
Unrealized gain (loss) on investments,
end of period 79,646 15,812 (234,659) 436,496 485,000 116,769
-------- --------- --------- -------- -------- --------
Net unrealized gain (loss) on investments 63,834 250,471 (253,664) (48,504) 368,231 143,681
-------- --------- --------- -------- -------- --------
Net gain on investments 335,426 239,999 226,645 652,217 715,168 447,733
-------- --------- --------- -------- -------- --------
Net increase in net assets
resulting from operations $302,296 $ 217,092 $ 203,233 $612,030 $685,656 $428,439
======== ========= ========= ======== ======== ========
<FN>
*See Note 2C
(continued)
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- ----------------------------------------
1998 1997 1996 1998 1997 1996
---------- ---------- ---------- ---------- --------- --------
<S> <C> <C> <C> <C> <C>
Investment income<F**> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (75,604) (67,466) (52,462) (25,562) (23,446) (19,773)
Mortality and expense charges - VGSP (9,318) (7,499) (5,214) (8,370) (5,564) (3,014)
Mortality and expense charges - VUL-100 (12,005) (5,279) (1,078) (11,491) (6,468) (2,475)
Mortality and expense charges - VUL-98 (2) 0 0 (3) 0 0
Mortality and expense charges -
Seed Money 0 0 0 (29,672) (27,476) (25,684)
---------- ---------- ---------- ---------- --------- --------
Total expenses (96,929) (80,244) (58,754) (75,098) (62,954) (50,946)
---------- ---------- ---------- ---------- --------- --------
Net investment expense (96,929) (80,244) (58,754) (75,098) (62,954) (50,946)
---------- ---------- ---------- ---------- --------- --------
Net realized gain on investments:
Realized gain from distributions 1,145,796 311,438 554,498 120,664 220,590 164,186
Realized gain on sales 230,635 195,821 36,291 220,991 136,741 43,830
---------- ---------- ---------- ---------- --------- --------
Net realized gain on investments: 1,376,431 507,259 590,789 341,655 357,331 208,016
---------- ---------- ---------- ---------- --------- --------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 1,762,536 657,734 197,823 69,016 268,331 40,286
Unrealized gain on investments,
end of period 2,336,704 1,762,536 657,734 1,297,560 69,016 268,331
---------- ---------- ---------- ---------- --------- --------
Net unrealized gain (loss)
on investments 574,168 1,104,802 459,911 1,228,544 (199,315) 228,045
---------- ---------- ---------- ---------- --------- --------
Net gain on investments 1,950,599 1,612,061 1,050,700 1,570,199 158,016 436,061
---------- ---------- ---------- ---------- --------- --------
Net increase in net assets
resulting from operations $1,853,670 $1,531,817 $ 991,946 $1,495,101 $ 95,062 $385,115
========== ========== ========== ========== ========= ========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
<F**>See Note 2C (continued)
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
-------------------------------------- -------------------------
1998 1997 1996 1998 1997<F***>
--------- ---------- ---------- --------- ----------
<S> <C> <C> <C> <C> <C>
Investment income<F**> $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (29,781) (26,828) (21,527) (4,514) (787)
Mortality and expense charges - VGSP (13,465) (7,567) (4,349) (4,623) (869)
Mortality and expense charges - VUL-100 (11,694) (6,142) (2,084) (5,535) (627)
Mortality and expense charges - VUL-98 (2) 0 0 (2) 0
Mortality and expense charges - JSVUL-98 (2) 0 0 (2) 0
Mortality and expense charges -
Seed Money 0 0 (5,213) 0 0
--------- ---------- ---------- --------- ---------
Total expenses (54,944) (40,537) (33,173) (14,676) (2,283)
--------- ---------- ---------- --------- ---------
Net investment expense (54,944) (40,537) (33,173) (14,676) (2,283)
--------- ---------- ---------- --------- ---------
Net realized gain on investments:
Realized gain from distributions 208,897 262,603 805,221 112,685 149,353
Realized gain (loss) on sales 192,934 188,905 417,832 (67,010) 1,064
--------- ---------- ---------- --------- ---------
Net realized gain on investments: 401,831 451,508 1,223,053 45,675 150,417
--------- ---------- ---------- --------- ---------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 969,578 24,121 464,281 (133,375) 0
Unrealized gain (loss) on investments,
end of period 389,305 969,578 24,121 (414,321) (133,375)
--------- ---------- ---------- --------- ---------
Net unrealized gain (loss) on
investments (580,273) 945,457 (440,160) (280,946) (133,375)
--------- ---------- ---------- --------- ---------
Net gain (loss) on investments (178,442) 1,396,965 782,893 (235,271) 17,042
--------- ---------- ---------- --------- ---------
Net increase (decrease) in net assets
resulting from operations $(233,386) $1,356,428 $ 749,720 $(249,947) $ 14,759
========= ========== ========== ========= =========
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>See Note 2C
<F***>The Small-Cap Equity Fund began operations on May 1, 1997.
(continued)
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
---------------------------------------- -------------------------------------
1998 1997 1996 1998 1997 1996
---------- ---------- ---------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 247,254 $ 186,680 $ 9,260 $ 116,859 $ 94,061 $ 21,639
Expenses:
Mortality and expense charges - VUL-95 (59,688) (49,108) (38,120) (86,045) (65,287) (51,026)
Mortality and expense charges - VGSP (42,329) (27,082) (13,918) (56,854) (37,459) (19,582)
Mortality and expense charges - VUL-100 (63,128) (34,605) (10,210) (84,948) (42,613) (14,179)
Mortality and expense charges - VUL-98 (9) 0 0 (12) 0 0
Mortality and expense charges - JSVUL-98 (2) 0 0 0 0 0
---------- ---------- ---------- ----------- ---------- ----------
Total expenses (165,156) (110,795) (62,248) (227,859) (145,359) (84,787)
---------- ---------- ---------- ----------- ---------- ----------
Net investment income (expense) 82,098 75,885 (52,988) (111,000) (51,298) (63,148)
---------- ---------- ---------- ----------- ---------- ----------
Net realized gain on investments:
Realized gain from distributions 879,933 938,582 265,454 3,056,780 421,033 546,396
Realized gain on sales 1,352,865 310,747 130,118 1,016,065 381,175 254,460
---------- ---------- ---------- ----------- ---------- ----------
Net realized gain on investments: 2,232,798 1,249,329 395,572 4,072,845 802,208 800,856
---------- ---------- ---------- ----------- ---------- ----------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 3,330,524 1,528,943 868,207 4,728,383 2,039,425 1,501,642
Unrealized gain on investments,
end of period 3,031,759 3,330,524 1,528,943 10,185,551 4,728,383 2,039,425
---------- ---------- ---------- ----------- ---------- ----------
Net unrealized gain (loss) on
investments (298,765) 1,801,581 660,736 5,457,168 2,688,958 537,783
---------- ---------- ---------- ----------- ---------- ----------
Net gain on investments 1,934,033 3,050,910 1,056,308 9,530,013 3,491,166 1,338,639
---------- ---------- ---------- ----------- ---------- ----------
Net increase in net assets
resulting from operations $2,016,131 $3,126,795 $1,003,320 $ 9,419,013 $3,439,868 $1,275,491
========== ========== ========== =========== ========== ==========
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
----------------------------------- -----------------------------------
1998 1997 1996 1998 1997 1996
-------- -------- -------- -------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $163,318 $ 98,942 $ 41,332 $ 21,154 $ 9,219 $ 2,632
Expenses:
Mortality and expense charges - VUL-95 (38,993) (32,823) (24,616) (806) (219) (126)
Mortality and expense charges - VGSP (20,879) (15,095) (8,371) (1,194) (597) (193)
Mortality and expense charges - VUL-100 (15,142) (9,246) (3,542) (5,819) (2,776) (1,031)
Mortality and expense charges - VUL-98 (1) 0 0 (4) 0 0
Mortality and expense charges - JSVUL-98 (2) 0 0 0 0 0
-------- -------- -------- -------- ------- -------
Total expenses (75,017) (57,164) (36,529) (7,823) (3,592) (1,350)
-------- -------- -------- -------- ------- -------
Net investment income 88,301 41,778 4,803 13,331 5,627 1,282
-------- -------- -------- -------- ------- -------
Net realized gain on investments:
Realized gain from distributions 481,359 392,769 45,464 63,464 23,126 2,171
Realized gain on sales 205,251 73,551 42,658 11,108 10,620 1,016
-------- -------- -------- -------- ------- -------
Net realized gain on investments: 686,610 466,320 88,122 74,572 33,746 3,187
-------- -------- -------- -------- ------- -------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 701,980 639,437 210,998 54,259 19,793 1,779
Unrealized gain on investments,
end of period 898,037 701,980 639,437 93,508 54,259 19,793
-------- -------- -------- -------- ------- -------
Net unrealized gain on investments 196,057 62,543 428,439 39,249 34,466 18,014
-------- -------- -------- -------- ------- -------
Net gain on investments 882,667 528,863 516,561 113,821 68,212 21,201
-------- -------- -------- -------- ------- -------
Net increase in net assets
resulting from operations $970,968 $570,641 $521,364 $127,152 $73,839 $22,483
======== ======== ======== ======== ======= =======
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
---------------------------------- ----------------------------------
1998 1997 1996 1998 1997 1996
--------- -------- ------- --------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 162,896 $ 91,441 $28,732 $ 1,564 $ 3,388 $ 1,298
Expenses:
Mortality and expense charges - VUL-95 (2,432) (2,255) (1,639) (759) (754) (389)
Mortality and expense charges - VGSP (7,426) (4,993) (1,456) (180) (186) (214)
Mortality and expense charges - VUL-100 (10,806) (6,583) (2,645) (1,123) (917) (410)
Mortality and expense charges - VUL-98 (3) 0 0 0 0 0
Mortality and expense charges - JSVUL-98 (2) 0 0 0 0 0
--------- -------- ------- --------- -------- -------
Total expenses (20,669) (13,831) (5,740) (2,062) (1,857) (1,013)
--------- -------- ------- --------- -------- -------
Net investment income (expense) 142,227 77,610 22,992 (498) 1,531 285
--------- -------- ------- --------- -------- -------
Net realized gain (loss) on investments:
Realized gain from distributions 103,507 11,302 5,621 38,415 4,590 1,273
Realized gain (loss) on sales 17,158 17,736 (202) (23,214) (1,380) 1,682
--------- -------- ------- --------- -------- -------
Net realized gain on investments: 120,665 29,038 5,419 15,201 3,210 2,955
--------- -------- ------- --------- -------- -------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 220,773 57,062 2,337 (10,760) 3,346 370
Unrealized gain (loss) on investments,
end of period (198,858) 220,773 57,062 (115,608) (10,760) 3,346
--------- -------- ------- --------- -------- -------
Net unrealized gain (loss) on
investments (419,631) 163,711 54,725 (104,848) (14,106) 2,976
--------- -------- ------- --------- -------- -------
Net gain (loss) on investments (298,966) 192,749 60,144 (89,647) (10,896) 5,931
--------- -------- ------- --------- -------- -------
Net increase (decrease) in net assets
resulting from operations $(156,739) $270,359 $83,136 $ (90,145) $ (9,365) $ 6,216
========= ======== ======= ========= ======== =======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
PERIOD AND YEARS ENDED DECEMBER 31, 1998, AND 1997
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION <F**> FUND DIVISION<F**>
---------------- ------------------------- ----------------------
1998<F*> 1998 1997 1998 1997
-------- ---------- ------- -------- -------
<S> <C> <C> <C> <C> <C>
Investment income $ 0 $ 34,444 $ 599 $157,233 $ 2,483
Expenses:
Mortality and expense charges - VUL-95 0 (344) 0 (84) 0
Mortality and expense charges - VGSP 0 (27,236) (996) (17,465) (408)
Mortality and expense charges - VUL-100 0 (164) 0 (20) 0
Mortality and expense charges - Russell VUL 0 (12,992) (1,582) (6,579) (1,146)
Mortality and expense charges - VUL-98 (2) (20) 0 (2) 0
Mortality and expense charges - JSVUL-98 0 (4) 0 (2) 0
---- ---------- ------- -------- -------
Total expenses (2) (40,760) (2,578) (24,152) (1,554)
---- ---------- ------- -------- -------
Net investment income (expense) (2) (6,316) (1,979) 133,081 929
---- ---------- ------- -------- -------
Net realized gain on investments:
Realized gain from distributions 0 72,664 0 8,034 0
Realized gain on sales 0 66,462 5,224 27,645 705
---- ---------- ------- -------- -------
Net realized gain on investments: 0 139,126 5,224 35,679 705
---- ---------- ------- -------- -------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 0 1,553 0 27,482 0
Unrealized gain on investments,
end of period 143 1,504,566 1,553 99,544 27,482
---- ---------- ------- -------- -------
Net unrealized gain on investments 143 1,503,013 1,553 72,062 27,482
---- ---------- ------- -------- -------
Net gain on investments 143 1,642,139 6,777 107,741 28,187
---- ---------- ------- -------- -------
Net increase in net assets
resulting from operations $141 $1,635,823 $ 4,798 $240,822 $29,116
==== ========== ======= ======== =======
<FN>
<F*>The Worldwide Emerging Markets Fund began operations on September 15, 1998.
<F**>The Multi-Style Equity Fund and the Core Bond Fund began operations on January 2, 1997. (continued)
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1998, AND 1997
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION <F*> FUND DIVISION <F*>
----------------------------- ---------------------------
1998 1997 1998 1997
-------- ------- -------- --------
<S> <C> <C> <C> <C>
Investment income:
Dividend income $ 3,204 $ 23 $ 18,758 $ 0
Expenses:
Mortality and expense charges - VUL-95 (233) 0 (207) 0
Mortality and expense charges - VGSP (9,648) (505) (9,418) (496)
Mortality and expense charges - VUL-100 (47) 0 (21) 0
Mortality and expense charges - Russell VUL (5,729) (682) (3,734) (649)
Mortality and expense charges - VUL-98 (18) 0 (3) 0
Mortality and expense charges - JSVUL-98 0 0 (2) 0
-------- ------- -------- --------
Total expenses (15,675) (1,187) (13,385) (1,145)
-------- ------- -------- --------
Net investment income (expense) (12,471) (1,164) 5,373 (1,145)
-------- ------- -------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 103,600 0 5,331 0
Realized gain (loss) on sales (61,039) 2,158 (18,787) 78
-------- ------- -------- --------
Net realized gain (loss) on investments: 42,561 2,158 (13,456) 78
-------- ------- -------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 23,627 0 (57,317) 0
Unrealized gain (loss) on investments,
end of period (22,415) 23,627 160,666 (57,317)
-------- ------- -------- --------
Net unrealized gain (loss) on investments (46,042) 23,627 217,983 (57,317)
-------- ------- -------- --------
Net gain (loss) on investments (3,481) 25,785 204,527 (57,239)
-------- ------- -------- --------
Net increase (decrease) in net assets
resulting from operations $(15,952) $24,621 $209,900 $(58,384)
======== ======= ======== ========
<FN>
<F*> The Aggressive Equity Fund and the Non-US Fund began operations on January 2, 1997.
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
PERIOD ENDED DECEMBER 31, 1998
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- -------------
1998<F*> 1998<F*> 1998<F*>
--------------- ------------- -------------
<S> <C> <C> <C>
Investment income:
Dividend income $ 35 $ 0 $ 0
Expenses:
Mortality and expense charges - VUL -98 (3) 0 (1)
---- --- ---
Total expenses (3) 0 (1)
---- --- ---
Net investment income (expense) 32 0 (1)
---- --- ---
Net realized gain on investments:
Realized gain on sales 12 5 0
---- --- ---
Net realized gain on investments: 12 5 0
---- --- ---
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 0 0 0
Unrealized gain on investments,
end of period 471 45 85
---- --- ---
Net unrealized gain on investments 471 45 85
---- --- ---
Net gain on investments 483 50 85
---- --- ---
Net increase in net assets
resulting from operations $515 $50 $84
==== === ===
<FN>
<F*> The Income & Growth Fund, International Fund, and Value Fund began operations on September 15, 1998. (continued)
</TABLE>
See accompanying notes to the financial statements.
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
PERIOD ENDED DECEMBER 31, 1998
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
-------------- -------------
1998<F*> 1998<F*>
-------------- -------------
<S> <C> <C>
Investment income:
Dividend income $ 0 $ 4
Expenses:
Mortality and expense charges - VUL -98 (1) (4)
--- ----
Total expenses (1) (4)
--- ----
Net investment income (expense) (1) 0
--- ----
Net realized gain on investments:
Realized gain from distributions 0 71
Realized gain on sales 0 9
--- ----
Net realized gain on investments: 0 80
--- ----
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 0 0
Unrealized gain on investments,
end of period 3 187
--- ----
Net unrealized gain on investments 3 187
--- ----
Net gain on investments 3 267
--- ----
Net increase in net assets
resulting from operations $ 2 $267
=== ====
<FN>
<F*> The Bond Portfolio Fund and Small Company Portfolio Fund began operations on September 15, 1998.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
--------------------------------------- ---------------------------------------
1998 1997 1996 1998 1997 1996
----------- ----------- ----------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (246,025) $ (125,228) $ (64,887) $ (45,604) $ (36,015) $ (40,126)
Net realized gain on investments 3,142,731 2,484,096 679,654 435,619 73,476 377,717
Net unrealized gain (loss) on investments 4,823,143 1,526,899 1,130,969 (110,593) 183,867 (98,112)
----------- ----------- ----------- ----------- ---------- ----------
Net increase in net assets
resulting from operations 7,719,849 3,885,767 1,745,736 279,422 221,328 239,479
Net deposits into (deductions from)
Separate Account 14,119,467 2,209,424 8,067,322 (2,860,090) 932,501 3,557,381
----------- ----------- ----------- ----------- ---------- ----------
Increase (decrease) in net assets 21,839,316 6,095,191 9,813,058 (2,580,668) 1,153,829 3,796,860
Net assets, beginning of period 20,578,323 14,483,132 4,670,074 9,316,255 8,162,426 4,365,566
----------- ----------- ----------- ----------- ---------- ----------
Net assets, end of period $42,417,639 $20,578,323 $14,483,132 $ 6,735,587 $9,316,255 $8,162,426
=========== =========== =========== =========== ========== ==========
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1998 1997 1996 1998 1997 1996
---------- ----------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (33,130) $ (22,907) $ (23,412) $ (40,187) $ (29,512) $ (19,294)
Net realized gain (loss) on investments 271,592 (10,472) 480,309 700,721 346,937 304,052
Net unrealized gain (loss) on investments 63,834 250,471 (253,664) (48,504) 368,231 143,681
---------- ----------- ---------- ---------- ---------- ----------
Net increase in net assets
resulting from operations 302,296 217,092 203,233 612,030 685,656 428,439
Net deposits into (deductions from)
Separate Account 1,356,281 (3,532,130) 5,128,242 679,065 779,803 436,005
---------- ----------- ---------- ---------- ---------- ----------
Increase (decrease) in net assets 1,658,577 (3,315,038) 5,331,475 1,291,095 1,465,459 864,444
Net assets, beginning of period 3,448,544 6,763,582 1,432,107 4,235,315 2,769,856 1,905,412
---------- ----------- ---------- ---------- ---------- ----------
Net assets, end of period $5,107,121 $ 3,448,544 $6,763,582 $5,526,410 $4,235,315 $2,769,856
========== =========== ========== ========== ========== ==========
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- -------------------------------------
1998 1997 1996 1998 1997 1996
----------- ----------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (96,929) $ (80,244) $ (58,754) $ (75,098) $ (62,954) $ (50,946)
Net realized gain on investments 1,376,431 507,259 590,789 341,655 357,331 208,016
Net unrealized gain (loss) on investments 574,168 1,104,802 459,911 1,228,544 (199,315) 228,045
----------- ----------- ---------- ---------- ---------- ----------
Net increase in net assets
resulting from operations 1,853,670 1,531,817 991,946 1,495,101 95,062 385,115
Net deposits into
Separate Account 1,102,997 909,812 1,086,684 557,433 979,833 1,016,960
----------- ----------- ---------- ---------- ---------- ----------
Increase in net assets 2,956,667 2,441,629 2,078,630 2,052,534 1,074,895 1,402,075
Net assets, beginning of period 10,476,305 8,034,676 5,956,046 7,864,293 6,789,398 5,387,323
----------- ----------- ---------- ---------- ---------- ----------
Net assets, end of period $13,432,972 $10,476,305 $8,034,676 $9,916,827 $7,864,293 $6,789,398
=========== =========== ========== ========== ========== ==========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
---------------------------------------- ------------------------
1998 1997 1996 1998 1997<F**>
---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (54,944) $ (40,537) $ (33,173) $ (14,676) $ (2,283)
Net realized gain on investments 401,831 451,508 1,223,053 45,675 150,417
Net unrealized gain (loss) on investments (580,273) 945,457 (440,160) (280,946) (133,375)
---------- ---------- ---------- ---------- ----------
Net increase (decrease) in net assets
resulting from operations (233,386) 1,356,428 749,720 (249,947) 14,759
Net deposits into (deductions from)
Separate Account 1,376,768 793,111 (860,933) 1,480,805 1,129,095
---------- ---------- ---------- ---------- ----------
Increase (decrease) in net assets 1,143,382 2,149,539 (111,213) 1,230,858 1,143,854
Net assets, beginning of period 6,234,716 4,085,177 4,196,390 1,143,854 0
---------- ---------- ---------- ---------- ----------
Net assets, end of period $7,378,098 $6,234,716 $4,085,177 $2,374,712 $1,143,854
========== ========== ========== ========== ==========
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>The Small-Cap Equity Fund began operations on May 1, 1997.
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
--------------------------------------- -------------------------------------
1998 1997 1996 1998 1997 1996
----------- ----------- ----------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 82,098 $ 75,885 $ (52,988) $ (111,000) $ (51,298) $ (63,148)
Net realized gain on investments 2,232,798 1,249,329 395,572 4,072,845 802,208 800,856
Net unrealized gain (loss) on investments (298,765) 1,801,581 660,736 5,457,168 2,688,958 537,783
----------- ----------- ----------- ----------- ----------- -----------
Net increase in net assets
resulting from operations 2,016,131 3,126,795 1,003,320 9,419,013 3,439,868 1,275,491
Net deposits into
Separate Account 1,818,144 3,516,214 3,869,404 3,631,816 5,418,111 4,760,220
----------- ----------- ----------- ----------- ----------- -----------
Increase in net assets 3,834,275 6,643,009 4,872,724 13,050,829 8,857,979 6,035,711
Net assets, beginning of period 16,995,817 10,352,808 5,480,084 22,228,591 13,370,612 7,334,901
----------- ----------- ----------- ----------- ----------- -----------
Net assets, end of period $20,830,092 $16,995,817 $10,352,808 $35,279,420 $22,228,591 $13,370,612
=========== =========== =========== =========== =========== ===========
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
---------------------------------------- ---------------------------------------
1998 1997 1996 1998 1997 1996
---------- ---------- ---------- ---------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income $ 88,301 $ 41,778 $ 4,803 $ 13,331 $ 5,627 $ 1,282
Net realized gain on investments 686,610 466,320 88,122 74,572 33,746 3,187
Net unrealized gain on investments 196,057 62,543 428,439 39,249 34,466 18,014
---------- ---------- ---------- ---------- -------- --------
Net increase in net assets
resulting from operations 970,968 570,641 521,364 127,152 73,839 22,483
Net deposits into
Separate Account 830,006 2,154,913 1,491,289 531,902 227,154 202,863
---------- ---------- ---------- ---------- -------- --------
Increase in net assets 1,800,974 2,725,554 2,012,653 659,054 300,993 225,346
Net assets, beginning of period 8,171,484 5,445,930 3,433,277 577,457 276,464 51,118
---------- ---------- ---------- ---------- -------- --------
Net assets, end of period $9,972,458 $8,171,484 $5,445,930 $1,236,511 $577,457 $276,464
========== ========== ========== ========== ======== ========
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1998, 1997, AND 1996
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
---------------------------------------- ---------------------------------------
1998 1997 1996 1998 1997 1996
---------- ---------- ---------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 142,227 $ 77,610 $ 22,992 $ (498) $ 1,531 $ 285
Net realized gain on investments 120,665 29,038 5,419 15,201 3,210 2,955
Net unrealized gain (loss) on investments (419,631) 163,711 54,725 (104,848) (14,106) 2,976
---------- ---------- ---------- --------- -------- --------
Net increase (decrease) in net assets
resulting from operations (156,739) 270,359 83,136 (90,145) (9,365) 6,216
Net deposits into
Separate Account 970,866 711,529 904,946 41,428 92,851 170,306
---------- ---------- ---------- --------- -------- --------
Increase (decrease) in net assets 814,127 981,888 988,082 (48,717) 83,486 176,522
Net assets, beginning of period 2,172,919 1,191,031 202,949 269,805 186,319 9,797
---------- ---------- ---------- --------- -------- --------
Net assets, end of period $2,987,046 $2,172,919 $1,191,031 $ 221,088 $269,805 $186,319
========== ========== ========== ========= ======== ========
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
PERIOD AND YEARS ENDED DECEMBER 31, 1998 AND 1997
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION<F**> FUND DIVISION<F**>
---------------- -------------------------------- -----------------------
1998<F*> 1998 1997 1998 1997
-------- ----------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ (2) $ (6,316) $ (1,979) $ 133,081 $ 929
Net realized gain on investments 0 139,126 5,224 35,679 705
Net unrealized gain on investments 143 1,503,013 1,553 72,062 27,482
------- ----------- ---------- ---------- ----------
Net increase in net assets
resulting from operations 141 1,635,823 4,798 240,822 29,116
Net deposits into
Separate Account 1,700 7,540,459 2,534,482 5,262,341 1,125,291
------- ----------- ---------- ---------- ----------
Increase in net assets 1,841 9,176,282 2,539,280 5,503,163 1,154,407
Net assets, beginning of period 0 2,539,280 0 1,154,407 0
------- ----------- ---------- ---------- ----------
Net assets, end of period $1,841 $11,715,562 $2,539,280 $6,657,570 $1,154,407
======= =========== ========== ========== ==========
<FN>
<F*> The Worldwide Emerging Markets Fund began operations on September 15,1998.
<F**> The Multi-Style Equity Fund, and Core Bond Fund began operations on January 2, 1997.
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1998 AND 1997
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
---------------------------- ---------------------------
1998 1997 1998 1997
---------- ---------- ---------- --------
<C> <C> <C> <C>
Operations:
Net investment income (expense) $ (12,471) $ (1,164) $ 5,373 $ (1,145)
Net realized gain (loss) on investments 42,561 2,158 (13,456) 78
Net unrealized gain (loss) on investments (46,042) 23,627 217,983 (57,317)
---------- ---------- ---------- --------
Net increase (decrease) in net assets
resulting from operations (15,952) 24,621 209,900 (58,384)
Net deposits into
Separate Account 2,627,723 1,320,804 2,418,138 842,227
---------- ---------- ---------- --------
Increase in net assets 2,611,771 1,345,425 2,628,038 783,843
Net assets, beginning of period 1,345,425 0 783,843 0
---------- ---------- ---------- --------
Net assets, end of period $3,957,196 $1,345,425 $3,411,881 $783,843
========== ========== ========== ========
<FN>
<F*> The Aggressive Equity Fund and Non-U.S. Fund began operations on January 2, 1997.
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
PERIOD ENDED DECEMBER 31, 1998
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- -------------
1998<F*> 1998<F*> 1998<F*>
-------- -------- --------
<S> <C> <C> <C>
Operations:
Net investment income (expense) $ 32 $ 0 $ (1)
Net realized gain on investments 12 5 0
Net unrealized gain on investments 471 45 85
------ ---- ------
Net increase in net assets
resulting from operations 515 50 84
Net deposits into
Separate Account 6,845 853 3,786
------ ---- ------
Increase in net assets 7,360 903 3,870
Net assets, beginning of period 0 0 0
------ ---- ------
Net assets, end of period $7,360 $903 $3,870
====== ==== ======
<FN>
<F*> The Income & Growth Fund, International Fund, and Value Fund began operations on September 15, 1998.
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
PERIOD ENDED DECEMBER 31, 1998
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
-------------- -------------
1998<F*> 1998<F*>
-------- --------
<S> <C> <C>
Operations:
Net investment income (expense) $ (1) $ 0
Net realized gain on investments 0 80
Net unrealized gain on investments 3 187
------ ------
Net increase in net assets
resulting from operations 2 267
Net deposits into
Separate Account 3,299 2,922
------ ------
Increase in net assets 3,301 3,189
Net assets, beginning of period 0 0
------ ------
Net assets, end of period $3,301 $3,189
====== ======
<FN>
<F*> The Bond Portfolio Fund and Small Company Fund began operations on September 15, 1998.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1998
NOTE 1 - ORGANIZATION
General American Separate Account Eleven (the Separate Account)
commenced operations on September 15, 1987 and is registered under the
Investment Company Act of 1940 (1940 Act) as a unit investment trust.
The Separate Account offers six products: Variable Universal Life
(VUL-95), Variable General Select Plus (VGSP), Variable Universal Life
(VUL-100), Russell Variable Universal Life (Russell VUL) Variable
Universal Life (VUL-98), and Joint and Survivor Universal Life (JSVUL-
98) that receive and invest net premiums for flexible premium variable
life insurance policies that are issued by General American Life
Insurance Company (General American). The Separate Account is divided
into twenty-four Divisions. Each Division invests exclusively in shares
of a single Fund of either General American Capital Company, Variable
Insurance Products Fund, Variable Insurance Products Fund II, Van Eck
Worldwide Insurance Trust, Russell Insurance Funds, American Century
Variable Portfolios, Inc. or J.P. Morgan Series Trust II which are
open-end, diversified management companies. The Funds of the General
American Capital Company, sponsored by General American, are the S & P
500 Index (formerly Equity Index), Money Market, Bond Index, Managed
Equity, Asset Allocation, International Index (formerly International
Equity), Mid-Cap Equity (formerly Special Equity), and the Small-Cap
Equity Fund Divisions. The Funds of the Variable Insurance Products
Fund, managed by Fidelity Management & Research Company, are the Equity
Income, Growth, Overseas, and the High Income Fund Divisions. The Funds
of the Variable Insurance Products Fund II, managed by Fidelity
Management and Research Company is the Asset Manager Fund. The Funds of
the Van Eck Worldwide Insurance Trust, managed by Van Eck Associates
Corporation, are the Worldwide Hard Assets Fund, formerly known as the
Gold and Natural Resources Fund and the Worldwide Emerging Markets Fund
Divisions. The Funds of the Russell Variable Insurance Product, managed
by Frank Russell Investment Management Company are the Multi-style
Equity, Core Bond, Aggressive Equity, and Non-US Fund Divisions. The
Funds of the American Century Variable Portfolios, Inc. managed by
American Century Investments are the Income & Growth, International, and
Value Fund Divisions. The Funds of the J.P. Morgan Trust II, managed by
J.P. Morgan Investment Management, Inc. are the Bond Portfolio and Small
Company Portfolio Fund Divisions. Policyholders have the option of
directing their premium payments into one or all of the Funds as well as
into the general account of General American, which is not generally
subject to regulation under the Securities Act of 1933 or the 1940 Act.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies followed
by the Separate Account in the preparation of its financial statements.
The policies are in conformity with generally accepted accounting
principles.
A. Investments
The Separate Accounts' investments in the twenty-four Funds are
valued daily based on the net asset values of the respective Fund
shares held as reported to General American by General American
Capital Company, Variable Insurance Products Fund, Variable
Insurance Products Fund II, Van Eck Worldwide Insurance Trust,
Russell Insurance Funds, American Century Portfolios, and J.P.
Morgan Series Trust II. The specific identification method is
used in determining the cost of shares sold on withdrawals by the
Separate Account. Share transactions are recorded on the trade
date, which is the same as the settlement date.
B. Federal Income Taxes
Under current federal income tax law, capital gains from sales of
investments of the Separate Account are not taxable. Therefore,
no federal income tax expense has been provided.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1998
C. Distribution of Income and Realized Capital Gains
General American Capital Company follows the federal income tax
practice known as consent dividending, whereby substantially all
of its net investment income and realized gains are deemed to be
passed through to the Separate Account. As a result, General
American Capital Company does not pay any dividends or capital
gain distributions. During December of each year, accumulated
investment income and capital gains of the underlying Capital
Company Fund are allocated to the Separate Account by increasing
the cost basis and recognizing a capital gain in the Separate
Account. The Variable Insurance Products Fund, Variable Insurance
Products Fund II, Van Eck Worldwide Insurance Trust, Russell
Insurance Funds, American Century Variable Portfolios, and J.P.
Morgan Series Trust II intend to pay out all of their net
investment income and net realized capital gains each year.
Dividends from the funds are distributed at least annually on a
per share basis and are recorded on the ex dividend date.
Normally, net realized capital gains, if any, are distributed each
year for each fund. Such income and capital gain distributions
are automatically reinvested in additional shares of the funds.
D. Use of Estimates
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 increase and decrease in net assets from
operations during the period. Actual results could differ from
those estimates.
NOTE 3 - POLICY CHARGES
Charges are deducted from premiums and paid to General American for
providing the insurance benefits set forth in the contracts and any
additional benefits added by rider, administering the policies,
reimbursement of expenses incurred in distributing the policies, and
assuming certain risks in connection with the policies.
Prior to the allocation of net premiums among General American's general
account and the Fund Divisions of the Separate Account, premium
payments are reduced by premium expense charges, which consist of a
sales charge and a charge for premium taxes. The premium payment, less
the premium expense charge, equals the net premium.
Sales Charge: A sales charge equal to 6% is deducted from each
-------------
VUL-95 premium paid. A sales charge of 5% in years one through
ten and 2.25% thereafter is deducted from each VGSP premium paid.
A maximum sales charge of 5% in years one through ten and a
maximum 2.25% thereafter based on initial deposit is deducted from
each Russell VUL premium paid. A sales charge equal to 15% up to
the target premium and 5% on the excess in the first policy year
is deducted from each VUL-98 and JSVUL-98 premium paid. The sales
charge is 5% on all premiums in policy years two to twelve, and 2%
on all premiums in policy years eleven or later. This charge is
deducted to partially reimburse General American for expenses
incurred in distributing the policy and any additional benefits
provided by rider. No sales charge is deducted from VUL-100
premiums.
Premium Taxes: Various state and political subdivisions impose a
--------------
tax on premiums received by insurance companies. Premium taxes
vary from state to state. A deduction of 2% of each VUL-95
premium, 2.5% of each VGSP premium, 2.10% of each VUL-100 premium,
2.5% of each Russell VUL premium, and the actual tax rate for VUL-
98 and JSVUL-98 is made from each premium payment for these taxes.
In addition, a 1.25% deduction is taken from VUL-100 premiums and
a 1.3% deduction is taken from VUL-98 and JSVUL-98 to cover the
company's Federal income tax costs attributable to the amount of
premium received.
Charges are deducted monthly from the cash value of each policy to
compensate General American for (a) certain administrative costs; (b)
insurance underwriting and acquisition expenses in connection with
issuing a policy; (c) the cost of insurance, and (d) the cost of
optional benefits added by rider.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1998
Administrative Charge: General American has responsibility for
----------------------
the administration of the policies and the Separate Account. As
reimbursement for administrative expenses related to the
maintenance of each policy and the Separate Account, General
American assesses a monthly administrative charge against each
policy. This charge is $10 per month for a standard policy and
$12 per month for a pension policy during the first 12 policy
months and $4 (standard) and $6 (pension) per month for all policy
months beyond the 12th for VUL-95 contracts. The charge is $4 per
month for VGSP and Russell VUL contracts. The charge is $13 per
month during the first 12 policy months and $6 per month
thereafter for VUL-100 contracts. The charge is $25 per month in
the first policy year and $6 per month in each subsequent policy
year for VUL-98 and JSVUL-98 contracts.
Insurance Underwriting and Acquisition Expense Charge: An
------------------------------------------------------
additional administrative charge is deducted from the policy cash
value for VUL-95 as part of the monthly deduction during the first
12 policy months and for the first 12 policy months following an
increase in the face amount. The charge is $0.08 per month
multiplied by the face amount divided by 1,000. For VUL-100, the
charge during the first 12 policy months is $0.16 per month
multiplied by the face amount divided by 1,000, and in all policy
years thereafter, the charge is $0.01 per month multiplied by the
face amount divided by 1,000. For VUL-98 and JSVUL-98, there is a
charge per $1,000 of face amount, determined by age, sex, and
smoker class, payable for ten years following the policy issue or
an increase in the face amount.
Cost of Insurance: The cost of insurance is deducted on each
------------------
monthly anniversary date for the following policy month. Because
the cost of insurance depends upon a number of variables, the cost
varies for each policy month. The cost of insurance is
determined separately for the initial face amount and for any
subsequent increases in face amount. General American determines
the monthly cost of insurance charge by multiplying the applicable
cost of insurance rate or rates by the net amount at risk for each
policy month.
Optional Rider Benefits Charge: This monthly deduction includes
-------------------------------
charges for any additional benefits provided by rider.
Contingent Deferred Sales Charge: During the first ten policy
---------------------------------
years for VUL-95, VGSP, and Russell VUL, and the first fifteen
years for VUL-100, General American also assesses a charge upon
surrender or lapse of a Policy, a requested decrease in face
amount, or a partial withdrawal that causes the face amount to
decrease. The amount of the charge assessed depends on a number
of factors, including whether the event is a full surrender or
lapse or only a decrease in face amount, the amount of premiums
received to date by General American, and the policy year in which
the surrender or other event takes place. For VUL-98 and JSVUL-
98, the charge is bases on the annual target premium, rather than
the premiums actually received by General American.
Mortality and Expense Charge: In addition to the above charges, a daily
- -----------------------------
charge is made at the separate account level for the mortality and
expense risks assumed by General American. General American deducts a
daily charge from the Separate Account at the rate of .002319% for VUL-
95, .0019111% for VGSP, .002455% for VUL-100, .001366% for Russell VUL,
and .0015027% for VUL-98 and JSVUL-98 of the net assets of each division
of the Separate Account, which equals an annual rate of .85%, .70%,
.90%, and .50% for VUL-95, VGSP, VUL-100, and Russell VUL, respectively.
VUL-95, VGSP, VUL-100, Russell VUL, VUL-98, and JSVUL-98 mortality and
expense charges for 1998 were $485,265, $342,710, $341,256, $29,217,
$610, and $103 respectively. The mortality risk assumed by General
American is the risk that those insured may die sooner than anticipated
and therefore, that General American will pay an aggregate amount of
death benefits greater than anticipated. The expense risk assumed is
that expenses incurred in issuing and administering the policy will
exceed the amounts realized from the administrative charges assessed
against the policy.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1998
NOTE 4 - INVESTMENT OBJECTIVES, MANAGER CHANGES AND NEW DIVISIONS
Effective April 30, 1998, the four divisions of the Frank Russell funds
became available for Variable Universal Life (VUL-95) and Variable
Universal Life (VUL 100).
On September 15, 1998, six new divisions and two new products - VUL-98
and JSVUL-98- were added to Separate Account Eleven. Three of the new
divisions are the Income & Growth Fund, the International Fund, and the
Value Fund. The underlying funds in these divisions are offered by
American Century Variable Portfolios and managed by American Century
Investments. Two of the new divisions are the Bond Portfolio Fund and
the Small Company Portfolio Fund. The underlying funds in these
divisions are offered by J.P. Morgan Trust II and managed by J.P. Morgan
Investment Management, Inc. The Worldwide Emerging Markets Fund
Division is offered by Van Eck World Wide Insurance Trust and managed by
Van Eck Associates Corporation. The investment objectives of each of
these new divisions are as follows:
Income & Growth Fund - To provide dividend growth, current income and
- ----------------------
capital appreciation by investing in common stocks.
International Fund - To provide capital growth by investing primarily in
- --------------------
an internationally diversified portfolio of common stocks that are
considered by management to have prospects for appreciation.
Value Fund - To provide long-term capital growth by investing in
- ------------
securities that management believes to be undervalued at the time of
purchase.
Bond Portfolio Fund - To provide a high total return consistent with
- ---------------------
moderate risk of capital and maintenance of liquidity.
Small Company Portfolio Fund - To provide a high total return from a
- ------------------------------
portfolio of equity securities of small companies.
Worldwide Emerging Markets Fund - To provide long-term capital
- ---------------------------------
appreciation by investing primarily in equity securities in emerging
markets around the world.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1998
NOTE 5 - PURCHASES AND SALES
During the year ended December 31, 1998, purchases including net
realized gain and income from distribution and proceeds from sales of
General American Capital Company shares were as follows:
<TABLE>
<CAPTION>
S & P 500 MONEY BOND MANAGED ASSET INTERNATIONAL MID-CAP SMALL-CAP
INDEX MARKET INDEX EQUITY ALLOCATION INDEX EQUITY EQUITY
FUND FUND FUND FUND FUND FUND FUND FUND
----------- ----------- ---------- ---------- ---------- ------------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Purchases $18,469,826 $20,036,397 $2,141,069 $1,695,877 $3,103,776 $1,578,136 $2,442,172 $2,117,064
=========== =========== ========== ========== ========== ========== ========== ==========
Sales $ 2,233,339 $22,070,433 $ 563,458 $ 435,629 $1,122,310 $ 971,133 $ 908,673 $ 546,287
=========== =========== ========== ========== ========== ========== ========== ==========
</TABLE>
During the year ended December 31, 1998, purchases (including dividend
reinvestment) and proceeds from sales of Variable Insurance Products
Fund Shares were as follows:
<TABLE>
<CAPTION>
EQUITY INCOME GROWTH OVERSEAS HIGH INCOME
FUND FUND FUND FUND
------------- ---------- ---------- -----------
<S> <C> <C> <C> <C>
Purchases $6,725,295 $8,723,428 $2,579,014 $1,473,742
========== ========== ========== ==========
Sales $3,888,692 $2,121,095 $1,183,520 $ 258,517
========== ========== ========== ==========
</TABLE>
During the year ended December 31, 1998, purchases (including dividend
reinvestment) and proceeds from sales of Variable Insurance Products
Fund II shares were as follows:
<TABLE>
<CAPTION>
ASSET MANAGER
FUND
-------------
<S> <C>
Purchases $783,396
========
Sales $176,264
========
</TABLE>
During the year ended December 31, 1998, purchases (including dividend
reinvestment) and proceeds from sales of Van Eck Worldwide Insurance
Trust shares were as follows:
<TABLE>
<CAPTION>
WORLDWIDE WORLDWIDE
HARD ASSETS EMERGING
FUND MARKETS FUND
----------- ------------
<S> <C> <C>
Purchases $136,801 $1,752
======== ======
Sales $ 57,789 $ 0
======== ======
</TABLE>
During the year ended December 31, 1998, purchases (including dividend
reinvestment) and proceeds from sales of Russell Insurance Funds shares
were as follows:
<TABLE>
<CAPTION>
MULTI-STYLE CORE BOND AGGRESSIVE NON-US
EQUITY FUND FUND EQUITY FUND FUND
----------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
Purchases $7,820,204 $6,175,126 $3,470,242 $2,872,232
========== ========== ========== ==========
Sales $ 526,483 $ 992,063 $ 736,562 $ 437,304
========== ========== ========== ==========
</TABLE>
<PAGE>
<PAGE>
During the period ended December 31, 1998, purchases (including dividend
reinvestment) and proceeds from sales of American Century Variable
Portfolios shares were as follows:
<TABLE>
<CAPTION>
INCOME INTERNATIONAL
& GROWTH FUND FUND VALUE FUND
------------- ------------- ----------
<S> <C> <C> <C>
Purchases $7,129 $920 $3,195
====== ==== ======
Sales $ 191 $ 66 $ 0
====== ==== ======
</TABLE>
During the period ended December 31, 1998, purchases (including dividend
reinvestment) and proceeds from sales of J.P. Morgan Series Trust II
shares were as follows:
<TABLE>
<CAPTION>
SMALL
BOND PORTFOLIO COMPANY
FUND PORTFOLIO FUND
-------------- --------------
<S> <C> <C>
Purchases $3,303 $3,357
====== ======
Sales $ 3 $ 309
====== ======
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY
The following is a summary of the accumulation unit activity for the
years ended December 31, 1998, 1997, and 1996:
<TABLE>
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
------------------------------------- ----------------------------------------
1998 1997 1996 1998 1997 1996
------- ------- ------- ---------- -------- ----------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 53,610 70,404 56,960 63,693 98,719 52,946
Withdrawals (44,959) (29,686) (32,408) (66,600) (110,821) (79,319)
Outstanding units, beginning of year 236,305 195,587 171,035 46,703 58,805 85,178
------- ------- ------- ---------- -------- ----------
Outstanding units, end of year 244,956 236,305 195,587 43,796 46,703 58,805
======= ======= ======= ========== ======== ==========
Variable General Select Plus:
Deposits 313,540 146,632 376,931 1,380,901 942,448 1,489,642
Withdrawals (55,730) (305,772) (16,019) (1,744,430) (900,950) (1,173,354)
Outstanding units, beginning of year 248,494 407,634 46,722 535,853 494,355 178,067
------- ------- ------- ---------- -------- ----------
Outstanding units, end of year 506,304 248,494 407,634 172,324 535,853 494,355
======= ======= ======= ========== ======== ==========
Variable Universal Life - 100:
Deposits 384,015 212,106 151,173 825,392 738,912 729,350
Withdrawals (89,826) (41,462) (42,505) (824,924) (707,676) (698,266)
Outstanding units, beginning of year 292,865 122,221 13,553 166,128 134,892 103,808
------- ------- ------- ---------- -------- ----------
Outstanding units, end of year 587,054 292,865 122,221 166,596 166,128 134,892
======= ======= ======= ========== ======== ==========
Russell Variable Universal Life: <F*>
Deposits 36,281 435,785
Withdrawals (44,828) (427,238)
Outstanding units, beginning of period 8,547 0
---------- --------
Outstanding units, end of period 0 8,547
========== ========
<FN>
<F*>The Russell Variable Universal Life product was introduced in 1997, and the first
deposit was received on May 6, 1997. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1998:
<TABLE>
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
--------------- -------------
1998 1998
------ -------
<S> <C> <C>
Variable Universal Life - 98: <F*>
Deposits 12,188 190,317
Withdrawals (256) (40,880)
Outstanding units, beginning of year 0 0
------ -------
Outstanding units, end of year 11,932 149,437
====== =======
Joint and Survivor Variable Universal Life - 98: <F*>
Deposits 105 27,427
Withdrawals (2) (3,565)
Outstanding units, beginning of year 0 0
------ -------
Outstanding units, end of year 103 23,862
====== =======
<FN>
<F*> The Variable Universal Life 98 and Joint And Survivor Variable Universal Life
products were introduced in 1998, and the first deposits were received on September 29, 1998
and October 14, 1998, respectively. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1998, 1997, and 1996:
<TABLE>
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------------------------- -------------------------------------
1998 1997 1996 1998 1997 1996
------- -------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 25,406 45,996 20,690 16,942 20,213 22,639
Withdrawals (12,912) (19,985) (19,502) (13,618) (19,170) (23,620)
Outstanding units, beginning of year 97,454 71,443 70,255 92,710 91,667 92,648
------- -------- ------- ------- ------- -------
Outstanding units, end of year 109,948 97,454 71,443 96,034 92,710 91,667
======= ======== ======= ======= ======= =======
Variable General Select Plus:
Deposits 29,830 26,599 422,790 12,156 22,411 20,875
Withdrawals (9,429) (398,540) (6,268) (8,587) (10,526) (1,816)
Outstanding units, beginning of year 50,400 422,341 5,819 37,481 25,596 6,537
------- -------- ------- ------- ------- -------
Outstanding units, end of year 70,801 50,400 422,341 41,050 37,481 25,596
======= ======== ======= ======= ======= =======
Variable Universal Life - 100:
Deposits 84,402 38,781 31,945 40,129 38,918 15,297
Withdrawals (26,455) (8,471) (8,214) (15,741) (8,793) (2,675)
Outstanding units, beginning of year 55,636 25,326 1,595 44,402 14,277 1,655
------- -------- ------- ------- ------- -------
Outstanding units, end of year 113,583 55,636 25,326 68,790 44,402 14,277
======= ======== ======= ======= ======= =======
(continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1998:
<TABLE>
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------- --------------
1998 1998
---- ----
<S> <C> <C>
Variable Universal Life - 98: <F*>
Deposits 558 727
Withdrawals (5) (13)
Outstanding units, beginning of year 0 0
--- ---
Outstanding units, end of year 553 714
=== ===
Joint and Survivor Variable Universal Life - 98: <F*>
Deposits 88 0
Withdrawals (2) 0
Outstanding units, beginning of year 0 0
--- ---
Outstanding units, end of year 86 0
=== ===
<FN>
<F*> The Variable Universal Life 98 and Joint And Survivor Variable
Universal Life products were introduced in 1998, and the first deposits
were received on September 29, 1998 and October 14, 1998, respectively. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1998, 1997, and 1996:
<TABLE>
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
------------------------------------- -------------------------------------
1998 1997 1996 1998 1997 1996
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 44,015 58,255 67,461 35,296 56,157 60,637
Withdrawals (32,243) (49,785) (33,247) (36,243) (45,488) (32,650)
Outstanding units, beginning of year 282,838 274,368 240,154 175,226 164,557 136,570
------- ------- ------- ------- ------- -------
Outstanding units, end of year 294,610 282,838 274,368 174,279 175,226 164,557
======= ======= ======= ======= ======= =======
Variable General Select Plus:
Deposits 29,160 21,682 21,668 42,140 35,709 24,970
Withdrawals (24,120) (10,372) (18,560) (34,648) (10,776) (12,229)
Outstanding units, beginning of year 72,507 61,197 58,089 70,058 45,125 32,384
------- ------- ------- ------- ------- -------
Outstanding units, end of year 77,547 72,507 61,197 77,550 70,058 45,125
======= ======= ======= ======= ======= =======
Variable Universal Life - 100:
Deposits 49,412 44,721 23,767 54,490 56,601 46,973
Withdrawals (16,133) (11,617) (2,830) (20,835) (15,926) (7,916)
Outstanding units, beginning of year 55,074 21,970 1,033 83,423 42,748 3,691
------- ------- ------- ------- ------- -------
Outstanding units, end of year 88,353 55,074 21,970 117,078 83,423 42,748
======= ======= ======= ======= ======= =======
General American Life Insurance Company
seed money:
Deposits 0 0 0 0 0 0
Withdrawals 0 0 0 0 0 0
Outstanding units, beginning of year 0 0 0 200,000 200,000 200,000
------- ------- ------- ------- ------- -------
Outstanding units, end of year 0 0 0 200,000 200,000 200,000
======= ======= ======= ======= ======= =======
<FN>
<F*>This fund was formerly known as the International Equity Fund.
(continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1998:
<TABLE>
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------- -------------------
1998 1998
----- ----
<S> <C> <C>
Variable Universal Life - 98: <F**>
Deposits 1,037 710
Withdrawals (14) (17)
Outstanding units, beginning of year 0 0
----- ---
Outstanding units, end of year 1,023 693
===== ===
Joint and Survivor Variable Universal Life - 98: <F**>
Deposits 0 83
Withdrawals 0 (2)
Outstanding units, beginning of year 0 0
----- ---
Outstanding units, end of year 0 81
===== ===
<FN>
<F*> This fund was formerly known as the International Equity Fund.
<F**> The Variable Universal Life 98 and Joint And Survivor Variable
Universal Life products were introduced in 1998, and the first deposits
were received on September 29, 1998 and October 14, 1998, respectively. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1998, 1997, and 1996 for the Mid-Cap Equity
Fund Division and the year ended December 31, 1998 and period ended
December 31, 1997 for the Small-Cap Equity Fund Division.
<TABLE>
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
------------------------------------- -------------------------
1998 1997 1996 1998 1997<F**>
------- ------- ------- ------- ---------
<S> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 33,622 50,013 67,217 19,324 35,503
Withdrawals (32,360) (61,032) (50,100) (5,547) (326)
Outstanding units, beginning of period 174,121 185,140 168,023 35,177 0
------- ------- ------- ------- ------
Outstanding units, end of period 175,383 174,121 185,140 48,954 35,177
======= ======= ======= ======= ======
Variable General Select Plus:
Deposits 58,976 43,764 17,983 65,121 30,298
Withdrawals (28,754) (14,054) (16,026) (23,984) (271)
Outstanding units, beginning of period 77,919 48,209 46,252 30,027 0
------- ------- ------- ------- ------
Outstanding units, end of period 108,141 77,919 48,209 71,164 30,027
======= ======= ======= ======= ======
Variable Universal Life - 100:
Deposits 56,900 36,664 35,395 70,656 23,110
Withdrawals (22,387) (15,674) (6,929) (10,421) (540)
Outstanding units, beginning of period 53,229 32,239 3,773 22,570 0
------- ------- ------- ------- ------
Outstanding units, end of period 87,742 53,229 32,239 82,805 22,570
======= ======= ======= ======= ======
General American Life Insurance Company
seed money:
Deposits 0 0 0
Withdrawals 0 0 (100,000)
Outstanding units, beginning of year 0 0 100,000
------- ------- -------
Outstanding units, end of year 0 0 0
======= ======= =======
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>The Small-Cap Equity Fund began operations on May 1, 1997. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1998:
<TABLE>
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
----------------- ----------------
1998 1998
---- ----
<S> <C> <C>
Variable Universal Life - 98: <F**>
Deposits 595 644
Withdrawals (23) (25)
Outstanding units, beginning of year 0 0
--- ---
Outstanding units, end of year 572 619
=== ===
Joint and Survivor Variable Universal Life - 98: <F**>
Deposits 168 168
Withdrawals (5) (5)
Outstanding units, beginning of year 0 0
--- ---
Outstanding units, end of year 163 163
=== ===
<FN>
<F*> This fund was formerly known as the Special Equity Fund.
<F**> The Variable Universal Life 98 and Joint And Survivor Variable
Universal Life products were introduced in 1998, and the first deposits
were received on September 29, 1998 and October 14, 1998, respectively. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1998, 1997, and 1996:
<TABLE>
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1998 1997 1996 1998 1997 1996
-------- ------- ------- -------- ------- --------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 59,416 73,369 100,383 69,876 110,237 141,831
Withdrawals (47,519) (68,932) (61,252) (72,411) (69,361) (101,041)
Outstanding units, beginning of year 292,344 287,907 248,776 407,913 367,037 326,247
-------- ------- ------- -------- ------- --------
Outstanding units, end of year 304,241 292,344 287,907 405,378 407,913 367,037
======== ======= ======= ======== ======= ========
Variable General Select Plus:
Deposits 99,382 107,293 95,653 99,249 151,169 136,928
Withdrawals (42,509) (41,943) (24,220) (40,684) (56,898) (38,737)
Outstanding units, beginning of year 226,141 160,791 89,358 328,018 233,747 135,556
-------- ------- ------- -------- ------- --------
Outstanding units, end of year 283,014 226,141 160,791 386,583 328,018 233,747
======== ======= ======= ======== ======= ========
Variable Universal Life - 100:
Deposits 179,653 161,018 167,806 226,944 227,448 213,702
Withdrawals (166,343) (42,604) (22,709) (114,919) (64,065) (38,214)
Outstanding units, beginning of year 282,274 163,860 18,763 362,381 198,998 23,510
-------- ------- ------- -------- ------- --------
Outstanding units, end of year 295,584 282,274 163,860 474,406 362,381 198,998
======== ======= ======= ======== ======= ========
(continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1998:
<TABLE>
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
------------- -------------
1998 1998
----- -----
<S> <C> <C>
Variable Universal Life - 98: <F*>
Deposits 2,270 3,901
Withdrawals (115) (108)
Outstanding units, beginning of year 0 0
----- -----
Outstanding units, end of year 2,155 3,793
===== =====
Joint and Survivor Variable Universal Life - 98: <F*>
Deposits 247 79
Withdrawals (7) (2)
Outstanding units, beginning of year 0 0
----- -----
Outstanding units, end of year 240 77
===== =====
<FN>
<F*> The Variable Universal Life 98 and Joint And Survivor Variable
Universal Life products were introduced in 1998, and the first deposits
were received on September 29, 1998 and October 14, 1998, respectively. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1998, 1997, and 1996:
<TABLE>
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------------------------------- -------------------------------------
1998 1997 1996 1998 1997 1996
------- ------- ------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life-95:
Deposits 46,762 73,211 86,129 7,584 1,053 1,196
Withdrawals (41,684) (33,419) (57,328) (605) (364) (80)
Outstanding units, beginning of year 242,563 202,771 173,970 2,132 1,443 327
------- ------- ------- ------ ------ ------
Outstanding units, end of year 247,641 242,563 202,771 9,111 2,132 1,443
======= ======= ======= ====== ====== ======
Variable General Select Plus:
Deposits 60,426 78,015 59,185 7,255 4,792 4,133
Withdrawals (48,932) (24,003) (18,099) (423) (1,323) (1,450)
Outstanding units, beginning of year 168,708 114,696 73,610 7,680 4,211 1,528
------- ------- ------- ------ ------ ------
Outstanding units, end of year 180,202 168,708 114,696 14,512 7,680 4,211
======= ======= ======= ====== ====== ======
Variable Universal Life-100:
Deposits 62,350 61,939 59,253 30,521 19,775 17,799
Withdrawals (27,368) (16,003) (12,929) (9,795) (6,893) (3,550)
Outstanding units, beginning of year 100,943 55,007 8,683 30,075 17,193 2,944
------- ------- ------- ------ ------ ------
Outstanding units, end of year 135,925 100,943 55,007 50,801 30,075 17,193
======= ======= ======= ====== ====== ======
(continued)
/TABLE
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1998:
<TABLE>
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------- -------------
1998 1998
---- ----
<S> <C> <C>
Variable Universal Life - 98: <F*>
Deposits 601 697
Withdrawals (18) (62)
Outstanding units, beginning of year 0 0
--- ---
Outstanding units, end of year 583 635
=== ===
Joint and Survivor Variable Universal Life - 98: <F*>
Deposits 168 0
Withdrawals (5) 0
Outstanding units, beginning of year 0 0
--- ---
Outstanding units, end of year 163 0
=== ===
<FN>
<F*> The Variable Universal Life 98 and Joint And Survivor Variable
Universal Life products were introduced in 1998, and the first deposits
were received on September 29, 1998 and October 14, 1998, respectively. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1998, 1997,and 1996:
<TABLE>
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
------------------------------------- -------------------------------------
1998 1997 1996 1998 1997 1996
------- ------- ------ ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life-95:
Deposits 6,498 8,197 18,576 3,234 5,256 6,777
Withdrawals (2,233) (10,956) (3,225) (3,278) (857) (976)
Outstanding units, beginning of period 18,572 21,331 5,980 10,326 5,927 126
------- ------- ------ ------ ------ ------
Outstanding units, end of period 22,837 18,572 21,331 10,282 10,326 5,927
======= ======= ====== ====== ====== ======
Variable General Select Plus:
Deposits 28,629 36,763 32,705 513 1,994 4,222
Withdrawals (5,891) (8,788) (2,369) (937) (3,232) (92)
Outstanding units, beginning of year 64,632 36,657 6,321 2,892 4,130 0
------- ------- ------ ------ ------ ------
Outstanding units, end of year 87,370 64,632 36,657 2,468 2,892 4,130
======= ======= ====== ====== ====== ======
Variable Universal Life-100:
Deposits 57,671 39,145 41,415 8,405 7,159 6,746
Withdrawals (17,259) (9,470) (8,355) (3,275) (2,531) (1,660)
Outstanding units, beginning of year 69,238 39,563 6,503 10,573 5,945 859
------- ------- ------ ------ ------ ------
Outstanding units, end of year 109,650 69,238 39,563 15,703 10,573 5,945
======= ======= ====== ====== ====== ======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1998:
<TABLE>
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F**>
------------- ---------------------
1998 1998
----- ----
<S> <C> <C>
Variable Universal Life - 98: <F*>
Deposits 1,163 11
Withdrawals (29) 0
Outstanding units, beginning of year 0 0
----- --
Outstanding units, end of year 1,134 11
===== ==
Joint and Survivor Variable Universal Life - 98: <F*>
Deposits 175 0
Withdrawals (5) 0
Outstanding units, beginning of year 0 0
----- --
Outstanding units, end of year 170 0
===== ==
<FN>
<F*> The Variable Universal Life 98 and Joint And Survivor Variable
Universal Life products were introduced in 1998, and the first deposits
were received on September 29, 1998 and October 14, 1998, respectively.
<F**> This fund was formerly known as the Gold & Natural Resources Fund. (continued)
</TABLE> <PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1998 and 1997:
<TABLE>
<CAPTION>
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION<F*> FUND DIVISION<F*>
---------------------- ----------------------
1998 1997 1998 1997
------- ------- ------- ------
<S> <C> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 15,537 4,116
Withdrawals (679) (46)
Outstanding units, beginning of period 0 0
------- -------
Outstanding units, end of period 14,858 4,070
======= =======
Variable General Select Plus: <F***>
Deposits 456,763 47,597 450,004 21,805
Withdrawals (30,453) (667) (73,816) (391)
Outstanding units, beginning of period 46,930 0 21,414 0
------- ------- ------- ------
Outstanding units, end of period 473,240 46,930 397,602 21,414
======= ======= ======= ======
Variable Universal Life - 100:<F****>
Deposits 8,637 807
Withdrawals (1,360) (123)
Outstanding units, beginning of year 0 0
------- -------
Outstanding units, end of year 7,277 684
======= =======
Russell Variable Universal Life: <F*****>
Deposits 81,464 153,054 91,724 86,149
Withdrawals (9,164) (1,563) (10,534) (2,024)
Outstanding units, beginning of period 151,491 0 84,125 0
------- ------- ------- ------
Outstanding units, end of period 223,791 151,491 165,315 84,125
======= ======= ======= ======
<FN>
<F*> The Multi-style Equity Fund and Core Bond Fund began operations on
January 2, 1997.
<F**> The Variable Universal Life - 95 product was introduced to the
Frank Russell funds on April 30, 1998, and the first deposit was
received on May 14, 1998.
<F***> The Variable General Select Plus product was introduced in 1997,
and the first deposit was received on June 26, 1997.
<F****> The Variable Universal Life - 100 product was introduced to the
Frank Russell funds on April 30, 1998, and the first deposit was
received on May 22, 1998.
<F*****>The Russell Variable Universal Life product was introduced in
1997, and the first deposit was received on June 6, 1997. (continued)
/TABLE
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1998:
<TABLE>
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION<F**> FUND DIVISION<F**>
---------------- ------------------ ------------------
1998<F*> 1998 1998
-------- ----- ----
<S> <C> <C> <C>
Variable Universal Life - 98: <F***>
Deposits 159 4,052 788
Withdrawals (9) (101) (9)
Outstanding units, beginning of year 0 0 0
--- ----- ---
Outstanding units, end of year 150 3,951 779
=== ===== ===
Joint and Survivor Variable Universal Life - 98: <F***>
Deposits 0 410 169
Withdrawals 0 (12) (5)
Outstanding units, beginning of year 0 0 0
--- ----- ---
Outstanding units, end of year 0 398 164
=== ===== ===
<FN>
<F*> The Worldwide Emerging Markets Fund began operations on September
15, 1998.
<F**> The Multi-style Equity Fund and Core Bond Fund began operations on
January 2, 1997.
<F***> The Variable Universal Life 98 and Joint And Survivor Variable
Universal Life products were introduced in 1998, and the first deposits
were received on September 29, 1998 and October 14, 1998, respectively.
(continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1998 and 1997:
<TABLE>
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
---------------------- ----------------------
1998 1997 1998 1997
------- ------ ------- ------
<S> <C> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 14,484 10,028
Withdrawals (592) (208)
Outstanding units, beginning of period 0 0
------- -------
Outstanding units, end of period 13,892 9,820
======= =======
Variable General Select Plus: <F***>
Deposits 192,091 25,379 188,887 28,863
Withdrawals (43,602) (279) (29,735) (285)
Outstanding units, beginning of period 25,100 0 28,578 0
------- ------ ------- ------
Outstanding units, end of period 173,589 25,100 187,730 28,578
======= ====== ======= ======
Variable Universal Life - 100:<F****>
Deposits 3,083 1,576
Withdrawals (414) (127)
Outstanding units, beginning of year 0 0
------- -------
Outstanding units, end of year 2,669 1,449
======= =======
Russell Variable Universal Life: <F*****>
Deposits 34,380 75,650 56,596 50,101
Withdrawals (3,034) (494) (5,688) (1,018)
Outstanding units, beginning of period 75,156 0 49,083 0
------- ------ ------- ------
Outstanding units, end of period 106,502 75,156 99,991 49,083
======= ====== ======= ======
<FN>
<F*> The Aggressive Equity Fund and Non-US Fund began operations on
January 2, 1997.
<F**> The Variable Universal Life - 95 product was introduced to the
Frank Russell funds on April 30, 1998, and the first deposit was
received on May 14, 1998.
<F***> The Variable General Select Plus product was introduced in 1997,
and the first deposit was received on June 26, 1997.
<F****> The Variable Universal Life - 100 product was introduced to the
Frank Russell funds on April 30, 1998, and the first deposit was
received on May 22, 1998.
<F*****>The Russell Variable Universal Life product was introduced in
1997, and the first deposit was received on June 6, 1997. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1998:
<TABLE>
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
----------------- -----------------
1998 1998
----- ----
<S> <C> <C>
Variable Universal Life - 98: <F**>
Deposits 3,760 885
Withdrawals (70) (16)
Outstanding units, beginning of year 0 0
----- ---
Outstanding units, end of year 3,690 869
===== ===
Joint and Survivor Variable Universal Life - 98: <F**>
Deposits 0 165
Withdrawals 0 (5)
Outstanding units, beginning of year 0 0
----- ---
Outstanding units, end of year 0 160
===== ===
<FN>
<F*> The Aggressive Equity Fund and Non-US Fund began operations on
January 2, 1997.
<F**> The Variable Universal Life 98 and Joint And Survivor Variable
Universal Life products were introduced in 1998, and the first deposits
were received on September 29, 1998 and October 14, 1998, respectively. (continued)
/TABLE
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1998:
<TABLE>
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- -------------
1998<F*> 1998<F*> 1998<F*>
-------- -------- --------
<S> <C> <C> <C>
Variable Universal Life - 98: <F**>
Deposits 631 92 360
Withdrawals (16) (7) (3)
Outstanding units, beginning of period 0 0 0
--- -- ---
Outstanding units, end of period 615 85 357
=== == ===
<FN>
<F*> The Income & Growth Fund, International Fund, and Value Fund began
operations on September 15, 1998.
<F**> The Variable Universal Life 98 product was introduced in 1998, and
the first deposit was received on September 29, 1998. (continued)
/TABLE
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1998:
<TABLE>
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
-------------- -------------
1998<F*> 1998<F*>
--- ---
<S> <C> <C>
Variable Universal Life - 98: <F**>
Deposits 330 292
Withdrawals (2) (19)
Outstanding units, beginning of period 0 0
--- ---
Outstanding units, end of period 328 273
=== ===
<FN>
<F*> The Bond Portfolio Fund and Small Company Fund began operations on
September 15, 1998.
<F**> The Variable Universal Life 98 product was introduced in 1998, and
the first deposit was received on September 29, 1998.
</TABLE>
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT
Deposits into the Separate Account are used to purchase shares in the
Capital Company, Variable Insurance Products Funds, Variable Insurance
Products Fund II, Van Eck Worldwide Insurance Trust, Russell Insurance
Funds, American Century Variable Portfolios, or J.P. Morgan Series Trust
II. Net deposits represent the amounts available for investment in such
shares after deduction of sales charges, premium taxes, administrative
costs, insurance, underwriting and acquisition expense, cost of
insurance, and cost of optional benefits by rider. Realized and
unrealized capital gains (losses) have been excluded from net deposits
into the Separate Account because they have been included in increase
(decrease) in net assets resulting from operations in the Statements of
Changes in Net Assets.
<TABLE>
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
---------------------------------------- ----------------------------------------
1998 1997 1996 1998 1997 1996
---------- ---------- ---------- --------- ----------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,456,349 $1,099,723 $1,063,999 $ 813,595 $ 1,794,475 $ 575,302
Transfers between fund divisions and
General American 150,022 931,860 139,650 (578,617) (1,471,521) (728,445)
Surrenders and withdrawals (471,926) (144,131) (82,719) (1,674) (20,934) (107,442)
---------- ---------- ---------- --------- ----------- ---------
Total gross deposits, transfers, and
surrenders between fund divisions 1,134,445 1,887,452 1,120,930 233,304 302,020 (260,585)
---------- ---------- ---------- --------- ----------- ---------
Deductions:
Premium load charges 115,481 84,994 84,266 63,307 371,169 46,330
Cost of insurance and administrative
expenses 702,222 481,051 430,221 217,403 135,973 105,165
---------- ---------- ---------- --------- ----------- ---------
Total deductions 817,703 566,045 514,487 280,710 507,142 151,495
---------- ---------- ---------- --------- ----------- ---------
Net deposits into (withdrawals from)
Separate Account $ 316,742 $1,321,407 $ 606,443 $ (47,406) $ (205,122) $(412,080)
========== ========== ========== ========= =========== =========
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 95:
- -----------------------------
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
-------------------------------------- ---------------------------------------
1998 1997 1996 1998 1997 1996
-------- --------- --------- -------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $443,018 $ 312,433 $ 321,458 $364,076 $ 359,432 $ 395,649
Transfers between fund divisions and
General American 39,732 504,481 20,627 1,644 53,604 (120,443)
Surrenders and withdrawals (48,407) (161,856) (171,083) (48,475) (162,045) (83,215)
-------- --------- --------- -------- --------- ---------
Total gross deposits, transfers, and
surrenders between fund divisions 434,343 655,058 171,002 317,245 250,991 191,991
-------- --------- --------- -------- --------- ---------
Deductions:
Premium load charges 33,733 24,355 25,685 28,257 27,564 31,741
Cost of insurance and administrative
expenses 124,148 111,704 119,034 197,695 191,337 187,326
-------- --------- --------- -------- --------- ---------
Total deductions 157,881 136,059 144,719 225,952 218,901 219,067
-------- --------- --------- -------- --------- ---------
Net deposits into (withdrawals from)
Separate Account $276,462 $ 518,999 $ 26,283 $ 91,293 $ 32,090 $ (27,076)
======== ========= ========= ======== ========= =========
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 95:
- -----------------------------
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------------------------------- ----------------------------------------
1998 1997 1996 1998 1997 1996
---------- ---------- ---------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,409,425 $1,571,785 $1,478,021 $ 577,527 $ 674,809 $ 657,882
Transfers between fund divisions and
General American (240,301) (542,327) (26,293) (287,016) (244,489) 132,812
Surrenders and withdrawals (237,885) (261,445) (117,682) (53,267) (27,295) (102,036)
---------- ---------- ---------- --------- --------- ---------
Total gross deposits, transfers, and
surrenders between fund divisions 931,239 768,013 1,334,046 237,244 403,025 688,658
---------- ---------- ---------- --------- --------- ---------
Deductions:
Premium load charges 101,603 115,555 113,909 45,221 53,326 52,174
Cost of insurance and administrative
expenses 453,887 472,278 467,810 203,189 206,172 215,112
---------- ---------- ---------- --------- --------- ---------
Total deductions 555,490 587,833 581,719 248,410 259,498 267,286
---------- ---------- ---------- --------- --------- ---------
Net deposits into (withdrawals from)
Separate Account $ 375,749 $ 180,180 $ 752,327 $ (11,166) $ 143,527 $ 421,372
========== ========== ========== ========= ========= =========
<FN>
<F*>This fund was formerly known as the International Equity Fund. (continued)
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 95:
- -----------------------------
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
--------------------------------------- ------------------------
1998 1997 1996 1998 1997<F***>
--------- --------- ----------- -------- --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 535,140 $ 731,205 $ 927,388 $ 92,984 $ 81,175
Transfers between fund divisions and
General American (161,251) (545,250) (325,567) 123,494 386,732
Surrenders and withdrawals (60,979) (30,828) (74,752) (13,142) 0
Seed withdrawals <F**> 0 0 (1,494,837) 0 0
--------- --------- ----------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 312,910 155,127 (967,768) 203,336 467,907
--------- --------- ----------- -------- --------
Deductions:
Premium load charges 40,775 55,258 73,857 7,292 6,341
Cost of insurance and administrative
expenses 229,610 226,846 224,222 23,300 4,229
--------- --------- ----------- -------- --------
Total deductions 270,385 282,104 298,079 30,592 10,570
--------- --------- ----------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ 42,525 $(126,977) $(1,265,847) $172,744 $457,337
========= ========= =========== ======== ========
<FN>
<F*> This fund was formerly known as the Special Equity Fund.
<F**> Represents funds distributed to General American Life Insurance
Company in repayment of seed money used to start the Special Equity Fund in 1993.
<F***> The Small-Cap Equity Fund began operations on May 1, 1997. (continued)
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 95:
- -----------------------------
EQUITY-INCOME GROWTH
FUND DIVISION FUND DIVISION
---------------------------------------- ----------------------------------------
1998 1997 1996 1998 1997 1996
---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,154,929 $1,258,958 $1,399,658 $1,514,732 $1,700,056 $2,077,054
Transfers between fund divisions and
General American (50,446) (346,404) 10,733 (487,503) 124,428 (252,029)
Surrenders and withdrawals (247,987) (243,196) (186,491) (324,276) (260,054) (386,745)
---------- ---------- ---------- ---------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 856,496 669,358 1,223,900 702,953 1,564,430 1,438,280
---------- ---------- ---------- ---------- ---------- ----------
Deductions:
Premium load charges 91,178 98,808 111,476 118,852 134,071 165,735
Cost of insurance and administrative
expenses 484,812 470,011 473,165 664,659 606,328 610,838
---------- ---------- ---------- ---------- ---------- ----------
Total deductions 575,990 568,819 584,641 783,511 740,399 776,573
---------- ---------- ---------- ---------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $ 280,506 $ 100,539 $ 639,259 $ (80,558) $ 824,031 $ 661,707
========== ========== ========== ========== ========== ==========
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 95:
- -----------------------------
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
--------------------------------------- --------------------------------------
1998 1997 1996 1998 1997 1996
--------- ---------- ---------- -------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 792,155 $ 927,173 $1,128,054 $ 28,935 $ 9,236 $ 3,210
Transfers between fund divisions and
General American (249,954) 262,454 (173,088) 85,499 3,098 10,046
Surrenders and withdrawals (84,661) (121,639) (163,405) (1,077) 0 0
--------- ---------- ---------- -------- ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 457,540 1,067,988 791,561 113,357 12,334 13,256
--------- ---------- ---------- -------- ------- -------
Deductions:
Premium load charges 60,018 71,458 89,820 2,699 706 248
Cost of insurance and administrative
expenses 304,803 302,840 289,700 8,127 1,874 896
--------- ---------- ---------- -------- ------- -------
Total deductions 364,821 374,298 379,520 10,826 2,580 1,144
--------- ---------- ---------- -------- ------- -------
Net deposits into Separate Account $ 92,719 $ 693,690 $ 412,041 $102,531 $ 9,754 $12,112
========= ========== ========== ======== ======= =======
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 95:
- -----------------------------
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
------------------------------------- --------------------------------------
1998 1997 1996 1998 1997 1996
------- -------- -------- -------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $52,060 $ 61,425 $ 47,325 $ 21,677 $29,642 $ 7,990
Transfers between fund divisions and
General American 34,487 (76,243) 146,648 (21,580) 31,281 63,119
Surrenders and withdrawals (29) 0 0 (10) 0 0
------- -------- -------- -------- ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 86,518 (14,818) 193,973 87 60,923 71,109
------- -------- -------- -------- ------- -------
Deductions:
Premium load charges 4,139 4,910 3,747 1,790 2,223 595
Cost of insurance and administrative
expenses 22,068 19,821 16,948 3,541 5,330 3,272
------- -------- -------- -------- ------- -------
Total deductions 26,207 24,731 20,695 5,331 7,553 3,867
------- -------- -------- -------- ------- -------
Net deposits into (withdrawals from)
Separate Account $60,311 $(39,549) $173,278 $ (5,244) $53,370 $67,242
======= ======== ======== ======== ======= =======
<FN>
<F*> This fund was formerly known as the Gold & Natural Resources Fund.
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 95:
- -----------------------------
MULTI-STYLE EQUITY CORE BOND AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------------ ------------- ----------------- -------------
1998<F*> 1998<F*> 1998<F*> 1998<F*>
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Total gross deposits $ 11,160 $ 558 $ 3,900 $ 5,027
Transfers between fund divisions and
General American 129,908 42,124 111,676 81,549
Surrenders and withdrawals (1,571) 0 (721) 0
-------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 139,497 42,682 114,855 86,576
-------- ------- -------- -------
Deductions:
Premium load charges 1,059 33 512 536
Cost of insurance and administrative
expenses 2,418 479 2,054 1,957
-------- ------- -------- -------
Total deductions 3,477 512 2,566 2,493
-------- ------- -------- -------
Net deposits into Separate Account $136,020 $42,170 $112,289 $84,083
======== ======= ======== =======
<FN>
<F*> The Variable Universal Life - 95 product became available to these
funds on April 30, 1998.
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
</TABLE>
<TABLE>
Variable General Select Plus:
- -----------------------------
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
---------------------------------------- ------------------------------------------
1998 1997 1996 1998 1997 1996
---------- ----------- ---------- ------------ ----------- ------------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,357,475 $ 1,229,167 $ 475,955 $ 16,933,833 $11,949,827 $ 18,203,638
Transfers between fund divisions and
General American 5,431,739 1,639,191 5,512,487 (20,254,746) (6,333,824) (13,115,248)
Surrenders and withdrawals (152,414) (5,100,149) (28,210) (214,226) (4,042,319) (15,934)
---------- ----------- ---------- ------------ ----------- ------------
Total gross deposits, transfers, and
surrenders between fund divisions 6,636,800 (2,231,791) 5,960,232 (3,535,139) 1,573,684 5,072,456
---------- ----------- ---------- ------------ ----------- ------------
Deductions:
Premium load charges 99,759 88,924 35,750 1,299,538 870,893 1,315,430
Cost of insurance and administrative
expenses 293,438 158,092 63,207 221,400 158,166 126,052
---------- ----------- ---------- ------------ ----------- ------------
Total deductions 393,197 247,016 98,957 1,520,938 1,029,059 1,441,482
---------- ----------- ---------- ------------ ----------- ------------
Net deposits into (withdrawals from)
Separate Account $6,243,603 $(2,478,807) $5,861,275 $ (5,056,077) $ 544,625 $ 3,630,974
========== =========== ========== ============ =========== ============
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable General Select Plus:
- -----------------------------
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1998 1997 1996 1998 1997 1996
-------- ----------- ---------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $146,938 $ 170,971 $ 68,383 $185,192 $225,421 $131,764
Transfers between fund divisions and
General American 205,041 109,381 4,780,139 (477) 49,038 170,404
Surrenders and withdrawals (27,635) (4,675,478) (5,060) (44,810) (28,866) 0
-------- ----------- ---------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 324,344 (4,395,126) 4,843,462 139,905 245,593 302,168
-------- ----------- ---------- -------- -------- --------
Deductions:
Premium load charges 10,813 12,639 5,137 12,749 16,872 9,560
Cost of insurance and administrative
expenses 29,846 24,838 16,027 29,578 24,211 11,739
-------- ----------- ---------- -------- -------- --------
Total deductions 40,659 37,477 21,164 42,327 41,083 21,299
-------- ----------- ---------- -------- -------- --------
Net deposits into (withdrawals from)
Separate Account $283,685 $(4,432,603) $4,822,298 $ 97,578 $204,510 $280,869
======== =========== ========== ======== ======== ========
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable General Select Plus:
- -----------------------------
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
--------------------------------------- --------------------------------------
1998 1997 1996 1998 1997 1996
--------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 231,397 $225,188 $170,662 $244,143 $273,454 $181,044
Transfers between fund divisions and
General American 160,811 92,485 (27,308) (26,160) 190,371 32,353
Surrenders and withdrawals (166,928) (48,400) (26,276) (16,419) (47,175) (10,048)
--------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 225,280 269,273 117,078 201,564 416,650 203,349
--------- -------- -------- -------- -------- --------
Deductions:
Premium load charges 14,905 17,168 12,611 16,859 19,728 13,690
Cost of insurance and administrative
expenses 84,944 67,268 52,342 44,378 37,091 23,940
--------- -------- -------- -------- -------- --------
Total deductions 99,849 84,436 64,953 61,237 56,819 37,630
--------- -------- -------- -------- -------- --------
Net deposits into Separate Account $ 125,431 $184,837 $ 52,125 $140,327 $359,831 $165,719
========= ======== ======== ======== ======== ========
<FN>
<F*> This fund was formerly known as the International Equity Fund.
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable General Select Plus:
- -----------------------------
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
-------------------------------------- -----------------------
1998 1997 1996 1998 1997<F**>
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $338,015 $376,253 $191,049 $263,673 $ 59,270
Transfers between fund divisions and
General American 458,678 301,956 (58,467) 330,151 326,392
Surrenders and withdrawals (25,379) (53,267) (52,717) 0 0
-------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 771,314 624,942 79,865 593,824 385,662
-------- -------- -------- -------- --------
Deductions:
Premium load charges 24,362 29,256 13,676 19,071 4,711
Cost of insurance and administrative
expenses 67,262 40,346 26,565 19,764 3,518
-------- -------- -------- -------- --------
Total deductions 91,624 69,602 40,241 38,835 8,229
-------- -------- -------- -------- --------
Net deposits into Separate Account $679,690 $555,340 $ 39,624 $554,989 $377,433
======== ======== ======== ======== ========
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>The Small-Cap Equity Fund began operations on May 1, 1997.
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable General Select Plus:
- -----------------------------
EQUITY-INCOME GROWTH
FUND DIVISION FUND DIVISION
---------------------------------------- ----------------------------------------
1998 1997 1996 1998 1997 1996
---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,492,223 $1,043,306 $ 673,157 $1,297,862 $1,354,928 $ 899,999
Transfers between fund divisions and
General American 748,006 658,129 638,476 891,558 957,813 888,367
Surrenders and withdrawals (183,143) (148,279) (10,403) (255,377) (268,257) (48,837)
---------- ---------- ---------- ---------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 2,057,086 1,553,156 1,301,230 1,934,043 2,044,484 1,739,529
---------- ---------- ---------- ---------- ---------- ----------
Deductions:
Premium load charges 82,617 78,543 53,024 84,087 101,854 69,694
Cost of insurance and administrative
expenses 216,335 163,469 112,967 250,176 206,497 136,072
---------- ---------- ---------- ---------- ---------- ----------
Total deductions 298,952 242,012 165,991 334,263 308,351 205,766
---------- ---------- ---------- ---------- ---------- ----------
Net deposits into Separate Account $1,758,134 $1,311,144 $1,135,239 $1,599,780 $1,736,133 $1,533,763
========== ========== ========== ========== ========== ==========
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable General Select Plus:
- -----------------------------
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
--------------------------------------- --------------------------------------
1998 1997 1996 1998 1997 1996
--------- -------- -------- -------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 557,583 $763,625 $385,284 $ 27,818 $53,004 $ 8,754
Transfers between fund divisions and
General American (150,747) 265,722 271,694 93,342 3,027 26,425
Surrenders and withdrawals (55,531) (56,432) (45,712) 0 (2,184) (2,067)
--------- -------- -------- -------- ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 351,305 972,915 611,266 121,160 53,847 33,112
--------- -------- -------- -------- ------- -------
Deductions:
Premium load charges 40,327 57,640 29,621 1,654 3,927 670
Cost of insurance and administrative
expenses 79,907 71,616 46,151 6,502 3,625 1,631
--------- -------- -------- -------- ------- -------
Total deductions 120,234 129,256 75,772 8,156 7,552 2,301
--------- -------- -------- -------- ------- -------
Net deposits into Separate Account $ 231,071 $843,659 $535,494 $113,004 $46,295 $30,811
========= ======== ======== ======== ======= =======
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable General Select Plus:
- -----------------------------
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- -------------------------------------
1998 1997 1996 1998 1997 1996
-------- -------- -------- ------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $241,925 $201,994 $ 91,307 $ 6,454 $ 22,621 $ 1,869
Transfers between fund divisions and
General American 156,540 207,353 278,491 (6,638) 1,823 45,785
Surrenders and withdrawals (16,195) (6,433) 0 (841) (36,871) 0
-------- -------- -------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 382,270 402,914 369,798 (1,025) (12,427) 47,654
-------- -------- -------- ------- -------- -------
Deductions:
Premium load charges 17,692 15,004 7,156 376 1,715 175
Cost of insurance and administrative
expenses 34,790 25,526 12,823 1,055 890 1,041
-------- -------- -------- ------- -------- -------
Total deductions 52,482 40,530 19,979 1,431 2,605 1,216
-------- -------- -------- ------- -------- -------
Net deposits into (withdrawals from)
Separate Account $329,788 $362,384 $349,819 $(2,456) $(15,032) $46,438
======== ======== ======== ======= ======== =======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable General Select Plus:
- -----------------------------
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION
------------------------- -------------------------
1998 1997<F*> 1998 1997<F*>
---------- -------- ---------- --------
<S> <C> <C> <C> <C>
Total gross deposits $1,940,731 $ 80,451 $1,482,889 $ 17,978
Transfers between fund divisions and
General American 4,822,163 532,364 3,101,165 215,118
Surrenders and withdrawals (187) 0 0 0
---------- -------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 6,762,707 612,815 4,584,054 233,096
---------- -------- ---------- --------
Deductions:
Premium load charges 204,842 5,866 117,137 1,346
Cost of insurance and administrative
expenses 255,638 8,425 182,736 2,474
---------- -------- ---------- --------
Total deductions 460,480 14,291 299,873 3,820
---------- -------- ---------- --------
Net deposits into Separate Account $6,302,227 $598,524 $4,284,181 $229,276
========== ======== ========== ========
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
------------------------- -------------------------
1998 1997<F*> 1998 1997<F*>
---------- -------- ---------- --------
<S> <C> <C> <C> <C>
Total gross deposits $ 502,264 $ 54,099 $ 264,324 $ 42,059
Transfers between fund divisions and
General American 1,704,740 281,507 1,609,166 276,242
Surrenders and withdrawals (116) 0 (119) 0
---------- -------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 2,206,888 335,606 1,873,371 318,301
---------- -------- ---------- --------
Deductions:
Premium load charges 71,141 3,761 34,958 3,283
Cost of insurance and administrative
expenses 47,691 3,632 38,906 3,028
---------- -------- ---------- --------
Total deductions 118,832 7,393 73,864 6,311
---------- -------- ---------- --------
Net deposits into Separate Account $2,088,056 $328,213 $1,799,507 $311,990
========== ======== ========== ========
(continued)
<FN>
<F*>The Multi-style Equity Fund, Core Bond Fund, Aggressive Equity Fund,
and Non-US Fund began operations on January 2, 1997.
</TABLE>
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
<TABLE>
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
---------------------------------------- -----------------------------------------
1998 1997 1996 1998 1997 1996
---------- ---------- ---------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $3,774,275 $1,995,433 $ 606,419 $ 9,507,851 $ 8,679,144 $ 7,989,872
Transfers between fund divisions and
General American 5,484,204 2,177,143 1,285,071 (8,000,842) (7,303,949) (6,898,282)
Surrenders and withdrawals (299,771) (68,513) (12,850) (11,635) (3,421) (242)
---------- ---------- ---------- ----------- ----------- -----------
Total gross deposits, transfers, and
surrenders between fund divisions 8,958,708 4,104,063 1,878,640 1,495,374 1,371,774 1,091,348
---------- ---------- ---------- ----------- ----------- -----------
Deductions:
Premium load charges 126,277 66,092 20,294 296,413 286,729 250,193
Cost of insurance and administrative
expenses 1,411,705 671,147 258,742 639,686 599,119 502,668
---------- ---------- ---------- ----------- ----------- -----------
Total deductions 1,537,982 737,239 279,036 936,099 885,848 752,861
---------- ---------- ---------- ----------- ----------- -----------
Net deposits into Separate Account $7,420,726 $3,366,824 $1,599,604 $ 559,275 $ 485,926 $ 338,487
========== ========== ========== =========== =========== ===========
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 100:
- ------------------------------
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1998 1997 1996 1998 1997 1996
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $279,989 $184,259 $ 58,468 $488,098 $228,756 $102,809
Transfers between fund divisions and
General American 613,426 265,500 257,285 247,910 432,012 120,203
Surrenders and withdrawals (10,480) (4,282) (2,419) (59,153) (13,613) (413)
-------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 882,935 445,477 313,334 676,855 647,155 222,599
-------- -------- -------- -------- -------- --------
Deductions:
Premium load charges 9,514 6,186 1,906 16,604 7,603 3,442
Cost of insurance and administrative
expenses 83,804 57,817 31,767 178,243 96,349 36,945
-------- -------- -------- -------- -------- --------
Total deductions 93,318 64,003 33,673 194,847 103,952 40,387
-------- -------- -------- -------- -------- --------
Net deposits into Separate Account $789,617 $381,474 $279,661 $482,008 $543,203 $182,212
======== ======== ======== ======== ======== ========
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 100:
- ------------------------------
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------------
1998 1997 1996 1998 1997 1996
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $652,869 $297,431 $ 91,429 $542,245 $380,598 $202,195
Transfers between fund divisions and
General American 212,547 423,970 233,391 82,381 259,917 315,663
Surrenders and withdrawals (16,485) (7,250) (906) (13,406) (12,338) (2,005)
-------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 848,931 714,151 323,914 611,220 628,177 515,853
-------- -------- -------- -------- -------- --------
Deductions:
Premium load charges 21,971 10,273 3,162 18,719 12,990 6,724
Cost of insurance and administrative
expenses 237,042 159,083 38,520 172,801 138,712 79,260
-------- -------- -------- -------- -------- --------
Total deductions 259,013 169,356 41,682 191,520 151,702 85,984
-------- -------- -------- -------- -------- --------
Net deposits into Separate Account $589,918 $544,795 $282,232 $419,700 $476,475 $429,869
======== ======== ======== ======== ======== ========
<FN>
<F*>This fund was formerly known as the International Equity Fund. (continued)
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 100:
- ------------------------------
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
-------------------------------------- -----------------------
1998 1997 1996 1998 1997<F**>
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $694,795 $405,467 $232,270 $390,118 $ 48,912
Transfers between fund divisions and
General American 218,584 129,102 228,709 485,204 254,044
Surrenders and withdrawals (36,811) (15,375) (5,591) (2,420) 0
-------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 876,568 519,194 455,388 872,902 302,956
-------- -------- -------- -------- --------
Deductions:
Premium load charges 23,485 13,537 7,772 13,324 1,579
Cost of insurance and administrative
expenses 206,508 140,909 82,326 114,663 7,052
-------- -------- -------- -------- --------
Total deductions 229,993 154,446 90,098 127,987 8,631
-------- -------- -------- -------- --------
Net deposits into Separate Account $646,575 $364,748 $365,290 $744,915 $294,325
======== ======== ======== ======== ========
<FN>
<F*>This fund was formerly known as the Special Equity Fund.
<F**>The Small-Cap Equity Fund began operations on May 1, 1997. (continued)
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 100:
- ------------------------------
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
----------------------------------------- ----------------------------------------
1998 1997 1996 1998 1997 1996
----------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 2,136,531 $1,996,233 $ 914,095 $2,942,824 $2,402,233 $1,361,304
Transfers between fund divisions and
General American (1,236,416) 792,184 1,521,792 694,369 1,492,743 1,759,062
Surrenders and withdrawals (127,426) (44,826) (7,812) (279,188) (114,282) (38,619)
----------- ---------- ---------- ---------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 772,689 2,743,591 2,428,075 3,358,005 3,780,694 3,081,747
----------- ---------- ---------- ---------- ---------- ----------
Deductions:
Premium load charges 78,973 66,340 29,267 103,369 80,190 44,819
Cost of insurance and administrative
expenses 940,207 572,720 303,902 1,188,418 842,557 472,178
----------- ---------- ---------- ---------- ---------- ----------
Total deductions 1,019,180 639,060 333,169 1,291,787 922,747 516,997
----------- ---------- ---------- ---------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $ (246,491) $2,104,531 $2,094,906 $2,066,218 $2,857,947 $2,564,750
=========== ========== ========== ========== ========== ==========
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 100:
- ------------------------------
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
-------------------------------------- ---------------------------------------
1998 1997 1996 1998 1997 1996
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $630,759 $508,810 $373,593 $317,439 $147,295 $ 50,502
Transfers between fund divisions and
General American 143,337 313,710 307,488 146,214 109,004 137,452
Surrenders and withdrawals (59,595) (22,505) (13,206) (26,187) (5,778) (2,165)
-------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 714,501 800,015 667,875 437,466 250,521 185,789
-------- -------- -------- -------- -------- --------
Deductions:
Premium load charges 21,503 17,197 11,611 10,729 4,955 1,674
Cost of insurance and administrative
expenses 195,007 165,254 112,510 117,605 74,461 24,175
-------- -------- -------- -------- -------- --------
Total deductions 216,510 182,451 124,121 128,334 79,416 25,849
-------- -------- -------- -------- -------- --------
Net deposits into Separate Account $497,991 $617,564 $543,754 $309,132 $171,105 $159,940
======== ======== ======== ======== ======== ========
<CAPTION>
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 100:
- ------------------------------
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------------
1998 1997 1996 1998 1997 1996
-------- -------- -------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $469,183 $300,761 $158,842 $60,696 $63,004 $22,003
Transfers between fund divisions and
General American 256,832 224,109 297,097 10,164 18,216 53,910
Surrenders and withdrawals (12,240) (20,348) (11,551) (2,562) (4,909) (5,154)
-------- -------- -------- ------- ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 713,775 504,522 444,388 68,298 76,311 70,759
-------- -------- -------- ------- ------- -------
Deductions:
Premium load charges 15,948 10,110 4,982 2,007 2,147 712
Cost of insurance and administrative
expenses 130,579 105,718 57,557 17,277 19,651 13,421
-------- -------- -------- ------- ------- -------
Total deductions 146,527 115,828 62,539 19,284 21,798 14,133
-------- -------- -------- ------- ------- -------
Net deposits into Separate Account $567,248 $388,694 $381,849 $49,014 $54,513 $56,626
======== ======== ======== ======= ======= =======
<FN>
<F*> This fund was formerly known as the Gold & Natural Resources Fund. (continued)
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life - 100:
- ------------------------------
MULTI-STYLE EQUITY CORE BOND AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------------ ------------- ----------------- -------------
1998<F*> 1998<F*> 1998<F*> 1998<F*>
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Total gross deposits $11,281 $1,071 $(3,957) $ 1,368
Transfers between fund divisions and
General American 62,902 7,124 20,863 12,106
Surrenders and withdrawals (69) 0 0 0
------- ------ ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 74,114 8,195 16,906 13,474
------- ------ ------- -------
Deductions:
Premium load charges 460 40 167 103
Cost of insurance and administrative
expenses 5,703 1,266 3,404 1,186
------- ------ ------- -------
Total deductions 6,163 1,306 3,571 1,289
------- ------ ------- -------
Net deposits into Separate Account $67,951 $6,889 $13,335 $12,185
======= ====== ======= =======
<FN>
<F*> The Variable Universal Life - 100 product became available to these
funds on April 30, 1998. (continued)
</TABLE>
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
<TABLE>
Russell Variable Universal Life:<F*>
- ------------------------------------
<CAPTION>
MONEY MARKET MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION FUND DIVISION
------------------------ ------------------------- -------------------------
1998 1997 1998 1997<F**> 1998 1997<F**>
--------- ----------- ---------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 415,709 $ 4,627,386 $1,037,690 $ 19,255 $ 932,874 $ 3,472
Transfers between fund divisions and
General American (469,090) (4,374,607) 154,284 1,937,967 167,553 914,278
Surrenders and withdrawals 0 0 (13,263) (328) (15,205) 0
--------- ----------- ---------- ---------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions (53,381) 252,779 1,178,711 1,956,894 1,085,222 917,750
--------- ----------- ---------- ---------- ---------- --------
Deductions:
Premium load charges 27,188 72,762 75,029 1,369 62,053 0
Cost of insurance and administrative
expenses 10,537 72,945 108,054 19,567 102,484 21,735
--------- ----------- ---------- ---------- ---------- --------
Total deductions 37,725 145,707 183,083 20,936 164,537 21,735
--------- ----------- ---------- ---------- ---------- --------
Net deposits into (withdrawals from)
Separate Account $ (91,106) $ 107,072 $ 995,628 $1,935,958 $ 920,685 $896,015
========= =========== ========== ========== ========== ========
(continued)
<FN>
<F*>Russell Variable Universal Life product was introduced in 1997, and
the first deposit was received on June 6, 1997.
<F**>The Multi-style Equity Fund and Core Bond Fund began operations on
January 2, 1997.
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Russell Variable Universal Life:<F*>
- ------------------------------------
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
----------------------- -----------------------
1998 1997<F**> 1998 1997<F**>
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Total gross deposits $397,370 $ 12,641 $514,239 $ 8,990
Transfers between fund divisions and
General American 54,038 987,308 91,705 532,277
Surrenders and withdrawals (3,526) (94) (6,050) (137)
-------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 447,882 999,855 599,894 541,130
-------- -------- -------- --------
Deductions:
Premium load charges 28,279 822 36,821 548
Cost of insurance and administrative
expenses 35,589 6,442 50,919 10,345
-------- -------- -------- --------
Total deductions 63,868 7,264 87,740 10,893
-------- -------- -------- --------
Net deposits into Separate Account $384,014 $992,591 $512,154 $530,237
======== ======== ======== ========
(continued)
<FN>
<F*>Russell Variable Universal Life product was introduced in 1997,
and the first deposit was received on June 6, 1997.
<F**>The Aggressive Equity Fund and Non-US Fund began operations on
January 2, 1997.
</TABLE>
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
<TABLE>
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- ------------- --------------
1998 1998 1998 1998
-------- ---------- ------ ------
<S> <C> <C> <C> <C>
Total gross deposits $ 4,307 $2,186,833 $ 86 $ 186
Transfers between fund divisions and
General American 136,331 (337,148) 5,616 8,181
-------- ---------- ------ ------
Total gross deposits, transfers, and
surrenders between fund divisions 140,638 1,849,685 5,702 8,367
-------- ---------- ------ ------
Deductions:
Premium load charges 555 262,833 14 27
Cost of insurance and administrative
expenses 2,864 52,876 52 154
-------- ---------- ------ ------
Total deductions 3,419 315,709 66 181
-------- ---------- ------ ------
Net deposits into Separate Account $137,219 $1,533,976 $5,636 $8,186
======== ========== ====== ======
(continued)
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on September 29, 1998.
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
ASSET ALLOCATION INTERNATIONAL INDEX MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION FUND DIVISION<F**> FUND DIVISION<F***> FUND DIVISION
---------------- ------------------- ------------------- ----------------
1998 1998 1998 1998
------- ------ ------ ------
<S> <C> <C> <C> <C>
Total gross deposits $ 294 $ 398 $ 269 $ 506
Transfers between fund divisions and
General American 11,801 7,529 6,292 6,347
------- ------ ------ ------
Total gross deposits, transfers, and
surrenders between fund divisions 12,095 7,927 6,561 6,853
------- ------ ------ ------
Deductions:
Premium load charges 30 44 34 68
Cost of insurance and administrative
expenses 166 192 247 265
------- ------ ------ ------
Total deductions 196 236 281 333
------- ------ ------ ------
Net deposits into Separate Account $11,899 $7,691 $6,280 $6,520
======= ====== ====== ======
(continued)
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on September 29, 1998.
<F**>This fund was formerly known as the International Equity Fund.
<F***>This fund was formerly known as the Special Equity Fund.
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
EQUITY INCOME GROWTH OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------- ------------- ------------- -------------
1998 1998 1998 1998
------- ------- ------ ------
<S> <C> <C> <C> <C>
Total gross deposits $ 2,126 $ 3,312 $ 550 $1,890
Transfers between fund divisions and
General American 22,773 43,658 6,272 6,091
------- ------- ------ ------
Total gross deposits, transfers, and
surrenders between fund divisions 24,899 46,970 6,822 7,981
------- ------- ------ ------
Deductions:
Premium load charges 235 248 55 111
Cost of insurance and administrative
expenses 1,202 1,227 195 635
------- ------- ------ ------
Total deductions 1,437 1,475 250 746
------- ------- ------ ------
Net deposits into Separate Account $23,462 $45,495 $6,572 $7,235
======= ======= ====== ======
(continued)
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on September 29, 1998.
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
WORLDWIDE WORLDWIDE MULTI-STYLE
HIGH INCOME HARD ASSETS EMERGING MARKETS EQUITY
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------- ------------- ---------------- -------------
1998 1998 1998 1998
------- ---- ------ -------
<S> <C> <C> <C> <C>
Total gross deposits $ 582 $ 74 $ 45 $26,946
Transfers between fund divisions and
General American 11,663 56 1,753 12,531
------- ---- ------ -------
Total gross deposits, transfers, and
surrenders between fund divisions 12,245 130 1,798 39,477
------- ---- ------ -------
Deductions:
Premium load charges 84 12 7 3,877
Cost of insurance and administrative
expenses 300 4 91 1,140
------- ---- ------ -------
Total deductions 384 16 98 5,017
------- ---- ------ -------
Net deposits into Separate Account $11,861 $114 $1,700 $34,460
======= ==== ====== =======
(continued)
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on September 29, 1998.
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
AGGRESSIVE
CORE BOND EQUITY NON-US INCOME & GROWTH
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------- ------------- ------------- ---------------
1998 1998 1998 1998
------ ------- ------ ------
<S> <C> <C> <C> <C>
Total gross deposits $2,978 $23,310 $3,248 $ 126
Transfers between fund divisions and
General American 4,298 10,915 5,871 6,880
------ ------- ------ ------
Total gross deposits, transfers, and
surrenders between fund divisions 7,276 34,225 9,119 7,006
------ ------- ------ ------
Deductions:
Premium load charges 420 3,441 448 29
Cost of insurance and administrative
expenses 98 755 184 132
------ ------- ------ ------
Total deductions 518 4,196 632 161
------ ------- ------ ------
Net deposits into Separate Account $6,758 $30,029 $8,487 $6,845
====== ======= ====== ======
(continued)
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on September 29, 1998.
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
SMALL COMPANY
INTERNATIONAL VALUE BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------- ------------- -------------- -------------
1998 1998 1998 1998
---- ------ ------ ------
<S> <C> <C> <C> <C>
Total gross deposits $258 $ 93 $ 117 $ 54
Transfers between fund divisions and
General American 713 3,740 3,219 3,034
---- ------ ------ ------
Total gross deposits, transfers, and
surrenders between fund divisions 971 3,833 3,336 3,088
---- ------ ------ ------
Deductions:
Premium load charges 44 17 14 12
Cost of insurance and administrative
expenses 74 30 23 154
---- ------ ------ ------
Total deductions 118 47 37 166
---- ------ ------ ------
Net deposits into Separate Account $853 $3,786 $3,299 $2,922
==== ====== ====== ======
(continued)
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998,
and the first deposit was received on September 29, 1998.
</TABLE>
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
<TABLE>
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- ------------- --------------
1998 1998 1998 1998
------ -------- ---- ----
<S> <C> <C> <C> <C>
Total gross deposits 0 327,992 0
Transfers between fund divisions and
General American $1,201 $(21,803) $905 $ 0
------ -------- ---- ----
Total gross deposits, transfers, and
surrenders between fund divisions 1,201 306,189 905 0
------ -------- ---- ----
Deductions:
Premium load charges 0 50,777 0 0
Cost of insurance and administrative
expenses 24 14,164 24 0
------ -------- ---- ----
Total deductions 24 64,941 24 0
------ -------- ---- ----
Net deposits into Separate Account $1,177 $241,248 $881 $ 0
====== ======== ==== ====
(continued)
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product
was introduced in 1998, and the first deposit was received on October 14,
1998.
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
INTERNATIONAL INDEX MID-CAP EQUITY SMALL-CAP EQUITY EQUITY INCOME
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------------- -------------- ---------------- -------------
1998 1998 1998 1998
---- ------ ------ ------
<S> <C> <C> <C> <C>
Transfers between fund divisions and
General American $905 $1,752 $1,692 $2,609
---- ------ ------ ------
Total gross deposits, transfers, and
surrenders between fund divisions 905 1,752 1,692 2,609
---- ------ ------ ------
Deductions:
Cost of insurance and administrative
expenses 24 54 53 76
---- ------ ------ ------
Total deductions 24 54 53 76
---- ------ ------ ------
Net deposits into Separate Account $881 $1,698 $1,639 $2,533
==== ====== ====== ======
(continued)
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was
introduced in 1998, and the first deposit was received on October 14, 1998.
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
MULTI-STYLE
GROWTH OVERSEAS HIGH INCOME EQUITY
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------- ------------- ------------- -------------
1998 1998 1998 1998
---- ------ ------ ------
<S> <C> <C> <C> <C>
Transfers between fund divisions and
General American $905 $1,706 $1,711 $4,306
---- ------ ------ ------
Total gross deposits, transfers, and
surrenders between fund divisions 905 1,706 1,711 4,306
---- ------ ------ ------
Deductions:
Cost of insurance and administrative
expenses 24 53 53 133
---- ------ ------ ------
Total deductions 24 53 53 133
---- ------ ------ ------
Net deposits into Separate Account $881 $1,653 $1,658 $4,173
==== ====== ====== ======
(continued)
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was
introduced in 1998, and the first deposit was received on October 14, 1998.
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
WORLDWIDE WORLDWIDE
HARD ASSETS EMERGING MARKETS
FUND DIVISION FUND DIVISION
------------- ----------------
1998 1998
---- ----
<S> <C> <C>
Transfers between fund divisions and
General American 0 $ 0
Total gross deposits, transfers, and
surrenders between fund divisions 0 0
---- ----
Deductions:
Cost of insurance and administrative
expenses 0 0
---- ----
Total deductions 0 0
---- ----
Net deposits into Separate Account $ 0 $ 0
==== ====
(continued)
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was
introduced in 1998, and the first deposit was received on October 14, 1998.
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
CORE BOND NON-US
FUND DIVISION FUND DIVISION
------------- -------------
1998 1998
------ ------
<S> <C> <C>
Transfers between fund divisions and
General American $1,708 $1,774
------ ------
Total gross deposits, transfers, and
surrenders between fund divisions 1,708 1,774
------ ------
Deductions:
Cost of insurance and administrative
expenses 50 52
------ ------
Total deductions 50 52
------ ------
Net deposits into Separate Account $1,658 $1,722
====== ======
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was
introduced in 1998, and the first deposit was received on October 14, 1998.
(continued)
<PAGE>
<PAGE>
<CAPTION>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT,
(CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
SMALL COMPANY
INTERNATIONAL VALUE BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
------------- ------------- -------------- -------------
1998 1998 1998 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Total gross deposits $ 0 $ 0 $ 0 $ 0
Transfers between fund divisions and
General American 0 0 0 0
Surrenders and withdrawals 0 0 0 0
---- ---- ---- ----
Total gross deposits, transfers, and
surrenders between fund divisions 0 0 0 0
---- ---- ---- ----
Deductions:
Premium load charges 0 0 0 0
Cost of insurance and administrative
expenses 0 0 0 0
---- ---- ---- ----
Total deductions 0 0 0 0
---- ---- ---- ----
Net deposits into Separate Account $ 0 $ 0 $ 0 $ 0
==== ==== ==== ====
<FN>
<F*>The Joint and Survivor Variable Universal Life Insurance 98 product was
introduced in 1998, and the first deposit was received on October 14, 1998.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
SCHEDULE OF INVESTMENTS
DECEMBER 31, 1998
<CAPTION>
No. of Shares Market Value
------------- ------------
<S> <C> <C>
S & P 500 Index Fund
General American Capital Company <F*> 840,692 $42,444,451
Money Market Fund
General American Capital Company <F*> 344,308 6,628,249
Bond Index Fund
General American Capital Company <F*> 202,948 5,112,190
Managed Equity Fund
General American Capital Company <F*> 155,077 5,524,930
Asset Allocation Fund
General American Capital Company <F*> 353,370 13,268,875
International Index Fund <F**>
General American Capital Company <F*> 499,317 9,923,419
Mid-Cap Equity Fund <F***>
General American Capital Company <F*> 339,277 7,378,489
Small-Cap Equity Fund
General American Capital Company <F*> 54,341 2,366,635
Equity-Income Fund
Variable Insurance Products Fund 821,865 20,891,810
Growth Fund
Variable Insurance Products Fund 787,012 35,313,212
Overseas Fund
Variable Insurance Products Fund 497,345 9,971,775
Asset Manager Fund
Variable Insurance Products Fund II 68,024 1,235,314
High Income Fund
Variable Insurance Products Fund 259,130 2,987,766
Worldwide Hard Assets Fund <F****>
Van Eck Worldwide Insurance Trust 23,991 220,714
Worldwide Emerging Markets Fund
Van Eck Worldwide Insurance Trust 266 1,895
<FN>
<F*> These funds use consent dividending. See Note 2C.
<F**> This fund was formerly known as the International Equity Fund.
<F***> This fund was formerly known as the Special Equity Fund.
<F****>This fund was formerly known as the Gold & Natural Resources Fund
<CAPTION>
See accompanying notes to financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
SCHEDULE OF INVESTMENTS (CONTINUED)
DECEMBER 31, 1998
No. of Shares Market Value
------------- ------------
<S> <C> <C>
Multi-Style Equity Fund
Russell Insurance Funds 711,706 $11,401,536
Core Bond Fund
Russell Insurance Funds 602,660 6,436,407
Aggressive Equity Fund
Russell Insurance Funds 312,669 3,970,890
Non-US Fund
Russell Insurance Funds 308,122 3,417,076
Income & Growth Fund
American Century Variable Portfolios 1,095 7,422
International Fund
American Century Variable Portfolios 119 903
Value Fund
American Century Variable Portfolios 487 3,280
Bond Portfolio
J.P. Morgan Series Trust II 283 3,302
Small Company Portfolio
J.P. Morgan Series Trust II 273 3,242
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Consolidated Financial Statements
December 31, 1998 and 1997
(With Independent Auditors' Report Thereon)
<PAGE>
<PAGE>
INDEPENDENT AUDITORS' REPORT
Board of Directors and Members of
General American Life Insurance Company:
We have audited the accompanying consolidated balance sheets of General
American Life Insurance Company and subsidiaries as of December 31, 1998
and 1997, and the related consolidated statements of operations,
comprehensive income, stockholder equity, and cash flows for each of the
years in the three-year period ended December 31, 1998. These
consolidated financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on
these consolidated 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. 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, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of
General American Life Insurance Company and subsidiaries as of
December 31, 1998 and 1997, and the results of their operations and
their cash flows for each of the years in the three-year period ended
December 31, 1998, in conformity with generally accepted accounting
principles.
March 4, 1999
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Consolidated Balance Sheets
December 31, 1998 and 1997
(dollars in thousands)
<CAPTION>
ASSETS 1998 1997
----------- ----------
<S> <C> <C>
Fixed maturities:
Available for sale, at fair value $11,068,283 9,115,519
Mortgage loans, net 2,337,542 2,140,262
Real estate, net 129,851 140,145
Equity securities, at fair value 48,550 24,211
Policy loans 2,151,028 2,073,152
Short-term investments 195,346 190,374
Other invested assets 457,645 243,921
----------- ----------
Total investments 16,388,245 13,927,584
Cash and cash equivalents 591,107 358,879
Accrued investment income 205,645 168,592
Reinsurance recoverables 904,998 718,717
Other contract deposits 4,094,777 3,336,328
Deferred policy acquisition costs 773,762 695,253
Other assets 602,965 488,582
Separate account assets 5,287,456 4,118,860
----------- ----------
Total assets $28,848,955 23,812,795
=========== ==========
LIABILITIES AND STOCKHOLDER EQUITY
Policy and contract liabilities:
Future policy benefits $5,516,869 4,933,787
Policyholder account balances:
Universal life 2,960,940 2,534,744
Annuities 3,714,526 4,161,946
Pension funds and interest sensitive
contract liabilities 7,581,276 4,732,400
Policy and contract claims 591,088 458,606
Dividends payable to policyholders 121,740 113,525
----------- ----------
Total policy and contract liabilities 20,486,439 16,935,008
Amounts payable to reinsurers 201,395 247,679
Long-term debt and notes payable 221,850 214,477
Other liabilities and accrued expenses 912,291 826,868
Deferred tax liability, net 75,429 89,046
Separate account liabilities 5,267,553 4,112,666
----------- ----------
Total liabilities 27,164,957 22,425,744
----------- ----------
Minority interests 383,085 216,555
Stockholder equity:
Common stock, $1 par value, 5,000,000 shares
authorized, 3,000,000 shares issued and
outstanding 3,000 3,000
Additional paid-in capital 3,000 3,000
Retained earnings 1,242,004 1,057,613
Accumulated other comprehensive income 52,909 106,883
----------- ----------
Total stockholder equity 1,300,913 1,170,496
----------- ----------
Total liabilities and stockholder equity $28,848,955 23,812,795
=========== ==========
See accompanying notes to consolidated financial statements.
</TABLE>
2
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Consolidated Statements of Operations
Years ended December 31, 1998, 1997, and 1996
(dollars in thousands)
<CAPTION>
1998 1997 1996
---------- --------- ---------
<S> <C> <C> <C>
Revenues:
Insurance premiums and other considerations $2,244,156 1,768,169 1,623,228
Net investment income 1,135,838 945,542 806,883
Ceded commissions 39,921 44,902 27,538
Other income 330,731 362,160 280,803
Net realized investment gains 13,646 28,538 24,531
---------- --------- ---------
Total revenues 3,764,292 3,149,311 2,762,983
Benefits and expenses:
Policy benefits 1,992,997 1,528,333 1,379,803
Interest credited to policyholder account balances 426,806 345,937 262,532
---------- --------- ---------
Total policyholder benefits 2,419,803 1,874,270 1,642,335
Dividends to policyholders 192,085 182,146 171,904
Policy acquisition costs 240,640 168,045 143,094
Other insurance and operating expenses 711,901 739,814 642,636
---------- --------- ---------
Total benefits and expenses 3,564,429 2,964,275 2,599,969
---------- --------- ---------
Income before provision for income taxes
and minority interest 199,863 185,036 163,014
---------- --------- ---------
Income tax provision (benefit):
Current 35,226 65,778 45,902
Deferred 18,351 (113) 13,992
---------- --------- ---------
Total provision for income taxes 53,577 65,665 59,894
---------- --------- ---------
Income before minority interest 146,286 119,371 103,120
Minority interest in earnings of consolidated
subsidiaries (29,220) (22,134) (19,888)
---------- --------- ---------
Net income $117,066 97,237 83,232
========== ========= =========
See accompanying notes to consolidated financial statements.
</TABLE>
3
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
Years ended December 31, 1998, 1997, and 1996
(dollars in thousands)
<CAPTION>
1998 1997 1996
-------- ------- -------
<S> <C> <C> <C>
Net income $117,066 97,237 83,232
Other comprehensive (loss) income (53,974) 75,583 (49,705)
-------- ------- -------
Comprehensive income $63,092 172,820 33,527
======== ======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
4
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Consolidated Statements of Stockholder Equity
Years ended December 31, 1998, 1997, and 1996
(dollars in thousands)
<CAPTION>
ACCUMULATED
ADDITIONAL OTHER TOTAL
COMMON PAID-IN RETAINED COMPREHENSIVE STOCKHOLDER
STOCK CAPITAL EARNINGS INCOME EQUITY
------ ----------- --------- ------------- -----------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1995 $ -- -- 876,078 81,005 957,083
Net income -- -- 83,232 -- 83,232
Other comprehensive (loss) income -- -- -- (49,705) (49,705)
Other, net -- -- 7,177 -- 7,177
------ ----- --------- ------- ---------
Balance at December 31, 1996 -- -- 966,487 31,300 997,787
Net income -- -- 97,237 -- 97,237
Other comprehensive income -- -- -- 75,583 75,583
Issuance of common stock 3,000 3,000 (6,000) -- --
Dividend to parent -- -- (4,480) -- (4,480)
Other, net -- -- 4,369 -- 4,369
------ ----- --------- ------- ---------
Balance at December 31, 1997 3,000 3,000 1,057,613 106,883 1,170,496
Net income -- -- 117,066 -- 117,066
Other comprehensive (loss) income -- -- -- (53,974) (53,974)
Parent's share of subsidiary's
issuance of nonvoting stock -- -- 68,609 -- 68,609
Other, net -- -- (1,284) -- (1,284)
------ ----- --------- ------- ---------
Balance at December 31, 1998 $3,000 3,000 1,242,004 52,909 1,300,913
====== ===== ========= ======= =========
See accompanying notes to consolidated financial statements.
</TABLE>
5
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Years ended December 31, 1998, 1997, and 1996
(dollars in thousands)
<CAPTION>
1998 1997 1996
----------- ---------- ----------
<S> <C> <C> <C>
Cash flows from operating activities:
Net income $ 117,066 97,237 83,232
Adjustments to reconcile net income to net cash
(used in) provided by operating activities:
Change in:
Accrued investment income (37,424) (20,568) (16,275)
Reinsurance recoverables and other contract deposits (942,384) (838,390) (159,713)
Deferred policy acquisition costs (102,050) (113,040) (87,249)
Other assets (99,506) (61,796) (51,444)
Future policy benefits 582,899 693,052 330,511
Policy and contract claims 132,481 105,503 14,652
Other liabilities and accrued expenses 48,220 319,787 65,184
Deferred income tax provision 18,351 (113) 13,992
Policyholder considerations (219,295) (137,163) (144,748)
Interest credited to policyholder account balances 426,806 345,937 262,532
Amortization and depreciation 34,578 32,744 28,375
Net realized investment gains (13,646) (28,538) (24,531)
Other, net 7,380 372 (14,554)
----------- ---------- ----------
Net cash (used in) provided by operating
activities (46,524) 395,024 299,964
----------- ---------- ----------
Cash flows from investing activities:
Proceeds from investments sold or redeemed:
Fixed maturities available for sale 2,027,415 2,070,743 1,822,169
Mortgage loans 370,418 594,151 182,650
Equity securities 2,065 31,602 13,427
Cost of investments purchased:
Fixed maturities available for sale (4,251,065) (4,463,100) (3,428,943)
Mortgage loan originations (594,480) (438,959) (593,438)
Equity securities (17,396) (47,283) (39,553)
Maturity of fixed maturities available for sale 145,247 281,736 225,087
Increase in policy loans, net (77,876) (153,399) (210,624)
Increase in short-term and other invested assets, net (215,142) (130,464) (12,678)
Investments in subsidiaries (24,531) (6,032) (4,807)
----------- ---------- ----------
Net cash used in investing activities (2,635,345) (2,261,005) (2,046,710)
----------- ---------- ----------
Cash flows from financing activities:
Net policyholder account and contract deposits 2,682,959 2,121,488 1,632,495
Proceeds from subsidiary stock offering 221,837 -- --
Issuance of debt 2,281 1,857 106,903
Repayment of debt (411) (80,606) (19,497)
Dividends (3,839) (2,112) (1,832)
Other, net 27,577 46,829 26,770
----------- ---------- ----------
Net cash provided by financing activities 2,930,404 2,087,456 1,744,839
----------- ---------- ----------
Effect of exchange rate changes (16,307) (5,320) (266)
----------- ---------- ----------
Net increase (decrease) in cash and
cash equivalents 232,228 216,155 (2,173)
Cash and cash equivalents at beginning of year 358,879 142,724 144,897
----------- ---------- ----------
Cash and cash equivalents at end of year $ 591,107 358,879 142,724
=========== ========== ==========
See accompanying notes to consolidated financial statements.
</TABLE>
6
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
(1) BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
REORGANIZATION
In September 1996, the Board of Directors of General American
Life Insurance Company (General American) adopted the
Reorganization Plan (Plan) which authorized the reorganization
(Reorganization) of General American into a mutual insurance
holding company structure. The Missouri Department of Insurance
held a public hearing on the Reorganization on December 19, 1996
and approved the Plan on January 24, 1997. The policyholders of
General American approved the Plan on January 28, 1997 and the
Reorganization became effective on April 24, 1997 (effective
date). General American was the first company to obtain approval
and to form a mutual insurance holding company under the Missouri
Mutual Holding Company Statute.
Pursuant to the Reorganization, General American (the Company)
(i) formed General American Mutual Holding Company (GAMHC) as a
mutual insurance holding company under the insurance laws of the
State of Missouri, (ii) formed GenAmerica Corporation
(GenAmerica) as an intermediate stock holding company under the
general laws of the State of Missouri, and (iii) amended and
restated its Charter and Articles of Incorporation to authorize
the issuance of capital stock and the continuance of its
existence as a stock life insurance company under the same name.
GAMHC may, among other things, elect all of the directors of
GenAmerica and approve matters submitted for shareholder
approval. As of the effective date of the Reorganization, the
membership interests and the contractual rights of the
policyholders of the Company were separated - the membership
interests automatically became, by operation of law, membership
interests in GAMHC and the contractual rights remained with the
Company. Each person who becomes the owner of a designated policy
or contract of insurance or annuity issued by the Company after
the effective date of the Reorganization (subject to certain
exceptions and conditions set forth in the Articles of
Incorporation of GAMHC) will become a member of GAMHC and have a
membership interest in GAMHC by operation of law so long as such
policy or contract remains in force. The membership interests in
GAMHC follow, and are not severable, from the insurance policy or
annuity contract from which the membership interest in GAMHC is
derived.
On the effective date, the Company issued three million shares of
its authorized shares of capital stock to GAMHC. GAMHC then
contributed all of these to GenAmerica in exchange for one
thousand shares of its common stock. As a result, GenAmerica
directly owns the Company, and GAMHC indirectly owns the Company,
through GenAmerica. The Reorganization was accounted for at
historical cost in a manner similar to a pooling of interests.
The consolidated financial statements include the assets,
liabilities, and results of operations of the Company and its
wholly owned subsidiaries, General American Holding Company, a
noninsurance holding company; Cova Corporation, an insurance
holding company; Paragon Life Insurance Company; Security Equity
Life Insurance Company; General Life Insurance Company of
America; General Life Insurance Company, its 53.3 percent owned
subsidiary, Reinsurance Group of America, Incorporated (RGA), an
insurance holding company, and its 62.7 percent owned subsidiary,
Conning Corporation.
(Continued)
7
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
The Company's principal lines of business, conducted through
itself or one of its subsidiaries, are Individual Life Insurance,
Annuities, Group Life and Health Insurance, Asset Management, and
Reinsurance. The Company distributes its products and services
primarily through a nationwide network of general agencies,
independent brokers, and group sales and claims offices. The
Company and its subsidiaries are licensed to do business in all
fifty states, ten Canadian provinces, Puerto Rico, and the
District of Columbia. Through its subsidiaries, the Company has
operations in Europe, Pacific Rim countries, Latin America, and
Africa.
INITIAL PUBLIC OFFERING
In December 1997, the Company's subsidiary, Conning Corporation
(Conning), successfully completed an initial public offering
(IPO) of 2.875 million shares of its common stock. Conning
received net proceeds of approximately $34.5 million from the
offering. The Company owned 62.7 percent of the total shares
outstanding of Conning's common stock at December 31, 1998 and
1997. The publicly held stock of Conning is listed on the NASDAQ
National Market System.
SUBSEQUENT OFFERINGS
At the Company's subsidiary, RGA's annual stockholders' meeting
on May 27, 1998, a new class of non-voting common stock was
authorized. In June 1998, RGA completed a secondary public
offering in which it sold 4.945 million shares of non-voting
common stock traded on the New York Stock Exchange under the
symbol RGA.A. The offering provided net proceeds of
approximately $221.8 million which have been utilized to finance
the continued growth of RGA's operations domestically and
internationally. After the subsequent offering, the Company's
ownership percentage decreased from 63.8 percent to 53.3 percent.
SIGNIFICANT ACCOUNTING POLICIES
The accompanying consolidated financial statements are prepared
on the basis of generally accepted accounting principles (GAAP)
and include the accounts of the Company and its majority owned
subsidiaries. Less than majority-owned entities in which the
Company has at least a 20 percent interest are reported on the
equity basis. All significant intercompany accounts and
transactions have been eliminated in consolidation. The
preparation of financial statements requires the use of estimates
by management which affect the amounts reflected in the financial
statements. Actual results could differ from those estimates.
Accounts that the Company deems to be sensitive to changes in
estimates include future policy benefits and policy and contract
claims, deferred acquisition costs, and investment and deferred
tax valuation allowances.
The significant accounting policies of the Company are as
follows:
RECOGNITION OF REVENUE
For traditional life policies, including participating
businesses, premiums are recognized when due, less allowances for
estimated uncollectible balances. For limited payment contracts,
net premiums are recorded as revenue, and the difference between
the gross premium and the net premium is deferred and recognized
in income in a constant relationship to insurance in force over
the estimated policy life.
(Continued)
8
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
For universal life and annuity products, contract charges for
mortality, surrender, and expense, other than front-end expense
charges, are reported as income when charged to policyholders'
accounts.
Other income represents the fees generated from the Company's
noninsurance operations, primarily service and contract fees
relating to concessions, asset management, system development,
and third-party administration. Amounts are recognized when
earned.
INVESTED ASSETS
FIXED MATURITIES AND EQUITY SECURITIES: All of the
Company's securities are classified as available for sale.
Fixed maturities available for sale are reported at fair
value and are so classified based on the possibility that
such securities could be sold prior to maturity if that
action enables the Company to execute its investment
philosophy and appropriately match investment results to
operating and liquidity needs. Equity securities are
carried at fair value.
Realized gains or losses on the sale of securities are
determined on the basis of specific identification.
Unrealized gains and losses are recorded, net of related
income tax effects, in accumulated other comprehensive
income, a separate component of stockholders' equity.
MORTGAGE LOANS: Mortgage loans on real estate are stated
at an unpaid principal balance, net of unamortized
discounts and valuation allowances for possible impairment
in value. The Company discontinues the accrual of interest
on mortgage loans which are more than 90 days delinquent.
Interest received on nonaccrual mortgage loans is generally
reported as interest income.
POLICY LOANS, REAL ESTATE, AND OTHER INVESTED ASSETS:
Policy loans are carried at an unpaid principal balance and
are generally secured by the cash surrender value.
Investment real estate which the Company has the intent to
hold for the production of income is carried at depreciated
cost, net of writedowns for other than temporary declines
in fair value and encumbrances. Properties held for sale
(primarily acquired through foreclosure) are carried at the
lower of depreciated cost (fair value at foreclosure plus
capital additions less accumulated depreciation and
encumbrances) or fair value. Adjustments to carrying value
of properties held for sale are recorded in a valuation
reserve when the fair value is below depreciated cost. The
accumulated depreciation and encumbrances on real estate
amounted to $52.4 million and $47.0 million at December 31,
1998 and 1997, respectively. Direct valuation allowances
amounted to $7.3 million and $6.7 million at December 31,
1998 and 1997, respectively. Other invested assets are
principally recorded at fair value.
SHORT-TERM INVESTMENTS: Short-term investments, consisting
primarily of money market instruments and other debt issues
purchased with an original maturity of less than a year,
are carried at amortized cost, which approximates fair
value.
INVESTED ASSET IMPAIRMENT AND VALUATION ALLOWANCES:
Invested assets are considered impaired when the Company
determines that collection of all amounts due under the
contractual terms is doubtful. The Company adjusts invested
assets to their estimated net realizable value at the point
at which it determines an impairment is other than
temporary. In addition, the Company has established
valuation allowances for mortgage loans and other invested
assets. Valuation
(Continued)
9
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
allowances for other than temporary impairments in value
are netted against the asset categories to which they
apply. Additions to valuation allowances are included in
realized gains and losses.
The Company recognizes its proportionate share of the
resultant gains or losses on the issuance or repurchase of
its subsidiaries' stock as a direct credit or charge to
unassigned funds.
CASH AND CASH EQUIVALENTS: For purposes of reporting cash
flows, cash and cash equivalents represent cash, demand
deposits, and highly liquid short-term investments, which
include U.S. Treasury bills, commercial paper, and
repurchase agreements with original or remaining maturities
of 90 days or less when purchased.
INVESTMENT INCOME
Fixed maturity premium and discounts are amortized into income
using the scientific yield method over the term of the security.
Amortization of the premium or discount on mortgage-backed
securities is recognized using a scientific yield method which
considers the estimated timing and amount of prepayments of
underlying mortgage loans. Actual prepayment experience is
periodically reviewed and effective yields are adjusted when
differences arise between the prepayments originally anticipated
and the actual prepayments received and currently anticipated.
When such differences occur, the net investment in the
mortgage-backed security is adjusted to the amount that would
have existed had the new effective yield been applied since the
acquisition of the security with a corresponding charge or credit
to interest income (the "retrospective method").
POLICY AND CONTRACT LIABILITIES
For traditional life insurance policies, future policy benefits
are computed using a net level premium method with actuarial
assumptions as to mortality, persistency, and interest
established at policy issue. Assumptions established at policy
issue as to mortality and persistency are based on industry
standards and the Company's historical experience which, together
with interest and expense assumptions, provide a margin for
adverse deviation. Interest rate assumptions generally range from
2.5 percent to 11.0 percent. When the liabilities for future
policy benefits plus the present value of expected future gross
premiums are insufficient to provide for expected policy benefits
and expenses, unrecoverable deferred policy acquisition costs are
written off and thereafter a premium deficiency reserve is
established through a charge to earnings.
For participating policies, future policy benefits are computed
using a net level premium method based on the guaranteed cash
value basis for mortality and interest. Mortality rates are
similar to those used for statutory valuation purposes. Interest
rates generally range from 2.5 percent to 6.0 percent. Dividend
liabilities are established when earned.
Policyholder account balances for universal life and annuity
policies are equal to the policyholder account value before
deduction of any surrender charges. The policyholder account
value represents an accumulation of gross premium payments plus
credited interest less expense and mortality charges, and
withdrawals. These expense charges are recognized in income as
earned.
(Continued)
10
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
The range of weighted average interest crediting rates used by
the Company's life insurance subsidiaries were as follows:
1998 1997 1996
---------- ---------- -----------
Universal life 5.25-7.10% 6.00-7.10% 6.00-7.56%
Annuities 4.00-9.20% 5.70-9.30% 5.70-13.00%
========== ========== ===========
Accident and health benefits for active lives are calculated
using the net level premium method and assumptions as to future
morbidity, withdrawals, and interest, which provide a margin for
adverse deviation. Benefit liabilities for disabled lives are
calculated using the present value of future benefits and
experience assumptions for claim termination, expense, and
interest which also provide a margin for adverse deviation.
POLICY AND CONTRACT CLAIMS
The Company establishes a liability for unpaid claims based on
estimates of the ultimate cost of claims incurred, which is
comprised of aggregate case basis estimates, average claim costs
for reported claims, and estimates of incurred but not reported
losses based on past experience. Policy and contract claims
include a provision for both life and accident and health claims.
Management believes the liabilities for unpaid claims are
adequate to cover the ultimate liability; however, due to the
underlying risks and the high degree of uncertainty associated
with the determination of the liability for unpaid claims, the
amounts which will ultimately be paid to settle these liabilities
cannot be precisely determined and may vary from the estimated
amount included in the consolidated balance sheets.
DEFERRED POLICY ACQUISITION COSTS
The costs of acquiring new business, which vary with and are
primarily related to the production of new and renewal business,
have been deferred to the extent that such costs are deemed
recoverable from future profitability of the underlying business.
Such costs include commissions, premium taxes, as well as certain
other costs of policy issuance and underwriting.
For limited payment and other nonparticipating traditional life
insurance policies, the deferred policy acquisition costs are
amortized, with interest, in proportion to the ratio of the
expected annual premium revenue to the expected total premium
revenue. Expected future premium revenue is estimated utilizing
the same assumptions used for computing liabilities for future
policy benefits for these policies.
For participating life insurance, universal life, and annuity
type contracts, the deferred policy acquisition costs are
amortized over a period of not more than thirty years in relation
to the present value of estimated gross profits arising from
interest margin, cost of insurance, policy administration, and
surrender charges.
(Continued)
11
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
The range of average rates of assumed interest used by the
Company's life insurance subsidiaries in estimated gross margins
were as follows:
1998 1997 1996
---------- ---------- ----------
Participating life 8.25% 8.17% 8.70%
Universal life 6.25-7.50% 6.25-7.79% 6.00-8.20%
Annuities 7.00-7.83% 7.00-7.84% 7.83%
========== ========== ==========
The estimates of expected gross margins are evaluated regularly
and are revised if actual experience or other evidence indicates
that revision is appropriate. Upon revision, total amortization
recorded to date is adjusted by a charge or credit to current
earnings. Deferred policy acquisition costs are adjusted for the
impact on estimated gross margins as if the net unrealized gains
and losses on securities had actually been realized.
REINSURANCE AND OTHER CONTRACT DEPOSITS
In the normal course of business, the Company seeks to limit its
exposure to loss on any single insured by ceding risks to other
insurance enterprises or reinsurers under various types of
contracts including coinsurance and excess coverage. The
Company's retention level per individual life ranges between $50
thousand and $2.5 million depending on the entity writing the
policy.
The Company assumes and retrocedes financial reinsurance
contracts which represent low mortality risk reinsurance
treaties. These contracts are reported as deposits and are
included in other contract deposits in the consolidated balance
sheets. The amount of revenue reported on these contracts
represents fees and the cost of insurance under the terms of the
reinsurance agreement.
Reinsurance activities are accounted for consistent with terms of
the underlying contracts. Premiums ceded to other companies have
been reported as a reduction of premiums. Amounts applicable to
reinsurance ceded for future policy benefits and claim
liabilities have been reported as assets for these items, and
commissions and expense allowances received in connection with
reinsurance ceded have been accounted for in income as earned.
Reinsurance does not relieve the Company from its primary
responsibility to meet claim obligations. The Company evaluates
the financial conditions of its reinsurers annually.
FEDERAL INCOME TAXES
The Company and certain of its U.S. subsidiaries file
consolidated federal income tax returns. Any acquired life
insurance company is not included in the consolidated return
until the acquired company has been a member of the group for
five years. Prior to satisfying the five-year requirement, the
subsidiary files a separate federal return. RGA Barbados, a
subsidiary of RGA, also files a U.S. tax return. The Company's
foreign subsidiaries are taxed under applicable local statutes.
No deferred tax liabilities have been recognized for the foreign
subsidiaries per Accounting Principles Board (APB) Opinion 23,
Accounting for Income Taxes - Special Areas. The Company uses
the asset and liability method to record deferred income taxes.
(Continued)
12
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
Accordingly, deferred tax assets and liabilities are recognized
for the future tax consequences attributable to differences
between the financial statement carrying amounts of existing
assets and liabilities and their respective tax bases, using
enacted tax rates, expected to apply to taxable income in the
years in which those temporary differences are expected to be
recovered or settled.
SEPARATE ACCOUNT BUSINESS
The assets and liabilities of the separate account represent
segregated funds administered and invested by the Company for
purposes of funding variable life insurance and annuity contracts
for the exclusive benefit of the contractholders. The Company
charges the separate account for cost of insurance and
administrative expense associated with a contract and charges
related to early withdrawals by contractholders. The assets and
liabilities of the separate account are carried at fair value.
The Company's participation in the separate account (seed money)
is carried at fair value in the separate account, and amounted to
$19.9 million and $6.2 million at December 31, 1998 and 1997,
respectively.
FAIR VALUE OF FINANCIAL INSTRUMENTS
Fair value estimates are made at a specific point in time, based
on relevant market information and information about the
financial instrument. These estimates do not reflect any premium
or discount that could result from offering for sale at one time
the Company's entire holdings of a particular financial
instrument. Although fair value estimates are calculated using
assumptions that management believes are appropriate, changes in
assumptions could significantly affect the estimates and such
estimates should be used with care. The following assumptions
were used to estimate the fair value of each class of financial
instrument for which it was practicable to estimate fair value:
INVESTMENT SECURITIES: Fixed maturities are valued using
quoted market prices, if available. For securities not
actively traded, fair values are estimated using values
obtained from independent pricing services or in the case
of private placements are estimated by discounting expected
future cash flows using a current market rate applicable to
the yield, credit quality, and maturity of investments. The
fair values of equity securities are based on quoted market
prices.
MORTGAGE LOANS: The fair values of mortgage loans are
estimated using discounted cash flow analyses and interest
rates currently being offered for similar loans to
borrowers with similar credit ratings. Loans with similar
characteristics are aggregated for purposes of the
calculations.
POLICY LOANS: The fair value of policy loans approximates
the carrying value. The majority of these loans are
indexed, with a yield tied to a stated return.
POLICYHOLDER ACCOUNT BALANCES ON INVESTMENT TYPE CONTRACTS:
Fair values for the Company's liabilities under investment-
type contracts are estimated using discounted cash flow
calculations based on interest rates currently being
offered for similar contracts with maturities consistent
with those remaining for the contracts being valued. For
contracts with no defined maturity date, the carrying value
approximates fair value.
SEPARATE ACCOUNT ASSETS AND LIABILITIES: The separate
account assets and liabilities are carried at fair value as
determined by the market value of the underlying segregated
investments.
(Continued)
13
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
SHORT-TERM INVESTMENTS AND CASH AND CASH EQUIVALENTS: The
carrying amount approximates fair value.
LONG-TERM DEBT AND NOTES PAYABLE: The fair value of long-
term debt and notes payable is estimated using discounted
cash flow calculations based on interest rates currently
being offered for similar instruments.
Refer to note 3 for additional information on fair value of
financial instruments.
RECLASSIFICATION
The Company has reclassified the presentation of certain prior
period information to conform to the 1998 presentation.
(2) INVESTMENTS
FIXED MATURITIES AND EQUITY SECURITIES
The amortized cost and estimated fair value of fixed maturities
and equity securities at December 31, 1998 and 1997 are as
follows (in thousands):
<TABLE>
<CAPTION>
1998
--------------------------------------------------------
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
----------- ---------- -------- ----------
<S> <C> <C> <C> <C>
Available for sale:
U.S. Treasury securities $ 20,708 424 -- 21,132
Government agency
obligations 1,151,467 122,506 (11,176) 1,262,797
Corporate securities 6,889,983 380,072 (164,130) 7,105,925
Mortgage-backed securities 1,812,376 34,027 (38,553) 1,807,850
Asset-backed securities 861,736 13,027 (4,184) 870,579
----------- ------- -------- ----------
Total fixed maturities
available for sale $10,736,270 550,056 (218,043) 11,068,283
=========== ======= ======== ==========
Equity securities $ 39,041 9,509 -- 48,550
=========== ======= ======== ==========
</TABLE>
(Continued)
14
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
<TABLE>
<CAPTION>
1997
--------------------------------------------------------
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
----------- ---------- -------- ----------
<S> <C> <C> <C> <C>
Available for sale:
U.S. Treasury securities $ 48,074 1,125 (27) 49,172
Government agency
obligations 378,002 84,425 (1,281) 461,146
Corporate securities 5,491,210 319,682 (45,790) 5,765,102
Mortgage-backed securities 2,544,241 45,211 (17,832) 2,571,620
Asset-backed securities 265,725 3,380 (626) 268,479
---------- ------- ------- ---------
Total fixed maturities
available for sale $8,727,252 453,823 (65,556) 9,115,519
========== ======= ======= =========
Equity securities $ 23,558 653 -- 24,211
========== ======= ======= =========
</TABLE>
The Company manages its credit risk associated with fixed
maturities by diversifying its portfolio. At December 31, 1998,
the Company held no corporate debt securities or foreign
government debt securities of a single issuer which had a
carrying value in excess of ten percent of stockholders' equity.
The amortized cost and estimated fair value of fixed maturity
investments at December 31, 1998 are shown by contractual
maturity for all securities except, U.S. Government agencies
mortgage-backed securities which are distributed by maturity year
based on the Company's estimate of the rate of future prepayments
of principal over the remaining lives of the securities (in
thousands). These estimates are developed using prepayment
speeds provided in broker consensus data. Such estimates are
derived from prepayment speed experience at the interest rate
levels projected for the applicable underlying collateral and can
be expected to vary from actual experience. Expected maturities
may differ from contractual maturities because borrowers may have
the right to call or prepay obligations with or without call or
prepayment penalties.
<TABLE>
<CAPTION>
ESTIMATED
AMORTIZED FAIR
COST VALUE
---------- ---------
<S> <C> <C>
Due in one year or less $ 201,267 201,307
Due after one year through five years 1,794,887 1,821,575
Due after five years through ten years 2,479,699 2,528,321
Due after ten years through twenty years 4,448,041 4,709,231
Mortgage-backed securities 1,812,376 1,807,849
----------- ----------
Total $10,736,270 11,068,283
=========== ==========
</TABLE>
(Continued)
15
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
The sources of net investment income follow (in thousands):
<TABLE>
<CAPTION>
1998 1997 1996
---------- ------- -------
<S> <C> <C> <C>
Fixed maturities $ 744,347 561,709 464,512
Mortgage loans 188,775 194,504 171,781
Real estate 25,682 34,164 39,062
Equity securities 1,195 1,317 755
Policy loans 152,247 148,316 133,511
Short-term investments 22,380 16,600 13,979
Other 18,938 13,943 9,705
---------- ------- -------
Investment revenue 1,153,564 970,553 833,305
Investment expenses (17,726) (25,011) (26,422)
---------- ------- -------
Net investment income $1,135,838 945,542 806,883
========== ======= =======
</TABLE>
Net realized gains (losses) from sales of investments consist of
the following (in thousands):
<TABLE>
<CAPTION>
1998 1997 1996
------- ------- -------
<S> <C> <C> <C>
Fixed maturities:
Realized gains $19,027 23,969 27,928
Realized losses (13,978) (16,796) (10,398)
Equity securities:
Realized gains 1,985 1,835 6,146
Realized losses (164) (1,457) (288)
Other investments, net 6,776 20,987 1,143
------- ------- -------
Net realized investment gains $13,646 28,538 24,531
======= ======= =======
</TABLE>
Included in the net realized losses are permanent write-downs of
approximately $5.5 million and $4.8 million during 1998 and 1997,
respectively.
(Continued)
16
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
A summary of the components of the net unrealized appreciation
(depreciation) on invested assets carried at fair value is as follows
(in thousands):
<TABLE>
<CAPTION>
1998 1997
--------- --------
<S> <C> <C>
Unrealized appreciation (depreciation):
Fixed maturities available for sale $ 332,015 388,267
Equity securities and short-term investments 9,561 658
Derivatives (5,261) 888
Effect of unrealized appreciation (depreciation) on:
Deferred policy acquisition costs (155,713) (142,187)
Present value of future profits (473) (2,901)
Deferred income taxes (69,135) (91,779)
Other (2,931) 139
Minority interest, net of taxes (19,561) (24,341)
--------- --------
Net unrealized appreciation $ 88,502 128,744
========= ========
</TABLE>
The Company has securities on deposit with various state
insurance departments and regulatory authorities with an
amortized cost of approximately $545.7 million and $346.6 million
at December 31, 1998 and 1997, respectively.
MORTGAGE LOANS
The Company originates mortgage loans on income-producing
properties, such as apartments, retail and office buildings,
light warehouses, and light industrial facilities. Loan to value
ratios at the time of loan approval are 75 percent or less. The
Company minimizes risk through a thorough credit approval process
and through geographic and property type diversification.
The Company's mortgage loans were distributed as follows (in
thousands):
<TABLE>
<CAPTION>
1998 1997
--------------------------- ---------------------------
CARRYING PERCENT CARRYING PERCENT
VALUE OF TOTAL VALUE OF TOTAL
---------- -------- ---------- --------
<S> <C> <C> <C> <C>
Arizona $ 167,628 7.1% $ 156,453 7.2%
California 395,329 16.6 358,443 16.5
Colorado 228,096 9.6 228,797 10.5
Florida 171,608 7.2 153,174 7.0
Georgia 176,090 7.4 131,861 6.1
Illinois 162,168 6.8 155,184 7.1
Maryland 102,915 4.3 104,567 4.8
Missouri 93,528 3.9 100,815 4.6
Texas 197,375 8.3 191,619 8.8
Washington 99,615 4.2 84,140 3.9
Other 581,717 24.6 513,213 23.5
---------- ----- ---------- -----
Subtotal 2,376,069 100.0% 2,178,266 100.0%
===== =====
Valuation reserve (38,527) (38,004)
---------- ----------
Total $2,337,542 $2,140,262
========== ==========
</TABLE>
(Continued)
17
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
<TABLE>
<CAPTION>
1998 1997
--------------------------- ---------------------------
CARRYING PERCENT CARRYING PERCENT
VALUE OF TOTAL VALUE OF TOTAL
---------- -------- ---------- --------
<S> <C> <C> <C> <C>
Property type:
Apartment $ 77,069 3.2% $ 101,038 4.6%
Retail 872,205 36.7 903,438 41.5
Office building 747,824 31.5 622,185 28.6
Industrial 422,553 17.8 445,253 20.4
Other commercial 256,418 10.8 106,352 4.9
---------- ----- ---------- -----
Subtotal 2,376,069 100.0% 2,178,266 100.0%
===== =====
Valuation reserve (38,527) (38,004)
---------- ----------
Total $2,337,542 $2,140,262
========== ==========
</TABLE>
An impaired loan is measured at the present value of expected
future cash flows or, alternatively, the observable market price
or the fair value of the collateral.
Mortgage loans which have been non-income producing for the
preceding twelve months were $20.1 million and $8.7 million at
December 31, 1998 and 1997, respectively. At December 31, 1998
and 1997, the recorded investment in mortgage loans that were
considered impaired was $100.7 million and $119.7 million,
respectively, with related allowances for credit losses of
$12.6 million and $12.7 million, respectively. The average
recorded investment in impaired loans during 1998 and 1997 was
$110.2 million and $103.1 million, respectively.
For the years ended December 31, 1998, 1997, and 1996, the
Company recognized $6.8 million, $9.7 million, and $6.6 million,
respectively, of interest income on those impaired loans, which
included $7.0 million, $9.9 million, and $6.7 million,
respectively, of interest income recognized using the cash basis
method of income recognition.
The Company has outstanding mortgage loan commitments as of
December 31, 1998 totaling $429.5 million.
SECURITIES LENDING
The Company participates in a securities lending program. The
amount on loan at December 31, 1998 was $122.5 million and was
appropriately collateralized.
(Continued)
18
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
DERIVATIVES
The Company has a variety of reasons to use derivative
instruments, such as to attempt to protect the Company against
possible changes in the market value of its portfolio as a result
of interest rate changes and to manage the portfolio's effective
yield, maturity, and duration. The Company does not invest in
derivatives for speculative purposes. Upon disposition, a
realized gain or loss is recognized accordingly, except when
exercising an option contract or taking delivery of a security
underlying a futures contract. In these instances, the
recognition of gain or loss is postponed until the disposal of
the security underlying the option of futures contract.
Summarized below are the specific types of derivative instruments
used by the Company.
INTEREST RATE SWAPS: The Company manages interest rate
risk on certain contracts, primarily through the
utilization of interest rate swaps. Under interest rate
swaps, the Company agrees with counterparties to exchange,
at specified intervals, the payments between floating and
fixed-rate interest amounts calculated by reference to
notional amounts. Net interest payments are recognized
within net investment income in the consolidated statements
of operations.
At December 31, 1998, the Company had 35 outstanding
interest rate swap agreements which expire at various dates
through 2025. Under 15 of the agreements, the Company
receives a fixed rate ranging from 5.79 percent to 7.57
percent on a notional amount of $80.5 million and pays a
floating rate based on London Interbank Offered Rate
(LIBOR). Under 19 outstanding interest rate swap
agreements, the Company receives a floating rate based on
LIBOR on a notional amount of $116.0 million and pays a
fixed rate ranging from 3.13 percent to 8.56 percent. On
the remaining swap agreement, the Company receives a
floating rate based on LIBOR on a notional amount of $5
million and pays a floating rate based on LIBOR. The
estimated fair value of the agreements at December 31, 1998
was a net loss of approximately $4.7 million, which is
recognized in accumulated other comprehensive income.
At December 31, 1997, the Company had 30 outstanding
interest rate swap agreements which expire at various dates
through 2025. Under 13 of the agreements, the Company
receives a fixed rate ranging from 5.98 percent to 7.51
percent on a notional amount of $68.6 million and pays a
floating rate based on LIBOR. Under the remaining 17
outstanding interest rate swap agreements, the Company
receives a floating rate based on LIBOR on a notional
amount of $93 million and pays a fixed rate ranging from
6.50 percent to 8.56 percent. The estimated fair value of
the agreements was a net loss of approximately $2.5
million, which is not recognized in accumulated other
comprehensive income.
CURRENCY SWAPS AND CROSS CURRENCY SWAPS: Under foreign
currency swaps, the Company agrees with other parties to
exchange at specified intervals, the difference between two
currencies on an exchange rate basis the interest amounts
calculated by reference to an agreed notional principal
amount. Under cross currency swaps, the Company swaps the
difference between two currencies and between floating and
fixed-rate interest amounts calculated by reference to
notional amounts. The Company uses this technique for
foreign denominated assets to match dollar denominated
liabilities of various fixed income products. Net interest
payments are recognized within net investment income in the
consolidated statements of operations.
(Continued)
19
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
The Company had one outstanding currency swap agreement and
five outstanding cross currency swaps at December 31, 1998
and 1997, respectively, which expire at various dates
through 2016. The notional amount was $34.2 million and
$34.3 million, respectively. The 1998 estimated fair value
of the agreements was a net loss of $5.5 million and is
recognized in accumulated other comprehensive income and
the 1997 net loss of $1.3 million is not recognized in
accumulated other comprehensive income.
TOTAL RETURN SWAP: The Company uses the total return swap
to construct a structured product that resembles an equity
linked note. The total return swap is used to obtain the
equity participation. The Company agrees with other
parties to pay at specified intervals, floating-rate
interest amounts calculated by reference to an agreed
notional principal amount. In return the Company receives
equity participation, which is calculated by reference to
an agreed equity market index and a notional principal
amount. If the amount is positive at the termination date,
the Company receives such amount. If the amount is
negative at the termination date, the Company pays out such
amount to the counterparty.
At December 31, 1998, the Company had one outstanding total
return swap which expires in 2028. The notional amount was
$14.0 million and the estimated fair value of the agreement
was a net profit of $1.9 million, which is recognized in
accumulated other comprehensive income. At December 31,
1997, the Company held no return swap agreements.
FUTURES: A futures contract is an agreement involving the
delivery of a particular asset on a specified future date
at an agreed upon price. The Company generally invests in
futures on U.S. Treasury Bonds, U.S. Treasury Notes, and
the S&P 500 Index and typically closes the contract prior
to the delivery date. These contracts are generally used
to manage the portfolio's effective maturity and duration.
The 1998 unrealized gain was recognized in accumulated
other comprehensive income and the 1997 unrealized loss was
not recognized in accumulated other comprehensive income.
Futures contracts outstanding as of December 31, 1998 and
1997 were as follows (in thousands):
<TABLE>
<CAPTION>
Net sold Notional Fair Unrealized
position amount value gain (loss)
------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
December 31, 1998 (259) $33,117 $32,923 $194
December 31, 1997 (510) $51,000 $60,940 ($907)
</TABLE>
CALL OPTIONS: Currently, the Company buys both exchange-
traded and over-the-counter options based on the S&P 500
Index to support equity indexed annuity contracts. An
equity indexed annuity is a product under which
contractholders receive a minimum guaranteed value and also
participate in stock market appreciation. Options are
marked to market value quarterly. The change in value is
reflected in investment income to assure proper matching of
the hedge to changes in the liability. At December 31,
1998 and 1997, the amounts involved were not material.
(Continued)
20
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
PUT OPTION: The Company uses a put option to construct a
structured product that resembles an equity linked note. A
put option is used to hedge equity exposure that is
associated with the total return swap. The put option
helps protect the downside exposure. A lump sum payment is
made at the outset. The notional amount of the put is
based on the notional amount associated with the total
return swap. The termination date for the put option is
set to match the termination date of the total return swap.
At December 31, 1998 and 1997, the amounts involved were
not material.
The Company is exposed to credit related risk in the event
of nonperformance by counterparties to financial
instruments but does not expect any counterparties to fail
to meet their obligations. Where appropriate, master
netting agreements are arranged and collateral is obtained
in the form of rights to securities to lower the Company's
exposure to credit risk. It is the Company's policy to
deal only with highly rated companies. At December 31,
1998 and 1997, there were not any significant
concentrations with counterparties.
(3) FAIR VALUE OF FINANCIAL INSTRUMENTS
The following table presents the carrying amounts and estimated
fair values of the Company's financial instruments at
December 31, 1998 and 1997. SFAS 107, Disclosures about the Fair
Value of Financial Instruments, defines fair value of a financial
instrument as the amount at which the instrument could be
exchanged in a current transaction between willing parties (in
thousands):
<TABLE>
<CAPTION>
1998 1997
-------------------------- ------------------------
CARRYING ESTIMATED CARRYING ESTIMATED
VALUE FAIR VALUE VALUE FAIR VALUE
----------- ---------- --------- ----------
<S> <C> <C> <C> <C>
Assets:
Fixed maturities $11,068,283 11,068,283 9,115,519 9,115,519
Mortgage loans 2,337,542 2,472,485 2,140,262 2,333,895
Policy loans 2,151,028 2,151,028 2,073,152 2,073,152
Short-term investments 195,346 195,346 190,374 190,374
Other invested assets 457,645 457,645 243,921 243,921
Separate account assets 5,287,456 5,287,456 4,118,860 4,118,860
Liabilities:
Policyholder account
balances related to
investment contracts $ 6,675,466 6,781,053 6,696,690 6,608,068
Long-term debt and
notes payable 221,850 235,367 214,477 222,419
Separate account liabilities 5,267,553 5,267,553 4,112,666 4,112,666
</TABLE>
(Continued)
21
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
(4) REINSURANCE
The Company is a reinsurer to the life and health industry. The
effect of reinsurance on premiums and other considerations is as
follows (in thousands):
<TABLE>
<CAPTION>
1998 1997 1996
---------- --------- ---------
<S> <C> <C> <C>
Direct $1,253,409 1,120,169 1,097,340
Assumed 1,422,262 996,861 827,171
Ceded (431,515) (348,861) (301,283)
---------- --------- ---------
Net insurance premiums and
other considerations $2,244,156 1,768,169 1,623,228
========== ========= =========
</TABLE>
Reinsurance assumed represents approximately $313.7 billion,
$212.5 billion, and $160.0 billion of insurance in force at
December 31, 1998, 1997, and 1996, respectively. The amount of
ceded insurance in force, including retrocession, was
$31.4 billion, $50.4 billion, and $53.2 billion, for 1998, 1997,
and 1996, respectively.
(5) FEDERAL INCOME TAXES
Income tax expense (benefit) attributable to income from
operations consists of the following (in thousands):
<TABLE>
<CAPTION>
1998 1997 1996
------- ------ ------
<S> <C> <C> <C>
Current income tax expense $35,226 65,778 45,902
Deferred income tax expense (benefit) 18,351 (113) 13,992
------- ------ ------
Provision for income taxes $53,577 65,665 59,894
======= ====== ======
</TABLE>
(Continued)
22
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
Income tax expense attributable to income from operations
differed from the amounts computed by applying the U.S. federal
income tax rate of 35 percent to pre-tax income as a result of
the following (in thousands):
<TABLE>
<CAPTION>
1998 1997 1996
-------- ------ ------
<S> <C> <C> <C>
Computed "expected" tax expense $ 69,952 64,763 57,055
Increase (decrease) in income tax resulting from:
Surplus tax on mutual life insurance companies (7,505) 5,325 4,777
Foreign tax rate in excess of U.S. tax rate 752 556 941
Tax preferred investment income (10,949) (6,583) (7,318)
State tax net of federal benefit 1,660 830 971
Corporate owned life insurance (3,575) -- --
Foreign tax credit (1,261) (594) --
Goodwill amortization 1,471 956 895
Difference in book vs. tax basis in
domestic subsidiaries 2,751 2,166 2,230
Other, net 281 (1,754) 343
-------- ------ ------
Provision for income taxes $ 53,577 65,665 59,894
======== ====== ======
</TABLE>
Total income taxes were allocated as follows (in thousands):
<TABLE>
<CAPTION>
1998 1997 1996
-------- ------- -------
<S> <C> <C> <C>
Provision for income taxes $ 53,577 65,665 59,894
Income tax from stockholder equity:
Unrealized investment gain (loss) recognized
for financial reporting purposes (22,619) 55,923 (24,612)
Foreign currency translation (9,370) (12,122) --
Other (1,357) (437) (1,023)
-------- ------- -------
Total income tax $ 20,231 109,029 34,259
======== ======= =======
</TABLE>
(Continued)
23
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
The tax effects of temporary differences that give rise to
significant portions of deferred tax assets and liabilities at
December 31, 1998 and 1997 are presented below (in thousands):
<TABLE>
<CAPTION>
1998 1997
-------- -------
<S> <C> <C>
Deferred tax assets:
Reserve for future policy benefits $151,132 149,496
Deferred acquisition costs capitalized for tax 128,830 110,418
Difference in basis of post retirement benefits 7,747 6,846
Net operating loss 46,609 40,915
Other, net 127,891 132,354
-------- -------
Gross deferred tax assets 462,209 440,029
Less valuation allowance 1,338 1,150
-------- -------
Total deferred tax asset after valuation allowance $460,871 438,879
======== =======
Deferred tax liabilities:
Unrealized gain on investments $ 96,554 123,971
Deferred acquisition costs capitalized for financial reporting 274,483 282,714
Other, net 165,263 121,240
-------- -------
Total deferred tax liabilities 536,300 527,925
-------- -------
Net deferred tax liability $ 75,429 89,046
======== =======
</TABLE>
The Company has not recognized a deferred tax liability for the
undistributed earnings of its wholly owned domestic and foreign
subsidiaries because the Company currently does not expect those
unremitted earnings to become taxable to the Company in the
foreseeable future. This is because the unremitted earnings will not
be repatriated in the foreseeable future, or because those
unremitted earnings that may be repatriated will not be taxable
through the application of tax planning strategies that management
would utilize.
As of December 31, 1998, the Company has provided for a 100 percent
valuation allowance against the deferred tax asset related to the
net operating losses of RGA's Australian, Argentine, and UK
subsidiaries and NaviSys Insurance Solution's Mexican subsidiary.
The Company has provided for a 50 percent valuation allowance
against the deferred tax asset related to International Underwriting
Services' net operating losses which were incurred in separate
return limitation years. Based on income projections for future
years, a 50 percent valuation allowance is appropriate. Management
believes that it is more likely than not that results of future
operations will generate sufficient taxable income to realize the
remaining deferred tax assets.
(Continued)
24
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
At December 31, 1998, the Company had capital loss carryforwards of
$0.2 million. During 1998, 1997, and 1996 the Company paid income
taxes totaling approximately $59.6 million, $70.8 million, and $20.7
million, respectively. At December 31, 1998, the Company's
subsidiaries had recognized deferred tax assets associated with net
operating loss carryforwards of approximately $131.8 million. The
net operating loss and capital losses are expected to be utilized
during the period allowed for carryforwards.
(6) DEFERRED POLICY ACQUISITION COSTS
A summary of the policy acquisition costs deferred and amortized is
as follows (in thousands):
<TABLE>
<CAPTION>
1998 1997 1996
--------- -------- --------
<S> <C> <C> <C>
Balance at beginning of year $ 695,253 652,251 526,939
Transfer of present value of future profits -- 19,279 --
Prior year adjustment due to change in
reserving method (225) -- --
Policy acquisition costs deferred 332,899 267,008 206,790
Policy acquisition costs amortized (280,061) (211,979) (182,038)
Interest credited 39,421 40,843 38,944
Deferred policy acquisition costs relating to
change in unrealized (gain) loss on
investments available for sale (13,525) (72,149) 61,616
--------- -------- --------
Balance at end of year $ 773,762 695,253 652,251
========= ======== ========
</TABLE>
(7) ASSOCIATE BENEFIT PLANS AND POSTRETIREMENT BENEFITS
The Company has a defined benefit plan covering substantially all
associates. The benefits are based on years of service and each
associate's compensation level. The Company's funding policy is
to contribute annually the maximum amount deductible for federal
income tax purposes. Contributions provide for benefits
attributed to service to date and for those expected to be earned
in the future.
The Company also has several non-qualified, defined benefit, and
defined contribution plans for directors and management
associates. The plans are unfunded and are deductible for federal
income tax purposes when the benefits are paid.
In addition to pension benefits, the Company provides certain
health care and life insurance benefits for retired employees.
Substantially all employees may become eligible for these
benefits if they reach retirement age while working for the
Company. Alternatively, retirees may elect certain prepaid health
care benefit plans.
The Company uses the accrual method to account for the costs of
its retiree plans and amortizes its transition obligation for
retirees and fully eligible or vested employees over 20 years.
The unamortized transition obligation was $14.4 million and $16.8
million at December 31, 1998 and 1997, respectively.
(Continued)
25
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
The Board of Directors has adopted an associate incentive plan
applicable to full-time salaried associates with at least one
year of service. Contributions to the plan are determined
annually by the Board of Directors and are based upon salaries of
eligible associates. Full vesting occurs after five years of
continuous service. The Company's contribution to the plan was
$10.4 million, $10.4 million, and $8.8 million for 1998, 1997,
and 1996 respectively.
The following tables summarize the Company's associate benefit
plans and postretirement benefits (in thousands):
<TABLE>
<CAPTION>
PENSION BENEFITS OTHER BENEFITS
----------------------- ---------------------
1998 1997 1998 1997
-------- ------- ------ ------
<S> <C> <C> <C> <C>
Change in benefit obligation:
Benefit obligation at beginning of year $129,831 122,551 37,678 41,518
Service cost 5,775 5,915 1,705 1,665
Interest cost 9,269 8,597 2,898 2,488
Participant contributions -- -- 216 207
Plan amendments (423) (547) (1,317) --
Curtailments -- (1,046) -- --
Benefits paid (6,640) (5,903) (1,438) (1,577)
Actuarial (gain) or loss 11,281 264 5,962 (6,623)
-------- ------- ------ ------
Benefit obligation at end of year $149,093 129,831 45,704 37,678
======== ======= ====== ======
Change in plan assets:
Fair value of plan assets at beginning
of year 150,498 125,742 -- --
Actual return on plan assets 29,183 29,043 -- --
Employer contributions 1,703 1,616 -- --
Benefits paid (6,640) (5,903) -- --
-------- ------- ------ ------
Fair value of plan assets at
end of year $174,744 150,498 -- --
======== ======= ====== ======
</TABLE>
(Continued)
26
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
<TABLE>
<CAPTION>
PENSION BENEFITS OTHER BENEFITS
-------------------------------- -------------------------------
1998 1997 1996 1998 1997 1996
-------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Reconciliation of funded status:
Funded status $ 25,652 20,668 3,192 (45,704) (37,678) (41,518)
Unrecognized actuarial
(gain) or loss (14,455) (8,237) 9,826 (1,862) (7,824) (1,361)
Unrecognized transition
obligation 298 1,098 1,396 14,404 16,766 17,884
Unrecognized prior
service cost (780) (2,184) (580) -- -- --
-------- ------- ------- ------- ------- -------
Net amount recognized
at end of year 10,715 11,345 13,834 (33,162) (28,736) (24,995)
-------- ------- ------- ------- ------- -------
Amounts recognized in the
statement of financial
position consist of:
Prepaid benefit cost 37,921 35,850 35,335 -- -- --
Accrued benefit liability (32,208) (28,183) (26,377) (33,162) (28,736) (24,995)
Intangible asset 869 868 1,608 -- -- --
Accumulated other
comprehensive loss 4,133 2,810 3,268 -- -- --
-------- ------- ------- ------- ------- -------
Net amount recognized
at end of year 10,715 11,345 13,834 (33,162) (28,736) (24,995)
-------- ------- ------- ------- ------- -------
Other comprehensive loss
(income) attributable to
change in additional
minimum liability recognition $ 1,324 (458) (84) -- -- --
======== ======= ======= ======= ======= =======
</TABLE>
(Continued)
27
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
<TABLE>
<CAPTION>
PENSION BENEFITS OTHER BENEFITS
---------------------------- --------------------------
1998 1997 1996 1998 1997 1996
-------- ------- ------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Additional year-end information
for plans with benefit obliga-
tions in excess of plan assets:
Benefit obligation $ 36,587 32,239 29,077 45,704 37,378 41,518
Fair value of plan assets 81 41 -- -- -- --
Additional year-end information
for pension plans with accumu-
lated benefit obligations in
excess of plan assets:
Projected benefit obligation 36,587 32,239 29,077 -- -- --
Accumulated benefit
obligation 32,078 28,019 26,241 -- -- --
Fair value of plan assets 81 41 -- -- -- --
Components of net periodic
benefit cost:
Service cost 5,775 5,915 5,421 1,705 1,665 1,921
Interest cost 9,269 8,597 8,047 2,898 2,488 2,729
Expected return on plan
assets (13,261) (11,108) (10,447) -- -- --
Amortization of prior
service cost (71) (51) 58 -- -- --
Amortization of transitional
obligation 98 298 338 1,045 1,118 1,118
Recognized actuarial (gain)
or loss 432 455 491 -- (160) --
-------- ------- ------- ------ ------ ------
Net periodic benefit cost $ 2,242 4,106 3,908 5,648 5,111 5,768
======== ======= ======= ====== ====== ======
Additional loss recognized due to:
Curtailment 91 -- -- -- -- --
Settlement -- -- 192 -- -- --
Weighted average assumptions
as of December 31:
Discount rate 6.75% 7.25% 7.25% 6.75% 7.25% 7.25%
Expected long-term rate of
return on plan assets 9.00% 9.00% 9.25% -- -- --
Rate of compensation
increase (qualified plan) 4.20% 4.20% 4.50% -- -- --
======== ======= ======= ====== ====== ======
</TABLE>
(Continued)
28
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
ASSUMED HEALTH CARE COST TREND: For measurement purposes, a 7.5
percent annual rate of increase in the per capita cost of covered
health care benefits was assumed for 1998. The rate assumed to
decrease gradually to 5 percent for 2000 and remain at that level
thereafter.
Assumed health care cost trend rates have a significant effect on
the amounts reported for the health care plan. A one percentage
point change in assumed health care cost trend rates would have
the following effects:
<TABLE>
<CAPTION>
ONE PERCENTAGE ONE PERCENTAGE
POINT INCREASE POINT DECREASE
-------------- --------------
<S> <C> <C>
Effect on total service and interest cost
components for 1998 $ 834 (643)
Effect on end of year 1998 postretirement
benefit obligation $6,608 (5,272)
</TABLE>
(8) DEBT
The Company's long-term debt and notes payable consist of the
following (in millions):
<TABLE>
<CAPTION>
FACE VALUE AT
DECEMBER 31,
----------------
DESCRIPTION RATE MATURITY 1998 1997
----------- ---- -------- ---- ----
<S> <C> <C> <C> <C>
Long-term debt:
General American surplus note 7.625% January 2024 $107.0 107.0
RGA senior note 7.250% April 2006 100.0 100.0
Notes payable:
RGA Australia Hldgs. 5.180% April 1999 8.9 7.8
===== ============ ------ -----
Total long-term debt and
notes payable $215.9 214.8
====== =====
</TABLE>
The difference between the face value of debt and the carrying
value per the consolidated balance sheets is unamortized
discount.
The Company's surplus note pays interest on January 15 and
July 15 of each year. The note is not subject to redemption
prior to maturity. Payment of principal and interest on the note
may be made only with the approval of the Missouri Director of
Insurance.
(Continued)
29
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
The RGA senior note pays interest semiannually on April 1 and
October 1. The ability of RGA to make debt principal and
interest payments as well as make dividend payments to
shareholders is ultimately dependent on the earnings and surplus
of its subsidiaries and the investment earnings on the
undeployed debt proceeds. The transfer of funds from the
insurance subsidiaries to RGA is subject to applicable insurance
laws and regulations.
Principal repayments are due in April 1999 and are expected to
be renewed under the terms of the line of credit. This agreement
contains various restrictive covenants which primarily pertain
to limitations on the quality and types of investments, minimum
requirements of net worth, and minimum rating requirements.
Interest paid on debt during 1998, 1997, and 1996 amounted to
$17.0 million, $20.0 million, and $19.9 million, respectively.
As of December 31, 1998, the Company was in compliance with all
covenants under its debt agreements.
(9) COMPREHENSIVE INCOME
In June 1997, the Financial Accounting Standards Board issued
SFAS No. 130, Reporting Comprehensive Income, effective for
years beginning after December 15, 1997. SFAS 130 establishes
standards for reporting and display of comprehensive income but
does not affect results of operations. Effective January 1,
1998, the Company adopted SFAS 130. The components of
comprehensive income, other than net income, are as follows (in
thousands):
<TABLE>
<CAPTION>
1998
-------------------------------------
BEFORE- TAX NET-OF-
TAX (EXPENSE) TAX
AMOUNT BENEFIT AMOUNT
-------- ------- --------
<S> <C> <C> <C>
Foreign currency translation adjustments $(20,597) 7,200 (13,397)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses)
arising during period (56,603) 19,327 (37,276)
Less reclassification adjustment
for gains (losses) realized in
net income 4,654 (1,688) 2,966
-------- ------ -------
Net unrealized gains (losses)
on securities (61,257) 21,015 (40,242)
Minimum benefit liability (335) -- (335)
-------- ------ -------
Total other comprehensive
(loss) income $(82,189) 28,215 (53,974)
======== ====== =======
</TABLE>
(Continued)
30
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
<TABLE>
<CAPTION>
1997
-------------------------------------
BEFORE- TAX NET-OF-
TAX (EXPENSE) TAX
AMOUNT BENEFIT AMOUNT
-------- ------- --------
<S> <C> <C> <C>
Foreign currency translation adjustments $(14,254) 10,583 (3,671)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses)
arising during period 132,329 (49,140) 83,189
Less reclassification adjustment for gains
(losses) realized in net income 7,432 (2,620) 4,812
-------- ------- ------
Net unrealized gains (losses)
on securities 124,897 (46,520) 78,377
Minimum benefit liability 877 -- 877
-------- ------- ------
Total other comprehensive
(loss) income $111,520 (35,937) 75,583
======== ======= ======
<CAPTION>
1996
-------------------------------------
BEFORE- TAX NET-OF-
TAX (EXPENSE) TAX
AMOUNT BENEFIT AMOUNT
-------- ------- --------
<S> <C> <C> <C>
Foreign currency translation adjustments $ (1,543) -- (1,543)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses)
arising during period (48,303) 16,081 (32,222)
Less reclassification adjustment for gains
(losses) realized in net income 23,033 (8,167) 14,866
-------- ------ -------
Net unrealized gains (losses)
on securities (71,336) 24,248 (47,088)
Minimum benefit liability (1,074) -- (1,074)
-------- ------ -------
Total other comprehensive
(loss) income $(73,953) 24,248 (49,705)
======== ====== =======
</TABLE>
The following schedule reflects the change in net accumulated
other comprehensive (loss) income for the periods ending
December 31, 1998 and 1997 (in thousands):
<TABLE>
<CAPTION>
BALANCE CURRENT BALANCE
AS OF PERIOD AS OF
12/31/97 CHANGE 12/31/98
-------- ------- --------
<S> <C> <C> <C>
Foreign currency translation adjustments $(19,481) (13,397) (32,878)
Unrealized gains (losses) on securities 128,744 (40,242) 88,502
Minimum benefit liability (2,380) (335) (2,715)
-------- ------- -------
Total accumulated other comprehensive
(loss) income $106,883 (53,974) 52,909
======== ======= ======
</TABLE>
(Continued)
31
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
<TABLE>
<CAPTION>
BALANCE CURRENT BALANCE
AS OF PERIOD AS OF
12/31/96 CHANGE 12/31/97
-------- ------ --------
<S> <C> <C> <C>
Foreign currency translation adjustments $(15,810) (3,671) (19,481)
Unrealized gains on securities 50,367 78,377 128,744
Minimum benefit liability (3,257) 877 (2,380)
-------- ------ -------
Total accumulated other comprehensive
income $ 31,300 75,583 106,883
======== ====== =======
</TABLE>
(10) REGULATORY MATTERS
The Company, as well as its insurance subsidiaries, are subject
to financial statement filing requirements in their respective
states of domicile, as well as the states in which they transact
business. Such financial statements, generally referred to as
statutory financial statements, are prepared on a basis of
accounting which varies in some respects from GAAP. Statutory
accounting practices include: (1) charging of policy acquisition
costs to income as incurred; (2) establishment of a liability
for future policy benefits computed using required valuation
standards; (3) nonprovision of deferred federal income taxes
resulting from temporary differences between financial reporting
and tax bases of assets and liabilities; (4) recognition of
statutory liabilities for asset impairments and yield
stabilization on fixed maturity dispositions prior to maturity
with asset valuation reserves based on statutorily determined
formulas; and (5) valuation of investments in bonds at amortized
cost.
Combined net income and policyholders' surplus of the Company
and its insurance subsidiaries, for the years ended and at
December 31, 1998, 1997, and 1996, as determined in accordance
with statutory accounting practices, are as follows (in
thousands):
<TABLE>
<CAPTION>
1998 1997 1996
---------- ------- -------
<S> <C> <C> <C>
Net income $ 60,793 39,737 18,464
Policyholders' surplus 1,147,411 844,110 636,260
========== ======= =======
</TABLE>
Under Risk-Based Capital (RBC) requirements, the Company and its
insurance subsidiaries are required to measure their solvency
against certain parameters. As of December 31, 1998, the Company
and its insurance subsidiaries exceeded the established RBC
minimums. In addition, the Company and its insurance
subsidiaries exceeded the minimum statutory capital and surplus
requirements of their respective states of domicile.
The Company's life insurance subsidiaries are subject to
limitations on the payment of dividends to the Company.
Generally, dividends during any year may not be paid without
prior regulatory approval, in excess of the lessor of (and with
respect to life and health subsidiaries in Missouri, in excess
of the greater of): (a) ten percent of the insurance
subsidiaries' statutory surplus as of the preceding December 31
or (b) the insurance subsidiaries' statutory gain from
operations for the preceding year.
(Continued)
32
<PAGE>
<PAGE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
December 31, 1998 and 1997
(11) PARTICIPATING POLICIES AND DIVIDENDS TO POLICYHOLDERS
Over 22.8 percent and 27.5 percent of the Company's business in
force relates to participating policies as of December 31, 1998
and 1997, respectively. These participating policies allow the
policyholders to receive dividends based on actual interest,
mortality, and expense experience for the related policies.
These dividends are distributed to the policyholders through an
annual dividend, using current dividend scales which are
approved by the Board of Directors.
(12) CONTINGENT LIABILITIES
The Company was named as a defendant in a lawsuit that was filed
in 1996 in Arizona State Court. The lawsuit claimed benefits
under a disability policy and damages for bad faith termination
of such benefits. In November 1998, the jury entered a verdict
against the Company, awarding the plaintiff approximately $59
million in damages, including $58 million in punitive damages.
In January 1999, the Company filed a motion for judgment
notwithstanding the verdict, a motion for a new trial, and a
request for reduction of the punitive damages awarded. The
Company intends to press vigorously for the Court to eliminate
the bad faith claim, reduce the punitive damage award, grant a
new trial, and vigorously appeal the verdict if it is allowed to
stand.
The Company was named as defendant in the following purported
class action lawsuits: Chain v. General American Life Insurance
Company (filed in the U.S. District Court for the Northern
District of Mississippi in 1996); Newburg Trust v. General
American Life Insurance Company (filed in the U.S. District
Court for the District of Massachusetts in 1996); and Ludwig,
Sippil, D'Allesandro and Cunningham v. General American Life
Insurance Company (filed in the U.S. District Court for the
Southern District of Illinois in 1997). These lawsuits allege
that the Company engaged in deceptive sales practices in
connection with the sale of certain life insurance policies.
None of these lawsuits has been certified as a class action.
Although the claims asserted in each lawsuit are not identical,
the plaintiffs seek unspecified actual and punitive damages
under similar claims, including breach of contract, fraud,
intentional or negligent misrepresentation, breach of fiduciary
duty, and unjust enrichment. The Company filed a motion to
dismiss all of the claims in each of the lawsuits.
The Court in each of these lawsuits has dismissed certain of the
plaintiffs' claims while allowing others to proceed. These
three cases have been consolidated with one individual case in
the U.S. District Court for the Eastern District of Missouri.
The Company intends to oppose these lawsuits vigorously.
In addition to the matters discussed above, the Company is
involved in pending and threatened litigation in the normal
course of its business. While the outcome of these matters
cannot be predicted with certainty, at the present time and
based on information currently available, management does not
believe that the Company's liability arising from pending or
threatened litigation will have a material adverse affect on the
Company's financial condition or results of operations.
(13) SUBSEQUENT EVENTS
On January 28, 1999, the Board of Directors of GenAmerica
Corporation authorized the development of a demutualization plan
for GAMHC to convert from a mutual holding company to a publicly
traded stock company. The demutualization plan will be subject
to approval by the Board of Directors, regulators, and
policyholders.
33
<PAGE>
<PAGE>
PART II
UNDERTAKING TO FILE REPORTS
Subject to the terms and conditions of Section 15(d) of the Securities
and Exchange Act of 1934, the undersigned registrant hereby undertakes
to file with the Securities and Exchange Commission such supplementary
and periodic information, documents, and reports as may be prescribed by
any rule or regulation of the Commission heretofore, or hereafter duly
adopted pursuant to authority conferred in that section.
RULE 484 UNDERTAKING
Section 351.355 of the Missouri General and Business Corporation Law, in
brief, allows a corporation to indemnify any person who is a party or is
threatened to be made a party to any threatened, pending, or completed
action, suit, or proceeding, whether civil, criminal, administrative, or
investigative by reason of the fact that he is or was a director,
officer, employee, or agent of the corporation, against expenses,
including attorneys' fees, judgments, fines, and amounts paid in
settlement actually and reasonably incurred by him in connection with
such action if he acted in good faith and in a manner he reasonably
believed to be in or not opposed to the best interests of the
corporation. When any person was or is a party or is threatened to be
made a party in an action or suit by or in the right of the corporation
to procure a judgment in its favor by reason of the Fact that he is or
was a director, officer, employee, or agent of the corporation,
indemnification may be paid unless such person shall have been adjudged
to be liable for negligence or misconduct in the performance of his duty
to the corporation. In the event of such a determination
indemnification is allowed if a court determines that the person is
fairly and reasonably entitled to indemnity. A corporation has the
power to give any further indemnity to any person who is or was a
director, officer, employee, or agent, provided for in the articles of
incorporation or as authorized by any by-law which has been adopted by
vote of the shareholders, provided that no such indemnity shall
indemnify any person's conduct which was finally adjudged to have been
knowingly fraudulent, deliberately dishonest, or willful misconduct.
In accordance with Missouri law, General American's Board of Directors,
at its meeting on 19 November 1987, and the policyholders of General
American at the annual meeting held on 26 January 1988, adopted the
following resolutions:
"BE IT RESOLVED THAT
II-1
<PAGE>
<PAGE>
1. The company shall indemnify any person who is, or was a
director, officer, or employee of the company, or is or was
serving at the request of the company as a director, officer,
employee or agent of another corporation, partnership, joint
venture, trust or other enterprise, against any and all expenses
(including attorneys' fees), judgments, fines, and amounts paid in
settlement, actually and reasonably incurred by him or her in
connection with any civil, criminal, administrative, or
investigative action, proceeding, or claim (including an action by
or in the right of the company), by reason of the fact that he or
she was serving in such capacity if he or she acted in good faith
and in a manner he or she reasonably believed to be in or not
opposed to the best interests of the company; provided that such
person's conduct is not finally adjudged to have been knowingly
fraudulent, deliberately dishonest, or willful misconduct.
2. The indemnification provided herein shall not be deemed
exclusive of any other rights to which a director, officer, or
employee may be entitled under any agreement, vote of
policyholders or disinterested directors, or otherwise, both as to
action in his or her official capacity and as to action in another
capacity which holding such office, and shall continue as to a
person who has ceased to be a director, officer, or employee and
shall inure to the benefit of the heirs, executors and
administrators of such a person."
Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or
otherwise, the Registrant has been advised that in the opinion of the
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 the Registrant of expenses incurred or paid
by a director, officer, or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by
such director, officer, or controlling person in connection with the
securities being registered, the Registrant will, unless in the opinion
of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.
II-2
<PAGE>
<PAGE>
REPRESENTATIONS PURSUANT TO RULE 6e-3(T)
This filing is made pursuant to Rules 6c-3 and 6e-3(T) under the
Investment Company Act of 1940.
Registrant elects to be governed by Rule 6e-3(T)(b)(13)(i)(A) under the
Investment Company Act of 1940 with respect to the Policies described in
the Prospectuses.
Registrant makes the following representations:
(1) Section 6e-3(T)(b)(13)(iii)(F) has been relied upon.
(2) The level of the mortality and expense risk charge is
within the range of industry practice for comparable
flexible premium variable life insurance policies, and
is reasonable in relation to the risks assumed by the
Company under the Policies.
(3) Registrant has concluded that there is a reasonable
likelihood that the distribution financing arrangement
of the Separate Account will benefit the Separate
Account and Owners and will keep and make available to
the Commission on request a memorandum setting forth
the basis for this representation.
(4) The Separate Account will invest only in management
investment companies which have undertaken to have a
board of directors or trustees, a majority of whom are
not interested persons of the company, formulate and
approve any plan under Rule 12b-1 to finance
distribution expenses.
The methodology used to support the representation made in paragraph (2)
above is based on an analysis of the mortality and expense risk charges
contained in other flexible premium variable life insurance policies.
Registrant undertakes to keep and make available to the Commission on
request the documents used to support the representation in paragraph
(2) above.
II-3
<PAGE>
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement comprises the following Papers and
Documents:
The facing sheet
Variable Universal Life 98 Prospectus, consisting of 62 pages
The undertaking to file reports required by Section 15 (d), 1934
Act
The undertaking pursuant to Rule 484, 1933 Act
Representations pursuant to Rule 6e-3(T), 1940 Act
The signatures
1. The following exhibits (which correspond in number to the numbers
under paragraph A of the instructions for exhibits to Form N-8B-2):
(1) Resolution of the Board of Directors of General
American authorizing establishment of the
Separate Account<F1>
(2) Not applicable
(3) (a) Principal Underwriting Agreement<F1>
(b) Proposed form of Selling Agreement<F1>
(c) Commission Schedule<F1>
(4) Not applicable
(5) Form of Variable Universal Life 98 Policy<F2>
(6) (a) Amended Charter and Articles of Incorporation of
General American<F1>
(b) Amended and Restated By-Laws of General American<F1>
(7) Not applicable
(8) (a) Form of Agreement to Purchase Shares of
General American Capital Company<F2>
(b) Form of Participation Agreement with Variable
Insurance Products Fund<F2>
II-4
<PAGE>
<PAGE>
(c) Form of Participation Agreement with Variable Insurance
Products II<F2>
(d) Form of Participation Agreement with J.P. Morgan
Series Trust II<F2>
(e) Form of Participation Agreement with VanEck Worldwide
Insurance Trust<F2>
(f) Form of Participation Agreement with American Century
Variable Portfolios<F2>
(9) Not applicable
(10) (a) Form of Application<F2>
2. Memorandum describing General American's issuance,
transfer, and redemption procedures for the Policies and
General American's procedure for conversion to a fixed
benefit policy.
3. The following exhibits are numbered to correspond to the numbers
in the instructions as to exhibits for Form S-6.
(1) See above
(2) Opinion of Matthew P. McCauley, Associate General
Counsel of General American<F2>
(3) Not applicable
(5) Not applicable
[FN]
_____________________
<F1> Incorporated by reference to the initial Registration
Statement and File No. 33-48550.
<F2> Incorporated by reference to Pre-Effective Amendment No. 1
to the Registration Statement, File No. 33-48550.
II-5
<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, General
American Life Insurance Company and General American Separate Account
Eleven represent that this Post-Effective Amendment meets all the
requirements for effectiveness under Rule 485(b) of that Act and have
duly caused this Registration Statement to be signed on their behalf by
the undersigned thereunto duly authorized, and the seal of General
American Life Insurance Company to be hereunto affixed and attested, all
in the City of St. Louis, State of Missouri, on the 22nd day of April
1999.
GENERAL AMERICAN SEPARATE ACCOUNT
ELEVEN (Registrant)
(Seal) BY: GENERAL AMERICAN LIFE
INSURANCE COMPANY (for Registrant
and as Depositor)
Attest: /s/ Robert J. Banstetter, Sr. By: /s/ Richard A. Liddy
------------------------------ -----------------------------
Robert J. Banstetter, Sr. Richard A. Liddy
Secretary President
General American Life
Insurance Company
II-6
<PAGE>
<PAGE>
Pursuant to the requirements of the Securities Act of 1933, this amended
Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated.
Signature Title Date
- --------- ----- ----
/s/ Richard A. Liddy
- ------------------------- Chairman, President 4/22/99
Richard A. Liddy (Principal Executive
Officer)
/s/ David L. Herzog
- ------------------------- Vice President 4/22/99
David L. Herzog Principal Financial
Officer
- -------------------------
August A. Busch, III<F*> Director
- -------------------------
William E. Cornelius<F*> Director
- -------------------------
John C. Danforth<F*> Director
- -------------------------
Bernard A. Edison<F*> Director
/s/ Richard A. Liddy
- -------------------------
Richard A. Liddy Director 4/22/99
- -------------------------
William E. Maritz<F*> Director
- -------------------------
Craig D. Schnuck<F*> Director
II-7
<PAGE>
<PAGE>
Signature Title Date
- --------- ----- ----
- -------------------------
William P. Stiritz<F*> Director
- -------------------------
Andrew C. Taylor<F*> Director
- -------------------------
H. Edwin Trusheim<F*> Director
- -------------------------
Robert L. Virgil, Jr.<F*> Director
- -------------------------
Virginia V. Weldon<F*> Director
- -------------------------
Ted C. Wetterau<F*> Director
By /s/ Matthew P. McCauley 4/22/99
-----------------------------
Matthew P. McCauley
[FN]
<F*>Original powers of attorney authorizing Matthew P. McCauley to sign
this Registration Statement and Amendments thereto on behalf of the
Board of Directors of General American Life Insurance Company are on
file with the Securities and Exchange Commission.
II-8
<PAGE>
The Board of Directors
General American Life Insurance Company
Re: Variable Universal Life 98
We consent to the use of our reports included herein and to the
reference to our firm under the heading "Experts" in the Registration
Statement and Prospectus for General American Separate Account Eleven.
KPMG LLP
St. Louis, Missouri
April 22, 1999
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - S&P 500 Index
<NUMBER> 1
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 34,112
<INVESTMENTS-AT-VALUE> 42,444
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 42,444
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 26
<TOTAL-LIABILITIES> 26
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 841
<SHARES-COMMON-PRIOR> 522
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 42,418
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (246)
<NET-INVESTMENT-INCOME> (246)
<REALIZED-GAINS-CURRENT> 3,143
<APPREC-INCREASE-CURRENT> 4,823
<NET-CHANGE-FROM-OPS> 7,720
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 21,839
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Money Market
<NUMBER> 2
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 6,812
<INVESTMENTS-AT-VALUE> 6,628
<RECEIVABLES> 108
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 6,736
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 344
<SHARES-COMMON-PRIOR> 472
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 6,736
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (46)
<NET-INVESTMENT-INCOME> (46)
<REALIZED-GAINS-CURRENT> 436
<APPREC-INCREASE-CURRENT> (111)
<NET-CHANGE-FROM-OPS> 279
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> (2,581)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Bond Index
<NUMBER> 3
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 5,033
<INVESTMENTS-AT-VALUE> 5,112
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 5,112
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 5
<TOTAL-LIABILITIES> 5
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 203
<SHARES-COMMON-PRIOR> 149
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 5,107
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (33)
<NET-INVESTMENT-INCOME> (33)
<REALIZED-GAINS-CURRENT> 271
<APPREC-INCREASE-CURRENT> 64
<NET-CHANGE-FROM-OPS> 302
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1,659
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Managed Equity
<NUMBER> 4
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 5,088
<INVESTMENTS-AT-VALUE> 5,525
<RECEIVABLES> 1
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 5,526
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 155
<SHARES-COMMON-PRIOR> 136
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 5,526
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (40)
<NET-INVESTMENT-INCOME> (40)
<REALIZED-GAINS-CURRENT> 701
<APPREC-INCREASE-CURRENT> (49)
<NET-CHANGE-FROM-OPS> 612
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1,291
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Asset Allocation
<NUMBER> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 10,932
<INVESTMENTS-AT-VALUE> 13,269
<RECEIVABLES> 164
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 13,433
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 353
<SHARES-COMMON-PRIOR> 329
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 13,433
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (97)
<NET-INVESTMENT-INCOME> (97)
<REALIZED-GAINS-CURRENT> 1,377
<APPREC-INCREASE-CURRENT> 574
<NET-CHANGE-FROM-OPS> 1,854
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 2,957
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - International Equity
<NUMBER> 6
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 8,626
<INVESTMENTS-AT-VALUE> 9,923
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 9,923
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 7
<TOTAL-LIABILITIES> 646
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 499
<SHARES-COMMON-PRIOR> 474
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 9,917
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (75)
<NET-INVESTMENT-INCOME> (75)
<REALIZED-GAINS-CURRENT> 342
<APPREC-INCREASE-CURRENT> 1,228
<NET-CHANGE-FROM-OPS> 1,495
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 2,053
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Mid-Cap Equity
<NUMBER> 7
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 6,989
<INVESTMENTS-AT-VALUE> 7,378
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 7,378
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 339
<SHARES-COMMON-PRIOR> 282
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 7,378
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (55)
<NET-INVESTMENT-INCOME> (55)
<REALIZED-GAINS-CURRENT> 402
<APPREC-INCREASE-CURRENT> (580)
<NET-CHANGE-FROM-OPS> (233)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1,143
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Small-Cap Equity
<NUMBER> 8
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 2,781
<INVESTMENTS-AT-VALUE> 2,367
<RECEIVABLES> 8
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2,375
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 54
<SHARES-COMMON-PRIOR> 24
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 2,375
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (15)
<NET-INVESTMENT-INCOME> (15)
<REALIZED-GAINS-CURRENT> 46
<APPREC-INCREASE-CURRENT> (281)
<NET-CHANGE-FROM-OPS> (250)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1,230
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Equity Income
<NUMBER> 9
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 17,860
<INVESTMENTS-AT-VALUE> 20,892
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 20,892
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 62
<TOTAL-LIABILITIES> 62
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 822
<SHARES-COMMON-PRIOR> 700
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 20,830
<DIVIDEND-INCOME> 247
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (165)
<NET-INVESTMENT-INCOME> 82
<REALIZED-GAINS-CURRENT> 2,233
<APPREC-INCREASE-CURRENT> (299)
<NET-CHANGE-FROM-OPS> 2,016
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 3,834
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Growth
<NUMBER> 10
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 25,128
<INVESTMENTS-AT-VALUE> 35,313
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 35,313
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 34
<TOTAL-LIABILITIES> 34
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 787
<SHARES-COMMON-PRIOR> 599
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 35,279
<DIVIDEND-INCOME> 117
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (228)
<NET-INVESTMENT-INCOME> (111)
<REALIZED-GAINS-CURRENT> 4,073
<APPREC-INCREASE-CURRENT> 5,457
<NET-CHANGE-FROM-OPS> 9,419
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 13,051
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Overseas
<NUMBER> 11
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 9,074
<INVESTMENTS-AT-VALUE> 9,972
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 9,972
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 497
<SHARES-COMMON-PRIOR> 426
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 9,972
<DIVIDEND-INCOME> 163
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (75)
<NET-INVESTMENT-INCOME> 88
<REALIZED-GAINS-CURRENT> 687
<APPREC-INCREASE-CURRENT> 196
<NET-CHANGE-FROM-OPS> 971
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1,801
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Asset Manager
<NUMBER> 12
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 1,142
<INVESTMENTS-AT-VALUE> 1,235
<RECEIVABLES> 2
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 1,237
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 68
<SHARES-COMMON-PRIOR> 32
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 1,237
<DIVIDEND-INCOME> 21
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (8)
<NET-INVESTMENT-INCOME> 13
<REALIZED-GAINS-CURRENT> 75
<APPREC-INCREASE-CURRENT> 39
<NET-CHANGE-FROM-OPS> 127
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 659
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - High Income
<NUMBER> 13
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 3,187
<INVESTMENTS-AT-VALUE> 2,988
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2,988
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1
<TOTAL-LIABILITIES> 1
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 259
<SHARES-COMMON-PRIOR> 160
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 2,987
<DIVIDEND-INCOME> 163
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (21)
<NET-INVESTMENT-INCOME> 142
<REALIZED-GAINS-CURRENT> 121
<APPREC-INCREASE-CURRENT> (420)
<NET-CHANGE-FROM-OPS> (157)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 814
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Worldwide Hard Assets
<NUMBER> 14
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 336
<INVESTMENTS-AT-VALUE> 221
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 221
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 24
<SHARES-COMMON-PRIOR> 17
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 221
<DIVIDEND-INCOME> 2
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (2)
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 15
<APPREC-INCREASE-CURRENT> (105)
<NET-CHANGE-FROM-OPS> (90)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> (49)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Worldwide Emerging Markets
<NUMBER> 15
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 2
<INVESTMENTS-AT-VALUE> 2
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 0
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 2
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 2
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Multi-Style Equity
<NUMBER> 16
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 9,897
<INVESTMENTS-AT-VALUE> 11,402
<RECEIVABLES> 314
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 11,716
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 712
<SHARES-COMMON-PRIOR> 199
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 11,716
<DIVIDEND-INCOME> 34
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (40)
<NET-INVESTMENT-INCOME> 6
<REALIZED-GAINS-CURRENT> 139
<APPREC-INCREASE-CURRENT> 1,503
<NET-CHANGE-FROM-OPS> 1,636
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 9,176
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Core Bond
<NUMBER> 17
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 6,337
<INVESTMENTS-AT-VALUE> 6,437
<RECEIVABLES> 221
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 6,658
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 603
<SHARES-COMMON-PRIOR> 110
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 6,658
<DIVIDEND-INCOME> 157
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (24)
<NET-INVESTMENT-INCOME> 133
<REALIZED-GAINS-CURRENT> 36
<APPREC-INCREASE-CURRENT> 72
<NET-CHANGE-FROM-OPS> 241
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 5,503
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Aggressive Equity
<NUMBER> 18
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 3,993
<INVESTMENTS-AT-VALUE> 3,971
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3,971
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 14
<TOTAL-LIABILITIES> 14
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 313
<SHARES-COMMON-PRIOR> 100
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 3,957
<DIVIDEND-INCOME> 3
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (15)
<NET-INVESTMENT-INCOME> (12)
<REALIZED-GAINS-CURRENT> 42
<APPREC-INCREASE-CURRENT> (46)
<NET-CHANGE-FROM-OPS> (16)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 2,612
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Non-US
<NUMBER> 19
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 3,256
<INVESTMENTS-AT-VALUE> 3,417
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3,417
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 5
<TOTAL-LIABILITIES> 5
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 308
<SHARES-COMMON-PRIOR> 78
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 3,412
<DIVIDEND-INCOME> 18
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (13)
<NET-INVESTMENT-INCOME> 5
<REALIZED-GAINS-CURRENT> (13)
<APPREC-INCREASE-CURRENT> 218
<NET-CHANGE-FROM-OPS> 210
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 2,628
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Income & Growth
<NUMBER> 20
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 7
<INVESTMENTS-AT-VALUE> 7
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 4
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 1
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 7
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 1
<NET-CHANGE-FROM-OPS> 1
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 7
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - International
<NUMBER> 21
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 1
<INVESTMENTS-AT-VALUE> 1
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 1
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 0
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 1
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Value
<NUMBER> 22
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 3
<INVESTMENTS-AT-VALUE> 3
<RECEIVABLES> 1
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 4
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 0
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 4
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 4
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Bond Portfolio
<NUMBER> 23
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 3
<INVESTMENTS-AT-VALUE> 3
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 0
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 3
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 3
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> Sep. Acct. 11 - Small Company Portfolio
<NUMBER> 24
<MULTIPLIER> 1000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 3
<INVESTMENTS-AT-VALUE> 3
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 0
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 3
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 3
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
