<PAGE>
As filed with the Securities and Exchange Commission on April 28, 2000
Registration No. 33-48550
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
POST-EFFECTIVE AMENDMENT NO. 12
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)
Christopher A. Martin, Esquire
General American Life Insurance Company
700 Market Street
St. Louis, MO 63101
(Name and Address of Agent for Service of Process)
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
This Post-Effective Amendment No. 12 to the Registration Statement on
Form S-6 includes two prospectuses describing variable life insurance
policies which are substantially identical, except that the policy
described in the second prospectus makes available to policy owners
different investment divisions of the registrant than does the policy
described in the original prospectus.
- i -
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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 1. 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, 2000. 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.
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<PAGE>
TABLE OF CONTENTS
Page
Summary 4
Definitions 11
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
SEI Investments Management Corporation
Metropolitan Series Fund
New England Zenith Fund
Addition, Deletion, or Substitution of Investments 20
Policy Benefits 20
Death Benefit
Cash Value
Policy Rights 23
Loans
Surrender, Partial Withdrawals and Pro Rate Surrender
Transfers
Portfolio Rebalancing
Dollar Cost Averaging
Right to Examine Policy
Payment of Benefits at Maturity
Payment and Allocation of Premiums 29
Issuance of a Policy
Premiums
Allocation of Net Premiums and Cash Value
Policy Lapse and Reinstatement
Charges and Deductions 31
Premium Expense Charges
Monthly Deduction
Contingent Deferred Sales Charge
Separate Account Charges
Dividends 34
The General Account 35
General Matters 36
Distribution of the Policies 39
Federal Tax Matters 39
Unisex Requirements Under Montana Law 42
Safekeeping of the Separate Account's Assets 42
Voting Rights 43
State Regulation of the Company 43
Management of the Company 44
Legal Matters 47
Legal Proceedings 47
Experts 47
Additional Information 47
Financial Statements 47
Appendix A - Illustration of Death Benefits and Cash Values 48
Appendix B - Target Premium Factors per Thousand of Face Amount 58
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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.
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 later 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.
1
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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.
The divisions of the separate account represent investment funds run by
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.
NOTE: THE RUSSELL INSURANCE FUNDS ARE ONLY AVAILABLE ON POLICIES WITH AN
ISSUE DATE PRIOR TO JANUARY 1, 2000.
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INVESTMENT COMPANY INVESTMENT MANAGER/ADVISER
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General American Capital Company Conning Asset Management Company
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Russell Insurance Funds Frank Russell Investment Management
Company
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American Century American Century Investment
Variable Portfolios Management, Inc.
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J.P. Morgan Series Trust II J.P. Morgan Investment
Management, Inc.
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Fidelity Investments Variable Fidelity Management &
Insurance Products Fund Research Company
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Fidelity Investments Variable Fidelity Management &
Insurance Products Fund II Research Company
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Van Eck Worldwide Insurance Trust Van Eck Associates Corporation
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SEI Insurance Products Trust SEI Investments Management Company
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Metropolitan Series Fund, Inc. Metropolitan Life Insurance Company
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New England Zenith Fund New England Investment Management, Inc.
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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>
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<CAPTION>
INVESTMENT FUND INVESTMENT OBJECTIVE
---------- ---- ---------- ---------
MANAGER NAME TYPE
------- ---- ----
- -----------------------------------------------------------------------------------------------------------------------------------
<C> <C> <C> <S>
Conning S&P 500 Index Growth & Income To achieve a rate of return that parallels
Asset Management Fund the return of the stock market as a whole,
Company as represented by the Standard and Poor's
500 Stock Index.
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Conning Money Market Fund Money Market To obtain the highest level of current
Asset Management income consistent with the preservation of
Company capital and maintenance of liquidity.
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Conning Bond Index Fund Corporate Bonds To provide a rate of return that reflects
Asset Management the performance of the bond market as a
Company whole, as measured by the Lehman Brothers
Government/Corporate Bond Index.
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Conning Asset Allocation Fund Balanced To obtain a high rate of long-term return,
Asset Management composed of capital growth and income.
Company
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Conning Managed Equity Fund Growth To obtain long-term capital growth through
Asset Management investment in common stocks.
Company
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2
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<CAPTION>
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INVESTMENT FUND INVESTMENT OBJECTIVE
---------- ---- ---------- ---------
MANAGER NAME TYPE
------- ---- ----
- -----------------------------------------------------------------------------------------------------------------------------------
<C> <C> <C> <S>
Conning International Index Growth: To obtain investment results that parallel
Asset Management Fund International Stock the price and yield performance of
Company publicly-traded common stocks in the
Morgan Stanley Capital International,
Europe, Australia, and Far East Index
("EAFE Index").
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Conning Mid-Cap Equity Growth To obtain long-term capital appreciation
Asset Management Fund through investment primarily in common
Company stocks of U.S.-based, publicly traded
companies with medium market
capitalization, defined as within the
range of the S&P Mid-Cap 400 at the time
of the Fund's investment.
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Conning Small-Cap Equity Aggressive Growth To provide a high rate of return through
Asset Management Fund investment in the common stock of small
Company companies, making up, at one time, the
smallest 20% of U.S.-based companies on
the New York Stock Exchange.
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Fidelity Management & Growth Portfolio Growth To seek capital appreciation, normally
Research Company through purchases of common stocks,
although its investments are not
restricted to any one type of security.
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Fidelity Management & Equity-Income Growth & Income To seek reasonable income by investing
Research Company Portfolio primarily in income-producing equity
securities.
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Fidelity Management & Overseas Portfolio Growth: To seek long term growth of capital
Research Company International Stock primarily through investment in foreign
securities.
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Fidelity Management & Asset Manager Balanced To seek a high total return with reduced
Research Company Portfolio risk over the long-term by allocating its
assets among domestic and foreign stocks,
bonds, and short-term fixed income
instruments.
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Fidelity Management & High Income High Yield Bond To seek a high level of current income by
Research Company Portfolio investing primarily in high yielding,
lower-rated, fixed income securities,
while also considering growth of capital.
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Fidelity Management & Mid Cap Portfolio Long-Term Growth To seek long-term growth by investing
Research Company of Capital primarily in common stocks, with at least
65% of total assets in securities of
companies with medium market capitalizations,
similar to those in the S&P MidCap 400. The
fund may potentially invest in domestic and
foreign companies with smaller or larger
market capitalizations, investing in "growth"
and/or "value" stocks. The fund selects
investments by using fundamental analysis
of each issuer's financial condition and
industry position and market and economic
conditions.
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3
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<PAGE>
<CAPTION>
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INVESTMENT FUND INVESTMENT OBJECTIVE
---------- ---- ---------- ---------
MANAGER NAME TYPE
------- ---- ----
- -----------------------------------------------------------------------------------------------------------------------------------
<C> <C> <C> <S>
Van Eck Associates Worldwide Hard Aggressive Growth: To seek long-term capital appreciation by
Corporation Assets Fund Specialty investing in equity and debt securities of
companies engaged in the exploration,
development, production, and distribution
of gold and other natural resources such
as strategic and other metals, minerals,
forest products, oil, natural gas, and
coal.
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Van Eck Associates Worldwide Emerging Aggressive Growth: To obtain long-term capital appreciation
Corporation Markets Fund International Stock 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.
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Frank Russell Multi-Style Growth & Income To obtain income and capital growth by
Investment Management Equity Fund investing principally in equity
Company securities.
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Frank Russell Aggressive Equity Aggressive Growth To provide capital appreciation by
Investment Management Fund assuming a higher level of volatility than
Company is ordinarily expected from the Multi-
Style Equity Fund, by investing in equity
securities.
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Frank Russell Non-U.S. Fund Growth: To achieve favorable total return and
Investment Management International Stocks additional diversification for United
Company and Bonds States investors by investing primarily in
equity and debt securities of non-United
States companies and non-United States
governments.
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Frank Russell Core Bond Fund Growth & Income To maximize total return through capital
Investment Management appreciation and income by assuming a
Company level of volatility consistent with the
broad fixed-income market, by investing in
fixed-income securities.
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J.P. Morgan Investment Bond Portfolio Growth & Income To provide a high total return consistent
Management, Inc. with moderate risk of capital and
maintenance of liquidity.
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J.P. Morgan Investment Small Company Aggressive Growth To provide high total return from a
Management, Inc. Portfolio 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.
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American Century Income & Growth Growth & Income To attain long-term growth of capital as
Investment Fund well as current income. The fund pursues
Management, Inc. a total return and dividend yield that
exceeds those of the S&P 500 by investing
in stocks of companies with strong
dividend growth potential.
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American Century International Fund Aggressive Growth: To obtain capital growth over time by
Investment International Stock investing in common stocks of foreign
Management, Inc. companies considered to have better-than-
average prospects for appreciation.
Because this 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.
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4
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<PAGE>
<CAPTION>
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INVESTMENT FUND INVESTMENT OBJECTIVE
---------- ---- ---------- ---------
MANAGER NAME TYPE
------- ---- ----
- -----------------------------------------------------------------------------------------------------------------------------------
<C> <C> <C> <S>
American Century Value Fund Growth To attain long-term capital growth, with
Investment income as a secondary objective. The Fund
Management, Inc. invests primarily in equity securities of
well-established companies that are
believed by management to be undervalued
at the time of purchase.
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SEI Investments Large Cap Value Long Term Growth Utilizing multiple specialist sub-advisers
Management Fund of Capital and that manage in a value style, the Fund
Corporation Income invests in large cap income-producing U.S.
common stocks.
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SEI Investments Large Cap Growth Capital Appreciation Utilizing multiple specialist sub-advisers
Management Fund that manage in a growth style, the Fund
Corporation invests in large cap U.S. common stocks.
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SEI Investments Small Cap Value Capital Appreciation Utilizing multiple specialist sub-advisers
Management Fund that manage in a value style, the Fund
Corporation invests in common stocks of smaller U.S.
companies.
- -----------------------------------------------------------------------------------------------------------------------------------
SEI Investments Small Cap Growth Long-Term Capital Utilizing multiple specialist sub-advisers
Management Fund Appreciation that manage in a growth style, the Fund
Corporation invests in common stocks of smaller U.S.
companies.
- -----------------------------------------------------------------------------------------------------------------------------------
SEI Investments International Equity Capital Appreciation Utilizing multiple specialist sub-advisers,
Management Fund the Fund invests in equity securities of
Corporation foreign companies.
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SEI Investments Emerging Markets Capital Appreciation Utilizing multiple specialist sub-advisers,
Management Equity Fund the Fund invests in equity securities of
Corporation emerging markets companies.
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SEI Investments Core Fixed Income Current Income and Utilizing multiple specialist sub-advisers
Management Fund Preservation of that have fixed income investment expertise,
Corporation Capital the Fund invests in investment grade U.S.
fixed income securities.
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SEI Investments High Yield Bond Total Return Utilizing a specialist sub-adviser that has
Management Fund high yield investment expertise, the Fund
Corporation invests in high yield, high risk securities.
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SEI Investments International Fixed Capital Appreciation Utilizing a specialist sub-adviser, the Fund
Management Income Fund and Current Income invests in investment grade fixed income
Corporation securities of foreign government and
corporate issuers.
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SEI Investments Emerging Markets Total Return Utilizing a specialist sub-adviser, the Fund
Management Debt Fund invests U.S. dollar denominated debt in
Corporation securities of emerging market issuers.
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Metropolitan Life Janus Mid-Cap Long-Term Growth The Portfolio normally invests at least 65%
Insurance Company Portfolio of Capital of its total assets in common stocks of
medium capitalization companies selected for
their growth potential. The portfolio
manager defines medium capitalization
("mid-cap") companies as those whose market
capitalization falls within the range of
companies included in the S&P MidCap 400
Index at the time of the purchase.
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5
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<PAGE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
INVESTMENT FUND INVESTMENT OBJECTIVE
---------- ---- ---------- ---------
MANAGER NAME TYPE
------- ---- ----
- -----------------------------------------------------------------------------------------------------------------------------------
<C> <C> <C> <S>
Metropolitan Life T. Rowe Price Long-Term Growth The Portfolio normally invests at least 65%
Insurance Company Large Cap Growth of Capital and, of its total assets in a diversified group
Portfolio Secondarily, of large capitalization growth companies.
Dividend Income The portfolio managers define large
capitalization ("large-cap") companies as
those whose market capitalization falls
within the range of the largest 300
companies included in the Russell 3000 Index
at the time of the purchase.
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Metropolitan Life T. Rowe Price Long-Term Capital The Portfolio normally invests at least 65%
Insurance Company Small Cap Growth Growth of its total assets in a diversified group
Portfolio of small capitalization companies. The
portfolio manager defines small
capitalization ("small cap") companies as
those whose market capitalization falls
within the range of companies included in
the bottom 10% of the S&P 500 Index at the
time of the purchase.
- -----------------------------------------------------------------------------------------------------------------------------------
New England Alger Equity Growth Alger invests Equity Growth's assets
Investment Growth Series primarily in growth stocks. Alger will
Management, Inc. ordinarily invest at least 65% of Equity
Growth's total assets in equity securities
of issues with market capitalization of $1
billion or greater.
- -----------------------------------------------------------------------------------------------------------------------------------
</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. You may only
transfer funds once in a policy month. (A policy month is measured
beginning on the same day of the month that the policy was issued, and
ending one day before the same day in the next month.) The amount
transferred from any investment fund must be at least $500, or the
entire balance in the fund if less than $500.
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 not exceed 5% of the
premium paid during the first ten policy years, and 2.25% after the
first ten years.
TAX CHARGE. The Federal government and many states and territories
impose taxes or charges on insurance premiums. We deduct 2.5% from your
premium payment to cover that cost.
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 4% of the premiums paid 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 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.
6
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<PAGE>
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 $4 each month. We will deduct the
charge from your cash value each month.
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 an annual rate of 0.70% of the 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, 1999:
<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 .29% .10% .39%
- ----------------------------------------------------------------------------------
Asset Allocation Fund .50% .10% .60%
- ----------------------------------------------------------------------------------
International Index Fund .50% <F2> .30% .80%
- ----------------------------------------------------------------------------------
Mid-Cap Equity Fund .55% <F3> .10% .65%
- ----------------------------------------------------------------------------------
Small-Cap Equity Fund .25% .05% .30%
- ----------------------------------------------------------------------------------
<CAPTION>
RUSSELL INSURANCE FUNDS
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Multi-Style Equity Fund .74% .18% .92% <F4>
- ----------------------------------------------------------------------------------
Aggressive Equity Fund .86% .39% 1.25% <F5>
- ----------------------------------------------------------------------------------
Non-U.S. Fund .75% .55% 1.30% <F6>
- ----------------------------------------------------------------------------------
Core Bond Fund .54% .26% .80% <F7>
- ----------------------------------------------------------------------------------
<PAGE>
<CAPTION>
AMERICAN CENTURY VARIABLE PORTFOLIOS
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Income & Growth Fund .70% .00% .70%
- ----------------------------------------------------------------------------------
International Fund 1.37% .00% 1.37%
- ----------------------------------------------------------------------------------
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%
- ----------------------------------------------------------------------------------
7
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<CAPTION>
FIDELITY VARIABLE INSURANCE PRODUCTS FUND
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Equity-Income Portfolio .48% .08% .56%
- ----------------------------------------------------------------------------------
Growth Portfolio .58% .07% .65%
- ----------------------------------------------------------------------------------
Overseas Portfolio .73% .14% .87%
- ----------------------------------------------------------------------------------
High Income Portfolio .58% .11% .69%
- ----------------------------------------------------------------------------------
<CAPTION>
FIDELITY VARIABLE INSURANCE PRODUCTS FUND II
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Asset Manager .53% .09% .62%
- ----------------------------------------------------------------------------------
<CAPTION>
FIDELITY VARIABLE INSURANCE PRODUCTS FUND III
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Mid Cap Portfolio .97% .00% .97%
- ----------------------------------------------------------------------------------
<CAPTION>
VAN ECK WORLDWIDE INSURANCE TRUST
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Worldwide Hard Assets Fund 1.00% .34% 1.34%
- ----------------------------------------------------------------------------------
Worldwide Emerging Markets Fund 1.00% .26% 1.26%
- ----------------------------------------------------------------------------------
<CAPTION>
SEI INSURANCE PRODUCTS TRUST
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Large Cap Value Fund .35% .50% .85% <F8>
- ----------------------------------------------------------------------------------
Large Cap Growth Fund .40% .45% .85% <F8>
- ----------------------------------------------------------------------------------
Small Cap Value Fund .65% .45% 1.10% <F8>
- ----------------------------------------------------------------------------------
Small Cap Growth Fund .65% .45% 1.10% <F8>
- ----------------------------------------------------------------------------------
International Equity Fund .51% .77% 1.28% <F8>
- ----------------------------------------------------------------------------------
Emerging Markets Equity Fund 1.05% .90% 1.95% <F8>
- ----------------------------------------------------------------------------------
Core Fixed Income Fund .28% .32% .60% <F8>
- ----------------------------------------------------------------------------------
High Yield Bond Fund .49% .36% .85% <F8>
- ----------------------------------------------------------------------------------
International Fixed Income Fund .40% .60% 1.00% <F8>
- ----------------------------------------------------------------------------------
Emerging Markets Debt Fund .85% .50% 1.35% <F8>
- ----------------------------------------------------------------------------------
<CAPTION>
METROPOLITAN SERIES FUND, INC.
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Janus Mid-Cap Portfolio .67% .04% .71%
- ----------------------------------------------------------------------------------
T. Rowe Price Large Cap Growth Portfolio .69% .24% .93%
- ----------------------------------------------------------------------------------
T. Rowe Price Small Cap Growth Portfolio .52% .09% .61%
- ----------------------------------------------------------------------------------
<CAPTION>
NEW ENGLAND ZENITH FUND
- ----------------------------------------------------------------------------------
<S> <C> <C> <C>
Alger Equity Growth Series .80% .00% .80%
- ----------------------------------------------------------------------------------
<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.
<F2> 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%.
<F3> 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%.
<F4> 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 2000, 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 0.96% of average daily
net assets.
<F5> 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
8
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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 2000, 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%, and total Fund expenses would have been 1.34% 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 1.30% 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 2000, 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%, and total Fund expenses would have been 1.50% of average daily
net assets.
<F7> 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 2000, 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%, and total Fund expenses would have been 0.86% of average daily
net assets.
<F8> The SEI VP Funds' total actual annual fund operating expenses for
the current fiscal year are expected to be less than the maximum amount
allowed because the Adviser will voluntarily waive a portion of its fee
in order to keep total operating expenses at a specified level. The
Adviser may discontinue all or part of its waiver at any time. With
this fee waiver, the Funds' actual total operating expenses are expected
to be the amounts shown in the table above. Absent the fee waiver, the
Funds' total operating expenses would be: Large Cap Value Fund, 0.95%;
Large Cap Growth Fund, 1.00%; Small Cap Value Fund, 1.20%; Small Cap
Growth Fund, 1.20%; International Equity Fund, 1.41%; Emerging Markets
Equity Fund, 2.34%; Core Fixed Income Fund, 0.70%; High Yield Bond
Fund, 0.99%; International Fixed Income Fund, 1.31%; Emerging Markets
Debt Fund, 1.95%.
</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 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
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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;
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.
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, 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
10
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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.
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.
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, the Loan Account, and in certain contracts, the
General 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, 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 a registered open-end investment
company. Although sometimes referred to elsewhere as "Portfolios," they
are referred to herein 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.
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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.
MATURITY DATE - The Policy Anniversary on which the Insured reaches
Attained Age 100.
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.
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.
PORTFOLIO - see Fund.
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.
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.
On January 6, 2000 The Metropolitan Life Insurance Company of New York
("MetLife") acquired GenAmerica Corporation. As a result of that
transaction, General American became an indirect, wholly-owned
subsidiary of MetLife.
12
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Headquartered in New York City since 1868, MetLife is a leading provider
of insurance and financial services to a broad spectrum of individual
and group customers. The company, with approximately $357.7 billion
worth of assets under management as of December 31, 1998, provides
individual insurance and investment products to approximately 9 million
households in the United States. MetLife also serves over 33 million
people by providing group insurance and investment products to
corporations and other institutions.
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 is divided into Divisions. Divisions invest in
corresponding Funds from various open-end, diversified management investment
companies. 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.
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 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 Capital Company 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 Advisor is Conning
Asset Management Company ("the Advisor"), an indirect majority-owned
subsidiary of General American. The Advisor 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
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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
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.
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").
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
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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.
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 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.
FIDELITY VARIABLE INSURANCE PRODUCTS FUND
Fidelity 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.
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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.
FIDELITY VARIABLE INSURANCE PRODUCTS FUND II
Fidelity 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.
FIDELITY VARIABLE INSURANCE PRODUCTS FUND III
Fidelity Variable Insurance Products Fund III ("VIP III") is an open-
end, diversified management investment company organized as a
Massachusetts business trust. 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 III. VIP III 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 Fund are summarized below:
MID CAP EQUITY FUND: This Fund seeks long-term capital growth by
investing primarily in common stocks, with at least 65% of total
assets in securities of companies with medium market
capitalizations, similar to those in the S&P MidCap 400. The fund
may potentially invest in domestic and foreign companies with
smaller or larger market capitalizations, investing in either
"growth" or "value" stocks or both. The fund selects investments
by using fundamental analysis of each issuer's financial condition
and industry position and market and economic conditions.
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 are currently available as investment choices 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.
The investment objectives and policies of the Funds 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
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
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world's major economies, exhibit relatively low gross national
product per capita, as well as the potential for rapid economic
growth.
SEI INSURANCE PRODUCTS TRUST
SEI Investments is a publicly-traded, diversified financial services
firm dedicated to helping investors more effectively manage their
financial assets. SEI Investments was incorporated in Pennsylvania in
1968 under the original name of Simulated Environments, Inc. SEI
Investments Management Corporation (SIMC), SEI Investments Distribution
Company (SIDCO), and SEI Trust Company are the principal wholly-owned
subsidiaries of SEI Investments. SIMC is an investment advisor
registered with the Securities and Exchange Commission (SEC) under the
Investment Advisers Act of 1940. SIDCO is a broker-dealer registered
with the SEC under the Securities Exchange Act of 1934 and a member of
the National Association of Securities Dealers, Inc.
SEI Insurance Products Trust is a mutual fund family that offers shares
in separate investment portfolios (Funds). The Funds have individual
investment goals and strategies and are designed exclusively as funding
vehicles for variable life insurance and variable annuity contracts.
SEI Investments Management Corporation is the Investment Adviser to SEI
Insurance Products Trust.
The investment objectives and policies of the Funds are summarized
below.
LARGE CAP VALUE FUND: This Fund invests primarily in common
stocks of U.S. Companies with market capitalizations of more than
$1 billion. The Fund uses a multi-manager approach, relying on
Sub-Advisers to manage the Fund's portfolio under the general
supervision of SIMC. Each Sub-Adviser, in managing its portions
of the Funds' assets, selects stocks it believes are undervalued
in light of such fundamental characteristics as earnings, book
value or return on equity. The Fund's portfolio is diversified as
to issuers and industries.
LARGE CAP GROWTH FUND: This Fund invests primarily in common
stocks of U.S. companies with market capitalizations of more than
$1 billion. The Fund uses a multi-manager approach, relying on
Sub-Advisers to manage the Fund's portfolio under the general
supervision of SIMC. Each Sub-Adviser, in managing its portion of
the Fund's assets, selects stocks it believes have significant
growth potential in light of such characteristics as revenue and
earnings growth and positive earnings surprises. The Fund's
portfolio is diversified as to issuers and industries.
SMALL CAP VALUE FUND: This Fund invests primarily in common
stocks of U.S. Companies with market capitalizations of less than
$2 billion. The Fund uses a multi-manager approach, relying on
Sub-Advisers to manage the Fund's portfolio under the general
supervision of SIMC. Each Sub-Adviser, in managing its portions
of the Funds' assets, selects stocks it believes are undervalued
in light of such fundamental characteristics as earnings, book
value or return on equity. The Fund's portfolio is diversified as
to issuers and industries.
SMALL CAP GROWTH FUND: This Fund invests primarily in common
stocks of U.S. companies with market capitalizations of less than
$2 billion. The Fund uses a multi-manager approach, relying on
Sub-Advisers to manage the Fund's portfolio under the general
supervision of SIMC. Each Sub-Adviser, in managing its portion of
the Fund's assets, selects stocks it believes have significant
growth potential in light of such characteristics as revenue and
earnings growth and positive earnings surprises. The Fund's
portfolio is diversified as to issuers and industries.
INTERNATIONAL EQUITY FUND: This Fund invests primarily in common
stocks and other equity securities of foreign companies. The Fund
uses a multi-manager approach, relying on Sub-Advisers to manage
the Fund's portfolio under the general supervision of SIMC. The
Fund's portfolio is diversified as to issuers, markets
capitalization, industry and country. The Fund primarily invests
in companies located in developed countries, but may also invest
in companies located in emerging markets.
EMERGING MARKETS EQUITY FUND: This Fund invests primarily in
common stocks and other equity securities of foreign companies
located in emerging markets countries. The fund uses a multi-
manager approach, relying on Sub-Advisers to manage the Fund's
portfolio under the general supervision of SIMC. The Fund is
diversified as to issuers, market capitalization, industry and
country.
CORE FIXED INCOME FUND: This Fund invests primarily in investment
grade U.S. corporate and government fixed income securities,
including mortgage-backed securities. The Fund uses a
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multi-manager approach, relying on Sub-Advisers to manage the Fund's
portfolio under the general supervision of SIMC. Sub-Advisers are
selected for their expertise in managing various kinds of fixed
income securities, and each Sub-Adviser makes investment decisions
based on an analysis of yield trends, credit ratings and other
factors in accordance with its particular discipline. While each
Sub-Adviser chooses securities of different types and maturities,
the Fund in the aggregate generally will have a dollar-weighted
average duration that is consistent with that of the broad U.S.
fixed income market.
HIGH YIELD BOND FUND: This Fund invests primarily in fixed income
securities rated below investment grade ("junk bonds"), including
corporate bonds and debentures, convertible and preferred
securities, and zero coupon obligations. The Sub-Adviser chooses
securities that offer a high current yield as well as total return
potential. The Fund's securities are diversified as to issuers
and industries. The Fund's average weighted maturity may vary,
and will generally not exceed ten years. There is no limit on the
maturity or on the credit quality of any security.
INTERNATIONAL FIXED INCOME FUND: This Fund invests primarily in
foreign government, corporate, and mortgage-backed securities. In
selecting investments for the Fund, the Sub-Adviser chooses
investment grade securities issued by corporations and governments
located in various developed foreign countries, looking for
opportunities for capital appreciation and gain, as well as
current income. There are no restrictions on the Fund's average
portfolio maturity or on the maturity of any specific security.
EMERGING MARKETS DEBT FUND: This Fund invests primarily in U.S.
dollar denominated debt securities of government, government-
related and corporate issuers in emerging markets countries, as
well as entities organized to restructure the outstanding debt of
such issuers. The Sub-Advisor will spread the Fund's holdings
across a number of countries and industries to limit its exposure
to a single emerging market economy. There are no restrictions on
the Fund's average portfolio maturity, or on the maturity of any
specific security. There is no minimum rating standard for the
Fund's securities, and the Fund's securities will generally be in
the lower or lowest rating categories.
METROPOLITAN SERIES FUND
The Metropolitan Series Fund, Inc. is a "series" type of mutual fund,
which is registered as an open-end management investment company under
the 1940 Act. The fund is divided into Portfolios, each of which
represents a different class of stock in which a corresponding
investment division of Separate Account UL invests. Separate Account UL
was established under New York law on December 13, 1988. It is
registered as a unit investment trust under the Investment Company Act
of 1940.
The investment objectives and policies of the Funds available under your
Policy are summarized below:
JANUS MID CAP PORTFOLIO: The Portfolio seeks long-term growth of
capital. It normally invests at least 65% of its total assets in
common stocks of medium capitalization companies selected for
their growth potential. The portfolio manager defines medium
capitalization ("mid-cap") companies as those whose market
capitalization falls within the range of companies included in the
S&P MidCap 400 Index at the time of the purchase. The Portfolio
is non-diversified, so that it can own larger positions in a
smaller number of issuers. This means that appreciation or
depreciation of a single investment can have a greater impact on
the Portfolio's share price. The portfolio manager generally
takes a "bottom up" approach to building the Portfolio by
identifying the companies with earnings growth potential that may
not be recognized by the market at large, without regard to any
industry sector or other similar selection procedure.
T. ROWE PRICE LARGE CAP GROWTH PORTFOLIO: This Portfolio seeks
long-term growth of capital, with dividend income as a secondary
goal. It normally invests at least 65% of its total assets in a
diversified group of large capitalization growth
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companies. The portfolio managers define large capitalization
("large-cap") companies as those whose market capitalization falls
within the range of the largest 300 companies included in the
Russell 3000 Index at the time of the purchase. The Portfolio
generally looks for companies with above-average growth in
earnings and cash flow; the ability to sustain earnings momentum
even during economic slowdowns by operating in industries or
service sectors where earnings and dividends can outpace inflation
and the overall economy; or that have a lucrative niche in the
economy where profit margins widen due to economic factors (rather
than one-time events such as lower taxes). The Portfolio expects
to invest in common stocks of companies that normally (but not
always) pay dividends that are generally expected to rise in
future years as earnings rise.
T. ROWE PRICE SMALL CAP GROWTH PORTFOLIO: The investment
objective of this Portfolio is long-term capital growth. The
Portfolio normally invests at least 65% of its total assets in a
diversified group of small capitalization companies. The
portfolio manager defines small capitalization ("small cap")
companies as those whose market capitalization falls within the
range of companies included in the bottom 10% of the S&P 500 Index
at the time of the purchase. The Portfolio expects to invest
primarily in common stocks and convertible securities of companies
in the development stage of their corporate life cycle with
potential to achieve long-term earnings growth faster than the
overall market.
NEW ENGLAND ZENITH FUND
New England Zenith Fund is an open-end diversified management investment
company, more commonly known as a mutual fund, consisting of multiple
investment portfolios, known as the Series. New England Investment
Management, Inc. (NEIM) was organized in 1994 by New England Financial
to serve as the investment adviser to the Series.
The investment objectives and policies of the Fund available under your
Policy are summarized below:
ALGER EQUITY GROWTH SERIES: Alger invests Equity Growth's assets
primarily in growth stocks. Alger will ordinarily invest at least
65% of Equity Growth's total assets in equity securities of issues
with market capitalization of $1 billion or greater. Alger seeks
out and invests primarily in companies that are traded on domestic
stock exchanges or in the domestic over-the-counter market. The
companies Alger chooses for the portfolio of the Series may still
be in the development stage. They may be older companies that
appear to be entering a new stage of growth progress due to
factors like management changes or development of new
technologies, products or markets, or may be companies providing
products or services with a high unit volume growth rate. Alger
focuses on fundamental characteristics of individual companies and
does not allocate assets based on specific industry sectors.
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 Capital Company. The Board of
Trustees of each Fund 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 each Fund's
prospectus, 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
currently available under the Policy, 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 Fund currently
available under the Policy, or in shares of another investment
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company, 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.
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 and Allocation of Premiums - Policy Lapse and
Reinstatement.) The minimum Face Amount currently is $50,000.
DEATH BENEFIT OPTION A. Under Death Benefit Option A, the death benefit
is the current Face Amount of the Policy or, if greater, the applicable
percentage of Cash Value on the date of death. The applicable
percentage is 250% for an Insured 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
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. 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.)
<PAGE>
- -------------------------------------------------------------------------
APPLICABLE PERCENTAGE OF CASH VALUE TABLE<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 or older 100%
- -------------------------------------------------------------------------
[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
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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). 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.)
- -------------------------------------------------------------------------
DEATH BENEFIT OPTION C
SAMPLE ATTAINED AGE FACTOR TABLE
- -------------------------------------------------------------------------
INSURED MALE LIVES FEMALE LIVES
ATTAINED AGE FACTOR FACTOR
- -------------------------------------------------------------------------
20 6.39373 7.62992
- -------------------------------------------------------------------------
25 5.50505 6.48136
- -------------------------------------------------------------------------
30 4.68733 5.49185
- -------------------------------------------------------------------------
35 3.97255 4.64894
- -------------------------------------------------------------------------
40 3.37168 3.94230
- -------------------------------------------------------------------------
45 2.87784 3.36481
- -------------------------------------------------------------------------
50 2.47279 2.88712
- -------------------------------------------------------------------------
55 2.14116 2.49005
- -------------------------------------------------------------------------
60 1.87392 2.15766
- -------------------------------------------------------------------------
65 1.65835 1.87615
- -------------------------------------------------------------------------
70 1.48797 1.64736
- -------------------------------------------------------------------------
75 1.35451 1.46009
- -------------------------------------------------------------------------
80 1.25595 1.31875
- -------------------------------------------------------------------------
85 1.18113 1.21344
- -------------------------------------------------------------------------
90 1.12767 1.13972
- -------------------------------------------------------------------------
95 1.07472 1.07637
- -------------------------------------------------------------------------
CHANGES IN DEATH BENEFIT OPTION. After the first Policy Anniversary, if
the Policy was issued with either Death Benefit Option A or Death
Benefit Option B, the death benefit option may be changed. The option
may be changed once each Policy Year, and 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 change its death benefit option to
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 Benefit Option B Policy may change its death benefit option to
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 and 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.)
<PAGE>
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. 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 $25,000. 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
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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
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 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.
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), 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. 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
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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.)
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
(5) A charge equal to .0019111% of the average net assets for
each day in the Valuation Period. This is equivalent to an
effective annual rate of 0.70% per year for mortality and expense
risks; divided by
(6) The value of the assets at the end of the preceding Valuation
Period.
POLICY RIGHTS
LOANS
Loan Privileges. After the first Policy Anniversary, 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, and less any surrender charge. 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 earnings rate which is the greater of (a) an annual
rate of 4% ("the guaranteed earnings rate" or (b) a current rate
determined by us ("the discretionary earnings rate"). The Company may
change the discretionary earnings rate on Policy Loans at any time in
its sole discretion. Currently in Policy Years one through ten, we
accrue interest at a discretionary earnings rate which is .85% less than
the borrowing rate we charge for Policy Loan interest. Beginning in
Policy Year eleven we accrue interest at a discretionary earnings rate
which is .50% less than the borrowing rate we charge for Policy Loan
interest. The difference between the rate
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of interest earned and the borrowing rate is the "Loan Spread".
The Loan Spreads mentioned above are currently in effect and are not
guaranteed.
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 an index. The indexed borrowing rate will never be
more than the maximum loan rate permitted by law. More information on
the borrowing rate charged is provided below.
General American will inform the Owner of the current borrowing rate
when a Policy Loan is made. General American will also mail the Owner
an advance notice if there is to be a change in the borrowing rate
applicable to any outstanding Indebtedness.
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.
We determine the borrowing rate at the beginning of each Policy Year.
The same rate applies to any outstanding Indebtedness and to any new
Policy Loans made during the year. The borrowing rate determined by
General American for a Policy Year may not exceed a Maximum Limit which
is the greater of:
(a) The Published Monthly Average (defined below) for the
calendar month ending two months before the beginning of the month
in which the Policy Anniversary falls (example: for a Policy with
a June Policy Anniversary, the March Published Average); or
(b) Five Percent (5%).
The Published Monthly Average means:
(1) Moody's Corporate Bond Yield Average - Monthly Average
Corporate, as published by Moody's Investors Service, Inc. or any
successor to that service; or
(2) If that average is no longer published, a substantially
similar average, established by regulation issued by the insurance
supervisory official of the state in which this Policy is issued.
If the Maximum Limit for a Policy Year, as determined in this manner, is
at lest 0.50% higher than the borrowing rate determined by General
American for the previous Policy Year, General American may increase the
borrowing rate to not more than the Maximum Limit. Therefore the
borrowing rate we charge for Policy Loan interest will only change if
the Published Monthly Average differs from the previous rate by at least
0.50%.
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.
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.)
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Any outstanding Indebtedness will be deducted from the proceeds payable
upon the death of the Insured, surrender, or the maturity of the Policy.
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 up
to one partial withdrawal each Policy Month from the Separate Account,
and up to four partial withdrawals and transfers in any Policy Year from
the General Account. 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, (2) $5,000, (3) 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
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. 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
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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 Deferred
Contingent Sales Charge will apply. (See Contingent Deferred Sales
Charge.)
A partial withdrawal or pro rata surrender may also result in a 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, 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
must be made in writing. Transfers from or among the Divisions of the
Separate Account may be made once each Policy Month and must be in
amounts of at least $500 or, if smaller, the Policy's Cash Value in a
Division.
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General American ordinarily will effectuate 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 Day 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 effectuate 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.
General American may in the future impose a charge of no more than $25
per transfer request.
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 one
percent (1%). 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.
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
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
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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.
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.
PAYMENTS OF BENEFITS AT MATURITY
If the Insured is living and the Policy is in force, the Company will
pay in a lump sum the Cash Surrender Value of the Policy on the Maturity
Date, plus any unpaid dividends determined prior to maturity. Amounts
payable on the Maturity Date ordinarily will be paid in a lump sum
within seven days of that date, although payments may be postponed under
certain circumstances. (See General Matters - Postponements of Payments
from the Separate Account.) A Policy will mature if and when the Insured
reaches Attained Age 100. Settlement options other than a lump sum
payment may only be made upon written agreement with the Company.
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 80 for regularly underwritten contracts
and, should they become available in the future, to Insureds of Issue
Ages 0 through 64 for simplified issue and guaranteed issue contracts.
General American may, in its sole discretion, issue Policies to
individuals falling outside of those Issue Ages.
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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 "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
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both. For each Division chosen, the minimum percentage that may be
allocated to a Division is 1% 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 1%, the minimum percentage is 1%, 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. Lapse will occur 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 years after the date of lapse and
before the Maturity Date. 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.
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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 not to exceed 5% of each premium payment
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 of 5% in Policy Years one through ten and 2.25%
in Policy Years past Policy Year ten. 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 and subdivisions impose a tax on premiums
received by insurance companies. Premium taxes vary from state to
state. A deduction of 2.5% of the premium is taken from each premium
payment for these taxes. The deduction represents an amount the Company
considers necessary to pay the premium taxes imposed by the states and
any subdivisions thereof.
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.
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 $4 per month for all Policy
Months. These charges are guaranteed not to increase while the Policy
is in
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force. The Company does not anticipate that it will make any profit on
the monthly administrative charge.
The Company may administer the Policy itself, or the Company 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 sex (except for Policies sold in Montana, (See Unisex
Requirements Under Montana Law) of the Insured at issue or the date of
an increase in Face Amount. 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, and should it become
available in the future, to guaranteed issue underwriting.
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 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 1980 CSO Mortality Tables (1980 CSO Table A and
1980 CSO Table G), 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. For rate classes other than the
guaranteed issue rate class, 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 smoker rate class.) Policies issued with simplified underwriting or
guaranteed issue, if it would become available in the future, will in
general incur a higher cost of insurance than Policies issued under full
underwriting. Guaranteed issue Policies will in general incur the
highest 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.
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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, 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 be
the Contingent Deferred Sales Charge Percentage multiplied by 4.0% of
premiums paid since issue.
The Contingent Deferred Sales Charge Percentage is shown in the
following table.
CONTINGENT DEFERRED SALE CHARGE
PERCENTAGE TABLE
IF SURRENDER OR LAPSE THE PERCENTAGE OF THE
OCCURS IN THE LAST MONTH SURRENDER CHARGE
OF POLICY YEAR:<F*> PAYABLE WILL BE:<F**>
1 through 5 100%
6 80%
7 60%
8 40%
9 20%
10 and later 0%
[FN]
<F*>In addition, the percentages reduce equally for each Policy
Month during the years shown. For example, during the seventh
year, the percentage reduces equally each month from 80% at the
end of the sixth Year to 60% at the end of the seventh Year.
<F**>For male issue ages 75 through 80 and female issue ages 77
through 80, the Contingent Deferred Sales Charge Percentage grades
to 0% in less than ten years.
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 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.
REDUCTION 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 reduce 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 are reduced.
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, a reduction is appropriate. The Company may modify its
criteria for qualification for reduction of charges as experience is
gained, subject to the limitation that such reductions 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 at the rate of .0019111% of the average
net assets of each Division of the Separate Account which equals an
effective annual rate of .70% of those net assets. 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
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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 a participating Policy which is entitled to a share, if
any, of the divisible surplus of the Company as determined each year and
apportioned to it. This surplus will be distributed as a dividend
payable annually on the January Monthly Anniversary. If the Insured
dies after the dividend has been determined, the Company will pay any
unpaid dividend to the Beneficiary.
Dividends under participating policies may be described as refunds of
premiums which adjust the cost of a Policy to the actual level of costs
emerging over time after the issue of the Policies. Both Federal and
state law recognize that dividends are generally considered to be a
refund of a portion of the premium paid and therefore are not treated as
income for Federal or state income tax purposes. However, depending on
the dividend payment option chosen (see below), dividends may have tax
consequences to Owners. Counsel or other competent tax advisors should
be consulted for more complete information.
Dividend illustrations published at the time of issue of a Policy
reflect the actual recent experience of the issuing insurance company
with respect to factors such as interest, mortality, and expenses.
State law generally prohibits a company from projecting or estimating
future results. State law also requires that dividends must be based on
surplus, after setting aside certain necessary amounts, and that such
surplus must be apportioned equitably among participating policies. In
other words, in principle and by statute, dividends must be based on
actual experience and cannot be guaranteed at issue of a Policy.
Each year the Company's actuary analyzes the current and recent past
experience and compares it to the assumptions used in determining the
premium rates at the time of issue. Some of the more important data
studied includes mortality and lapse rates, investment yield in the
General Account, and actual expenses incurred in administering the
Policy. Such data is then allocated to each dividend class, e.g., by
year of issue, age and plan. The actuary then determines what dividends
can be equitably apportioned to each Policy class and makes a
recommendation to the Company's Board of Directors ("the Board). The
Board, which has the ultimate authority to declare dividends, will vote
the amount of surplus to be apportioned to each Policy class, thereby,
authorizing the distribution of the annual dividend.
An Owner may choose one of the following dividend options. Dividends
will be credited under the chosen option until the Owner changes it. If
the Owner does not choose an option, the Company will credit the
dividend under Dividend Option B until such time as the Owner requests
in writing a different option.
DIVIDEND OPTION A: Cash. The amount of the dividend will be paid in
cash.
DIVIDEND OPTION B: Increase Cash Value. The amount of the dividend will
be added to the Policy's Cash Value on the date of the dividend payment.
The Cash Value will be increased by the amount of the dividend. The
dividend will be allocated to the General Account (if available) and the
Divisions of the Separate Account according to the current allocation of
the Net Premium.
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 securities laws relating
to the accuracy and completeness of statements made in prospectuses.
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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 and prior to the Maturity Date, a portion of
Cash Value may be withdrawn from the General Account or transferred from
the General Account to the Separate Account. A maximum total of four
partial withdrawals and transfers from the General Account is permitted
in a Policy Year. 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
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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 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, (b) $5,000, or (c) 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.)
No transfer charge currently is imposed on transfers to or from the
General Account. However, such a charge may be imposed in the future.
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, death of Insured, or
the Maturity Date, 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, prior to its Maturity Date. After the Maturity
Date, the Owner cannot change the payee nor the mode of payment, unless
otherwise provided in 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
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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 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.
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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
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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.
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 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 any Policies sold in Montana; 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.
CHANGE IN RATE CLASS
Sixty days prior to the Policy Anniversary on which the Insured attains
age 20, a letter will be sent to the Owner notifying the Owner of the
opportunity to apply for a change in the Insured's Rate Class from
Smoker to Non-Smoker. Upon receipt of the forms requested for a Non-
Smoker risk classification and proof satisfactory to the Company, the
Rate Class will be Non-Smoker. If the Owner does not apply for a Rate
Class change, the Rate Class will remain Smoker.
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.
INCREASING BENEFIT OPTION RIDER. Allows the Owner to increase the Face
Amount of the Policy without evidence of insurability. The increase is
made on each Policy Anniversary.
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
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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 7.50% of
target premiums and 2.00% of excess premium paid in Policy Year 1. In
renewal years, the agent commissions equal 4.0% of premiums paid in
years 2 through 10. A 2.50% of premium service fee is paid after Policy
year 10. For Policy years after Policy Year 1, a commission of .20% of
the average monthly Cash Value for each Policy Year is paid. In addition,
the Company, general agent, and writing agent may enter into agreements
that compensate the writing agent for basic expenses, renewal overrides,
and incentive bonuses. Reductions may be possible under the circumstances
outlined in the section entitled Reduction of Charges. General Agents
receive compensation which may be in part based on the level of agent
commissions in their agencies.
Walnut Street receives no administrative fees, management fees, or other
fee income from sales of the Policies.
The general agent commission schedules and rules differ for different
types of agency contracts.
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, 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 Capital
Company, RIF, VIP, VIP II, or Van Eck, 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
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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 Advisor 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 advisor
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 Policy, or when
benefits are paid at such a Policy's maturity date, 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
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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 advisor
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 Advisor 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 and benefits paid at maturity, 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.
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, or when benefits are paid at such a Policy's
maturity date, 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
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only under certain very limited circumstances. AN OWNER
SHOULD CONSULT A COMPETENT TAX ADVISOR 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.
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
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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 Advisor or sub-Advisor 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.
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<TABLE>
MANAGEMENT OF THE COMPANY
<CAPTION>
PRINCIPAL OCCUPATION (S)
NAME DURING PAST FIVE YEARS<F*>
---- --------------------------
PRINCIPAL OFFICERS<F**>
- -----------------------
<S> <C>
Richard A. Liddy Chairman and CEO, 2/2000-present. Formerly Chairman, President
and CEO, 1/95-2/2000; 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, 12/84-present. Formerly Controller, 12/84-2/2000.
Barry C. Cooper Vice President and Controller, 2/2000-present.
Kevin C. Eichner President, 2/2000-present. Formerly 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.
E. Thomas Hughes Corporate Actuary and Treasurer, 10/94-present. Formerly
Executive Vice President-Group Pensions, 3/90-10/94
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, Winer and Wolzenski and for Ms. Snyder is 13045
Tesson Ferry Road, St. Louis, Missouri 63128. The principal business
address for Mr. Woodring is 1370 Timberlake Manor Parkway, Chesterfield,
MO 63017. The principal business address for Mr. Eichner is 670 Mason
Ridge Center Drive, Suite 100, St. Louis, Missouri 63141.
44
<PAGE>
<PAGE>
<CAPTION>
PRINCIPAL OCCUPATION (S)
NAME DURING PAST FIVE YEARS<F*>
---- --------------------------
<S> <C>
DIRECTORS
- ---------
August A. Busch III Chairman of the Board and President, Anheuser-Busch
Anheuser-Busch Companies, Inc. Companies, Inc. (beer business).
One Busch Place
St. Louis, Missouri 63118
William E. Cornelius Retired Chairman and Chief Executive Officer, Union
Union Electric Company Electric Company (electric utility business).
P.O. Box 149
St. Louis, Missouri 63166
John C. Danforth Partner. 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
Edison Brothers Stores, Inc. specialty stores).
P.O. Box 14020
St. Louis, Missouri 63178
Richard A. Liddy Chairman 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
1375 North Highway Drive marketing research business).
Fenton, Missouri 63099
Craig D. Schnuck Chairman and Chief Executive Officer, Schnuck Markets,
Schnuck Markets, Inc. 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
Ralston Purina Company International, Inc. Formerly Chairman, Chief Executive Officer
Checkerboard Square and President, Ralston Purina Company (pet food, batteries,
St. Louis, Missouri 63164 and bread business); Chairman, Ralcorp Holdings, Inc. (ready-
to-eat cereal, baby food, ski resorts).
Andrew C. Taylor Chief Executive Officer and President, Enterprise
Enterprise Rent-A-Car Rent-A-Car (car rental).
600 Corporate Park Drive
St. Louis, Missouri 63105
45
<PAGE>
<PAGE>
<CAPTION>
PRINCIPAL OCCUPATION (S)
NAME DURING PAST FIVE YEARS<F*>
---- --------------------------
DIRECTORS (CONTINUED)
- ---------------------
<S> <C>
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,
Monsanto Company Washington University, Retired Senior Vice President,
800 North Lindbergh Public Policy, Monsanto Company (chemicals diversified
St. Louis, Missouri 63167 industry, pharmaceuticals, life science products, and
food ingredients business).
Ted C. Wetterau President, Wetterau Associates, L.L.C. Retired
Wetterau Associates, L.L.C. Chairman and Chief Executive Officer, Wetterau
7700 Bonhomme, Suite 750 Incorporated (retail and wholesale grocery,
St. Louis, Missouri 63105 manufacturing business).
<FN>
<F*> All positions listed are with General American unless otherwise indicated.
</TABLE>
46
<PAGE>
<PAGE>
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 Robert J.
Banstetter, Vice President, General Counsel, and Secretary 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 Alan
J. Hobbs, FSA, MAAA, LLIF, Second Vice President & Financial 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.
47
<PAGE>
<PAGE>
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 on pages A-2 through A-10 illustrate a
Policy issued to a Male, age 45 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 the monthly administrative charges and monthly
charges for the cost of insurance based on the maximum values allowed
under the 1980 Commissioners Standard Ordinary Mortality Table. 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 the
monthly administrative charges and monthly charges for the cost of
insurance at their current level, which is less than or equal to that
allowed by the 1980 Commissioners Standard Ordinary Mortality Table.
The Cash Value column under the "Current" heading also reflects payment
of the projected dividends into the Cash Value. 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 shown for Cash Value, Cash Surrender Value, and death
benefit reflect the fact that the investment rate of return is lower
than the gross after-tax return on the assets held in a Division of the
Separate Account. The charges include a .70% charge for mortality and
expense risk, and an assumed .70% charge for the investment Advisory fee
and administrative expenses combined. 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 net annual rates of -1.40%, 4.60%, and 10.60%, 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 Tax 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, and dividends are paid into the Cash Value as projected. 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.
48
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM: $2,162
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 0.0% (NET RATE @ -1.40%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 2,162 2,270 1,709 1,796 100,000 1,709 1,796 100,000
2 47 2,162 4,653 3,350 3,523 100,000 3,052 3,225 100,000
3 48 2,162 7,155 4,914 5,173 100,000 4,344 4,604 100,000
4 49 2,162 9,783 6,425 6,771 100,000 5,586 5,931 100,000
5 50 2,162 12,542 7,896 8,329 100,000 6,772 7,205 100,000
6 51 2,162 15,439 9,444 9,859 100,000 8,008 8,423 100,000
7 52 2,162 18,481 10,988 11,351 100,000 9,216 9,580 100,000
8 53 2,162 21,674 12,540 12,817 100,000 10,394 10,670 100,000
9 54 2,162 25,028 14,092 14,247 100,000 11,533 11,689 100,000
10 55 2,162 28,549 15,643 15,643 100,000 12,629 12,629 100,000
11 56 2,162 32,246 17,103 17,103 100,000 13,487 13,487 100,000
12 57 2,162 36,128 18,533 18,533 100,000 14,258 14,258 100,000
13 58 2,162 40,204 19,916 19,916 100,000 14,941 14,941 100,000
14 59 2,162 44,484 21,264 21,264 100,000 15,531 15,531 100,000
15 60 2,162 48,978 22,577 22,577 100,000 16,023 16,023 100,000
16 61 2,162 53,697 23,830 23,830 100,000 16,408 16,408 100,000
17 62 2,162 58,652 25,025 25,025 100,000 16,674 16,674 100,000
18 63 2,162 63,854 26,154 26,154 100,000 16,805 16,805 100,000
19 64 2,162 69,317 27,212 27,212 100,000 16,784 16,784 100,000
20 65 2,162 75,052 28,200 28,200 100,000 16,592 16,592 100,000
25 70 2,162 108,330 31,890 31,890 100,000 12,416 12,416 100,000
30 75 2,162 150,801 32,684 32,684 100,000 0 0 0
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR THE FUNDS. 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,
ANY FUND, 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>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM: $2,162
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 6.0% (NET RATE @ 4.60%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 2,162 2,270 1,824 1,910 100,000 1,824 1,910 100,000
2 47 2,162 4,653 3,691 3,864 100,000 3,384 3,557 100,000
3 48 2,162 7,155 5,594 5,853 100,000 4,989 5,249 100,000
4 49 2,162 9,783 7,559 7,905 100,000 6,642 6,988 100,000
5 50 2,162 12,542 9,603 10,035 100,000 8,342 8,774 100,000
6 51 2,162 15,439 11,844 12,259 100,000 10,194 10,609 100,000
7 52 2,162 18,481 14,209 14,572 100,000 12,124 12,487 100,000
8 53 2,162 21,674 16,712 16,989 100,000 14,132 14,409 100,000
9 54 2,162 25,028 19,350 19,506 100,000 16,215 16,371 100,000
10 55 2,162 28,549 22,130 22,130 100,000 18,369 18,369 100,000
11 56 2,162 32,246 24,985 24,985 100,000 20,406 20,406 100,000
12 57 2,162 36,128 27,983 27,983 100,000 22,480 22,480 100,000
13 58 2,162 40,204 31,111 31,111 100,000 24,595 24,595 100,000
14 59 2,162 44,484 34,386 34,386 100,000 26,752 26,752 100,000
15 60 2,162 48,978 37,819 37,819 100,000 28,952 28,952 100,000
16 61 2,162 53,697 41,399 41,399 100,000 31,196 31,196 100,000
17 62 2,162 58,652 45,139 45,139 100,000 33,481 33,481 100,000
18 63 2,162 63,854 49,049 49,049 100,000 35,804 35,804 100,000
19 64 2,162 69,317 53,139 53,139 100,000 38,161 38,161 100,000
20 65 2,162 75,052 57,427 57,427 100,000 40,552 40,552 100,000
25 70 2,162 108,330 82,526 82,526 100,000 53,144 53,144 100,000
30 75 2,162 150,801 115,392 115,392 123,469 67,447 67,447 100,000
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR THE FUNDS. 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,
ANY FUND, 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>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM: $2,162
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 12.0% (NET RATE @ 10.60%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 2,162 2,270 1,938 2,025 100,000 1,938 2,025 100,000
2 47 2,162 4,653 4,045 4,218 100,000 3,730 3,903 100,000
3 48 2,162 7,155 6,330 6,590 100,000 5,691 5,950 100,000
4 49 2,162 9,783 8,838 9,184 100,000 7,840 8,186 100,000
5 50 2,162 12,542 11,607 12,039 100,000 10,196 10,629 100,000
6 51 2,162 15,439 14,781 15,196 100,000 12,886 13,301 100,000
7 52 2,162 18,481 18,313 18,677 100,000 15,861 16,224 100,000
8 53 2,162 21,674 22,253 22,530 100,000 19,148 19,424 100,000
9 54 2,162 25,028 26,632 26,787 100,000 22,774 22,930 100,000
10 55 2,162 28,549 31,496 31,496 100,000 26,775 26,775 100,000
11 56 2,162 32,246 36,855 36,855 100,000 31,000 31,000 100,000
12 57 2,162 36,128 42,832 42,832 100,000 35,654 35,654 100,000
13 58 2,162 40,204 49,468 49,468 100,000 40,794 40,794 100,000
14 59 2,162 44,484 56,852 56,852 100,000 46,485 46,485 100,000
15 60 2,162 48,978 65,075 65,075 100,000 52,804 52,804 100,000
16 61 2,162 53,697 74,231 74,231 100,000 59,838 59,838 100,000
17 62 2,162 58,652 84,422 84,422 108,060 67,688 67,688 100,000
18 63 2,162 63,854 95,703 95,703 120,586 76,476 76,476 100,000
19 64 2,162 69,317 108,187 108,187 134,152 86,301 86,301 107,014
20 65 2,162 75,052 122,007 122,007 148,848 97,123 97,123 118,490
25 70 2,162 108,330 216,521 216,521 251,165 169,615 169,615 196,754
30 75 2,162 150,801 373,725 373,725 399,886 286,992 286,992 307,081
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR THE FUNDS. 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,
ANY FUND, 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>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT INCREASING (OPTION B) ANNUAL PREMIUM: $6,288
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 0.0% (NET RATE @ -1.40%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 6,288 6,603 5,306 5,557 105,557 5,306 5,557 105,557
2 47 6,288 13,536 10,486 10,989 110,989 10,177 10,680 110,680
3 48 6,288 20,815 15,531 16,285 116,285 14,938 15,693 115,693
4 49 6,288 28,459 20,466 21,472 121,472 19,587 20,593 120,593
5 50 6,288 36,484 25,305 26,563 126,563 24,121 25,379 125,379
6 51 6,288 44,911 30,363 31,570 131,570 28,841 30,048 130,048
7 52 6,288 53,759 35,427 36,484 136,484 33,537 34,594 134,594
8 53 6,288 63,050 40,512 41,317 141,317 38,206 39,011 139,011
9 54 6,288 72,805 45,606 46,059 146,059 42,839 43,292 143,292
10 55 6,288 83,048 50,710 50,710 150,710 47,429 47,429 147,429
11 56 6,288 93,804 55,571 55,571 155,571 51,419 51,419 151,419
12 57 6,288 105,096 60,390 60,390 160,390 55,255 55,255 155,255
13 58 6,288 116,954 65,110 65,110 165,110 58,936 58,936 158,936
14 59 6,288 129,404 69,745 69,745 169,745 62,457 62,457 162,457
15 60 6,288 142,477 74,295 74,295 174,295 65,813 65,813 165,813
16 61 6,288 156,204 78,726 78,726 178,726 68,992 68,992 168,992
17 62 6,288 170,617 83,039 83,039 183,039 71,983 71,983 171,983
18 63 6,288 185,750 87,223 87,223 187,223 74,770 74,770 174,770
19 64 6,288 201,641 91,268 91,268 191,268 77,333 77,333 177,333
20 65 6,288 218,325 95,176 95,176 195,176 79,655 79,655 179,655
25 70 6,288 315,129 112,314 112,314 212,314 87,169 87,169 187,169
30 75 6,288 438,677 124,271 124,271 224,271 85,685 85,685 185,685
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR THE FUNDS. 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,
ANY FUND, 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>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT INCREASING (OPTION B) ANNUAL PREMIUM: $6,288
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 6.0% (NET RATE @ 4.60%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 6,288 6,603 5,649 5,900 105,900 5,649 5,900 105,900
2 47 6,288 13,536 11,520 12,023 112,023 11,201 11,704 111,704
3 48 6,288 20,815 17,612 18,366 118,366 16,980 17,735 117,735
4 49 6,288 28,459 23,958 24,964 124,964 22,994 24,000 124,000
5 50 6,288 36,484 30,584 31,842 131,842 29,248 30,505 130,505
6 51 6,288 44,911 37,816 39,023 139,023 36,052 37,259 137,259
7 52 6,288 53,759 45,454 46,511 146,511 43,207 44,263 144,263
8 53 6,288 63,050 53,525 54,330 154,330 50,718 51,523 151,523
9 54 6,288 72,805 62,033 62,485 162,485 58,587 59,040 159,040
10 55 6,288 83,048 70,991 70,991 170,991 66,817 66,817 166,817
11 56 6,288 93,804 80,224 80,224 180,224 74,858 74,858 174,858
12 57 6,288 105,096 89,945 89,945 189,945 83,169 83,169 183,169
13 58 6,288 116,954 100,099 100,099 200,099 91,758 91,758 191,758
14 59 6,288 129,404 110,719 110,719 210,719 100,631 100,631 200,631
15 60 6,288 142,477 121,828 121,828 221,828 109,791 109,791 209,791
16 61 6,288 156,204 133,413 133,413 233,413 119,241 119,241 219,241
17 62 6,288 170,617 145,498 145,498 245,498 128,977 128,977 228,977
18 63 6,288 185,750 158,096 158,096 258,096 138,994 138,994 238,994
19 64 6,288 201,641 171,220 171,220 271,220 149,282 149,282 249,282
20 65 6,288 218,325 184,896 184,896 284,896 159,832 159,832 259,832
25 70 6,288 315,129 262,146 262,146 362,146 216,318 216,318 316,318
30 75 6,288 438,677 355,596 355,596 455,596 277,380 277,380 377,380
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR THE FUNDS. 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,
ANY FUND, 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>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT INCREASING (OPTION B) ANNUAL PREMIUM: $6,288
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 12.0% (NET RATE @ 10.60%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 6,288 6,603 5,992 6,244 106,244 5,992 6,244 106,244
2 47 6,288 13,536 12,595 13,098 113,098 12,267 12,770 112,770
3 48 6,288 20,815 19,862 20,617 120,617 19,192 19,946 119,946
4 49 6,288 28,459 27,888 28,895 128,895 26,833 27,839 127,839
5 50 6,288 36,484 36,767 38,024 138,024 35,262 36,520 136,520
6 51 6,288 44,911 46,902 48,109 148,109 44,860 46,068 146,068
7 52 6,288 53,759 58,182 59,238 159,238 55,510 56,566 156,566
8 53 6,288 63,050 70,730 71,535 171,535 67,303 68,108 168,108
9 54 6,288 72,805 84,656 85,109 185,109 80,342 80,795 180,795
10 55 6,288 83,048 100,097 100,097 200,097 94,738 94,738 194,738
11 56 6,288 93,804 117,097 117,097 217,097 110,064 110,064 210,064
12 57 6,288 105,096 136,023 136,023 236,023 126,912 126,912 226,912
13 58 6,288 116,954 156,973 156,973 256,973 145,438 145,438 245,438
14 59 6,288 129,404 180,181 180,181 280,181 165,813 165,813 265,813
15 60 6,288 142,477 205,895 205,895 305,895 188,225 188,225 288,225
16 61 6,288 156,204 234,351 234,351 334,351 212,878 212,878 312,878
17 62 6,288 170,617 265,851 265,851 365,851 239,992 239,992 339,992
18 63 6,288 185,750 300,714 300,714 400,714 269,810 269,810 369,810
19 64 6,288 201,641 339,298 339,298 439,298 302,595 302,595 402,595
20 65 6,288 218,325 382,011 382,011 482,011 338,642 338,642 438,642
25 70 6,288 315,129 674,710 674,710 782,663 580,578 580,578 680,578
30 75 6,288 438,677 1,161,247 1,161,247 1,261,247 970,215 970,215 1,070,215
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR THE FUNDS. 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,
ANY FUND, 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.
54
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM: $5,551
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 0.0% (NET RATE @ -1.40%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 5,551 5,829 4,669 4,892 100,000 4,669 4,892 100,000
2 47 5,551 11,949 9,234 9,678 100,000 8,955 9,399 100,000
3 48 5,551 18,376 13,689 14,355 100,000 13,166 13,832 100,000
4 49 5,551 25,123 18,061 18,950 100,000 17,304 18,192 100,000
5 50 5,551 32,209 22,364 23,474 100,000 21,370 22,480 100,000
6 51 5,551 39,648 26,874 27,940 100,000 25,632 26,698 100,000
7 52 5,551 47,459 31,408 32,341 100,000 29,912 30,845 100,000
8 53 5,551 55,661 35,977 36,688 100,000 34,211 34,922 100,000
9 54 5,551 64,273 40,575 40,974 100,000 38,529 38,929 100,000
10 55 5,551 73,316 45,198 45,198 100,479 42,866 42,866 100,000
11 56 5,551 82,810 49,604 49,604 107,243 46,713 46,713 100,993
12 57 5,551 92,780 53,977 53,977 113,544 50,436 50,436 106,095
13 58 5,551 103,248 58,268 58,268 119,313 54,037 54,037 110,650
14 59 5,551 114,239 62,486 62,486 124,601 57,518 57,518 114,696
15 60 5,551 125,780 66,633 66,633 129,445 60,880 60,880 118,270
16 61 5,551 137,898 70,688 70,688 133,838 64,121 64,121 121,404
17 62 5,551 150,622 74,655 74,655 137,818 67,240 67,240 124,129
18 63 5,551 163,982 78,530 78,530 141,414 70,234 70,234 126,474
19 64 5,551 178,010 82,308 82,308 144,655 73,098 73,098 128,469
20 65 5,551 192,739 85,994 85,994 147,583 75,832 75,832 130,142
25 70 5,551 278,198 102,991 102,991 158,313 87,605 87,605 134,662
30 75 0 355,059 92,678 92,678 129,383 73,201 73,201 102,192
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR THE FUNDS. 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,
ANY FUND, 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>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM: $5,551
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 6.0% (NET RATE @ 4.60%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 5,551 5,829 4,972 5,194 100,000 4,972 5,194 100,000
2 47 5,551 11,949 10,146 10,591 100,000 9,861 10,305 100,000
3 48 5,551 18,376 15,528 16,194 100,000 14,976 15,642 100,000
4 49 5,551 25,123 21,152 22,040 100,000 20,332 21,221 100,000
5 50 5,551 32,209 27,044 28,154 100,000 25,944 27,054 100,000
6 51 5,551 39,648 33,495 34,561 100,000 32,094 33,160 100,000
7 52 5,551 47,459 40,336 41,269 100,002 38,619 39,552 100,000
8 53 5,551 55,661 47,552 48,263 113,593 45,485 46,195 108,727
9 54 5,551 64,273 55,140 55,540 127,016 52,648 53,047 121,317
10 55 5,551 73,316 63,112 63,112 140,302 60,106 60,106 133,621
11 56 5,551 82,810 71,309 71,309 154,171 67,373 67,373 145,660
12 57 5,551 92,780 79,920 79,920 168,117 74,847 74,847 157,445
13 58 5,551 103,248 88,890 88,890 182,015 82,531 82,531 168,994
14 59 5,551 114,239 98,245 98,245 195,907 90,426 90,426 180,317
15 60 5,551 125,780 108,004 108,004 209,816 98,535 98,535 191,421
16 61 5,551 137,898 118,148 118,148 223,695 106,853 106,853 202,310
17 62 5,551 150,622 128,694 128,694 237,577 115,376 115,376 212,991
18 63 5,551 163,982 139,647 139,647 251,473 124,096 124,096 223,469
19 64 5,551 178,010 151,012 151,012 265,401 133,003 133,003 233,750
20 65 5,551 192,739 162,808 162,808 279,410 142,085 142,085 243,845
25 70 5,551 278,198 228,546 228,546 351,309 189,993 189,993 292,048
30 75 0 355,059 276,591 276,591 386,135 213,690 213,690 298,322
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR THE FUNDS. 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,
ANY FUND, 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>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM: $5,551
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 12.0% (NET RATE @ 10.60%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 5,551 5,829 5,275 5,497 100,000 5,275 5,497 100,000
2 47 5,551 11,949 11,096 11,540 100,000 10,803 11,247 100,000
3 48 5,551 18,376 17,517 18,183 100,000 16,936 17,603 100,000
4 49 5,551 25,123 24,631 25,519 100,000 23,747 24,635 100,000
5 50 5,551 32,209 32,528 33,638 100,000 31,314 32,424 100,000
6 51 5,551 39,648 41,565 42,631 106,392 39,993 41,059 102,468
7 52 5,551 47,459 51,596 52,528 127,286 49,582 50,515 122,407
8 53 5,551 55,661 62,716 63,427 149,284 60,132 60,842 143,201
9 54 5,551 64,273 75,019 75,419 172,479 71,712 72,111 164,915
10 55 5,551 73,316 88,614 88,614 196,996 84,396 84,396 187,620
11 56 5,551 82,810 103,528 103,528 223,828 97,781 97,781 211,402
12 57 5,551 92,780 120,064 120,064 252,562 112,352 112,352 236,339
13 58 5,551 103,248 138,285 138,285 283,159 128,211 128,211 262,531
14 59 5,551 114,239 158,381 158,381 315,824 145,463 145,463 290,064
15 60 5,551 125,780 180,549 180,549 350,747 164,222 164,222 319,030
16 61 5,551 137,898 204,939 204,939 388,020 184,604 184,604 349,521
17 62 5,551 150,622 231,775 231,775 427,870 206,730 206,730 381,637
18 63 5,551 163,982 261,281 261,281 470,506 230,723 230,723 415,480
19 64 5,551 178,010 293,700 293,700 516,171 256,709 256,709 451,161
20 65 5,551 192,739 329,324 329,324 565,183 284,823 284,823 488,811
25 70 5,551 278,198 566,934 566,934 871,462 463,142 463,142 711,919
30 75 0 355,059 906,923 906,923 1,266,110 688,985 688,985 961,858
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR THE FUNDS. 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,
ANY FUND, 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.
57
<PAGE>
<PAGE>
APPENDIX B
<TABLE>
TARGET PREMIUM FACTORS PER THOUSAND OF FACE AMOUNT
MALE POLICY
<CAPTION>
Age Factor Age Factor Age Factor
<S> <C> <C> <C> <C> <C>
0 14.29 30 35.06 60 92.89
1 14.18 31 36.25 61 95.86
2 14.58 32 37.48 62 98.94
3 15.01 33 38.75 63 102.14
4 15.46 34 40.08 64 105.44
5 15.94 35 41.45 65 108.86
6 16.44 36 42.87 66 112.39
7 16.96 37 44.34 67 116.07
8 17.52 38 45.85 68 119.93
9 18.11 39 47.41 69 124.02
10 18.73 40 49.02 70 128.38
11 19.38 41 50.68 71 133.05
12 20.05 42 52.38 72 138.03
13 20.74 43 54.13 73 143.31
14 21.44 44 55.92 74 148.87
15 22.14 45 57.77 75 154.68
16 22.84 46 59.67 76 160.76
17 23.55 47 61.62 77 167.16
18 24.25 48 63.62 78 173.98
19 24.97 49 65.70 79 181.36
20 25.71 50 67.83 80 189.45
21 26.46 51 70.04 81 198.36
22 27.25 52 72.31 82 208.15
23 28.08 53 74.64 83 218.81
24 28.94 54 77.04 84 230.23
25 29.84 55 79.50 85 242.34
26 30.79 56 82.02 86 255.11
27 31.79 57 84.61 87 268.60
28 32.83 58 87.28 88 282.97
29 33.93 59 90.03 89 298.61
90 316.23
</TABLE>
58
<PAGE>
<PAGE>
APPENDIX B
<TABLE>
TARGET PREMIUM FACTORS PER THOUSAND OF FACE AMOUNT
FEMALE POLICY
<CAPTION>
Age Factor Age Factor Age Factor
<S> <C> <C> <C> <C> <C>
0 11.75 30 29.89 60 78.54
1 11.75 31 30.90 61 81.08
2 12.09 32 31.96 62 83.72
3 12.44 33 33.05 63 86.47
4 12.82 34 34.18 64 89.29
5 13.21 35 35.36 65 92.19
6 13.63 36 36.57 66 95.17
7 14.06 37 37.83 67 98.24
8 14.51 38 39.12 68 101.44
9 14.99 39 40.46 69 104.83
10 15.48 40 41.83 70 108.46
11 16.00 41 43.23 71 112.36
12 16.54 42 44.67 72 116.56
13 17.10 43 46.14 73 121.04
14 17.67 44 47.65 74 125.81
15 18.26 45 49.20 75 130.83
16 18.87 46 50.80 76 136.14
17 19.49 47 52.44 77 141.78
18 20.13 48 54.13 78 147.85
19 20.80 49 55.87 79 154.47
20 21.48 50 57.66 80 161.78
21 22.19 51 59.50 81 169.89
22 22.93 52 61.39 82 178.88
23 23.69 53 63.34 83 188.78
24 24.48 54 65.33 84 199.60
25 25.30 55 67.36 85 211.36
26 26.15 56 69.45 86 224.13
27 27.04 57 71.59 87 238.06
28 27.95 58 73.81 88 253.36
29 28.90 59 76.13 89 270.44
90 290.05
</TABLE>
59
<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, 1999, 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, 1999 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, 1999, 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.
/s/ KPMG LLP
St. Louis, Missouri
February 25, 2000
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<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): $60,824,360 $ 9,910,022 $6,136,371 $6,380,710 $18,584,088
Receivable from General American Life
Insurance Company 0 2,220 371 3,358 0
----------- ----------- ---------- ---------- -----------
Total assets 60,824,360 9,912,242 6,136,742 6,384,068 18,584,088
----------- ----------- ---------- ---------- -----------
Liabilities:
Payable to General American Life
Insurance Company 71,634 0 0 0 10,917
----------- ----------- ---------- ---------- -----------
Total net assets $60,752,726 $ 9,912,242 $6,136,742 $6,384,068 $18,573,171
=========== =========== ========== ========== ===========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $12,703,649 $ 1,246,838 $2,527,749 $3,074,531 $12,262,707
Individual Variable General Select Plus
cash value invested in Separate Account 19,187,903 4,130,527 1,146,565 1,061,809 2,069,787
Individual Variable Universal Life-100
cash value invested in Separate Account 21,524,430 1,380,971 1,980,671 1,945,998 2,977,444
Individual Variable Universal Life-98
cash value invested in Separate Account 6,350,278 2,778,076 417,810 264,532 1,116,362
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 986,466 375,830 63,947 37,198 146,871
----------- ----------- ---------- ---------- -----------
Total net assets $60,752,726 $ 9,912,242 $6,136,742 $6,384,068 $18,573,171
=========== =========== ========== ========== ===========
Total units held - VUL-95 233,474 68,091 114,933 93,519 293,369
Total units held - VGSP 544,284 309,197 84,706 46,308 83,114
Total units held - VUL-100 651,714 109,972 146,452 86,947 120,924
Total units held - VUL-98 446,086 261,895 42,413 21,648 76,984
Total units held - JSVUL-98 69,296 35,430 6,492 3,044 10,128
VUL-95 Net unit value $ 54.41 $ 18.31 $ 21.99 $ 32.88 $ 41.80
VGSP Net unit value $ 35.25 $ 13.36 $ 13.54 $ 22.93 $ 24.90
VUL-100 Net unit value $ 33.03 $ 12.56 $ 13.52 $ 22.38 $ 24.62
VUL-98 Net unit value $ 14.24 $ 10.61 $ 9.85 $ 12.22 $ 14.50
JSVUL-98 Net unit value $ 14.24 $ 10.61 $ 9.85 $ 12.22 $ 14.50
Cost of investments $48,750,561 $10,202,347 $6,585,233 $6,269,958 $13,925,762
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<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): $13,006,687 $8,364,930 $2,918,058 $ 0 $ 0
Investments in Variable Insurance
Products Fund, at market value
(see Schedule of Investments): 0 0 0 24,166,662 55,713,063
Receivable from General American
Life Insurance Company 0 0 0 0 0
----------- ---------- ---------- ----------- -----------
Total assets 13,006,687 8,364,930 2,918,058 24,166,662 55,713,063
----------- ---------- ---------- ----------- -----------
Liabilities:
Payable to General American Life
Insurance Company 13,075 10,949 514 12,225 338
----------- ---------- ---------- ----------- -----------
Total net assets $12,993,612 $8,353,981 $2,917,544 $24,154,437 $55,712,725
=========== ========== ========== =========== ===========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $ 4,025,567 $3,729,884 $ 558,241 $ 7,440,063 $15,655,055
Individual Variable General Select Plus
cash value invested in Separate Account 1,686,926 2,288,366 1,040,052 8,176,358 17,355,764
Individual Variable Universal Life-100
cash value invested in Separate Account 2,100,227 1,946,132 974,170 7,073,312 18,399,393
Individual Variable Universal Life-98
cash value invested in Separate Account 271,117 341,179 281,822 1,279,572 3,896,211
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 65,926 48,420 63,259 185,132 406,302
General American Life Insurance
Company seed money 4,843,849 0 0 0 0
----------- ---------- ---------- ----------- -----------
Total net assets $12,993,612 $8,353,981 $2,917,544 $24,154,437 $55,712,725
=========== ========== ========== =========== ===========
Total units held - VUL-95 168,206 162,788 50,288 286,243 385,323
Total units held - VGSP 81,255 99,514 93,318 312,888 450,926
Total units held - VUL-100 119,341 93,049 87,872 314,896 522,933
Total units held - VUL-98 18,571 25,584 26,642 107,162 232,411
Total units held - JSVUL-98 4,516 3,631 5,980 15,505 24,236
Total units held - Seed Money 200,000 0 0 0 0
VUL-95 Net unit value $ 23.93 $ 22.91 $ 11.10 $ 25.99 $ 40.63
VGSP Net unit value $ 20.76 $ 23.00 $ 11.15 $ 26.13 $ 38.49
VUL-100 Net unit value $ 17.60 $ 20.92 $ 11.09 $ 22.46 $ 35.19
VUL-98 Net unit value $ 14.60 $ 13.34 $ 10.58 $ 11.94 $ 16.76
JSVUL-98 Net unit value $ 14.60 $ 13.34 $ 10.58 $ 11.94 $ 16.76
Cost of investments $ 9,240,024 $7,224,432 $3,357,966 $21,605,411 $37,093,325
<FN>
<F*>This fund was formerly known as the International Equity Fund.
<F**>This fund was formerly known as the Special Equity Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<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): $15,052,006 $ 0 $4,375,944 $ 0 $ 0
Investments in Variable Insurance
Products Fund II, at market value
(see Schedule of Investments): 0 2,419,380 0 0 0
Investments in Van Eck Worldwide
Insurance Trust at market value
(see Schedule of Investments): 0 0 0 317,077 260,096
Receivable from General American
Life Insurance Company 0 0 0 0 8,698
----------- ---------- ---------- -------- --------
Total assets 15,052,006 2,419,380 4,375,944 317,077 268,794
----------- ---------- ---------- -------- --------
Liabilities:
Payable to General American Life
Insurance Company 655 1,459 3,325 735 0
----------- ---------- ---------- -------- --------
Total net assets $15,051,351 $2,417,921 $4,372,619 $316,342 $268,794
=========== ========== ========== ======== ========
Total net assets represented by:
Individual Variable Universal Life
cash value invested in Separate Account $ 6,592,733 $ 195,708 $ 205,386 $ 88,804 $ 42,630
Individual Variable General Select Plus
cash value invested in Separate Account 5,056,946 444,493 897,255 65,379 151,366
Individual Variable Universal Life-100
cash value invested in Separate Account 2,786,964 1,159,079 2,732,153 151,848 25,825
Individual Variable Universal Life-98
cash value invested in Separate Account 568,261 617,041 470,891 10,311 41,241
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 46,447 1,600 66,934 0 7,732
----------- ---------- ---------- -------- --------
Total net assets $15,051,351 $2,417,921 $4,372,619 $316,342 $268,794
=========== ========== ========== ======== ========
Total units held - VUL-95 240,894 10,752 14,177 9,525 2,679
Total units held - VGSP 205,835 24,259 61,511 6,967 9,503
Total units held - VUL-100 130,771 63,821 189,022 16,322 1,623
Total units held - VUL-98 36,151 49,859 41,713 837 1,689
Total units held - JSVUL-98 2,955 129 5,929 0 317
VUL-95 Net unit value $ 27.37 $ 18.20 $ 14.49 $ 9.32 $ 15.91
VGSP Net unit value $ 24.57 $ 18.32 $ 14.59 $ 9.38 $ 15.93
VUL-100 Net unit value $ 21.31 $ 18.16 $ 14.45 $ 9.30 $ 15.91
VUL-98 Net unit value $ 15.72 $ 12.38 $ 11.29 $ 12.32 $ 24.42
JSVUL-98 Net unit value $ 15.72 $ 12.38 $ 11.29 $ 12.32 $ 24.42
Cost of investments $10,501,533 $2,240,585 $4,403,352 $345,171 $216,086
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
<F**>This fund began operations on September 15, 1998.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<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): $17,038,971 $ 9,823,042 $4,871,881 $5,011,427
Receivable from General American Life
Insurance Company 0 0 0 0
----------- ----------- ---------- ----------
Total assets 17,038,971 9,823,042 4,871,881 5,011,427
----------- ----------- ---------- ----------
Liabilities:
Payable to General American Life
Insurance Company 46,404 13,372 3,883 12,824
----------- ----------- ---------- ----------
Total net assets $16,992,567 $ 9,809,670 $4,867,998 $4,998,603
=========== =========== ========== ==========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $ 486,907 $ 65,234 $ 181,480 $ 200,109
Individual Variable General Select Plus
cash value invested in Separate Account 10,828,931 7,499,806 2,498,284 2,989,925
Individual Variable Universal Life-100
cash value invested in Separate Account 526,082 81,451 145,500 129,020
Russell Variable Universal Life
cash value invested in Separate Account 4,285,907 1,828,353 1,590,579 1,450,251
Individual Variable Universal Life-98
cash value invested in Separate Account 765,958 272,395 419,622 192,687
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 98,782 62,431 32,533 36,611
----------- ----------- ---------- ----------
Total net assets $16,992,567 $ 9,809,670 $4,867,998 $4,998,603
=========== =========== ========== ==========
Total units held - VUL-95 38,212 6,322 19,010 15,191
Total units held - VGSP 567,887 647,045 176,979 195,624
Total units held - VUL-100 41,321 7,901 15,254 9,803
Total units held - Russell VUL 224,387 158,452 111,536 97,420
Total units held - VUL-98 55,512 27,180 34,927 12,805
Total units held - JSVUL-98 7,159 6,230 2,708 2,433
VUL-95 Net unit value $ 12.74 $ 10.32 $ 9.55 $ 13.17
VGSP Net unit value $ 19.07 $ 11.59 $ 14.12 $ 15.28
VUL-100 Net unit value $ 12.73 $ 10.31 $ 9.54 $ 13.16
Russell VUL Net unit value $ 19.10 $ 11.54 $ 14.26 $ 14.89
VUL-98 Net unit value $ 13.80 $ 10.02 $ 12.01 $ 15.05
JSVUL-98 Net unit value $ 13.80 $ 10.02 $ 12.01 $ 15.05
Cost of investments $14,920,743 $10,474,158 $4,552,906 $3,878,857
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<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): $736,269 $604,334 $96,178 $ 0 $ 0
Investments in J.P. Morgan Series
Trust II, at market value 0 0 0 141,513 596,119
(see Schedule of Investments):
Receivable from General American
Life Insurance Company 0 0 700 0 1,318
-------- -------- ------- -------- --------
Total assets 736,269 604,334 96,878 141,513 597,437
-------- -------- ------- -------- --------
Liabilities:
Payable to General American Life
Insurance Company 953 140 0 53 0
-------- -------- ------- -------- --------
Total net assets $735,316 $604,194 $96,878 $141,460 $597,437
======== ======== ======= ======== ========
Total net assets represented by:
Individual Variable Universal
Life cash value invested in
Separate Account $ 31,112 $ 15,398 $ 0 $ 3,470 $ 36,948
Individual Variable General
Select Plus cash value invested
in Separate Account 20,209 69,946 7,257 9,120 144,671
Individual Variable Universal
Life-100 cash value invested
in Separate Account 27,018 109,478 0 3,258 51,290
Individual Variable Universal
Life-98 cash value invested
in Separate Account 616,396 390,766 87,054 121,401 319,153
Joint and Survivor Variable
Universal Life-98 cash value
invested in Separate Account 40,581 18,606 2,567 4,211 45,375
-------- -------- ------- -------- --------
Total net assets $735,316 $604,194 $96,878 $141,460 $597,437
======== ======== ======= ======== ========
Total units held - VUL-95 2,800 998 0 353 2,580
Total units held - VGSP 1,817 4,531 795 926 10,091
Total units held - VUL-100 2,432 7,101 0 331 3,582
Total units held - VUL-98 43,920 22,549 8,130 12,134 19,051
Total units held - JVUL-98 2,892 1,074 240 421 2,709
VUL-95 Net unit value $ 11.11 $ 15.42 $ 9.12 $ 9.84 $ 14.32
VGSP Net unit value $ 11.12 $ 15.44 $ 9.13 $ 9.85 $ 14.34
VUL-100 Net unit value $ 11.11 $ 15.42 $ 9.11 $ 9.84 $ 14.32
VUL-98 Net unit value $ 14.03 $ 17.33 $ 10.71 $ 10.00 $ 16.75
JSVUL-98 Net unit value $ 14.03 $ 17.33 $ 10.71 $ 10.00 $ 16.75
Cost of investments $692,594 $483,662 $94,343 $143,528 $499,509
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
----------- ---------- ---------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F*> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (101,368) (81,198) (59,320) (7,041) (6,050) (7,951)
Mortality and expense charges - VGSP (127,636) (75,004) (29,674) (24,057) (23,497) (12,872)
Mortality and expense charges - VUL-100 (161,227) (89,773) (36,234) (13,766) (15,324) (13,566)
Mortality and expense charges -
Russell VUL 0 0 0 0 (183) (1,626)
Mortality and expense charges - VUL-98 (12,586) (50) 0 (13,814) (465) 0
Mortality and expense charges - JSVUL-98 (1,944) 0 0 (1,371) (85) 0
----------- ---------- ---------- --------- --------- ---------
Total expenses (404,761) (246,025) (125,228) (60,049) (45,604) (36,015)
----------- ---------- ---------- --------- --------- ---------
Net investment expense (404,761) (246,025) (125,228) (60,049) (45,604) (36,015)
----------- ---------- ---------- --------- --------- ---------
Net realized gain on investments:
Realized gain from distributions 3,826,572 2,339,803 913,559 501,472 263,305 121,801
Realized gain (loss) on sales 2,194,234 802,928 1,570,537 46,905 172,314 (48,325)
----------- ---------- ---------- --------- --------- ---------
Net realized gain on investments: 6,020,806 3,142,731 2,484,096 548,377 435,619 73,476
----------- ---------- ---------- --------- --------- ---------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 8,332,257 3,509,114 1,982,215 (183,578) (72,985) (256,852)
Unrealized gain (loss) on investments,
end of period 12,073,799 8,332,257 3,509,114 (292,325) (183,578) (72,985)
----------- ---------- ---------- --------- --------- ---------
Net unrealized gain (loss) on
investments 3,741,542 4,823,143 1,526,899 (108,747) (110,593) 183,867
----------- ---------- ---------- --------- --------- ---------
Net gain on investments 9,762,348 7,965,874 4,010,995 439,630 325,026 257,343
----------- ---------- ---------- --------- --------- ---------
Net increase in net assets
resulting from operations $ 9,357,587 $7,719,849 $3,885,767 $ 379,581 $ 279,422 $ 221,328
=========== ========== ========== ========= ========= =========
<FN>
<F*>See Note 2C
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
--------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
--------- -------- --------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F*> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (21,090) (19,385) (14,601) (26,939) (23,907) (20,327)
Mortality and expense charges - VGSP (7,750) (5,292) (3,943) (6,933) (10,512) (4,370)
Mortality and expense charges - VUL-100 (17,629) (8,452) (4,363) (16,278) (5,764) (4,815)
Mortality and expense charges - VUL-98 (2,506) (1) 0 (485) (4) 0
Mortality and expense charges - JSVUL-98 (112) 0 0 (39) 0 0
--------- -------- --------- --------- -------- --------
Total expenses (49,087) (33,130) (22,907) (50,674) (40,187) (29,512)
--------- -------- --------- --------- -------- --------
Net investment expense (49,087) (33,130) (22,907) (50,674) (40,187) (29,512)
--------- -------- --------- --------- -------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 370,745 251,095 165,804 302,748 629,297 251,405
Realized gain (loss) on sales (13,113) 20,497 (176,276) 169,830 71,424 95,532
--------- -------- --------- --------- -------- --------
Net realized gain (loss) on investments: 357,632 271,592 (10,472) 472,578 700,721 346,937
--------- -------- --------- --------- -------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 79,646 15,812 (234,659) 436,496 485,000 116,769
Unrealized gain (loss) on investments,
end of period (448,862) 79,646 15,812 110,752 436,496 485,000
--------- -------- --------- --------- -------- --------
Net unrealized gain (loss) on
investments (528,508) 63,834 250,471 (325,744) (48,504) 368,231
--------- -------- --------- --------- -------- --------
Net gain (loss) on investments (170,876) 335,426 239,999 146,834 652,217 715,168
--------- -------- --------- --------- -------- --------
Net increase (decrease) in net assets
resulting from operations $(219,963) $302,296 $ 217,092 $ 96,160 $612,030 $685,656
========= ======== ========= ========= ======== ========
<FN>
<F*>See Note 2C
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- ---------- ---------- ---------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F**> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (93,831) (75,604) (67,466) (29,351) (25,562) (23,446)
Mortality and expense charges - VGSP (14,195) (9,318) (7,499) (9,868) (8,370) (5,564)
Mortality and expense charges - VUL-100 (20,890) (12,005) (5,279) (16,070) (11,491) (6,468)
Mortality and expense charges - VUL-98 (1,724) (2) 0 (531) (3) 0
Mortality and expense charges - JSVUL-98 (167) 0 0 (83) 0 0
Mortality and expense charges -
Seed Money 0 0 0 (34,396) (29,672) (27,476)
---------- ---------- ---------- ---------- ---------- ---------
Total expenses (130,807) (96,929) (80,244) (90,299) (75,098) (62,954)
---------- ---------- ---------- ---------- ---------- ---------
Net investment expense (130,807) (96,929) (80,244) (90,299) (75,098) (62,954)
---------- ---------- ---------- ---------- ---------- ---------
Net realized gain on investments:
Realized gain from distributions 287,031 1,145,796 311,438 164,897 120,664 220,590
Realized gain on sales 804,253 230,635 195,821 295,829 220,991 136,741
---------- ---------- ---------- ---------- ---------- ---------
Net realized gain on investments: 1,091,284 1,376,431 507,259 460,726 341,655 357,331
---------- ---------- ---------- ---------- ---------- ---------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 2,336,704 1,762,536 657,734 1,297,560 69,016 268,331
Unrealized gain on investments,
end of period 4,658,326 2,336,704 1,762,536 3,766,663 1,297,560 69,016
---------- ---------- ---------- ---------- ---------- ---------
Net unrealized gain (loss) on
investments 2,321,622 574,168 1,104,802 2,469,103 1,228,544 (199,315)
---------- ---------- ---------- ---------- ---------- ---------
Net gain on investments 3,412,906 1,950,599 1,612,061 2,929,829 1,570,199 158,016
---------- ---------- ---------- ---------- ---------- ---------
Net increase in net assets
resulting from operations $3,282,099 $1,853,670 $1,531,817 $2,839,530 $1,495,101 $ 95,062
========== ========== ========== ========== ========== =========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
<F**>See Note 2C
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
---------------------------------------- ----------------------------------------
1999 1998 1997 1999 1998 1997<F***>
---------- --------- ---------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F**> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (28,421) (29,781) (26,828) (4,815) (4,514) (787)
Mortality and expense charges - VGSP (13,677) (13,465) (7,567) (6,607) (4,623) (869)
Mortality and expense charges - VUL-100 (14,697) (11,694) (6,142) (8,869) (5,535) (627)
Mortality and expense charges - VUL-98 (524) (2) 0 (674) (2) 0
Mortality and expense charges - JSVUL-98 (108) (2) 0 (173) (2) 0
---------- --------- ---------- --------- --------- ---------
Total expenses (57,427) (54,944) (40,537) (21,138) (14,676) (2,283)
---------- --------- ---------- --------- --------- ---------
Net investment expense (57,427) (54,944) (40,537) (21,138) (14,676) (2,283)
---------- --------- ---------- --------- --------- ---------
Net realized gain (loss) on investments:
Realized gain from distributions 16,722 208,897 262,603 116,957 112,685 149,353
Realized gain (loss) on sales 239,296 192,934 188,905 (200,146) (67,010) 1,064
---------- --------- ---------- --------- --------- ---------
Net realized gain (loss) on
investments: 256,018 401,831 451,508 (83,189) 45,675 150,417
---------- --------- ---------- --------- --------- ---------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 389,305 969,578 24,121 (414,321) (133,375) 0
Unrealized gain (loss) on investments,
end of period 1,140,498 389,305 969,578 (439,908) (414,321) (133,375)
---------- --------- ---------- --------- --------- ---------
Net unrealized gain (loss) on
investments 751,193 (580,273) 945,457 (25,587) (280,946) (133,375)
---------- --------- ---------- --------- --------- ---------
Net gain (loss) on investments 1,007,211 (178,442) 1,396,965 (108,776) (235,271) 17,042
---------- --------- ---------- --------- --------- ---------
Net increase (decrease) in net assets
resulting from operations $ 949,784 $(233,386) $1,356,428 $(129,914) $(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.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
---------------------------------------- ----------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 314,148 $ 247,254 $ 186,680 $ 64,208 $ 116,859 $ 94,061
Expenses:
Mortality and expense charges - VUL-95 (66,672) (59,688) (49,108) (114,678) (86,045) (65,287)
Mortality and expense charges - VGSP (54,738) (42,329) (27,082) (93,832) (56,854) (37,459)
Mortality and expense charges - VUL-100 (63,116) (63,128) (34,605) (132,573) (84,948) (42,613)
Mortality and expense charges - VUL-98 (3,380) (9) 0 (6,291) (12) 0
Mortality and expense charges - JSVUL-98 (250) (2) 0 (559) 0 0
---------- ---------- ---------- ----------- ----------- ----------
Total expenses (188,156) (165,156) (110,795) (347,933) (227,859) (145,359)
---------- ---------- ---------- ----------- ----------- ----------
Net investment income (expense) 125,992 82,098 75,885 (283,725) (111,000) (51,298)
---------- ---------- ---------- ----------- ----------- ----------
Net realized gain on investments:
Realized gain from distributions 694,432 879,933 938,582 4,037,056 3,056,780 421,033
Realized gain on sales 803,421 1,352,865 310,747 1,981,320 1,016,065 381,175
---------- ---------- ---------- ----------- ----------- ----------
Net realized gain on investments: 1,497,853 2,232,798 1,249,329 6,018,376 4,072,845 802,208
---------- ---------- ---------- ----------- ----------- ----------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 3,031,759 3,330,524 1,528,943 10,185,551 4,728,383 2,039,425
Unrealized gain on investments,
end of period 2,561,251 3,031,759 3,330,524 18,619,738 10,185,551 4,728,383
---------- ---------- ---------- ----------- ----------- ----------
Net unrealized gain (loss) on
investments (470,508) (298,765) 1,801,581 8,434,187 5,457,168 2,688,958
---------- ---------- ---------- ----------- ----------- ----------
Net gain on investments 1,027,345 1,934,033 3,050,910 14,452,563 9,530,013 3,491,166
---------- ---------- ---------- ----------- ----------- ----------
Net increase in net assets
resulting from operations $1,153,337 $2,016,131 $3,126,795 $14,168,838 $ 9,419,013 $3,439,868
========== ========== ========== =========== =========== ==========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
---------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
---------- -------- -------- -------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 155,887 $163,318 $ 98,942 $ 41,846 $ 21,154 $ 9,219
Expenses:
Mortality and expense charges - VUL-95 (44,402) (38,993) (32,823) (1,503) (806) (219)
Mortality and expense charges - VGSP (25,313) (20,879) (15,095) (2,528) (1,194) (597)
Mortality and expense charges - VUL-100 (19,996) (15,142) (9,246) (9,469) (5,819) (2,776)
Mortality and expense charges - VUL-98 (1,027) (1) 0 (1,934) (4) 0
Mortality and expense charges - JSVUL-98 (102) (2) 0 (4) 0 0
---------- -------- -------- -------- -------- -------
Total expenses (90,840) (75,017) (57,164) (15,438) (7,823) (3,592)
---------- -------- -------- -------- -------- -------
Net investment income 65,047 88,301 41,778 26,408 13,331 5,627
---------- -------- -------- -------- -------- -------
Net realized gain on investments:
Realized gain from distributions 251,431 481,359 392,769 53,005 63,464 23,126
Realized gain on sales 344,512 205,251 73,551 31,755 11,108 10,620
---------- -------- -------- -------- -------- -------
Net realized gain on investments: 595,943 686,610 466,320 84,760 74,572 33,746
---------- -------- -------- -------- -------- -------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 898,037 701,980 639,437 93,508 54,259 19,793
Unrealized gain on investments,
end of period 4,550,473 898,037 701,980 178,795 93,508 54,259
---------- -------- -------- -------- -------- -------
Net unrealized gain on investments 3,652,436 196,057 62,543 85,287 39,249 34,466
---------- -------- -------- -------- -------- -------
Net gain on investments 4,248,379 882,667 528,863 170,047 113,821 68,212
---------- -------- -------- -------- -------- -------
Net increase in net assets
resulting from operations $4,313,426 $970,968 $570,641 $196,455 $127,152 $73,839
========== ======== ======== ======== ======== =======
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
--------- --------- -------- --------- --------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 282,249 $ 162,896 $ 91,441 $ 3,217 $ 1,564 $ 3,388
Expenses:
Mortality and expense charges - VUL-95 (2,058) (2,432) (2,255) (722) (759) (754)
Mortality and expense charges - VGSP (6,873) (7,426) (4,993) (316) (180) (186)
Mortality and expense charges - VUL-100 (19,402) (10,806) (6,583) (1,242) (1,123) (917)
Mortality and expense charges - VUL-98 (938) (3) 0 (23) 0 0
Mortality and expense charges - JSVUL-98 (284) (2) 0 0 0 0
--------- --------- -------- --------- --------- --------
Total expenses (29,555) (20,669) (13,831) (2,303) (2,062) (1,857)
--------- --------- -------- --------- --------- --------
Net investment income (expense) 252,694 142,227 77,610 914 (498) 1,531
--------- --------- -------- --------- --------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 10,551 103,507 11,302 0 38,415 4,590
Realized gain (loss) on sales (195,235) 17,158 17,736 (40,905) (23,214) (1,380)
--------- --------- -------- --------- --------- --------
Net realized gain (loss) on investments: (184,684) 120,665 29,038 (40,905) 15,201 3,210
--------- --------- -------- --------- --------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period (198,858) 220,773 57,062 (115,608) (10,760) 3,346
Unrealized gain (loss) on investments,
end of period (27,408) (198,858) 220,773 (28,094) (115,608) (10,760)
--------- --------- -------- --------- --------- --------
Net unrealized gain (loss) on
investments 171,450 (419,631) 163,711 87,514 (104,848) (14,106)
--------- --------- -------- --------- --------- --------
Net gain (loss) on investments (13,234) (298,966) 192,749 46,609 (89,647) (10,896)
--------- --------- -------- --------- --------- --------
Net increase (decrease) in net assets
resulting from operations $ 239,460 $(156,739) $270,359 $ 47,523 $ (90,145) $ (9,365)
========= ========= ======== ========= ========= ========
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
PERIOD AND YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY
FUND DIVISION FUND DIVISION<F**>
------------------- -------------------------------------
1999 1998<F*> 1999 1998 1997
-------- -------- ---------- ---------- -------
<S> <C> <C> <C> <C> <C>
Investment income $ 0 $ 0 $ 104,649 $ 34,444 $ 599
Expenses:
Mortality and expense charges - VUL-95 (32) 0 (3,542) (344) 0
Mortality and expense charges - VGSP (88) 0 (65,628) (27,236) (996)
Mortality and expense charges - VUL-100 (340) 0 (3,741) (164) 0
Mortality and expense charges - Russell VUL 0 0 (19,658) (12,992) (1,582)
Mortality and expense charges - VUL-98 (115) (2) (1,847) (20) 0
Mortality and expense charges - JSVUL-98 (8) 0 (282) (4) 0
------- ----- ---------- ---------- -------
Total expenses (583) (2) (94,698) (40,760) (2,578)
------- ----- ---------- ---------- -------
Net investment income (expense) (583) (2) 9,951 (6,316) (1,979)
------- ----- ---------- ---------- -------
Net realized gain on investments:
Realized gain from distributions 0 0 1,357,954 72,664 0
Realized gain (loss) on sales 29,159 0 281,283 66,462 5,224
------- ----- ---------- ---------- -------
Net realized gain on investments: 29,159 0 1,639,237 139,126 5,224
------- ----- ---------- ---------- -------
Net unrealized gain (loss) on investments:
Unrealized gain on investments,
beginning of period 143 0 1,504,566 1,553 0
Unrealized gain (loss) on investments,
end of period 44,010 143 2,118,228 1,504,566 1,553
------- ----- ---------- ---------- -------
Net unrealized gain (loss) on investments 43,867 143 613,662 1,503,013 1,553
------- ----- ---------- ---------- -------
Net gain (loss) on investments 73,026 143 2,252,899 1,642,139 6,777
------- ----- ---------- ---------- -------
Net increase (decrease) in net assets
resulting from operations $72,443 $ 141 $2,262,850 $1,635,823 $ 4,798
======= ===== ========== ========== =======
<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.
<PAGE>
<CAPTION>
CORE BOND
FUND DIVISION<F**>
----------------------------------
1999 1998 1997
--------- -------- -------
<S> <C> <C> <C>
Investment income $ 476,170 $157,233 $ 2,483
Expenses:
Mortality and expense charges - VUL-95 (500) (84) 0
Mortality and expense charges - VGSP (36,113) (17,465) (408)
Mortality and expense charges - VUL-100 (1,424) (20) 0
Mortality and expense charges - Russell VUL (8,800) (6,579) (1,146)
Mortality and expense charges - VUL-98 (1,426) (2) 0
Mortality and expense charges - JSVUL-98 (118) (2) 0
--------- -------- -------
Total expenses (48,381) (24,152) (1,554)
--------- -------- -------
Net investment income (expense) 427,789 133,081 929
--------- -------- -------
Net realized gain on investments:
Realized gain from distributions 292,845 8,034 0
Realized gain (loss) on sales (62,678) 27,645 705
--------- -------- -------
Net realized gain on investments: 230,167 35,679 705
--------- -------- -------
Net unrealized gain (loss) on investments:
Unrealized gain on investments,
beginning of period 99,544 27,482 0
Unrealized gain (loss) on investments,
end of period (651,116) 99,544 27,482
--------- -------- -------
Net unrealized gain (loss) on investments (750,660) 72,062 27,482
--------- -------- -------
Net gain (loss) on investments (520,493) 107,741 28,187
--------- -------- -------
Net increase (decrease) in net assets
resulting from operations $ (92,704) $240,822 $29,116
========= ======== =======
<FN>
<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.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
----------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- ------- ---------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 13,632 $ 3,204 $ 23 $ 75,751 $ 18,758 $ 0
Expenses:
Mortality and expense charges - VUL-95 (1,191) (233) 0 (1,218) (207) 0
Mortality and expense charges - VGSP (15,730) (9,648) (505) (16,258) (9,418) (496)
Mortality and expense charges - VUL-100 (891) (47) 0 (1,045) (21) 0
Mortality and expense charges -
Russell VUL (6,519) (5,729) (682) (5,664) (3,734) (649)
Mortality and expense charges - VUL-98 (1,111) (18) 0 (458) (3) 0
Mortality and expense charges - JSVUL-98 (84) 0 0 (98) (2) 0
-------- -------- ------- ---------- -------- --------
Total expenses (25,526) (15,675) (1,187) (24,741) (13,385) (1,145)
-------- -------- ------- ---------- -------- --------
Net investment income (expense) (11,894) (12,471) (1,164) 51,010 5,373 (1,145)
-------- -------- ------- ---------- -------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 21,933 103,600 0 104,370 5,331 0
Realized gain (loss) on sales (47,751) (61,039) 2,158 109,735 (18,787) 78
-------- -------- ------- ---------- -------- --------
Net realized gain (loss) on
investments: (25,818) 42,561 2,158 214,105 (13,456) 78
-------- -------- ------- ---------- -------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period (22,415) 23,627 0 160,666 (57,317) 0
Unrealized gain (loss) on investments,
end of period 318,975 (22,415) 23,627 1,132,570 160,666 (57,317)
-------- -------- ------- ---------- -------- --------
Net unrealized gain (loss) on
investments 341,390 (46,042) 23,627 971,904 217,983 (57,317)
-------- -------- ------- ---------- -------- --------
Net gain (loss) on investments 315,572 (3,481) 25,785 1,186,009 204,527 (57,239)
-------- -------- ------- ---------- -------- --------
Net increase (decrease) in net assets
resulting from operations $303,678 $(15,952) $24,621 $1,237,019 $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)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- ---------------------- ----------------------
1999 1998<F*> 1999 1998<F*> 1999 1998<F*>
------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 8 $ 35 $ 0 $ 0 $ 48 $ 0
Expenses:
Mortality and expense charges - VUL-95 (39) 0 (12) 0 0 0
Mortality and expense charges - VGSP (31) 0 (92) 0 (22) 0
Mortality and expense charges - VUL-100 (680) 0 (389) 0 (305) 0
Mortality and expense charges - VUL-98 (1,556) (3) (475) 0 (208) (1)
Mortality and expense charges - JSVUL-98 (58) 0 (21) 0 (6) 0
------- ----- -------- ----- -------- -----
Total expenses (2,364) (3) (989) 0 (541) (1)
------- ----- -------- ----- -------- -----
Net investment income (expense) (2,356) 32 (989) 0 (493) (1)
------- ----- -------- ----- -------- -----
Net realized gain on investments:
Realized gain from distributions 0 0 0 0 450 0
Realized gain (loss) on sales 34,901 12 49,932 5 (14,864) 0
------- ----- -------- ----- -------- -----
Net realized gain (loss) on investments: 34,901 12 49,932 5 (14,414) 0
------- ----- -------- ----- -------- -----
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 471 0 45 0 85 0
Unrealized gain on investments,
end of period 43,675 471 120,672 45 1,835 85
------- ----- -------- ----- -------- -----
Net unrealized gain on investments 43,204 471 120,627 45 1,750 85
------- ----- -------- ----- -------- -----
Net gain (loss) on investments 78,105 483 170,559 50 (12,664) 85
------- ----- -------- ----- -------- -----
Net increase (decrease) in net assets
resulting from operations $75,749 $ 515 $169,570 $ 50 $(13,157) $ 84
======= ===== ======== ===== ======== =====
<FN>
<F*>The Income & Growth Fund, International Fund, and Value Fund began operations on September 15, 1998. (continued)
See accompanying notes to the financial statements.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
--------------------- ----------------------
1999 1998<F*> 1999 1998<F*>
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Investment income:
Dividend income $ 2,328 $ 0 $ 104 $ 4
Expenses:
Mortality and expense charges - VUL-95 (15) 0 (36) 0
Mortality and expense charges - VGSP (20) 0 (91) 0
Mortality and expense charges - VUL-100 (8) 0 (32) 0
Mortality and expense charges - VUL-98 (171) (1) (519) (4)
Mortality and expense charges - JSVUL-98 (7) 0 (53) 0
------- ----- -------- -----
Total expenses (221) (1) (731) (4)
------- ----- -------- -----
Net investment income (expense) 2,107 (1) (627) 0
------- ----- -------- -----
Net realized gain (loss) on investments:
Realized gain from distributions 40 0 11,337 71
Realized gain (loss) on sales (262) 0 4,540 9
------- ----- -------- -----
Net realized gain (loss) on investments: (222) 0 15,877 80
------- ----- -------- -----
Net unrealized gain (loss) on investments:
Unrealized gain on investments,
beginning of period 3 0 187 0
Unrealized gain (loss) on investments,
end of period (2,015) 3 96,610 187
------- ----- -------- -----
Net unrealized gain (loss) on investments (2,018) 3 96,423 187
------- ----- -------- -----
Net gain (loss) on investments (2,240) 3 112,300 267
------- ----- -------- -----
Net increase (decrease) in net assets
resulting from operations $ (133) $ 2 $111,673 $ 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, 1999, 1998, AND 1997
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (404,761) $ (246,025) $ (125,228) $ (60,049) $ (45,604) $ (36,015)
Net realized gain on investments 6,020,806 3,142,731 2,484,096 548,377 435,619 73,476
Net unrealized gain (loss) on
investments 3,741,542 4,823,143 1,526,899 (108,747) (110,593) 183,867
----------- ----------- ----------- ---------- ---------- ----------
Net increase in net assets
resulting from operations 9,357,587 7,719,849 3,885,767 379,581 279,422 221,328
Net deposits into (deductions from)
Separate Account 8,977,500 14,119,467 2,209,424 2,797,074 (2,860,090) 932,501
----------- ----------- ----------- ---------- ---------- ----------
Increase (decrease) in net assets 18,335,087 21,839,316 6,095,191 3,176,655 (2,580,668) 1,153,829
Net assets, beginning of period 42,417,639 20,578,323 14,483,132 6,735,587 9,316,255 8,162,426
----------- ----------- ----------- ---------- ---------- ----------
Net assets, end of period $60,752,726 $42,417,639 $20,578,323 $9,912,242 $6,735,587 $9,316,255
=========== =========== =========== ========== ========== ==========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
--------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ----------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (49,087) $ (33,130) $ (22,907) $ (50,674) $ (40,187) $ (29,512)
Net realized gain (loss) on investments 357,632 271,592 (10,472) 472,578 700,721 346,937
Net unrealized gain (loss) on
investments (528,508) 63,834 250,471 (325,744) (48,504) 368,231
---------- ---------- ----------- ---------- ---------- ----------
Net increase in net assets
resulting from operations (219,963) 302,296 217,092 96,160 612,030 685,656
Net deposits into (deductions from)
Separate Account 1,249,584 1,356,281 (3,532,130) 761,498 679,065 779,803
---------- ---------- ----------- ---------- ---------- ----------
Increase (decrease) in net assets 1,029,621 1,658,577 (3,315,038) 857,658 1,291,095 1,465,459
Net assets, beginning of period 5,107,121 3,448,544 6,763,582 5,526,410 4,235,315 2,769,856
---------- ---------- ----------- ---------- ---------- ----------
Net assets, end of period $6,136,742 $5,107,121 $ 3,448,544 $6,384,068 $5,526,410 $4,235,315
========== ========== =========== ========== ========== ==========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
----------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (130,807) $ (96,929) $ (80,244) $ (90,299) $ (75,098) $ (62,954)
Net realized gain on investments 1,091,284 1,376,431 507,259 460,726 341,655 357,331
Net unrealized gain (loss) on
investments 2,321,622 574,168 1,104,802 2,469,103 1,228,544 (199,315)
----------- ----------- ----------- ----------- ---------- ----------
Net increase in net assets
resulting from operations 3,282,099 1,853,670 1,531,817 2,839,530 1,495,101 95,062
Net deposits into
Separate Account 1,858,100 1,102,997 909,812 237,255 557,433 979,833
----------- ----------- ----------- ----------- ---------- ----------
Increase in net assets 5,140,199 2,956,667 2,441,629 3,076,785 2,052,534 1,074,895
Net assets, beginning of period 13,432,972 10,476,305 8,034,676 9,916,827 7,864,293 6,789,398
----------- ----------- ----------- ----------- ---------- ----------
Net assets, end of period $18,573,171 $13,432,972 $10,476,305 $12,993,612 $9,916,827 $7,864,293
=========== =========== =========== =========== ========== ==========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997<F**>
---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (57,427) $ (54,944) $ (40,537) $ (21,138) $ (14,676) $ (2,283)
Net realized gain (loss) on investments 256,018 401,831 451,508 (83,189) 45,675 150,417
Net unrealized gain (loss) on
investments 751,193 (580,273) 945,457 (25,587) (280,946) (133,375)
---------- ---------- ---------- ---------- ---------- ----------
Net increase (decrease) in net assets
resulting from operations 949,784 (233,386) 1,356,428 (129,914) (249,947) 14,759
Net deposits into (deductions from)
Separate Account 26,099 1,376,768 793,111 672,746 1,480,805 1,129,095
---------- ---------- ---------- ---------- ---------- ----------
Increase in net assets 975,883 1,143,382 2,149,539 542,832 1,230,858 1,143,854
Net assets, beginning of period 7,378,098 6,234,716 4,085,177 2,374,712 1,143,854 0
---------- ---------- ---------- ---------- ---------- ----------
Net assets, end of period $8,353,981 $7,378,098 $6,234,716 $2,917,544 $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)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
----------------------------------------- -----------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 125,992 $ 82,098 $ 75,885 $ (283,725) $ (111,000) $ (51,298)
Net realized gain on investments 1,497,853 2,232,798 1,249,329 6,018,376 4,072,845 802,208
Net unrealized gain (loss) on
investments (470,508) (298,765) 1,801,581 8,434,187 5,457,168 2,688,958
----------- ----------- ----------- ----------- ----------- -----------
Net increase in net assets
resulting from operations 1,153,337 2,016,131 3,126,795 14,168,838 9,419,013 3,439,868
Net deposits into
Separate Account 2,171,008 1,818,144 3,516,214 6,264,467 3,631,816 5,418,111
----------- ----------- ----------- ----------- ----------- -----------
Increase in net assets 3,324,345 3,834,275 6,643,009 20,433,305 13,050,829 8,857,979
Net assets, beginning of period 20,830,092 16,995,817 10,352,808 35,279,420 22,228,591 13,370,612
----------- ----------- ----------- ----------- ----------- -----------
Net assets, end of period $24,154,437 $20,830,092 $16,995,817 $55,712,725 $35,279,420 $22,228,591
=========== =========== =========== =========== =========== ===========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
--------------------------------------- ------------------------------------
1999 1998 1997 1999 1998 1997
----------- ---------- ---------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income $ 65,047 $ 88,301 $ 41,778 $ 26,408 $ 13,331 $ 5,627
Net realized gain on investments 595,943 686,610 466,320 84,760 74,572 33,746
Net unrealized gain on investments 3,652,436 196,057 62,543 85,287 39,249 34,466
----------- ---------- ---------- ---------- ---------- --------
Net increase in net assets
resulting from operations 4,313,426 970,968 570,641 196,455 127,152 73,839
Net deposits into
Separate Account 765,467 830,006 2,154,913 984,955 531,902 227,154
----------- ---------- ---------- ---------- ---------- --------
Increase in net assets 5,078,893 1,800,974 2,725,554 1,181,410 659,054 300,993
Net assets, beginning of period 9,972,458 8,171,484 5,445,930 1,236,511 577,457 276,464
----------- ---------- ---------- ---------- ---------- --------
Net assets, end of period $15,051,351 $9,972,458 $8,171,484 $2,417,921 $1,236,511 $577,457
=========== ========== ========== ========== ========== ========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 252,694 $ 142,227 $ 77,610 $ 914 $ (498) $ 1,531
Net realized gain (loss) on investments (184,684) 120,665 29,038 (40,905) 15,201 3,210
Net unrealized gain (loss) on
investments 171,450 (419,631) 163,711 87,514 (104,848) (14,106)
---------- ---------- ---------- -------- -------- --------
Net increase (decrease) in net assets
resulting from operations 239,460 (156,739) 270,359 47,523 (90,145) (9,365)
Net deposits into
Separate Account 1,146,113 970,866 711,529 47,731 41,428 92,851
---------- ---------- ---------- -------- -------- --------
Increase (decrease) in net assets 1,385,573 814,127 981,888 95,254 (48,717) 83,486
Net assets, beginning of period 2,987,046 2,172,919 1,191,031 221,088 269,805 186,319
---------- ---------- ---------- -------- -------- --------
Net assets, end of period $4,372,619 $2,987,046 $2,172,919 $316,342 $221,088 $269,805
========== ========== ========== ======== ======== ========
<FN>
<F*>This fund was formerly known as the Gold & Natural Rescources Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY
FUND DIVISION FUND DIVISION<F**>
--------------------- ------------------------------------------
1999 1998<F*> 1999 1998 1997
-------- -------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ (583) $ (2) $ 9,951 $ (6,316) $ (1,979)
Net realized gain on investments 29,159 0 1,639,237 139,126 5,224
Net unrealized gain (loss) on investments 43,867 143 613,662 1,503,013 1,553
-------- ------ ----------- ----------- ----------
Net increase (decrease) in net assets
resulting from operations 72,443 141 2,262,850 1,635,823 4,798
Net deposits into
Separate Account 194,510 1,700 3,014,155 7,540,459 2,534,482
-------- ------ ----------- ----------- ----------
Increase in net assets 266,953 1,841 5,277,005 9,176,282 2,539,280
Net assets, beginning of period 1,841 0 11,715,562 2,539,280 0
-------- ------ ----------- ----------- ----------
Net assets, end of period $268,794 $1,841 $16,992,567 $11,715,562 $2,539,280
======== ====== =========== =========== ==========
<CAPTION>
CORE BOND
FUND DIVISION<F**>
--------------------------------------
1999 1998 1997
---------- ---------- ----------
<S> <C> <C> <C>
Operations:
Net investment income (expense) $ 427,789 $ 133,081 $ 929
Net realized gain on investments 230,167 35,679 705
Net unrealized gain (loss) on investments (750,660) 72,062 27,482
---------- ---------- ----------
Net increase (decrease) in net assets
resulting from operations (92,704) 240,822 29,116
Net deposits into
Separate Account 3,244,804 5,262,341 1,125,291
---------- ---------- ----------
Increase in net assets 3,152,100 5,503,163 1,154,407
Net assets, beginning of period 6,657,570 1,154,407 0
---------- ---------- ----------
Net assets, end of period $9,809,670 $6,657,570 $1,154,407
========== ========== ==========
<FN>
<F*>The Worldwide Emerging Markets Fund 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)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
-------------------------------------- ------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ (11,894) $ (12,471) $ (1,164) $ 51,010 $ 5,373 $ (1,145)
Net realized gain (loss) on investments (25,818) 42,561 2,158 214,105 (13,456) 78
Net unrealized gain (loss) on investments 341,390 (46,042) 23,627 971,904 217,983 (57,317)
---------- ---------- ---------- ---------- ---------- --------
Net increase (decrease) in net assets
resulting from operations 303,678 (15,952) 24,621 1,237,019 209,900 (58,384)
Net deposits into
Separate Account 607,124 2,627,723 1,320,804 349,703 2,418,138 842,227
---------- ---------- ---------- ---------- ---------- --------
Increase in net assets 910,802 2,611,771 1,345,425 1,586,722 2,628,038 783,843
Net assets, beginning of period 3,957,196 1,345,425 0 3,411,881 783,843 0
---------- ---------- ---------- ---------- ---------- --------
Net assets, end of period $4,867,998 $3,957,196 $1,345,425 $4,998,603 $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)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- --------------------- ---------------------
1999 1998<F*> 1999 1998<F*> 1999 1998<F*>
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ (2,356) $ 32 $ (989) $ 0 $ (493) $ (1)
Net realized gain (loss) on investments 34,901 12 49,932 5 (14,414) 0
Net unrealized gain on investments 43,204 471 120,627 45 1,750 85
-------- ------ -------- ---- -------- ------
Net increase (decrease) in net assets
resulting from operations 75,749 515 169,570 50 (13,157) 84
Net deposits into
Separate Account 652,207 6,845 433,721 853 106,165 3,786
-------- ------ -------- ---- -------- ------
Increase in net assets 727,956 7,360 603,291 903 93,008 3,870
Net assets, beginning of period 7,360 0 903 0 3,870 0
-------- ------ -------- ---- -------- ------
Net assets, end of period $735,316 $7,360 $604,194 $903 $ 96,878 $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)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
-------------------- ---------------------
1999 1998<F*> 1999 1998<F*>
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 2,107 $ (1) $ (627) $ 0
Net realized gain (loss) on investments (222) 0 15,877 80
Net unrealized gain (loss) on investments (2,018) 3 96,423 187
-------- ------ -------- ------
Net increase (decrease) in net assets
resulting from operations (133) 2 111,673 267
Net deposits into
Separate Account 138,293 3,299 482,575 2,922
-------- ------ -------- ------
Increase in net assets 138,160 3,301 594,248 3,189
Net assets, beginning of period 3,301 0 3,189 0
-------- ------ -------- ------
Net assets, end of period $141,461 $3,301 $597,437 $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, 1999
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.
On January 6, 2000, Metropolitan Life Insurance Company (Metlife),
headquartered in New York City, purchased 100% of GenAmerica Corporation
(the Company) for $1.2 billion in cash. The acquisition was a result of
liquidity problems encountered by the Company's wholly-owned subsidiary
General American Life Insurance Company (General American) during 1999.
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, 1999
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 ten, 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, 1999
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%, .50%, .55%, and .55% for VUL-95,
VGSP, VUL-100, Russell VUL, VUL 98, and JSVUL-98, respectively.
VUL-95, VGSP, VUL-100, Russell VUL, VUL-98, and JSVUL-98 mortality
and expense charges for 1999 were $583,872, $528,396, $524,079,
$40,641, $54,323, and $5,931 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, 1999
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.
Effective April 30, 1999, the three divisions of the American Century
funds, the two divisions of the J. P. Morgan funds, and the Worldwide
Emerging Markets Division offered by Van Eck Associates became available
for Variable Universal Life (VUL-95), Variable General Select Plus
(VGSP), and Variable Universal Life (VUL-100).
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
NOTE 5 - PURCHASES AND SALES
During the year ended December 31, 1999, 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 $17,996,914 $20,864,176 $2,462,394 $1,821,337 $4,740,174 $1,395,034 $1,564,641 $1,455,784
=========== =========== ========== ========== ========== ========== ========== ==========
Sales $ 5,552,782 $17,520,562 $ 896,592 $ 809,643 $2,550,835 $1,076,698 $1,568,690 $ 678,628
=========== =========== ========== ========== ========== ========== ========== ==========
</TABLE>
During the year ended December 31, 1999, 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 $5,903,602 $13,832,577 $2,346,334 $3,304,883
========== =========== ========== ==========
Sales $2,961,663 $ 3,848,234 $1,263,050 $1,892,920
========== =========== ========== ==========
</TABLE>
During the year ended December 31, 1999, 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 $1,731,627
==========
Sales $ 664,603
==========
</TABLE>
During the year ended December 31, 1999, 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 $122,599 $529,983
======== ========
Sales $ 72,844 $344,809
======== ========
</TABLE>
During the year ended December 31, 1999, 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 $6,023,787 $5,542,508 $1,238,176 $1,216,509
========== ========== ========== ==========
Sales $1,281,297 $1,342,535 $ 630,824 $ 703,797
========== ========== ========== ==========
</TABLE>
<PAGE>
<PAGE>
During the period ended December 31, 1999, 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 $1,164,782 $792,441 $399,886
========== ======== ========
Sales $ 514,040 $359,568 $293,873
========== ======== ========
</TABLE>
During the period ended December 31, 1999, 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 $154,493 $541,150
======== ========
Sales $ 14,002 $ 49,236
======== ========
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<TABLE>
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
-------- ------- -------- -------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 40,318 53,610 70,404 56,074 63,693 98,719
Withdrawals (51,800) (44,959) (29,686) (31,779) (66,600) (110,821)
Outstanding units, beginning of year 244,956 236,305 195,587 43,796 46,703 58,805
-------- ------- -------- -------- ---------- --------
Outstanding units, end of year 233,474 244,956 236,305 68,091 43,796 46,703
======== ======= ======== ======== ========== ========
Variable General Select Plus:
Deposits 143,955 313,540 146,632 636,987 1,380,901 942,448
Withdrawals (105,975) (55,730) (305,772) (500,114) (1,744,430) (900,950)
Outstanding units, beginning of year 506,304 248,494 407,634 172,324 535,853 494,355
-------- ------- -------- -------- ---------- --------
Outstanding units, end of year 544,284 506,304 248,494 309,197 172,324 535,853
======== ======= ======== ======== ========== ========
Variable Universal Life - 100:
Deposits 195,193 384,015 212,106 343,675 825,392 738,912
Withdrawals (130,533) (89,826) (41,462) (400,299) (824,924) (707,676)
Outstanding units, beginning of year 587,054 292,865 122,221 166,596 166,128 134,892
-------- ------- -------- -------- ---------- --------
Outstanding units, end of year 651,714 587,054 292,865 109,972 166,596 166,128
======== ======= ======== ======== ========== ========
Russell Variable Universal Life:<F*>
Deposits 0 36,281 435,785
Withdrawals 0 (44,828) (427,238)
Outstanding units, beginning of year 0 8,547 0
-------- ---------- --------
Outstanding units, end of year 0 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
---------------------- --------------------------
1999 1998 1999 1998
------- ------ ---------- -------
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 493,771 12,188 1,665,714 190,317
Withdrawals (59,617) (256) (1,553,256) (40,880)
Outstanding units, beginning of year 11,932 0 149,437 0
------- ------ ---------- -------
Outstanding units, end of year 446,086 11,932 261,895 149,437
======= ====== ========== =======
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 93,119 105 206,783 27,427
Withdrawals (23,926) (2) (195,215) (3,565)
Outstanding units, beginning of year 103 0 23,862 0
------- ------ ---------- -------
Outstanding units, end of year 69,296 103 35,430 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
----------------------------------- ---------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 19,306 25,406 45,996 12,253 16,942 20,213
Withdrawals (14,321) (12,912) (19,985) (14,768) (13,618) (19,170)
Outstanding units, beginning of year 109,948 97,454 71,443 96,034 92,710 91,667
------- ------- ------- ------- ------- -------
Outstanding units, end of year 114,933 109,948 97,454 93,519 96,034 92,710
======= ======= ======= ======= ======= =======
Variable General Select Plus:
Deposits 23,730 29,830 26,599 11,280 12,156 22,411
Withdrawals (9,825) (9,429) (398,540) (6,022) (8,587) (10,526)
Outstanding units, beginning of year 70,801 50,400 422,341 41,050 37,481 25,596
------- ------- -------- ------- ------- -------
Outstanding units, end of year 84,706 70,801 50,400 46,308 41,050 37,481
======= ======= ======== ======= ======= =======
Variable Universal Life - 100:
Deposits 63,648 84,402 38,781 34,949 40,129 38,918
Withdrawals (30,779) (26,455) (8,471) (16,792) (15,741) (8,793)
Outstanding units, beginning of year 113,583 55,636 25,326 68,790 44,402 14,277
------- ------- -------- ------- ------- -------
Outstanding units, end of year 146,452 113,583 55,636 86,947 68,790 44,402
======= ======= ======== ======= ======= =======
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------- -------------------
1999 1998 1999 1998
------- ---- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 65,154 558 23,377 727
Withdrawals (23,294) (5) (2,443) (13)
Outstanding units, beginning of year 553 0 714 0
------- --- ------ ---
Outstanding units, end of year 42,413 553 21,648 714
======= === ====== ===
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 6,676 88 3,213 0
Withdrawals (270) (2) (169) 0
Outstanding units, beginning of year 86 0 0 0
------- --- ------ ---
Outstanding units, end of year 6,492 86 3,044 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 36,270 44,015 58,255 24,166 35,296 56,157
Withdrawals (37,511) (32,243) (49,785) (30,239) (36,243) (45,488)
Outstanding units, beginning of year 294,610 282,838 274,368 174,279 175,226 164,557
------- ------- ------- ------- ------- -------
Outstanding units, end of year 293,369 294,610 282,838 168,206 174,279 175,226
======= ======= ======= ======= ======= =======
Variable General Select Plus:
Deposits 62,080 29,160 21,682 15,664 42,140 35,709
Withdrawals (56,513) (24,120) (10,372) (11,959) (34,648) (10,776)
Outstanding units, beginning of year 77,547 72,507 61,197 77,550 70,058 45,125
------- ------- ------- ------- ------- -------
Outstanding units, end of year 83,114 77,547 72,507 81,255 77,550 70,058
======= ======= ======= ======= ======= =======
Variable Universal Life - 100:
Deposits 58,534 49,412 44,721 43,793 54,490 56,601
Withdrawals (25,963) (16,133) (11,617) (41,530) (20,835) (15,926)
Outstanding units, beginning of year 88,353 55,074 21,970 117,078 83,423 42,748
------- ------- ------- ------- ------- -------
Outstanding units, end of year 120,924 88,353 55,074 119,341 117,078 83,423
======= ======= ======= ======= ======= =======
General American Life Insurance Company
seed money:
Deposits 0 0 0
Withdrawals 0 0 0
Outstanding units, beginning of year 200,000 200,000 200,000
------- ------- -------
Outstanding units, end of year 200,000 200,000 200,000
======= ======= =======
<FN>
<F*>This fund was formerly known as the International Equity Fund.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
--------------------- -------------------
1999 1998 1999 1998
------ ----- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 77,838 1,037 19,887 710
Withdrawals (1,877) (14) (2,009) (17)
Outstanding units, beginning of year 1,023 0 693 0
------ ----- ------ ---
Outstanding units, end of year 76,984 1,023 18,571 693
====== ===== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 10,560 0 4,680 83
Withdrawals (432) 0 (245) (2)
Outstanding units, beginning of year 0 0 81 0
------ ----- ------ ---
Outstanding units, end of year 10,128 0 4,516 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997 for the Mid-Cap Equity
Fund Division and the year ended December 31, 1999, 1998 and period
ended December 31, 1997 for the Small-Cap Equity Fund Division.
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
----------------------------------- ----------------------------------
1999 1998 1997 1999 1998 1997<F**>
------- ------- ------- ------ ------ ---------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 23,187 33,622 50,013 8,482 19,324 35,503
Withdrawals (35,782) (32,360) (61,032) (7,148) (5,547) (326)
Outstanding units, beginning of period 175,383 174,121 185,140 48,954 35,177 0
------- ------- ------- ------ ------ ------
Outstanding units, end of period 162,788 175,383 174,121 50,288 48,954 35,177
======= ======= ======= ====== ====== ======
Variable General Select Plus:
Deposits 23,177 58,976 43,764 45,417 65,121 30,298
Withdrawals (31,804) (28,754) (14,054) (23,263) (23,984) (271)
Outstanding units, beginning of period 108,141 77,919 48,209 71,164 30,027 0
------- ------- ------- ------ ------ ------
Outstanding units, end of period 99,514 108,141 77,919 93,318 71,164 30,027
======= ======= ======= ====== ====== ======
Variable Universal Life - 100:
Deposits 46,286 56,900 36,664 43,499 70,656 23,110
Withdrawals (40,979) (22,387) (15,674) (38,432) (10,421) (540)
Outstanding units, beginning of period 87,742 53,229 32,239 82,805 22,570 0
------- ------- ------- ------ ------ ------
Outstanding units, end of period 93,049 87,742 53,229 87,872 82,805 22,570
======= ======= ======= ====== ====== ======
<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>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
------------------- -------------------
1999 1998 1999 1998
------ ---- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 27,940 595 30,720 644
Withdrawals (2,928) (23) (4,697) (25)
Outstanding units, beginning of year 572 0 619 0
------ ---- ------ ---
Outstanding units, end of year 25,584 572 26,642 619
====== ==== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 4,042 168 6,826 168
Withdrawals (574) (5) (1,009) (5)
Outstanding units, beginning of year 163 0 163 0
------ ---- ------ ---
Outstanding units, end of year 3,631 163 5,980 163
====== ==== ====== ===
<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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
------------------------------------ ------------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 54,849 59,416 73,369 58,832 69,876 110,237
Withdrawals (72,847) (47,519) (68,932) (78,887) (72,411) (69,361)
Outstanding units, beginning of year 304,241 292,344 287,907 405,378 407,913 367,037
------- ------- ------- ------- ------- -------
Outstanding units, end of year 286,243 304,241 292,344 385,323 405,378 407,913
======= ======= ======= ======= ======= =======
Variable General Select Plus:
Deposits 97,662 99,382 107,293 158,244 99,249 151,169
Withdrawals (67,788) (42,509) (41,943) (93,901) (40,684) (56,898)
Outstanding units, beginning of year 283,014 226,141 160,791 386,583 328,018 233,747
------- ------- ------- ------- ------- -------
Outstanding units, end of year 312,888 283,014 226,141 450,926 386,583 328,018
======= ======= ======= ======= ======= =======
Variable Universal Life - 100:
Deposits 99,022 179,653 161,018 158,445 226,944 227,448
Withdrawals (79,710) (166,343) (42,604) (109,918) (114,919) (64,065)
Outstanding units, beginning of year 295,584 282,274 163,860 474,406 362,381 198,998
------- ------- ------- ------- ------- -------
Outstanding units, end of year 314,896 295,584 282,274 522,933 474,406 362,381
======= ======= ======= ======= ======= =======
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
--------------------- ---------------------
1999 1998 1999 1998
------- ----- ------- -----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 113,215 2,270 250,110 3,901
Withdrawals (8,208) (115) (21,492) (108)
Outstanding units, beginning of year 2,155 0 3,793 0
------- ----- ------- -----
Outstanding units, end of year 107,162 2,155 232,411 3,793
======= ===== ======= =====
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 16,121 247 26,076 79
Withdrawals (856) (7) (1,917) (2)
Outstanding units, beginning of year 240 0 77 0
------- ----- ------- -----
Outstanding units, end of year 15,505 240 24,236 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
----------------------------------- --------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life-95:
Deposits 32,130 46,762 73,211 6,173 7,584 1,053
Withdrawals (38,877) (41,684) (33,419) (4,532) (605) (364)
Outstanding units, beginning of year 247,641 242,563 202,771 9,111 2,132 1,443
------- ------- ------- ------ ------ ------
Outstanding units, end of year 240,894 247,641 242,563 10,752 9,111 2,132
======= ======= ======= ====== ====== ======
Variable General Select Plus:
Deposits 50,014 60,426 78,015 14,236 7,255 4,792
Withdrawals (24,381) (48,932) (24,003) (4,489) (423) (1,323)
Outstanding units, beginning of year 180,202 168,708 114,696 14,512 7,680 4,211
------- ------- ------- ------ ------ ------
Outstanding units, end of year 205,835 180,202 168,708 24,259 14,512 7,680
======= ======= ======= ====== ====== ======
Variable Universal Life-100:
Deposits 47,585 62,350 61,939 34,209 30,521 19,775
Withdrawals (52,739) (27,368) (16,003) (21,189) (9,795) (6,893)
Outstanding units, beginning of year 135,925 100,943 55,007 50,801 30,075 17,193
------- ------- ------- ------ ------ ------
Outstanding units, end of year 130,771 135,925 100,943 63,821 50,801 30,075
======= ======= ======= ====== ====== ======
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------------- -------------------
1999 1998 1999 1998
------ ---- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 39,237 601 53,511 697
Withdrawals (3,669) (18) (4,287) (62)
Outstanding units, beginning of year 583 0 635 0
------ --- ------ ---
Outstanding units, end of year 36,151 583 49,859 635
====== === ====== ===
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 3,258 168 431 0
Withdrawals (466) (5) (302) 0
Outstanding units, beginning of year 163 0 0 0
------ --- ------ ---
Outstanding units, end of year 2,955 163 129 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998,and 1997:
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSET
FUND DIVISION FUND DIVISION<F*>
----------------------------------- --------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life-95:
Deposits 2,853 6,498 8,197 865 3,234 5,256
Withdrawals (11,513) (2,233) (10,956) (1,622) (3,278) (857)
Outstanding units, beginning of period 22,837 18,572 21,331 10,282 10,326 5,927
------- ------- ------- ------ ------ ------
Outstanding units, end of period 14,177 22,837 18,572 9,525 10,282 10,326
======= ======= ======= ====== ====== ======
Variable General Select Plus:
Deposits 21,266 28,629 36,763 4,811 513 1,994
Withdrawals (47,125) (5,891) (8,788) (312) (937) (3,232)
Outstanding units, beginning of year 87,370 64,632 36,657 2,468 2,892 4,130
------- ------- ------- ------ ------ ------
Outstanding units, end of year 61,511 87,370 64,632 6,967 2,468 2,892
======= ======= ======= ====== ====== ======
Variable Universal Life-100:
Deposits 143,496 57,671 39,145 7,343 8,405 7,159
Withdrawals (64,124) (17,259) (9,470) (6,724) (3,275) (2,531)
Outstanding units, beginning of year 109,650 69,238 39,563 15,703 10,573 5,945
------- ------- ------- ------ ------ ------
Outstanding units, end of year 189,022 109,650 69,238 16,322 15,703 10,573
======= ======= ======= ====== ====== ======
<CAPTION>
WORLDWIDE
EMERGING MARKETS
FUND DIVISION<F**>
--------------------
1999
------
<S> <C>
Variable Universal Life-95:
Deposits 4,159
Withdrawals (1,480)
Outstanding units, beginning of period 0
------
Outstanding units, end of period 2,679
======
Variable General Select Plus:
Deposits 9,565
Withdrawals (62)
Outstanding units, beginning of year 0
------
Outstanding units, end of year 9,503
======
Variable Universal Life-100:
Deposits 11,327
Withdrawals (9,704)
Outstanding units, beginning of year 0
------
Outstanding units, end of year 1,623
======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
<F**>The Worldwide Emerging Markets Fund began operations on September 15, 1998. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
WORLDWIDE
HIGH INCOME WORLDWIDE HARD ASSETS EMERGING MARKETS
FUND DIVISION FUND DIVISION<F**> FUND DIVISION
------------------ --------------------- -------------------
1999 1998 1999 1998 1999 1998<F***>
------ ------ ------ ------- ------ ----------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 44,520 1,163 950 11 1,992 159
Withdrawals (3,941) (29) (124) 0 (453) (9)
Outstanding units, beginning of year 1,134 0 11 0 150 0
------ ----- ---- -- ----- ---
Outstanding units, end of year 41,713 1,134 837 11 1,689 150
====== ===== ==== == ===== ===
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 6,839 175 345 0
Withdrawals (1,080) (5) (28) 0
Outstanding units, beginning of year 170 0 0 0
------ ----- ----- ---
Outstanding units, end of year 5,929 170 317 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.
<F***> The Worldwide Emerging Markets Fund began operations on September 15, 1998. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1999, 1998 and 1997:
<CAPTION>
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION<F*> FUND DIVISION<F*>
----------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 25,719 15,537 0 2,587 4,116 0
Withdrawals (2,365) (679) 0 (335) (46) 0
Outstanding units, beginning of period 14,858 0 0 4,070 0 0
------- ------- ------- ------- ------- ------
Outstanding units, end of period 38,212 14,858 0 6,322 4,070 0
======= ======= ======= ======= ======= ======
Variable General Select Plus:<F***>
Deposits 167,069 456,763 47,597 310,229 450,004 21,805
Withdrawals (72,422) (30,453) (667) (60,786) (73,816) (391)
Outstanding units, beginning of period 473,240 46,930 0 397,602 21,414 0
------- ------- ------- ------- ------- ------
Outstanding units, end of period 567,887 473,240 46,930 647,045 397,602 21,414
======= ======= ======= ======= ======= ======
Variable Universal Life - 100:<F****>
Deposits 56,809 8,637 0 39,861 807 0
Withdrawals (22,765) (1,360) 0 (32,644) (123) 0
Outstanding units, beginning of year 7,277 0 0 684 0 0
------- ------- ------- ------- ------- ------
Outstanding units, end of year 41,321 7,277 0 7,901 684 0
======= ======= ======= ======= ======= ======
Russell Variable Universal Life: <F*****>
Deposits 9,282 81,464 153,054 3,615 91,724 86,149
Withdrawals (8,686) (9,164) (1,563) (10,478) (10,534) (2,024)
Outstanding units, beginning of period 223,791 151,491 0 165,315 84,125 0
------- ------- ------- ------- ------- ------
Outstanding units, end of period 224,387 223,791 151,491 158,452 165,315 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION<F*> FUND DIVISION<F*>
--------------------- ---------------------
1999 1998 1999 1998
------ ----- ------ -----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 59,760 4,052 36,182 788
Withdrawals (8,199) (101) (9,781) (9)
Outstanding units, beginning of year 3,951 0 779 0
------ ----- ------ ---
Outstanding units, end of year 55,512 3,951 27,180 779
====== ===== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 7,599 410 6,321 169
Withdrawals (838) (12) (255) (5)
Outstanding units, beginning of year 398 0 164 0
------ ----- ------ ---
Outstanding units, end of year 7,159 398 6,230 164
====== ===== ====== ===
<FN>
<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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1999, 1998 and 1997:
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
---------------------------------- ---------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------ ------- ------- ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 6,833 14,484 0 7,044 10,028 0
Withdrawals (1,715) (592) 0 (1,673) (208) 0
Outstanding units, beginning of period 13,892 0 0 9,820 0 0
------- ------- ------ ------- ------- ------
Outstanding units, end of period 19,010 13,892 0 15,191 9,820 0
======= ======= ====== ======= ======= ======
Variable General Select Plus:<F***>
Deposits 62,730 192,091 25,379 33,941 188,887 28,863
Withdrawals (59,340) (43,602) (279) (26,047) (29,735) (285)
Outstanding units, beginning of period 173,589 25,100 0 187,730 28,578 0
------- ------- ------ ------- ------- ------
Outstanding units, end of period 176,979 173,589 25,100 195,624 187,730 28,578
======= ======= ====== ======= ======= ======
Variable Universal Life - 100:<F****>
Deposits 16,636 3,083 0 21,192 1,576 0
Withdrawals (4,051) (414) 0 (12,838) (127) 0
Outstanding units, beginning of year 2,669 0 0 1,449 0 0
------- ------- ------ ------- ------- ------
Outstanding units, end of year 15,254 2,669 0 9,803 1,449 0
======= ======= ====== ======= ======= ======
Russell Variable Universal Life: <F*****>
Deposits 8,286 34,380 75,650 3,570 56,596 50,101
Withdrawals (3,252) (3,034) (494) (6,141) (5,688) (1,018)
Outstanding units, beginning of period 106,502 75,156 0 99,991 49,083 0
------- ------- ------ ------- ------- ------
Outstanding units, end of period 111,536 106,502 75,156 97,420 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999 and 1998:
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
--------------------- ---------------------
1999 1998 1999 1998
------ ----- ------ -----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 36,276 3,760 14,411 885
Withdrawals (5,039) (70) (2,475) (16)
Outstanding units, beginning of year 3,690 0 869 0
------ ----- ------ ---
Outstanding units, end of year 34,927 3,690 12,805 869
====== ===== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 3,172 0 2,535 165
Withdrawals (464) 0 (262) (5)
Outstanding units, beginning of year 0 0 160 0
------ ----- ------ ---
Outstanding units, end of year 2,708 0 2,433 160
====== ===== ====== ===
<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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999:
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION<F*> FUND DIVISION<F*> FUND DIVISION<F*>
------------------- ------------------ ------------------
1999 1999 1999
------- ------- -------
<S> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 2,824 1,001 0
Withdrawals (24) (3) 0
Outstanding units, beginning of year 0 0 0
------- ------- -------
Outstanding units, end of year 2,800 998 0
======= ======= =======
Variable General Select Plus:<F**>
Deposits 1,838 5,156 805
Withdrawals (21) (625) (10)
Outstanding units, beginning of year 0 0 0
------- ------- -------
Outstanding units, end of year 1,817 4,531 795
======= ======= =======
Variable Universal Life - 100:<F**>
Deposits 19,391 17,730 10,510
Withdrawals (16,959) (10,629) (10,510)
Outstanding units, beginning of year 0 0 0
------- ------- -------
Outstanding units, end of year 2,432 7,101 0
======= ======= =======
<FN>
<F*>The Income & Growth Fund, International Fund, and Value Fund began operations on September 15, 1998.
<F**>The Variable Universal Life - 95, Variable General Select Plus, and Variable Universal Life - 100 products were introduced to
the American Century funds on April 30, 1999, and the first deposits were received on July 7, 1999, May 17, 1999, and June 18,
1999, respectively.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1999 and 1998:
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
-------------------- --------------------- --------------------
1999 1998<F*> 1999 1998<F*> 1999 1998<F*>
------ -------- ------ -------- ------ --------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 48,580 631 24,488 92 9,149 360
Withdrawals (5,275) (16) (2,024) (7) (1,376) (3)
Outstanding units, beginning of period 615 0 85 0 357 0
------ --- ------ -- ------ ---
Outstanding units, end of period 43,920 615 22,549 85 8,130 357
====== === ====== == ====== ===
Joint and Survivor Variable Universal Life - 98:
Deposits 3,433 0 1,188 0 302 0
Withdrawals (541) 0 (114) 0 (62) 0
Outstanding units, beginning of year 0 0 0 0 0 0
------ --- ------ -- ------ ---
Outstanding units, end of year 2,892 0 1,074 0 240 0
====== === ====== == ====== ===
<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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999:
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION<F*> FUND DIVISION<F*>
-------------------- --------------------
1999 1999
----- ------
<S> <C> <C>
Variable Universal Life-95:<F**>
Deposits 896 4,033
Withdrawals (543) (1,453)
Outstanding units, beginning of year 0 0
---- ------
Outstanding units, end of year 353 2,580
==== ======
Variable General Select Plus:<F**>
Deposits 932 10,153
Withdrawals (6) (62)
Outstanding units, beginning of year 0 0
---- ------
Outstanding units, end of year 926 10,091
==== ======
Variable Universal Life-100:<F**>
Deposits 340 3,598
Withdrawals (9) (16)
Outstanding units, beginning of year 0 0
---- ------
Outstanding units, end of year 331 3,582
==== ======
<FN>
<F*>The Bond Portfolio Fund and Small Company Fund began operations on September 15, 1998.
<F**>The Variable Universal Life - 95, Variable General Select Plus, and Variable Universal Life - 100 products were introduced to
the J. P. Morgan funds on April 30, 1999, and the first deposits were received on July 1, 1999, May 17, 1999, and May 19, 1999,
respectively.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999 and 1998:
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
--------------------- ------------------------
1999 1998<F*> 1999 1998<F*>
------ -------- ------ --------
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 12,486 330 22,053 292
Withdrawals (680) (2) (3,275) (19)
Outstanding units, beginning of period 328 0 273 0
------ --- ------ ---
Outstanding units, end of period 12,134 328 19,051 273
====== === ====== ===
Joint and Survivor Variable Universal Life - 98:
Deposits 528 0 3,035 0
Withdrawals (107) 0 (326) 0
Outstanding units, beginning of year 0 0 0 0
------ --- ------ ---
Outstanding units, end of year 421 0 2,709 0
====== === ====== ===
<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.
(continued)
</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.
Variable Universal Life - 95:
- -----------------------------
<TABLE>
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
---------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
---------- ----------- ----------- --------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 185,198 $1,456,349 $1,099,723 $ 70,185 $ 813,595 $ 1,794,475
Transfers between fund divisions and
General American 42,863 150,022 931,860 248,848 (578,617) (1,471,521)
Surrenders and withdrawals (254,901) (471,926) (144,131) (1,251) (1,674) (20,934)
--------- ---------- ---------- -------- --------- -----------
Total gross deposits, transfers, and
surrenders between fund divisions (26,840) 1,134,445 1,887,452 317,782 233,304 302,020
--------- ---------- ---------- -------- --------- -----------
Deductions:
Premium load charges 87,826 115,481 84,994 18,195 63,307 371,169
Cost of insurance and administrative
expenses 64,409 702,222 481,051 6,770 217,403 135,973
--------- ---------- ---------- -------- --------- -----------
Total deductions 152,235 817,703 566,045 24,965 280,710 507,142
--------- ---------- ---------- -------- --------- -----------
Net deposits into (withdrawals from)
Separate Account $(179,075) $ 316,742 $1,321,407 $292,817 $ (47,406) $ (205,122)
========= ========== ========== ======== ========= ===========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
--------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
--------- --------- ---------- -------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 61,294 $443,018 $ 312,433 $62,997 $364,076 $ 359,432
Transfers between fund divisions and
General American (33,145) 39,732 504,481 5,215 1,644 53,604
Surrenders and withdrawals (762) (48,407) (161,856) (8,463) (48,475) (162,045)
-------- -------- --------- ------- -------- ---------
Total gross deposits, transfers, and
surrenders between fund divisions 27,387 434,343 655,058 59,749 317,245 250,991
-------- -------- --------- ------- -------- ---------
Deductions:
Premium load charges 20,736 33,733 24,355 25,178 28,257 27,564
Cost of insurance and administrative
expenses 9,997 124,148 111,704 21,239 197,695 191,337
-------- -------- --------- ------- -------- ---------
Total deductions 30,733 157,881 136,059 46,417 225,952 218,901
-------- -------- --------- ------- -------- ---------
Net deposits into (withdrawals from)
Separate Account $ (3,346) $276,462 $ 518,999 $13,332 $ 91,293 $ 32,090
======== ======== ========= ======= ======== =========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
---------- ----------- ----------- --------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 185,694 $1,409,425 $1,571,785 $ 92,422 $ 577,527 $ 674,809
Transfers between fund divisions and
General American (110,411) (240,301) (542,327) (38,915) (287,016) (244,489)
Surrenders and withdrawals (5,907) (237,885) (261,445) (24,993) (53,267) (27,295)
--------- ---------- ---------- -------- ---------- ---------
Total gross deposits, transfers, and
surrenders between fund divisions 69,376 931,239 768,013 28,514 237,244 403,025
--------- ---------- ---------- -------- ---------- ---------
Deductions:
Premium load charges 71,154 101,603 115,555 32,153 45,221 53,326
Cost of insurance and administrative
expenses 38,489 453,887 472,278 18,992 203,189 206,172
--------- ---------- ---------- -------- ---------- ---------
Total deductions 109,643 555,490 587,833 51,145 248,410 259,498
--------- ---------- ---------- -------- ---------- ---------
Net deposits into (withdrawals from)
Separate Account $ (40,267) $ 375,749 $ 180,180 $(22,631) $ (11,166) $ 143,527
========= ========== ========== ======== ========= =========
<FN>
<F*>This fund was formerly known as the International Equity Fund. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
--------------------------------------- ------------------------------------
1999 1998 1997 1999 1998 1997<F**>
--------- ---------- ---------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 73,750 $ 535,140 $ 731,205 $ 14,728 $ 92,984 $ 81,175
Transfers between fund divisions and
General American (11,030) (161,251) (545,250) (24,848) 123,494 386,732
Surrenders and withdrawals (23,853) (60,979) (30,828) 0 (13,142) 0
-------- --------- --------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 38,867 312,910 155,127 (10,120) 203,336 467,907
-------- --------- --------- -------- -------- --------
Deductions:
Premium load charges 28,879 40,775 55,258 4,367 7,292 6,341
Cost of insurance and administrative
expenses 17,499 229,610 226,846 1,828 23,300 4,229
-------- --------- --------- -------- -------- --------
Total deductions 46,378 270,385 282,104 6,195 30,592 10,570
-------- --------- --------- -------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ (7,511) $ 42,525 $(126,977) $(16,315) $172,744 $457,337
======== ========= ========= ======== ======== ========
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
EQUITY-INCOME GROWTH
FUND DIVISION FUND DIVISION
---------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
---------- ----------- ----------- ---------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 198,741 $1,154,929 $1,258,958 $ 241,466 $1,514,732 $1,700,056
Transfers between fund divisions and
General American (227,879) (50,446) (346,404) (157,307) (487,503) 124,428
Surrenders and withdrawals (163,472) (247,987) (243,196) (316,618) (324,276) (260,054)
--------- ---------- ---------- --------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions (192,610) 856,496 669,358 (232,459) 702,953 1,564,430
--------- ---------- ---------- --------- ---------- ----------
Deductions:
Premium load charges 81,278 91,178 98,808 114,323 118,852 134,071
Cost of insurance and administrative
expenses 37,192 484,812 470,011 72,257 664,659 606,328
--------- ---------- ---------- --------- ---------- ----------
Total deductions 118,470 575,990 568,819 186,580 783,511 740,399
--------- ---------- ---------- --------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $(311,080) $ 280,506 $ 100,539 $(419,039) $ (80,558) $ 824,031
========= ========== ========== ========= ========== ==========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
---------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
--------- ---------- ----------- -------- --------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $105,041 $ 792,155 $ 927,173 $ 9,248 $ 28,935 $ 9,236
Transfers between fund divisions and
General American (65,913) (249,954) 262,454 (1,899) 85,499 3,098
Surrenders and withdrawals (1,091) (84,661) (121,639) 0 (1,077) 0
-------- --------- ---------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 38,037 457,540 1,067,988 7,349 113,357 12,334
-------- --------- ---------- ------- -------- -------
Deductions:
Premium load charges 47,051 60,018 71,458 3,698 2,699 706
Cost of insurance and administrative
expenses 28,789 304,803 302,840 1,120 8,127 1,874
-------- --------- ---------- ------- -------- -------
Total deductions 75,840 364,821 374,298 4,818 10,826 2,580
-------- --------- ---------- ------- -------- -------
Net deposits into (withdrawals from)
Separate Account $(37,803) $ 92,719 $ 693,690 $ 2,531 $102,531 $ 9,754
======== ========= ========== ======= ======== =======
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- ----------------------------------
1999 1998 1997 1999 1998 1997
--------- -------- --------- -------- --------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 5,222 $52,060 $ 61,425 $ 12 $ 21,677 $29,642
Transfers between fund divisions and
General American (20,051) 34,487 (76,243) (1,088) (21,580) 31,281
Surrenders and withdrawals 0 (29) 0 0 (10) 0
-------- ------- -------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions (14,829) 86,518 (14,818) (1,076) 87 60,923
-------- ------- -------- ------- -------- -------
Deductions:
Premium load charges 2,499 4,139 4,910 310 1,790 2,223
Cost of insurance and administrative
expenses 1,345 22,068 19,821 287 3,541 5,330
-------- ------- -------- ------- -------- -------
Total deductions 3,844 26,207 24,731 597 5,331 7,553
-------- ------- -------- ------- -------- -------
Net deposits into (withdrawals from)
Separate Account $(18,673) $60,311 $(39,549) $(1,673) $ (5,244) $53,370
======== ======= ======== ======= ======== =======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION FUND DIVISION
---------------- --------------------- --------------------
1999<F**> 1999 1998<F*> 1999 1998<F*>
--------- ------- -------- ------ --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 632 $11,094 $ 11,160 $1,310 $ 558
Transfers between fund divisions and
General American 26,701 0 129,908 0 42,124
Surrenders and withdrawals (20,109) 0 (1,571) 0 0
-------- ------- -------- ------ -------
Total gross deposits, transfers, and
surrenders between fund divisions 7,224 11,094 139,497 1,310 42,682
-------- ------- -------- ------ -------
Deductions:
Premium load charges 22 3,558 1,059 314 33
Cost of insurance and administrative expenses 271 1,703 2,418 261 479
-------- ------- -------- ------ -------
Total deductions 293 5,261 3,477 575 512
-------- ------- -------- ------ -------
Net deposits into Separate Account $ 6,931 $ 5,833 $136,020 $ 735 $42,170
======== ======= ======== ====== =======
<FN>
<F*>The Variable Universal Life - 95 product became available to these funds on April 30, 1998. (continued)
<F**>The Variable Universal Life - 95 product became available to this fund on April 30, 1999.
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US INCOME & GROWTH
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- -------------------- ---------------
1999 1998<F*> 1999 1998<F*> 1999<F**>
------ --------- ------ -------- ---------
<S> <C> <C> <C> <C> <C>
Total gross deposits $5,123 $ 3,900 $8,286 $ 5,027 $ 350
Transfers between fund divisions and
General American 0 111,676 0 81,549 4,916
Surrenders and withdrawals 0 (721) 0 0 0
------ -------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 5,123 114,855 8,286 86,576 5,266
------ -------- ------ ------- ------
Deductions:
Premium load charges 1,837 512 1,307 536 45
Cost of insurance and administrative expenses 1,058 2,054 596 1,957 93
------ -------- ------ ------- ------
Total deductions 2,895 2,566 1,903 2,493 138
------ -------- ------ ------- ------
Net deposits into Separate Account $2,228 $112,289 $6,383 $84,083 $5,128
====== ======== ====== ======= ======
<FN>
<F*>The Variable Universal Life - 95 product became available to these funds on April 30, 1998.
<F**>The Variable Universal Life - 95 product became available to this fund on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
SMALL COMPANY
INTERNATIONAL BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION FUND DIVISION
------------- ---------------- ---------------
1999<F*> 1999<F*> 1999<F*>
-------- -------- --------
<S> <C> <C> <C>
Total gross deposits $ 150 $ 18 $ 871
Transfers between fund divisions and
General American 6,911 3,471 21,899
Surrenders and withdrawals 0 0 (18,684)
------ ------ --------
Total gross deposits, transfers, and
surrenders between fund divisions 7,061 3,489 4,086
------ ------ --------
Deductions:
Premium load charges 16 0 22
Cost of insurance and administrative expenses 14 0 269
------ ------ --------
Total deductions 30 0 291
------ ------ --------
Net deposits into Separate Account $7,031 $3,489 $ 3,795
====== ====== ========
<FN>
<F*>The Variable Universal Life - 95 product became available to these funds on April 30, 1999. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------------- -----------------------------------------
1999 1998 1997 1999 1998 1997
------------ ----------- ------------ ---------- ------------- ------------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 9,516,696 $1,357,475 $ 1,229,167 $3,414,103 $ 16,933,833 $11,949,827
Transfers between fund divisions and
General American 60,389 5,431,739 1,639,191 27,242 (20,254,746) (6,333,824)
Surrenders and withdrawals (1,040,805) (152,414) (5,100,149) 0 (214,226) (4,042,319)
----------- ---------- ----------- ---------- ------------ -----------
Total gross deposits, transfers, and
surrenders between fund divisions 8,536,280 6,636,800 (2,231,791) 3,441,345 (3,535,139) 1,573,684
----------- ---------- ----------- ---------- ------------ -----------
Deductions:
Premium load charges 172,275 99,759 88,924 544,962 1,299,538 870,893
Cost of insurance and administrative
expenses 38,868 293,438 158,092 7,722 221,400 158,166
----------- ---------- ----------- ---------- ------------ -----------
Total deductions 211,143 393,197 247,016 552,684 1,520,938 1,029,059
----------- ---------- ----------- ---------- ------------ -----------
Net deposits into (withdrawals from)
Separate Account $ 8,325,137 $6,243,603 $(2,478,807) $2,888,661 $ (5,056,077) $ 544,625
=========== ========== =========== ========== ============ ===========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
---------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
----------- --------- ------------ --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,499,923 $146,938 $ 170,971 $686,238 $185,192 $225,421
Transfers between fund divisions and
General American (51,332) 205,041 109,381 (5,378) (477) 49,038
Surrenders and withdrawals (8,668) (27,635) (4,675,478) (1,579) (44,810) (28,866)
---------- -------- ----------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 1,439,923 324,344 (4,395,126) 679,281 139,905 245,593
---------- -------- ----------- -------- -------- --------
Deductions:
Premium load charges 17,017 10,813 12,639 14,026 12,749 16,872
Cost of insurance and administrative
expenses 3,507 29,846 24,838 2,662 29,578 24,211
---------- -------- ----------- -------- -------- --------
Total deductions 20,524 40,659 37,477 16,688 42,327 41,083
---------- -------- ----------- -------- -------- --------
Net deposits into (withdrawals from)
Separate Account $1,419,399 $283,685 $(4,432,603) $662,593 $ 97,578 $204,510
========== ======== =========== ======== ======== ========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
--------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
----------- ---------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,791,144 $ 231,397 $225,188 $347,511 $244,143 $273,454
Transfers between fund divisions and
General American (4,461) 160,811 92,485 (30,925) (26,160) 190,371
Surrenders and withdrawals (21,717) (166,928) (48,400) (18,143) (16,419) (47,175)
---------- --------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 1,764,966 225,280 269,273 298,443 201,564 416,650
---------- --------- -------- -------- -------- --------
Deductions:
Premium load charges 22,493 14,905 17,168 15,706 16,859 19,728
Cost of insurance and administrative
expenses 8,155 84,944 67,268 4,823 44,378 37,091
---------- --------- -------- -------- -------- --------
Total deductions 30,648 99,849 84,436 20,529 61,237 56,819
---------- --------- -------- -------- -------- --------
Net deposits into Separate Account $1,734,318 $ 125,431 $184,837 $277,914 $140,327 $359,831
========== ========= ======== ======== ======== ========
<FN>
<F*>This fund was formerly known as the International Equity Fund. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
--------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997<F**>
--------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $190,421 $338,015 $376,253 $826,906 $263,673 $ 59,270
Transfers between fund divisions and
General American (54,387) 458,678 301,956 (43,257) 330,151 326,392
Surrenders and withdrawals (16,526) (25,379) (53,267) 0 0 0
-------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 119,508 771,314 624,942 783,649 593,824 385,662
-------- -------- -------- -------- -------- --------
Deductions:
Premium load charges 22,927 24,362 29,256 24,112 19,071 4,711
Cost of insurance and administrative
expenses 5,491 67,262 40,346 2,329 19,764 3,518
-------- -------- -------- -------- -------- --------
Total deductions 28,418 91,624 69,602 26,441 38,835 8,229
-------- -------- -------- -------- -------- --------
Net deposits into Separate Account $ 91,090 $679,690 $555,340 $757,208 $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.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
EQUITY-INCOME GROWTH
FUND DIVISION FUND DIVISION
----------------------------------------- -----------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $2,525,240 $1,492,223 $1,043,306 $5,816,419 $1,297,862 $1,354,928
Transfers between fund divisions and
General American (83,685) 748,006 658,129 361,192 891,558 957,813
Surrenders and withdrawals (50,381) (183,143) (148,279) (74,872) (255,377) (268,257)
---------- ---------- ---------- ---------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 2,391,174 2,057,086 1,553,156 6,102,739 1,934,043 2,044,484
---------- ---------- ---------- ---------- ---------- ----------
Deductions:
Premium load charges 80,926 82,617 78,543 108,587 84,087 101,854
Cost of insurance and administrative
expenses 21,370 216,335 163,469 34,735 250,176 206,497
---------- ---------- ---------- ---------- ---------- ----------
Total deductions 102,296 298,952 242,012 143,322 334,263 308,351
---------- ---------- ---------- ---------- ---------- ----------
Net deposits into Separate Account $2,288,878 $1,758,134 $1,311,144 $5,959,417 $1,599,780 $1,736,133
========== ========== ========== ========== ========== ==========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------------------------------ ----------------------------------
1999 1998 1997 1999 1998 1997
--------- ---------- --------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $616,304 $ 557,583 $763,625 $869,266 $ 27,818 $53,004
Transfers between fund divisions and
General American 86,786 (150,747) 265,722 (2,696) 93,342 3,027
Surrenders and withdrawals (16,745) (55,531) (56,432) 0 0 (2,184)
-------- --------- -------- -------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 686,345 351,305 972,915 866,570 121,160 53,847
-------- --------- -------- -------- -------- -------
Deductions:
Premium load charges 46,057 40,327 57,640 4,522 1,654 3,927
Cost of insurance and administrative
expenses 8,922 79,907 71,616 1,055 6,502 3,625
-------- --------- -------- -------- -------- -------
Total deductions 54,979 120,234 129,256 5,577 8,156 7,552
-------- --------- -------- -------- -------- -------
Net deposits into Separate Account $631,366 $ 231,071 $843,659 $860,993 $113,004 $46,295
======== ========= ======== ======== ======== =======
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
----------------------------------- ---------------------------------
1999 1998 1997 1999 1998 1997
--------- --------- --------- ------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $941,150 $241,925 $201,994 $51,609 $ 6,454 $ 22,621
Transfers between fund divisions and
General American 11,214 156,540 207,353 0 (6,638) 1,823
Surrenders and withdrawals (10,166) (16,195) (6,433) 0 (841) (36,871)
-------- -------- -------- ------- ------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 942,198 382,270 402,914 51,609 (1,025) (12,427)
-------- -------- -------- ------- ------- --------
Deductions:
Premium load charges 16,895 17,692 15,004 447 376 1,715
Cost of insurance and administrative
expenses 2,659 34,790 25,526 159 1,055 890
-------- -------- -------- ------- ------- --------
Total deductions 19,554 52,482 40,530 606 1,431 2,605
-------- -------- -------- ------- ------- --------
Net deposits into (withdrawals from)
Separate Account $922,644 $329,788 $362,384 $51,003 $(2,456) $(15,032)
======== ======== ======== ======= ======= ========
<CAPTION>
WORLDWIDE
EMERGING MARKETS
FUND DIVISION
-----------------
1999<F**>
-----------
<S> <C>
Total gross deposits $159,565
Transfers between fund divisions and
General American 27,490
Surrenders and withdrawals 0
--------
Total gross deposits, transfers, and
surrenders between fund divisions 187,055
--------
Deductions:
Premium load charges 61
Cost of insurance and administrative
expenses 578
--------
Total deductions 639
--------
Net deposits into (withdrawals from)
Separate Account $186,416
========
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
<F**>The Variable General Select Plus product became available to these funds on April 30, 1999. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997<F*> 1999 1998 1997<F*>
----------- ----------- -------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $3,354,781 $1,940,731 $ 80,451 $3,385,014 $1,482,889 $ 17,978
Transfers between fund divisions and
General American (238,145) 4,822,163 532,364 109,400 3,101,165 215,118
Surrenders and withdrawals 0 (187) 0 0 0 0
---------- ---------- -------- ---------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 3,116,636 6,762,707 612,815 3,494,414 4,584,054 233,096
---------- ---------- -------- ---------- ---------- --------
Deductions:
Premium load charges 192,138 204,842 5,866 162,629 117,137 1,346
Cost of insurance and administrative
expenses 33,513 255,638 8,425 21,037 182,736 2,474
---------- ---------- -------- ---------- ---------- --------
Total deductions 225,651 460,480 14,291 183,666 299,873 3,820
---------- ---------- -------- ---------- ---------- --------
Net deposits into Separate Account $2,890,985 $6,302,227 $598,524 $3,310,748 $4,284,181 $229,276
========== ========== ======== ========== ========== ========
<FN>
<F*>The Multi-style Equity Fund, Core Bond Fund, Aggressive Equity Fund, and Non-US Fund began operations on January 2, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997<F*> 1999 1998 1997<F*>
-------- ---------- -------- --------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $686,381 $ 502,264 $ 54,099 $ 453,079 $ 264,324 $ 42,059
Transfers between fund divisions and
General American (84,039) 1,704,740 281,507 (109,436) 1,609,166 276,242
Surrenders and withdrawals 0 (116) 0 0 (119) 0
-------- ---------- -------- --------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 602,342 2,206,888 335,606 343,643 1,873,371 318,301
-------- ---------- -------- --------- ---------- --------
Deductions:
Premium load charges 47,306 71,141 3,761 26,226 34,958 3,283
Cost of insurance and administrative
expenses 6,671 47,691 3,632 7,300 38,906 3,028
-------- ---------- -------- --------- ---------- --------
Total deductions 53,977 118,832 7,393 33,526 73,864 6,311
-------- ---------- -------- --------- ---------- --------
Net deposits into Separate Account $548,365 $2,088,056 $328,213 $ 310,117 $1,799,507 $311,990
======== ========== ======== ========= ========== ========
<FN>
<F*>The Multi-style Equity Fund, Core Bond Fund, Aggressive Equity Fund, and Non-US Fund began operations on January 2, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- ------------- -------------- -------------
1999<F*> 1999<F*> 1999<F*> 1999<F*> 1999<F*>
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $584,148 $306,558 $89,282 $128,073 $375,118
Transfers between fund divisions and
General American 10,803 9,583 0 0 36,269
Surrenders and withdrawals 0 0 0 0 0
-------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 594,951 316,141 89,282 128,073 411,387
-------- -------- ------- -------- --------
Deductions:
Premium load charges 57 57 70 0 72
Cost of insurance and administrative expenses 41 126 18 18 566
-------- -------- ------- -------- --------
Total deductions 98 183 88 18 638
-------- -------- ------- -------- --------
Net deposits into Separate Account $594,853 $315,958 $89,194 $128,055 $410,749
======== ======== ======= ======== ========
<FN>
<F*>The Variable General Select Plus product became available to these funds on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
--------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
--------- ---------- ---------- --------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 497,709 $3,774,275 $1,995,433 $ 144,058 $ 9,507,851 $ 8,679,144
Transfers between fund divisions and
General American (19,257) 5,484,204 2,177,143 (223,896) (8,000,842) (7,303,949)
Surrenders and withdrawals (140,100) (299,771) (68,513) 0 (11,635) (3,421)
--------- ---------- ---------- --------- ----------- -----------
Total gross deposits, transfers, and
surrenders between fund divisions 338,352 8,958,708 4,104,063 (79,838) 1,495,374 1,371,774
--------- ---------- ---------- --------- ----------- -----------
Deductions:
Premium load charges 157,232 126,277 66,092 121,639 296,413 286,729
Cost of insurance and administrative
expenses 140,651 1,411,705 671,147 9,414 639,686 599,119
--------- ---------- ---------- --------- ----------- -----------
Total deductions 297,883 1,537,982 737,239 131,053 936,099 885,848
--------- ---------- ---------- --------- ----------- -----------
Net deposits into (withdrawals from)
Separate Account $ 40,469 $7,420,726 $3,366,824 $(210,891) $ 559,275 $ 485,926
========= ========== ========== ========= =========== ===========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
------- -------- -------- ------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $27,523 $279,989 $184,259 $78,693 $488,098 $228,756
Transfers between fund divisions and
General American (7,468) 613,426 265,500 3,494 247,910 432,012
Surrenders and withdrawals (1,636) (10,480) (4,282) (2,376) (59,153) (13,613)
------- -------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 18,419 882,935 445,477 79,811 676,855 647,155
------- -------- -------- ------- -------- --------
Deductions:
Premium load charges 10,567 9,514 6,186 16,793 16,604 7,603
Cost of insurance and administrative
expenses 7,925 83,804 57,817 14,086 178,243 96,349
------- -------- -------- ------- -------- --------
Total deductions 18,492 93,318 64,003 30,879 194,847 103,952
------- -------- -------- ------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ (73) $789,617 $381,474 $48,932 $482,008 $543,203
======= ======== ======== ======= ======== ========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $174,486 $652,869 $297,431 $ 30,589 $542,245 $380,598
Transfers between fund divisions and
General American (14,732) 212,547 423,970 (74,184) 82,381 259,917
Surrenders and withdrawals (1,320) (16,485) (7,250) (1,545) (13,406) (12,338)
-------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 158,434 848,931 714,151 (45,140) 611,220 628,177
-------- -------- -------- -------- -------- --------
Deductions:
Premium load charges 31,177 21,971 10,273 19,041 18,719 12,990
Cost of insurance and administrative
expenses 29,388 237,042 159,083 13,745 172,801 138,712
-------- -------- -------- -------- -------- --------
Total deductions 60,565 259,013 169,356 32,786 191,520 151,702
-------- -------- -------- -------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ 97,869 $589,918 $544,795 $(77,926) $419,700 $476,475
======== ======== ======== ======== ======== ========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
--------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997<F**>
--------- -------- -------- --------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 60,351 $694,795 $405,467 $ 37,239 $390,118 $ 48,912
Transfers between fund divisions and
General American (121,007) 218,584 129,102 (118,733) 485,204 254,044
Surrenders and withdrawals (2,516) (36,811) (15,375) 0 (2,420) 0
--------- -------- -------- --------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions (63,172) 876,568 519,194 (81,494) 872,902 302,956
--------- -------- -------- --------- -------- --------
Deductions:
Premium load charges 22,088 23,485 13,537 15,661 13,324 1,579
Cost of insurance and administrative
expenses 14,426 206,508 140,909 8,182 114,663 7,052
--------- -------- -------- --------- -------- --------
Total deductions 36,514 229,993 154,446 23,843 127,987 8,631
--------- -------- -------- --------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ (99,686) $646,575 $364,748 $(105,337) $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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
-------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
-------- ----------- ---------- --------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $191,931 $ 2,136,531 $1,996,233 $ 345,160 $2,942,824 $2,402,233
Transfers between fund divisions and
General American (87,709) (1,236,416) 792,184 122,542 694,369 1,492,743
Surrenders and withdrawals (9,312) (127,426) (44,826) (341,338) (279,188) (114,282)
-------- ----------- ---------- --------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 94,910 772,689 2,743,591 126,364 3,358,005 3,780,694
-------- ----------- ---------- --------- ---------- ----------
Deductions:
Premium load charges 62,308 78,973 66,340 101,279 103,369 80,190
Cost of insurance and administrative
expenses 45,170 940,207 572,720 106,234 1,188,418 842,557
-------- ----------- ---------- --------- ---------- ----------
Total deductions 107,478 1,019,180 639,060 207,513 1,291,787 922,747
-------- ----------- ---------- --------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $(12,568) $ (246,491) $2,104,531 $ (81,149) $2,066,218 $2,857,947
======== =========== ========== ========= ========== ==========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
-------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- -------- ------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 60,624 $630,759 $508,810 $36,199 $317,439 $147,295
Transfers between fund divisions and
General American 86,259 143,337 313,710 2,278 146,214 109,004
Surrenders and withdrawals (4,693) (59,595) (22,505) (1,984) (26,187) (5,778)
-------- -------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 142,190 714,501 800,015 36,493 437,466 250,521
-------- -------- -------- ------- -------- --------
Deductions:
Premium load charges 21,350 21,503 17,197 11,474 10,729 4,955
Cost of insurance and administrative
expenses 16,685 195,007 165,254 10,603 117,605 74,461
-------- -------- -------- ------- -------- --------
Total deductions 38,035 216,510 182,451 22,077 128,334 79,416
-------- -------- -------- ------- -------- --------
Net deposits into Separate Account $104,155 $497,991 $617,564 $14,416 $309,132 $171,105
======== ======== ======== ======= ======== ========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- -------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 61,798 $469,183 $300,761 $ 4,754 $60,696 $63,004
Transfers between fund divisions and
General American 174,344 256,832 224,109 (3,654) 10,164 18,216
Surrenders and withdrawals 0 (12,240) (20,348) 0 (2,562) (4,909)
-------- -------- -------- ------- ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 236,142 713,775 504,522 1,100 68,298 76,311
-------- -------- -------- ------- ------- -------
Deductions:
Premium load charges 23,688 15,948 10,110 1,670 2,007 2,147
Cost of insurance and administrative
expenses 15,033 130,579 105,718 1,229 17,277 19,651
-------- -------- -------- ------- ------- -------
Total deductions 38,721 146,527 115,828 2,899 19,284 21,798
-------- -------- -------- ------- ------- -------
Net deposits into (withdrawals from)
Separate Account $197,421 $567,248 $388,694 $(1,799) $49,014 $54,513
======== ======== ======== ======= ======= =======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION FUND DIVISION
---------------- ------------------------- -------------------------
1999<F**> 1999 1998<F*> 1999 1998<F*>
--------- ------- -------- ------ --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 52 $29,816 $11,281 $7,874 $1,071
Transfers between fund divisions and
General American 2,925 (584) 62,902 (56) 7,124
Surrenders and withdrawals (3,567) 114 (69) 1,463 0
------- ------- ------- ------ ------
Total gross deposits, transfers, and
surrenders between fund divisions (590) 29,346 74,114 9,281 8,195
------- ------- ------- ------ ------
Deductions:
Premium load charges 7 6,946 460 886 40
Cost of insurance and administrative expenses 88 5,732 5,703 475 1,266
------- ------- ------- ------ ------
Total deductions 95 12,678 6,163 1,361 1,306
------- ------- ------- ------ ------
Net deposits into (withdrawals from)
Separate Account $ (685) $16,668 $67,951 $7,920 $6,889
======= ======= ======= ====== ======
<FN>
<F*>The Variable Universal Life - 100 product became available to these funds on April 30, 1998.
<F**>The Variable Universal Life - 100 product became available to this fund on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
---------------------- -----------------------
1999 1998<F*> 1999 1998<F*>
------ -------- ------- --------
<S> <C> <C> <C> <C>
Total gross deposits $5,962 $(3,957) $ 5,131 $ 1,368
Transfers between fund divisions and
General American (656) 20,863 (194) 12,106
Surrenders and withdrawals 0 0 (1,225) 0
------ ------- ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 5,306 16,906 3,712 13,474
------ ------- ------- -------
Deductions:
Premium load charges 1,972 167 1,252 103
Cost of insurance and administrative expenses 2,098 3,404 1,797 1,186
------ ------- ------- -------
Total deductions 4,070 3,571 3,049 1,289
------ ------- ------- -------
Net deposits into Separate Account $1,236 $13,335 $ 663 $12,185
====== ======= ======= =======
<FN>
<F*>The Variable Universal Life - 100 product became available to these funds on April 30, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
SMALL COMPANY
INCOME & GROWTH INTERNATIONAL VALUE BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- ------------- -------------- -------------
1999<F*> 1999<F*> 1999<F*> 1999<F*> 1999<F*>
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 7,302 $ 4,437 $(2,632) $ 68 $ 1,074
Transfers between fund divisions and
General American (13,611) 89,802 0 0 30,306
Surrenders and withdrawals (872) (524) 704 0 0
-------- ------- ------- ----- -------
Total gross deposits, transfers, and
surrenders between fund divisions (7,181) 93,715 (1,928) 68 31,380
-------- ------- ------- ----- -------
Deductions:
Premium load charges 428 90 0 7 39
Cost of insurance and administrative expenses 169 15 2 29 72
-------- ------- ------- ----- -------
Total deductions 597 105 2 36 111
-------- ------- ------- ----- -------
Net deposits into (withdrawals from)
Separate Account $ (7,778) $93,610 $(1,930) $ 32 $31,269
======== ======= ======= ===== =======
<FN>
<F*>The Variable Universal Life - 100 product became available to these funds on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Russell Variable Universal Life:<F*>
- ------------------------------------
<CAPTION>
MONEY MARKET MULTI-STYLE EQUITY
FUND DIVISION FUND DIVISION
--------------------------- --------------------------------------------
1998 1997 1999 1998 1997<F**>
--------- ----------- -------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 415,709 $ 4,627,386 $ 11,757 $1,037,690 $ 19,255
Transfers between fund divisions and
General American (469,090) (4,374,607) 0 154,284 1,937,967
Surrenders and withdrawals 0 0 0 (13,263) (328)
--------- ----------- -------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions (53,381) 252,779 11,757 1,178,711 1,956,894
--------- ----------- -------- ---------- ----------
Deductions:
Premium load charges 27,188 72,762 11,910 75,029 1,369
Cost of insurance and administrative expenses 10,537 72,945 11,989 108,054 19,567
--------- ----------- -------- ---------- ----------
Total deductions 37,725 145,707 23,899 183,083 20,936
--------- ----------- -------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $ (91,106) $ 107,072 $(12,142) $ 995,628 $1,935,958
========= =========== ======== ========== ==========
<CAPTION>
CORE BOND
FUND DIVISION
-----------------------------------------------
1999 1998 1997<F**>
------- ---------- ---------
<S> <C> <C> <C>
Total gross deposits $ 2,104 $ 932,874 $ 3,472
Transfers between fund divisions and
General American 0 167,553 914,278
Surrenders and withdrawals 0 (15,205) 0
------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 2,104 1,085,222 917,750
------- ---------- --------
Deductions:
Premium load charges 2,839 62,053 0
Cost of insurance and administrative expenses 9,047 102,484 21,735
------- ---------- --------
Total deductions 11,886 164,537 21,735
------- ---------- --------
Net deposits into (withdrawals from)
Separate Account $(9,782) $ 920,685 $896,015
======= ========== ========
<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.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Russell Variable Universal Life:<F*>
- ------------------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997<F**> 1999 1998 1997<F**>
------- -------- --------- ------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 6,989 $397,370 $ 12,641 $ 2,513 $514,239 $ 8,990
Transfers between fund divisions and
General American 0 54,038 987,308 0 91,705 532,277
Surrenders and withdrawals 0 (3,526) (94) 0 (6,050) (137)
------- -------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 6,989 447,882 999,855 2,513 599,894 541,130
------- -------- -------- ------- -------- --------
Deductions:
Premium load charges 7,446 28,279 822 3,137 36,821 548
Cost of insurance and administrative
expenses 3,346 35,589 6,442 5,864 50,919 10,345
------- -------- -------- ------- -------- --------
Total deductions 10,792 63,868 7,264 9,001 87,740 10,893
------- -------- -------- ------- -------- --------
Net deposits into (withdrawals from)
Separate Account $(3,803) $384,014 $992,591 $(6,488) $512,154 $530,237
======= ======== ======== ======= ======== ========
<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.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------- --------------------------
1999 1998 1999 1998
-------- -------- ----------- ----------
<S> <C> <C> <C> <C>
Total gross deposits $445,984 $ 4,307 $ 3,382,823 $2,186,833
Transfers between fund divisions and
General American 306,257 136,331 (1,591,945) (337,148)
Surrenders and withdrawals (611) 0 (5,968) 0
-------- -------- ----------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 751,630 140,638 1,784,910 1,849,685
-------- -------- ----------- ----------
Deductions:
Premium load charges 178,933 555 1,942,937 262,833
Cost of insurance and administrative expenses 77,279 2,864 65,472 52,876
-------- -------- ----------- ----------
Total deductions 256,212 3,419 2,008,409 315,709
-------- -------- ----------- ----------
Net deposits into (withdrawals from)
Separate Account $495,418 $137,219 $ (223,499) $1,533,976
======== ======== =========== ==========
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the first
deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------------ -----------------------
1999 1998 1999 1998
---------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $ 23,548 $ 86 $14,479 $ 186
Transfers between fund divisions and
General American (187,277) 5,616 11,989 8,181
Surrenders and withdrawals (195) 0 0 0
--------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions (163,924) 5,702 26,468 8,367
--------- ------ ------- ------
Deductions:
Premium load charges 7,871 14 10,119 27
Cost of insurance and administrative expenses 3,174 52 3,388 154
--------- ------ ------- ------
Total deductions 11,045 66 13,507 181
--------- ------ ------- ------
Net deposits into (withdrawals from)
Separate Account $(174,969) $5,636 $12,961 $8,186
========= ====== ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the first
deposit was received on September 29, 1998. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F**>
------------------------- -----------------------
1999 1998 1999 1998
------- ------- ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $23,556 $ 294 $22,587 $ 398
Transfers between fund divisions and
General American 33,414 11,801 37,150 7,529
Surrenders and withdrawals 0 0 (173) 0
------- ------- ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 56,970 12,095 59,564 7,927
------- ------- ------- ------
Deductions:
Premium load charges 8,354 30 8,623 44
Cost of insurance and administrative expenses 4,085 166 3,251 192
------- ------- ------- ------
Total deductions 12,439 196 11,874 236
------- ------- ------- ------
Net deposits into Separate Account $44,531 $11,899 $47,690 $7,691
======= ======= ======= ======
<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. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F**> FUND DIVISION
---------------------- -----------------------
1999 1998 1999 1998
-------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $18,623 $ 269 $20,399 $ 506
Transfers between fund divisions and
General American 21,442 6,292 16,055 6,347
Surrenders and withdrawals (330) 0 (277) 0
------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 39,735 6,561 36,177 6,853
------- ------ ------- ------
Deductions:
Premium load charges 11,545 34 10,879 68
Cost of insurance and administrative expenses 3,828 247 4,124 265
------- ------ ------- ------
Total deductions 15,373 281 15,003 333
------- ------ ------- ------
Net deposits into Separate Account $24,362 $6,280 $21,174 $6,520
======= ====== ======= ======
<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 Special Equity Fund.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
------------------------- ------------------------
1999 1998 1999 1998
--------- ------- --------- -------
<S> <C> <C> <C> <C>
Total gross deposits $ 69,744 $ 2,126 $264,768 $ 3,312
Transfers between fund divisions and
General American 159,840 22,773 639,837 43,658
Surrenders and withdrawals (44) 0 (2,741) 0
-------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 229,540 24,899 901,864 46,970
-------- ------- -------- -------
Deductions:
Premium load charges 32,639 235 99,411 248
Cost of insurance and administrative expenses 13,365 1,202 38,779 1,227
-------- ------- -------- -------
Total deductions 46,004 1,437 138,190 1,475
-------- ------- -------- -------
Net deposits into Separate Account $183,536 $23,462 $763,674 $45,495
======== ======= ======== =======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------------------ -----------------------
1999 1998 1999 1998
------- ------ --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $46,521 $ 550 $ 25,593 $1,890
Transfers between fund divisions and
General American 32,045 6,272 94,012 6,091
Surrenders and withdrawals 0 0 (403) 0
------- ------ -------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 78,566 6,822 119,202 7,981
------- ------ -------- ------
Deductions:
Premium load charges 18,594 55 7,359 111
Cost of insurance and administrative expenses 5,846 195 4,946 635
------- ------ -------- ------
Total deductions 24,440 250 12,305 746
------- ------ -------- ------
Net deposits into Separate Account $54,126 $6,572 $106,897 $7,235
======= ====== ======== ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
WORLWIDE
HIGH INCOME HARD ASSETS
FUND DIVISION FUND DIVISION
------------------------- --------------------
1999 1998 1999 1998
-------- ------- ---- ----
<S> <C> <C> <C> <C>
Total gross deposits $24,835 $ 582 $584 $ 74
Transfers between fund divisions and
General American 26,973 11,663 211 56
Surrenders and withdrawals (193) 0 0 0
------- ------- ---- ----
Total gross deposits, transfers, and
surrenders between fund divisions 51,615 12,245 795 130
------- ------- ---- ----
Deductions:
Premium load charges 12,198 84 359 12
Cost of insurance and administrative expenses 3,939 300 236 4
------- ------- ---- ----
Total deductions 16,137 384 595 16
------- ------- ---- ----
Net deposits into Separate Account $35,478 $11,861 $200 $114
======= ======= ==== ====
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
WORLDWIDE MULTI-STYLE
EMERGING MARKETS EQUITY
FUND DIVISION FUND DIVISION
------------------------- -----------------------
1999<F**> 1998 1999 1998
--------- ------ -------- -------
<S> <C> <C> <C> <C>
Total gross deposits $3,360 $ 45 $ 68,210 $26,946
Transfers between fund divisions and
General American 3,702 1,753 78,386 12,531
Surrenders and withdrawals 0 0 (198) 0
------ ------ -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 7,062 1,798 146,398 39,477
------ ------ -------- -------
Deductions:
Premium load charges 1,161 7 30,461 3,877
Cost of insurance and administrative expenses 861 91 11,758 1,140
------ ------ -------- -------
Total deductions 2,022 98 42,219 5,017
------ ------ -------- -------
Net deposits into Separate Account $5,040 $1,700 $104,179 $34,460
====== ====== ======== =======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to these funds
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
AGGRESSIVE
CORE BOND EQUITY
FUND DIVISION FUND DIVISION
------------------------ ------------------------
1999 1998 1999 1998
-------- ------ ------- -------
<S> <C> <C> <C> <C>
Total gross deposits $ 20,212 $2,978 $41,552 $23,310
Transfers between fund divisions and
General American (72,338) 4,298 39,906 10,915
-------- ------ ------- -------
Total gross deposits and transfers
between fund divisions (52,126) 7,276 81,458 34,225
-------- ------ ------- -------
Deductions:
Premium load charges 9,225 420 19,244 3,441
Cost of insurance and administrative expenses 2,396 98 5,509 755
-------- ------ ------- -------
Total deductions 11,621 518 24,753 4,196
-------- ------ ------- -------
Net deposits into (withdrawals from)
Separate Account $(63,747) $6,758 $56,705 $30,029
======== ====== ======= =======
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
NON-US INCOME & GROWTH
FUND DIVISION FUND DIVISION
---------------------- -----------------------
1999 1998 1999<F**> 1998
------- ------ --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $24,901 $3,248 $51,993 $ 126
Transfers between fund divisions and
General American 24,138 5,871 27,806 6,880
------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 49,039 9,119 79,799 7,006
------- ------ ------- ------
Deductions:
Premium load charges 8,263 448 17,313 29
Cost of insurance and administrative expenses 3,119 184 7,281 132
------- ------ ------- ------
Total deductions 11,382 632 24,594 161
------- ------ ------- ------
Net deposits into Separate Account $37,657 $8,487 $55,205 $6,845
======= ====== ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to this fund
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION
------------------------ -----------------------
1999<F**> 1998 1999<F**> 1998
--------- ---- --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $10,629 $258 $25,993 $ 93
Transfers between fund divisions and
General American 14,268 713 1,261 3,740
Surrenders and withdrawals 0 0 0 0
------- ---- ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 24,897 971 27,254 3,833
------- ---- ------- ------
Deductions:
Premium load charges 4,785 44 7,137 17
Cost of insurance and administrative expenses 3,739 74 1,689 30
------- ---- ------- ------
Total deductions 8,524 118 8,826 47
------- ---- ------- ------
Net deposits into Separate Account $16,373 $853 $18,428 $3,786
======= ==== ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to these funds
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
SMALL COMPANY
BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION
----------------------- -----------------------
1999<F**> 1998 1999<F**> 1998
--------- ------ --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $ 9,118 $ 117 $18,644 $ 54
Transfers between fund divisions and
General American 1,306 3,219 26,022 3,034
------- ------ ------- ------
Total gross deposits and transfers
between fund divisions 10,424 3,336 44,666 3,088
------- ------ ------- ------
Deductions:
Premium load charges 3,529 14 5,354 12
Cost of insurance and administrative expenses 860 23 3,005 154
------- ------ ------- ------
Total deductions 4,389 37 8,359 166
------- ------ ------- ------
Net deposits into Separate Account $ 6,035 $3,299 $36,307 $2,922
======= ====== ======= ======
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to these funds
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------- ------------------------
1999 1998 1999 1998
-------- ------ --------- --------
<S> <C> <C> <C> <C>
Total gross deposits $148,524 $ 0 $ 646,197 $327,992
Transfers between fund divisions and
General American 183,394 1,201 (251,824) (21,803)
-------- ------ --------- --------
Total gross deposits and transfers
between fund divisions 331,918 1,201 394,373 306,189
-------- ------ --------- --------
Deductions:
Premium load charges 21,033 0 327,573 50,777
Cost of insurance and administrative expenses 15,334 24 16,814 14,164
-------- ------ --------- --------
Total deductions 36,367 24 344,387 64,941
-------- ------ --------- --------
Net deposits into Separate Account $295,551 $1,177 $ 49,986 $241,248
======== ====== ========= ========
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY ASSET ALLOCATION
FUND DIVISION FUND DIVISION FUND DIVISION
---------------------- -------------- ----------------
1999 1998 1999 1999
------- ---- ------- -------
<S> <C> <C> <C> <C>
Total gross deposits $10,088 0 $ 5,156 $ 6,904
Transfers between fund divisions and
General American 55 $905 19,546 17,414
------- ---- ------- -------
Total gross deposits and transfers
between fund divisions 10,143 905 24,702 24,318
------- ---- ------- -------
Deductions:
Premium load charges 934 0 702 1,074
Cost of insurance and administrative expenses 636 24 320 1,595
------- ---- ------- -------
Total deductions 1,570 24 1,022 2,669
------- ---- ------- -------
Net deposits into Separate Account $ 8,573 $881 $23,680 $21,649
======= ==== ======= =======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
INTERNATIONAL INDEX MID-CAP EQUITY
FUND DIVISION FUND DIVISION
---------------------- ----------------------
1999 1998 1999 1998
------- ---- ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $12,937 $ 0 $20,543 $ 0
Transfers between fund divisions and
General American 734 905 0 1,752
------- ---- ------- ------
Total gross deposits and transfers
between fund divisions 13,671 905 20,543 1,752
------- ---- ------- ------
Deductions:
Premium load charges 1,043 0 2,004 0
Cost of insurance and administrative expenses 420 24 695 54
------- ---- ------- ------
Total deductions 1,463 24 2,699 54
------- ---- ------- ------
Net deposits into Separate Account $12,208 $881 $17,844 $1,698
======= ==== ======= ======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
SMALL-CAP EQUITY EQUITY INCOME
FUND DIVISION FUND DIVISION
---------------------- ----------------------
1999 1998 1999 1998
------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $19,313 $ 0 $18,515 $ 0
Transfers between fund divisions and
General American 347 1,692 8,184 2,609
------- ------ ------- ------
Total gross deposits and transfers
between fund divisions 19,660 1,692 26,699 2,609
------- ------ ------- ------
Deductions:
Premium load charges 2,807 0 2,920 0
Cost of insurance and administrative expenses 837 53 1,537 76
------- ------ ------- ------
Total deductions 3,644 53 4,457 76
------- ------ ------- ------
Net deposits into Separate Account $16,016 $1,639 $22,242 $2,533
======= ====== ======= ======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
GROWTH OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- ---------------------- -------------
1999 1998 1999 1998 1999
------- ---- ------- ------ ----
<S> <C> <C> <C> <C> <C>
Total gross deposits $43,496 $ 0 $15,097 $ 0 $144
Transfers between fund divisions and
General American 11,264 905 1,000 1,706 0
------- ---- ------- ------ ----
Total gross deposits and transfers
between fund divisions 54,760 905 16,097 1,706 144
------- ---- ------- ------ ----
Deductions:
Premium load charges 8,888 0 1,866 0 0
Cost of insurance and administrative expenses 4,308 24 608 53 26
------- ---- ------- ------ ----
Total deductions 13,196 24 2,474 53 26
------- ---- ------- ------ ----
Net deposits into Separate Account $41,564 $881 $13,623 $1,653 $118
======= ==== ======= ====== ====
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
HIGH INCOME MULTI-SYTLE EQUITY
FUND DIVISION FUND DIVISION
---------------------- ----------------------
1999 1998 1999 1998
------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $10,880 $ 0 $ 9,127 $ 0
Transfers between fund divisions and
General American 0 1,711 4,922 4,306
------- ------ ------- ------
Total gross deposits and transfers
between fund divisions 10,880 1,711 14,049 4,306
------- ------ ------- ------
Deductions:
Premium load charges 913 0 4,155 0
Cost of insurance and administrative expenses 724 53 1,262 133
------- ------ ------- ------
Total deductions 1,637 53 5,417 133
------- ------ ------- ------
Net deposits into Separate Account $ 9,243 $1,658 $ 8,632 $4,173
======= ====== ======= ======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
WORLDWIDE
EMERGING MARKETS CORE BOND
FUND DIVISION FUND DIVISION
---------------- ----------------------
1999 1999 1998
------- ------- ------
<S> <C> <C> <C>
Total gross deposits $(3,046) $ 263 $ 0
Transfers between fund divisions and
General American 0 128 1,708
------- ------- ------
Total gross deposits and transfers
between fund divisions (3,046) 391 1,708
------- ------- ------
Deductions:
Premium load charges 0 1,166 0
Cost of insurance and administrative expenses 146 295 50
------- ------- ------
Total deductions 146 1,461 50
------- ------- ------
Net deposits into (withdrawals from) Separate Account $(3,192) $(1,070) $1,658
======= ======= ======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
----------------- ---------------------
1999 1999 1998
------- ------ ------
<S> <C> <C> <C>
Total gross deposits $5,046 $3,039 $ 0
Transfers between fund divisions and
General American 3 (110) 1,774
------ ------ ------
Total gross deposits and transfers
between fund divisions 5,049 2,929 1,774
------ ------ ------
Deductions:
Premium load charges 2,119 1,260 0
Cost of insurance and administrative expenses 537 298 52
------ ------ ------
Total deductions 2,656 1,558 52
------ ------ ------
Net deposits into Separate Account $2,393 $1,371 $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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- -------------
1999 1999 1999<F**>
------ ------ ---------
<S> <C> <C> <C>
Total gross deposits $2,399 $1,597 $1,014
Transfers between fund divisions and
General American 4,943 0 0
------ ------ ------
Total gross deposits and transfers
between fund divisions 7,342 1,597 1,014
------ ------ ------
Deductions:
Premium load charges 1,930 510 422
Cost of insurance and administrative expenses 613 338 119
------ ------ ------
Total deductions 2,543 848 541
------ ------ ------
Net deposits into Separate Account $4,799 $ 749 $ 473
====== ====== ======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
-------------- -------------
1999 1999
------ ----
<S> <C> <C>
Total gross deposits $1,551 $981
Deductions:
Premium load charges 632 211
Cost of insurance and administrative expenses 237 315
------ ----
Total deductions 869 526
------ ----
Net deposits into Separate Account $ 682 $455
====== ====
<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, 1999
<CAPTION>
No. of Shares Market Value
--------------- --------------
<S> <C> <C>
S & P 500 Index Fund
General American Capital Company <F*> 999,187 $60,824,360
Money Market Fund
General American Capital Company <F*> 489,328 9,910,022
Bond Index Fund
General American Capital Company <F*> 250,830 6,136,371
Managed Equity Fund
General American Capital Company <F*> 173,817 6,380,710
Asset Allocation Fund
General American Capital Company <F*> 401,176 18,584,088
International Index Fund <F**>
General American Capital Company <F*> 507,022 13,006,687
Mid-Cap Equity Fund <F***>
General American Capital Company <F*> 337,135 8,364,930
Small-Cap Equity Fund
General American Capital Company <F*> 69,740 2,918,058
Equity-Income Fund
Variable Insurance Products Fund 939,971 24,166,662
Growth Fund
Variable Insurance Products Fund 1,014,256 55,713,063
Overseas Fund
Variable Insurance Products Fund 548,542 15,052,006
Asset Manager Fund
Variable Insurance Products Fund II 129,586 2,419,380
High Income Fund
Variable Insurance Products Fund 386,909 4,375,944
Worldwide Hard Assets Fund <F****>
Van Eck Worldwide Insurance Trust 28,930 317,077
Worldwide Emerging Markets Fund
Van Eck Worldwide Insurance Trust 18,240 260,096
<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
See accompanying notes to financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
SCHEDULE OF INVESTMENTS (CONTINUED)
DECEMBER 31, 1999
<CAPTION>
No. of Shares Market Value
--------------- --------------
<S> <C> <C>
Multi-Style Equity Fund
Russell Insurance Funds 1,014,829 $17,038,971
Core Bond Fund
Russell Insurance Funds 1,018,988 9,823,042
Aggressive Equity Fund
Russell Insurance Funds 364,662 4,871,881
Non-US Fund
Russell Insurance Funds 353,166 5,011,427
Income & Growth Fund
American Century Variable Portfolios 92,034 736,269
International Fund
American Century Variable Portfolios 48,347 604,334
Value Fund
American Century Variable Portfolios 16,164 96,178
Bond Portfolio
J.P. Morgan Series Trust II 12,590 141,513
Small Company Portfolio
J.P. Morgan Series Trust II 35,632 596,119
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<PAGE>
LEGAL COUNSEL
Stephen E. Roth
Sutherland, Asbill & Brennan, Washington, D.C.
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>
GENERAL AMERICAN LIFE INSURANCE
COMPANY AND SUBSIDIARIES
Consolidated Financial Statements
December 31, 1999 and 1998
(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, 1999
and 1998, 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, 1999. 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 audits
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
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, 1999 and 1998, and the results of their operations and their cash
flows for each of the years in the three-year period ended December 31,
1999, in conformity with generally accepted accounting principles.
St. Louis, Missouri
February 4, 2000
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(dollars in millions, except share data)
<CAPTION>
As of December 31
-----------------
1999 1998
--------- --------
<S> <C> <C>
ASSETS
- ----------------------------------------------------------------
Fixed maturities:
Available-for-sale, at fair value $ 6,826.1 11,068.3
Mortgage loans, net 1,678.9 2,337.5
Real estate, net 127.2 129.9
Equity securities, at fair value 49.3 48.6
Policy loans 2,243.9 2,151.0
Short-term investments 292.4 195.3
Other invested assets 898.8 457.6
--------- --------
Total investments 12,116.6 16,388.2
Cash and cash equivalents 790.0 591.1
Accrued investment income 153.9 205.6
Reinsurance recoverables 863.3 905.0
Other contract deposits 325.5 4,094.8
Deferred tax asset, net 197.6 -
Deferred policy acquisition costs 1,286.1 773.8
Other assets 781.1 675.7
Separate account assets 6,915.6 5,214.8
--------- --------
Total assets $23,429.7 28,849.0
========= ========
LIABILITIES AND STOCKHOLDER EQUITY
- ----------------------------------------------------------------
Policy and contract liabilities:
Future policy benefits $ 5,995.6 5,589.5
Policyholder account balances:
Universal life 3,032.1 2,960.9
Annuities 3,709.8 3,714.5
Pension funds and interest sensitive contract liabilities 556.8 7,581.3
Policy and contract claims 702.1 591.1
Dividends payable to policyholders 120.6 121.7
--------- --------
Total policy and contract liabilities 14,117.0 20,559.0
Amounts payable to reinsurers 79.2 201.4
Long-term debt and notes payable 216.6 221.9
Other liabilities and accrued expenses 825.0 912.4
Deferred tax liability, net - 75.4
Separate account liabilities 6,892.0 5,194.9
--------- --------
Total liabilities 22,129.8 27,165.0
Minority interests 420.0 383.1
Stockholder equity:
Common stock, $1 par value, 5,000,000 shares authorized,
3,000,000 shares issued and outstanding 3.0 3.0
Additional paid in capital 71.1 3.0
Retained earnings 1,074.1 1,242.0
Accumulated other comprehensive (loss) income (268.3) 52.9
--------- --------
Total stockholder equity 879.9 1,300.9
--------- --------
Total liabilities and stockholder equity $23,429.7 28,849.0
========= ========
See accompanying notes to consolidated financial statements.
</TABLE>
2
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in millions)
<CAPTION>
Years ended December 31
-----------------------
1999 1998 1997
-------- ------- -------
<S> <C> <C> <C>
REVENUES
- -------------------------------------------------------
Insurance premiums $2,207.6 2,028.0 1,671.3
Other considerations 183.2 173.6 135.8
Net investment income 1,157.2 1,135.8 945.5
Ceded commissions 21.7 39.9 44.9
Other income 386.0 323.0 362.3
Net realized investment (losses) gains (200.6) 13.7 28.5
-------- ------- -------
Total revenues 3,755.1 3,714.0 3,188.3
-------- ------- -------
BENEFITS AND EXPENSES
- -------------------------------------------------------
Policy benefits 1,978.4 1,832.9 1,517.7
Interest credited to policyholder account balances 533.9 516.8 399.4
-------- ------- -------
Total policyholder benefits 2,512.3 2,349.7 1,917.1
Dividends to policyholders 191.6 192.1 182.1
Policy acquisition costs 154.0 240.7 171.1
Other insurance and operating expenses 917.5 713.7 712.8
Interest expense 17.7 17.9 20.2
Demutualization expense 13.3 - -
Fees to exit funding agreement business 141.4 - -
-------- ------- -------
Total benefits and expenses 3,947.8 3,514.1 3,003.3
-------- ------- -------
(Loss) income before provision for income taxes (192.7) 199.9 185.0
-------- ------- -------
Income tax (benefit) provision:
Current (23.6) 35.2 65.8
Deferred (40.7) 18.4 (0.1)
-------- ------- -------
Total income tax (benefit) provision (64.3) 53.6 65.7
-------- ------- -------
(Loss) income before minority interest (128.4) 146.3 119.3
Minority interest in earnings of consolidated subsidiaries (24.8) (29.2) (22.1)
-------- ------- -------
Net (loss) income $ (153.2) 117.1 97.2
======== ======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
3
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(dollars in millions)
<CAPTION>
Years ended December 31
-----------------------
1999 1998 1997
------- ----- -----
<S> <C> <C> <C>
Net (loss) income $(153.2) 117.1 97.2
Other comprehensive (loss) income (321.2) (54.0) 75.6
------- ----- -----
Comprehensive (loss) income $(474.4) 63.1 172.8
======= ===== =====
See accompanying notes to consolidated financial statements.
</TABLE>
4
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF STOCKHOLDER EQUITY
(dollars in millions)
<CAPTION>
ACCUMULATED
OTHER
ADDITIONAL COMPREHENSIVE TOTAL
COMMON PAID-IN RETAINED (LOSS) STOCKHOLDER
STOCK CAPITAL EARNINGS INCOME EQUITY
------ ---------- -------- ------------- -----------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1996 $ - - 966.5 31.3 997.8
Net income 97.2 97.2
Other comprehensive income 75.6 75.6
Issuance of common stock 3.0 3.0 (6.0) -
Dividend to parent (4.5) (4.5)
Other, net 4.4 4.4
---- ---- ------- ------ -------
Balance at December 31, 1997 3.0 3.0 1,057.6 106.9 1,170.5
Net income 117.1 117.1
Other comprehensive loss (54.0) (54.0)
Parent's share of subsidiary's
issuance of non-voting stock 68.6 68.6
Other, net (1.3) (1.3)
---- ---- ------- ------ -------
Balance at December 31, 1998 3.0 3.0 1,242.0 52.9 1,300.9
Net loss (153.2) (153.2)
Other comprehensive loss (321.2) (321.2)
Parent's share of subsidiaries'
capital stock transactions 25.3 25.3
Capital contribution from parent 68.1 68.1
Dividends (40.0) (40.0)
---- ---- ------- ------ -------
Balance at December 31, 1999 $3.0 71.1 1,074.1 (268.3) 879.9
==== ==== ======= ====== =======
See accompanying notes to consolidated financial statements.
</TABLE>
5
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in millions)
<CAPTION>
Years ended December 31
-----------------------
1999 1998 1997
--------- ------- -------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
- ----------------------------------------------------------------
Net (loss) income $ (153.2) 117.1 97.2
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
Change in:
Accrued investment income 50.9 (37.4) (20.6)
Reinsurance recoverables and
other contract deposits 463.9 496.1 203.7
Deferred policy acquisition costs (165.9) (102.1) (113.0)
Other assets (39.5) (172.1) (61.8)
Future policy benefits 406.2 655.5 693.1
Policy and contract claims 111.0 132.5 105.5
Other liabilities and accrued expenses (78.1) 48.2 319.8
Deferred income tax provision (40.7) 18.4 (0.1)
Policyholder considerations (183.2) (173.6) (135.8)
Interest credited to policyholder account balances 533.9 516.8 399.4
Amortization and depreciation (32.5) 34.6 32.7
Net realized investment losses (gains) 200.6 (13.7) (28.5)
Other, net 12.0 7.4 0.4
--------- ------- -------
Net cash provided by operating activities 1,085.4 1,527.7 1,492.0
--------- ------- -------
CASH FLOWS FROM INVESTING ACTIVITIES
- ----------------------------------------------------------------
Proceeds from investments sold or redeemed:
Fixed maturities available-for-sale 10,891.4 2,027.4 2,070.7
Mortgage loans 1,442.8 370.4 594.2
Equity securities 10.3 2.1 31.6
Cost of investments purchased:
Fixed maturities available-for-sale (8,110.5) (4,251.1) (4,463.1)
Mortgage loan originations (800.2) (594.5) (439.0)
Equity securities (19.2) (17.4) (47.3)
Maturity of fixed maturities available-for-sale 310.6 145.3 281.7
Increase in policy loans, net (92.9) (77.9) (153.4)
Increase in short-term and other invested assets, net (521.8) (215.2) (130.4)
Investments in subsidiaries 81.3 (24.5) (6.0)
--------- ------- -------
Net cash provided by (used in) investing activities 3,191.8 (2,635.4) (2,261.0)
--------- ------- -------
CASH FLOWS FROM FINANCING ACTIVITIES
- ----------------------------------------------------------------
Net policyholder account and contract (withdrawals) deposits (4,186.7) 1,108.8 1,024.5
Proceeds from subsidiary stock offering 124.9 221.8 -
Issuance of debt - 2.3 1.9
Repayment of debt (0.7) (0.4) (80.6)
Dividends (45.8) (3.8) (2.1)
Other, net 28.9 27.5 46.8
--------- ------- -------
Net cash (used in) provided by financing activities (4,079.4) 1,356.2 990.5
--------- ------- -------
Effect of exchange rate changes 1.1 (16.3) (5.3)
--------- ------- -------
Net increase in cash and cash equivalents 198.9 232.2 216.2
Cash and cash equivalents at beginning of year 591.1 358.9 142.7
--------- ------- -------
Cash and cash equivalents at end of year $ 790.0 591.1 358.9
========= ======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
6
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(1) BASIS OF PRESENTATION AND SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES
ACQUISITION BY METLIFE
On January 6, 2000, Metropolitan Life Insurance Company (MetLife),
headquartered in New York City, purchased 100% of GenAmerica Corporation
(GenAmerica), General American Life Insurance Company's (General American
or the Company) parent, for $1.2 billion in cash. The acquisition was a
result of liquidity problems encountered by General American.
On August 10, 1999, at management's request, the Missouri Department of
Insurance placed the Company under an order of administrative supervision
(the order). The immediate cause of the order was the Company's inability
to immediately satisfy approximately $4 billion in institutional funding
agreement contract surrenders. The funding agreements guaranteed the
holder a return on principal at a stated interest rate for a specified
period of time. The contracts also allowed the holder to "put" the
contract to the Company for a payout of principal and interest within
designated time periods of 7, 30 or 90 days. The Company had reinsured 50%
of the funding agreement contracts with ARM Financial Group, Inc. (ARM).
In July 1999, Moody's Investors Services, Inc. downgraded the claims paying
ability rating of ARM due to the relative illiquidity of certain of its
invested assets, which resulted in the Company recapturing the obligations
and assets related to the funding agreements reinsured by ARM. As a result
of the recapture, Moody's downgraded the Company's claims paying ability
rating. Upon announcement of the downgrade, a large number of funding
agreement holders surrendered their contracts. The Company was unable to
liquidate sufficient assets in an orderly fashion without incurring
significant losses and therefore management requested the order.
In connection with the acquisition, MetLife offered each holder of a
General American funding agreement the option to exchange its funding
agreement for a MetLife funding agreement with substantially identical
terms and conditions or receive cash equal to the principal amount plus
accrued interest. In consideration of this exchange offer, the Company
transferred to MetLife assets having a market value equal to the market
value of the funding agreement liabilities, approximately $5.7 billion.
As a result of its efforts to raise liquidity to meet the funding agreement
requests and the transfer of assets to MetLife, the Company incurred
approximately $214.7 million in pretax capital losses. In addition to the
capital losses, the Company incurred $141.4 million in fees associated with
the recapture and transfer of the funding agreement business. With the
transfer, the Company fully exited the funding agreement business.
GenAmerica will operate as a wholly-owned stock subsidiary of MetLife.
The $1.2 billion purchase price was paid to GenAmerica's parent General
American Mutual Holding Company (GAMHC) and deposited in an account for the
benefit of the Company's policyholders. Ultimately, these funds, minus
adjustments, will be distributed to participating General American
policyholders, with accumulated interest and GAMHC will be dissolved.
7
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
REORGANIZATION
In September 1996, the Board of Directors of General American adopted the
Plan which authorized the reorganization (Reorganization) of the Company
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 the
Company approved the Plan on January 28, 1997 and the Reorganization became
effective on April 24, 1997 (effective date). The Company 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, the Company (i) formed GAMHC as a mutual
insurance holding company under the insurance laws of the State of
Missouri, (ii) formed 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 became 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) became a member of GAMHC and had 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 or annuity policy or 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 owned the Company, and GAMHC
indirectly owned 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 the following wholly owned
insurance subsidiaries: Cova Corporation (COVA), an insurance holding
company, Paragon Life Insurance Company, Security Equity Life Insurance
Company, General Life Insurance Company of America, General Life Insurance
Company (GLIC), GenAm Benefits Insurance Company, and its 48.3 percent
owned subsidiary, Reinsurance Group of America, Incorporated (RGA), an
insurance holding company. In addition, the financial statements include
the assets, liabilities, and results of operations of the following wholly
owned non-insurance subsidiaries: Red Oak Realty Company, White Oak
Royalty Company, GenMark, Inc., and its 60.4 percent owned subsidiary,
Conning Corporation (Conning).
The Company's principal lines of business, conducted through General
American 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, Conning successfully completed an Initial Public Offering
of 2.875 million shares of its common stock. Conning received net proceeds
of approximately $34.5 million from the offering. The
8
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<PAGE>
General American Life Insurance Company and Subsidiaries
Company owned 60.4 and 62.7 percent of the total shares outstanding of
Conning's common stock at December 31, 1999 and 1998 respectively. The
publicly held stock of Conning is listed on the NASDAQ National Market
System.
OTHER OFFERINGS
At 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 7,417,500 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% to 53.3%.
On September 14, 1999 RGA held a special shareholder's meeting at which an
amendment to its restated articles of incorporation, as amended, was
approved which converted 7,417,496 shares of non-voting common stock into
7,194,971 shares of voting common stock, with cash paid in lieu of any
fractional shares. After the non-voting stock conversion, the Company's
ownership percentage was 53.5%.
On November 23, 1999, RGA completed a private placement of securities in
which it sold 4,784,689 shares of its common stock, $0.01 par value per
share to MetLife. The price per share was $26.125, and the aggregate value
of the transaction was approximately $125 million. Proceeds from the
private placement will be used for general corporate purposes, including
the immediate capital needs associated with the Company's primary
businesses. After the private offering, the Company's ownership percentage
was 48.3%.
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. The Company continues to
consolidate the financial statements of RGA even though its ownership
percentage has declined to below 50 percent since the Company has retained
control of RGA through a majority representation on RGA's Board of
Directors at December 31, 1999 and through January 6, 2000. 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 insurance 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.
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 non-insurance
operations, primarily service and contract fees relating to concessions,
asset management, system development, and third-party administration.
Amounts are recognized when earned.
9
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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 as well as related adjustments
to deferred acquisition costs, in accumulated other comprehensive income, a
separate component of stockholder equity.
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 retained earnings.
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 of the underlying contracts. Investment real estate
which the Company intends 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 $44.0 million and $52.4 million at
December 31, 1999 and 1998, respectively. Direct valuation allowances
amounted to $4.7 million and $7.3 million at December 31, 1999 and 1998,
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 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.
10
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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 those prepayments 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 taking into account 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, mortality
charges, and withdrawals. These expense charges are recognized in income
as earned.
The range of weighted average interest crediting rates used by the
Company's life insurance subsidiaries were as follows:
1999 1998 1997
Universal life 4.00-8.00% 5.25-7.10% 6.00-7.10%
Annuities 3.00-9.10% 4.00-9.20% 5.70-9.30%
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.
11
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<PAGE>
General American Life Insurance Company and Subsidiaries
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, 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.
The range of average rates of assumed interest used by the Company's
insurance subsidiaries in estimated gross margins were as follows:
1999 1998 1997
Participating life 7.76% 8.25% 8.17%
Universal life 6.00-9.20% 6.25-7.50% 6.25-7.79%
Annuities 3.00-7.00% 7.00-7.83% 7.00-7.84%
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.
12
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<PAGE>
General American Life Insurance Company and Subsidiaries
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
consolidated 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. 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. The Company has not recognized a
deferred tax liability for the excess of financial statement carrying
amount over the tax basis of its less-than-80 percent owned domestic
subsidiaries as the tax law provides a means by which the reported amount
of that investment can be recovered tax-free and the Company expects that
it will ultimately use that means.
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 $27.2 million and $19.9 million at December 31,
1999 and 1998, 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.
13
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<PAGE>
General American Life Insurance Company and Subsidiaries
DERIVATIVES: Derivatives are valued using quoted market prices, if
available. For derivatives not actively traded, fair values are estimated
using values obtained from independent pricing services.
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 cash surrender values. For contracts with no defined maturity date,
the carrying value approximates fair value.
PENSION FUNDS AND INTEREST SENSITIVE CONTRACT LIABILITIES: Fair values for
the Company's interest sensitive contract liabilities are estimated using
cash surrender values. 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.
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 & Note 4 for additional information on fair value of
financial instruments.
NEW ACCOUNTING STANDARDS
In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 133, Accounting for Derivative
Instruments and Hedging Activities, effective for fiscal years beginning
after June 15, 2000, and is effective for interim periods in the initial
year of adoption. SFAS No. 133 requires companies to record derivatives on
the balance sheet as assets or liabilities, measured at fair value. It
also requires that gains or losses resulting from changes in the values of
those derivatives be reported depending on the use of the derivative and
whether it qualifies for hedge accounting. The Company has not yet
determined the effect of the implementation of SFAS No. 133 on the results
of operation, financial position, or liquidity. The Company plans to adopt
the provisions of SFAS No. 133 in 2001.
RECLASSIFICATION
The Company has reclassified the presentation of certain prior period
information to conform to the 1999 presentation.
(2) ACQUISITIONS AND DIVESTITURES
On September 30, 1999, the Company sold its 100 percent ownership in
Consultec, LLC to ACS Enterprise Solutions, Inc. Proceeds received net of
expenses were $65.7 million and the realized gain, net of tax, on the sale
was $28.4 million.
14
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<PAGE>
General American Life Insurance Company and Subsidiaries
(3) INVESTMENTS
Fixed Maturities and Equity Securities
The amortized cost and estimated fair value of fixed maturities and equity
securities at December 31, 1999 and 1998 are as follows (in millions):
<TABLE>
<CAPTION>
1999
- ---------------------------------------------------------------------------------------------
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
--------- ---------- ---------- ---------
<S> <C> <C> <C> <C>
Available-for-sale:
U. S. Treasury securities $ 88.6 0.2 (4.8) 84.0
Government agency
obligations 686.8 55.3 (54.8) 687.3
Corporate securities 4,298.6 104.6 (318.2) 4,085.0
Mortgage-backed securities 970.3 1.2 (106.7) 864.8
Asset-backed securities 1,441.5 1.0 (337.5) 1,105.0
-------- ----- ------ -------
Total fixed maturities
available-for-sale $7,485.8 162.3 (822.0) 6,826.1
======== ===== ====== =======
Equity securities $ 42.7 9.5 (2.9) 49.3
======== ===== ====== =======
<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 $ 20.7 0.4 -- 21.1
Government agency
obligations 1,151.5 122.5 (11.2) 1,262.8
Corporate securities 6,889.9 380.1 (164.1) 7,105.9
Mortgage-backed securities 1,812.4 34.0 (38.5) 1,807.9
Asset-backed securities 861.7 13.1 (4.2) 870.6
--------- ----- ------ --------
Total fixed maturities
available-for-sale $10,736.2 550.1 (218.0) 11,068.3
========= ===== ====== ========
Equity securities $ 39.1 9.5 -- 48.6
========= ===== ====== ========
</TABLE>
The Company manages its credit risk associated with fixed maturities by
diversifying its portfolio. At December 31, 1999, 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
stockholder equity.
15
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General American Life Insurance Company and Subsidiaries
The amortized cost and estimated fair value of fixed maturity
investments at December 31, 1999 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 millions). 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.
ESTIMATED
AMORTIZED FAIR
COST VALUE
--------- ---------
Due in one year or less $ 147.8 149.0
Due after one year through five years 1,122.9 1,086.1
Due after five years through ten years 1,641.7 1,482.9
Due after ten years through twenty years 3,603.1 3,243.3
Mortgage-backed securities 970.3 864.8
-------- -------
Total $7,485.8 6,826.1
======== =======
The sources of net investment income follow (in millions):
1999 1998 1997
-------- ------- -----
Fixed maturities $ 749.6 744.3 561.7
Mortgage loans 175.4 188.8 194.5
Real estate 25.0 25.7 34.1
Equity securities 2.0 1.2 1.3
Policy loans 144.9 152.2 148.3
Short-term investments 46.5 22.4 16.6
Other 33.0 18.9 14.0
-------- ------- -----
Investment revenue 1,176.4 1,153.5 970.5
Investment expenses (19.2) (17.7) (25.0)
-------- ------- -----
Net investment income $1,157.2 1,135.8 945.5
======== ======= =====
16
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<PAGE>
General American Life Insurance Company and Subsidiaries
Net realized gains (losses) from sales of investments consist of the
following (in millions):
1999 1998 1997
------- ----- -----
Fixed maturities:
Realized gains $ 70.4 19.0 24.0
Realized losses (330.8) (14.0) (16.8)
Equity securities:
Realized gains 48.2 2.0 1.8
Realized losses (0.4) (0.2) (1.5)
Other investments, net 12.0 6.9 21.0
------- ----- -----
Net realized investment gains $(200.6) 13.7 28.5
======= ===== =====
Included in net realized losses are permanent write-downs of
approximately $67.6 million and $5.5 million during 1999 and 1998,
respectively.
A summary of the components of the net unrealized appreciation
(depreciation) on invested assets carried at fair value is as follows
(in millions):
1999 1998
------- ------
Unrealized (depreciation) appreciation:
Fixed maturities available-for-sale $(659.7) 332.1
Equity securities 6.6 9.5
Derivatives (33.8) (5.3)
Effect of unrealized appreciation (depreciation) on:
Deferred policy acquisition costs 186.0 (155.7)
Present value of future profits 14.6 (0.5)
Deferred income taxes 169.7 (69.1)
Other 1.5 (2.9)
Minority interest, net of taxes 69.4 (19.6)
------- ------
Net unrealized (depreciation) appreciation $(245.7) 88.5
======= ======
The Company has securities on deposit with various state insurance
departments and regulatory authorities with an amortized cost of
approximately $881.8 million and $545.7 million at December 31, 1999 and
1998, respectively.
The Company's credit review procedures are designed to promote timely
identification of investments that require a higher-than-normal degree
of scrutiny. Each quarter a review is performed of impaired assets.
Factors considered in the evaluation include the collateral values,
credit quality of the issuer, amount of the exposure, our ability to
reduce exposure in situations of deteriorating credit worthiness, and
loss probabilities. Once a charge-off is taken, income is no longer
accrued, all cash is applied to principal. The Company's total impaired
assets amount to $31.8 million and $35.6 million at December 31, 1999
and 1998, respectively.
17
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General American Life Insurance Company and Subsidiaries
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.
During 1999, the Company entered into an agreement whereby approximately
$625.6 million of mortgage loans were sold by the Company for
securitization and resale by a financial institution as mortgage pass-
through certificates. The sale of these mortgage loans resulted in a
net gain of approximately $0.6 million. These amounts are reflected
within net investment income in the consolidated statement of
operations.
The Company's mortgage loans were distributed as follows (in millions):
<TABLE>
<CAPTION>
1999 1998
-------------------- --------------------
PERCENT PERCENT
CARRYING OF CARRYING OF
VALUE TOTAL VALUE TOTAL
-------------------- --------------------
<S> <C> <C> <C> <C>
Arizona $ 125.6 7.4% $ 167.6 7.1%
California 298.0 17.4 395.3 16.6
Colorado 150.5 8.8 228.1 9.6
Florida 134.0 7.9 171.6 7.2
Georgia 137.6 8.1 176.1 7.4
Illinois 91.9 5.4 162.2 6.8
Maryland 78.2 4.6 102.9 4.3
Missouri 98.1 5.7 93.5 3.9
Texas 157.8 9.2 197.4 8.3
Washington 69.1 4.0 99.6 4.2
Other 367.2 21.5 581.7 24.6
-------------------- --------------------
Subtotal 1,708.0 100.0% 2,376.0 100.0%
===== =====
Valuation reserve (29.1) (38.5)
-------- --------
Total $1,678.9 $2,337.5
======== ========
<CAPTION>
1999 1998
-------------------- --------------------
PERCENT PERCENT
CARRYING OF CARRYING OF
VALUE TOTAL VALUE TOTAL
-------------------- --------------------
<S> <C> <C> <C> <C>
Property type:
Apartment $ 143.0 8.4% $ 77.1 3.2%
Retail 490.8 28.7 872.2 36.7
Office building 604.6 35.4 747.8 31.5
Industrial 391.6 22.9 422.6 17.8
Other commercial 78.0 4.6 256.3 10.8
-------------------- --------------------
Subtotal 1,708.0 100.0% 2,376.0 100.0%
===== =====
Valuation reserve (29.1) (38.5)
-------- --------
Total $1,678.9 $2,337.5
======== ========
</TABLE>
18
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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 $6.5 million and $20.1 million at December 31, 1999
and 1998, respectively. At December 31, 1999 and 1998, the recorded
investment in mortgage loans that were considered impaired was $48.8
million and $100.7 million, respectively, with related allowances for
credit losses of $4.0 million and $12.6 million, respectively. The
average recorded investment in impaired loans during 1999 and 1998 was
$74.8 million and $110.2 million, respectively.
For the years ended December 31, 1999, 1998, and 1997, the Company
recognized $3.6 million, $6.8 million, and $9.7 million, respectively,
of interest income on those impaired loans, which included $3.6 million,
$7.0 million, and $9.9 million, respectively, of interest income
recognized using the cash basis method of income recognition.
As of December 31, 1999, the Company has outstanding fixed rate
Commercial mortgage loan commitments totaling $68.9 million with a
market value of $67.0 million at rates ranging from 7.125% to 8.50%, and
total variable rate commitments totaling $143.3 million with a market
value of $140.9 million.
SECURITIES LENDING
The Company participates in a securities lending program. In the
Company's agreements, collateral is held on certain fixed maturity
securities loaned to other institutions through a lending agreement.
The minimum collateral on securities loaned is 102% of the market value
of the loaned securities, marked to market daily. The Company retains
full ownership of the loaned securities and is indemnified by the
lending agent in the event a borrower becomes insolvent or fails to
return the securities. The amount on loan at December 31, 1999 and 1998
was $60.3 million and $122.5 million, respectively, and was
appropriately collateralized.
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, 1999, the Company had 19 outstanding interest rate swap
agreements which expire at various dates through 2024. Under 18 of the
agreements, the Company receives a fixed rate ranging from 6.065 percent
to 6.842 percent on a notional amount of $1.5 billion and pays a
floating rate based on London Interbank Offered Rate (LIBOR). Under the
remaining outstanding interest rate swap agreement, the Company receives
a floating rate based on LIBOR on a notional amount of $2 million and
pays a fixed rate of 6.495 percent. The estimated fair value of the
agreements at December 31, 1999 was a net loss of approximately $33.8
million, which is recognized in accumulated other comprehensive income.
19
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
At December 31, 1998, the Company had 35 outstanding interest rate swap
agreements which expire at various dates through 2025. 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. 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 LIBOR. 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.
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.
At December 31, 1999, the Company held no currency or cross currency
swaps. At December 31, 1998 the Company had one outstanding currency
swap agreement and five outstanding cross currency swaps which expire at
various dates through 2016. The notional amount was $34.2 million. The
1998 estimated fair value of the agreements was a net loss of $5.5
million and is 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 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, 1999, the Company held no total return swap agreements.
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.
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.
At December 31, 1999, the Company held no futures contracts. At
December 31, 1998, futures contracts outstanding were as follows (in
millions):
Net Sold Notional Fair Unrealized
Position Amount Value Gain
-------- -------- ----- -----------
(0.3) $33.1 $32.9 $0.2
The 1998 unrealized gain was recognized in accumulated other
comprehensive income.
20
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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, 1999 and 1998, there were not
any significant concentrations with counterparties.
(4) FAIR VALUE OF FINANCIAL INSTRUMENTS
The fair value of a financial instrument is the amount at which the
instrument could be exchanged in a current transaction between willing
parties. The following table presents the carrying amounts and estimated
fair values of the Company's financial instruments at December 31, 1999
and 1998 (in millions). Refer to Note 3 for the estimated fair values
of the Company's derivative instruments.
<TABLE>
<CAPTION>
1999 1998
-------------------- --------------------
ESTIMATED ESTIMATED
CARRYING FAIR CARRYING FAIR
VALUE VALUE VALUE VALUE
-------------------- --------------------
<S> <C> <C> <C> <C>
Assets:
Fixed maturities $6,826.1 6,826.1 11,068.3 11,068.3
Mortgage loans 1,678.9 1,691.7 2,337.5 2,472.5
Policy loans 2,243.9 2,243.9 2,151.0 2,151.0
Short-term investments 292.4 292.4 195.3 195.3
Other invested assets 898.8 898.8 457.6 457.6
Separate account assets 6,915.6 6,915.6 5,214.8 5,214.8
Liabilities:
Policyholder account balances
relating to investment
Contracts $5,179.4 5,279.8 5,044.8 4,929.7
Pension funds and other
interest sensitive liabilities 556.8 551.2 7,581.3 7,592.0
Long-term debt and
notes payable 216.6 209.8 221.9 216.6
Separate account liabilities 6,892.0 6,892.0 5,194.9 5,194.9
======== ======= ======== ========
</TABLE>
(5) 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 millions):
<TABLE>
<CAPTION>
1999 1998 1997
-------- ------- -------
<S> <C> <C> <C>
Direct $1,139.5 1,210.8 1,159.1
Assumed 1,667.7 1,422.3 996.9
Ceded (416.4) (431.5) (348.9)
-------- ------- -------
Net insurance premiums and other
considerations $2,390.8 2,201.6 1,807.1
======== ======= =======
</TABLE>
21
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(6) FEDERAL INCOME TAXES
Income tax (benefit) expense attributable to income from operations
consists of the following (in millions):
<TABLE>
<CAPTION>
1999 1998 1997
------ ---- ----
<S> <C> <C> <C>
Current income tax (benefit) expense $(23.6) 35.2 65.8
Deferred income tax (benefit) expense (40.7) 18.4 (0.1)
------ ---- ----
Provision for income taxes $(64.3) 53.6 65.7
====== ==== ====
</TABLE>
Income tax (benefit) 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 millions):
<TABLE>
<CAPTION>
1999 1998 1997
------ ----- ----
<C> <C> <C> <C>
Computed "expected" tax (benefit) expense $(67.4) 70.0 64.8
Increase (decrease) in income tax resulting
from:
Surplus (benefit) tax on mutual life
insurance companies - (7.5) 5.3
Foreign tax rate in excess of U.S. tax
rate 1.0 0.8 0.6
Tax preferred investment income (11.4) (10.9) (6.6)
State tax net of federal benefit 1.7 1.6 0.8
Corporate owned life insurance (3.3) (3.6) -
Foreign tax credit - (1.3) (0.6)
Goodwill amortization 1.9 1.5 1.0
Difference in book vs. tax basis in
domestic subsidiaries 1.6 2.8 2.2
Valuation allowance for loss
carryforwards 5.7 - -
Capitalized acquisition costs 2.4 - -
Other, net 3.5 0.2 (1.8)
------ ---- ----
Provision for income taxes $(64.3) 53.6 65.7
====== ==== ====
</TABLE>
Total income taxes were allocated as follows:
<TABLE>
<CAPTION>
1999 1998 1997
------- ----- -----
<S> <C> <C> <C>
Provision for income taxes $ (64.3) 53.6 65.7
Income tax from stockholder equity:
Unrealized investment (loss) gain
recognized for financial reporting
purposes (237.0) (22.6) 55.9
Foreign currency translation 7.8 (9.4) (12.1)
Other (2.4) (1.4) (0.5)
------- ----- -----
Provision for income taxes $(295.9) 20.2 109.0
======= ===== =====
</TABLE>
22
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
The tax effects of temporary differences that give rise to significant
portions of deferred tax assets and liabilities at December 31, 1999
and 1998 are presented below (in millions):
<TABLE>
<CAPTION>
1999 1998
------ -----
<S> <C> <C>
Deferred tax assets:
Reserve for future policy benefits $158.9 90.9
Deferred acquisition costs capitalized for tax 147.4 128.8
Employee benefits 41.5 28.2
Investments 46.2 -
Net operating and capital loss 57.2 46.8
Unrealized loss on investments 163.9 -
Other, net 95.5 98.5
------ -----
Gross deferred tax assets 710.6 393.2
Less valuation allowance 7.2 1.5
------ -----
Total deferred tax assets after valuation allowance $703.4 391.7
====== =====
<CAPTION>
1999 1998
------- -----
<S> <C> <C>
Deferred tax liabilities:
Unrealized gain on investments $ - 79.1
Deferred acquisition costs capitalized for financial
reporting 385.0 274.5
Investments - 3.7
Other, net 120.8 109.8
------- -----
Total deferred tax liabilities 505.8 467.1
------- -----
Total deferred tax (asset) liability $(197.6) 75.4
======= =====
</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. In addition, the Company has not recognized a deferred tax
liability of approximately $106 million for the excess of financial
statement carrying amount over the tax basis of its less-than-80-percent
owned domestic subsidiaries. This is because the unremitted earnings of
foreign subsidiaries will not be repatriated in the foreseeable future,
or because the excess of the financial statement carrying amount over
the tax basis of its less-that-80 percent owned domestic subsidiaries
will not become taxable as the tax law provides a means by which the
reported amount of that investment can be recovered tax-free and the
Company expects that it will ultimately use that means.
The Company believes that it is more likely than not that the deferred
tax assets established will be realized except for the amount of the
valuation allowance. As of December 31, 1999 and 1998, the Company has
provided for a 100 percent valuation allowance against the deferred tax
asset related to the net operating losses of the Company's foreign
subsidiaries including RGA's Australian, Argentine, South African and UK
subsidiaries and NaviSys' Mexican subsidiary. At December 31, 1999, the
Company's subsidiaries had capital loss carryforwards of $89.4 million,
and net operating loss carryforwards of $146.7 million. The capital and
net operating losses are expected to be utilized during the period
allowed for carryforwards.
23
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
The Company has been audited by the Internal Revenue Service for the
years through and including 1994. The Company is currently being
audited for the years 1995 and 1996. The Company believes that any
adjustments that might be required for open years will not have a
material effect on the Company's consolidated financial statements.
During 1999, 1998, and 1997 the Company paid income taxes totaling
approximately $77.0 million, $59.6 million, and $70.8 million,
respectively.
(7) DEFERRED POLICY ACQUISITION COSTS
A summary of the policy acquisition costs deferred and amortized is as
follows (in millions):
<TABLE>
<CAPTION>
1999 1998 1997
-------- ------ ------
<S> <C> <C> <C>
Balance at beginning of year $ 773.8 695.3 652.3
Transfer of present value of future profits -- -- 19.3
Prior year adjustment due to change in
reserving methods -- (0.2) --
Policy acquisition costs deferred 324.6 332.9 267.0
Policy acquisition cost amortized (214.4) (280.0) (211.9)
Interest credited 60.4 39.3 40.8
Deferred policy acquisition costs relating to
change in unrealized (gain) loss on
investments available-for-sale 341.7 (13.5) (72.2)
-------- ------ ------
Balance at end of year $1,286.1 773.8 695.3
======== ====== ======
</TABLE>
(8) 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.
Associates of the Company also are offered 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. Effective April
30, 1999, the liabilities that relate to these plans are managed at
GenAmerica Management Corporation, a subsidiary of GenAmerica. The
Company recognized expense of $12.9 million, $8.2 million, and $7.7
million for the years ended December 31, 1999, 1998, and 1997,
respectively, related to these plans.
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 $13.4 million and $14.4 million at December
31, 1999 and 1998, respectively.
24
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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 $4.3 million, $10.4 million, and $10.4
million for 1999, 1998, and 1997 respectively.
At December 31, 1999, plan assets were invested 79.2% in the S&P Stock
Fund, 6.9% in the Small-Cap Stock Fund, 9.1% in the Separately Managed
Account Fund, and 4.8% in the Long-Term Bond Fund. At December 31, 1998
plan assets were invested 70.1% in the S&P 500 Stock Fund, 7.4% in the
Small-Cap Stock Fund, 17.3% in the Separately Managed Account Fund, and
5.2% in the Long-Term Bond Fund. These assets are invested in General
American separate accounts and held in a trust by an unrelated third
party administrator.
The following tables summarize the Company's associate benefit plans and
postretirement benefits (in millions):
<TABLE>
<CAPTION>
Pension Benefits Other Benefits
------------------ -----------------
1999 1998 1999 1998
------ ----- ----- ----
<S> <C> <C> <C> <C>
Change in benefit obligation:
Benefit obligation at beginning of year $149.1 129.8 $45.7 37.7
Service cost 6.5 5.8 1.7 1.7
Interest cost 10.3 9.2 2.8 2.9
Participant contributions -- -- 0.2 0.2
Plan amendments 0.3 (0.4) -- (1.3)
Curtailments 2.4 -- -- --
Special termination benefits 1.2 -- -- --
Benefits paid (8.0) (6.6) (1.9) (1.4)
Actuarial (gain) loss (1.9) 11.3 (7.8) 5.9
------ ----- ----- ----
Benefit obligation at end of year 159.9 149.1 40.7 45.7
------ ----- ----- ----
Change in plan assets:
Fair value of plan assets at
beginning of year 174.8 150.5 -- --
Actual return on plan assets 10.5 29.2 -- --
Employer contributions 2.1 1.7 1.7 1.2
Associates contributions -- -- 0.2 0.2
Benefits paid (8.0) (6.6) (1.9) (1.4)
------ ----- ----- ----
Fair value of plan assets at end of year $179.4 174.8 $-- --
====== ===== ===== ====
</TABLE>
25
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
<TABLE>
<CAPTION>
Pension Benefits Other Benefits
1999 1998 1997 1999 1998 1997
------ ----- ----- ------ ----- -----
<S> <C> <C> <C> <C> <C> <C>
Reconciliation of funded status:
Funded status $ 19.4 25.7 20.7 $(40.7) (45.7) (37.7)
Unrecognized actuarial gain (12.3) (14.5) (8.2) (9.6) (1.9) (7.8)
Unrecognized transition
obligation 0.2 0.3 1.1 13.4 14.4 16.8
Unrecognized prior service
cost (0.3) (0.8) (2.2) -- -- --
------ ----- ----- ------ ----- -----
Net amount recognized at end
of year 7.0 10.7 11.4 (36.9) (33.2) (28.7)
------ ----- ----- ------ ----- -----
Amounts recognized in the
statement of financial
position consist of:
Prepaid benefit cost 40.6 37.9 35.9 -- -- --
Accrued benefit liability (38.2) (32.2) (28.2) (36.9) (33.2) (28.7)
Intangible asset 0.1 0.9 0.9 -- -- --
Accumulated other
comprehensive loss 4.5 4.1 2.8 -- -- --
------ ----- ----- ------ ----- -----
Net amount recognized at end
of year $ 7.0 10.7 11.4 $(36.9) (33.2) (28.7)
====== ===== ===== ====== ===== =====
Other comprehensive loss
(income) attributable to
change in additional
minimum liability
recognition $ 0.3 1.3 (0.5) $ -- -- --
====== ===== ===== ====== ===== =====
</TABLE>
26
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
<TABLE>
<CAPTION>
Pension Benefits Other Benefits
1999 1998 1997 1999 1998 1997
------ ----- ----- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Additional year-end
information for plans with
benefit obligations in
excess of plan assets:
Benefit obligation 47.6 36.6 32.2 40.7 45.7 37.7
Additional year-end
information for pension
plans with accumulated
benefit obligations in
excess of plan assets:
Projected benefit
obligation 40.5 36.6 32.2 -- -- --
Accumulated benefit
obligation 37.8 32.1 28.0 -- -- --
Fair value of plan assets 0.1 0.1 -- -- -- --
====== ===== ===== ==== ==== ====
Components of net periodic
benefit cost:
Service cost 6.5 5.8 5.9 1.7 1.7 1.7
Interest cost 10.3 9.2 8.6 2.8 2.9 2.5
Expected return on plan
assets (15.3) (13.2) (11.1) -- -- --
Amortization of prior
service cost (0.1) (0.1) 0.1 -- -- --
Amortization of
transitional
obligation 0.1 0.1 0.3 1.0 1.0 1.1
Recognized actuarial
loss (gain) 0.6 0.4 0.4 (0.1) -- (0.2)
------ ----- ----- ---- ---- ----
Net periodic benefit cost $ 2.1 2.2 4.2 5.4 5.6 5.1
====== ===== ===== ==== ==== ====
Additional loss recognized due to:
Curtailment $ 2.3 0.1 -- -- -- --
Special Termination Benefit 1.4 -- -- -- -- --
====== ===== ===== ==== ==== ====
Weighted-average assumptions as
of December 31:
Discount rate 7.50% 6.75% 7.25% 7.50% 6.75% 7.25%
Expected long-term rate of
return on plan assets 9.00% 9.00% 9.00% -- -- --
Rate of compensation
increase (qualified plan) 4.95% 4.20% 4.20% -- -- --
====== ===== ===== ==== ==== ====
</TABLE>
27
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
ASSUMED HEALTH CARE COST TREND: For measurement purposes, a 7.0% annual
rate of increase in the per capita cost of covered health care benefits
was assumed for 1999. The rate assumed to decrease gradually to 5% for
2003 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
(in thousands):
One Percentage One Percentage
Point Increase Point Decrease
-------------- --------------
Effect on total service and interest cost
components for 1999 $0.9 (0.7)
Effect on end of year 1999
postretirement benefit obligation $5.8 (4.7)
(9) DEBT
The Company's long-term debt and notes payable consists of the
following (in millions):
<TABLE>
<CAPTION>
Face Value at December 31,
Description Rate Maturity 1999 1998
- ----------- ---- -------- ---- ----
<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 2000 9.5 8.9
------ -----
Total long-term debt and notes payable $216.5 215.9
====== =====
</TABLE>
The difference between the face value of debt and the carrying value per
the consolidated balance sheets is unamortized discount.
General American'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.
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 2000 and are
expected to be renewed under the terms of the line of credit. This
agreement contained 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 1999, 1998, and 1997 amounted to $17.8
million, $17.0 million, and $20.0 million, respectively.
As of December 31, 1999, the Company was in compliance with all
covenants under its debt agreements.
28
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(10) 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 No. 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 No. 130.
The components of comprehensive income, other than net income, are as
follows (in millions):
<TABLE>
<CAPTION>
1999
---------------------------------------------
TAX NET-
BEFORE-TAX (EXPENSE) OF-TAX
AMOUNT BENEFIT AMOUNT
---------------------------------------------
<S> <C> <C> <C>
Foreign currency translation adjustments $ 19.5 (6.8) 12.7
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during
period (753.1) 266.9 (486.2)
Less: Reclassification adjustment for gains
(losses) realized in net income (233.5) 81.5 (152.0)
---------------------------------------------
Net unrealized gains (losses) on securities (519.6) 185.4 (334.2)
Minimum benefit liability (1.0) 1.3 0.3
---------------------------------------------
Total other comprehensive (loss) income $(501.1) 179.9 (321.2)
=============================================
<CAPTION>
1998
---------------------------------------------
TAX NET-
BEFORE-TAX (EXPENSE) OF-TAX
AMOUNT BENEFIT AMOUNT
---------------------------------------------
<S> <C> <C> <C>
Foreign currency translation adjustments $(20.6) 7.2 (13.4)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during
period (56.6) 19.3 (37.3)
Less: Reclassification adjustment for gains
(losses) realized in net income 4.7 (1.7) 3.0
--------------------------------------------
Net unrealized gains (losses) on securities (61.3) 21.0 (40.3)
Minimum benefit liability (0.3) -- (0.3)
--------------------------------------------
Total other comprehensive (loss) income $(82.2) 28.2 (54.0)
============================================
</TABLE>
29
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
<TABLE>
<CAPTION>
1997
---------------------------------------------
TAX NET-
BEFORE-TAX (EXPENSE) OF-TAX
AMOUNT BENEFIT AMOUNT
---------------------------------------------
<S> <C> <C> <C>
Foreign currency translation adjustments $(14.3) 10.6 (3.7)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during
period 132.3 (49.1) 83.2
Less: Reclassification adjustment for gains
(losses) realized in net income 7.4 (2.6) 4.8
---------------------------------------------
Net unrealized gains (losses) on securities 124.9 (46.5) 78.4
Minimum benefit liability 0.9 -- 0.9
---------------------------------------------
Total other comprehensive (loss) income $111.5 (35.9) 75.6
=============================================
</TABLE>
The following schedule reflects the change in net accumulated other
comprehensive (loss) income for the periods ending December 31, 1999
and 1998 (in millions):
<TABLE>
<CAPTION>
CURRENT
BALANCE AS PERIOD BALANCE AS
OF 12/31/98 CHANGE OF 12/31/99
----------- ------- -----------
<S> <C> <C> <C>
Foreign currency adjustments $(32.9) 12.7 (20.2)
Unrealized gains (losses) on securities 88.5 (334.2) (245.7)
Minimum benefit liability (2.7) 0.3 (2.4)
----------- ------- -----------
Total accumulated other comprehensive
(loss) income $ 52.9 (321.2) (268.3)
----------- ------- -----------
<CAPTION>
CURRENT
BALANCE AS PERIOD BALANCE AS
OF 12/31/97 CHANGE OF 12/31/98
----------- ------- -----------
<S> <C> <C> <C>
Foreign currency adjustments $(19.5) (13.4) (32.9)
Unrealized gains (losses) on securities 128.8 (40.3) 88.5
Minimum benefit liability (2.4) (0.3) (2.7)
----------- ------- -----------
Total accumulated other comprehensive
(loss) income $106.9 (54.0) 52.9
=========== ======= ===========
</TABLE>
30
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(11) REGULATORY MATTERS
The Company and its insurance subsidiaries are subject to financial
statement filing requirements in their respective state 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
consolidated insurance subsidiaries, for the years ended and at December
31, 1999, 1998, and 1997, as determined in accordance with statutory
accounting practices, are as follows (in millions):
1999 1998 1997
------- ------- -----
Net (loss) income $(190.8) 60.8 39.7
Policyholders' surplus 741.3 1,147.4 844.1
======= ======= =====
For the year ended December 31, 1999, General American has changed its
method for recording equity in earnings of subsidiaries on a statutory
basis to reflect such earnings as a direct charge or credit to surplus,
and not a component of investment income.
Under Risk-Based Capital (RBC) requirements, General American and its
insurance subsidiaries are required to measure their solvency against
certain parameters. As of December 31, 1999, the Company's insurance
subsidiaries exceeded the established RBC minimums. In addition, the
Company's insurance subsidiaries exceeded the minimum statutory capital
and surplus requirements of their respective states of domicile.
The Company's 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.
31
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(12) PARTICIPATING POLICIES AND DIVIDENDS TO POLICYHOLDERS
Over 18.9 percent and 22.8 percent of the Company's business in force
relates to participating policies as of December 31, 1999 and 1998,
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.
(13) 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 Trial
Court reduced the punitive damage award to $18 million. The Company has
appealed the verdict and the award of the Court.
The Company was named as a defendant in a lawsuit filed in a federal
district court in Phoenix, Arizona along with Paul Revere Life Insurance
Company. The lawsuit claimed that Paul Revere denied benefits which was
a breach of the implied duty of good faith and that both companies were
liable due to being in a joint venture relationship. The jury found for
the plaintiff and assessed punitive damages against the company in the
sum of $10.2 million and against Paul Revere in the sum of $6.8 million.
Both companies have filed post-trial motions aimed at setting aside the
jury verdict and/or reducing the jury awards. The Company intends to
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, DAllesandro 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 has negotiated a settlement agreement with counsel
for plaintiffs which resolves all matters concerning the relief for the
class. There is, however, no agreement on the attorneys' fees or
expenses of class counsel. This settlement is in the process of being
finalized. It will then be submitted to the Court for review and
approval along with the issue of attorneys' fees and expenses. If the
settlement is not approved the Company intends to continue to oppose the
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.
32
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(14) RELATED PARTY TRANSACTIONS
In 1999, GenAmerica made capital contributions to the Company of $38.0
million, $10.1 million of NaviSys Incorporated's (NaviSys) equity, and
$20.0 million of NaviSys' bonds. The $38.0 million contribution
consisted of a promissory note from ARM, and was expensed by the Company
after it became uncollectible.
The following related party transactions occurred in the connection with
MetLife's acquisition of GenAmerica.
The Company paid and expensed approximately $20 million to MetLife
as consideration for MetLife's willingness to accept the funding
agreement business of General American as described in Note 1.
The Company paid $40 million to MetLife during 1999 which
ultimately was returned to GAMHC at the closing on January 6,
2000. This transaction has been recorded as a dividend by the
Company to GAMHC in the accompanying financial statements.
Subsequent to December 31, 1999 an additional $40 million was paid
to MetLife on behalf of GAMHC.
During 1999, GenAmerica paid and expensed $12 million of
investment advisory fees for which GAMHC and GenAmerica were
jointly and severably liable.
RGA also has reinsurance transactions between MetLife and certain of its
subsidiaries. Under these agreements, RGA reflected earned premiums of
approximately $108 million and $113 million in 1999 and 1998,
respectively. The earned premiums reflect the net of business assumed
from and ceded to MetLife and its subsidiaries. Underwriting gain
(loss) on this business was approximately $12 million and $13 million in
1999 and 1998, respectively.
(15) SUBSEQUENT EVENTS
On January 1, 2000, the Company exited the Group Health business through
the Asset Purchase Agreement and related reinsurance arrangements with
Great-West Life & Annuity Insurance Company (Great-West). This
agreement also includes any life business that is directly associated to
the health business.
The Company is required to reimburse Great-West for up to $10 million in
net operating losses incurred during 2000. These amounts have been
fully accrued in the 1999 consolidated financial statements of the
Company. The Company must also compensate Great-West for certain
receivables related to this business should they be deemed uncollectible.
On January 18, 2000, MetLife proposed to acquire all of Conning's
outstanding shares of common stock not already controlled by MetLife for
$10.50 per share in cash. MetLife acquired a beneficial interest of
approximately 61% in Conning as a result of its January 6, 2000
acquisition of GenAmerica. Conning has received MetLife's proposal and
the Conning Board of Directors is evaluating the proposed transaction.
33
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
On January 24, 2000, Conning announced that it had learned of a
complaint purporting to be a shareholder class action suit that has been
filed in the Supreme Court of the State of New York, naming Conning and
MetLife as co-defendants. The complaint follows the January 18, 2000
announcement of MetLife's proposal to acquire all of the outstanding
shares of common stock not already controlled by MetLife for $10.50 per
share in cash. The complaint alleges that MetLife's proposal to acquire
the remaining equity interest in Conning fails to offer a fair price to
Conning's shareholders and lacks adequate procedural protections.
Additionally, the complaint alleges that as a result of MetLife's
proposal, the defendants have engaged in acts of self-dealing and
breeches of fiduciary duty in connection with the proposed transaction.
Conning was subsequently served with the complaint and believes the
plaintiff's claims are without merit.
34
<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 funds 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.
Divisions of the Separate Account invest in corresponding Funds from the
following open-end, diversified management investment companies:
RUSSELL INSURANCE GENERAL AMERICAN
FUNDS, INC. CAPITAL COMPANY
Multi-Style Equity Fund Money Market Fund
Aggressive Equity Fund
Non-U.S. Fund
Core Bond Fund
A full description of the Funds, including the investment policies,
restrictions, risks, and charges is contained in each Fund's prospectus.
You should receive a copy of each Fund's prospectus along with this
Prospectus for the Policy.
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, 2000.
The Policy is 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 3
DEFINITIONS 3
THE COMPANY AND THE SEPARATE ACCOUNT 11
The Company 11
The Separate Account 11
Russell Insurance Funds, Inc. 11
General American Capital Company 12
POLICY BENEFITS 13
Death Benefit 13
Cash Value 15
POLICY RIGHTS 16
Loans 16
Surrender, Partial Withdrawals and Pro Rata Surrender 17
Transfers 19
Portfolio Rebalancing 19
Dollar Cost Averaging 20
Right to Examine Policy 21
Payment of Benefits at Maturity 21
PAYMENT AND ALLOCATION OF PREMIUMS 21
Issuance of a Policy 21
Premiums 21
Allocation of Net Premiums and Cash Value 22
Policy Lapse and Reinstatement 22
CHARGES AND DEDUCTIONS 23
Premium Expense Charges 23
Monthly Deduction 24
Contingent Deferred Sales Charge 25
Separate Account Charges 26
DIVIDENDS 26
THE GENERAL ACCOUNT 27
GENERAL MATTERS 28
DISTRIBUTION OF THE POLICIES 30
FEDERAL TAX MATTERS 31
UNISEX REQUIREMENTS UNDER MONTANA LAW 34
SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS 34
VOTING RIGHTS 34
STATE REGULATION OF THE COMPANY 34
MANAGEMENT OF THE COMPANY 35
LEGAL MATTERS 38
LEGAL PROCEEDINGS 38
EXPERTS 38
ADDITIONAL INFORMATION 38
FINANCIAL STATEMENTS 38
APPENDIX A 39
APPENDIX B 50
<PAGE>
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.
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 later 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
any of the funds in the separate account, or you may split your cash
value among funds them.
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>
<PAGE>
There are currently twenty-four divisions, or investment options, in the
separate account. These divisions represent investment funds run by
various investment companies. The investment companies hire advisers to
operate or advise on the day-to-day operation of the funds.
Five of the divisions are available for investment under this policy.
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:
- -----------------------------------------------------------------------
INVESTMENT COMPANY INVESTMENT MANAGER/ADVISER
- -----------------------------------------------------------------------
General American Conning Asset
Capital Company Management Company
- -----------------------------------------------------------------------
Russell Insurance Funds Frank Russell Investment
Management Company
- -----------------------------------------------------------------------
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
------- ---- ----
- --------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Conning Money Market Fund Money Market To obtain the highest level of current income consistent
Asset Management with the preservation of capital and maintenance of
Company liquidity.
- --------------------------------------------------------------------------------------------------------------------------------
Frank Russell Multi-Style Equity Growth & Income To obtain income and capital growth by investing
Investment Management Fund principally in equity securities.
Company
- --------------------------------------------------------------------------------------------------------------------------------
Frank Russell Aggressive Equity Aggressive Growth To provide capital appreciation by assuming a higher
Investment Management Fund level of volatility than is ordinarily expected from the
Company Multi-Style Equity Fund, by investing in equity
securities.
- --------------------------------------------------------------------------------------------------------------------------------
Frank Russell Non-U.S. Fund Growth: To achieve favorable total return and additional
Investment Management International Stocks diversification for United States investors by investing
Company and Bonds primarily in equity and debt securities of non-United
States companies and non-United States governments.
- --------------------------------------------------------------------------------------------------------------------------------
Frank Russell Core Bond Fund Growth & Income To maximize total return through capital appreciation and
Investment Management income by assuming a level of volatility consistent with
Company the broad fixed-income market, by investing in fixed-
income securities.
- --------------------------------------------------------------------------------------------------------------------------------
</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. You may only
transfer funds once in a policy month. (A policy month is measured
beginning on the same day of the month that the policy was issued, and
ending one day before the same day in the next month.) The amount
transferred from any investment fund must be at least $500, or the
entire balance in the fund if less than $500.
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 not exceed 5% of the
premium paid during the first ten policy years, and 2.25% after the
first ten years.
2
<PAGE>
<PAGE>
TAX CHARGE. The Federal government and many states and territories
impose taxes or charges on insurance premiums. We deduct 2.5% from your
premium payment to cover that cost.
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 4% of the premiums paid 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 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 $4 each month. We will deduct the
charge from your cash value each month.
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 an annual rate of 0.70% of the 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, 1999:
3
<PAGE>
<PAGE>
- -----------------------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES <F1>
As a Percentage of Average Net Assets
- -----------------------------------------------------------------------
INVESTMENT
FUND ADVISORY / OTHER EXPENSES TOTAL
MANAGEMENT
FEE
- -----------------------------------------------------------------------
GENERAL AMERICAN CAPITAL COMPANY
- -----------------------------------------------------------------------
Money Market Fund .125% .08% .205%
- -----------------------------------------------------------------------
RUSSELL INSURANCE FUNDS
- -----------------------------------------------------------------------
Multi-Style Equity Fund .74% .18% .92% <F1>
- -----------------------------------------------------------------------
Aggressive Equity Fund .86% .39% 1.25% <F2>
- -----------------------------------------------------------------------
Non-U.S. Fund .75% .55% 1.30% <F3>
- -----------------------------------------------------------------------
Core Bond Fund .54% .26% .80% <F4>
- -----------------------------------------------------------------------
[FN]
<F1> 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 2000, 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 0.96% of average daily
net assets.
<F2> 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 2000, 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%, and total Fund expenses would have been 1.34% of average daily net
assets.
<F3> 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 2000, 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%, and total Fund expenses would have been 1.50% of average daily net
assets.
<F4> 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 2000, 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%, and total Fund expenses would have been 0.86% of average daily net
assets.
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 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.
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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 and the loan 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;
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
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 divisions of the separate
account in the same percentages used then to make the loan.
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, 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.
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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 be 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 your 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.
DIVIDENDS. We do not expect to pay dividends on this Policy. (See
Dividends.)
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, the Loan Account, and in certain contracts, the
General 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 which invests
exclusively in the shares of a corresponding Fund of Russell Insurance
Funds, Inc. ("Russell Insurance Funds") or General American Capital
Company.
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EFFECTIVE DATE - The date as of which insurance coverage begins under a
policy.
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FACE AMOUNT - The minimum death benefit under the Policy so long as the
Policy remains in force.
FUND - A separate investment portfolio of Russell Insurance Funds or
General American Capital Company.
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.
MATURITY DATE - The Policy Anniversary on which the Insured reaches
Attained Age 100.
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.
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.
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.
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 following summary of Prospectus information should be read in
conjunction with the detailed information appearing elsewhere in this
Prospectus. Unless otherwise indicated, the description of the Policies
contained in this Prospectus assumes that a Policy is in force and that
there is no outstanding Indebtedness.
THE POLICY. Under the flexible premium variable life insurance Policy
described in this Prospectus, the Owner may, subject to certain
limitations, make premium payments in any amount and at any frequency.
The Policy is a life insurance contract with death benefits, Cash Value,
surrender rights, Policy Loan privileges, and other features
traditionally associated with life insurance. It is a "flexible
premium" Policy because, unlike traditional insurance policies, there is
no fixed schedule for premium payments. Although the Owner may
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establish a schedule of premium payments ("planned premium payments"),
failure to make the planned premium payments will not necessarily cause
a Policy to lapse nor will making the planned premium payments guarantee
that a Policy will remain in force to maturity. Thus, an Owner may, but
is not required to, pay additional premiums. This flexibility permits
an Owner to provide for changing insurance needs within a single
insurance policy.
The Policy is a "variable" Policy because, unlike the fixed benefits
under an ordinary life insurance contract, to the extent that Net Premiums
are allocated to the Separate Account, the Cash Value and, under certain
circumstances, the death benefit under a Policy may increase or decrease
depending upon the investment performance of the Divisions of the Separate
Account to which the Owner has allocated Net Premium payments. However, so
long as a Policy's Cash Surrender Value continues to be sufficient to pay the
monthly deductions, an Owner is guaranteed a minimum death benefit equal to
the Face Amount of his or her Policy, less any outstanding Indebtedness.
A Policy will lapse (and terminate without value) when the Cash
Surrender Value is insufficient to pay the next monthly deduction and a
grace period of 62 days expires without an adequate payment being made
by the Owner. (See Payment and Allocation of Premiums - Policy Lapse and
Reinstatement on page 22.)
THE SEPARATE ACCOUNT. After the end of the "Right to Examine Policy"
period, the Owner may allocate the Net Premiums to the Separate Account
and, if it is available, to the General Account. Amounts allocated to
the Separate Account are further allocated to one or more Divisions.
Assets of each Division are invested at net asset value in shares of a
corresponding Fund. (See The Company and the Separate Account on page
11.) An Owner may change future allocations of Net Premiums at any time.
The option offered in connection with the Policies to allocate Net
Premiums or to transfer Cash Value to the General Account may not be
made available, at the Company's discretion, under all Policies.
Further, the option may be limited with respect to some Policies. The
Company may, from time to time, adjust the extent to which future
premiums may be allocated to the General Account in regard to any or all
outstanding Policies. Such adjustments may not be uniform as to all
Policies.
Until the end of the "Right to Examine Policy" period (See Policy Rights
- - Right to Examine Policy on page 21.), all Net Premiums automatically
will be allocated to the Division that invests in the Money Market Fund.
(See Payment and Allocation of Premiums - Allocation of Net Premiums and
Cash Value on page 22.)
To the extent Net Premiums are allocated to the Divisions of the
Separate Account, the Cash Value will, and the death benefit may, vary
with the investment performance of the chosen Division. To the extent
Net Premiums are allocated to the General Account, the Cash Value will
accrue interest at a guaranteed minimum rate. (See The General Account
on page 27.) Thus, depending upon the allocation of Net Premiums,
investment risk over the life of a Policy may be borne by the Owner, by
the Company, or by both.
Subject to certain restrictions, an Owner may transfer Cash Values among
the Divisions of the Separate Account or, if available, between the
Separate Account and the General Account. Currently, no charge is
assessed for transfers. The Company reserves the right to revoke or
modify the transfer privilege. (See Policy Rights - Transfers on page 19.)
CHARGES AND DEDUCTIONS. A premium expense charge will be deducted from
each premium payment prior to allocation. The premium expense charge
consists of a sales charge and a charge to cover premium taxes. The
sales charge will never exceed 5.0% and is currently 5.0% in Policy
years one through ten and 2.25% in Policy years past Policy year ten.
The charge to cover premium taxes is 2.5%. (See Charges and Deductions
- - Premium Expense Charges on page 23.)
A Contingent Deferred Sales Charge to compensate for sales expenses will
also be assessed against the Cash Value under a Policy upon a surrender,
a lapse, a partial withdrawal, or pro rata surrender. The Contingent
Deferred Sales Charge will never exceed 4% of premiums paid. (See
Policy Rights - Surrender, Partial Withdrawals and Pro Rata Surrender on
page 17; Policy Benefits - Death Benefit on page 13; and Charges and
Deductions - Contingent Deferred Sales Charge on page 25.) Reductions in
the Contingent Deferred Sales Charge are available in some situations.
(See Reduction of Charges on page 25.)
On each Monthly Anniversary, the Cash Value will be reduced by a monthly
deduction. The monthly deduction includes an administrative charge of $4
per month for each Policy Month. (See Charges and Deductions - Monthly
Deduction on page 24.) A monthly charge is also made for the cost of
insurance, and the cost of any additional benefits provided by rider.
(See Charges and Deductions - Monthly Deduction on page 24.)
A daily charge based on an effective annual charge of no more than .70%
of the net assets of each Division of the Separate Account will be imposed
for the Company's assumption of certain mortality and expense risks incurred
in connection with the Policies. (See Charges and Deductions - Separate
Account Charges on page 26.)
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The Company may make a charge for any 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 on page 31.)
The operating expenses of the Separate Account are paid by General
American. Investment management and advisory fees and other operating
expenses of the Funds are paid by the Funds and are reflected in the
value of the assets of the corresponding Division of the Separate
Account. For a description of these charges, see Charges and Deductions
- - Separate Account Charges on page 26.
Currently, there are no transaction charges to cover the administrative
costs of processing partial withdrawals or transfers of Cash Value
between Divisions of the Separate Account. In contracts with the General
Account option, there are no transaction charges to cover the
administrative costs of processing transfers of Cash Value between the
Separate and General Accounts. However, the Company reserves the right
to impose such charges in the future. In addition, transfers and
withdrawals are subject to restrictions relative to amount and
frequency. (See Payment and Allocation of Premiums - Allocation of Net
Premiums and Cash Value on page 22; Policy Rights - Surrender, Partial
Withdrawals, and Pro Rata Surrender on page 17; and The General Account
on page 27.)
PREMIUMS. An Owner has considerable flexibility concerning the amount
and frequency of premium payments. A Policy will not become effective
until the Owner has paid an initial premium equal to one-twelfth (1/12)
of the "Minimum Premium" for the Policy. This amount will be different
for each Policy. Thereafter, an Owner may, subject to certain
restrictions, make premium payments in any amount and at any frequency.
The Owner may also determine a planned premium payment schedule. The
schedule will provide for a premium payment of a level amount at a fixed
interval over a specified period of time. An Owner need not, however,
adhere to the planned premium payment schedule. 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, will equal one full "Minimum Premium" for
the Policy. (See Payment and Allocation of Premiums on page 21.)
A Policy will lapse only when the Cash Surrender Value is insufficient
to pay the next monthly deduction (See Charges and Deductions - Monthly
Deduction on page 24.) and a grace period expires without a sufficient
payment by the Owner. (See Payment and Allocation of Premiums - Policy
Lapse and Reinstatement on page 22.)
DEATH BENEFIT. A death benefit is payable to the named Beneficiary when
the Insured under a Policy dies. Three death benefit options are
available. Under Death Benefit Option A, the death benefit is the Face
Amount of the Policy or, if greater, the applicable percentage of Cash
Value. Under Death Benefit Option B, the death benefit is the Face
Amount of the Policy plus the Cash Value or, if greater, the applicable
percentage of Cash Value. Under Death Benefit Option C, the death
benefit is the Face Amount of the Policy or, if greater, the Cash Value
multiplied by the Attained Age factor. So long as the Policy remains in
force, the minimum death benefit under any death benefit option will be
at least the current Face Amount. The death benefit will be increased by
any unpaid dividends determined prior to the Insured's death and by the
amount of the 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. The death benefit will be paid according to the settlement
options available at the time of death. (See Policy Benefits - Death
Benefit on page 13.)
The minimum Face Amount at issue is $50,000 under the Company's current
rules. Subject to certain restrictions, the Owner may change the Face
Amount and the death benefit option. In certain cases evidence of
insurability may be required. (See Change in Death Benefit Option on
page 13, and Change In Face Amount on page 14.)
Additional insurance benefits offered under the Policy include a waiver
of specified premium rider, a waiver of monthly deduction rider, and an
increasing benefit option. (See General Matters - Additional Insurance
Benefits on page 38.) The cost of these additional insurance benefits
will be deducted from the Cash Value as part of the monthly deduction.
(See Charges and Deductions - Monthly Deduction on page 24.)
CASH VALUE. The Policy provides for a Cash Value equal to the total of
the amounts credited to the Owner in the Separate Account, the Loan
Account (securing Policy Loans) and in certain contracts, the General
Account. A Policy's Cash Value will reflect the amount and frequency of
Net Premium payments, the investment performance of any selected
Divisions of the Separate Account, any Policy Loans, any partial
withdrawals, and the charges imposed in connection with the Policy. (See
Policy Benefits - Cash Value on page 15.) There is no minimum guaranteed
Cash Value.
POLICY LOANS. After the first Policy Anniversary, an Owner may borrow
against the Cash Value of a Policy. The maximum amount that may be
borrowed under a Policy ("the Loan Value") is the Cash Value of the
Policy on the date the loan request is received, less loan interest to
the next Policy Anniversary, less any outstanding Indebtedness, less any
surrender charges to the next Policy Anniversary, and less monthly
deductions to the next loan interest due date. Loan interest is payable
on each Policy Anniversary and all outstanding Indebtedness will be
deducted from proceeds payable at the Insured's
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death, upon maturity, upon the exercise of a settlement option, or upon
surrender.
A Policy loan will be allocated among the General Account (if available)
and the various Divisions of the Separate Account. When a loan is
allocated to the Divisions of the Separate Account, a portion of the
Policy's Cash Value in the Divisions of the Separate Account sufficient
to secure the loan will be transferred to the Loan Account as security
for the loan. Therefore, a loan may have impact on the Policy's Cash
Value even if it is repaid. A Policy Loan may be repaid in whole or in
part at any time while the Policy is in force. (See Policy Rights -
Loans on page 16.) Loans taken from, or secured by, a Policy may have
Federal income tax consequences. (See Federal Tax Matters on page 31.)
SURRENDER, PARTIAL WITHDRAWALS, AND PRO RATA SURRENDER. At any time
that a Policy is in force, an Owner may elect to surrender the Policy
and receive its Cash Surrender Value plus the value of any dividends
determined prior to the surrender. After the first year, an Owner may
also request a partial withdrawal of the Cash Surrender Value of the
Policy. When the death benefit is not based on an applicable percentage
of the Cash Value, a partial withdrawal reduces the death benefit
payable under the Policy by an amount equal to the reduction in the
Policy's Cash Value. An Owner may also request a pro rata surrender of
the Policy. (See Policy Rights - Surrender, Partial Withdrawals, and Pro
Rata Surrender on page 17.) A surrender, partial withdrawal, or pro
rata surrender may have Federal income tax consequences. (See Federal
Tax Matters on page 31.)
RIGHT TO EXAMINE POLICY. The Owner has a limited right to return a
Policy for cancellation 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 is signed, whichever is later. If a Policy
is canceled within this time period, a refund will be paid which will
equal all premiums paid under the Policy except in Kansas. The Owner
also has a similar right to cancel a requested increase in Face Amount.
Upon cancellation of an increase, the additional charges deducted in
connection with the increase will be added to the Cash Value. (See
Policy Rights - Right to Examine Policy on page 21.)
ILLUSTRATIONS OF DEATH BENEFITS AND CASH SURRENDER VALUES.
Illustrations on pages A-2 to A-10 in Appendix A show how death benefits
and Cash Surrender Values may vary based on certain rate of return
assumptions and how these benefits compare with amounts which would
accumulate if premiums were invested to earn interest at 5% compounded
annually. If a Policy is surrendered in the early Policy Years the Cash
Surrender Value payable will be low as compared to premiums accumulated
at interest, and consequently the insurance protection provided prior to
surrender will be costly. You may make a written request for a
projection of illustrated future Cash Values and death benefits for a
nominal fee not to exceed $25.00.
TAX CONSEQUENCES OF THE POLICY. If a Policy is issued on the basis of a
standard premium class or on a guaranteed or simplified issue basis,
while limited guidance exists, the Company believes that the Policy
should qualify as a life insurance contract for Federal income tax
purposes. However, if a Policy is issued on a substandard basis, it is
unclear whether or not such a Policy would qualify as a life insurance
contract for Federal income tax purposes. Assuming that the Policy
qualifies as a life insurance contract for Federal income tax purposes,
the Company believes the Cash Value of the Policy should be subject to
the same Federal income tax treatment as the Cash Value of a
conventional fixed-benefit contract. If so, the Owner is not considered
to be in constructive receipt of the Cash Value under the Policy until
there is a distribution. A change of Owners, a surrender, a partial
withdrawal, a pro rata surrender, a lapse with outstanding Indebtedness,
or an exchange may have tax consequences, such as making the Policy a
modified endowment contract, depending on the particular circumstances.
(See Federal Tax Matters on page 31.)
A Policy may be treated as a "modified endowment contract" depending
upon the amount of premiums paid in relation to the death benefit. If
the Policy is a modified endowment contract, then all pre-death
distributions, including Policy Loans and due but unpaid loan interest,
will be treated first as a distribution of taxable income and then as a
return of basis or investment in the contract. In addition, prior to age
59 1/2 taxable income from such distributions generally will be subject
to a 10% additional tax. A prospective Owner should contact a competent
tax advisor before purchasing a Policy to determine the circumstances
under which the Policy would be a modified endowment contract, and
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.
If the Policy is not a modified endowment contract, distributions
generally will be treated first as a return of basis or investment in
the contract and then as disbursing taxable income. Moreover, loans will
not be treated as distributions. Finally, neither distributions nor
loans from a Policy that is not a modified endowment contract are
subject to the 10.0% additional tax. (See Federal Tax Matters on page
31.)
DIVIDENDS. While a Policy is in force, it may share in the divisible
surplus of the Company. Each year the Company will determine the share
of divisible surplus accruing to a Policy and will distribute the
surplus as
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dividend. The Company is not obligated to pay dividends on the Policies.
(See Dividends on page 26.)
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 on page 27.
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.
On January 6, 2000 The Metropolitan Life Insurance Company of New York
("MetLife") acquired GenAmerica Corporation. As a result of that
transaction, General American became an indirect, wholly-owned
subsidiary of MetLife.
Headquartered in New York City since 1868, MetLife is a leading provider
of insurance and financial services to a broad spectrum of individual
and group customers. The company, with approximately $357.7 billion
worth of assets under management as of December 31, 1998, provides
individual insurance and investment products to approximately 9 million
households in the United States. MetLife also serves over 33 million
people by providing group insurance and investment products to
corporations and other institutions.
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. The
Divisions which are available under the Policy are four Divisions which
invest in corresponding Funds from Russell Insurance Funds and one
Division which invests in a corresponding Fund from General American
Capital Company. 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.
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 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.
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
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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.
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 Capital Company 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 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 Advisor is Conning
Asset Management Company ("the Advisor"), an indirect subsidiary of
General American Holding Company which, in turn is wholly owned by
General American. The Advisor selects investments for the Fund.
The investment objectives and policies of the Fund are summarized below:
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.
There is no assurance that any of the Funds will achieve its stated
objective. A more detailed description of the Funds, their investment
policies, restrictions, risks, and charges is in the prospectuses for
Russell Insurance Funds and Capital Company, 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
Russell Insurance Funds, Capital Company, 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 of
Russell Insurance Funds, Capital Company, or in shares of another
investment company, 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
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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 on page 22), 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.
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 and Allocation of Premiums - Policy Lapse and
Reinstatement on page 22.) The minimum Face Amount currently is
$50,000.
DEATH BENEFIT OPTION A. Under Death Benefit Option A, the death benefit
is the current Face Amount of the Policy or, if greater, the applicable
percentage of Cash Value on the date of death. The applicable
percentage is 250% for an Insured Attained Age 40 or below on the Policy
Anniversary prior to the date of death. For Insureds with an 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
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. 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 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<F*>
- ------------------------------------------------------------------------
INSURED POLICY ACCOUNT
PERSON'S AGE PERCENTAGE MULTIPLE
- ------------------------------------------------------------------------
40 or under 250%
- ------------------------------------------------------------------------
45 215%
- ------------------------------------------------------------------------
50 185%
- ------------------------------------------------------------------------
55 150%
- ------------------------------------------------------------------------
60 130%
- ------------------------------------------------------------------------
65 120%
- ------------------------------------------------------------------------
70 115%
- ------------------------------------------------------------------------
78 to 90 105%
- ------------------------------------------------------------------------
95 or over 100%
- ------------------------------------------------------------------------
[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). 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.)
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- ------------------------------------------------------------------------
DEATH BENEFIT OPTION C
SAMPLE ATTAINED AGE FACTOR TABLE
- ------------------------------------------------------------------------
INSURED MALE FEMALE
ATTAINED LIVES LIVES
AGE FACTOR FACTOR
- ------------------------------------------------------------------------
20 6.39373 7.62992
- ------------------------------------------------------------------------
25 5.50505 6.48136
- ------------------------------------------------------------------------
30 4.68733 5.49185
- ------------------------------------------------------------------------
35 3.97255 4.64894
- ------------------------------------------------------------------------
40 3.37168 3.94230
- ------------------------------------------------------------------------
45 2.87784 3.36481
- ------------------------------------------------------------------------
50 2.47279 2.88712
- ------------------------------------------------------------------------
55 2.14116 2.49005
- ------------------------------------------------------------------------
60 1.87392 2.15766
- ------------------------------------------------------------------------
65 1.65835 1.87615
- ------------------------------------------------------------------------
70 1.48797 1.64736
- ------------------------------------------------------------------------
75 1.35451 1.46009
- ------------------------------------------------------------------------
80 1.25595 1.31875
- ------------------------------------------------------------------------
85 1.18113 1.21344
- ------------------------------------------------------------------------
90 1.12767 1.13972
- ------------------------------------------------------------------------
95 1.07472 1.07637
- ------------------------------------------------------------------------
CHANGE IN DEATH BENEFIT OPTION. After the first Policy Anniversary, if
the Policy was issued with either Death Benefit Option A or Death
Benefit Option B, the death benefit option may be changed. The option
may be changed once each Policy Year, and 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 on page 31.)
A Death Benefit Option A Policy may change its death benefit option to
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 Benefit Option B Policy may change its death benefit option to
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 on page 24.)
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 and 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 on page 24.) A change in the Face Amount
of a Policy may have Federal income tax consequences, including
conversion of the Policy into a modified endowment contract. (See
Federal Tax Matters on page 31.)
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. 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 $25,000. 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 on page
24.) An increase in the Face Amount may result in certain additional
charges. (See Charges and Deductions - Monthly Deduction on page 24.)
For the Owner's rights upon an increase in Face Amount, see Policy
Rights - Right to Examine Policy on page 21. 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
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 on
page 21), 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 be applied to prior increases in the
Face Amount, if any, in the reverse order
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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 on
page 24; and Charges and Deductions - Contingent Deferred Sales Charge on
page 25.)
Where one or more Policies are sold to a corporation or other entity or
group of individuals, special arrangements may be agreed upon to
increase or decrease the Face Amount, in accordance with criteria which
the Company may establish and modify from time to time in its
discretion. Criteria that may determine changes in Face Amount include,
but shall not be limited to, periodic adjustments to the Insured's level
of compensation, the number of Policies issued to a corporation or other
entity, or the number of Policies issued to any group of owners.
Criteria established by the Company will not unfairly discriminate
against the interest of any Owner or Insured.
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 on page 28.) 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 on page 30; Dividends on page 26;
and Charges and Deductions on page 23.) 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.
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), 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 on the
next page), 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 on page 17.) 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. 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 on page 21.) 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 on page
23.)
NET INVESTMENT FACTOR: The Net Investment Factor measures the
investment performance of a Division
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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
(5) A charge not exceeding .0019111% of the average net assets for each
day in the Valuation Period. This is equivalent to an effective annual
rate of 0.70% per year for mortality and expense risks; divided by
(6) The value of the assets at the end of the preceding Valuation
Period.
POLICY RIGHTS
LOANS
LOAN PRIVILEGES. After the first Policy Anniversary, 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 on page 31.)
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, and less any surrender charge. 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 on page 28.)
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 earnings rate which is the greater of (a) an annual
rate of 4% ("the guaranteed earnings rate") or (b) a current rate
determined by us ("the discretionary earnings rate"). The Company may
change the discretionary earnings rate on Policy Loans at any time in
its sole discretion. Currently in Policy Years one through ten, we
accrue interest at a discretionary earnings rate which is .50% less than
the borrowing rate we charge for Policy Loan interest. Beginning in
Policy Year eleven we accrue interest at a discretionary earnings rate
which is .25% less than the borrowing rate we charge for Policy Loan
interest. The difference between the rate of interest earned and the
borrowing rate is the "Loan Spread." The Loan Spreads mentioned above
are currently in effect and are not guaranteed.
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 an index. The indexed borrowing rate will never be more
than the maximum loan rate permitted by law. More information on the
borrowing rate charged is provided below.
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General American will inform the Owner of the current borrowing rate
when a Policy Loan is made. General American will also mail the Owner an
advance notice if there is to be a change in the borrowing rate
applicable to any outstanding Indebtedness.
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 on page 17.) 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.
We determine the borrowing rate at the beginning of each Policy Year.
The same rate applies to any outstanding Indebtedness and to any new
Policy Loans made during the year. The borrowing rate determined by
General American for a Policy Year may not exceed a Maximum Limit which
is the greater of:
(a) The Published Monthly Average (defined below) for the calendar
month ending two months before the beginning of the month in which the
Policy Anniversary falls (example: for a Policy with a June Policy
Anniversary, the March Published Average); or
(b) Five Percent (5%).
The Published Monthly Average means:
(1) Moody's Corporate Bond Yield Average - Monthly Average Corporate,
as published by Moody's Investors Service, Inc. or any successor to that
service; or
(2) If that average is no longer published, a substantially similar
average, established by regulation issued by the insurance supervisory
official of the state in which this Policy is issued.
If the Maximum Limit for a Policy Year, as determined in this manner, is
at least 0.50% higher than the borrowing rate determined by General
American for the previous Policy Year, General American may increase the
borrowing rate to not more than the Maximum Limit. Therefore the
borrowing rate we charge for Policy Loan interest will only change if
the Published Monthly Average differs from the previous rate by at least
0.50%.
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.
In addition, if the Indebtedness (See Definitions on page 3) 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 on page 22.) 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 on page 22.)
Any outstanding Indebtedness will be deducted from the proceeds payable
upon the death of the Insured, surrender, or the maturity of the Policy.
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 on page 28.)
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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 on page 25.) 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 on page 31.)
PARTIAL WITHDRAWALS. After the first Policy Year, an Owner may make up
to one partial withdrawal each Policy Month from the Separate Account,
and up to four partial withdrawals and transfers in any Policy Year from
the General Account. A partial withdrawal may have Federal income tax
consequences. (See Federal Tax Matters on page 31.)
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 on page
25.) 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, (2) $5,000, (3) 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
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
on page 27.)
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. 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
Benefit 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 on
page 24.) 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 on page 31.)
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 on page 25.) If no allocation is specified, then
the decrease in Cash Value and any
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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 on
page 24.) 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 Deferred
Contingent Sales Charge will apply. (See Contingent Deferred Sales
Charge on page 25.)
A partial withdrawal or pro rata surrender may also result in a 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 on page 25.
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, 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 on
page 24; Surrender, Partial Withdrawals and Pro Rata Surrender - Partial
Withdrawals on page 18; and Surrenders, Partial Withdrawals, and Pro
Rata Surrenders - Pro Rata Surrender on page 18.)
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 on page
27.) 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 may be made once each Policy Month
and must be in amounts of at least $500 or, if smaller, the Policy's
Cash Value in a Division. General American ordinarily will effectuate
transfers and determine all values in connection with transfers as of
the end of the Valuation Period during which the transfer request is
received.
Requests may be made by telephone if the Owner has chosen to use General
American's telephone transfer program. To elect this program the Owner
must complete a form provided by General American. General American
reserves the right to cancel the telephone transfer program upon 30 days
written notice.
All requests received on the same Valuation Day 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 effectuate 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.
General American may in the future impose a charge of no more than $25
per transfer request.
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.
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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 one
percent (1%). 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.
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
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 1% 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 on page 19.)
(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 on page 22.)
(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 on page 16.)
(9) DCA transfers will not be made until the Right to Examine Policy
period has expired (See Policy Rights - Right to Examine Policy on page
21).
No fee is currently charged for DCA, but 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.
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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 on page 28.)
A request for an increase in Face Amount (See Policy Benefits - Death
Benefit on page 13) 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.
PAYMENT OF BENEFITS AT MATURITY
If the Insured is living and the Policy is in force, the Company will
pay in a lump sum the Cash Surrender Value of the Policy on the Maturity
Date, plus any unpaid dividends determined prior to maturity. Amounts
payable on the Maturity Date ordinarily will be paid in a lump sum
within seven days of that date, although payments may be postponed under
certain circumstances. (See General Matters - Postponements of Payments
from the Separate Account on page 28.) A Policy will mature if and when
the Insured reaches Attained Age 100. Settlement options other than a
lump sum payment may only be made upon written agreement with the Company.
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 80 for regularly underwritten contracts
and to Insureds of Issue Ages 0 through 70 for simplified issue and to
Insureds of Issue Ages 20 through 70 for guaranteed 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 on page 23.) 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 on page 22.) 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.
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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 "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 on page 31.)
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 1% 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 on page 27). For policies issued
with an allowable percentage to the General Account of more than 1%, the
minimum percentage is 1%, 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 on page 21.),
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 on page 19.)
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. Lapse will occur when the Cash Surrender Value
is insufficient to cover the monthly deduction, and a grace period
expires without a sufficient payment being made.
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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 on page 24.) 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 years after the date of lapse and
before the Maturity Date. 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.
(4) The Policy cannot be reinstated if it has been surrendered.
(5) 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.
(6) 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 on page 24.)
(7) 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 not to exceed 5% of each premium payment
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 of 5% in Policy Years one through ten and 2.25% in
Policy Years past Policy Year ten. 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 and subdivisions impose a tax on premiums
received by insurance companies. Premium taxes vary from state to state
and range from 0.75% to 3.50%. A deduction of 2.5% of the premium is
taken from each premium payment for these taxes. The
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deduction represents an amount the Company considers necessary to pay
the premium taxes imposed by the states and any subdivisions thereof.
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.
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 $4 per month for all Policy
Months. These charges are guaranteed not to increase while the Policy is
in force. The Company does not anticipate that it will make any profit
on the monthly administrative charge.
The Company may administer the Policy itself, or the Company 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 sex (except for Policies sold in Montana, (See Unisex
Requirements Under Montana Law on page 34.) of the Insured at issue or
the date of an increase in Face Amount. 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, and to guaranteed issue
underwriting.
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.
The Company issues Policies on three underwriting bases: a full
underwriting basis, a simplified underwriting basis, and a guaranteed
underwriting basis. Policies receiving a full underwriting basis are
issued in six rate classes: preferred non-smoker, preferred smoker,
standard non-smoker, standard smoker, substandard non-smoker and
substandard smoker. Policies underwritten on a simplified issue basis
are issued in standard smoker/non-smoker rate classes and substandard
smoker/non-smoker rate classes. Policies underwritten on a guaranteed
issue basis are only issued in guaranteed issue smoker and guaranteed
issue non-smoker rate classes. All other things being equal, Policies
issued on a guaranteed issue basis will have higher cost of insurance
rates than Policies issued on a simplified issue or fully underwritten
basis. Generally, Policies underwritten on a simplified issue basis
will have the same cost of insurance rates as those subject to full
underwriting (except to the extent that a Policy underwritten on a
simplified issue basis may have received a preferred rate class had it
been fully underwritten). Similarly, for Policies issued on the same
underwriting basis, all other
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things being equal, standard rate classes pay a higher cost of insurance
rate than preferred rate classes and substandard rate classes pay a higher
cost of insurance rate than standard rate classes.
For Policies fully underwritten or underwritten on a simplified issue
basis that receive a standard rate class, the guaranteed cost of
insurance rates are equal to 100% of the rates set forth in the
male/female 1980 CSO Mortality Tables (1980 CSO Table A and 1980 CSO
Table G), age nearest birthday. For Policies issued on a guaranteed
issue basis, the guaranteed cost of insurance rates are equal to 125% of
the rates set forth in the smoker/ non-smoker 1980 CSO Mortality Tables
(1980 CSO Table SB and 1980 CSO Table NB), age nearest birthday.
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 on page 30.)
CONTINGENT DEFERRED SALES CHARGE (CDSC)
For a period of up to ten years after the Issue Date, 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 be
the Contingent Deferred Sales Charge Percentage multiplied by 4.0% of
premiums paid since issue.
The Contingent Deferred Sales Charge Percentage is shown in the
following table:
CONTINGENT DEFERRED SALES CHARGE PERCENTAGE TABLE
IF SURRENDER OR LAPSE THE FOLLOWING PERCENTAGE
OCCURS IN THE LAST MONTH OF THE 4% SURRENDER CHARGE
OF POLICY YEAR:<F*> WILL BE PAYABLE:<F**>
1 through 5 100%
6 80%
7 60%
8 40%
9 20%
10 and later 0%
[FN]
<F*> In addition, the percentages reduce equally for each Policy Month
during the years shown. For example, during the seventh year, the
percentage reduces equally each month from 80% at the end of the sixth
Year to 60% at the end of the seventh Year.
<F**> For male issue ages 75 through 80 and female issue ages 77 through
80, the Contingent Deferred Sales Charge Percentage grades to 0% in less
than ten years.
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 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.
REDUCTION 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 reduce 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
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administrative costs associated with the Policy or Policies are reduced.
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, a reduction is appropriate. The Company may modify its
criteria for qualification for reduction of charges as experience is
gained, subject to the limitation that such reductions 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 at the rate not exceeding .0019111% of the
average net assets of each Division of the Separate Account which equals
an effective annual rate of .70% of those net assets. 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 management and advisory fees and other expenses
incurred by the underlying investment companies. See the prospectuses
for the respective Funds for a description of investment management and
advisory fees and other expenses incurred by Russell Insurance Funds and
the Capital Company.
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 on page 31.)
DIVIDENDS
The Policy is a participating Policy which is entitled to a share, if
any, of the divisible surplus of the Company as determined each year and
apportioned to it. This surplus will be distributed as a dividend
payable annually on the January Monthly Anniversary. If the Insured dies
after the dividend has been determined, the Company will pay any unpaid
dividend to the Beneficiary. Because investment results are credited
directly through changes in the Policy's cash value, the Company expects
little or no divisible surplus to be credited to a Policy.
Dividends under participating policies may be described as refunds of
premiums which adjust the cost of a Policy to the actual level of costs
emerging over time after the issue of the Policies. Both Federal and
state law recognize that dividends are generally considered to be a
refund of a portion of the premium paid and therefore are not treated as
income for Federal or state income tax purposes. However, depending on
the dividend payment option chosen (see below), dividends may have tax
consequences to Owners. Counsel or other competent tax advisors should
be consulted for more complete information.
Dividend illustrations published at the time of issue of a Policy
reflect the actual recent experience of the issuing insurance company
with respect to factors such as interest, mortality, and expenses. State
law generally prohibits a company from projecting or estimating future
results. State law also requires that dividends must be based on
surplus, after setting aside certain necessary amounts, and that such
surplus must be apportioned equitably among participating policies. In
other words, in principle and by statute, dividends must be based on
actual experience and cannot be guaranteed at issue of a Policy.
Each year the Company's actuary analyzes the current and recent past
experience and compares it to the assumptions used in determining the
premium rates at the time of issue. Some of the more important data
studied includes mortality and lapse rates, investment yield in the
General Account, and actual expenses incurred in administering the
Policy. Such data is then allocated to each dividend class, e.g., by
year of issue, age and plan. The actuary then determines what dividends
can be equitably apportioned to each Policy class and makes a
recommendation to the Company's Board of Directors ("the Board"). The
Board, which has the ultimate authority to declare dividends, will vote
the amount of surplus to be apportioned to each Policy class, thereby,
authorizing the distribution of the annual dividend.
An Owner may choose one of the following dividend options. Dividends
will be credited under the chosen option until the Owner changes it. If
the Owner does not choose an option, the Company will credit the
dividend under Dividend Option B until such time as the Owner requests
in writing a different option.
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DIVIDEND OPTION A: CASH. The amount of the dividend will be paid in
cash.
DIVIDEND OPTION B: INCREASE CASH VALUE. The amount of the dividend will
be added to the Policy's Cash Value on the date of the dividend payment.
The Cash Value will be increased by the amount of the dividend. The
dividend will be allocated to the General Account (if available) and the
Divisions of the Separate Account according to the current allocation of
the Net Premium.
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 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
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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 and prior to the Maturity Date, a portion of
Cash Value may be withdrawn from the General Account or transferred from
the General Account to the Separate Account. A maximum total of four
partial withdrawals and transfers from the General Account is permitted
in a Policy Year. 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 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, (b) $5,000, or (c) 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 on page 31.)
No transfer charge currently is imposed on transfers to or from the
General Account. However, such a charge may be imposed in the future.
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, death of Insured, or the Maturity
Date, 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, prior to its Maturity Date. After the Maturity
Date, the Owner cannot change the payee nor the mode of payment, unless
otherwise provided in 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
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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 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 that
would result in a Policy not satisfying the definition of life insurance
under the Internal Revenue Code of 1986 or any applicable successor
provision thereto.
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
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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.
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 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 any Policies sold in Montana; 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.
CHANGE IN RATE CLASS
Sixty days prior to the Policy Anniversary on which the Insured attains
age 20, a letter will be sent to the Owner notifying the Owner of the
opportunity to apply for a change in the Insured's Rate Class from
Smoker to Non-Smoker. Upon receipt of the forms requested for a Non-
Smoker risk classification and proof satisfactory to the Company, the
Rate Class will be Non-Smoker. If the Owner does not apply for a Rate
Class change, the Rate Class will remain Smoker.
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 on page 24.) 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.
INCREASING BENEFIT RIDER. Allows the Owner to increase the Face Amount
of the Policy without evidence of insurability. The increase is made on
each Policy Anniversary.
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 POLICY
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. The maximum agent first-year commissions equal 7.50% of
target premiums
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paid in Policy Year 1. In renewal years, the maximum agent commissions
equal 4.0% of premiums paid in years 2 through 10. A maximum 2.50% of
premium service fee is paid after Policy year 10. For Policy years after
Policy Year 1, a maximum commission of .20% of the average monthly Cash Value
for each Policy Year is paid. In addition, the Company, general agent, and
writing agent may enter into agreements that compensate the writing agent
for basic expenses, renewal overrides, and incentive bonuses. These are
maximum commissions, and reductions may be possible under the circumstances
outlined in the section entitled Reduction of Charges. General Agents receive
compensation which may be in part based on the level of agent commissions in
their agencies. The general agent commission schedules and rules differ for
different types of agency contracts. Walnut Street receives no administrative
fees, management fees, or other fees from sales 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, 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 Russell Insurance Funds or the
Capital Company 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
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<PAGE>
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.
(1) 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 advisor 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 advisor
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 Policy, or when
benefits are paid at such a Policy's maturity date, 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.
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Accordingly, a prospective Owner should contact a competent tax advisor
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 advisor 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 and benefits paid at maturity, 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 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.
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, or when benefits are paid at such a Policy's
maturity date, 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 ADVISOR 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.
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(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.
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 advisor or sub-advisor 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.
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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.
<TABLE>
MANAGEMENT OF THE COMPANY
<CAPTION>
PRINCIPAL OCCUPATION(S)
NAME DURING PAST FIVE YEARS<F*>
---- --------------------------
<S> <C>
PRINCIPAL OFFICERS<F**>
- -----------------------
Richard A. Liddy Chairman and CEO, 2/2000-present. Formerly 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, 2/2000-present. Formerly Vice President
and Controller, 12/84-2/2000.
Barry C. Cooper Vice President and Controller, 2/2000-present.
Kevin C. Eichner President, 2/2000-present. Formerly 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.
E. Thomas Hughes Corporate Actuary and Treasurer, 10/94-present. Formerly
Executive Vice President-Group Pensions, 3/90-10/94
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. Formerly Vice President-Life Product
Management, 5/86-10/91.
A. Greig Woodring President and Chief Executive Officer, Reinsurance Group
of America, 12/92-present. Executive Vice President-
Reinsurance, 3/90-present.
<FN>
<F*> All positions listed are with General American unless otherwise indicated.
<F**> The principal business address of Messrs. Banstetter, Cooper, Hughes, and Liddy is
General American Life Insurance Company, 700 Market Street, St. Louis, Missouri 63101. The
principal business address for Messrs. Barber, Winer and Wolzenski is 13045 Tesson Ferry Road,
St. Louis, Missouri 63128. The principal business address for Mr. Woodring is 1370 Timberlake
Manor Parkway, Chesterfield, MO 63017. The principal business address for Mr. Eichner is
670 Mason Ridge Center Drive, Suite 100, St. Louis, Missouri 63141.
35
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<PAGE>
<CAPTION>
PRINCIPAL OCCUPATION(S)
NAME DURING PAST FIVE YEARS<F*>
---- --------------------------
<S> <C>
DIRECTORS
- ---------
August A. Busch III Chairman of the Board and President, Anheuser-Busch
Anheuser-Busch Companies, Inc. Companies, Inc., (beer business).
One Busch Place
St. Louis, Missouri 63118
William E. Cornelius Retired Chairman and Chief Executive Officer, Union
Union Electric Company Electric Company (electric utility business). Prior to
P.O. Box 149 1993, Chairman and Chief Executive Officer.
St. Louis, Missouri 63166
John C. Danforth Partner. Formerly, U. S. Senator, State of Missouri.
Bryan Cave
One Metropolitan Square, Suite 3600
St. Louis, Missouri 63102
Bernard A. Edison Past President, Edison Brothers Stores, Inc. (retail
Edison Brothers Stores, Inc. specialty stores).
P.O. Box 14020
St. Louis, Missouri 63178
Richard A. Liddy Chairman and CEO, General American
General American Life Insurance Co.
700 Market Street
St. Louis, Missouri 63101
William E. Maritz Chairman and Chief Executive Officer, Maritz, Inc.
Maritz, Inc. (motivation, travel, communications, training and
1375 North Highway Drive marketing research business).
Fenton, Missouri 63099
Craig D. Schnuck Chairman and Chief Executive Officer, Schnuck Markets,
Schnuck Markets, Inc. Inc. (retail supermarket chain). Prior to 1991,
11420 Lackland Road President and Chief Executive Officer
P.O. Box 46928
St. Louis, Missouri 63146
William P. Stiritz Chairman, Chief Executive Officer and President, Agribrands
Ralston Purina Company International, Inc. Formerly Chairman, Chief Executive Officer
Checkerboard Square and President, Ralston Purina Company (pet food, batteries, and
St. Louis, Missouri 63164 bread business); Chairman, Ralcorp Holdings, Inc. (ready-to-eat
cereal, baby food, ski resorts).
Andrew C. Taylor Chief Executive Officer and President, Enterprise Rent-A-
Enterprise Rent-A-Car Car (car rental). Prior to May, 1991, President.
600 Corporate Park Drive
St. Louis, Missouri 63105
36
<PAGE>
<PAGE>
<CAPTION>
PRINCIPAL OCCUPATION(S)
NAME DURING PAST FIVE YEARS<F*>
---- --------------------------
DIRECTORS (CONTINUED)
- ---------------------
<S> <C>
Robert L. Virgil Principal, Edward Jones (investments). Prior to 1993,
Edward Jones Dean, the John M. Olin School of Business, Washington
12555 Manchester University (business education)
St. Louis, Missouri 63131-3729
Virginia V. Weldon, M.D. Director, Center for the Study of American Business,
Monsanto Company Washington University. Retired Senior Vice President,
800 North Lindbergh Public Policy, Monsanto Company (chemicals diversified
St. Louis, Missouri 63167 industry, pharmaceuticals, life science products, and
food ingredients business). Prior to 1993, Vice President,
Public Policy.
Ted C. Wetterau President, Wetterau Associates, L.L.C. Retired Chairman
Wetterau Associates, L.L.C. and Chief Executive Officer, Wetterau Incorporated
7700 Bonhomme, Suite 750 (retail and wholesale grocery, manufacturing business).
St. Louis, Missouri 63105
<FN>
<F*> All positions listed are with General American unless otherwise indicated.
</TABLE>
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<PAGE>
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 Robert J.
Banstetter, Vice President, General Counsel, and Secretary 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
Shashikant Bhave, FSA, MAAA, Executive Director and Associate Actuary,
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.
38
<PAGE>
<PAGE>
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 on pages 40 through 48 illustrate a Policy
issued to a Male, age 45 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 the monthly administrative charges and monthly
charges for the cost of insurance based on the maximum values allowed
under the 1980 Commissioners Standard Ordinary Mortality Table. 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 the
monthly administrative charges and monthly charges for the cost of
insurance at their current level, which is less than or equal to that
allowed by the 1980 Commissioners Standard Ordinary Mortality Table.
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 shown for Cash Value, Cash Surrender Value, and death
benefit reflect the fact that the investment rate of return is lower
than the gross after-tax return on the assets held in a Division of the
Separate Account. The charges include a .70% charge for mortality and
expense risk, and an assumed .72% charge for the investment management
and advisory fees and administrative expenses combined. The actual
investment management and advisory fees applicable to each Division are
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 net annual rates of -1.42%,
4.58%, and 10.58%, 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 Tax 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 on page 31.)
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 and 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.
39
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM: $2,141
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 0.0% (NET RATE @ -1.42%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 2,141 2,248 1,782 1,782 100,000 1,692 1,777 100,000
2 47 2,141 4,609 3,497 3,497 100,000 3,017 3,188 100,000
3 48 2,141 7,087 5,134 5,134 100,000 4,292 4,548 100,000
4 49 2,141 9,690 6,719 6,719 100,000 5,515 5,858 100,000
5 50 2,141 12,423 8,264 8,264 100,000 6,685 7,114 100,000
6 51 2,141 15,292 9,782 9,782 100,000 7,903 8,314 100,000
7 52 2,141 18,305 11,262 11,262 100,000 9,093 9,453 100,000
8 53 2,141 21,468 12,717 12,717 100,000 10,252 10,526 100,000
9 54 2,141 24,790 14,135 14,135 100,000 11,373 11,527 100,000
10 55 2,141 28,278 15,519 15,519 100,000 12,450 12,450 100,000
11 56 2,141 31,940 16,955 16,955 100,000 13,290 13,290 100,000
12 57 2,141 35,785 18,337 18,337 100,000 14,044 14,044 100,000
13 58 2,141 39,822 19,669 19,669 100,000 14,709 14,709 100,000
14 59 2,141 44,062 20,961 20,961 100,000 15,281 15,281 100,000
15 60 2,141 48,513 22,214 22,214 100,000 15,755 15,755 100,000
16 61 2,141 53,187 23,403 23,403 100,000 16,122 16,122 100,000
17 62 2,141 58,094 24,530 24,530 100,000 16,368 16,368 100,000
18 63 2,141 63,247 25,587 25,587 100,000 16,480 16,480 100,000
19 64 2,141 68,658 26,569 26,569 100,000 16,439 16,439 100,000
20 65 2,141 74,339 27,478 27,478 100,000 16,226 16,226 100,000
25 70 2,141 107,300 30,714 30,714 100,000 11,923 11,923 100,000
30 75 2,141 149,368 30,950 30,950 100,000 0 0 0
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR EACH FUND. 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, ANY FUND, 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.
40
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM: $2,141
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 6.0% (NET RATE @ 4.58%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 2,141 2,248 1,896 1,896 100,000 1,805 1,890 100,000
2 47 2,141 4,609 3,835 3,835 100,000 3,345 3,516 100,000
3 48 2,141 7,087 5,809 5,809 100,000 4,930 5,187 100,000
4 49 2,141 9,690 7,845 7,845 100,000 6,561 6,903 100,000
5 50 2,141 12,423 9,958 9,958 100,000 8,237 8,665 100,000
6 51 2,141 15,292 12,165 12,165 100,000 10,063 10,474 100,000
7 52 2,141 18,305 14,459 14,459 100,000 11,967 12,326 100,000
8 53 2,141 21,468 16,857 16,857 100,000 13,946 14,220 100,000
9 54 2,141 24,790 19,355 19,355 100,000 15,998 16,152 100,000
10 55 2,141 28,278 21,958 21,958 100,000 18,120 18,120 100,000
11 56 2,141 31,940 24,763 24,763 100,000 20,123 20,123 100,000
12 57 2,141 35,785 27,673 27,673 100,000 22,162 22,162 100,000
13 58 2,141 39,822 30,698 30,698 100,000 24,239 24,239 100,000
14 59 2,141 44,062 33,854 33,854 100,000 26,356 26,356 100,000
15 60 2,141 48,513 37,151 37,151 100,000 28,514 28,514 100,000
16 61 2,141 53,187 40,575 40,575 100,000 30,712 30,712 100,000
17 62 2,141 58,094 44,139 44,139 100,000 32,947 32,947 100,000
18 63 2,141 63,247 47,848 47,848 100,000 35,216 35,216 100,000
19 64 2,141 68,658 51,713 51,713 100,000 37,515 37,515 100,000
20 65 2,141 74,339 55,747 55,747 100,000 39,843 39,843 100,000
25 70 2,141 107,300 79,037 79,037 100,000 52,006 52,006 100,000
30 75 2,141 149,368 109,257 109,257 116,905 65,527 65,527 100,000
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR EACH FUND. 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, ANY FUND, 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.
41
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION A) ANNUAL PREMIUM: $2,141
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 12.0% (NET RATE @ 10.58%)
========= CURRENT ========= ========= GUARANTEED =========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 2,141 2,248 2,010 2,010 100,000 1,918 2,004 100,000
2 47 2,141 4,609 4,187 4,187 100,000 3,687 3,858 100,000
3 48 2,141 7,087 6,540 6,540 100,000 5,623 5,880 100,000
4 49 2,141 9,690 9,114 9,114 100,000 7,745 8,087 100,000
5 50 2,141 12,423 11,947 11,947 100,000 10,070 10,498 100,000
6 51 2,141 15,292 15,079 15,079 100,000 12,724 13,135 100,000
7 52 2,141 18,305 18,533 18,533 100,000 15,660 16,019 100,000
8 53 2,141 21,468 22,357 22,357 100,000 18,902 19,176 100,000
9 54 2,141 24,790 26,581 26,581 100,000 22,479 22,633 100,000
10 55 2,141 28,278 31,254 31,254 100,000 26,423 26,423 100,000
11 56 2,141 31,940 36,521 36,521 100,000 30,587 30,587 100,000
12 57 2,141 35,785 42,341 42,341 100,000 35,173 35,173 100,000
13 58 2,141 39,822 48,782 48,782 100,000 40,236 40,236 100,000
14 59 2,141 44,062 55,924 55,924 100,000 45,841 45,841 100,000
15 60 2,141 48,513 63,853 63,853 100,000 52,063 52,063 100,000
16 61 2,141 53,187 72,651 72,651 100,000 58,986 58,986 100,000
17 62 2,141 58,094 82,421 82,421 105,499 66,712 66,712 100,000
18 63 2,141 63,247 93,208 93,208 117,442 75,358 75,358 100,000
19 64 2,141 68,658 105,108 105,108 130,334 85,042 85,042 105,451
20 65 2,141 74,339 118,238 118,238 144,251 95,721 95,721 116,780
25 70 2,141 107,300 207,133 207,133 240,275 167,272 167,272 194,036
30 75 2,141 149,368 352,671 352,671 377,358 283,155 283,155 302,976
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR EACH FUND. 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, ANY FUND, 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.
42
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT INCREASING (OPTION B ANNUAL PREMIUM: $5,551
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 0.0% (NET RATE @ -1.42%)
======== CURRENT ======== ======== GUARANTEED ========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 5,551 5,829 4,899 4,899 104,899 4,663 4,885 104,885
2 47 5,551 11,949 9,681 9,681 109,681 8,902 9,346 109,346
3 48 5,551 18,375 14,338 14,338 114,338 13,039 13,705 113,705
4 49 5,551 25,122 18,895 18,895 118,895 17,074 17,962 117,962
5 50 5,551 32,206 23,364 23,364 123,364 21,003 22,113 122,113
6 51 5,551 39,645 27,759 27,759 127,759 25,091 26,157 126,157
7 52 5,551 47,456 32,069 32,069 132,069 29,154 30,087 130,087
8 53 5,551 55,657 36,307 36,307 136,307 33,186 33,896 133,896
9 54 5,551 64,269 40,463 40,463 140,463 37,179 37,579 137,579
10 55 5,551 73,311 44,537 44,537 144,537 41,126 41,126 141,126
11 56 5,551 82,805 48,749 48,749 148,749 44,534 44,534 144,534
12 57 5,551 92,774 52,856 52,856 152,856 47,797 47,797 147,797
13 58 5,551 103,241 56,857 56,857 156,857 50,912 50,912 150,912
14 59 5,551 114,232 60,768 60,768 160,768 53,876 53,876 153,876
15 60 5,551 125,772 64,588 64,588 164,588 56,682 56,682 156,682
16 61 5,551 137,889 68,285 68,285 168,285 59,320 59,320 159,320
17 62 5,551 150,612 71,859 71,859 171,859 61,777 61,777 161,777
18 63 5,551 163,971 75,300 75,300 175,300 64,037 64,037 164,037
19 64 5,551 177,998 78,598 78,598 178,598 66,081 66,081 166,081
20 65 5,551 192,727 81,756 81,756 181,756 67,892 67,892 167,892
25 70 5,551 278,180 95,120 95,120 195,120 72,952 72,952 172,952
30 75 5,551 387,242 103,313 103,313 203,313 69,176 69,176 169,176
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR EACH FUND. 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, ANY FUND, 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.
43
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT INCREASING (OPTION B) ANNUAL PREMIUM: $5,551
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 6.0% (NET RATE @ 4.58%)
========= CURRENT ========= ========= GUARANTEED =========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 5,551 5,829 5,202 5,202 105,202 4,965 5,187 105,187
2 47 5,551 11,949 10,594 10,594 110,594 9,802 10,246 110,246
3 48 5,551 18,375 16,173 16,173 116,173 14,830 15,497 115,497
4 49 5,551 25,122 21,973 21,973 121,973 20,058 20,946 120,946
5 50 5,551 32,206 28,016 28,016 128,016 25,489 26,599 126,599
6 51 5,551 39,645 34,324 34,324 134,324 31,396 32,462 132,462
7 52 5,551 47,456 40,899 40,899 140,899 37,602 38,534 138,534
8 53 5,551 55,657 47,764 47,764 147,764 44,109 44,819 144,819
9 54 5,551 64,269 54,921 54,921 154,921 50,918 51,317 151,317
10 55 5,551 73,311 62,384 62,384 162,384 58,028 58,028 158,028
11 56 5,551 82,805 70,398 70,398 170,398 64,956 64,956 164,956
12 57 5,551 92,774 78,733 78,733 178,733 72,102 72,102 172,102
13 58 5,551 103,241 87,402 87,402 187,402 79,473 79,473 179,473
14 59 5,551 114,232 96,435 96,435 196,435 87,071 87,071 187,071
15 60 5,551 125,772 105,846 105,846 205,846 94,899 94,899 194,899
16 61 5,551 137,889 115,619 115,619 215,619 102,955 102,955 202,955
17 62 5,551 150,612 125,768 125,768 225,768 111,234 111,234 211,234
18 63 5,551 163,971 136,300 136,300 236,300 119,727 119,727 219,727
19 64 5,551 177,998 147,220 147,220 247,220 128,421 128,421 228,421
20 65 5,551 192,727 158,545 158,545 258,545 137,305 137,305 237,305
25 70 5,551 278,180 221,527 221,527 321,527 184,237 184,237 284,237
30 75 5,551 387,242 295,538 295,538 395,538 233,333 233,333 333,333
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR EACH FUND. 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, ANY FUND, 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.
44
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT INCREASING (OPTION B) ANNUAL PREMIUM: $5,551
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 12.0% (NET RATE @ 10.58%)
========= CURRENT ========= ========= GUARANTEED =========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 5,551 5,829 5,505 5,505 105,505 5,268 5,490 105,490
2 47 5,551 11,949 11,543 11,543 111,543 10,738 11,182 111,182
3 48 5,551 18,375 18,159 18,159 118,159 16,771 17,437 117,437
4 49 5,551 25,122 25,438 25,438 125,438 23,423 24,311 124,311
5 50 5,551 32,206 33,464 33,464 133,464 30,754 31,865 131,865
6 51 5,551 39,645 42,329 42,329 142,329 39,101 40,167 140,167
7 52 5,551 47,456 52,109 52,109 152,109 48,355 49,288 149,288
8 53 5,551 55,657 62,914 62,914 162,914 58,597 59,307 159,307
9 54 5,551 64,269 74,840 74,840 174,840 69,911 70,311 170,311
10 55 5,551 73,311 88,005 88,005 188,005 82,392 82,392 182,392
11 56 5,551 82,805 102,788 102,788 202,788 95,660 95,660 195,660
12 57 5,551 92,774 119,088 119,088 219,088 110,231 110,231 210,231
13 58 5,551 103,241 137,067 137,067 237,067 126,241 126,241 226,241
14 59 5,551 114,232 156,915 156,915 256,915 143,834 143,834 243,834
15 60 5,551 125,772 178,831 178,831 278,831 163,170 163,170 263,170
16 61 5,551 137,889 202,997 202,997 302,997 184,420 184,420 284,420
17 62 5,551 150,612 229,651 229,651 329,651 207,773 207,773 307,773
18 63 5,551 163,971 259,044 259,044 359,044 233,432 233,432 333,432
19 64 5,551 177,998 291,456 291,456 391,456 261,618 261,618 361,618
20 65 5,551 192,727 327,207 327,207 427,207 292,579 292,579 392,579
25 70 5,551 278,180 569,395 569,395 669,395 499,780 499,780 599,780
30 75 5,551 387,242 964,855 964,855 1,064,855 831,958 831,958 931,958
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR EACH FUND. 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, ANY FUND, 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>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM: $5,551
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 0.0% (NET RATE @ -1.42%)
========= CURRENT ========= ========= GUARANTEED =========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 5,551 5,829 4,905 4,905 100,000 4,669 4,891 100,000
2 47 5,551 11,949 9,706 9,706 100,000 8,956 9,400 100,000
3 48 5,551 18,375 14,397 14,397 100,000 13,167 13,833 100,000
4 49 5,551 25,122 19,005 19,005 100,000 17,305 18,194 100,000
5 50 5,551 32,206 23,544 23,544 100,000 21,372 22,482 100,000
6 51 5,551 39,645 28,024 28,024 100,000 25,636 26,702 100,000
7 52 5,551 47,456 32,439 32,439 100,000 29,918 30,850 100,000
8 53 5,551 55,657 36,801 36,801 100,000 34,218 34,929 100,000
9 54 5,551 64,269 41,102 41,102 100,000 38,538 38,937 100,000
10 55 5,551 73,311 45,339 45,339 100,793 42,877 42,877 100,000
11 56 5,551 82,805 49,714 49,714 107,481 46,726 46,726 101,022
12 57 5,551 92,774 53,991 53,991 113,572 50,451 50,451 106,128
13 58 5,551 103,241 58,173 58,173 119,117 54,055 54,055 110,687
14 59 5,551 114,232 62,269 62,269 124,169 57,539 57,539 114,737
15 60 5,551 125,772 66,283 66,283 128,766 60,904 60,904 118,316
16 61 5,551 137,889 70,195 70,195 132,903 64,148 64,148 121,454
17 62 5,551 150,612 74,007 74,007 136,622 67,269 67,269 124,183
18 63 5,551 163,971 77,718 77,718 139,952 70,266 70,266 126,533
19 64 5,551 177,998 81,323 81,323 142,923 73,134 73,134 128,531
20 65 5,551 192,727 84,827 84,827 145,579 75,871 75,871 130,208
25 70 5,551 278,180 100,806 100,806 154,954 87,660 87,660 134,746
30 75 0 355,036 89,186 89,186 124,507 73,269 73,269 102,288
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR EACH FUND. 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, ANY FUND, 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>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM: $5,551
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 6.0% (NET RATE @ 4.58%)
========= CURRENT ========= ========= GUARANTEED =========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 5,551 5,829 5,209 5,209 100,000 4,972 5,194 100,000
2 47 5,551 11,949 10,621 10,621 100,000 9,861 10,305 100,000
3 48 5,551 18,375 16,240 16,240 100,000 14,977 15,643 100,000
4 49 5,551 25,122 22,104 22,104 100,000 20,334 21,222 100,000
5 50 5,551 32,206 28,238 28,238 100,000 25,947 27,057 100,000
6 51 5,551 39,645 34,665 34,665 100,000 32,099 33,164 100,000
7 52 5,551 47,456 41,394 41,394 100,306 38,626 39,559 100,000
8 53 5,551 55,657 48,410 48,410 113,939 45,494 46,205 108,750
9 54 5,551 64,269 55,710 55,710 127,406 52,660 53,060 121,345
10 55 5,551 73,311 63,307 63,307 140,737 60,122 60,122 133,657
11 56 5,551 82,805 71,444 71,444 154,462 67,393 67,393 145,704
12 57 5,551 92,774 79,892 79,892 168,058 74,871 74,871 157,497
13 58 5,551 103,241 88,663 88,663 181,551 82,561 82,561 169,055
14 59 5,551 114,232 97,781 97,781 194,982 90,462 90,462 180,388
15 60 5,551 125,772 107,261 107,261 208,373 98,577 98,577 191,503
16 61 5,551 137,889 117,082 117,082 221,678 106,902 106,902 202,403
17 62 5,551 150,612 127,259 127,259 234,927 115,433 115,433 213,097
18 63 5,551 163,971 137,792 137,792 248,132 124,162 124,162 223,587
19 64 5,551 177,998 148,684 148,684 261,309 133,078 133,078 233,881
20 65 5,551 192,727 159,951 159,951 274,506 142,170 142,170 243,991
25 70 5,551 278,180 222,082 222,082 341,374 190,140 190,140 292,273
30 75 0 355,036 264,396 264,396 369,110 213,916 213,916 298,638
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR EACH FUND. 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, ANY FUND, 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>
<CAPTION>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY FACE AMOUNT: $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT LEVEL (OPTION C) ANNUAL PREMIUM: $5,551
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL
GROSS ANNUAL RATE OF RETURN @ 12.0% (NET RATE @ 10.582%)
========= CURRENT ========= ========= GUARANTEED =========
END PREM
OF ANNUAL ACCUM SURR CASH DEATH SURR CASH DEATH
YEAR AGE PAYMNT @ 5% VALUE VALUE BENEFIT VALUE VALUE BENEFIT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 5,551 5,829 5,512 5,512 100,000 5,275 5,497 100,000
2 47 5,551 11,949 11,572 11,572 100,000 10,803 11,247 100,000
3 48 5,551 18,375 18,235 18,235 100,000 16,937 17,603 100,000
4 49 5,551 25,122 25,593 25,593 100,000 23,749 24,637 100,000
5 50 5,551 32,206 33,737 33,737 100,000 31,318 32,428 100,000
6 51 5,551 39,645 42,758 42,758 106,708 39,999 41,065 102,482
7 52 5,551 47,456 52,685 52,685 127,666 49,591 50,523 122,427
8 53 5,551 55,657 63,618 63,618 149,735 60,144 60,854 143,229
9 54 5,551 64,269 75,648 75,648 173,004 71,728 72,128 164,953
10 55 5,551 73,311 88,886 88,886 197,602 84,419 84,419 187,670
11 56 5,551 82,805 103,699 103,699 224,197 97,810 97,810 211,465
12 57 5,551 92,774 119,969 119,969 252,362 112,390 112,390 236,419
13 58 5,551 103,241 137,840 137,840 282,247 128,259 128,259 262,629
14 59 5,551 114,232 157,487 157,487 314,040 145,523 145,523 290,182
15 60 5,551 125,772 179,090 179,090 347,914 164,296 164,296 319,172
16 61 5,551 137,889 202,783 202,783 383,939 184,694 184,694 349,690
17 62 5,551 150,612 228,768 228,768 422,319 206,838 206,838 381,836
18 63 5,551 163,971 257,246 257,246 463,241 230,853 230,853 415,713
19 64 5,551 177,998 288,434 288,434 506,917 256,864 256,864 451,433
20 65 5,551 192,727 322,595 322,595 553,634 285,006 285,006 489,125
25 70 5,551 278,180 548,095 548,095 842,504 463,537 463,537 712,526
30 75 0 355,036 862,947 862,947 1,204,718 689,758 689,758 962,936
</TABLE>
GUARANTEED VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF
INSURANCE RATES.
CURRENT VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES AND DIVIDENDS BASED ON THE CURRENT DIVIDEND SCALE FOR THE EXACT
COMBINATION OF PREMIUMS AND BENEFITS SHOWN. THESE VALUES ARE ALSO BASED ON A
POLICY ISSUE DATE OF JANUARY 1 FOR PURPOSES OF DETERMINING DIVIDEND AMOUNTS.
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 FOR EACH FUND. 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, ANY FUND, 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>
APPENDIX B
TARGET ANNUAL PREMIUM PER $1,000
BASE COVERAGE -- UNDERWRITTEN
NON-SMOKER RATES
- ----------------------------------------------------------------------------------------------------------
<CAPTION>
- - - - - - - - - - - MALE NON-SMOKER - - - - - - - - - - - - - - - - - FEMALE NON-SMOKER - - - - - - - -
PRE- STAN- PRE- STAN- PRE- STAN- PRE- STAN-
FERRED DARD FERRED DARD FERRED DARD FERRED DARD
ISSUE NON- NON- ISSUE NON- NON- ISSUE NON- NON- ISSUE NON- NON-
AGE SMOKER SMOKER AGE SMOKER SMOKER AGE SMOKER SMOKER AGE SMOKER SMOKER
- - --------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
0 -- -- 0 -- --
1 -- -- 41 48.84 48.86 1 -- -- 41 41.73 41.75
2 -- -- 42 50.44 50.45 2 -- -- 42 43.09 43.10
3 -- -- 43 52.09 52.11 3 -- -- 43 44.47 44.49
4 -- -- 44 53.77 53.79 4 -- -- 44 45.90 45.92
5 -- -- 45 55.51 55.53 5 -- -- 45 47.38 47.40
6 -- -- 46 57.27 57.31 6 -- -- 46 48.88 48.90
7 -- -- 47 59.10 59.14 7 -- -- 47 50.44 50.46
8 -- -- 48 60.98 61.00 8 -- -- 48 52.02 52.04
9 -- -- 49 62.90 62.92 9 -- -- 49 53.67 53.69
10 -- -- 50 64.87 64.90 10 -- -- 50 55.34 55.36
66.91
11 -- -- 51 66.89 11 -- -- 51 57.06 57.09
12 -- -- 52 68.95 68.99 12 -- -- 52 58.83 58.85
13 -- -- 53 71.07 71.11 13 -- -- 53 60.63 60.67
14 -- -- 54 73.23 73.27 14 -- -- 54 62.48 62.52
15 -- -- 55 75.44 75.49 15 -- -- 55 64.38 64.41
77.73
16 -- -- 56 77.68 16 -- -- 56 66.32 66.36
17 -- -- 57 79.98 80.04 17 -- -- 57 68.32 68.35
18 -- -- 58 82.31 82.38 18 -- -- 58 70.36 70.40
19 -- -- 59 84.71 84.78 19 -- -- 59 72.51 72.54
20 24.89 24.91 60 87.18 87.23 20 20.89 20.89 60 74.42 74.77
21 25.63 25.64 61 89.71 89.76 21 21.58 21.58 61 77.03 77.07
22 26.39 26.41 62 92.30 92.36 22 22.31 22.31 62 79.40 79.45
23 27.20 27.22 63 94.96 95.04 23 23.05 23.05 63 81.85 81.91
24 28.06 28.06 64 97.69 97.78 24 23.81 23.81 64 84.35 84.41
25 28.94 28.94 65 100.47 100.56 25 24.60 24.60 65 86.89 86.96
26 29.87 29.87 66 103.30 103.41 26 25.43 25.43 66 89.48 89.57
27 30.83 30.84 67 106.23 106.34 27 26.28 26.30 67 92.15 92.24
28 31.84 31.86 68 109.23 109.38 28 27.16 27.18 68 94.93 95.02
29 32.88 32.92 69 112.39 112.54 29 28.08 28.10 69 97.84 97.93
30 33.98 34.01 70 115.66 115.83 30 29.01 29.02 70 100.90 101.01
31 35.12 35.14 71 119.09 119.27 31 29.99 30.00 71 104.11 104.24
32 36.30 36.32 72 122.65 122.86 32 30.98 31.00 72 107.49 107.64
33 37.53 37.55 73 126.30 126.53 33 32.03 32.05 73 111.01 111.16
34 38.80 38.81 74 130.03 130.27 34 33.12 33.14 74 114.61 114.79
35 40.11 40.12 75 133.81 134.07 35 34.25 34.27 75 118.31 118.52
36 41.46 41.48 76 137.66 137.97 36 35.41 35.43 76 122.14 122.36
37 42.85 42.87 77 141.64 141.98 37 36.60 36.62 77 126.13 126.37
38 44.29 44.31 78 145.79 146.18 38 37.84 37.85 78 130.31 130.57
39 45.77 45.78 79 150.22 150.65 39 39.10 39.12 79 134.76 135.06
40 47.28 47.30 80 154.90 155.38 40 40.39 40.41 80 139.52 139.84
</TABLE>
49
<PAGE>
<PAGE>
<TABLE>
APPENDIX B
TARGET ANNUAL PREMIUM PER $1,000
BASE COVERAGE -- UNDERWRITTEN
SMOKER RATES
- - --------------------------------------------------------------------------------------------------------
<CAPTION>
- - - - - - - - - - - MALE SMOKER - - - - - - - - - - - - - - - - - - - - FEMALE SMOKER - - - - - - - - -
PRE- STAN- PRE- STAN- PRE- STAN- PRE- STAN-
ISSUE FERRED DARD ISSUE FERRED DARD ISSUE FERRED DARD ISSUE FERRED DARD
AGE SMOKER SMOKER AGE SMOKER SMOKER AGE SMOKER SMOKER AGE SMOKER SMOKER
- - --------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
0 13.49 13.49 0 11.20 11.20
1 13.77 13.77 41 48.95 49.16 1 11.44 11.44 41 41.79 41.99
2 14.16 14.16 42 50.56 50.80 2 11.76 11.76 42 43.16 43.36
3 14.58 14.58 43 52.22 52.49 3 12.11 12.11 43 44.56 44.78
4 15.00 15.00 44 53.91 54.20 4 12.48 12.48 44 46.01 46.24
5 15.47 15.47 45 55.67 55.96 5 12.84 12.84 45 47.79 47.74
6 15.96 15.96 46 57.47 57.72 6 13.25 13.25 46 49.02 49.26
7 16.48 16.48 47 59.32 59.53 7 13.67 13.67 47 50.58 50.82
8 17.03 17.03 48 61.21 61.39 8 14.11 14.11 48 52.20 52.42
9 17.61 17.61 49 63.15 63.30 9 14.58 14.58 49 53.85 54.05
10 18.21 18.21 50 65.15 65.26 10 15.06 15.06 50 55.56 55.74
11 18.84 18.84 51 67.18 67.29 11 15.56 15.56 51 57.29 57.45
12 19.48 19.48 52 69.26 69.36 12 16.08 16.08 52 59.07 59.23
13 20.14 20.14 53 71.40 71.52 13 16.64 16.64 53 60.88 61.04
14 20.83 20.83 54 73.59 73.70 14 17.19 17.19 54 62.73 32.91
15 21.50 21.50 55 75.81 75.92 15 17.77 17.77 55 64.65 64.81
16 22.17 22.17 56 78.07 78.19 16 18.36 18.36 56 66.61 66.77
17 22.85 22.85 57 80.39 80.54 17 18.95 18.95 57 68.60 68.76
18 23.52 23.52 58 82.74 82.88 18 19.59 19.59 58 70.67 70.81
19 24.20 24.20 59 85.14 85.30 19 20.23 20.23 59 72.81 72.94
20 24.91 24.98 60 87.61 87.75 20 20.89 20.89 60 75.02 75.15
21 25.64 25.72 61 90.14 90.30 21 21.58 21.58 61 77.33 77.44
22 26.41 26.49 62 92.77 92.93 22 22.31 22.31 62 79.72 79.82
23 27.22 27.29 63 95.45 95.61 23 23.05 23.05 63 82.19 82.30
24 28.06 28.13 64 98.20 98.40 24 23.81 23.81 64 84.71 84.83
25 28.96 29.00 65 101.01 101.23 25 24.60 24.60 65 87.28 87.43
26 29.89 29.93 66 103.90 104.12 26 25.43 25.43 66 89.89 90.05
27 30.86 30.90 67 106.86 107.12 27 26.30 26.30 67 92.60 92.76
28 31.88 31.91 68 109.92 110.20 28 27.18 27.18 68 95.40 95.59
29 32.93 32.97 69 113.10 113.42 29 28.10 28.10 69 98.34 98.54
30 34.03 34.07 70 116.44 116.77 30 29.02 29.06 70 101.42 101.63
31 35.17 35.21 71 119.90 120.27 31 30.00 30.04 71 104.69 104.92
32 36.36 36.41 72 123.51 123.90 32 31.02 31.07 72 108.09 108.34
33 37.58 37.64 73 127.20 127.61 33 32.07 32.13 73 111.61 111.88
34 38.85 38.92 74 130.95 131.41 34 33.16 33.23 74 115.25 115.54
35 40.16 40.25 75 134.80 135.29 35 34.28 34.36 75 118.99 119.32
36 41.51 41.62 76 138.72 139.26 36 35.45 35.54 76 122.86 123.19
37 42.91 43.03 77 142.78 143.36 37 36.66 36.75 77 126.87 127.26
38 44.36 44.51 78 146.99 147.63 38 37.89 38.02 78 131.11 131.53
39 45.84 46.02 79 151.48 152.17 39 39.15 39.30 79 135.59 136.06
40 47.37 47.57 80 156.21 156.98 40 40.46 40.63 80 140.38 140.90
</TABLE>
50
<PAGE>
<PAGE>
<TABLE>
APPENDIX B
TARGET ANNUAL PREMIUM PER $1,000
BASE COVERAGE -- GUARANTEED ISSUE
- - --------------------------------------------------------------------------------------------------------
<CAPTION>
- - - - - - - - - -MALE GUARANTEED ISSUE- - - - - - - - - - - - - - -FEMALE GUARANTEED ISSUE- - - - - - -
ISSUE NON- ISSUE NON- ISSUE NON- ISSUE NON-
AGE SMOKER SMOKER AGE SMOKER SMOKER AGE SMOKER SMOKER AGE SMOKER SMOKER
- - --------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
0 -- -- 0 -- --
1 -- -- 41 44.70 53.45 1 -- -- 41 44.70 53.45
2 -- -- 42 46.24 55.22 2 -- -- 42 46.24 55.22
3 -- -- 43 47.82 57.01 3 -- -- 43 47.82 57.01
4 -- -- 44 49.45 58.83 4 -- -- 44 49.45 58.83
5 -- -- 45 51.12 60.69 5 -- -- 45 51.12 60.69
6 -- -- 46 52.83 62.61 6 -- -- 46 52.83 62.61
7 -- -- 47 54.60 64.57 7 -- -- 47 54.60 64.57
8 -- -- 48 56.40 66.56 8 -- -- 48 56.40 66.56
9 -- -- 49 58.24 68.63 9 -- -- 49 58.24 68.63
10 -- -- 50 60.15 70.78 10 -- -- 50 60.15 70.78
11 -- -- 51 62.09 72.97 11 -- -- 51 62.09 72.97
12 -- -- 52 64.10 75.19 12 -- -- 52 64.10 75.19
13 -- -- 53 66.20 77.47 13 -- -- 53 66.20 77.47
14 -- -- 54 68.35 79.77 14 -- -- 54 68.35 79.77
15 -- -- 55 70.62 82.10 15 -- -- 55 70.62 82.10
16 -- -- 56 72.94 84.51 16 -- -- 56 72.94 84.51
17 -- -- 57 75.29 86.96 17 -- -- 57 75.29 86.96
18 -- -- 58 77.72 89.47 18 -- -- 58 77.72 89.47
19 -- -- 59 80.25 92.06 19 -- -- 59 80.25 92.06
20 22.39 27.34 60 82.85 94.72 20 22.39 27.34 60 82.85 94.72
21 23.07 28.15 61 85.52 97.47 21 23.07 28.15 61 85.52 97.47
22 23.78 28.99 62 88.26 100.35 22 23.78 28.99 62 88.26 100.35
23 24.52 29.87 63 91.03 103.30 23 24.52 29.87 63 91.03 103.30
24 25.31 30.79 64 93.83 106.30 24 25.31 30.79 64 93.83 106.30
25 26.15 31.76 65 96.69 109.36 25 26.15 31.76 65 96.69 109.36
26 27.00 32.77 66 99.70 112.47 26 27.00 32.77 66 99.70 112.47
27 27.89 33.83 67 102.83 115.66 27 27.89 33.83 67 102.83 115.66
28 28.81 34.94 68 106.12 119.02 28 28.81 34.94 68 106.12 119.02
29 29.78 36.09 69 109.54 122.54 29 29.78 36.09 69 109.54 122.54
30 30.79 37.28 70 113.12 126.28 30 30.79 37.28 70 113.12 126.28
31 31.83 38.54 71 -- -- 31 31.83 38.54 71 -- --
32 32.91 39.83 72 -- -- 32 32.91 39.83 72 -- --
33 34.04 41.18 73 -- -- 33 34.04 41.18 73 -- --
34 35.24 42.57 74 -- -- 34 35.24 42.57 74 -- --
35 36.45 43.99 75 -- -- 35 36.45 43.99 75 -- --
36 37.72 45.46 76 -- -- 36 37.72 45.46 76 -- --
37 39.02 46.96 77 -- -- 37 39.02 46.96 77 -- --
38 40.39 48.53 78 -- -- 38 40.39 48.53 78 -- --
39 41.78 50.14 79 -- -- 39 41.78 50.14 79 -- --
40 43.21 51.79 80 -- -- 40 43.21 51.79 80 -- --
</TABLE>
51
<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, 1999, 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, 1999 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, 1999, 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.
/s/ KPMG LLP
St. Louis, Missouri
February 25, 2000
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<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): $60,824,360 $ 9,910,022 $6,136,371 $6,380,710 $18,584,088
Receivable from General American Life
Insurance Company 0 2,220 371 3,358 0
----------- ----------- ---------- ---------- -----------
Total assets 60,824,360 9,912,242 6,136,742 6,384,068 18,584,088
----------- ----------- ---------- ---------- -----------
Liabilities:
Payable to General American Life
Insurance Company 71,634 0 0 0 10,917
----------- ----------- ---------- ---------- -----------
Total net assets $60,752,726 $ 9,912,242 $6,136,742 $6,384,068 $18,573,171
=========== =========== ========== ========== ===========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $12,703,649 $ 1,246,838 $2,527,749 $3,074,531 $12,262,707
Individual Variable General Select Plus
cash value invested in Separate Account 19,187,903 4,130,527 1,146,565 1,061,809 2,069,787
Individual Variable Universal Life-100
cash value invested in Separate Account 21,524,430 1,380,971 1,980,671 1,945,998 2,977,444
Individual Variable Universal Life-98
cash value invested in Separate Account 6,350,278 2,778,076 417,810 264,532 1,116,362
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 986,466 375,830 63,947 37,198 146,871
----------- ----------- ---------- ---------- -----------
Total net assets $60,752,726 $ 9,912,242 $6,136,742 $6,384,068 $18,573,171
=========== =========== ========== ========== ===========
Total units held - VUL-95 233,474 68,091 114,933 93,519 293,369
Total units held - VGSP 544,284 309,197 84,706 46,308 83,114
Total units held - VUL-100 651,714 109,972 146,452 86,947 120,924
Total units held - VUL-98 446,086 261,895 42,413 21,648 76,984
Total units held - JSVUL-98 69,296 35,430 6,492 3,044 10,128
VUL-95 Net unit value $ 54.41 $ 18.31 $ 21.99 $ 32.88 $ 41.80
VGSP Net unit value $ 35.25 $ 13.36 $ 13.54 $ 22.93 $ 24.90
VUL-100 Net unit value $ 33.03 $ 12.56 $ 13.52 $ 22.38 $ 24.62
VUL-98 Net unit value $ 14.24 $ 10.61 $ 9.85 $ 12.22 $ 14.50
JSVUL-98 Net unit value $ 14.24 $ 10.61 $ 9.85 $ 12.22 $ 14.50
Cost of investments $48,750,561 $10,202,347 $6,585,233 $6,269,958 $13,925,762
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<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): $13,006,687 $8,364,930 $2,918,058 $ 0 $ 0
Investments in Variable Insurance
Products Fund, at market value
(see Schedule of Investments): 0 0 0 24,166,662 55,713,063
Receivable from General American
Life Insurance Company 0 0 0 0 0
----------- ---------- ---------- ----------- -----------
Total assets 13,006,687 8,364,930 2,918,058 24,166,662 55,713,063
----------- ---------- ---------- ----------- -----------
Liabilities:
Payable to General American Life
Insurance Company 13,075 10,949 514 12,225 338
----------- ---------- ---------- ----------- -----------
Total net assets $12,993,612 $8,353,981 $2,917,544 $24,154,437 $55,712,725
=========== ========== ========== =========== ===========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $ 4,025,567 $3,729,884 $ 558,241 $ 7,440,063 $15,655,055
Individual Variable General Select Plus
cash value invested in Separate Account 1,686,926 2,288,366 1,040,052 8,176,358 17,355,764
Individual Variable Universal Life-100
cash value invested in Separate Account 2,100,227 1,946,132 974,170 7,073,312 18,399,393
Individual Variable Universal Life-98
cash value invested in Separate Account 271,117 341,179 281,822 1,279,572 3,896,211
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 65,926 48,420 63,259 185,132 406,302
General American Life Insurance
Company seed money 4,843,849 0 0 0 0
----------- ---------- ---------- ----------- -----------
Total net assets $12,993,612 $8,353,981 $2,917,544 $24,154,437 $55,712,725
=========== ========== ========== =========== ===========
Total units held - VUL-95 168,206 162,788 50,288 286,243 385,323
Total units held - VGSP 81,255 99,514 93,318 312,888 450,926
Total units held - VUL-100 119,341 93,049 87,872 314,896 522,933
Total units held - VUL-98 18,571 25,584 26,642 107,162 232,411
Total units held - JSVUL-98 4,516 3,631 5,980 15,505 24,236
Total units held - Seed Money 200,000 0 0 0 0
VUL-95 Net unit value $ 23.93 $ 22.91 $ 11.10 $ 25.99 $ 40.63
VGSP Net unit value $ 20.76 $ 23.00 $ 11.15 $ 26.13 $ 38.49
VUL-100 Net unit value $ 17.60 $ 20.92 $ 11.09 $ 22.46 $ 35.19
VUL-98 Net unit value $ 14.60 $ 13.34 $ 10.58 $ 11.94 $ 16.76
JSVUL-98 Net unit value $ 14.60 $ 13.34 $ 10.58 $ 11.94 $ 16.76
Cost of investments $ 9,240,024 $7,224,432 $3,357,966 $21,605,411 $37,093,325
<FN>
<F*>This fund was formerly known as the International Equity Fund.
<F**>This fund was formerly known as the Special Equity Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<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): $15,052,006 $ 0 $4,375,944 $ 0 $ 0
Investments in Variable Insurance
Products Fund II, at market value
(see Schedule of Investments): 0 2,419,380 0 0 0
Investments in Van Eck Worldwide
Insurance Trust at market value
(see Schedule of Investments): 0 0 0 317,077 260,096
Receivable from General American
Life Insurance Company 0 0 0 0 8,698
----------- ---------- ---------- -------- --------
Total assets 15,052,006 2,419,380 4,375,944 317,077 268,794
----------- ---------- ---------- -------- --------
Liabilities:
Payable to General American Life
Insurance Company 655 1,459 3,325 735 0
----------- ---------- ---------- -------- --------
Total net assets $15,051,351 $2,417,921 $4,372,619 $316,342 $268,794
=========== ========== ========== ======== ========
Total net assets represented by:
Individual Variable Universal Life
cash value invested in Separate Account $ 6,592,733 $ 195,708 $ 205,386 $ 88,804 $ 42,630
Individual Variable General Select Plus
cash value invested in Separate Account 5,056,946 444,493 897,255 65,379 151,366
Individual Variable Universal Life-100
cash value invested in Separate Account 2,786,964 1,159,079 2,732,153 151,848 25,825
Individual Variable Universal Life-98
cash value invested in Separate Account 568,261 617,041 470,891 10,311 41,241
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 46,447 1,600 66,934 0 7,732
----------- ---------- ---------- -------- --------
Total net assets $15,051,351 $2,417,921 $4,372,619 $316,342 $268,794
=========== ========== ========== ======== ========
Total units held - VUL-95 240,894 10,752 14,177 9,525 2,679
Total units held - VGSP 205,835 24,259 61,511 6,967 9,503
Total units held - VUL-100 130,771 63,821 189,022 16,322 1,623
Total units held - VUL-98 36,151 49,859 41,713 837 1,689
Total units held - JSVUL-98 2,955 129 5,929 0 317
VUL-95 Net unit value $ 27.37 $ 18.20 $ 14.49 $ 9.32 $ 15.91
VGSP Net unit value $ 24.57 $ 18.32 $ 14.59 $ 9.38 $ 15.93
VUL-100 Net unit value $ 21.31 $ 18.16 $ 14.45 $ 9.30 $ 15.91
VUL-98 Net unit value $ 15.72 $ 12.38 $ 11.29 $ 12.32 $ 24.42
JSVUL-98 Net unit value $ 15.72 $ 12.38 $ 11.29 $ 12.32 $ 24.42
Cost of investments $10,501,533 $2,240,585 $4,403,352 $345,171 $216,086
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
<F**>This fund began operations on September 15, 1998.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<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): $17,038,971 $ 9,823,042 $4,871,881 $5,011,427
Receivable from General American Life
Insurance Company 0 0 0 0
----------- ----------- ---------- ----------
Total assets 17,038,971 9,823,042 4,871,881 5,011,427
----------- ----------- ---------- ----------
Liabilities:
Payable to General American Life
Insurance Company 46,404 13,372 3,883 12,824
----------- ----------- ---------- ----------
Total net assets $16,992,567 $ 9,809,670 $4,867,998 $4,998,603
=========== =========== ========== ==========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $ 486,907 $ 65,234 $ 181,480 $ 200,109
Individual Variable General Select Plus
cash value invested in Separate Account 10,828,931 7,499,806 2,498,284 2,989,925
Individual Variable Universal Life-100
cash value invested in Separate Account 526,082 81,451 145,500 129,020
Russell Variable Universal Life
cash value invested in Separate Account 4,285,907 1,828,353 1,590,579 1,450,251
Individual Variable Universal Life-98
cash value invested in Separate Account 765,958 272,395 419,622 192,687
Joint and Survivor Variable Universal Life-98
cash value invested in Separate Account 98,782 62,431 32,533 36,611
----------- ----------- ---------- ----------
Total net assets $16,992,567 $ 9,809,670 $4,867,998 $4,998,603
=========== =========== ========== ==========
Total units held - VUL-95 38,212 6,322 19,010 15,191
Total units held - VGSP 567,887 647,045 176,979 195,624
Total units held - VUL-100 41,321 7,901 15,254 9,803
Total units held - Russell VUL 224,387 158,452 111,536 97,420
Total units held - VUL-98 55,512 27,180 34,927 12,805
Total units held - JSVUL-98 7,159 6,230 2,708 2,433
VUL-95 Net unit value $ 12.74 $ 10.32 $ 9.55 $ 13.17
VGSP Net unit value $ 19.07 $ 11.59 $ 14.12 $ 15.28
VUL-100 Net unit value $ 12.73 $ 10.31 $ 9.54 $ 13.16
Russell VUL Net unit value $ 19.10 $ 11.54 $ 14.26 $ 14.89
VUL-98 Net unit value $ 13.80 $ 10.02 $ 12.01 $ 15.05
JSVUL-98 Net unit value $ 13.80 $ 10.02 $ 12.01 $ 15.05
Cost of investments $14,920,743 $10,474,158 $4,552,906 $3,878,857
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1999
<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): $736,269 $604,334 $96,178 $ 0 $ 0
Investments in J.P. Morgan Series
Trust II, at market value 0 0 0 141,513 596,119
(see Schedule of Investments):
Receivable from General American
Life Insurance Company 0 0 700 0 1,318
-------- -------- ------- -------- --------
Total assets 736,269 604,334 96,878 141,513 597,437
-------- -------- ------- -------- --------
Liabilities:
Payable to General American Life
Insurance Company 953 140 0 53 0
-------- -------- ------- -------- --------
Total net assets $735,316 $604,194 $96,878 $141,460 $597,437
======== ======== ======= ======== ========
Total net assets represented by:
Individual Variable Universal
Life cash value invested in
Separate Account $ 31,112 $ 15,398 $ 0 $ 3,470 $ 36,948
Individual Variable General
Select Plus cash value invested
in Separate Account 20,209 69,946 7,257 9,120 144,671
Individual Variable Universal
Life-100 cash value invested
in Separate Account 27,018 109,478 0 3,258 51,290
Individual Variable Universal
Life-98 cash value invested
in Separate Account 616,396 390,766 87,054 121,401 319,153
Joint and Survivor Variable
Universal Life-98 cash value
invested in Separate Account 40,581 18,606 2,567 4,211 45,375
-------- -------- ------- -------- --------
Total net assets $735,316 $604,194 $96,878 $141,460 $597,437
======== ======== ======= ======== ========
Total units held - VUL-95 2,800 998 0 353 2,580
Total units held - VGSP 1,817 4,531 795 926 10,091
Total units held - VUL-100 2,432 7,101 0 331 3,582
Total units held - VUL-98 43,920 22,549 8,130 12,134 19,051
Total units held - JVUL-98 2,892 1,074 240 421 2,709
VUL-95 Net unit value $ 11.11 $ 15.42 $ 9.12 $ 9.84 $ 14.32
VGSP Net unit value $ 11.12 $ 15.44 $ 9.13 $ 9.85 $ 14.34
VUL-100 Net unit value $ 11.11 $ 15.42 $ 9.11 $ 9.84 $ 14.32
VUL-98 Net unit value $ 14.03 $ 17.33 $ 10.71 $ 10.00 $ 16.75
JSVUL-98 Net unit value $ 14.03 $ 17.33 $ 10.71 $ 10.00 $ 16.75
Cost of investments $692,594 $483,662 $94,343 $143,528 $499,509
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
<PAGE>
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
----------- ---------- ---------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F*> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (101,368) (81,198) (59,320) (7,041) (6,050) (7,951)
Mortality and expense charges - VGSP (127,636) (75,004) (29,674) (24,057) (23,497) (12,872)
Mortality and expense charges - VUL-100 (161,227) (89,773) (36,234) (13,766) (15,324) (13,566)
Mortality and expense charges -
Russell VUL 0 0 0 0 (183) (1,626)
Mortality and expense charges - VUL-98 (12,586) (50) 0 (13,814) (465) 0
Mortality and expense charges - JSVUL-98 (1,944) 0 0 (1,371) (85) 0
----------- ---------- ---------- --------- --------- ---------
Total expenses (404,761) (246,025) (125,228) (60,049) (45,604) (36,015)
----------- ---------- ---------- --------- --------- ---------
Net investment expense (404,761) (246,025) (125,228) (60,049) (45,604) (36,015)
----------- ---------- ---------- --------- --------- ---------
Net realized gain on investments:
Realized gain from distributions 3,826,572 2,339,803 913,559 501,472 263,305 121,801
Realized gain (loss) on sales 2,194,234 802,928 1,570,537 46,905 172,314 (48,325)
----------- ---------- ---------- --------- --------- ---------
Net realized gain on investments: 6,020,806 3,142,731 2,484,096 548,377 435,619 73,476
----------- ---------- ---------- --------- --------- ---------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 8,332,257 3,509,114 1,982,215 (183,578) (72,985) (256,852)
Unrealized gain (loss) on investments,
end of period 12,073,799 8,332,257 3,509,114 (292,325) (183,578) (72,985)
----------- ---------- ---------- --------- --------- ---------
Net unrealized gain (loss) on
investments 3,741,542 4,823,143 1,526,899 (108,747) (110,593) 183,867
----------- ---------- ---------- --------- --------- ---------
Net gain on investments 9,762,348 7,965,874 4,010,995 439,630 325,026 257,343
----------- ---------- ---------- --------- --------- ---------
Net increase in net assets
resulting from operations $ 9,357,587 $7,719,849 $3,885,767 $ 379,581 $ 279,422 $ 221,328
=========== ========== ========== ========= ========= =========
<FN>
<F*>See Note 2C
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
--------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
--------- -------- --------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F*> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (21,090) (19,385) (14,601) (26,939) (23,907) (20,327)
Mortality and expense charges - VGSP (7,750) (5,292) (3,943) (6,933) (10,512) (4,370)
Mortality and expense charges - VUL-100 (17,629) (8,452) (4,363) (16,278) (5,764) (4,815)
Mortality and expense charges - VUL-98 (2,506) (1) 0 (485) (4) 0
Mortality and expense charges - JSVUL-98 (112) 0 0 (39) 0 0
--------- -------- --------- --------- -------- --------
Total expenses (49,087) (33,130) (22,907) (50,674) (40,187) (29,512)
--------- -------- --------- --------- -------- --------
Net investment expense (49,087) (33,130) (22,907) (50,674) (40,187) (29,512)
--------- -------- --------- --------- -------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 370,745 251,095 165,804 302,748 629,297 251,405
Realized gain (loss) on sales (13,113) 20,497 (176,276) 169,830 71,424 95,532
--------- -------- --------- --------- -------- --------
Net realized gain (loss) on investments: 357,632 271,592 (10,472) 472,578 700,721 346,937
--------- -------- --------- --------- -------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 79,646 15,812 (234,659) 436,496 485,000 116,769
Unrealized gain (loss) on investments,
end of period (448,862) 79,646 15,812 110,752 436,496 485,000
--------- -------- --------- --------- -------- --------
Net unrealized gain (loss) on
investments (528,508) 63,834 250,471 (325,744) (48,504) 368,231
--------- -------- --------- --------- -------- --------
Net gain (loss) on investments (170,876) 335,426 239,999 146,834 652,217 715,168
--------- -------- --------- --------- -------- --------
Net increase (decrease) in net assets
resulting from operations $(219,963) $302,296 $ 217,092 $ 96,160 $612,030 $685,656
========= ======== ========= ========= ======== ========
<FN>
<F*>See Note 2C
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- ---------- ---------- ---------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F**> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (93,831) (75,604) (67,466) (29,351) (25,562) (23,446)
Mortality and expense charges - VGSP (14,195) (9,318) (7,499) (9,868) (8,370) (5,564)
Mortality and expense charges - VUL-100 (20,890) (12,005) (5,279) (16,070) (11,491) (6,468)
Mortality and expense charges - VUL-98 (1,724) (2) 0 (531) (3) 0
Mortality and expense charges - JSVUL-98 (167) 0 0 (83) 0 0
Mortality and expense charges -
Seed Money 0 0 0 (34,396) (29,672) (27,476)
---------- ---------- ---------- ---------- ---------- ---------
Total expenses (130,807) (96,929) (80,244) (90,299) (75,098) (62,954)
---------- ---------- ---------- ---------- ---------- ---------
Net investment expense (130,807) (96,929) (80,244) (90,299) (75,098) (62,954)
---------- ---------- ---------- ---------- ---------- ---------
Net realized gain on investments:
Realized gain from distributions 287,031 1,145,796 311,438 164,897 120,664 220,590
Realized gain on sales 804,253 230,635 195,821 295,829 220,991 136,741
---------- ---------- ---------- ---------- ---------- ---------
Net realized gain on investments: 1,091,284 1,376,431 507,259 460,726 341,655 357,331
---------- ---------- ---------- ---------- ---------- ---------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 2,336,704 1,762,536 657,734 1,297,560 69,016 268,331
Unrealized gain on investments,
end of period 4,658,326 2,336,704 1,762,536 3,766,663 1,297,560 69,016
---------- ---------- ---------- ---------- ---------- ---------
Net unrealized gain (loss) on
investments 2,321,622 574,168 1,104,802 2,469,103 1,228,544 (199,315)
---------- ---------- ---------- ---------- ---------- ---------
Net gain on investments 3,412,906 1,950,599 1,612,061 2,929,829 1,570,199 158,016
---------- ---------- ---------- ---------- ---------- ---------
Net increase in net assets
resulting from operations $3,282,099 $1,853,670 $1,531,817 $2,839,530 $1,495,101 $ 95,062
========== ========== ========== ========== ========== =========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
<F**>See Note 2C
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
---------------------------------------- ----------------------------------------
1999 1998 1997 1999 1998 1997<F***>
---------- --------- ---------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
Investment income<F**> $ -- $ -- $ -- $ -- $ -- $ --
Expenses:
Mortality and expense charges - VUL-95 (28,421) (29,781) (26,828) (4,815) (4,514) (787)
Mortality and expense charges - VGSP (13,677) (13,465) (7,567) (6,607) (4,623) (869)
Mortality and expense charges - VUL-100 (14,697) (11,694) (6,142) (8,869) (5,535) (627)
Mortality and expense charges - VUL-98 (524) (2) 0 (674) (2) 0
Mortality and expense charges - JSVUL-98 (108) (2) 0 (173) (2) 0
---------- --------- ---------- --------- --------- ---------
Total expenses (57,427) (54,944) (40,537) (21,138) (14,676) (2,283)
---------- --------- ---------- --------- --------- ---------
Net investment expense (57,427) (54,944) (40,537) (21,138) (14,676) (2,283)
---------- --------- ---------- --------- --------- ---------
Net realized gain (loss) on investments:
Realized gain from distributions 16,722 208,897 262,603 116,957 112,685 149,353
Realized gain (loss) on sales 239,296 192,934 188,905 (200,146) (67,010) 1,064
---------- --------- ---------- --------- --------- ---------
Net realized gain (loss) on
investments: 256,018 401,831 451,508 (83,189) 45,675 150,417
---------- --------- ---------- --------- --------- ---------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 389,305 969,578 24,121 (414,321) (133,375) 0
Unrealized gain (loss) on investments,
end of period 1,140,498 389,305 969,578 (439,908) (414,321) (133,375)
---------- --------- ---------- --------- --------- ---------
Net unrealized gain (loss) on
investments 751,193 (580,273) 945,457 (25,587) (280,946) (133,375)
---------- --------- ---------- --------- --------- ---------
Net gain (loss) on investments 1,007,211 (178,442) 1,396,965 (108,776) (235,271) 17,042
---------- --------- ---------- --------- --------- ---------
Net increase (decrease) in net assets
resulting from operations $ 949,784 $(233,386) $1,356,428 $(129,914) $(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.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
---------------------------------------- ----------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 314,148 $ 247,254 $ 186,680 $ 64,208 $ 116,859 $ 94,061
Expenses:
Mortality and expense charges - VUL-95 (66,672) (59,688) (49,108) (114,678) (86,045) (65,287)
Mortality and expense charges - VGSP (54,738) (42,329) (27,082) (93,832) (56,854) (37,459)
Mortality and expense charges - VUL-100 (63,116) (63,128) (34,605) (132,573) (84,948) (42,613)
Mortality and expense charges - VUL-98 (3,380) (9) 0 (6,291) (12) 0
Mortality and expense charges - JSVUL-98 (250) (2) 0 (559) 0 0
---------- ---------- ---------- ----------- ----------- ----------
Total expenses (188,156) (165,156) (110,795) (347,933) (227,859) (145,359)
---------- ---------- ---------- ----------- ----------- ----------
Net investment income (expense) 125,992 82,098 75,885 (283,725) (111,000) (51,298)
---------- ---------- ---------- ----------- ----------- ----------
Net realized gain on investments:
Realized gain from distributions 694,432 879,933 938,582 4,037,056 3,056,780 421,033
Realized gain on sales 803,421 1,352,865 310,747 1,981,320 1,016,065 381,175
---------- ---------- ---------- ----------- ----------- ----------
Net realized gain on investments: 1,497,853 2,232,798 1,249,329 6,018,376 4,072,845 802,208
---------- ---------- ---------- ----------- ----------- ----------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 3,031,759 3,330,524 1,528,943 10,185,551 4,728,383 2,039,425
Unrealized gain on investments,
end of period 2,561,251 3,031,759 3,330,524 18,619,738 10,185,551 4,728,383
---------- ---------- ---------- ----------- ----------- ----------
Net unrealized gain (loss) on
investments (470,508) (298,765) 1,801,581 8,434,187 5,457,168 2,688,958
---------- ---------- ---------- ----------- ----------- ----------
Net gain on investments 1,027,345 1,934,033 3,050,910 14,452,563 9,530,013 3,491,166
---------- ---------- ---------- ----------- ----------- ----------
Net increase in net assets
resulting from operations $1,153,337 $2,016,131 $3,126,795 $14,168,838 $ 9,419,013 $3,439,868
========== ========== ========== =========== =========== ==========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
---------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
---------- -------- -------- -------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 155,887 $163,318 $ 98,942 $ 41,846 $ 21,154 $ 9,219
Expenses:
Mortality and expense charges - VUL-95 (44,402) (38,993) (32,823) (1,503) (806) (219)
Mortality and expense charges - VGSP (25,313) (20,879) (15,095) (2,528) (1,194) (597)
Mortality and expense charges - VUL-100 (19,996) (15,142) (9,246) (9,469) (5,819) (2,776)
Mortality and expense charges - VUL-98 (1,027) (1) 0 (1,934) (4) 0
Mortality and expense charges - JSVUL-98 (102) (2) 0 (4) 0 0
---------- -------- -------- -------- -------- -------
Total expenses (90,840) (75,017) (57,164) (15,438) (7,823) (3,592)
---------- -------- -------- -------- -------- -------
Net investment income 65,047 88,301 41,778 26,408 13,331 5,627
---------- -------- -------- -------- -------- -------
Net realized gain on investments:
Realized gain from distributions 251,431 481,359 392,769 53,005 63,464 23,126
Realized gain on sales 344,512 205,251 73,551 31,755 11,108 10,620
---------- -------- -------- -------- -------- -------
Net realized gain on investments: 595,943 686,610 466,320 84,760 74,572 33,746
---------- -------- -------- -------- -------- -------
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 898,037 701,980 639,437 93,508 54,259 19,793
Unrealized gain on investments,
end of period 4,550,473 898,037 701,980 178,795 93,508 54,259
---------- -------- -------- -------- -------- -------
Net unrealized gain on investments 3,652,436 196,057 62,543 85,287 39,249 34,466
---------- -------- -------- -------- -------- -------
Net gain on investments 4,248,379 882,667 528,863 170,047 113,821 68,212
---------- -------- -------- -------- -------- -------
Net increase in net assets
resulting from operations $4,313,426 $970,968 $570,641 $196,455 $127,152 $73,839
========== ======== ======== ======== ======== =======
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
--------- --------- -------- --------- --------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 282,249 $ 162,896 $ 91,441 $ 3,217 $ 1,564 $ 3,388
Expenses:
Mortality and expense charges - VUL-95 (2,058) (2,432) (2,255) (722) (759) (754)
Mortality and expense charges - VGSP (6,873) (7,426) (4,993) (316) (180) (186)
Mortality and expense charges - VUL-100 (19,402) (10,806) (6,583) (1,242) (1,123) (917)
Mortality and expense charges - VUL-98 (938) (3) 0 (23) 0 0
Mortality and expense charges - JSVUL-98 (284) (2) 0 0 0 0
--------- --------- -------- --------- --------- --------
Total expenses (29,555) (20,669) (13,831) (2,303) (2,062) (1,857)
--------- --------- -------- --------- --------- --------
Net investment income (expense) 252,694 142,227 77,610 914 (498) 1,531
--------- --------- -------- --------- --------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 10,551 103,507 11,302 0 38,415 4,590
Realized gain (loss) on sales (195,235) 17,158 17,736 (40,905) (23,214) (1,380)
--------- --------- -------- --------- --------- --------
Net realized gain (loss) on investments: (184,684) 120,665 29,038 (40,905) 15,201 3,210
--------- --------- -------- --------- --------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period (198,858) 220,773 57,062 (115,608) (10,760) 3,346
Unrealized gain (loss) on investments,
end of period (27,408) (198,858) 220,773 (28,094) (115,608) (10,760)
--------- --------- -------- --------- --------- --------
Net unrealized gain (loss) on
investments 171,450 (419,631) 163,711 87,514 (104,848) (14,106)
--------- --------- -------- --------- --------- --------
Net gain (loss) on investments (13,234) (298,966) 192,749 46,609 (89,647) (10,896)
--------- --------- -------- --------- --------- --------
Net increase (decrease) in net assets
resulting from operations $ 239,460 $(156,739) $270,359 $ 47,523 $ (90,145) $ (9,365)
========= ========= ======== ========= ========= ========
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
PERIOD AND YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY
FUND DIVISION FUND DIVISION<F**>
------------------- -------------------------------------
1999 1998<F*> 1999 1998 1997
-------- -------- ---------- ---------- -------
<S> <C> <C> <C> <C> <C>
Investment income $ 0 $ 0 $ 104,649 $ 34,444 $ 599
Expenses:
Mortality and expense charges - VUL-95 (32) 0 (3,542) (344) 0
Mortality and expense charges - VGSP (88) 0 (65,628) (27,236) (996)
Mortality and expense charges - VUL-100 (340) 0 (3,741) (164) 0
Mortality and expense charges - Russell VUL 0 0 (19,658) (12,992) (1,582)
Mortality and expense charges - VUL-98 (115) (2) (1,847) (20) 0
Mortality and expense charges - JSVUL-98 (8) 0 (282) (4) 0
------- ----- ---------- ---------- -------
Total expenses (583) (2) (94,698) (40,760) (2,578)
------- ----- ---------- ---------- -------
Net investment income (expense) (583) (2) 9,951 (6,316) (1,979)
------- ----- ---------- ---------- -------
Net realized gain on investments:
Realized gain from distributions 0 0 1,357,954 72,664 0
Realized gain (loss) on sales 29,159 0 281,283 66,462 5,224
------- ----- ---------- ---------- -------
Net realized gain on investments: 29,159 0 1,639,237 139,126 5,224
------- ----- ---------- ---------- -------
Net unrealized gain (loss) on investments:
Unrealized gain on investments,
beginning of period 143 0 1,504,566 1,553 0
Unrealized gain (loss) on investments,
end of period 44,010 143 2,118,228 1,504,566 1,553
------- ----- ---------- ---------- -------
Net unrealized gain (loss) on investments 43,867 143 613,662 1,503,013 1,553
------- ----- ---------- ---------- -------
Net gain (loss) on investments 73,026 143 2,252,899 1,642,139 6,777
------- ----- ---------- ---------- -------
Net increase (decrease) in net assets
resulting from operations $72,443 $ 141 $2,262,850 $1,635,823 $ 4,798
======= ===== ========== ========== =======
<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.
<PAGE>
<CAPTION>
CORE BOND
FUND DIVISION<F**>
----------------------------------
1999 1998 1997
--------- -------- -------
<S> <C> <C> <C>
Investment income $ 476,170 $157,233 $ 2,483
Expenses:
Mortality and expense charges - VUL-95 (500) (84) 0
Mortality and expense charges - VGSP (36,113) (17,465) (408)
Mortality and expense charges - VUL-100 (1,424) (20) 0
Mortality and expense charges - Russell VUL (8,800) (6,579) (1,146)
Mortality and expense charges - VUL-98 (1,426) (2) 0
Mortality and expense charges - JSVUL-98 (118) (2) 0
--------- -------- -------
Total expenses (48,381) (24,152) (1,554)
--------- -------- -------
Net investment income (expense) 427,789 133,081 929
--------- -------- -------
Net realized gain on investments:
Realized gain from distributions 292,845 8,034 0
Realized gain (loss) on sales (62,678) 27,645 705
--------- -------- -------
Net realized gain on investments: 230,167 35,679 705
--------- -------- -------
Net unrealized gain (loss) on investments:
Unrealized gain on investments,
beginning of period 99,544 27,482 0
Unrealized gain (loss) on investments,
end of period (651,116) 99,544 27,482
--------- -------- -------
Net unrealized gain (loss) on investments (750,660) 72,062 27,482
--------- -------- -------
Net gain (loss) on investments (520,493) 107,741 28,187
--------- -------- -------
Net increase (decrease) in net assets
resulting from operations $ (92,704) $240,822 $29,116
========= ======== =======
<FN>
<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.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
----------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- ------- ---------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 13,632 $ 3,204 $ 23 $ 75,751 $ 18,758 $ 0
Expenses:
Mortality and expense charges - VUL-95 (1,191) (233) 0 (1,218) (207) 0
Mortality and expense charges - VGSP (15,730) (9,648) (505) (16,258) (9,418) (496)
Mortality and expense charges - VUL-100 (891) (47) 0 (1,045) (21) 0
Mortality and expense charges -
Russell VUL (6,519) (5,729) (682) (5,664) (3,734) (649)
Mortality and expense charges - VUL-98 (1,111) (18) 0 (458) (3) 0
Mortality and expense charges - JSVUL-98 (84) 0 0 (98) (2) 0
-------- -------- ------- ---------- -------- --------
Total expenses (25,526) (15,675) (1,187) (24,741) (13,385) (1,145)
-------- -------- ------- ---------- -------- --------
Net investment income (expense) (11,894) (12,471) (1,164) 51,010 5,373 (1,145)
-------- -------- ------- ---------- -------- --------
Net realized gain (loss) on investments:
Realized gain from distributions 21,933 103,600 0 104,370 5,331 0
Realized gain (loss) on sales (47,751) (61,039) 2,158 109,735 (18,787) 78
-------- -------- ------- ---------- -------- --------
Net realized gain (loss) on
investments: (25,818) 42,561 2,158 214,105 (13,456) 78
-------- -------- ------- ---------- -------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period (22,415) 23,627 0 160,666 (57,317) 0
Unrealized gain (loss) on investments,
end of period 318,975 (22,415) 23,627 1,132,570 160,666 (57,317)
-------- -------- ------- ---------- -------- --------
Net unrealized gain (loss) on
investments 341,390 (46,042) 23,627 971,904 217,983 (57,317)
-------- -------- ------- ---------- -------- --------
Net gain (loss) on investments 315,572 (3,481) 25,785 1,186,009 204,527 (57,239)
-------- -------- ------- ---------- -------- --------
Net increase (decrease) in net assets
resulting from operations $303,678 $(15,952) $24,621 $1,237,019 $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)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- ---------------------- ----------------------
1999 1998<F*> 1999 1998<F*> 1999 1998<F*>
------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 8 $ 35 $ 0 $ 0 $ 48 $ 0
Expenses:
Mortality and expense charges - VUL-95 (39) 0 (12) 0 0 0
Mortality and expense charges - VGSP (31) 0 (92) 0 (22) 0
Mortality and expense charges - VUL-100 (680) 0 (389) 0 (305) 0
Mortality and expense charges - VUL-98 (1,556) (3) (475) 0 (208) (1)
Mortality and expense charges - JSVUL-98 (58) 0 (21) 0 (6) 0
------- ----- -------- ----- -------- -----
Total expenses (2,364) (3) (989) 0 (541) (1)
------- ----- -------- ----- -------- -----
Net investment income (expense) (2,356) 32 (989) 0 (493) (1)
------- ----- -------- ----- -------- -----
Net realized gain on investments:
Realized gain from distributions 0 0 0 0 450 0
Realized gain (loss) on sales 34,901 12 49,932 5 (14,864) 0
------- ----- -------- ----- -------- -----
Net realized gain (loss) on investments: 34,901 12 49,932 5 (14,414) 0
------- ----- -------- ----- -------- -----
Net unrealized gain on investments:
Unrealized gain on investments,
beginning of period 471 0 45 0 85 0
Unrealized gain on investments,
end of period 43,675 471 120,672 45 1,835 85
------- ----- -------- ----- -------- -----
Net unrealized gain on investments 43,204 471 120,627 45 1,750 85
------- ----- -------- ----- -------- -----
Net gain (loss) on investments 78,105 483 170,559 50 (12,664) 85
------- ----- -------- ----- -------- -----
Net increase (decrease) in net assets
resulting from operations $75,749 $ 515 $169,570 $ 50 $(13,157) $ 84
======= ===== ======== ===== ======== =====
<FN>
<F*>The Income & Growth Fund, International Fund, and Value Fund began operations on September 15, 1998. (continued)
See accompanying notes to the financial statements.
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
--------------------- ----------------------
1999 1998<F*> 1999 1998<F*>
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Investment income:
Dividend income $ 2,328 $ 0 $ 104 $ 4
Expenses:
Mortality and expense charges - VUL-95 (15) 0 (36) 0
Mortality and expense charges - VGSP (20) 0 (91) 0
Mortality and expense charges - VUL-100 (8) 0 (32) 0
Mortality and expense charges - VUL-98 (171) (1) (519) (4)
Mortality and expense charges - JSVUL-98 (7) 0 (53) 0
------- ----- -------- -----
Total expenses (221) (1) (731) (4)
------- ----- -------- -----
Net investment income (expense) 2,107 (1) (627) 0
------- ----- -------- -----
Net realized gain (loss) on investments:
Realized gain from distributions 40 0 11,337 71
Realized gain (loss) on sales (262) 0 4,540 9
------- ----- -------- -----
Net realized gain (loss) on investments: (222) 0 15,877 80
------- ----- -------- -----
Net unrealized gain (loss) on investments:
Unrealized gain on investments,
beginning of period 3 0 187 0
Unrealized gain (loss) on investments,
end of period (2,015) 3 96,610 187
------- ----- -------- -----
Net unrealized gain (loss) on investments (2,018) 3 96,423 187
------- ----- -------- -----
Net gain (loss) on investments (2,240) 3 112,300 267
------- ----- -------- -----
Net increase (decrease) in net assets
resulting from operations $ (133) $ 2 $111,673 $ 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, 1999, 1998, AND 1997
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (404,761) $ (246,025) $ (125,228) $ (60,049) $ (45,604) $ (36,015)
Net realized gain on investments 6,020,806 3,142,731 2,484,096 548,377 435,619 73,476
Net unrealized gain (loss) on
investments 3,741,542 4,823,143 1,526,899 (108,747) (110,593) 183,867
----------- ----------- ----------- ---------- ---------- ----------
Net increase in net assets
resulting from operations 9,357,587 7,719,849 3,885,767 379,581 279,422 221,328
Net deposits into (deductions from)
Separate Account 8,977,500 14,119,467 2,209,424 2,797,074 (2,860,090) 932,501
----------- ----------- ----------- ---------- ---------- ----------
Increase (decrease) in net assets 18,335,087 21,839,316 6,095,191 3,176,655 (2,580,668) 1,153,829
Net assets, beginning of period 42,417,639 20,578,323 14,483,132 6,735,587 9,316,255 8,162,426
----------- ----------- ----------- ---------- ---------- ----------
Net assets, end of period $60,752,726 $42,417,639 $20,578,323 $9,912,242 $6,735,587 $9,316,255
=========== =========== =========== ========== ========== ==========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
--------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ----------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (49,087) $ (33,130) $ (22,907) $ (50,674) $ (40,187) $ (29,512)
Net realized gain (loss) on investments 357,632 271,592 (10,472) 472,578 700,721 346,937
Net unrealized gain (loss) on
investments (528,508) 63,834 250,471 (325,744) (48,504) 368,231
---------- ---------- ----------- ---------- ---------- ----------
Net increase in net assets
resulting from operations (219,963) 302,296 217,092 96,160 612,030 685,656
Net deposits into (deductions from)
Separate Account 1,249,584 1,356,281 (3,532,130) 761,498 679,065 779,803
---------- ---------- ----------- ---------- ---------- ----------
Increase (decrease) in net assets 1,029,621 1,658,577 (3,315,038) 857,658 1,291,095 1,465,459
Net assets, beginning of period 5,107,121 3,448,544 6,763,582 5,526,410 4,235,315 2,769,856
---------- ---------- ----------- ---------- ---------- ----------
Net assets, end of period $6,136,742 $5,107,121 $ 3,448,544 $6,384,068 $5,526,410 $4,235,315
========== ========== =========== ========== ========== ==========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
----------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (130,807) $ (96,929) $ (80,244) $ (90,299) $ (75,098) $ (62,954)
Net realized gain on investments 1,091,284 1,376,431 507,259 460,726 341,655 357,331
Net unrealized gain (loss) on
investments 2,321,622 574,168 1,104,802 2,469,103 1,228,544 (199,315)
----------- ----------- ----------- ----------- ---------- ----------
Net increase in net assets
resulting from operations 3,282,099 1,853,670 1,531,817 2,839,530 1,495,101 95,062
Net deposits into
Separate Account 1,858,100 1,102,997 909,812 237,255 557,433 979,833
----------- ----------- ----------- ----------- ---------- ----------
Increase in net assets 5,140,199 2,956,667 2,441,629 3,076,785 2,052,534 1,074,895
Net assets, beginning of period 13,432,972 10,476,305 8,034,676 9,916,827 7,864,293 6,789,398
----------- ----------- ----------- ----------- ---------- ----------
Net assets, end of period $18,573,171 $13,432,972 $10,476,305 $12,993,612 $9,916,827 $7,864,293
=========== =========== =========== =========== ========== ==========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997<F**>
---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment expense $ (57,427) $ (54,944) $ (40,537) $ (21,138) $ (14,676) $ (2,283)
Net realized gain (loss) on investments 256,018 401,831 451,508 (83,189) 45,675 150,417
Net unrealized gain (loss) on
investments 751,193 (580,273) 945,457 (25,587) (280,946) (133,375)
---------- ---------- ---------- ---------- ---------- ----------
Net increase (decrease) in net assets
resulting from operations 949,784 (233,386) 1,356,428 (129,914) (249,947) 14,759
Net deposits into (deductions from)
Separate Account 26,099 1,376,768 793,111 672,746 1,480,805 1,129,095
---------- ---------- ---------- ---------- ---------- ----------
Increase in net assets 975,883 1,143,382 2,149,539 542,832 1,230,858 1,143,854
Net assets, beginning of period 7,378,098 6,234,716 4,085,177 2,374,712 1,143,854 0
---------- ---------- ---------- ---------- ---------- ----------
Net assets, end of period $8,353,981 $7,378,098 $6,234,716 $2,917,544 $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)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
----------------------------------------- -----------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 125,992 $ 82,098 $ 75,885 $ (283,725) $ (111,000) $ (51,298)
Net realized gain on investments 1,497,853 2,232,798 1,249,329 6,018,376 4,072,845 802,208
Net unrealized gain (loss) on
investments (470,508) (298,765) 1,801,581 8,434,187 5,457,168 2,688,958
----------- ----------- ----------- ----------- ----------- -----------
Net increase in net assets
resulting from operations 1,153,337 2,016,131 3,126,795 14,168,838 9,419,013 3,439,868
Net deposits into
Separate Account 2,171,008 1,818,144 3,516,214 6,264,467 3,631,816 5,418,111
----------- ----------- ----------- ----------- ----------- -----------
Increase in net assets 3,324,345 3,834,275 6,643,009 20,433,305 13,050,829 8,857,979
Net assets, beginning of period 20,830,092 16,995,817 10,352,808 35,279,420 22,228,591 13,370,612
----------- ----------- ----------- ----------- ----------- -----------
Net assets, end of period $24,154,437 $20,830,092 $16,995,817 $55,712,725 $35,279,420 $22,228,591
=========== =========== =========== =========== =========== ===========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
--------------------------------------- ------------------------------------
1999 1998 1997 1999 1998 1997
----------- ---------- ---------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income $ 65,047 $ 88,301 $ 41,778 $ 26,408 $ 13,331 $ 5,627
Net realized gain on investments 595,943 686,610 466,320 84,760 74,572 33,746
Net unrealized gain on investments 3,652,436 196,057 62,543 85,287 39,249 34,466
----------- ---------- ---------- ---------- ---------- --------
Net increase in net assets
resulting from operations 4,313,426 970,968 570,641 196,455 127,152 73,839
Net deposits into
Separate Account 765,467 830,006 2,154,913 984,955 531,902 227,154
----------- ---------- ---------- ---------- ---------- --------
Increase in net assets 5,078,893 1,800,974 2,725,554 1,181,410 659,054 300,993
Net assets, beginning of period 9,972,458 8,171,484 5,445,930 1,236,511 577,457 276,464
----------- ---------- ---------- ---------- ---------- --------
Net assets, end of period $15,051,351 $9,972,458 $8,171,484 $2,417,921 $1,236,511 $577,457
=========== ========== ========== ========== ========== ========
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 252,694 $ 142,227 $ 77,610 $ 914 $ (498) $ 1,531
Net realized gain (loss) on investments (184,684) 120,665 29,038 (40,905) 15,201 3,210
Net unrealized gain (loss) on
investments 171,450 (419,631) 163,711 87,514 (104,848) (14,106)
---------- ---------- ---------- -------- -------- --------
Net increase (decrease) in net assets
resulting from operations 239,460 (156,739) 270,359 47,523 (90,145) (9,365)
Net deposits into
Separate Account 1,146,113 970,866 711,529 47,731 41,428 92,851
---------- ---------- ---------- -------- -------- --------
Increase (decrease) in net assets 1,385,573 814,127 981,888 95,254 (48,717) 83,486
Net assets, beginning of period 2,987,046 2,172,919 1,191,031 221,088 269,805 186,319
---------- ---------- ---------- -------- -------- --------
Net assets, end of period $4,372,619 $2,987,046 $2,172,919 $316,342 $221,088 $269,805
========== ========== ========== ======== ======== ========
<FN>
<F*>This fund was formerly known as the Gold & Natural Rescources Fund.
See accompanying notes to the financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY
FUND DIVISION FUND DIVISION<F**>
--------------------- ------------------------------------------
1999 1998<F*> 1999 1998 1997
-------- -------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ (583) $ (2) $ 9,951 $ (6,316) $ (1,979)
Net realized gain on investments 29,159 0 1,639,237 139,126 5,224
Net unrealized gain (loss) on investments 43,867 143 613,662 1,503,013 1,553
-------- ------ ----------- ----------- ----------
Net increase (decrease) in net assets
resulting from operations 72,443 141 2,262,850 1,635,823 4,798
Net deposits into
Separate Account 194,510 1,700 3,014,155 7,540,459 2,534,482
-------- ------ ----------- ----------- ----------
Increase in net assets 266,953 1,841 5,277,005 9,176,282 2,539,280
Net assets, beginning of period 1,841 0 11,715,562 2,539,280 0
-------- ------ ----------- ----------- ----------
Net assets, end of period $268,794 $1,841 $16,992,567 $11,715,562 $2,539,280
======== ====== =========== =========== ==========
<CAPTION>
CORE BOND
FUND DIVISION<F**>
--------------------------------------
1999 1998 1997
---------- ---------- ----------
<S> <C> <C> <C>
Operations:
Net investment income (expense) $ 427,789 $ 133,081 $ 929
Net realized gain on investments 230,167 35,679 705
Net unrealized gain (loss) on investments (750,660) 72,062 27,482
---------- ---------- ----------
Net increase (decrease) in net assets
resulting from operations (92,704) 240,822 29,116
Net deposits into
Separate Account 3,244,804 5,262,341 1,125,291
---------- ---------- ----------
Increase in net assets 3,152,100 5,503,163 1,154,407
Net assets, beginning of period 6,657,570 1,154,407 0
---------- ---------- ----------
Net assets, end of period $9,809,670 $6,657,570 $1,154,407
========== ========== ==========
<FN>
<F*>The Worldwide Emerging Markets Fund 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)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
-------------------------------------- ------------------------------------
1999 1998 1997 1999 1998 1997
---------- ---------- ---------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ (11,894) $ (12,471) $ (1,164) $ 51,010 $ 5,373 $ (1,145)
Net realized gain (loss) on investments (25,818) 42,561 2,158 214,105 (13,456) 78
Net unrealized gain (loss) on investments 341,390 (46,042) 23,627 971,904 217,983 (57,317)
---------- ---------- ---------- ---------- ---------- --------
Net increase (decrease) in net assets
resulting from operations 303,678 (15,952) 24,621 1,237,019 209,900 (58,384)
Net deposits into
Separate Account 607,124 2,627,723 1,320,804 349,703 2,418,138 842,227
---------- ---------- ---------- ---------- ---------- --------
Increase in net assets 910,802 2,611,771 1,345,425 1,586,722 2,628,038 783,843
Net assets, beginning of period 3,957,196 1,345,425 0 3,411,881 783,843 0
---------- ---------- ---------- ---------- ---------- --------
Net assets, end of period $4,867,998 $3,957,196 $1,345,425 $4,998,603 $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)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- --------------------- ---------------------
1999 1998<F*> 1999 1998<F*> 1999 1998<F*>
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ (2,356) $ 32 $ (989) $ 0 $ (493) $ (1)
Net realized gain (loss) on investments 34,901 12 49,932 5 (14,414) 0
Net unrealized gain on investments 43,204 471 120,627 45 1,750 85
-------- ------ -------- ---- -------- ------
Net increase (decrease) in net assets
resulting from operations 75,749 515 169,570 50 (13,157) 84
Net deposits into
Separate Account 652,207 6,845 433,721 853 106,165 3,786
-------- ------ -------- ---- -------- ------
Increase in net assets 727,956 7,360 603,291 903 93,008 3,870
Net assets, beginning of period 7,360 0 903 0 3,870 0
-------- ------ -------- ---- -------- ------
Net assets, end of period $735,316 $7,360 $604,194 $903 $ 96,878 $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)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1999, AND 1998
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
-------------------- ---------------------
1999 1998<F*> 1999 1998<F*>
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Operations:
Net investment income (expense) $ 2,107 $ (1) $ (627) $ 0
Net realized gain (loss) on investments (222) 0 15,877 80
Net unrealized gain (loss) on investments (2,018) 3 96,423 187
-------- ------ -------- ------
Net increase (decrease) in net assets
resulting from operations (133) 2 111,673 267
Net deposits into
Separate Account 138,293 3,299 482,575 2,922
-------- ------ -------- ------
Increase in net assets 138,160 3,301 594,248 3,189
Net assets, beginning of period 3,301 0 3,189 0
-------- ------ -------- ------
Net assets, end of period $141,461 $3,301 $597,437 $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, 1999
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.
On January 6, 2000, Metropolitan Life Insurance Company (Metlife),
headquartered in New York City, purchased 100% of GenAmerica Corporation
(the Company) for $1.2 billion in cash. The acquisition was a result of
liquidity problems encountered by the Company's wholly-owned subsidiary
General American Life Insurance Company (General American) during 1999.
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, 1999
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 ten, 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, 1999
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%, .50%, .55%, and .55% for VUL-95,
VGSP, VUL-100, Russell VUL, VUL 98, and JSVUL-98, respectively.
VUL-95, VGSP, VUL-100, Russell VUL, VUL-98, and JSVUL-98 mortality
and expense charges for 1999 were $583,872, $528,396, $524,079,
$40,641, $54,323, and $5,931 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, 1999
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.
Effective April 30, 1999, the three divisions of the American Century
funds, the two divisions of the J. P. Morgan funds, and the Worldwide
Emerging Markets Division offered by Van Eck Associates became available
for Variable Universal Life (VUL-95), Variable General Select Plus
(VGSP), and Variable Universal Life (VUL-100).
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999
NOTE 5 - PURCHASES AND SALES
During the year ended December 31, 1999, 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 $17,996,914 $20,864,176 $2,462,394 $1,821,337 $4,740,174 $1,395,034 $1,564,641 $1,455,784
=========== =========== ========== ========== ========== ========== ========== ==========
Sales $ 5,552,782 $17,520,562 $ 896,592 $ 809,643 $2,550,835 $1,076,698 $1,568,690 $ 678,628
=========== =========== ========== ========== ========== ========== ========== ==========
</TABLE>
During the year ended December 31, 1999, 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 $5,903,602 $13,832,577 $2,346,334 $3,304,883
========== =========== ========== ==========
Sales $2,961,663 $ 3,848,234 $1,263,050 $1,892,920
========== =========== ========== ==========
</TABLE>
During the year ended December 31, 1999, 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 $1,731,627
==========
Sales $ 664,603
==========
</TABLE>
During the year ended December 31, 1999, 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 $122,599 $529,983
======== ========
Sales $ 72,844 $344,809
======== ========
</TABLE>
During the year ended December 31, 1999, 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 $6,023,787 $5,542,508 $1,238,176 $1,216,509
========== ========== ========== ==========
Sales $1,281,297 $1,342,535 $ 630,824 $ 703,797
========== ========== ========== ==========
</TABLE>
<PAGE>
<PAGE>
During the period ended December 31, 1999, 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 $1,164,782 $792,441 $399,886
========== ======== ========
Sales $ 514,040 $359,568 $293,873
========== ======== ========
</TABLE>
During the period ended December 31, 1999, 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 $154,493 $541,150
======== ========
Sales $ 14,002 $ 49,236
======== ========
</TABLE>
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<TABLE>
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
-------- ------- -------- -------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 40,318 53,610 70,404 56,074 63,693 98,719
Withdrawals (51,800) (44,959) (29,686) (31,779) (66,600) (110,821)
Outstanding units, beginning of year 244,956 236,305 195,587 43,796 46,703 58,805
-------- ------- -------- -------- ---------- --------
Outstanding units, end of year 233,474 244,956 236,305 68,091 43,796 46,703
======== ======= ======== ======== ========== ========
Variable General Select Plus:
Deposits 143,955 313,540 146,632 636,987 1,380,901 942,448
Withdrawals (105,975) (55,730) (305,772) (500,114) (1,744,430) (900,950)
Outstanding units, beginning of year 506,304 248,494 407,634 172,324 535,853 494,355
-------- ------- -------- -------- ---------- --------
Outstanding units, end of year 544,284 506,304 248,494 309,197 172,324 535,853
======== ======= ======== ======== ========== ========
Variable Universal Life - 100:
Deposits 195,193 384,015 212,106 343,675 825,392 738,912
Withdrawals (130,533) (89,826) (41,462) (400,299) (824,924) (707,676)
Outstanding units, beginning of year 587,054 292,865 122,221 166,596 166,128 134,892
-------- ------- -------- -------- ---------- --------
Outstanding units, end of year 651,714 587,054 292,865 109,972 166,596 166,128
======== ======= ======== ======== ========== ========
Russell Variable Universal Life:<F*>
Deposits 0 36,281 435,785
Withdrawals 0 (44,828) (427,238)
Outstanding units, beginning of year 0 8,547 0
-------- ---------- --------
Outstanding units, end of year 0 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
---------------------- --------------------------
1999 1998 1999 1998
------- ------ ---------- -------
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 493,771 12,188 1,665,714 190,317
Withdrawals (59,617) (256) (1,553,256) (40,880)
Outstanding units, beginning of year 11,932 0 149,437 0
------- ------ ---------- -------
Outstanding units, end of year 446,086 11,932 261,895 149,437
======= ====== ========== =======
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 93,119 105 206,783 27,427
Withdrawals (23,926) (2) (195,215) (3,565)
Outstanding units, beginning of year 103 0 23,862 0
------- ------ ---------- -------
Outstanding units, end of year 69,296 103 35,430 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
----------------------------------- ---------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 19,306 25,406 45,996 12,253 16,942 20,213
Withdrawals (14,321) (12,912) (19,985) (14,768) (13,618) (19,170)
Outstanding units, beginning of year 109,948 97,454 71,443 96,034 92,710 91,667
------- ------- ------- ------- ------- -------
Outstanding units, end of year 114,933 109,948 97,454 93,519 96,034 92,710
======= ======= ======= ======= ======= =======
Variable General Select Plus:
Deposits 23,730 29,830 26,599 11,280 12,156 22,411
Withdrawals (9,825) (9,429) (398,540) (6,022) (8,587) (10,526)
Outstanding units, beginning of year 70,801 50,400 422,341 41,050 37,481 25,596
------- ------- -------- ------- ------- -------
Outstanding units, end of year 84,706 70,801 50,400 46,308 41,050 37,481
======= ======= ======== ======= ======= =======
Variable Universal Life - 100:
Deposits 63,648 84,402 38,781 34,949 40,129 38,918
Withdrawals (30,779) (26,455) (8,471) (16,792) (15,741) (8,793)
Outstanding units, beginning of year 113,583 55,636 25,326 68,790 44,402 14,277
------- ------- -------- ------- ------- -------
Outstanding units, end of year 146,452 113,583 55,636 86,947 68,790 44,402
======= ======= ======== ======= ======= =======
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------- -------------------
1999 1998 1999 1998
------- ---- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 65,154 558 23,377 727
Withdrawals (23,294) (5) (2,443) (13)
Outstanding units, beginning of year 553 0 714 0
------- --- ------ ---
Outstanding units, end of year 42,413 553 21,648 714
======= === ====== ===
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 6,676 88 3,213 0
Withdrawals (270) (2) (169) 0
Outstanding units, beginning of year 86 0 0 0
------- --- ------ ---
Outstanding units, end of year 6,492 86 3,044 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 36,270 44,015 58,255 24,166 35,296 56,157
Withdrawals (37,511) (32,243) (49,785) (30,239) (36,243) (45,488)
Outstanding units, beginning of year 294,610 282,838 274,368 174,279 175,226 164,557
------- ------- ------- ------- ------- -------
Outstanding units, end of year 293,369 294,610 282,838 168,206 174,279 175,226
======= ======= ======= ======= ======= =======
Variable General Select Plus:
Deposits 62,080 29,160 21,682 15,664 42,140 35,709
Withdrawals (56,513) (24,120) (10,372) (11,959) (34,648) (10,776)
Outstanding units, beginning of year 77,547 72,507 61,197 77,550 70,058 45,125
------- ------- ------- ------- ------- -------
Outstanding units, end of year 83,114 77,547 72,507 81,255 77,550 70,058
======= ======= ======= ======= ======= =======
Variable Universal Life - 100:
Deposits 58,534 49,412 44,721 43,793 54,490 56,601
Withdrawals (25,963) (16,133) (11,617) (41,530) (20,835) (15,926)
Outstanding units, beginning of year 88,353 55,074 21,970 117,078 83,423 42,748
------- ------- ------- ------- ------- -------
Outstanding units, end of year 120,924 88,353 55,074 119,341 117,078 83,423
======= ======= ======= ======= ======= =======
General American Life Insurance Company
seed money:
Deposits 0 0 0
Withdrawals 0 0 0
Outstanding units, beginning of year 200,000 200,000 200,000
------- ------- -------
Outstanding units, end of year 200,000 200,000 200,000
======= ======= =======
<FN>
<F*>This fund was formerly known as the International Equity Fund.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
--------------------- -------------------
1999 1998 1999 1998
------ ----- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 77,838 1,037 19,887 710
Withdrawals (1,877) (14) (2,009) (17)
Outstanding units, beginning of year 1,023 0 693 0
------ ----- ------ ---
Outstanding units, end of year 76,984 1,023 18,571 693
====== ===== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 10,560 0 4,680 83
Withdrawals (432) 0 (245) (2)
Outstanding units, beginning of year 0 0 81 0
------ ----- ------ ---
Outstanding units, end of year 10,128 0 4,516 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997 for the Mid-Cap Equity
Fund Division and the year ended December 31, 1999, 1998 and period
ended December 31, 1997 for the Small-Cap Equity Fund Division.
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
----------------------------------- ----------------------------------
1999 1998 1997 1999 1998 1997<F**>
------- ------- ------- ------ ------ ---------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 23,187 33,622 50,013 8,482 19,324 35,503
Withdrawals (35,782) (32,360) (61,032) (7,148) (5,547) (326)
Outstanding units, beginning of period 175,383 174,121 185,140 48,954 35,177 0
------- ------- ------- ------ ------ ------
Outstanding units, end of period 162,788 175,383 174,121 50,288 48,954 35,177
======= ======= ======= ====== ====== ======
Variable General Select Plus:
Deposits 23,177 58,976 43,764 45,417 65,121 30,298
Withdrawals (31,804) (28,754) (14,054) (23,263) (23,984) (271)
Outstanding units, beginning of period 108,141 77,919 48,209 71,164 30,027 0
------- ------- ------- ------ ------ ------
Outstanding units, end of period 99,514 108,141 77,919 93,318 71,164 30,027
======= ======= ======= ====== ====== ======
Variable Universal Life - 100:
Deposits 46,286 56,900 36,664 43,499 70,656 23,110
Withdrawals (40,979) (22,387) (15,674) (38,432) (10,421) (540)
Outstanding units, beginning of period 87,742 53,229 32,239 82,805 22,570 0
------- ------- ------- ------ ------ ------
Outstanding units, end of period 93,049 87,742 53,229 87,872 82,805 22,570
======= ======= ======= ====== ====== ======
<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>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, and 1998:
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
------------------- -------------------
1999 1998 1999 1998
------ ---- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 27,940 595 30,720 644
Withdrawals (2,928) (23) (4,697) (25)
Outstanding units, beginning of year 572 0 619 0
------ ---- ------ ---
Outstanding units, end of year 25,584 572 26,642 619
====== ==== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 4,042 168 6,826 168
Withdrawals (574) (5) (1,009) (5)
Outstanding units, beginning of year 163 0 163 0
------ ---- ------ ---
Outstanding units, end of year 3,631 163 5,980 163
====== ==== ====== ===
<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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
------------------------------------ ------------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 54,849 59,416 73,369 58,832 69,876 110,237
Withdrawals (72,847) (47,519) (68,932) (78,887) (72,411) (69,361)
Outstanding units, beginning of year 304,241 292,344 287,907 405,378 407,913 367,037
------- ------- ------- ------- ------- -------
Outstanding units, end of year 286,243 304,241 292,344 385,323 405,378 407,913
======= ======= ======= ======= ======= =======
Variable General Select Plus:
Deposits 97,662 99,382 107,293 158,244 99,249 151,169
Withdrawals (67,788) (42,509) (41,943) (93,901) (40,684) (56,898)
Outstanding units, beginning of year 283,014 226,141 160,791 386,583 328,018 233,747
------- ------- ------- ------- ------- -------
Outstanding units, end of year 312,888 283,014 226,141 450,926 386,583 328,018
======= ======= ======= ======= ======= =======
Variable Universal Life - 100:
Deposits 99,022 179,653 161,018 158,445 226,944 227,448
Withdrawals (79,710) (166,343) (42,604) (109,918) (114,919) (64,065)
Outstanding units, beginning of year 295,584 282,274 163,860 474,406 362,381 198,998
------- ------- ------- ------- ------- -------
Outstanding units, end of year 314,896 295,584 282,274 522,933 474,406 362,381
======= ======= ======= ======= ======= =======
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
--------------------- ---------------------
1999 1998 1999 1998
------- ----- ------- -----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 113,215 2,270 250,110 3,901
Withdrawals (8,208) (115) (21,492) (108)
Outstanding units, beginning of year 2,155 0 3,793 0
------- ----- ------- -----
Outstanding units, end of year 107,162 2,155 232,411 3,793
======= ===== ======= =====
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 16,121 247 26,076 79
Withdrawals (856) (7) (1,917) (2)
Outstanding units, beginning of year 240 0 77 0
------- ----- ------- -----
Outstanding units, end of year 15,505 240 24,236 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998, and 1997:
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
----------------------------------- --------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life-95:
Deposits 32,130 46,762 73,211 6,173 7,584 1,053
Withdrawals (38,877) (41,684) (33,419) (4,532) (605) (364)
Outstanding units, beginning of year 247,641 242,563 202,771 9,111 2,132 1,443
------- ------- ------- ------ ------ ------
Outstanding units, end of year 240,894 247,641 242,563 10,752 9,111 2,132
======= ======= ======= ====== ====== ======
Variable General Select Plus:
Deposits 50,014 60,426 78,015 14,236 7,255 4,792
Withdrawals (24,381) (48,932) (24,003) (4,489) (423) (1,323)
Outstanding units, beginning of year 180,202 168,708 114,696 14,512 7,680 4,211
------- ------- ------- ------ ------ ------
Outstanding units, end of year 205,835 180,202 168,708 24,259 14,512 7,680
======= ======= ======= ====== ====== ======
Variable Universal Life-100:
Deposits 47,585 62,350 61,939 34,209 30,521 19,775
Withdrawals (52,739) (27,368) (16,003) (21,189) (9,795) (6,893)
Outstanding units, beginning of year 135,925 100,943 55,007 50,801 30,075 17,193
------- ------- ------- ------ ------ ------
Outstanding units, end of year 130,771 135,925 100,943 63,821 50,801 30,075
======= ======= ======= ====== ====== ======
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------------- -------------------
1999 1998 1999 1998
------ ---- ------ ----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 39,237 601 53,511 697
Withdrawals (3,669) (18) (4,287) (62)
Outstanding units, beginning of year 583 0 635 0
------ --- ------ ---
Outstanding units, end of year 36,151 583 49,859 635
====== === ====== ===
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 3,258 168 431 0
Withdrawals (466) (5) (302) 0
Outstanding units, beginning of year 163 0 0 0
------ --- ------ ---
Outstanding units, end of year 2,955 163 129 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999, 1998,and 1997:
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSET
FUND DIVISION FUND DIVISION<F*>
----------------------------------- --------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life-95:
Deposits 2,853 6,498 8,197 865 3,234 5,256
Withdrawals (11,513) (2,233) (10,956) (1,622) (3,278) (857)
Outstanding units, beginning of period 22,837 18,572 21,331 10,282 10,326 5,927
------- ------- ------- ------ ------ ------
Outstanding units, end of period 14,177 22,837 18,572 9,525 10,282 10,326
======= ======= ======= ====== ====== ======
Variable General Select Plus:
Deposits 21,266 28,629 36,763 4,811 513 1,994
Withdrawals (47,125) (5,891) (8,788) (312) (937) (3,232)
Outstanding units, beginning of year 87,370 64,632 36,657 2,468 2,892 4,130
------- ------- ------- ------ ------ ------
Outstanding units, end of year 61,511 87,370 64,632 6,967 2,468 2,892
======= ======= ======= ====== ====== ======
Variable Universal Life-100:
Deposits 143,496 57,671 39,145 7,343 8,405 7,159
Withdrawals (64,124) (17,259) (9,470) (6,724) (3,275) (2,531)
Outstanding units, beginning of year 109,650 69,238 39,563 15,703 10,573 5,945
------- ------- ------- ------ ------ ------
Outstanding units, end of year 189,022 109,650 69,238 16,322 15,703 10,573
======= ======= ======= ====== ====== ======
<CAPTION>
WORLDWIDE
EMERGING MARKETS
FUND DIVISION<F**>
--------------------
1999
------
<S> <C>
Variable Universal Life-95:
Deposits 4,159
Withdrawals (1,480)
Outstanding units, beginning of period 0
------
Outstanding units, end of period 2,679
======
Variable General Select Plus:
Deposits 9,565
Withdrawals (62)
Outstanding units, beginning of year 0
------
Outstanding units, end of year 9,503
======
Variable Universal Life-100:
Deposits 11,327
Withdrawals (9,704)
Outstanding units, beginning of year 0
------
Outstanding units, end of year 1,623
======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
<F**>The Worldwide Emerging Markets Fund began operations on September 15, 1998. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
WORLDWIDE
HIGH INCOME WORLDWIDE HARD ASSETS EMERGING MARKETS
FUND DIVISION FUND DIVISION<F**> FUND DIVISION
------------------ --------------------- -------------------
1999 1998 1999 1998 1999 1998<F***>
------ ------ ------ ------- ------ ----------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 98:<F*>
Deposits 44,520 1,163 950 11 1,992 159
Withdrawals (3,941) (29) (124) 0 (453) (9)
Outstanding units, beginning of year 1,134 0 11 0 150 0
------ ----- ---- -- ----- ---
Outstanding units, end of year 41,713 1,134 837 11 1,689 150
====== ===== ==== == ===== ===
Joint and Survivor Variable Universal Life - 98:<F*>
Deposits 6,839 175 345 0
Withdrawals (1,080) (5) (28) 0
Outstanding units, beginning of year 170 0 0 0
------ ----- ----- ---
Outstanding units, end of year 5,929 170 317 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.
<F***> The Worldwide Emerging Markets Fund began operations on September 15, 1998. (continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1999, 1998 and 1997:
<CAPTION>
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION<F*> FUND DIVISION<F*>
----------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------- ------- ------- ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 25,719 15,537 0 2,587 4,116 0
Withdrawals (2,365) (679) 0 (335) (46) 0
Outstanding units, beginning of period 14,858 0 0 4,070 0 0
------- ------- ------- ------- ------- ------
Outstanding units, end of period 38,212 14,858 0 6,322 4,070 0
======= ======= ======= ======= ======= ======
Variable General Select Plus:<F***>
Deposits 167,069 456,763 47,597 310,229 450,004 21,805
Withdrawals (72,422) (30,453) (667) (60,786) (73,816) (391)
Outstanding units, beginning of period 473,240 46,930 0 397,602 21,414 0
------- ------- ------- ------- ------- ------
Outstanding units, end of period 567,887 473,240 46,930 647,045 397,602 21,414
======= ======= ======= ======= ======= ======
Variable Universal Life - 100:<F****>
Deposits 56,809 8,637 0 39,861 807 0
Withdrawals (22,765) (1,360) 0 (32,644) (123) 0
Outstanding units, beginning of year 7,277 0 0 684 0 0
------- ------- ------- ------- ------- ------
Outstanding units, end of year 41,321 7,277 0 7,901 684 0
======= ======= ======= ======= ======= ======
Russell Variable Universal Life: <F*****>
Deposits 9,282 81,464 153,054 3,615 91,724 86,149
Withdrawals (8,686) (9,164) (1,563) (10,478) (10,534) (2,024)
Outstanding units, beginning of period 223,791 151,491 0 165,315 84,125 0
------- ------- ------- ------- ------- ------
Outstanding units, end of period 224,387 223,791 151,491 158,452 165,315 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999, and 1998:
<CAPTION>
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION<F*> FUND DIVISION<F*>
--------------------- ---------------------
1999 1998 1999 1998
------ ----- ------ -----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 59,760 4,052 36,182 788
Withdrawals (8,199) (101) (9,781) (9)
Outstanding units, beginning of year 3,951 0 779 0
------ ----- ------ ---
Outstanding units, end of year 55,512 3,951 27,180 779
====== ===== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 7,599 410 6,321 169
Withdrawals (838) (12) (255) (5)
Outstanding units, beginning of year 398 0 164 0
------ ----- ------ ---
Outstanding units, end of year 7,159 398 6,230 164
====== ===== ====== ===
<FN>
<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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1999, 1998 and 1997:
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
---------------------------------- ---------------------------------
1999 1998 1997 1999 1998 1997
------- ------- ------ ------- ------- ------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 6,833 14,484 0 7,044 10,028 0
Withdrawals (1,715) (592) 0 (1,673) (208) 0
Outstanding units, beginning of period 13,892 0 0 9,820 0 0
------- ------- ------ ------- ------- ------
Outstanding units, end of period 19,010 13,892 0 15,191 9,820 0
======= ======= ====== ======= ======= ======
Variable General Select Plus:<F***>
Deposits 62,730 192,091 25,379 33,941 188,887 28,863
Withdrawals (59,340) (43,602) (279) (26,047) (29,735) (285)
Outstanding units, beginning of period 173,589 25,100 0 187,730 28,578 0
------- ------- ------ ------- ------- ------
Outstanding units, end of period 176,979 173,589 25,100 195,624 187,730 28,578
======= ======= ====== ======= ======= ======
Variable Universal Life - 100:<F****>
Deposits 16,636 3,083 0 21,192 1,576 0
Withdrawals (4,051) (414) 0 (12,838) (127) 0
Outstanding units, beginning of year 2,669 0 0 1,449 0 0
------- ------- ------ ------- ------- ------
Outstanding units, end of year 15,254 2,669 0 9,803 1,449 0
======= ======= ====== ======= ======= ======
Russell Variable Universal Life: <F*****>
Deposits 8,286 34,380 75,650 3,570 56,596 50,101
Withdrawals (3,252) (3,034) (494) (6,141) (5,688) (1,018)
Outstanding units, beginning of period 106,502 75,156 0 99,991 49,083 0
------- ------- ------ ------- ------- ------
Outstanding units, end of period 111,536 106,502 75,156 97,420 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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999 and 1998:
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION<F*> FUND DIVISION<F*>
--------------------- ---------------------
1999 1998 1999 1998
------ ----- ------ -----
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 36,276 3,760 14,411 885
Withdrawals (5,039) (70) (2,475) (16)
Outstanding units, beginning of year 3,690 0 869 0
------ ----- ------ ---
Outstanding units, end of year 34,927 3,690 12,805 869
====== ===== ====== ===
Joint and Survivor Variable Universal Life - 98:<F**>
Deposits 3,172 0 2,535 165
Withdrawals (464) 0 (262) (5)
Outstanding units, beginning of year 0 0 160 0
------ ----- ------ ---
Outstanding units, end of year 2,708 0 2,433 160
====== ===== ====== ===
<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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999:
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION<F*> FUND DIVISION<F*> FUND DIVISION<F*>
------------------- ------------------ ------------------
1999 1999 1999
------- ------- -------
<S> <C> <C> <C>
Variable Universal Life - 95:<F**>
Deposits 2,824 1,001 0
Withdrawals (24) (3) 0
Outstanding units, beginning of year 0 0 0
------- ------- -------
Outstanding units, end of year 2,800 998 0
======= ======= =======
Variable General Select Plus:<F**>
Deposits 1,838 5,156 805
Withdrawals (21) (625) (10)
Outstanding units, beginning of year 0 0 0
------- ------- -------
Outstanding units, end of year 1,817 4,531 795
======= ======= =======
Variable Universal Life - 100:<F**>
Deposits 19,391 17,730 10,510
Withdrawals (16,959) (10,629) (10,510)
Outstanding units, beginning of year 0 0 0
------- ------- -------
Outstanding units, end of year 2,432 7,101 0
======= ======= =======
<FN>
<F*>The Income & Growth Fund, International Fund, and Value Fund began operations on September 15, 1998.
<F**>The Variable Universal Life - 95, Variable General Select Plus, and Variable Universal Life - 100 products were introduced to
the American Century funds on April 30, 1999, and the first deposits were received on July 7, 1999, May 17, 1999, and June 18,
1999, respectively.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
period ended December 31, 1999 and 1998:
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
-------------------- --------------------- --------------------
1999 1998<F*> 1999 1998<F*> 1999 1998<F*>
------ -------- ------ -------- ------ --------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 48,580 631 24,488 92 9,149 360
Withdrawals (5,275) (16) (2,024) (7) (1,376) (3)
Outstanding units, beginning of period 615 0 85 0 357 0
------ --- ------ -- ------ ---
Outstanding units, end of period 43,920 615 22,549 85 8,130 357
====== === ====== == ====== ===
Joint and Survivor Variable Universal Life - 98:
Deposits 3,433 0 1,188 0 302 0
Withdrawals (541) 0 (114) 0 (62) 0
Outstanding units, beginning of year 0 0 0 0 0 0
------ --- ------ -- ------ ---
Outstanding units, end of year 2,892 0 1,074 0 240 0
====== === ====== == ====== ===
<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)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
year ended December 31, 1999:
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION<F*> FUND DIVISION<F*>
-------------------- --------------------
1999 1999
----- ------
<S> <C> <C>
Variable Universal Life-95:<F**>
Deposits 896 4,033
Withdrawals (543) (1,453)
Outstanding units, beginning of year 0 0
---- ------
Outstanding units, end of year 353 2,580
==== ======
Variable General Select Plus:<F**>
Deposits 932 10,153
Withdrawals (6) (62)
Outstanding units, beginning of year 0 0
---- ------
Outstanding units, end of year 926 10,091
==== ======
Variable Universal Life-100:<F**>
Deposits 340 3,598
Withdrawals (9) (16)
Outstanding units, beginning of year 0 0
---- ------
Outstanding units, end of year 331 3,582
==== ======
<FN>
<F*>The Bond Portfolio Fund and Small Company Fund began operations on September 15, 1998.
<F**>The Variable Universal Life - 95, Variable General Select Plus, and Variable Universal Life - 100 products were introduced to
the J. P. Morgan funds on April 30, 1999, and the first deposits were received on July 1, 1999, May 17, 1999, and May 19, 1999,
respectively.
(continued)
<PAGE>
<PAGE>
NOTE 6 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
The following is a summary of the accumulation unit activity for the
years ended December 31, 1999 and 1998:
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
--------------------- ------------------------
1999 1998<F*> 1999 1998<F*>
------ -------- ------ --------
<S> <C> <C> <C> <C>
Variable Universal Life - 98:<F**>
Deposits 12,486 330 22,053 292
Withdrawals (680) (2) (3,275) (19)
Outstanding units, beginning of period 328 0 273 0
------ --- ------ ---
Outstanding units, end of period 12,134 328 19,051 273
====== === ====== ===
Joint and Survivor Variable Universal Life - 98:
Deposits 528 0 3,035 0
Withdrawals (107) 0 (326) 0
Outstanding units, beginning of year 0 0 0 0
------ --- ------ ---
Outstanding units, end of year 421 0 2,709 0
====== === ====== ===
<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.
(continued)
</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.
Variable Universal Life - 95:
- -----------------------------
<TABLE>
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
---------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
---------- ----------- ----------- --------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 185,198 $1,456,349 $1,099,723 $ 70,185 $ 813,595 $ 1,794,475
Transfers between fund divisions and
General American 42,863 150,022 931,860 248,848 (578,617) (1,471,521)
Surrenders and withdrawals (254,901) (471,926) (144,131) (1,251) (1,674) (20,934)
--------- ---------- ---------- -------- --------- -----------
Total gross deposits, transfers, and
surrenders between fund divisions (26,840) 1,134,445 1,887,452 317,782 233,304 302,020
--------- ---------- ---------- -------- --------- -----------
Deductions:
Premium load charges 87,826 115,481 84,994 18,195 63,307 371,169
Cost of insurance and administrative
expenses 64,409 702,222 481,051 6,770 217,403 135,973
--------- ---------- ---------- -------- --------- -----------
Total deductions 152,235 817,703 566,045 24,965 280,710 507,142
--------- ---------- ---------- -------- --------- -----------
Net deposits into (withdrawals from)
Separate Account $(179,075) $ 316,742 $1,321,407 $292,817 $ (47,406) $ (205,122)
========= ========== ========== ======== ========= ===========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
--------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
--------- --------- ---------- -------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 61,294 $443,018 $ 312,433 $62,997 $364,076 $ 359,432
Transfers between fund divisions and
General American (33,145) 39,732 504,481 5,215 1,644 53,604
Surrenders and withdrawals (762) (48,407) (161,856) (8,463) (48,475) (162,045)
-------- -------- --------- ------- -------- ---------
Total gross deposits, transfers, and
surrenders between fund divisions 27,387 434,343 655,058 59,749 317,245 250,991
-------- -------- --------- ------- -------- ---------
Deductions:
Premium load charges 20,736 33,733 24,355 25,178 28,257 27,564
Cost of insurance and administrative
expenses 9,997 124,148 111,704 21,239 197,695 191,337
-------- -------- --------- ------- -------- ---------
Total deductions 30,733 157,881 136,059 46,417 225,952 218,901
-------- -------- --------- ------- -------- ---------
Net deposits into (withdrawals from)
Separate Account $ (3,346) $276,462 $ 518,999 $13,332 $ 91,293 $ 32,090
======== ======== ========= ======= ======== =========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
---------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
---------- ----------- ----------- --------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 185,694 $1,409,425 $1,571,785 $ 92,422 $ 577,527 $ 674,809
Transfers between fund divisions and
General American (110,411) (240,301) (542,327) (38,915) (287,016) (244,489)
Surrenders and withdrawals (5,907) (237,885) (261,445) (24,993) (53,267) (27,295)
--------- ---------- ---------- -------- ---------- ---------
Total gross deposits, transfers, and
surrenders between fund divisions 69,376 931,239 768,013 28,514 237,244 403,025
--------- ---------- ---------- -------- ---------- ---------
Deductions:
Premium load charges 71,154 101,603 115,555 32,153 45,221 53,326
Cost of insurance and administrative
expenses 38,489 453,887 472,278 18,992 203,189 206,172
--------- ---------- ---------- -------- ---------- ---------
Total deductions 109,643 555,490 587,833 51,145 248,410 259,498
--------- ---------- ---------- -------- ---------- ---------
Net deposits into (withdrawals from)
Separate Account $ (40,267) $ 375,749 $ 180,180 $(22,631) $ (11,166) $ 143,527
========= ========== ========== ======== ========= =========
<FN>
<F*>This fund was formerly known as the International Equity Fund. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
--------------------------------------- ------------------------------------
1999 1998 1997 1999 1998 1997<F**>
--------- ---------- ---------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 73,750 $ 535,140 $ 731,205 $ 14,728 $ 92,984 $ 81,175
Transfers between fund divisions and
General American (11,030) (161,251) (545,250) (24,848) 123,494 386,732
Surrenders and withdrawals (23,853) (60,979) (30,828) 0 (13,142) 0
-------- --------- --------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 38,867 312,910 155,127 (10,120) 203,336 467,907
-------- --------- --------- -------- -------- --------
Deductions:
Premium load charges 28,879 40,775 55,258 4,367 7,292 6,341
Cost of insurance and administrative
expenses 17,499 229,610 226,846 1,828 23,300 4,229
-------- --------- --------- -------- -------- --------
Total deductions 46,378 270,385 282,104 6,195 30,592 10,570
-------- --------- --------- -------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ (7,511) $ 42,525 $(126,977) $(16,315) $172,744 $457,337
======== ========= ========= ======== ======== ========
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
EQUITY-INCOME GROWTH
FUND DIVISION FUND DIVISION
---------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
---------- ----------- ----------- ---------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 198,741 $1,154,929 $1,258,958 $ 241,466 $1,514,732 $1,700,056
Transfers between fund divisions and
General American (227,879) (50,446) (346,404) (157,307) (487,503) 124,428
Surrenders and withdrawals (163,472) (247,987) (243,196) (316,618) (324,276) (260,054)
--------- ---------- ---------- --------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions (192,610) 856,496 669,358 (232,459) 702,953 1,564,430
--------- ---------- ---------- --------- ---------- ----------
Deductions:
Premium load charges 81,278 91,178 98,808 114,323 118,852 134,071
Cost of insurance and administrative
expenses 37,192 484,812 470,011 72,257 664,659 606,328
--------- ---------- ---------- --------- ---------- ----------
Total deductions 118,470 575,990 568,819 186,580 783,511 740,399
--------- ---------- ---------- --------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $(311,080) $ 280,506 $ 100,539 $(419,039) $ (80,558) $ 824,031
========= ========== ========== ========= ========== ==========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
---------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
--------- ---------- ----------- -------- --------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $105,041 $ 792,155 $ 927,173 $ 9,248 $ 28,935 $ 9,236
Transfers between fund divisions and
General American (65,913) (249,954) 262,454 (1,899) 85,499 3,098
Surrenders and withdrawals (1,091) (84,661) (121,639) 0 (1,077) 0
-------- --------- ---------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 38,037 457,540 1,067,988 7,349 113,357 12,334
-------- --------- ---------- ------- -------- -------
Deductions:
Premium load charges 47,051 60,018 71,458 3,698 2,699 706
Cost of insurance and administrative
expenses 28,789 304,803 302,840 1,120 8,127 1,874
-------- --------- ---------- ------- -------- -------
Total deductions 75,840 364,821 374,298 4,818 10,826 2,580
-------- --------- ---------- ------- -------- -------
Net deposits into (withdrawals from)
Separate Account $(37,803) $ 92,719 $ 693,690 $ 2,531 $102,531 $ 9,754
======== ========= ========== ======= ======== =======
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- ----------------------------------
1999 1998 1997 1999 1998 1997
--------- -------- --------- -------- --------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 5,222 $52,060 $ 61,425 $ 12 $ 21,677 $29,642
Transfers between fund divisions and
General American (20,051) 34,487 (76,243) (1,088) (21,580) 31,281
Surrenders and withdrawals 0 (29) 0 0 (10) 0
-------- ------- -------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions (14,829) 86,518 (14,818) (1,076) 87 60,923
-------- ------- -------- ------- -------- -------
Deductions:
Premium load charges 2,499 4,139 4,910 310 1,790 2,223
Cost of insurance and administrative
expenses 1,345 22,068 19,821 287 3,541 5,330
-------- ------- -------- ------- -------- -------
Total deductions 3,844 26,207 24,731 597 5,331 7,553
-------- ------- -------- ------- -------- -------
Net deposits into (withdrawals from)
Separate Account $(18,673) $60,311 $(39,549) $(1,673) $ (5,244) $53,370
======== ======= ======== ======= ======== =======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION FUND DIVISION
---------------- --------------------- --------------------
1999<F**> 1999 1998<F*> 1999 1998<F*>
--------- ------- -------- ------ --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 632 $11,094 $ 11,160 $1,310 $ 558
Transfers between fund divisions and
General American 26,701 0 129,908 0 42,124
Surrenders and withdrawals (20,109) 0 (1,571) 0 0
-------- ------- -------- ------ -------
Total gross deposits, transfers, and
surrenders between fund divisions 7,224 11,094 139,497 1,310 42,682
-------- ------- -------- ------ -------
Deductions:
Premium load charges 22 3,558 1,059 314 33
Cost of insurance and administrative expenses 271 1,703 2,418 261 479
-------- ------- -------- ------ -------
Total deductions 293 5,261 3,477 575 512
-------- ------- -------- ------ -------
Net deposits into Separate Account $ 6,931 $ 5,833 $136,020 $ 735 $42,170
======== ======= ======== ====== =======
<FN>
<F*>The Variable Universal Life - 95 product became available to these funds on April 30, 1998. (continued)
<F**>The Variable Universal Life - 95 product became available to this fund on April 30, 1999.
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US INCOME & GROWTH
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- -------------------- ---------------
1999 1998<F*> 1999 1998<F*> 1999<F**>
------ --------- ------ -------- ---------
<S> <C> <C> <C> <C> <C>
Total gross deposits $5,123 $ 3,900 $8,286 $ 5,027 $ 350
Transfers between fund divisions and
General American 0 111,676 0 81,549 4,916
Surrenders and withdrawals 0 (721) 0 0 0
------ -------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 5,123 114,855 8,286 86,576 5,266
------ -------- ------ ------- ------
Deductions:
Premium load charges 1,837 512 1,307 536 45
Cost of insurance and administrative expenses 1,058 2,054 596 1,957 93
------ -------- ------ ------- ------
Total deductions 2,895 2,566 1,903 2,493 138
------ -------- ------ ------- ------
Net deposits into Separate Account $2,228 $112,289 $6,383 $84,083 $5,128
====== ======== ====== ======= ======
<FN>
<F*>The Variable Universal Life - 95 product became available to these funds on April 30, 1998.
<F**>The Variable Universal Life - 95 product became available to this fund on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
SMALL COMPANY
INTERNATIONAL BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION FUND DIVISION
------------- ---------------- ---------------
1999<F*> 1999<F*> 1999<F*>
-------- -------- --------
<S> <C> <C> <C>
Total gross deposits $ 150 $ 18 $ 871
Transfers between fund divisions and
General American 6,911 3,471 21,899
Surrenders and withdrawals 0 0 (18,684)
------ ------ --------
Total gross deposits, transfers, and
surrenders between fund divisions 7,061 3,489 4,086
------ ------ --------
Deductions:
Premium load charges 16 0 22
Cost of insurance and administrative expenses 14 0 269
------ ------ --------
Total deductions 30 0 291
------ ------ --------
Net deposits into Separate Account $7,031 $3,489 $ 3,795
====== ====== ========
<FN>
<F*>The Variable Universal Life - 95 product became available to these funds on April 30, 1999. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------------------------- -----------------------------------------
1999 1998 1997 1999 1998 1997
------------ ----------- ------------ ---------- ------------- ------------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 9,516,696 $1,357,475 $ 1,229,167 $3,414,103 $ 16,933,833 $11,949,827
Transfers between fund divisions and
General American 60,389 5,431,739 1,639,191 27,242 (20,254,746) (6,333,824)
Surrenders and withdrawals (1,040,805) (152,414) (5,100,149) 0 (214,226) (4,042,319)
----------- ---------- ----------- ---------- ------------ -----------
Total gross deposits, transfers, and
surrenders between fund divisions 8,536,280 6,636,800 (2,231,791) 3,441,345 (3,535,139) 1,573,684
----------- ---------- ----------- ---------- ------------ -----------
Deductions:
Premium load charges 172,275 99,759 88,924 544,962 1,299,538 870,893
Cost of insurance and administrative
expenses 38,868 293,438 158,092 7,722 221,400 158,166
----------- ---------- ----------- ---------- ------------ -----------
Total deductions 211,143 393,197 247,016 552,684 1,520,938 1,029,059
----------- ---------- ----------- ---------- ------------ -----------
Net deposits into (withdrawals from)
Separate Account $ 8,325,137 $6,243,603 $(2,478,807) $2,888,661 $ (5,056,077) $ 544,625
=========== ========== =========== ========== ============ ===========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
---------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
----------- --------- ------------ --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,499,923 $146,938 $ 170,971 $686,238 $185,192 $225,421
Transfers between fund divisions and
General American (51,332) 205,041 109,381 (5,378) (477) 49,038
Surrenders and withdrawals (8,668) (27,635) (4,675,478) (1,579) (44,810) (28,866)
---------- -------- ----------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 1,439,923 324,344 (4,395,126) 679,281 139,905 245,593
---------- -------- ----------- -------- -------- --------
Deductions:
Premium load charges 17,017 10,813 12,639 14,026 12,749 16,872
Cost of insurance and administrative
expenses 3,507 29,846 24,838 2,662 29,578 24,211
---------- -------- ----------- -------- -------- --------
Total deductions 20,524 40,659 37,477 16,688 42,327 41,083
---------- -------- ----------- -------- -------- --------
Net deposits into (withdrawals from)
Separate Account $1,419,399 $283,685 $(4,432,603) $662,593 $ 97,578 $204,510
========== ======== =========== ======== ======== ========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
--------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997
----------- ---------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,791,144 $ 231,397 $225,188 $347,511 $244,143 $273,454
Transfers between fund divisions and
General American (4,461) 160,811 92,485 (30,925) (26,160) 190,371
Surrenders and withdrawals (21,717) (166,928) (48,400) (18,143) (16,419) (47,175)
---------- --------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 1,764,966 225,280 269,273 298,443 201,564 416,650
---------- --------- -------- -------- -------- --------
Deductions:
Premium load charges 22,493 14,905 17,168 15,706 16,859 19,728
Cost of insurance and administrative
expenses 8,155 84,944 67,268 4,823 44,378 37,091
---------- --------- -------- -------- -------- --------
Total deductions 30,648 99,849 84,436 20,529 61,237 56,819
---------- --------- -------- -------- -------- --------
Net deposits into Separate Account $1,734,318 $ 125,431 $184,837 $277,914 $140,327 $359,831
========== ========= ======== ======== ======== ========
<FN>
<F*>This fund was formerly known as the International Equity Fund. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
--------------------------------------- -----------------------------------
1999 1998 1997 1999 1998 1997<F**>
--------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $190,421 $338,015 $376,253 $826,906 $263,673 $ 59,270
Transfers between fund divisions and
General American (54,387) 458,678 301,956 (43,257) 330,151 326,392
Surrenders and withdrawals (16,526) (25,379) (53,267) 0 0 0
-------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 119,508 771,314 624,942 783,649 593,824 385,662
-------- -------- -------- -------- -------- --------
Deductions:
Premium load charges 22,927 24,362 29,256 24,112 19,071 4,711
Cost of insurance and administrative
expenses 5,491 67,262 40,346 2,329 19,764 3,518
-------- -------- -------- -------- -------- --------
Total deductions 28,418 91,624 69,602 26,441 38,835 8,229
-------- -------- -------- -------- -------- --------
Net deposits into Separate Account $ 91,090 $679,690 $555,340 $757,208 $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.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
EQUITY-INCOME GROWTH
FUND DIVISION FUND DIVISION
----------------------------------------- -----------------------------------------
1999 1998 1997 1999 1998 1997
----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $2,525,240 $1,492,223 $1,043,306 $5,816,419 $1,297,862 $1,354,928
Transfers between fund divisions and
General American (83,685) 748,006 658,129 361,192 891,558 957,813
Surrenders and withdrawals (50,381) (183,143) (148,279) (74,872) (255,377) (268,257)
---------- ---------- ---------- ---------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 2,391,174 2,057,086 1,553,156 6,102,739 1,934,043 2,044,484
---------- ---------- ---------- ---------- ---------- ----------
Deductions:
Premium load charges 80,926 82,617 78,543 108,587 84,087 101,854
Cost of insurance and administrative
expenses 21,370 216,335 163,469 34,735 250,176 206,497
---------- ---------- ---------- ---------- ---------- ----------
Total deductions 102,296 298,952 242,012 143,322 334,263 308,351
---------- ---------- ---------- ---------- ---------- ----------
Net deposits into Separate Account $2,288,878 $1,758,134 $1,311,144 $5,959,417 $1,599,780 $1,736,133
========== ========== ========== ========== ========== ==========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------------------------------ ----------------------------------
1999 1998 1997 1999 1998 1997
--------- ---------- --------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $616,304 $ 557,583 $763,625 $869,266 $ 27,818 $53,004
Transfers between fund divisions and
General American 86,786 (150,747) 265,722 (2,696) 93,342 3,027
Surrenders and withdrawals (16,745) (55,531) (56,432) 0 0 (2,184)
-------- --------- -------- -------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 686,345 351,305 972,915 866,570 121,160 53,847
-------- --------- -------- -------- -------- -------
Deductions:
Premium load charges 46,057 40,327 57,640 4,522 1,654 3,927
Cost of insurance and administrative
expenses 8,922 79,907 71,616 1,055 6,502 3,625
-------- --------- -------- -------- -------- -------
Total deductions 54,979 120,234 129,256 5,577 8,156 7,552
-------- --------- -------- -------- -------- -------
Net deposits into Separate Account $631,366 $ 231,071 $843,659 $860,993 $113,004 $46,295
======== ========= ======== ======== ======== =======
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
----------------------------------- ---------------------------------
1999 1998 1997 1999 1998 1997
--------- --------- --------- ------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $941,150 $241,925 $201,994 $51,609 $ 6,454 $ 22,621
Transfers between fund divisions and
General American 11,214 156,540 207,353 0 (6,638) 1,823
Surrenders and withdrawals (10,166) (16,195) (6,433) 0 (841) (36,871)
-------- -------- -------- ------- ------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 942,198 382,270 402,914 51,609 (1,025) (12,427)
-------- -------- -------- ------- ------- --------
Deductions:
Premium load charges 16,895 17,692 15,004 447 376 1,715
Cost of insurance and administrative
expenses 2,659 34,790 25,526 159 1,055 890
-------- -------- -------- ------- ------- --------
Total deductions 19,554 52,482 40,530 606 1,431 2,605
-------- -------- -------- ------- ------- --------
Net deposits into (withdrawals from)
Separate Account $922,644 $329,788 $362,384 $51,003 $(2,456) $(15,032)
======== ======== ======== ======= ======= ========
<CAPTION>
WORLDWIDE
EMERGING MARKETS
FUND DIVISION
-----------------
1999<F**>
-----------
<S> <C>
Total gross deposits $159,565
Transfers between fund divisions and
General American 27,490
Surrenders and withdrawals 0
--------
Total gross deposits, transfers, and
surrenders between fund divisions 187,055
--------
Deductions:
Premium load charges 61
Cost of insurance and administrative
expenses 578
--------
Total deductions 639
--------
Net deposits into (withdrawals from)
Separate Account $186,416
========
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
<F**>The Variable General Select Plus product became available to these funds on April 30, 1999. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997<F*> 1999 1998 1997<F*>
----------- ----------- -------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $3,354,781 $1,940,731 $ 80,451 $3,385,014 $1,482,889 $ 17,978
Transfers between fund divisions and
General American (238,145) 4,822,163 532,364 109,400 3,101,165 215,118
Surrenders and withdrawals 0 (187) 0 0 0 0
---------- ---------- -------- ---------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 3,116,636 6,762,707 612,815 3,494,414 4,584,054 233,096
---------- ---------- -------- ---------- ---------- --------
Deductions:
Premium load charges 192,138 204,842 5,866 162,629 117,137 1,346
Cost of insurance and administrative
expenses 33,513 255,638 8,425 21,037 182,736 2,474
---------- ---------- -------- ---------- ---------- --------
Total deductions 225,651 460,480 14,291 183,666 299,873 3,820
---------- ---------- -------- ---------- ---------- --------
Net deposits into Separate Account $2,890,985 $6,302,227 $598,524 $3,310,748 $4,284,181 $229,276
========== ========== ======== ========== ========== ========
<FN>
<F*>The Multi-style Equity Fund, Core Bond Fund, Aggressive Equity Fund, and Non-US Fund began operations on January 2, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997<F*> 1999 1998 1997<F*>
-------- ---------- -------- --------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $686,381 $ 502,264 $ 54,099 $ 453,079 $ 264,324 $ 42,059
Transfers between fund divisions and
General American (84,039) 1,704,740 281,507 (109,436) 1,609,166 276,242
Surrenders and withdrawals 0 (116) 0 0 (119) 0
-------- ---------- -------- --------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 602,342 2,206,888 335,606 343,643 1,873,371 318,301
-------- ---------- -------- --------- ---------- --------
Deductions:
Premium load charges 47,306 71,141 3,761 26,226 34,958 3,283
Cost of insurance and administrative
expenses 6,671 47,691 3,632 7,300 38,906 3,028
-------- ---------- -------- --------- ---------- --------
Total deductions 53,977 118,832 7,393 33,526 73,864 6,311
-------- ---------- -------- --------- ---------- --------
Net deposits into Separate Account $548,365 $2,088,056 $328,213 $ 310,117 $1,799,507 $311,990
======== ========== ======== ========= ========== ========
<FN>
<F*>The Multi-style Equity Fund, Core Bond Fund, Aggressive Equity Fund, and Non-US Fund began operations on January 2, 1997.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable General Select Plus:
- -----------------------------
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- ------------- -------------- -------------
1999<F*> 1999<F*> 1999<F*> 1999<F*> 1999<F*>
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $584,148 $306,558 $89,282 $128,073 $375,118
Transfers between fund divisions and
General American 10,803 9,583 0 0 36,269
Surrenders and withdrawals 0 0 0 0 0
-------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 594,951 316,141 89,282 128,073 411,387
-------- -------- ------- -------- --------
Deductions:
Premium load charges 57 57 70 0 72
Cost of insurance and administrative expenses 41 126 18 18 566
-------- -------- ------- -------- --------
Total deductions 98 183 88 18 638
-------- -------- ------- -------- --------
Net deposits into Separate Account $594,853 $315,958 $89,194 $128,055 $410,749
======== ======== ======= ======== ========
<FN>
<F*>The Variable General Select Plus product became available to these funds on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
--------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
--------- ---------- ---------- --------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 497,709 $3,774,275 $1,995,433 $ 144,058 $ 9,507,851 $ 8,679,144
Transfers between fund divisions and
General American (19,257) 5,484,204 2,177,143 (223,896) (8,000,842) (7,303,949)
Surrenders and withdrawals (140,100) (299,771) (68,513) 0 (11,635) (3,421)
--------- ---------- ---------- --------- ----------- -----------
Total gross deposits, transfers, and
surrenders between fund divisions 338,352 8,958,708 4,104,063 (79,838) 1,495,374 1,371,774
--------- ---------- ---------- --------- ----------- -----------
Deductions:
Premium load charges 157,232 126,277 66,092 121,639 296,413 286,729
Cost of insurance and administrative
expenses 140,651 1,411,705 671,147 9,414 639,686 599,119
--------- ---------- ---------- --------- ----------- -----------
Total deductions 297,883 1,537,982 737,239 131,053 936,099 885,848
--------- ---------- ---------- --------- ----------- -----------
Net deposits into (withdrawals from)
Separate Account $ 40,469 $7,420,726 $3,366,824 $(210,891) $ 559,275 $ 485,926
========= ========== ========== ========= =========== ===========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
------- -------- -------- ------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $27,523 $279,989 $184,259 $78,693 $488,098 $228,756
Transfers between fund divisions and
General American (7,468) 613,426 265,500 3,494 247,910 432,012
Surrenders and withdrawals (1,636) (10,480) (4,282) (2,376) (59,153) (13,613)
------- -------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 18,419 882,935 445,477 79,811 676,855 647,155
------- -------- -------- ------- -------- --------
Deductions:
Premium load charges 10,567 9,514 6,186 16,793 16,604 7,603
Cost of insurance and administrative
expenses 7,925 83,804 57,817 14,086 178,243 96,349
------- -------- -------- ------- -------- --------
Total deductions 18,492 93,318 64,003 30,879 194,847 103,952
------- -------- -------- ------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ (73) $789,617 $381,474 $48,932 $482,008 $543,203
======= ======== ======== ======= ======== ========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- --------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $174,486 $652,869 $297,431 $ 30,589 $542,245 $380,598
Transfers between fund divisions and
General American (14,732) 212,547 423,970 (74,184) 82,381 259,917
Surrenders and withdrawals (1,320) (16,485) (7,250) (1,545) (13,406) (12,338)
-------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 158,434 848,931 714,151 (45,140) 611,220 628,177
-------- -------- -------- -------- -------- --------
Deductions:
Premium load charges 31,177 21,971 10,273 19,041 18,719 12,990
Cost of insurance and administrative
expenses 29,388 237,042 159,083 13,745 172,801 138,712
-------- -------- -------- -------- -------- --------
Total deductions 60,565 259,013 169,356 32,786 191,520 151,702
-------- -------- -------- -------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ 97,869 $589,918 $544,795 $(77,926) $419,700 $476,475
======== ======== ======== ======== ======== ========
<FN>
<F*>This fund was formerly known as the International Equity Fund.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F*> FUND DIVISION
--------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997<F**>
--------- -------- -------- --------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 60,351 $694,795 $405,467 $ 37,239 $390,118 $ 48,912
Transfers between fund divisions and
General American (121,007) 218,584 129,102 (118,733) 485,204 254,044
Surrenders and withdrawals (2,516) (36,811) (15,375) 0 (2,420) 0
--------- -------- -------- --------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions (63,172) 876,568 519,194 (81,494) 872,902 302,956
--------- -------- -------- --------- -------- --------
Deductions:
Premium load charges 22,088 23,485 13,537 15,661 13,324 1,579
Cost of insurance and administrative
expenses 14,426 206,508 140,909 8,182 114,663 7,052
--------- -------- -------- --------- -------- --------
Total deductions 36,514 229,993 154,446 23,843 127,987 8,631
--------- -------- -------- --------- -------- --------
Net deposits into (withdrawals from)
Separate Account $ (99,686) $646,575 $364,748 $(105,337) $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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
-------------------------------------- ---------------------------------------
1999 1998 1997 1999 1998 1997
-------- ----------- ---------- --------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $191,931 $ 2,136,531 $1,996,233 $ 345,160 $2,942,824 $2,402,233
Transfers between fund divisions and
General American (87,709) (1,236,416) 792,184 122,542 694,369 1,492,743
Surrenders and withdrawals (9,312) (127,426) (44,826) (341,338) (279,188) (114,282)
-------- ----------- ---------- --------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 94,910 772,689 2,743,591 126,364 3,358,005 3,780,694
-------- ----------- ---------- --------- ---------- ----------
Deductions:
Premium load charges 62,308 78,973 66,340 101,279 103,369 80,190
Cost of insurance and administrative
expenses 45,170 940,207 572,720 106,234 1,188,418 842,557
-------- ----------- ---------- --------- ---------- ----------
Total deductions 107,478 1,019,180 639,060 207,513 1,291,787 922,747
-------- ----------- ---------- --------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $(12,568) $ (246,491) $2,104,531 $ (81,149) $2,066,218 $2,857,947
======== =========== ========== ========= ========== ==========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
-------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- -------- ------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 60,624 $630,759 $508,810 $36,199 $317,439 $147,295
Transfers between fund divisions and
General American 86,259 143,337 313,710 2,278 146,214 109,004
Surrenders and withdrawals (4,693) (59,595) (22,505) (1,984) (26,187) (5,778)
-------- -------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 142,190 714,501 800,015 36,493 437,466 250,521
-------- -------- -------- ------- -------- --------
Deductions:
Premium load charges 21,350 21,503 17,197 11,474 10,729 4,955
Cost of insurance and administrative
expenses 16,685 195,007 165,254 10,603 117,605 74,461
-------- -------- -------- ------- -------- --------
Total deductions 38,035 216,510 182,451 22,077 128,334 79,416
-------- -------- -------- ------- -------- --------
Net deposits into Separate Account $104,155 $497,991 $617,564 $14,416 $309,132 $171,105
======== ======== ======== ======= ======== ========
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
HIGH INCOME WORLDWIDE HARD ASSETS
FUND DIVISION FUND DIVISION<F*>
-------------------------------------- -------------------------------------
1999 1998 1997 1999 1998 1997
-------- -------- -------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 61,798 $469,183 $300,761 $ 4,754 $60,696 $63,004
Transfers between fund divisions and
General American 174,344 256,832 224,109 (3,654) 10,164 18,216
Surrenders and withdrawals 0 (12,240) (20,348) 0 (2,562) (4,909)
-------- -------- -------- ------- ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 236,142 713,775 504,522 1,100 68,298 76,311
-------- -------- -------- ------- ------- -------
Deductions:
Premium load charges 23,688 15,948 10,110 1,670 2,007 2,147
Cost of insurance and administrative
expenses 15,033 130,579 105,718 1,229 17,277 19,651
-------- -------- -------- ------- ------- -------
Total deductions 38,721 146,527 115,828 2,899 19,284 21,798
-------- -------- -------- ------- ------- -------
Net deposits into (withdrawals from)
Separate Account $197,421 $567,248 $388,694 $(1,799) $49,014 $54,513
======== ======== ======== ======= ======= =======
<FN>
<F*>This fund was formerly known as the Gold & Natural Resources Fund.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
WORLDWIDE
EMERGING MARKETS MULTI-STYLE EQUITY CORE BOND
FUND DIVISION FUND DIVISION FUND DIVISION
---------------- ------------------------- -------------------------
1999<F**> 1999 1998<F*> 1999 1998<F*>
--------- ------- -------- ------ --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 52 $29,816 $11,281 $7,874 $1,071
Transfers between fund divisions and
General American 2,925 (584) 62,902 (56) 7,124
Surrenders and withdrawals (3,567) 114 (69) 1,463 0
------- ------- ------- ------ ------
Total gross deposits, transfers, and
surrenders between fund divisions (590) 29,346 74,114 9,281 8,195
------- ------- ------- ------ ------
Deductions:
Premium load charges 7 6,946 460 886 40
Cost of insurance and administrative expenses 88 5,732 5,703 475 1,266
------- ------- ------- ------ ------
Total deductions 95 12,678 6,163 1,361 1,306
------- ------- ------- ------ ------
Net deposits into (withdrawals from)
Separate Account $ (685) $16,668 $67,951 $7,920 $6,889
======= ======= ======= ====== ======
<FN>
<F*>The Variable Universal Life - 100 product became available to these funds on April 30, 1998.
<F**>The Variable Universal Life - 100 product became available to this fund on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
---------------------- -----------------------
1999 1998<F*> 1999 1998<F*>
------ -------- ------- --------
<S> <C> <C> <C> <C>
Total gross deposits $5,962 $(3,957) $ 5,131 $ 1,368
Transfers between fund divisions and
General American (656) 20,863 (194) 12,106
Surrenders and withdrawals 0 0 (1,225) 0
------ ------- ------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 5,306 16,906 3,712 13,474
------ ------- ------- -------
Deductions:
Premium load charges 1,972 167 1,252 103
Cost of insurance and administrative expenses 2,098 3,404 1,797 1,186
------ ------- ------- -------
Total deductions 4,070 3,571 3,049 1,289
------ ------- ------- -------
Net deposits into Separate Account $1,236 $13,335 $ 663 $12,185
====== ======= ======= =======
<FN>
<F*>The Variable Universal Life - 100 product became available to these funds on April 30, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life - 100:
- ------------------------------
<CAPTION>
SMALL COMPANY
INCOME & GROWTH INTERNATIONAL VALUE BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- ------------- -------------- -------------
1999<F*> 1999<F*> 1999<F*> 1999<F*> 1999<F*>
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 7,302 $ 4,437 $(2,632) $ 68 $ 1,074
Transfers between fund divisions and
General American (13,611) 89,802 0 0 30,306
Surrenders and withdrawals (872) (524) 704 0 0
-------- ------- ------- ----- -------
Total gross deposits, transfers, and
surrenders between fund divisions (7,181) 93,715 (1,928) 68 31,380
-------- ------- ------- ----- -------
Deductions:
Premium load charges 428 90 0 7 39
Cost of insurance and administrative expenses 169 15 2 29 72
-------- ------- ------- ----- -------
Total deductions 597 105 2 36 111
-------- ------- ------- ----- -------
Net deposits into (withdrawals from)
Separate Account $ (7,778) $93,610 $(1,930) $ 32 $31,269
======== ======= ======= ===== =======
<FN>
<F*>The Variable Universal Life - 100 product became available to these funds on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Russell Variable Universal Life:<F*>
- ------------------------------------
<CAPTION>
MONEY MARKET MULTI-STYLE EQUITY
FUND DIVISION FUND DIVISION
--------------------------- --------------------------------------------
1998 1997 1999 1998 1997<F**>
--------- ----------- -------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Total gross deposits $ 415,709 $ 4,627,386 $ 11,757 $1,037,690 $ 19,255
Transfers between fund divisions and
General American (469,090) (4,374,607) 0 154,284 1,937,967
Surrenders and withdrawals 0 0 0 (13,263) (328)
--------- ----------- -------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions (53,381) 252,779 11,757 1,178,711 1,956,894
--------- ----------- -------- ---------- ----------
Deductions:
Premium load charges 27,188 72,762 11,910 75,029 1,369
Cost of insurance and administrative expenses 10,537 72,945 11,989 108,054 19,567
--------- ----------- -------- ---------- ----------
Total deductions 37,725 145,707 23,899 183,083 20,936
--------- ----------- -------- ---------- ----------
Net deposits into (withdrawals from)
Separate Account $ (91,106) $ 107,072 $(12,142) $ 995,628 $1,935,958
========= =========== ======== ========== ==========
<CAPTION>
CORE BOND
FUND DIVISION
-----------------------------------------------
1999 1998 1997<F**>
------- ---------- ---------
<S> <C> <C> <C>
Total gross deposits $ 2,104 $ 932,874 $ 3,472
Transfers between fund divisions and
General American 0 167,553 914,278
Surrenders and withdrawals 0 (15,205) 0
------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 2,104 1,085,222 917,750
------- ---------- --------
Deductions:
Premium load charges 2,839 62,053 0
Cost of insurance and administrative expenses 9,047 102,484 21,735
------- ---------- --------
Total deductions 11,886 164,537 21,735
------- ---------- --------
Net deposits into (withdrawals from)
Separate Account $(9,782) $ 920,685 $896,015
======= ========== ========
<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.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Russell Variable Universal Life:<F*>
- ------------------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
-------------------------------------- --------------------------------------
1999 1998 1997<F**> 1999 1998 1997<F**>
------- -------- --------- ------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 6,989 $397,370 $ 12,641 $ 2,513 $514,239 $ 8,990
Transfers between fund divisions and
General American 0 54,038 987,308 0 91,705 532,277
Surrenders and withdrawals 0 (3,526) (94) 0 (6,050) (137)
------- -------- -------- ------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 6,989 447,882 999,855 2,513 599,894 541,130
------- -------- -------- ------- -------- --------
Deductions:
Premium load charges 7,446 28,279 822 3,137 36,821 548
Cost of insurance and administrative
expenses 3,346 35,589 6,442 5,864 50,919 10,345
------- -------- -------- ------- -------- --------
Total deductions 10,792 63,868 7,264 9,001 87,740 10,893
------- -------- -------- ------- -------- --------
Net deposits into (withdrawals from)
Separate Account $(3,803) $384,014 $992,591 $(6,488) $512,154 $530,237
======= ======== ======== ======= ======== ========
<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.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------- --------------------------
1999 1998 1999 1998
-------- -------- ----------- ----------
<S> <C> <C> <C> <C>
Total gross deposits $445,984 $ 4,307 $ 3,382,823 $2,186,833
Transfers between fund divisions and
General American 306,257 136,331 (1,591,945) (337,148)
Surrenders and withdrawals (611) 0 (5,968) 0
-------- -------- ----------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 751,630 140,638 1,784,910 1,849,685
-------- -------- ----------- ----------
Deductions:
Premium load charges 178,933 555 1,942,937 262,833
Cost of insurance and administrative expenses 77,279 2,864 65,472 52,876
-------- -------- ----------- ----------
Total deductions 256,212 3,419 2,008,409 315,709
-------- -------- ----------- ----------
Net deposits into (withdrawals from)
Separate Account $495,418 $137,219 $ (223,499) $1,533,976
======== ======== =========== ==========
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the first
deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------------ -----------------------
1999 1998 1999 1998
---------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $ 23,548 $ 86 $14,479 $ 186
Transfers between fund divisions and
General American (187,277) 5,616 11,989 8,181
Surrenders and withdrawals (195) 0 0 0
--------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions (163,924) 5,702 26,468 8,367
--------- ------ ------- ------
Deductions:
Premium load charges 7,871 14 10,119 27
Cost of insurance and administrative expenses 3,174 52 3,388 154
--------- ------ ------- ------
Total deductions 11,045 66 13,507 181
--------- ------ ------- ------
Net deposits into (withdrawals from)
Separate Account $(174,969) $5,636 $12,961 $8,186
========= ====== ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the first
deposit was received on September 29, 1998. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL INDEX
FUND DIVISION FUND DIVISION<F**>
------------------------- -----------------------
1999 1998 1999 1998
------- ------- ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $23,556 $ 294 $22,587 $ 398
Transfers between fund divisions and
General American 33,414 11,801 37,150 7,529
Surrenders and withdrawals 0 0 (173) 0
------- ------- ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 56,970 12,095 59,564 7,927
------- ------- ------- ------
Deductions:
Premium load charges 8,354 30 8,623 44
Cost of insurance and administrative expenses 4,085 166 3,251 192
------- ------- ------- ------
Total deductions 12,439 196 11,874 236
------- ------- ------- ------
Net deposits into Separate Account $44,531 $11,899 $47,690 $7,691
======= ======= ======= ======
<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. (continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
MID-CAP EQUITY SMALL-CAP EQUITY
FUND DIVISION<F**> FUND DIVISION
---------------------- -----------------------
1999 1998 1999 1998
-------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $18,623 $ 269 $20,399 $ 506
Transfers between fund divisions and
General American 21,442 6,292 16,055 6,347
Surrenders and withdrawals (330) 0 (277) 0
------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 39,735 6,561 36,177 6,853
------- ------ ------- ------
Deductions:
Premium load charges 11,545 34 10,879 68
Cost of insurance and administrative expenses 3,828 247 4,124 265
------- ------ ------- ------
Total deductions 15,373 281 15,003 333
------- ------ ------- ------
Net deposits into Separate Account $24,362 $6,280 $21,174 $6,520
======= ====== ======= ======
<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 Special Equity Fund.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
EQUITY INCOME GROWTH
FUND DIVISION FUND DIVISION
------------------------- ------------------------
1999 1998 1999 1998
--------- ------- --------- -------
<S> <C> <C> <C> <C>
Total gross deposits $ 69,744 $ 2,126 $264,768 $ 3,312
Transfers between fund divisions and
General American 159,840 22,773 639,837 43,658
Surrenders and withdrawals (44) 0 (2,741) 0
-------- ------- -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 229,540 24,899 901,864 46,970
-------- ------- -------- -------
Deductions:
Premium load charges 32,639 235 99,411 248
Cost of insurance and administrative expenses 13,365 1,202 38,779 1,227
-------- ------- -------- -------
Total deductions 46,004 1,437 138,190 1,475
-------- ------- -------- -------
Net deposits into Separate Account $183,536 $23,462 $763,674 $45,495
======== ======= ======== =======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION
------------------------ -----------------------
1999 1998 1999 1998
------- ------ --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $46,521 $ 550 $ 25,593 $1,890
Transfers between fund divisions and
General American 32,045 6,272 94,012 6,091
Surrenders and withdrawals 0 0 (403) 0
------- ------ -------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 78,566 6,822 119,202 7,981
------- ------ -------- ------
Deductions:
Premium load charges 18,594 55 7,359 111
Cost of insurance and administrative expenses 5,846 195 4,946 635
------- ------ -------- ------
Total deductions 24,440 250 12,305 746
------- ------ -------- ------
Net deposits into Separate Account $54,126 $6,572 $106,897 $7,235
======= ====== ======== ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
WORLWIDE
HIGH INCOME HARD ASSETS
FUND DIVISION FUND DIVISION
------------------------- --------------------
1999 1998 1999 1998
-------- ------- ---- ----
<S> <C> <C> <C> <C>
Total gross deposits $24,835 $ 582 $584 $ 74
Transfers between fund divisions and
General American 26,973 11,663 211 56
Surrenders and withdrawals (193) 0 0 0
------- ------- ---- ----
Total gross deposits, transfers, and
surrenders between fund divisions 51,615 12,245 795 130
------- ------- ---- ----
Deductions:
Premium load charges 12,198 84 359 12
Cost of insurance and administrative expenses 3,939 300 236 4
------- ------- ---- ----
Total deductions 16,137 384 595 16
------- ------- ---- ----
Net deposits into Separate Account $35,478 $11,861 $200 $114
======= ======= ==== ====
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
WORLDWIDE MULTI-STYLE
EMERGING MARKETS EQUITY
FUND DIVISION FUND DIVISION
------------------------- -----------------------
1999<F**> 1998 1999 1998
--------- ------ -------- -------
<S> <C> <C> <C> <C>
Total gross deposits $3,360 $ 45 $ 68,210 $26,946
Transfers between fund divisions and
General American 3,702 1,753 78,386 12,531
Surrenders and withdrawals 0 0 (198) 0
------ ------ -------- -------
Total gross deposits, transfers, and
surrenders between fund divisions 7,062 1,798 146,398 39,477
------ ------ -------- -------
Deductions:
Premium load charges 1,161 7 30,461 3,877
Cost of insurance and administrative expenses 861 91 11,758 1,140
------ ------ -------- -------
Total deductions 2,022 98 42,219 5,017
------ ------ -------- -------
Net deposits into Separate Account $5,040 $1,700 $104,179 $34,460
====== ====== ======== =======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to these funds
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
AGGRESSIVE
CORE BOND EQUITY
FUND DIVISION FUND DIVISION
------------------------ ------------------------
1999 1998 1999 1998
-------- ------ ------- -------
<S> <C> <C> <C> <C>
Total gross deposits $ 20,212 $2,978 $41,552 $23,310
Transfers between fund divisions and
General American (72,338) 4,298 39,906 10,915
-------- ------ ------- -------
Total gross deposits and transfers
between fund divisions (52,126) 7,276 81,458 34,225
-------- ------ ------- -------
Deductions:
Premium load charges 9,225 420 19,244 3,441
Cost of insurance and administrative expenses 2,396 98 5,509 755
-------- ------ ------- -------
Total deductions 11,621 518 24,753 4,196
-------- ------ ------- -------
Net deposits into (withdrawals from)
Separate Account $(63,747) $6,758 $56,705 $30,029
======== ====== ======= =======
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
NON-US INCOME & GROWTH
FUND DIVISION FUND DIVISION
---------------------- -----------------------
1999 1998 1999<F**> 1998
------- ------ --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $24,901 $3,248 $51,993 $ 126
Transfers between fund divisions and
General American 24,138 5,871 27,806 6,880
------- ------ ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 49,039 9,119 79,799 7,006
------- ------ ------- ------
Deductions:
Premium load charges 8,263 448 17,313 29
Cost of insurance and administrative expenses 3,119 184 7,281 132
------- ------ ------- ------
Total deductions 11,382 632 24,594 161
------- ------ ------- ------
Net deposits into Separate Account $37,657 $8,487 $55,205 $6,845
======= ====== ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to this fund
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION
------------------------ -----------------------
1999<F**> 1998 1999<F**> 1998
--------- ---- --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $10,629 $258 $25,993 $ 93
Transfers between fund divisions and
General American 14,268 713 1,261 3,740
Surrenders and withdrawals 0 0 0 0
------- ---- ------- ------
Total gross deposits, transfers, and
surrenders between fund divisions 24,897 971 27,254 3,833
------- ---- ------- ------
Deductions:
Premium load charges 4,785 44 7,137 17
Cost of insurance and administrative expenses 3,739 74 1,689 30
------- ---- ------- ------
Total deductions 8,524 118 8,826 47
------- ---- ------- ------
Net deposits into Separate Account $16,373 $853 $18,428 $3,786
======= ==== ======= ======
<FN>
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to these funds
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Variable Universal Life Insurance - 98:<F*>
- -------------------------------------------
<CAPTION>
SMALL COMPANY
BOND PORTFOLIO PORTFOLIO
FUND DIVISION FUND DIVISION
----------------------- -----------------------
1999<F**> 1998 1999<F**> 1998
--------- ------ --------- ------
<S> <C> <C> <C> <C>
Total gross deposits $ 9,118 $ 117 $18,644 $ 54
Transfers between fund divisions and
General American 1,306 3,219 26,022 3,034
------- ------ ------- ------
Total gross deposits and transfers
between fund divisions 10,424 3,336 44,666 3,088
------- ------ ------- ------
Deductions:
Premium load charges 3,529 14 5,354 12
Cost of insurance and administrative expenses 860 23 3,005 154
------- ------ ------- ------
Total deductions 4,389 37 8,359 166
------- ------ ------- ------
Net deposits into Separate Account $ 6,035 $3,299 $36,307 $2,922
======= ====== ======= ======
<F*>The Variable Universal Life Insurance 98 product was introduced in 1998, and the
first deposit was received on September 29, 1998.
<F**>The Variable Universal Life Insurance 98 product became available to these funds
on April 30, 1999.
(continued)
<PAGE>
<PAGE>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION FUND DIVISION
----------------------- ------------------------
1999 1998 1999 1998
-------- ------ --------- --------
<S> <C> <C> <C> <C>
Total gross deposits $148,524 $ 0 $ 646,197 $327,992
Transfers between fund divisions and
General American 183,394 1,201 (251,824) (21,803)
-------- ------ --------- --------
Total gross deposits and transfers
between fund divisions 331,918 1,201 394,373 306,189
-------- ------ --------- --------
Deductions:
Premium load charges 21,033 0 327,573 50,777
Cost of insurance and administrative expenses 15,334 24 16,814 14,164
-------- ------ --------- --------
Total deductions 36,367 24 344,387 64,941
-------- ------ --------- --------
Net deposits into Separate Account $295,551 $1,177 $ 49,986 $241,248
======== ====== ========= ========
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY ASSET ALLOCATION
FUND DIVISION FUND DIVISION FUND DIVISION
---------------------- -------------- ----------------
1999 1998 1999 1999
------- ---- ------- -------
<S> <C> <C> <C> <C>
Total gross deposits $10,088 0 $ 5,156 $ 6,904
Transfers between fund divisions and
General American 55 $905 19,546 17,414
------- ---- ------- -------
Total gross deposits and transfers
between fund divisions 10,143 905 24,702 24,318
------- ---- ------- -------
Deductions:
Premium load charges 934 0 702 1,074
Cost of insurance and administrative expenses 636 24 320 1,595
------- ---- ------- -------
Total deductions 1,570 24 1,022 2,669
------- ---- ------- -------
Net deposits into Separate Account $ 8,573 $881 $23,680 $21,649
======= ==== ======= =======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
INTERNATIONAL INDEX MID-CAP EQUITY
FUND DIVISION FUND DIVISION
---------------------- ----------------------
1999 1998 1999 1998
------- ---- ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $12,937 $ 0 $20,543 $ 0
Transfers between fund divisions and
General American 734 905 0 1,752
------- ---- ------- ------
Total gross deposits and transfers
between fund divisions 13,671 905 20,543 1,752
------- ---- ------- ------
Deductions:
Premium load charges 1,043 0 2,004 0
Cost of insurance and administrative expenses 420 24 695 54
------- ---- ------- ------
Total deductions 1,463 24 2,699 54
------- ---- ------- ------
Net deposits into Separate Account $12,208 $881 $17,844 $1,698
======= ==== ======= ======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
SMALL-CAP EQUITY EQUITY INCOME
FUND DIVISION FUND DIVISION
---------------------- ----------------------
1999 1998 1999 1998
------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $19,313 $ 0 $18,515 $ 0
Transfers between fund divisions and
General American 347 1,692 8,184 2,609
------- ------ ------- ------
Total gross deposits and transfers
between fund divisions 19,660 1,692 26,699 2,609
------- ------ ------- ------
Deductions:
Premium load charges 2,807 0 2,920 0
Cost of insurance and administrative expenses 837 53 1,537 76
------- ------ ------- ------
Total deductions 3,644 53 4,457 76
------- ------ ------- ------
Net deposits into Separate Account $16,016 $1,639 $22,242 $2,533
======= ====== ======= ======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
GROWTH OVERSEAS ASSET MANAGER
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- ---------------------- -------------
1999 1998 1999 1998 1999
------- ---- ------- ------ ----
<S> <C> <C> <C> <C> <C>
Total gross deposits $43,496 $ 0 $15,097 $ 0 $144
Transfers between fund divisions and
General American 11,264 905 1,000 1,706 0
------- ---- ------- ------ ----
Total gross deposits and transfers
between fund divisions 54,760 905 16,097 1,706 144
------- ---- ------- ------ ----
Deductions:
Premium load charges 8,888 0 1,866 0 0
Cost of insurance and administrative expenses 4,308 24 608 53 26
------- ---- ------- ------ ----
Total deductions 13,196 24 2,474 53 26
------- ---- ------- ------ ----
Net deposits into Separate Account $41,564 $881 $13,623 $1,653 $118
======= ==== ======= ====== ====
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
HIGH INCOME MULTI-SYTLE EQUITY
FUND DIVISION FUND DIVISION
---------------------- ----------------------
1999 1998 1999 1998
------- ------ ------- ------
<S> <C> <C> <C> <C>
Total gross deposits $10,880 $ 0 $ 9,127 $ 0
Transfers between fund divisions and
General American 0 1,711 4,922 4,306
------- ------ ------- ------
Total gross deposits and transfers
between fund divisions 10,880 1,711 14,049 4,306
------- ------ ------- ------
Deductions:
Premium load charges 913 0 4,155 0
Cost of insurance and administrative expenses 724 53 1,262 133
------- ------ ------- ------
Total deductions 1,637 53 5,417 133
------- ------ ------- ------
Net deposits into Separate Account $ 9,243 $1,658 $ 8,632 $4,173
======= ====== ======= ======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
WORLDWIDE
EMERGING MARKETS CORE BOND
FUND DIVISION FUND DIVISION
---------------- ----------------------
1999 1999 1998
------- ------- ------
<S> <C> <C> <C>
Total gross deposits $(3,046) $ 263 $ 0
Transfers between fund divisions and
General American 0 128 1,708
------- ------- ------
Total gross deposits and transfers
between fund divisions (3,046) 391 1,708
------- ------- ------
Deductions:
Premium load charges 0 1,166 0
Cost of insurance and administrative expenses 146 295 50
------- ------- ------
Total deductions 146 1,461 50
------- ------- ------
Net deposits into (withdrawals from) Separate Account $(3,192) $(1,070) $1,658
======= ======= ======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
AGGRESSIVE EQUITY NON-US
FUND DIVISION FUND DIVISION
----------------- ---------------------
1999 1999 1998
------- ------ ------
<S> <C> <C> <C>
Total gross deposits $5,046 $3,039 $ 0
Transfers between fund divisions and
General American 3 (110) 1,774
------ ------ ------
Total gross deposits and transfers
between fund divisions 5,049 2,929 1,774
------ ------ ------
Deductions:
Premium load charges 2,119 1,260 0
Cost of insurance and administrative expenses 537 298 52
------ ------ ------
Total deductions 2,656 1,558 52
------ ------ ------
Net deposits into Separate Account $2,393 $1,371 $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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
INCOME & GROWTH INTERNATIONAL VALUE
FUND DIVISION FUND DIVISION FUND DIVISION
--------------- ------------- -------------
1999 1999 1999<F**>
------ ------ ---------
<S> <C> <C> <C>
Total gross deposits $2,399 $1,597 $1,014
Transfers between fund divisions and
General American 4,943 0 0
------ ------ ------
Total gross deposits and transfers
between fund divisions 7,342 1,597 1,014
------ ------ ------
Deductions:
Premium load charges 1,930 510 422
Cost of insurance and administrative expenses 613 338 119
------ ------ ------
Total deductions 2,543 848 541
------ ------ ------
Net deposits into Separate Account $4,799 $ 749 $ 473
====== ====== ======
<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>
NOTE 7 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
Joint and Survivor Variable Universal Life Insurance - 98:<F*>
- --------------------------------------------------------------
<CAPTION>
BOND PORTFOLIO SMALL COMPANY
FUND DIVISION FUND DIVISION
-------------- -------------
1999 1999
------ ----
<S> <C> <C>
Total gross deposits $1,551 $981
Deductions:
Premium load charges 632 211
Cost of insurance and administrative expenses 237 315
------ ----
Total deductions 869 526
------ ----
Net deposits into Separate Account $ 682 $455
====== ====
<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, 1999
<CAPTION>
No. of Shares Market Value
--------------- --------------
<S> <C> <C>
S & P 500 Index Fund
General American Capital Company <F*> 999,187 $60,824,360
Money Market Fund
General American Capital Company <F*> 489,328 9,910,022
Bond Index Fund
General American Capital Company <F*> 250,830 6,136,371
Managed Equity Fund
General American Capital Company <F*> 173,817 6,380,710
Asset Allocation Fund
General American Capital Company <F*> 401,176 18,584,088
International Index Fund <F**>
General American Capital Company <F*> 507,022 13,006,687
Mid-Cap Equity Fund <F***>
General American Capital Company <F*> 337,135 8,364,930
Small-Cap Equity Fund
General American Capital Company <F*> 69,740 2,918,058
Equity-Income Fund
Variable Insurance Products Fund 939,971 24,166,662
Growth Fund
Variable Insurance Products Fund 1,014,256 55,713,063
Overseas Fund
Variable Insurance Products Fund 548,542 15,052,006
Asset Manager Fund
Variable Insurance Products Fund II 129,586 2,419,380
High Income Fund
Variable Insurance Products Fund 386,909 4,375,944
Worldwide Hard Assets Fund <F****>
Van Eck Worldwide Insurance Trust 28,930 317,077
Worldwide Emerging Markets Fund
Van Eck Worldwide Insurance Trust 18,240 260,096
<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
See accompanying notes to financial statements. (continued)
<PAGE>
<PAGE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
SCHEDULE OF INVESTMENTS (CONTINUED)
DECEMBER 31, 1999
<CAPTION>
No. of Shares Market Value
--------------- --------------
<S> <C> <C>
Multi-Style Equity Fund
Russell Insurance Funds 1,014,829 $17,038,971
Core Bond Fund
Russell Insurance Funds 1,018,988 9,823,042
Aggressive Equity Fund
Russell Insurance Funds 364,662 4,871,881
Non-US Fund
Russell Insurance Funds 353,166 5,011,427
Income & Growth Fund
American Century Variable Portfolios 92,034 736,269
International Fund
American Century Variable Portfolios 48,347 604,334
Value Fund
American Century Variable Portfolios 16,164 96,178
Bond Portfolio
J.P. Morgan Series Trust II 12,590 141,513
Small Company Portfolio
J.P. Morgan Series Trust II 35,632 596,119
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<PAGE>
LEGAL COUNSEL
Stephen E. Roth
Sutherland, Asbill & Brennan, Washington, D.C.
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>
GENERAL AMERICAN LIFE INSURANCE
COMPANY AND SUBSIDIARIES
Consolidated Financial Statements
December 31, 1999 and 1998
(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, 1999
and 1998, 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, 1999. 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 audits
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
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, 1999 and 1998, and the results of their operations and their cash
flows for each of the years in the three-year period ended December 31,
1999, in conformity with generally accepted accounting principles.
St. Louis, Missouri
February 4, 2000
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(dollars in millions, except share data)
<CAPTION>
As of December 31
-----------------
1999 1998
--------- --------
<S> <C> <C>
ASSETS
- ----------------------------------------------------------------
Fixed maturities:
Available-for-sale, at fair value $ 6,826.1 11,068.3
Mortgage loans, net 1,678.9 2,337.5
Real estate, net 127.2 129.9
Equity securities, at fair value 49.3 48.6
Policy loans 2,243.9 2,151.0
Short-term investments 292.4 195.3
Other invested assets 898.8 457.6
--------- --------
Total investments 12,116.6 16,388.2
Cash and cash equivalents 790.0 591.1
Accrued investment income 153.9 205.6
Reinsurance recoverables 863.3 905.0
Other contract deposits 325.5 4,094.8
Deferred tax asset, net 197.6 -
Deferred policy acquisition costs 1,286.1 773.8
Other assets 781.1 675.7
Separate account assets 6,915.6 5,214.8
--------- --------
Total assets $23,429.7 28,849.0
========= ========
LIABILITIES AND STOCKHOLDER EQUITY
- ----------------------------------------------------------------
Policy and contract liabilities:
Future policy benefits $ 5,995.6 5,589.5
Policyholder account balances:
Universal life 3,032.1 2,960.9
Annuities 3,709.8 3,714.5
Pension funds and interest sensitive contract liabilities 556.8 7,581.3
Policy and contract claims 702.1 591.1
Dividends payable to policyholders 120.6 121.7
--------- --------
Total policy and contract liabilities 14,117.0 20,559.0
Amounts payable to reinsurers 79.2 201.4
Long-term debt and notes payable 216.6 221.9
Other liabilities and accrued expenses 825.0 912.4
Deferred tax liability, net - 75.4
Separate account liabilities 6,892.0 5,194.9
--------- --------
Total liabilities 22,129.8 27,165.0
Minority interests 420.0 383.1
Stockholder equity:
Common stock, $1 par value, 5,000,000 shares authorized,
3,000,000 shares issued and outstanding 3.0 3.0
Additional paid in capital 71.1 3.0
Retained earnings 1,074.1 1,242.0
Accumulated other comprehensive (loss) income (268.3) 52.9
--------- --------
Total stockholder equity 879.9 1,300.9
--------- --------
Total liabilities and stockholder equity $23,429.7 28,849.0
========= ========
See accompanying notes to consolidated financial statements.
</TABLE>
2
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in millions)
<CAPTION>
Years ended December 31
-----------------------
1999 1998 1997
-------- ------- -------
<S> <C> <C> <C>
REVENUES
- -------------------------------------------------------
Insurance premiums $2,207.6 2,028.0 1,671.3
Other considerations 183.2 173.6 135.8
Net investment income 1,157.2 1,135.8 945.5
Ceded commissions 21.7 39.9 44.9
Other income 386.0 323.0 362.3
Net realized investment (losses) gains (200.6) 13.7 28.5
-------- ------- -------
Total revenues 3,755.1 3,714.0 3,188.3
-------- ------- -------
BENEFITS AND EXPENSES
- -------------------------------------------------------
Policy benefits 1,978.4 1,832.9 1,517.7
Interest credited to policyholder account balances 533.9 516.8 399.4
-------- ------- -------
Total policyholder benefits 2,512.3 2,349.7 1,917.1
Dividends to policyholders 191.6 192.1 182.1
Policy acquisition costs 154.0 240.7 171.1
Other insurance and operating expenses 917.5 713.7 712.8
Interest expense 17.7 17.9 20.2
Demutualization expense 13.3 - -
Fees to exit funding agreement business 141.4 - -
-------- ------- -------
Total benefits and expenses 3,947.8 3,514.1 3,003.3
-------- ------- -------
(Loss) income before provision for income taxes (192.7) 199.9 185.0
-------- ------- -------
Income tax (benefit) provision:
Current (23.6) 35.2 65.8
Deferred (40.7) 18.4 (0.1)
-------- ------- -------
Total income tax (benefit) provision (64.3) 53.6 65.7
-------- ------- -------
(Loss) income before minority interest (128.4) 146.3 119.3
Minority interest in earnings of consolidated subsidiaries (24.8) (29.2) (22.1)
-------- ------- -------
Net (loss) income $ (153.2) 117.1 97.2
======== ======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
3
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(dollars in millions)
<CAPTION>
Years ended December 31
-----------------------
1999 1998 1997
------- ----- -----
<S> <C> <C> <C>
Net (loss) income $(153.2) 117.1 97.2
Other comprehensive (loss) income (321.2) (54.0) 75.6
------- ----- -----
Comprehensive (loss) income $(474.4) 63.1 172.8
======= ===== =====
See accompanying notes to consolidated financial statements.
</TABLE>
4
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF STOCKHOLDER EQUITY
(dollars in millions)
<CAPTION>
ACCUMULATED
OTHER
ADDITIONAL COMPREHENSIVE TOTAL
COMMON PAID-IN RETAINED (LOSS) STOCKHOLDER
STOCK CAPITAL EARNINGS INCOME EQUITY
------ ---------- -------- ------------- -----------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1996 $ - - 966.5 31.3 997.8
Net income 97.2 97.2
Other comprehensive income 75.6 75.6
Issuance of common stock 3.0 3.0 (6.0) -
Dividend to parent (4.5) (4.5)
Other, net 4.4 4.4
---- ---- ------- ------ -------
Balance at December 31, 1997 3.0 3.0 1,057.6 106.9 1,170.5
Net income 117.1 117.1
Other comprehensive loss (54.0) (54.0)
Parent's share of subsidiary's
issuance of non-voting stock 68.6 68.6
Other, net (1.3) (1.3)
---- ---- ------- ------ -------
Balance at December 31, 1998 3.0 3.0 1,242.0 52.9 1,300.9
Net loss (153.2) (153.2)
Other comprehensive loss (321.2) (321.2)
Parent's share of subsidiaries'
capital stock transactions 25.3 25.3
Capital contribution from parent 68.1 68.1
Dividends (40.0) (40.0)
---- ---- ------- ------ -------
Balance at December 31, 1999 $3.0 71.1 1,074.1 (268.3) 879.9
==== ==== ======= ====== =======
See accompanying notes to consolidated financial statements.
</TABLE>
5
<PAGE>
<PAGE>
<TABLE>
General American Life Insurance Company and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in millions)
<CAPTION>
Years ended December 31
-----------------------
1999 1998 1997
--------- ------- -------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
- ----------------------------------------------------------------
Net (loss) income $ (153.2) 117.1 97.2
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
Change in:
Accrued investment income 50.9 (37.4) (20.6)
Reinsurance recoverables and
other contract deposits 463.9 496.1 203.7
Deferred policy acquisition costs (165.9) (102.1) (113.0)
Other assets (39.5) (172.1) (61.8)
Future policy benefits 406.2 655.5 693.1
Policy and contract claims 111.0 132.5 105.5
Other liabilities and accrued expenses (78.1) 48.2 319.8
Deferred income tax provision (40.7) 18.4 (0.1)
Policyholder considerations (183.2) (173.6) (135.8)
Interest credited to policyholder account balances 533.9 516.8 399.4
Amortization and depreciation (32.5) 34.6 32.7
Net realized investment losses (gains) 200.6 (13.7) (28.5)
Other, net 12.0 7.4 0.4
--------- ------- -------
Net cash provided by operating activities 1,085.4 1,527.7 1,492.0
--------- ------- -------
CASH FLOWS FROM INVESTING ACTIVITIES
- ----------------------------------------------------------------
Proceeds from investments sold or redeemed:
Fixed maturities available-for-sale 10,891.4 2,027.4 2,070.7
Mortgage loans 1,442.8 370.4 594.2
Equity securities 10.3 2.1 31.6
Cost of investments purchased:
Fixed maturities available-for-sale (8,110.5) (4,251.1) (4,463.1)
Mortgage loan originations (800.2) (594.5) (439.0)
Equity securities (19.2) (17.4) (47.3)
Maturity of fixed maturities available-for-sale 310.6 145.3 281.7
Increase in policy loans, net (92.9) (77.9) (153.4)
Increase in short-term and other invested assets, net (521.8) (215.2) (130.4)
Investments in subsidiaries 81.3 (24.5) (6.0)
--------- ------- -------
Net cash provided by (used in) investing activities 3,191.8 (2,635.4) (2,261.0)
--------- ------- -------
CASH FLOWS FROM FINANCING ACTIVITIES
- ----------------------------------------------------------------
Net policyholder account and contract (withdrawals) deposits (4,186.7) 1,108.8 1,024.5
Proceeds from subsidiary stock offering 124.9 221.8 -
Issuance of debt - 2.3 1.9
Repayment of debt (0.7) (0.4) (80.6)
Dividends (45.8) (3.8) (2.1)
Other, net 28.9 27.5 46.8
--------- ------- -------
Net cash (used in) provided by financing activities (4,079.4) 1,356.2 990.5
--------- ------- -------
Effect of exchange rate changes 1.1 (16.3) (5.3)
--------- ------- -------
Net increase in cash and cash equivalents 198.9 232.2 216.2
Cash and cash equivalents at beginning of year 591.1 358.9 142.7
--------- ------- -------
Cash and cash equivalents at end of year $ 790.0 591.1 358.9
========= ======= =======
See accompanying notes to consolidated financial statements.
</TABLE>
6
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(1) BASIS OF PRESENTATION AND SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES
ACQUISITION BY METLIFE
On January 6, 2000, Metropolitan Life Insurance Company (MetLife),
headquartered in New York City, purchased 100% of GenAmerica Corporation
(GenAmerica), General American Life Insurance Company's (General American
or the Company) parent, for $1.2 billion in cash. The acquisition was a
result of liquidity problems encountered by General American.
On August 10, 1999, at management's request, the Missouri Department of
Insurance placed the Company under an order of administrative supervision
(the order). The immediate cause of the order was the Company's inability
to immediately satisfy approximately $4 billion in institutional funding
agreement contract surrenders. The funding agreements guaranteed the
holder a return on principal at a stated interest rate for a specified
period of time. The contracts also allowed the holder to "put" the
contract to the Company for a payout of principal and interest within
designated time periods of 7, 30 or 90 days. The Company had reinsured 50%
of the funding agreement contracts with ARM Financial Group, Inc. (ARM).
In July 1999, Moody's Investors Services, Inc. downgraded the claims paying
ability rating of ARM due to the relative illiquidity of certain of its
invested assets, which resulted in the Company recapturing the obligations
and assets related to the funding agreements reinsured by ARM. As a result
of the recapture, Moody's downgraded the Company's claims paying ability
rating. Upon announcement of the downgrade, a large number of funding
agreement holders surrendered their contracts. The Company was unable to
liquidate sufficient assets in an orderly fashion without incurring
significant losses and therefore management requested the order.
In connection with the acquisition, MetLife offered each holder of a
General American funding agreement the option to exchange its funding
agreement for a MetLife funding agreement with substantially identical
terms and conditions or receive cash equal to the principal amount plus
accrued interest. In consideration of this exchange offer, the Company
transferred to MetLife assets having a market value equal to the market
value of the funding agreement liabilities, approximately $5.7 billion.
As a result of its efforts to raise liquidity to meet the funding agreement
requests and the transfer of assets to MetLife, the Company incurred
approximately $214.7 million in pretax capital losses. In addition to the
capital losses, the Company incurred $141.4 million in fees associated with
the recapture and transfer of the funding agreement business. With the
transfer, the Company fully exited the funding agreement business.
GenAmerica will operate as a wholly-owned stock subsidiary of MetLife.
The $1.2 billion purchase price was paid to GenAmerica's parent General
American Mutual Holding Company (GAMHC) and deposited in an account for the
benefit of the Company's policyholders. Ultimately, these funds, minus
adjustments, will be distributed to participating General American
policyholders, with accumulated interest and GAMHC will be dissolved.
7
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
REORGANIZATION
In September 1996, the Board of Directors of General American adopted the
Plan which authorized the reorganization (Reorganization) of the Company
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 the
Company approved the Plan on January 28, 1997 and the Reorganization became
effective on April 24, 1997 (effective date). The Company 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, the Company (i) formed GAMHC as a mutual
insurance holding company under the insurance laws of the State of
Missouri, (ii) formed 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 became 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) became a member of GAMHC and had 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 or annuity policy or 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 owned the Company, and GAMHC
indirectly owned 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 the following wholly owned
insurance subsidiaries: Cova Corporation (COVA), an insurance holding
company, Paragon Life Insurance Company, Security Equity Life Insurance
Company, General Life Insurance Company of America, General Life Insurance
Company (GLIC), GenAm Benefits Insurance Company, and its 48.3 percent
owned subsidiary, Reinsurance Group of America, Incorporated (RGA), an
insurance holding company. In addition, the financial statements include
the assets, liabilities, and results of operations of the following wholly
owned non-insurance subsidiaries: Red Oak Realty Company, White Oak
Royalty Company, GenMark, Inc., and its 60.4 percent owned subsidiary,
Conning Corporation (Conning).
The Company's principal lines of business, conducted through General
American 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, Conning successfully completed an Initial Public Offering
of 2.875 million shares of its common stock. Conning received net proceeds
of approximately $34.5 million from the offering. The
8
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
Company owned 60.4 and 62.7 percent of the total shares outstanding of
Conning's common stock at December 31, 1999 and 1998 respectively. The
publicly held stock of Conning is listed on the NASDAQ National Market
System.
OTHER OFFERINGS
At 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 7,417,500 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% to 53.3%.
On September 14, 1999 RGA held a special shareholder's meeting at which an
amendment to its restated articles of incorporation, as amended, was
approved which converted 7,417,496 shares of non-voting common stock into
7,194,971 shares of voting common stock, with cash paid in lieu of any
fractional shares. After the non-voting stock conversion, the Company's
ownership percentage was 53.5%.
On November 23, 1999, RGA completed a private placement of securities in
which it sold 4,784,689 shares of its common stock, $0.01 par value per
share to MetLife. The price per share was $26.125, and the aggregate value
of the transaction was approximately $125 million. Proceeds from the
private placement will be used for general corporate purposes, including
the immediate capital needs associated with the Company's primary
businesses. After the private offering, the Company's ownership percentage
was 48.3%.
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. The Company continues to
consolidate the financial statements of RGA even though its ownership
percentage has declined to below 50 percent since the Company has retained
control of RGA through a majority representation on RGA's Board of
Directors at December 31, 1999 and through January 6, 2000. 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 insurance 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.
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 non-insurance
operations, primarily service and contract fees relating to concessions,
asset management, system development, and third-party administration.
Amounts are recognized when earned.
9
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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 as well as related adjustments
to deferred acquisition costs, in accumulated other comprehensive income, a
separate component of stockholder equity.
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 retained earnings.
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 of the underlying contracts. Investment real estate
which the Company intends 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 $44.0 million and $52.4 million at
December 31, 1999 and 1998, respectively. Direct valuation allowances
amounted to $4.7 million and $7.3 million at December 31, 1999 and 1998,
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 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.
10
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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 those prepayments 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 taking into account 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, mortality
charges, and withdrawals. These expense charges are recognized in income
as earned.
The range of weighted average interest crediting rates used by the
Company's life insurance subsidiaries were as follows:
1999 1998 1997
Universal life 4.00-8.00% 5.25-7.10% 6.00-7.10%
Annuities 3.00-9.10% 4.00-9.20% 5.70-9.30%
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.
11
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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, 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.
The range of average rates of assumed interest used by the Company's
insurance subsidiaries in estimated gross margins were as follows:
1999 1998 1997
Participating life 7.76% 8.25% 8.17%
Universal life 6.00-9.20% 6.25-7.50% 6.25-7.79%
Annuities 3.00-7.00% 7.00-7.83% 7.00-7.84%
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.
12
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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
consolidated 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. 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. The Company has not recognized a
deferred tax liability for the excess of financial statement carrying
amount over the tax basis of its less-than-80 percent owned domestic
subsidiaries as the tax law provides a means by which the reported amount
of that investment can be recovered tax-free and the Company expects that
it will ultimately use that means.
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 $27.2 million and $19.9 million at December 31,
1999 and 1998, 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.
13
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
DERIVATIVES: Derivatives are valued using quoted market prices, if
available. For derivatives not actively traded, fair values are estimated
using values obtained from independent pricing services.
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 cash surrender values. For contracts with no defined maturity date,
the carrying value approximates fair value.
PENSION FUNDS AND INTEREST SENSITIVE CONTRACT LIABILITIES: Fair values for
the Company's interest sensitive contract liabilities are estimated using
cash surrender values. 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.
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 & Note 4 for additional information on fair value of
financial instruments.
NEW ACCOUNTING STANDARDS
In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 133, Accounting for Derivative
Instruments and Hedging Activities, effective for fiscal years beginning
after June 15, 2000, and is effective for interim periods in the initial
year of adoption. SFAS No. 133 requires companies to record derivatives on
the balance sheet as assets or liabilities, measured at fair value. It
also requires that gains or losses resulting from changes in the values of
those derivatives be reported depending on the use of the derivative and
whether it qualifies for hedge accounting. The Company has not yet
determined the effect of the implementation of SFAS No. 133 on the results
of operation, financial position, or liquidity. The Company plans to adopt
the provisions of SFAS No. 133 in 2001.
RECLASSIFICATION
The Company has reclassified the presentation of certain prior period
information to conform to the 1999 presentation.
(2) ACQUISITIONS AND DIVESTITURES
On September 30, 1999, the Company sold its 100 percent ownership in
Consultec, LLC to ACS Enterprise Solutions, Inc. Proceeds received net of
expenses were $65.7 million and the realized gain, net of tax, on the sale
was $28.4 million.
14
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(3) INVESTMENTS
Fixed Maturities and Equity Securities
The amortized cost and estimated fair value of fixed maturities and equity
securities at December 31, 1999 and 1998 are as follows (in millions):
<TABLE>
<CAPTION>
1999
- ---------------------------------------------------------------------------------------------
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
--------- ---------- ---------- ---------
<S> <C> <C> <C> <C>
Available-for-sale:
U. S. Treasury securities $ 88.6 0.2 (4.8) 84.0
Government agency
obligations 686.8 55.3 (54.8) 687.3
Corporate securities 4,298.6 104.6 (318.2) 4,085.0
Mortgage-backed securities 970.3 1.2 (106.7) 864.8
Asset-backed securities 1,441.5 1.0 (337.5) 1,105.0
-------- ----- ------ -------
Total fixed maturities
available-for-sale $7,485.8 162.3 (822.0) 6,826.1
======== ===== ====== =======
Equity securities $ 42.7 9.5 (2.9) 49.3
======== ===== ====== =======
<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 $ 20.7 0.4 -- 21.1
Government agency
obligations 1,151.5 122.5 (11.2) 1,262.8
Corporate securities 6,889.9 380.1 (164.1) 7,105.9
Mortgage-backed securities 1,812.4 34.0 (38.5) 1,807.9
Asset-backed securities 861.7 13.1 (4.2) 870.6
--------- ----- ------ --------
Total fixed maturities
available-for-sale $10,736.2 550.1 (218.0) 11,068.3
========= ===== ====== ========
Equity securities $ 39.1 9.5 -- 48.6
========= ===== ====== ========
</TABLE>
The Company manages its credit risk associated with fixed maturities by
diversifying its portfolio. At December 31, 1999, 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
stockholder equity.
15
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
The amortized cost and estimated fair value of fixed maturity
investments at December 31, 1999 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 millions). 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.
ESTIMATED
AMORTIZED FAIR
COST VALUE
--------- ---------
Due in one year or less $ 147.8 149.0
Due after one year through five years 1,122.9 1,086.1
Due after five years through ten years 1,641.7 1,482.9
Due after ten years through twenty years 3,603.1 3,243.3
Mortgage-backed securities 970.3 864.8
-------- -------
Total $7,485.8 6,826.1
======== =======
The sources of net investment income follow (in millions):
1999 1998 1997
-------- ------- -----
Fixed maturities $ 749.6 744.3 561.7
Mortgage loans 175.4 188.8 194.5
Real estate 25.0 25.7 34.1
Equity securities 2.0 1.2 1.3
Policy loans 144.9 152.2 148.3
Short-term investments 46.5 22.4 16.6
Other 33.0 18.9 14.0
-------- ------- -----
Investment revenue 1,176.4 1,153.5 970.5
Investment expenses (19.2) (17.7) (25.0)
-------- ------- -----
Net investment income $1,157.2 1,135.8 945.5
======== ======= =====
16
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
Net realized gains (losses) from sales of investments consist of the
following (in millions):
1999 1998 1997
------- ----- -----
Fixed maturities:
Realized gains $ 70.4 19.0 24.0
Realized losses (330.8) (14.0) (16.8)
Equity securities:
Realized gains 48.2 2.0 1.8
Realized losses (0.4) (0.2) (1.5)
Other investments, net 12.0 6.9 21.0
------- ----- -----
Net realized investment gains $(200.6) 13.7 28.5
======= ===== =====
Included in net realized losses are permanent write-downs of
approximately $67.6 million and $5.5 million during 1999 and 1998,
respectively.
A summary of the components of the net unrealized appreciation
(depreciation) on invested assets carried at fair value is as follows
(in millions):
1999 1998
------- ------
Unrealized (depreciation) appreciation:
Fixed maturities available-for-sale $(659.7) 332.1
Equity securities 6.6 9.5
Derivatives (33.8) (5.3)
Effect of unrealized appreciation (depreciation) on:
Deferred policy acquisition costs 186.0 (155.7)
Present value of future profits 14.6 (0.5)
Deferred income taxes 169.7 (69.1)
Other 1.5 (2.9)
Minority interest, net of taxes 69.4 (19.6)
------- ------
Net unrealized (depreciation) appreciation $(245.7) 88.5
======= ======
The Company has securities on deposit with various state insurance
departments and regulatory authorities with an amortized cost of
approximately $881.8 million and $545.7 million at December 31, 1999 and
1998, respectively.
The Company's credit review procedures are designed to promote timely
identification of investments that require a higher-than-normal degree
of scrutiny. Each quarter a review is performed of impaired assets.
Factors considered in the evaluation include the collateral values,
credit quality of the issuer, amount of the exposure, our ability to
reduce exposure in situations of deteriorating credit worthiness, and
loss probabilities. Once a charge-off is taken, income is no longer
accrued, all cash is applied to principal. The Company's total impaired
assets amount to $31.8 million and $35.6 million at December 31, 1999
and 1998, respectively.
17
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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.
During 1999, the Company entered into an agreement whereby approximately
$625.6 million of mortgage loans were sold by the Company for
securitization and resale by a financial institution as mortgage pass-
through certificates. The sale of these mortgage loans resulted in a
net gain of approximately $0.6 million. These amounts are reflected
within net investment income in the consolidated statement of
operations.
The Company's mortgage loans were distributed as follows (in millions):
<TABLE>
<CAPTION>
1999 1998
-------------------- --------------------
PERCENT PERCENT
CARRYING OF CARRYING OF
VALUE TOTAL VALUE TOTAL
-------------------- --------------------
<S> <C> <C> <C> <C>
Arizona $ 125.6 7.4% $ 167.6 7.1%
California 298.0 17.4 395.3 16.6
Colorado 150.5 8.8 228.1 9.6
Florida 134.0 7.9 171.6 7.2
Georgia 137.6 8.1 176.1 7.4
Illinois 91.9 5.4 162.2 6.8
Maryland 78.2 4.6 102.9 4.3
Missouri 98.1 5.7 93.5 3.9
Texas 157.8 9.2 197.4 8.3
Washington 69.1 4.0 99.6 4.2
Other 367.2 21.5 581.7 24.6
-------------------- --------------------
Subtotal 1,708.0 100.0% 2,376.0 100.0%
===== =====
Valuation reserve (29.1) (38.5)
-------- --------
Total $1,678.9 $2,337.5
======== ========
<CAPTION>
1999 1998
-------------------- --------------------
PERCENT PERCENT
CARRYING OF CARRYING OF
VALUE TOTAL VALUE TOTAL
-------------------- --------------------
<S> <C> <C> <C> <C>
Property type:
Apartment $ 143.0 8.4% $ 77.1 3.2%
Retail 490.8 28.7 872.2 36.7
Office building 604.6 35.4 747.8 31.5
Industrial 391.6 22.9 422.6 17.8
Other commercial 78.0 4.6 256.3 10.8
-------------------- --------------------
Subtotal 1,708.0 100.0% 2,376.0 100.0%
===== =====
Valuation reserve (29.1) (38.5)
-------- --------
Total $1,678.9 $2,337.5
======== ========
</TABLE>
18
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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 $6.5 million and $20.1 million at December 31, 1999
and 1998, respectively. At December 31, 1999 and 1998, the recorded
investment in mortgage loans that were considered impaired was $48.8
million and $100.7 million, respectively, with related allowances for
credit losses of $4.0 million and $12.6 million, respectively. The
average recorded investment in impaired loans during 1999 and 1998 was
$74.8 million and $110.2 million, respectively.
For the years ended December 31, 1999, 1998, and 1997, the Company
recognized $3.6 million, $6.8 million, and $9.7 million, respectively,
of interest income on those impaired loans, which included $3.6 million,
$7.0 million, and $9.9 million, respectively, of interest income
recognized using the cash basis method of income recognition.
As of December 31, 1999, the Company has outstanding fixed rate
Commercial mortgage loan commitments totaling $68.9 million with a
market value of $67.0 million at rates ranging from 7.125% to 8.50%, and
total variable rate commitments totaling $143.3 million with a market
value of $140.9 million.
SECURITIES LENDING
The Company participates in a securities lending program. In the
Company's agreements, collateral is held on certain fixed maturity
securities loaned to other institutions through a lending agreement.
The minimum collateral on securities loaned is 102% of the market value
of the loaned securities, marked to market daily. The Company retains
full ownership of the loaned securities and is indemnified by the
lending agent in the event a borrower becomes insolvent or fails to
return the securities. The amount on loan at December 31, 1999 and 1998
was $60.3 million and $122.5 million, respectively, and was
appropriately collateralized.
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, 1999, the Company had 19 outstanding interest rate swap
agreements which expire at various dates through 2024. Under 18 of the
agreements, the Company receives a fixed rate ranging from 6.065 percent
to 6.842 percent on a notional amount of $1.5 billion and pays a
floating rate based on London Interbank Offered Rate (LIBOR). Under the
remaining outstanding interest rate swap agreement, the Company receives
a floating rate based on LIBOR on a notional amount of $2 million and
pays a fixed rate of 6.495 percent. The estimated fair value of the
agreements at December 31, 1999 was a net loss of approximately $33.8
million, which is recognized in accumulated other comprehensive income.
19
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
At December 31, 1998, the Company had 35 outstanding interest rate swap
agreements which expire at various dates through 2025. 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. 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 LIBOR. 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.
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.
At December 31, 1999, the Company held no currency or cross currency
swaps. At December 31, 1998 the Company had one outstanding currency
swap agreement and five outstanding cross currency swaps which expire at
various dates through 2016. The notional amount was $34.2 million. The
1998 estimated fair value of the agreements was a net loss of $5.5
million and is 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 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, 1999, the Company held no total return swap agreements.
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.
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.
At December 31, 1999, the Company held no futures contracts. At
December 31, 1998, futures contracts outstanding were as follows (in
millions):
Net Sold Notional Fair Unrealized
Position Amount Value Gain
-------- -------- ----- -----------
(0.3) $33.1 $32.9 $0.2
The 1998 unrealized gain was recognized in accumulated other
comprehensive income.
20
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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, 1999 and 1998, there were not
any significant concentrations with counterparties.
(4) FAIR VALUE OF FINANCIAL INSTRUMENTS
The fair value of a financial instrument is the amount at which the
instrument could be exchanged in a current transaction between willing
parties. The following table presents the carrying amounts and estimated
fair values of the Company's financial instruments at December 31, 1999
and 1998 (in millions). Refer to Note 3 for the estimated fair values
of the Company's derivative instruments.
<TABLE>
<CAPTION>
1999 1998
-------------------- --------------------
ESTIMATED ESTIMATED
CARRYING FAIR CARRYING FAIR
VALUE VALUE VALUE VALUE
-------------------- --------------------
<S> <C> <C> <C> <C>
Assets:
Fixed maturities $6,826.1 6,826.1 11,068.3 11,068.3
Mortgage loans 1,678.9 1,691.7 2,337.5 2,472.5
Policy loans 2,243.9 2,243.9 2,151.0 2,151.0
Short-term investments 292.4 292.4 195.3 195.3
Other invested assets 898.8 898.8 457.6 457.6
Separate account assets 6,915.6 6,915.6 5,214.8 5,214.8
Liabilities:
Policyholder account balances
relating to investment
Contracts $5,179.4 5,279.8 5,044.8 4,929.7
Pension funds and other
interest sensitive liabilities 556.8 551.2 7,581.3 7,592.0
Long-term debt and
notes payable 216.6 209.8 221.9 216.6
Separate account liabilities 6,892.0 6,892.0 5,194.9 5,194.9
======== ======= ======== ========
</TABLE>
(5) 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 millions):
<TABLE>
<CAPTION>
1999 1998 1997
-------- ------- -------
<S> <C> <C> <C>
Direct $1,139.5 1,210.8 1,159.1
Assumed 1,667.7 1,422.3 996.9
Ceded (416.4) (431.5) (348.9)
-------- ------- -------
Net insurance premiums and other
considerations $2,390.8 2,201.6 1,807.1
======== ======= =======
</TABLE>
21
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(6) FEDERAL INCOME TAXES
Income tax (benefit) expense attributable to income from operations
consists of the following (in millions):
<TABLE>
<CAPTION>
1999 1998 1997
------ ---- ----
<S> <C> <C> <C>
Current income tax (benefit) expense $(23.6) 35.2 65.8
Deferred income tax (benefit) expense (40.7) 18.4 (0.1)
------ ---- ----
Provision for income taxes $(64.3) 53.6 65.7
====== ==== ====
</TABLE>
Income tax (benefit) 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 millions):
<TABLE>
<CAPTION>
1999 1998 1997
------ ----- ----
<C> <C> <C> <C>
Computed "expected" tax (benefit) expense $(67.4) 70.0 64.8
Increase (decrease) in income tax resulting
from:
Surplus (benefit) tax on mutual life
insurance companies - (7.5) 5.3
Foreign tax rate in excess of U.S. tax
rate 1.0 0.8 0.6
Tax preferred investment income (11.4) (10.9) (6.6)
State tax net of federal benefit 1.7 1.6 0.8
Corporate owned life insurance (3.3) (3.6) -
Foreign tax credit - (1.3) (0.6)
Goodwill amortization 1.9 1.5 1.0
Difference in book vs. tax basis in
domestic subsidiaries 1.6 2.8 2.2
Valuation allowance for loss
carryforwards 5.7 - -
Capitalized acquisition costs 2.4 - -
Other, net 3.5 0.2 (1.8)
------ ---- ----
Provision for income taxes $(64.3) 53.6 65.7
====== ==== ====
</TABLE>
Total income taxes were allocated as follows:
<TABLE>
<CAPTION>
1999 1998 1997
------- ----- -----
<S> <C> <C> <C>
Provision for income taxes $ (64.3) 53.6 65.7
Income tax from stockholder equity:
Unrealized investment (loss) gain
recognized for financial reporting
purposes (237.0) (22.6) 55.9
Foreign currency translation 7.8 (9.4) (12.1)
Other (2.4) (1.4) (0.5)
------- ----- -----
Provision for income taxes $(295.9) 20.2 109.0
======= ===== =====
</TABLE>
22
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
The tax effects of temporary differences that give rise to significant
portions of deferred tax assets and liabilities at December 31, 1999
and 1998 are presented below (in millions):
<TABLE>
<CAPTION>
1999 1998
------ -----
<S> <C> <C>
Deferred tax assets:
Reserve for future policy benefits $158.9 90.9
Deferred acquisition costs capitalized for tax 147.4 128.8
Employee benefits 41.5 28.2
Investments 46.2 -
Net operating and capital loss 57.2 46.8
Unrealized loss on investments 163.9 -
Other, net 95.5 98.5
------ -----
Gross deferred tax assets 710.6 393.2
Less valuation allowance 7.2 1.5
------ -----
Total deferred tax assets after valuation allowance $703.4 391.7
====== =====
<CAPTION>
1999 1998
------- -----
<S> <C> <C>
Deferred tax liabilities:
Unrealized gain on investments $ - 79.1
Deferred acquisition costs capitalized for financial
reporting 385.0 274.5
Investments - 3.7
Other, net 120.8 109.8
------- -----
Total deferred tax liabilities 505.8 467.1
------- -----
Total deferred tax (asset) liability $(197.6) 75.4
======= =====
</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. In addition, the Company has not recognized a deferred tax
liability of approximately $106 million for the excess of financial
statement carrying amount over the tax basis of its less-than-80-percent
owned domestic subsidiaries. This is because the unremitted earnings of
foreign subsidiaries will not be repatriated in the foreseeable future,
or because the excess of the financial statement carrying amount over
the tax basis of its less-that-80 percent owned domestic subsidiaries
will not become taxable as the tax law provides a means by which the
reported amount of that investment can be recovered tax-free and the
Company expects that it will ultimately use that means.
The Company believes that it is more likely than not that the deferred
tax assets established will be realized except for the amount of the
valuation allowance. As of December 31, 1999 and 1998, the Company has
provided for a 100 percent valuation allowance against the deferred tax
asset related to the net operating losses of the Company's foreign
subsidiaries including RGA's Australian, Argentine, South African and UK
subsidiaries and NaviSys' Mexican subsidiary. At December 31, 1999, the
Company's subsidiaries had capital loss carryforwards of $89.4 million,
and net operating loss carryforwards of $146.7 million. The capital and
net operating losses are expected to be utilized during the period
allowed for carryforwards.
23
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
The Company has been audited by the Internal Revenue Service for the
years through and including 1994. The Company is currently being
audited for the years 1995 and 1996. The Company believes that any
adjustments that might be required for open years will not have a
material effect on the Company's consolidated financial statements.
During 1999, 1998, and 1997 the Company paid income taxes totaling
approximately $77.0 million, $59.6 million, and $70.8 million,
respectively.
(7) DEFERRED POLICY ACQUISITION COSTS
A summary of the policy acquisition costs deferred and amortized is as
follows (in millions):
<TABLE>
<CAPTION>
1999 1998 1997
-------- ------ ------
<S> <C> <C> <C>
Balance at beginning of year $ 773.8 695.3 652.3
Transfer of present value of future profits -- -- 19.3
Prior year adjustment due to change in
reserving methods -- (0.2) --
Policy acquisition costs deferred 324.6 332.9 267.0
Policy acquisition cost amortized (214.4) (280.0) (211.9)
Interest credited 60.4 39.3 40.8
Deferred policy acquisition costs relating to
change in unrealized (gain) loss on
investments available-for-sale 341.7 (13.5) (72.2)
-------- ------ ------
Balance at end of year $1,286.1 773.8 695.3
======== ====== ======
</TABLE>
(8) 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.
Associates of the Company also are offered 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. Effective April
30, 1999, the liabilities that relate to these plans are managed at
GenAmerica Management Corporation, a subsidiary of GenAmerica. The
Company recognized expense of $12.9 million, $8.2 million, and $7.7
million for the years ended December 31, 1999, 1998, and 1997,
respectively, related to these plans.
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 $13.4 million and $14.4 million at December
31, 1999 and 1998, respectively.
24
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
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 $4.3 million, $10.4 million, and $10.4
million for 1999, 1998, and 1997 respectively.
At December 31, 1999, plan assets were invested 79.2% in the S&P Stock
Fund, 6.9% in the Small-Cap Stock Fund, 9.1% in the Separately Managed
Account Fund, and 4.8% in the Long-Term Bond Fund. At December 31, 1998
plan assets were invested 70.1% in the S&P 500 Stock Fund, 7.4% in the
Small-Cap Stock Fund, 17.3% in the Separately Managed Account Fund, and
5.2% in the Long-Term Bond Fund. These assets are invested in General
American separate accounts and held in a trust by an unrelated third
party administrator.
The following tables summarize the Company's associate benefit plans and
postretirement benefits (in millions):
<TABLE>
<CAPTION>
Pension Benefits Other Benefits
------------------ -----------------
1999 1998 1999 1998
------ ----- ----- ----
<S> <C> <C> <C> <C>
Change in benefit obligation:
Benefit obligation at beginning of year $149.1 129.8 $45.7 37.7
Service cost 6.5 5.8 1.7 1.7
Interest cost 10.3 9.2 2.8 2.9
Participant contributions -- -- 0.2 0.2
Plan amendments 0.3 (0.4) -- (1.3)
Curtailments 2.4 -- -- --
Special termination benefits 1.2 -- -- --
Benefits paid (8.0) (6.6) (1.9) (1.4)
Actuarial (gain) loss (1.9) 11.3 (7.8) 5.9
------ ----- ----- ----
Benefit obligation at end of year 159.9 149.1 40.7 45.7
------ ----- ----- ----
Change in plan assets:
Fair value of plan assets at
beginning of year 174.8 150.5 -- --
Actual return on plan assets 10.5 29.2 -- --
Employer contributions 2.1 1.7 1.7 1.2
Associates contributions -- -- 0.2 0.2
Benefits paid (8.0) (6.6) (1.9) (1.4)
------ ----- ----- ----
Fair value of plan assets at end of year $179.4 174.8 $-- --
====== ===== ===== ====
</TABLE>
25
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
<TABLE>
<CAPTION>
Pension Benefits Other Benefits
1999 1998 1997 1999 1998 1997
------ ----- ----- ------ ----- -----
<S> <C> <C> <C> <C> <C> <C>
Reconciliation of funded status:
Funded status $ 19.4 25.7 20.7 $(40.7) (45.7) (37.7)
Unrecognized actuarial gain (12.3) (14.5) (8.2) (9.6) (1.9) (7.8)
Unrecognized transition
obligation 0.2 0.3 1.1 13.4 14.4 16.8
Unrecognized prior service
cost (0.3) (0.8) (2.2) -- -- --
------ ----- ----- ------ ----- -----
Net amount recognized at end
of year 7.0 10.7 11.4 (36.9) (33.2) (28.7)
------ ----- ----- ------ ----- -----
Amounts recognized in the
statement of financial
position consist of:
Prepaid benefit cost 40.6 37.9 35.9 -- -- --
Accrued benefit liability (38.2) (32.2) (28.2) (36.9) (33.2) (28.7)
Intangible asset 0.1 0.9 0.9 -- -- --
Accumulated other
comprehensive loss 4.5 4.1 2.8 -- -- --
------ ----- ----- ------ ----- -----
Net amount recognized at end
of year $ 7.0 10.7 11.4 $(36.9) (33.2) (28.7)
====== ===== ===== ====== ===== =====
Other comprehensive loss
(income) attributable to
change in additional
minimum liability
recognition $ 0.3 1.3 (0.5) $ -- -- --
====== ===== ===== ====== ===== =====
</TABLE>
26
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
<TABLE>
<CAPTION>
Pension Benefits Other Benefits
1999 1998 1997 1999 1998 1997
------ ----- ----- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Additional year-end
information for plans with
benefit obligations in
excess of plan assets:
Benefit obligation 47.6 36.6 32.2 40.7 45.7 37.7
Additional year-end
information for pension
plans with accumulated
benefit obligations in
excess of plan assets:
Projected benefit
obligation 40.5 36.6 32.2 -- -- --
Accumulated benefit
obligation 37.8 32.1 28.0 -- -- --
Fair value of plan assets 0.1 0.1 -- -- -- --
====== ===== ===== ==== ==== ====
Components of net periodic
benefit cost:
Service cost 6.5 5.8 5.9 1.7 1.7 1.7
Interest cost 10.3 9.2 8.6 2.8 2.9 2.5
Expected return on plan
assets (15.3) (13.2) (11.1) -- -- --
Amortization of prior
service cost (0.1) (0.1) 0.1 -- -- --
Amortization of
transitional
obligation 0.1 0.1 0.3 1.0 1.0 1.1
Recognized actuarial
loss (gain) 0.6 0.4 0.4 (0.1) -- (0.2)
------ ----- ----- ---- ---- ----
Net periodic benefit cost $ 2.1 2.2 4.2 5.4 5.6 5.1
====== ===== ===== ==== ==== ====
Additional loss recognized due to:
Curtailment $ 2.3 0.1 -- -- -- --
Special Termination Benefit 1.4 -- -- -- -- --
====== ===== ===== ==== ==== ====
Weighted-average assumptions as
of December 31:
Discount rate 7.50% 6.75% 7.25% 7.50% 6.75% 7.25%
Expected long-term rate of
return on plan assets 9.00% 9.00% 9.00% -- -- --
Rate of compensation
increase (qualified plan) 4.95% 4.20% 4.20% -- -- --
====== ===== ===== ==== ==== ====
</TABLE>
27
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
ASSUMED HEALTH CARE COST TREND: For measurement purposes, a 7.0% annual
rate of increase in the per capita cost of covered health care benefits
was assumed for 1999. The rate assumed to decrease gradually to 5% for
2003 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
(in thousands):
One Percentage One Percentage
Point Increase Point Decrease
-------------- --------------
Effect on total service and interest cost
components for 1999 $0.9 (0.7)
Effect on end of year 1999
postretirement benefit obligation $5.8 (4.7)
(9) DEBT
The Company's long-term debt and notes payable consists of the
following (in millions):
<TABLE>
<CAPTION>
Face Value at December 31,
Description Rate Maturity 1999 1998
- ----------- ---- -------- ---- ----
<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 2000 9.5 8.9
------ -----
Total long-term debt and notes payable $216.5 215.9
====== =====
</TABLE>
The difference between the face value of debt and the carrying value per
the consolidated balance sheets is unamortized discount.
General American'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.
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 2000 and are
expected to be renewed under the terms of the line of credit. This
agreement contained 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 1999, 1998, and 1997 amounted to $17.8
million, $17.0 million, and $20.0 million, respectively.
As of December 31, 1999, the Company was in compliance with all
covenants under its debt agreements.
28
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(10) 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 No. 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 No. 130.
The components of comprehensive income, other than net income, are as
follows (in millions):
<TABLE>
<CAPTION>
1999
---------------------------------------------
TAX NET-
BEFORE-TAX (EXPENSE) OF-TAX
AMOUNT BENEFIT AMOUNT
---------------------------------------------
<S> <C> <C> <C>
Foreign currency translation adjustments $ 19.5 (6.8) 12.7
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during
period (753.1) 266.9 (486.2)
Less: Reclassification adjustment for gains
(losses) realized in net income (233.5) 81.5 (152.0)
---------------------------------------------
Net unrealized gains (losses) on securities (519.6) 185.4 (334.2)
Minimum benefit liability (1.0) 1.3 0.3
---------------------------------------------
Total other comprehensive (loss) income $(501.1) 179.9 (321.2)
=============================================
<CAPTION>
1998
---------------------------------------------
TAX NET-
BEFORE-TAX (EXPENSE) OF-TAX
AMOUNT BENEFIT AMOUNT
---------------------------------------------
<S> <C> <C> <C>
Foreign currency translation adjustments $(20.6) 7.2 (13.4)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during
period (56.6) 19.3 (37.3)
Less: Reclassification adjustment for gains
(losses) realized in net income 4.7 (1.7) 3.0
--------------------------------------------
Net unrealized gains (losses) on securities (61.3) 21.0 (40.3)
Minimum benefit liability (0.3) -- (0.3)
--------------------------------------------
Total other comprehensive (loss) income $(82.2) 28.2 (54.0)
============================================
</TABLE>
29
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
<TABLE>
<CAPTION>
1997
---------------------------------------------
TAX NET-
BEFORE-TAX (EXPENSE) OF-TAX
AMOUNT BENEFIT AMOUNT
---------------------------------------------
<S> <C> <C> <C>
Foreign currency translation adjustments $(14.3) 10.6 (3.7)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during
period 132.3 (49.1) 83.2
Less: Reclassification adjustment for gains
(losses) realized in net income 7.4 (2.6) 4.8
---------------------------------------------
Net unrealized gains (losses) on securities 124.9 (46.5) 78.4
Minimum benefit liability 0.9 -- 0.9
---------------------------------------------
Total other comprehensive (loss) income $111.5 (35.9) 75.6
=============================================
</TABLE>
The following schedule reflects the change in net accumulated other
comprehensive (loss) income for the periods ending December 31, 1999
and 1998 (in millions):
<TABLE>
<CAPTION>
CURRENT
BALANCE AS PERIOD BALANCE AS
OF 12/31/98 CHANGE OF 12/31/99
----------- ------- -----------
<S> <C> <C> <C>
Foreign currency adjustments $(32.9) 12.7 (20.2)
Unrealized gains (losses) on securities 88.5 (334.2) (245.7)
Minimum benefit liability (2.7) 0.3 (2.4)
----------- ------- -----------
Total accumulated other comprehensive
(loss) income $ 52.9 (321.2) (268.3)
----------- ------- -----------
<CAPTION>
CURRENT
BALANCE AS PERIOD BALANCE AS
OF 12/31/97 CHANGE OF 12/31/98
----------- ------- -----------
<S> <C> <C> <C>
Foreign currency adjustments $(19.5) (13.4) (32.9)
Unrealized gains (losses) on securities 128.8 (40.3) 88.5
Minimum benefit liability (2.4) (0.3) (2.7)
----------- ------- -----------
Total accumulated other comprehensive
(loss) income $106.9 (54.0) 52.9
=========== ======= ===========
</TABLE>
30
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(11) REGULATORY MATTERS
The Company and its insurance subsidiaries are subject to financial
statement filing requirements in their respective state 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
consolidated insurance subsidiaries, for the years ended and at December
31, 1999, 1998, and 1997, as determined in accordance with statutory
accounting practices, are as follows (in millions):
1999 1998 1997
------- ------- -----
Net (loss) income $(190.8) 60.8 39.7
Policyholders' surplus 741.3 1,147.4 844.1
======= ======= =====
For the year ended December 31, 1999, General American has changed its
method for recording equity in earnings of subsidiaries on a statutory
basis to reflect such earnings as a direct charge or credit to surplus,
and not a component of investment income.
Under Risk-Based Capital (RBC) requirements, General American and its
insurance subsidiaries are required to measure their solvency against
certain parameters. As of December 31, 1999, the Company's insurance
subsidiaries exceeded the established RBC minimums. In addition, the
Company's insurance subsidiaries exceeded the minimum statutory capital
and surplus requirements of their respective states of domicile.
The Company's 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.
31
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(12) PARTICIPATING POLICIES AND DIVIDENDS TO POLICYHOLDERS
Over 18.9 percent and 22.8 percent of the Company's business in force
relates to participating policies as of December 31, 1999 and 1998,
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.
(13) 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 Trial
Court reduced the punitive damage award to $18 million. The Company has
appealed the verdict and the award of the Court.
The Company was named as a defendant in a lawsuit filed in a federal
district court in Phoenix, Arizona along with Paul Revere Life Insurance
Company. The lawsuit claimed that Paul Revere denied benefits which was
a breach of the implied duty of good faith and that both companies were
liable due to being in a joint venture relationship. The jury found for
the plaintiff and assessed punitive damages against the company in the
sum of $10.2 million and against Paul Revere in the sum of $6.8 million.
Both companies have filed post-trial motions aimed at setting aside the
jury verdict and/or reducing the jury awards. The Company intends to
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, DAllesandro 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 has negotiated a settlement agreement with counsel
for plaintiffs which resolves all matters concerning the relief for the
class. There is, however, no agreement on the attorneys' fees or
expenses of class counsel. This settlement is in the process of being
finalized. It will then be submitted to the Court for review and
approval along with the issue of attorneys' fees and expenses. If the
settlement is not approved the Company intends to continue to oppose the
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.
32
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
(14) RELATED PARTY TRANSACTIONS
In 1999, GenAmerica made capital contributions to the Company of $38.0
million, $10.1 million of NaviSys Incorporated's (NaviSys) equity, and
$20.0 million of NaviSys' bonds. The $38.0 million contribution
consisted of a promissory note from ARM, and was expensed by the Company
after it became uncollectible.
The following related party transactions occurred in the connection with
MetLife's acquisition of GenAmerica.
The Company paid and expensed approximately $20 million to MetLife
as consideration for MetLife's willingness to accept the funding
agreement business of General American as described in Note 1.
The Company paid $40 million to MetLife during 1999 which
ultimately was returned to GAMHC at the closing on January 6,
2000. This transaction has been recorded as a dividend by the
Company to GAMHC in the accompanying financial statements.
Subsequent to December 31, 1999 an additional $40 million was paid
to MetLife on behalf of GAMHC.
During 1999, GenAmerica paid and expensed $12 million of
investment advisory fees for which GAMHC and GenAmerica were
jointly and severably liable.
RGA also has reinsurance transactions between MetLife and certain of its
subsidiaries. Under these agreements, RGA reflected earned premiums of
approximately $108 million and $113 million in 1999 and 1998,
respectively. The earned premiums reflect the net of business assumed
from and ceded to MetLife and its subsidiaries. Underwriting gain
(loss) on this business was approximately $12 million and $13 million in
1999 and 1998, respectively.
(15) SUBSEQUENT EVENTS
On January 1, 2000, the Company exited the Group Health business through
the Asset Purchase Agreement and related reinsurance arrangements with
Great-West Life & Annuity Insurance Company (Great-West). This
agreement also includes any life business that is directly associated to
the health business.
The Company is required to reimburse Great-West for up to $10 million in
net operating losses incurred during 2000. These amounts have been
fully accrued in the 1999 consolidated financial statements of the
Company. The Company must also compensate Great-West for certain
receivables related to this business should they be deemed uncollectible.
On January 18, 2000, MetLife proposed to acquire all of Conning's
outstanding shares of common stock not already controlled by MetLife for
$10.50 per share in cash. MetLife acquired a beneficial interest of
approximately 61% in Conning as a result of its January 6, 2000
acquisition of GenAmerica. Conning has received MetLife's proposal and
the Conning Board of Directors is evaluating the proposed transaction.
33
<PAGE>
<PAGE>
General American Life Insurance Company and Subsidiaries
On January 24, 2000, Conning announced that it had learned of a
complaint purporting to be a shareholder class action suit that has been
filed in the Supreme Court of the State of New York, naming Conning and
MetLife as co-defendants. The complaint follows the January 18, 2000
announcement of MetLife's proposal to acquire all of the outstanding
shares of common stock not already controlled by MetLife for $10.50 per
share in cash. The complaint alleges that MetLife's proposal to acquire
the remaining equity interest in Conning fails to offer a fair price to
Conning's shareholders and lacks adequate procedural protections.
Additionally, the complaint alleges that as a result of MetLife's
proposal, the defendants have engaged in acts of self-dealing and
breeches of fiduciary duty in connection with the proposed transaction.
Conning was subsequently served with the complaint and believes the
plaintiff's claims are without merit.
34
<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
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
II-1
<PAGE>
<PAGE>
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.
REPRESENTATIONS PURSUANT TO SECTION 26(E)
General American Life Insurance Company hereby represents that the fees
and charges deducted under the Policies described in the prospectus are,
in the aggregate, reasonable in relation to the services rendered, the
expenses expected, and the risks assumed by General American Life
Insurance Company.
II-2
<PAGE>
<PAGE>
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement comprises the following Papers and
Documents:
The facing sheet.
VGSP Prospectus, consisting of 211 pages; FRC-VUL Prospectus,
consisting of 203 pages.
The undertaking to file reports required by Section 15(d) of the
1934 Act.
The undertaking pursuant to Rule 484 of the 1933 Act.
Representations pursuant to Section 26(e) of the 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) (a) Revised form of VGSP Policy<F5>
(b) N/A
(c) Waiver of monthly Deduction Rider<F5>
(d) Form of FRC-VUL Policy<F5>
(e) Form of FRC-VUL Waiver of Monthly Deduction Rider<F5>
(f) Form of FRC-VUL Waiver of Specified Premium Rider<F5>
(g) Form of FRC-VUL Increasing Benefit Rider<F5>
(6) (a) Amended and Restated Charter and Articles of
Incorporation of General American<F4>
(b) Amended and Restated By-Laws of General American<F4>
(7) Not applicable
(8) (a) Form of Agreement to Purchase Shares of General
American Capital Company<F1>
(b) Participation Agreement with Variable Insurance
Products Fund<F3>
(c) Form of Participation Agreement with Russell Insurance
Funds, Inc.<F5>
(d) Participation Agreement with Variable Insurance
Products Fund II<F3>
(e) Participation Agreement with SEI Insurance Products
Trust<F3>
(9) Not applicable
(10) (a) Form of Application for Standard VGSP Policy<F2>
(b) Form of Application for Standard FRC-VUL Policy<F5>
(c) Form of Application for FRC-VUL Policy--Guaranteed
Issue<F5>
(d) Form of Master Application for FRC-VUL Policy<F5>
2. Revised 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<F2>
II-3
<PAGE>
<PAGE>
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) See Exhibit 1(5)
(3) (a) Opinion of Robert J. Banstetter, General Counsel of
General American as to VGSP Policy<F5>
(b) Opinion of Matthew P. McCauley, Associate General
Counsel of General American as to FRC-VUL Policy<F5>
(4) No financial statements are omitted from the Prospectuses
pursuant to prospectus instructions 1(b) or (c).
(5) Not applicable
[FN]
- -----------
1 Incorporated by reference to the Registration Statement and Post-
Effective Amendment No. 16, File No. 33-10146 (VUL 95), May 1,
2000.
2 Incorporated by reference to Pre-Effective Amendment No. 1 to the
Registration Statement, File No. 333-53477 (VUL 98), July 31,
1998.
3 Incorporated by reference to Post-Effective Amendment No. 3, File
No. 333-53477 (VUL 98), April 28, 2000.
4 Incorporated by reference to Post-Effective Amendment No. 9 to the
Registration Statement, File No. 33-48550 (VGSP Frank Russell),
April 24, 1998.
5 Filed herewith.
II-4
<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, General
American Life Insurance Company and General American Separate Account
Eleven certify that they meet all of the requirements for effectiveness
of this amended Registration Statement pursuant to Rule 485(b) under the
Securities Act of 1933 and have duly caused this amended 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 28th day of April, 2000.
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/ Kevin C. Eichner
------------------------------ -----------------------------
Robert J. Banstetter, Sr. Kevin C. Eichner
Secretary President, General American
Life Insurance Company
II-5
<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, Chief 4/28/00
- ----------------------------- Executive Officer
Richard A. Liddy (Principal Executive
Officer)
/s/ Kevin C. Eichner President 4/28/00
- -----------------------------
Kevin C. Eichner
/s/ Barry C. Cooper Vice President 4/28/00
- ----------------------------- Controller
Barry C. Cooper (Principal Accounting
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 4/28/00
II-6
<PAGE>
<PAGE>
Signature Title Date
- --------- ----- ----
- -----------------------------
William E. Maritz<F*> Director
- -----------------------------
Craig D. Schnuck<F*> Director
- -----------------------------
William P. Stiritz<F*> Director
- -----------------------------
Andrew C. Taylor<F*> Director
- -----------------------------
Robert L. Virgil, Jr.<F*> Director
- -----------------------------
Virginia V. Weldon<F*> Director
- -----------------------------
Ted C. Wetterau<F*> Director
By: /s/ Christopher A. Martin 4/28/00
-----------------------------
Christopher A. Martin
[FN]
<F*> Original powers of attorney authorizing the Registrant's Secretary
and Assistant Secretaries as well as Matthew P. McCauley, William L.
Hutton, and Christopher A. Martin to sign this Registration Statement
and Amendments thereto on behalf of the Board of Directors of General
American Life Insurance Company are incorporated by reference to Post-
Effective Amendment No. 3 to the Registration Statement, File No. 333-
53477 (VUL 98), April 28, 2000.
II-7
<PAGE>
<PAGE>
The Board of Directors
General American Life Insurance Company
Re: "Variable General SelectPlus"
"Russell Insurance Funds"
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 28, 2000
II-8
<PAGE>
Exhibit 1. (5)(a)
-----------------
Revised Form of VGSP Policy
and
Exhibit 1. (5)(d)
-----------------
Form of FRC-VUL
secs62
<PAGE>
<PAGE>
GENERAL
AMERICAN POLICY NUMBER:
A MUTUAL LIFE 16,000,001
INSURANCE COMPANY
13045 TESSON FERRY RD. INSURED:
ST. LOUIS, MISSOURI 63128 [LOGO] John Doe
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE TO AGE 100
Flexible Premiums are payable during the lifetime of the insured to the maturity
date. The death benefit is payable at the death of the insured prior to the
maturity date and while the policy is in force. Cash surrender value, if any, is
payable on the maturity date. Participating annual dividends may be paid.
THE AMOUNT OF THE DEATH BENEFIT OR THE DURATION OF THE DEATH BENEFIT MAY
INCREASE OR DECREASE UNDER THE CONDITIONS DESCRIBED ON PAGES 4.01 and 4.02.
THE POLICY'S CASH VALUE IN EACH INVESTMENT DIVISION OF THE SEPARATE ACCOUNT IS
BASED ON THE INVESTMENT EXPERIENCE OF THAT INVESTMENT DIVISION AND MAY INCREASE
OR DECREASE DAILY. IT IS NOT GUARANTEED AS TO DOLLAR AMOUNT. SEE THE SEPARATE
ACCOUNT PROVISION.
THE POLICY'S CASH VALUE IN THE GENERAL ACCOUNT WILL BE CREDITED WITH INTEREST
AT A MINIMUM GUARANTEED RATE AS SHOWN ON THE POLICY SPECIFICATIONS PAGE. WE MAY
CREDIT ADDITIONAL INTEREST IN EXCESS OF THE GUARANTEED RATE. SEE THE GENERAL
ACCOUNT CASH VALUE PROVISION.
RIGHT TO EXAMINE POLICY
Please read this policy. You may return this policy to us or to the agent
through whom it was purchased within 20 days from the date you receive it or
within 45 days after the application is signed, whichever period ends later. If
you return it within this period, the policy will be void from the beginning.
We will refund any premium paid.
This policy is a legal contract between the policy owner and General American.
PLEASE READ YOUR CONTRACT CAREFULLY. This cover sheet provides only a brief
outline of some of the important features of your policy. This cover sheet is
not the complete insurance contract and only the actual policy provisions will
control. The policy itself sets forth, in detail, the rights and obligations of
both you and your insurance company. IT IS, THEREFORE, IMPORTANT THAT YOU READ
YOUR POLICY.
Signed for the company at its Home Office, St. Louis, Missouri 63128.
(1-800-638-9294)
/s/ Robert J. Banstetter /s/ Richard A. Liddy
V.P., GENERAL COUNSEL CHAIRMAN, PRESIDENT
AND SECRETARY AND CEO
100003
(10/95) 0.01
<PAGE>
<PAGE>
ALPHABETIC GUIDE TO YOUR CONTRACT
Page
3.07 Addition, Deletion or Substitution of Investments
4.03 Allocation of Net Premiums
3.04 Assignments
6.08 Basis of Computation
3.02 Beneficiary
6.06 Cash Surrender Value
6.03 Cash Values
4.02 Change in Contract Type
4.02 Change in Face Amount
3.04 Change of Owner or Beneficiary
3.04 Claims of Creditors
3.04 Conformity with Statutes
4.01 Death Benefit
3.01 Definitions
6.01 Dividends
6.01 Dividend Options
6.03 General Account Cash Value
6.03 General Account Interest Rate
4.04 Grace Period
3.05 Incontestability
7.01 Interest on Proceeds
3.01 Issue Age
6.05 Loan Account Cash Value
6.01 Loans
Page
3.01 Maturity Date
3.05 Misstatement of Age or Sex and Corrections
6.05 Monthly Cost of Insurance
6.06 Monthly Deduction
6.05 Monthly Policy Charge
6.04 Net Investment Factor
4.03 Net Premium
3.02 Owner
6.06 Partial Withdrawals
7.01 Payment of Policy Benefits
4.03 Payment of Premiums
4.02 Policy Changes
4.01 Policy Proceeds
6.08 Postponement of Payments
4.04 Reinstatement
3.04 Requests for Changes and/or Information
6.04 Separate Account Cash Value
3.06 Separate Account Provisions
3.04 Statements in Application
3.05 Suicide Exclusion
6.06 Surrender
3.06 Transfers
Additional Benefit Riders, Modifications and Amendments, if any, and a Copy
of the Application are found following the final section.
NOTICE OF ANNUAL MEETING
Our annual meeting for the election of directors and the transaction of other
business is held each year at our Home Office in St. Louis, Missouri. The
meeting is at 9:00 a.m. on the fourth Tuesday in January. We are a mutual
company owned by our policyowners. Each policyowner is entitled to vote at
such elections and to participate in such meetings.
100003 0.02
(10/95)
<PAGE>
<PAGE>
POLICY SPECIFICATIONS
GENERAL POLICY SPECIFICATIONS
INSURED [JOHN DOE]
POLICY NUMBER [16,000,001]
ISSUE DATE [OCTOBER 1, 1995]
MATURITY DATE<F*> [OCTOBER 1, 2060]
FACE AMOUNT [$100,000]
CONTRACT TYPE [OPTION C]
INSURED AGE [35]
SEX [MALE]
SURRENDER CHARGE FACTOR [4%]
GENERAL ACCOUNT MAXIMUM
ALLOCATION PERCENT [100%]
RISK CLASSIFICATION [STANDARD SMOKER]
INITIAL ANNUAL
MINIMUM PREMIUM [$291.00]
PLANNED ANNUAL
PREMIUM [$466.00]
GENERAL ACCOUNT MAXIMUM
WITHDRAWAL PERCENTAGE LIMIT [25%]
MORTALITY AND EXPENSE RISK
PERCENTAGE [0.70%]
DAILY EXPENSE PERCENTAGE [.0019111%]
FORM BENEFITS - AS SPECIFIED IN POLICY
NUMBERS AND IN ANY RIDER
POLICY PLAN: FLEXIBLE PREMIUM VARIABLE
LIFE INSURANCE TO AGE 100
100003
11162
11163
11164
11165
103000
10495
10692
00768
11162 1.01
<PAGE>
<PAGE>
2. POLICY SPECIFICATIONS
MINIMUM FACE AMOUNT [$50,000]
MINIMUM FACE AMOUNT DECREASE [$5,000]
MINIMUM FACE AMOUNT INCREASE [$25,000]
MINIMUM PREMIUM PAYMENT [$10.00]
PERCENT OF PREMIUM CHARGE
YEARS 1-10 [7.50%]
PERCENT OF PREMIUM CHARGE-YEARS 11+ [4.75%]
MAXIMUM PERCENT OF PREMIUM CHARGE [7.50%]
MONTHLY POLICY CHARGE [$4.00]
GENERAL ACCOUNT
MAXIMUM NUMBER OF PARTIAL
WITHDRAWALS/TRANSFERS [4]
GENERAL ACCOUNT
FLAT WITHDRAWAL AMOUNT [$5,000]
MAXIMUM FEES FOR PROJECTION OF BENEFITS
AND VALUES [$25.00]
GUARANTEED INTEREST RATE ON PROCEEDS [4.0%]
7702 TABLE [1980 CSO MORTALITY TABLE A,
AGE NEAREST BIRTHDAY]
MINIMUM CASH VALUE
MORTALITY TABLE [1980 CSO MORTALITY TABLE A,
AGE NEAREST BIRTHDAY]
MONTHLY COST OF
INSURANCE FACTOR [1.0032737]
GENERAL ACCOUNT CASH VALUE
GUARANTEED INTEREST RATE [4.0%]
[FN]
<F*>IF THE INITIAL PREMIUM PAID AND SUBSEQUENT PREMIUMS PROVE TO BE TOO LOW,
COVERAGE PROVIDED BY THIS POLICY MAY CEASE PRIOR TO THE MATURITY DATE.
YOUR POLICY ALLOWS US TO ESTABLISH A NEW LOAN INTEREST RATE ONCE EACH
YEAR SUBJECT TO A LEGAL MAXIMUM. PLEASE REFER TO THE INDEXED LOAN
INTEREST PROVISION ON PAGE 6.01.
11162 1.02
<PAGE>
<PAGE>
SURRENDER CHARGE SCHEDULE
INSURED JOHN DOE POLICY NUMBER 16,000,001
AMOUNT OF INSURANCE $100,000 COVERAGE FPVL-100
EFFECTIVE DATE October 1, 1995
MATURITY DATE October 1, 2060
POLICY MONTH SURRENDER POLICY MONTH SURRENDER
CHARGE CHARGE
1-61 100.00% 92 48.33%
62 98.33% 93 46.66%
63 96.66% 94 45.00%
64 95.00% 95 43.33%
65 93.33% 96 41.66%
66 91.66% 97 40.00%
67 90.33% 98 38.33%
68 88.33% 99 36.66%
69 86.66% 100 35.00%
70 85.00% 101 33.33%
71 83.33% 102 31.66%
72 81.66% 103 30.00%
73 80.00% 104 28.33%
74 78.33% 105 26.66%
75 76.66% 106 25.00%
76 75.00% 107 23.33%
77 73.33% 108 21.66%
78 71.66% 109 20.00%
79 70.00% 110 18.33%
80 68.33% 111 16.66%
81 66.66% 112 15.00%
82 65.00% 113 13.33%
83 63.33% 114 11.66%
84 61.66% 115 10.00%
85 60.00% 116 8.33%
86 58.33% 117 6.66%
87 56.66% 118 5.00%
88 55.00% 119 3.33%
89 53.33% 120 1.66%
90 51.66% 121 0.00%
91 50.00%
If this amount of insurance is fully surrendered during the 120 months
following the effective date the surrender charge is the appropriate percent
listed above times the surrender charge amount as defined in Section 9, Cash
Values. If a partial withdrawal of cash value occurs within 120 months of
issue, the amount of the surrender charge will be the previously defined
surrender charge times the percentage of the cash value withdrawn.
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.
11163
<PAGE>
<PAGE>
TABLE OF GUARANTEED MONTHLY COST OF INSURANCE RATES
RATES ARE PER $1,000
COVERAGE FPVL-100 INSURED: JOHN DOE
MATURITY DATE: October 1, 2060 POLICY NUMBER: 16,000,001
ISSUE DATE: October 1, 1995
ATTAINED RATE ATTAINED RATE ATTAINED RATE
AGE AGE AGE
35 0.17000 57 1.04083 79 7.58750
36 0.18666 58 1.13250 80 8.23666
37 0.20000 59 1.23083 81 8.95666
38 0.21499 60 1.34000 82 9.77083
39 0.23250 61 1.46166 83 10.68833
40 0.25166 62 1.59916 84 11.68750
41 0.27416 63 1.75500 85 12.74583
42 0.29666 64 1.92833 86 13.84083
43 0.32250 65 2.11833 87 14.96249
44 0.34916 66 2.32083 88 16.10583
45 0.37916 67 2.53666 89 17.27416
46 0.41000 68 2.76583 90 18.48083
47 0.44333 69 3.01416 91 19.74833
48 0.47833 70 3.29250 92 21.12083
49 0.51750 71 3.60833 93 22.67583
50 0.55916 72 3.97083 94 24.65833
51 0.60833 73 4.38666 95 27.49666
52 0.66333 74 4.84916 96 32.04583
53 0.72583 75 5.34916 97 40.01666
54 0.79666 76 5.87750 98 54.83166
55 0.87250 77 6.42666 99 83.33333
56 0.95499 78 6.99166
These rates are for the base policy at issue. They are based on the 1980
Commissioners Standard Ordinary Mortality Table A.
11164
<PAGE>
<PAGE>
DEATH BENEFIT OPTION C ATTAINED AGE FACTORS
COVERAGE FPVL-100 INSURED: JOHN DOE
MATURITY DATE: October 1, 2060 POLICY NUMBER: 16,000,001
ISSUE DATE: May 1, 1995
ATTAINED FACTOR ATTAINED FACTOR ATTAINED FACTOR
AGE AGE AGE
35 4.00614 57 2.04765 79 1.29166
36 3.87518 58 1.99407 80 1.27403
37 3.74963 59 1.94267 81 1.25724
38 3.62870 60 1.89335 82 1.24132
39 3.51230 61 1.84606 83 1.22632
40 3.40038 62 1.80077 84 1.21233
41 3.29279 63 1.75748 85 1.19934
42 3.18951 64 1.71619 86 1.18728
43 3.09023 65 1.67686 87 1.17599
44 2.99490 66 1.63943 88 1.16532
45 2.90326 67 1.60375 89 1.15507
46 2.81524 68 1.56971 90 1.14503
47 2.73062 69 1.53715 91 1.13497
48 2.64924 70 1.50600 92 1.12464
49 2.57092 71 1.47627 93 1.11375
50 2.49562 72 1.44799 94 1.10200
51 2.42318 73 1.42122 95 1.08917
52 2.35364 74 1.39605 96 1.07519
53 2.28695 75 1.37246 97 1.06014
54 2.22308 76 1.35038 98 1.04417
55 2.16200 77 1.32969 99 1.02649
56 2.10356 78 1.31016
11165
<PAGE>
<PAGE>
1. DEFINITIONS IN THIS POLICY
WE, US AND OUR
General American Life Insurance Company.
YOU AND YOUR
The owner of this policy. The owner may be someone other than the insured.
In the application the words "You" and "Your" refer to the proposed insured
person(s).
INSURED
The person whose life is insured under this policy. See the policy
specifications page.
ISSUE AGE
The insured's age at his or her nearest birthday as of the issue date.
ATTAINED AGE
The issue age plus the number of completed policy years.
ISSUE DATE
The effective date of the coverage under this policy which is the Issue Date
shown on the Policy Specifications page. It is also the date from which
policy anniversaries, policy years, and policy months are measured.
INVESTMENT START DATE
The date the first premium is applied to the General Account and/or the
Divisions of Separate Account Eleven. This date will be the later of:
- - The issue date of the policy; or
- - The date we receive the first premium at our home office.
MATURITY DATE
The policy anniversary on which the insured attains age 100. If the insured
is living and the policy is in force on this date, the cash surrender value
plus any dividends due are payable to you. It is possible that insurance
coverage may not continue to the maturity date even if planned premiums are
paid in a timely manner.
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.
GENERAL ACCOUNT
The assets held by us, excluding any loans, other than those allocated to the
Divisions of Separate Account Eleven or any other separate account.
SEPARATE ACCOUNT
Separate Account Eleven, a separate investment account created by us to receive
and invest net premiums received for this policy or other policies.
LOAN ACCOUNT
The account to which we will transfer from the General Account and the Divisions
of Separate Account Eleven the amount of any policy loan.
LOAN SUBACCOUNT
A Loan SubAccount exists for the General Account and each Division of Separate
Account Eleven. 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.
VALUATION DATE
Each day that the New York Stock Exchange is open for trading and we are open
for business.
SEC
The United States Securities and Exchange Commission or any successor agency.
103000 3.01
(10/95)
<PAGE>
<PAGE>
2. PERSONS WITH AN INTEREST IN THE POLICY
OWNER
Unless someone else is shown as owner in the application or in any supplemental
agreement attached to this policy, the insured will be the owner of this policy.
If there is more than one owner at a given time, all must exercise the right of
ownership. Ownership may be changed in accordance with the Change of Owner or
Beneficiary provision.
You, as owner, are entitled to exercise all ownership rights provided by this
policy while it is in force. Any person whose rights of ownership depend upon
some future event will not possess any present rights of ownership. If you
should die, and you are not insured, your interest will go to your estate
unless otherwise provided.
1. OWNER'S RIGHTS. Unless otherwise provided, the policy will be jointly
owned by all owners named in a class, or by the survivors of that class.
2. TRUSTEE OWNER. We may act in reliance upon the written request of any
trustee and we are not responsible for proper administration of the trust.
3. FINAL OWNER. Unless otherwise provided, the final owner will be the estate
of the last owner to die.
BENEFICIARY
The person named in the application or by later designation to receive the
proceeds in the event of the insured's death. You may change the beneficiary
in accordance with the Change of Owner or Beneficiary provision. Unless
otherwise stated, the beneficiary has no rights in this policy before the
death of the insured. If there is more than one beneficiary at the death of the
insured, each will receive equal payments unless otherwise provided.
Unless you provide otherwise, if a beneficiary dies prior to the insured's
death, that beneficiary's share will be paid to the living beneficiaries of that
class. The deceased beneficiary's share will be paid in the same proportion as
the living beneficiaries' shares. If there are no beneficiaries living when the
insured dies, or at the end of any Common Disaster period, the proceeds
(commuted if required) will be payable to you, if you are living, or to your
estate.
Any payment we make will terminate our liability with respect to such payment.
If the insured designates specific amounts to be paid to specific beneficiaries
and the total of those amounts is other than the amount of proceeds payable,
the proceeds payable will be adjusted and paid in the same proportion as the
specific amounts were to be paid.
1. "CHILDREN LEGALLY ADOPTED" means those adopted through recognized statutory
proceedings.
2. A CORPORATION includes its successors or assigns.
Any term used in the MASCULINE, FEMININE, SINGULAR or PLURAL, will include or
be the opposite gender or number where necessary.
If any beneficiary designation in the application includes any of the following
provisions, the terms of that provision shown below will apply:
1. PER STIRPES. The share of a deceased beneficiary will be paid to that
beneficiary's surviving children, equally.
2. COMMON DISASTER. We will not make payment until the stated number of days
after the insured's death. If any beneficiary dies during this period,
or if the order of death of any beneficiary and the insured cannot be
determined, we will pay as though such beneficiary died first.
3. TRUST FOR MINOR BENEFICIARY. The original or successor trustee for a minor
beneficiary will serve without bond and exercise all rights and receive
all proceeds for the minor beneficiary. Such proceeds will be held in a
separate trust and used at the trustee's discretion for such minor's
education, support, care and general welfare. The trust will terminate at
the legal age of majority or prior death of the minor beneficiary. Any
funds then held by the trustee will be paid in one sum to such beneficiary
or the beneficiary's estate. The trust can be revoked by a change of
beneficiary under the policy. Payment to any trustee will discharge us to
the extent of such payment.
103000 3.02
(10/95)
<PAGE>
<PAGE>
4. TRUST UNDER WILL. When we receive at our Home Office:
a) Certified copies of the Last Will and Testament of the named
testator; and
b) The order admitting the Will to probate; and if such Will created a
trust capable of receiving proceeds;
then we will pay proceeds to the trustee.
If, before we receive these documents, satisfactory proof is furnished that:
a) the testator died intestate; or
b) the Will created no trust capable of receiving proceeds; or
c) the testator was not the insured, but survived the insured;
then we will pay the proceeds to you, unless otherwise provided.
If we pay under any of these conditions, we will be discharged to the extent
of such payment. We are not required to check into the validity, general
terms or proper administration of the trust. Such trustee designation will
not affect your rights under the policy, including the right to change the
beneficiary.
5. TRUST UNDER SEPARATE WRITTEN AGREEMENT. When we receive at our Home Office
a written statement from the trustee named in the beneficiary designation
that:
a) the trustee agreement is in force; and
b) the agreement permits the trustee to receive the proceeds;
then we will pay the proceeds to the trustee.
If, before we receive the trustee's statement, satisfactory proof is
furnished that:
a) the trust agreement is not in effect; or
b) the agreement does not permit the trustee to receive the proceeds;
then we will pay the proceeds to you, unless otherwise provided.
If we pay under any of these conditions, we will be discharged to the
extent of such payment. We are entitled to rely on any statements or
documents furnished to us by the trustee and are not required to check
into the validity, general terms or proper administration of the trust
agreement. Such trustee designation will not affect your rights under
the policy, including the right to change the beneficiary.
6. IRREVOCABLE BENEFICIARY. You cannot change an irrevocable beneficiary
without the written consent of such beneficiary. Also, you cannot
exercise any other ownership rights without the consent of such
beneficiary, if the exercise of such rights will have the effect of
diminishing the rights and interest of the irrevocable beneficiary.
7. CREDITOR BENEFICIARY. Proceeds payable to any creditor beneficiary are
limited to its provable interest. The balance of any proceeds will be
paid to any other named beneficiary. If there is no other beneficiary
living, we will pay the proceeds to you, unless otherwise provided. You
cannot change a creditor beneficiary without the written consent of the
creditor or release of its interest. Also, you cannot exercise any other
ownership rights without the consent of such beneficiary, if the exercise
of such rights will have the effect of diminishing the rights and interest
of the creditor beneficiary.
8. BUSINESS BENEFICIARY. If any designation indicates the existence of a
business relationship between the insured and the beneficiary, such
designation may not be changed without the consent of the business
beneficiary. Also, you cannot exercise any other ownership rights
without the written consent of such beneficiary, if the exercise of
such rights will have the effect of diminishing the rights and interest
of the business beneficiary.
103000 3.03
(10/95)
<PAGE>
<PAGE>
CHANGE OF OWNER OR BENEFICIARY
During the lifetime of the Insured you may change the ownership and beneficiary
designations, subject to any restrictions as stated in the Owner or Beneficiary
provisions. You must make the change in written form satisfactory to us. If
acceptable to us the change will take effect as of the time you signed the
request, whether or not the insured is living when we receive your request at
our home office. The change will be subject to any assignment of this policy
or other legal restrictions. It will also be subject to any payment we made
or action we took before we received your written notice of the change. We
have the right to require the policy for endorsement before we accept the
change.
If you are also the beneficiary of the policy at the time of the insured's
death, you may designate some other person to receive the proceeds of the
policy within 60 days after the insured's death.
ASSIGNMENTS
We will not be bound by an assignment of the policy or of any interest in it
unless:
1. The assignment is made as a written instrument,
2. You file the original instrument or a certified copy with us at our home
office, and
3. We send you an acknowledged copy.
We are not responsible for determining the validity of any assignment.
If a claim is based on an assignment, we may require proof of interest of
the claimant. A valid assignment will take precedence over any claim of a
beneficiary.
REQUESTS FOR CHANGES AND/OR INFORMATION
Submit all requests for change and/or information in writing to our home
office - General American Life Insurance Company, P.O. Box 14490, St.
Louis, MO 63178.
3. GENERAL PROVISIONS
THE CONTRACT
We have issued this policy in consideration of the application and payment of
premiums. The policy, the application for it, any riders and any application
for an increase in face amount constitute the entire contract and are attached
to and made a part of the policy when the insurance applied for is accepted. A
copy of any application for reinstatement will be sent to you for attachment to
this policy and will become part of the contract of reinstatement and of this
policy. The policy may be changed by mutual agreement. Any change must be in
writing and approved by our President, Vice-President or Secretary. Our agents
have no authority to alter or modify any terms, conditions, or agreements of
this policy, or to waive any of its provisions.
CONFORMITY WITH STATUTES
If any provision in this policy is in conflict with the laws of the state which
govern this policy, the provision will be deemed to be amended to conform with
such laws. In addition, we reserve the right to change this policy if we
determine that a change is necessary to cause this policy to comply with, or
give you the benefit of, any federal or state statute, rule or regulation,
including, but not limited to, requirements for life insurance contracts under
the Internal Revenue Code, or its regulations or published rulings.
STATEMENTS IN APPLICATION
All statements made by the insured or on his or her behalf, or by the
applicant, will be deemed representations and not warranties, except
in the case of fraud. Material misstatements will not be used to void
the policy, any rider or any increase in face amount or deny a claim
unless made in the application for a policy, a rider or an increase
in face amount.
CLAIMS OF CREDITORS
To the extent permitted by law, neither the policy nor any payment under it
will be subject to the claim of creditors or to any legal process.
103000 3.04
(10/95)
<PAGE>
<PAGE>
RIGHT TO EXAMINE INCREASE IN FACE AMOUNT
You have the right to request us to cancel an increase in face amount and
receive a refund. The request must be made no later than:
- - 20 days from the date you received the new policy specifications page for
the increase; or
- - 45 days after the date you signed the application for the increase.
If you do request us to cancel the increase, the monthly deductions associated
with that increase will be restored to the policy's cash value. This amount
will be allocated to the General Account and the Divisions of Separate Account
Eleven in the same manner as it was deducted.
MISSTATEMENT OF AGE OR SEX AND CORRECTIONS
If there is a misstatement of age or (in a non-unisex policy) sex in the
application, the amount of the death benefit will be that which would be
purchased by the most recent mortality charge at the correct age or (in a
non-unisex policy) sex.
If we make any payment or policy changes in good faith, relying on our records,
or evidence supplied to us, our duty will be fully discharged. We reserve the
right to correct any errors in the policy.
CHANGE IN RISK CLASSIFICATION
If the insured's issue age is below 20, sixty days prior to the policy
anniversary upon which the insured will attain age 20, we will notify
you that a non-smoker risk classification is available. This notification
will include the forms required to make the requested change. Upon receipt
of the forms requested for a non-smoker risk classification and proof
satisfactory to us, the risk class will be non-smoker. If no request is
received by us or if the insured does not qualify as a non-smoker, the
risk class will be smoker.
INCONTESTABILITY
We cannot contest this policy after it has been in force during the lifetime
of the insured for two years from its issue date. We cannot contest an increase
in face amount with regard to material misstatements made concerning such
increase after it has been in force during the lifetime of the insured for
two years from its effective date. We cannot contest any reinstatement of
this policy, with regard to material misstatements made concerning such
reinstatement, after it has been in force during the lifetime of the insured
for a period of two years from the date we approve the reinstatement. This
provision will not apply to any rider which contains its own incontestability
clause.
SUICIDE EXCLUSION
If the insured dies by suicide, while sane or insane, within two years from the
issue date (or within the maximum period permitted by law of the state in which
this policy was delivered, if less than two years), the amount payable will be
limited to the amount of premiums paid, less any outstanding policy loans with
interest to the date of death, and less any partial withdrawals.
If the insured, while sane or insane, commits suicide within two years after
the effective date of any increase in face amount, the death benefit for that
increase will be limited to the monthly deductions for the increase.
If this policy is issued to a Missouri citizen, this provision does not apply
unless we prove the insured intended suicide when this policy was applied for.
If on the effective date of any increase in face amount, the owner is a
Missouri citizen, this provision does not apply to that increase unless the
insured intended suicide when the increase in face amount was applied for.
ANNUAL REPORT
Each year a report will be sent to you which shows the current policy values,
premiums paid and deductions made since the last report, and any outstanding
policy loans.
PROJECTION OF BENEFITS AND VALUES
You may make a written request to us for a projection of illustrative future
cash values and death benefits. This projection will be furnished to you for
a nominal fee which will not exceed the Maximum Fee For Projection of Benefits
and Values amount indicated on the Policy Specifications page.
103000 3.05
(10/95)
<PAGE>
<PAGE>
4. SEPARATE ACCOUNT PROVISIONS
SEPARATE ACCOUNT
The variable benefits under this policy are provided through investments
in Separate Account Eleven. This account is used for flexible premium
variable life insurance policies and, if permitted by law, may be used
for other policies or contracts as well.
We hold the assets of Separate Account Eleven. These assets are held
separately from the assets held in the General Account. Income, gains
and losses---whether or not realized---from assets allocated to Separate
Account Eleven will be credited to or charged against the account without
regard to our other income, gains or losses.
The portion of the assets held by Separate Account Eleven equal to the
reserves and other policy liabilities with respect to Separate Account
Eleven will not be charged with liabilities that arise from any other
business we may conduct. We have the right to transfer to our General
Account any assets of Separate Account Eleven which are in excess of the
reserves and other policy liabilities of Separate Account Eleven.
Separate Account Eleven is registered with the Securities and Exchange
Commission as a unit investment trust under the Investment Company Act of
1940. Separate Account Eleven is also subject to the laws of the State of
Missouri, which regulate the operations of insurance companies incorporated
in Missouri. The investment policy of Separate Account Eleven will not be
changed without the approval of the Insurance Commissioner of the State of
Missouri. The approval process is on file with the Insurance Commissioner
of the state in which this policy was delivered.
DIVISIONS
Separate Account Eleven has several Divisions. Each Division invests in a
corresponding investment portfolio from one or more registered investment
companies.
Income, gains and losses---whether or not realized---from the assets of each
Division of Separate Account Eleven are credited to or charged against that
Division without regard to income, gains or losses in other Divisions of
Separate Account Eleven or in the General Account.
We will value the assets of each Division of Separate Account Eleven at the
end of each valuation period. A valuation period is the period between two
successive valuation dates. A valuation date is any day that benefits vary
and on which the New York Stock Exchange and our home office are open for
business or any other day that may be required by any applicable Securities
and Exchange Commission Rules and Regulations.
TRANSFERS
You may transfer amounts as follows:
- - Between the General Account and the Divisions of Separate Account Eleven; or
- - Among the Divisions of Separate Account Eleven.
These transfers will be subject to the following conditions:
- - We must receive a written request for transfer.
- - Transfers from or among the Divisions of Separate Account Eleven may be made
once each policy month and must be at least $500.00 or the entire amount
you have in a Division, if smaller.
- - Transfers or partial withdrawals from the General Account to the Divisions
of Separate Account Eleven may be made up to the maximum number in any
policy year after the first and must be at least $500.00. The General
Account Maximum Number of Partial Withdrawals/Transfers is shown on the
Policy Specifications page The maximum amount of all transfers and partial
withdrawals from the General Account in any policy year will be the greatest
of (1), (2) or (3):
1. The cash surrender value of the General Account at the beginning of that
policy year multiplied by the withdrawal percentage limit, as shown on
the Policy Specifications page.
2. The previous year's General Account maximum withdrawal amount.
3. The General Account Flat Withdrawal Amount as shown on the Policy
Specifications page.
103000 3.06
(10/95)
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- - The General Account Cash Value immediately after the transfer cannot exceed
1., below, multiplied by 2., below:
1. The General Account Cash Value plus the Separate Account Cash Value.
2. The General Account Maximum Allocation Percent as shown on the Policy
Specifications page.
We may revoke or modify the transfer privilege at any time, including the
minimum amount transferable, the General Account Maximum Allocation Percent,
and the transfer charge, if any.
ADDITION, DELETION OR SUBSTITUTION OF INVESTMENTS
We reserve the right, subject to compliance with applicable law, to make
additions to, deletions from, or substitutions for the shares of a fund
that are held by Separate Account Eleven or that Separate Account Eleven
may purchase. We reserve the right to eliminate the shares of any of the
funds of this policy and to substitute shares of another fund of a
registered investment company, if the shares or funds are no longer
available for investment or if in our judgement, further investment in
any fund should become inappropriate in view of the purpose of the policy.
We will not substitute any shares attributable to the owner's interest in
a Division of Separate Account Eleven without notice to the owner and
compliance with the Investment Company Act of 1940. This will not prevent
Separate Account Eleven from purchasing other securities for other series
or classes of policies, or from permitting conversion between series or
classes of policies or contracts on the basis of requests made by owners.
We reserve the right to establish additional Divisions of Separate Account
Eleven which would invest in shares of registered investment companies and
to make such Divisions available to such class or series of policies as we
deem appropriate. We also reserve the right to eliminate or combine existing
Divisions of Separate Account Eleven or to transfer assets between Divisions.
If we consider it to be in the best interest of persons having voting rights
under the policies, Separate Account Eleven may be operated as a management
company under the Investment Company Act of 1940; it may be deregistered under
that Act in the event registration is no longer required; it may be combined
with other separate accounts; or its assets may be transferred to other
separate accounts.
103000 3.07
(10/95)
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5. POLICY BENEFITS
POLICY PROCEEDS
The policy proceeds are:
1. The death benefit under the contract type then in effect; plus
2. Any dividend due; plus
3. The monthly cost of insurance for the portion of the policy month from
the date of death to the end of the policy month of death; minus
4. Any loan and loan interest due.
DEATH BENEFIT
The death benefit depends upon the contract type in effect on the date of
the insured's death. The contract type in effect is shown on the policy
specifications page.
Option A Contract Type:
The death benefit is the greater of:
1. The face amount; or
2. The applicable percentage of the cash value on the date of death as
described in Section 7702(d) of the Internal Revenue Code of 1986 or
any applicable successor provision thereto.
Option B Contract Type:
The death benefit is the greater of:
1. The face amount plus the cash value on the date of death; or
2. The applicable percentage of the cash value on the date of death as
described in Section 7702(d) of the Internal Revenue Code of 1986 or
any applicable successor provision thereto.
Option C Contract Type:
The death benefit is the greater of:
1. The face amount; or
2. The cash value on the date of death multiplied by the applicable attained
age factor as shown on the policy's Death Benefit Option C Attained Age
Factors page.
Notwithstanding anything in this policy, the death benefit will in no case be
less than the amount necessary to cause the policy to meet the requirements
for the definition of life insurance under the Internal Revenue Code of 1986
or any applicable successor provision thereto.
APPLICABLE PERCENTAGE
The percentages as currently described in Section 7702(d) of the Internal
Revenue Code of 1986 are as follows:
In the case of an insured The applicable percentage
with an attained age as of will decrease by a
the beginning of the ratable portion for each
contract year of: full year:
More than: But not more than: From: To:
0 40 250 250
40 45 250 215
45 50 215 185
50 55 185 150
55 60 150 130
60 65 130 120
65 70 120 115
70 75 115 105
75 90 105 105
90 95 105 100
95 100 100 100
10495 4.01
(10/95)
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POLICY CHANGES
You may request policy changes at any time unless we specifically indicate
otherwise. We limit the number of changes to one per policy year and we do
not permit changes in the first policy year. The types of changes allowed
are explained below.
No change will be permitted that would result in this policy not satisfying
the definition of life insurance under the Internal Revenue Code of 1986 or
any applicable successor provision thereto.
CHANGE IN FACE AMOUNT
The face amount may be changed by sending us a written request.
Any decrease in face amount will be subject to the following conditions:
1. The decrease will become effective on the monthly anniversary on or
following our receipt of the request.
2. The decrease will reduce the face amount in the following order:
a. The face amount provided by the most recent increase;
b. Face amounts provided by the next most recent increases, successively;
and
c. The face amount when the policy was issued.
3. The face amount remaining in force after any requested decrease may not
be less than the minimum face amount shown on the policy specifications
page.
4. Any decrease must be at least the Minimum Face Amount Decrease as shown
on the Policy Specifications page.
Any increase in face amount will be subject to the following conditions:
1. Proof that the insured is insurable by our standards on the date of the
requested increase must be submitted.
2. Increases may be requested 60 days before or 30 days after the policy
anniversary. The increase will become effective on that policy
anniversary.
3. Any increase must be at least the Minimum Face Amount Increase as shown
on the Policy Specifications page.
4. The insured must have an attained age not greater than age 80 on the
anniversary date that the increase will become effective.
We will amend your policy to show the effective date of the decrease or
increase.
CHANGE IN CONTRACT TYPE
If the contract type in effect is Option A or Option B, you may change the
contract type by sending us a written request. The effective date of the
change will be the monthly anniversary on or following the date we receive
your request. On the effective date of this change the death benefit payable
does not change, but the face amount may change.
If the contract type in effect is Option B, you may change it to Option A. The
face amount will be increased to equal the death benefit on the effective date
of change. The contract type can not be changed from Option B to Option C.
If the contract type in effect is Option A, you may change it to Option B.
Proof that the insured is insurable by our standards on the date of the change
must be submitted. The face amount will be decreased to equal the death
benefit less the cash value on the effective date of change. This change may
not be made if it would result in a face amount which is less than the minimum
face amount shown on the policy specifications page. The contract type can not
be changed from Option A to Option C.
If the contract type in effect is Option C, the contract type can not be
changed.
10495 4.02
(10/95)
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<PAGE>
6. PREMIUMS AND GRACE PERIOD
PAYMENT OF PREMIUMS
Your first premium is due as of the issue date. While the insured is living,
premiums after the first must be paid at our home office. A premium receipt
will be furnished upon request. If this policy is in your possession and you
have not paid the first premium, it is not in force. It will be considered
that you have the policy for inspection only.
Premiums may be paid in any amount and at any interval subject to the following
conditions:
1. At issue, the initial premium payment must be greater than or equal to the
initial annual minimum premium amount for the policy as shown on the policy
specifications page.
2. Any subsequent premium payment must be at least the Minimum Premium Payment
amount shown on the Policy Specifications page.
3. Total premiums paid in any policy year for policies issued with the Option
A or B contract type may not exceed an amount that would cause the policy
to fail the definition of life insurance as defined by Section 7702 of
the Internal Revenue Code of 1986, or any applicable successor provision
thereto. The maximum premium limit for the following policy year will be
shown on your annual report.
On any date that we receive a premium which causes the Death Benefit to
increase by an amount that exceeds that premium received, we reserve the
right to refuse that premium payment. We may require additional evidence
of insurability before we accept the premium payment.
NET PREMIUM
The net premium is:
1. The premium paid; minus
2. The premium paid multiplied by the percent of premium charge as shown on
the Policy Specifications page.
PERCENT OF PREMIUM CHARGE
A charge will be deducted from each premium submitted. This maximum charge as
a percent of the premium is shown on the policy specifications page. This
charge will never exceed the maximum percent of premium charge shown on the
Policy Specifications page.
ALLOCATION OF NET PREMIUMS
You determine the allocation of net premiums among the General Account and the
Divisions of Separate Account Eleven. For any chosen allocation the minimum
percentage that may be allocated is 5% of the net premium. Percentages must be
in whole numbers. The General Account Cash Value immediately after payment of
the premium cannot exceed 1., below, multiplied by 2., below:
1. The General Account Cash Value plus the Separate Account Cash Value.
2. The General Account Maximum Allocation Percent as shown on the policy
specifications page.
We may modify the General Account Maximum Allocation Percent at any time.
For any premium received during the "right to examine policy" period, we will
initially allocate the net premium to the Division that invests exclusively in
shares of a money market fund unless prohbited by state law. When this period
expires, cash value in that Division will be transferred to the General
Account and the Divisions of Separate Account Eleven according to the
allocation percentages shown on the application. For any premium received
after the "right to examine policy" period, the net premium will be allocated
according to the allocation percentages shown on the application or your most
recent allocation instructions received by us.
10495 4.03
(10/95)
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YOUR RIGHT TO CHANGE ALLOCATION
You may change the allocation of future net premiums among the General Account
and/or the Divisions of Separate Account Eleven subject to the conditions
outlined in the Allocation of the Net Premiums Provision. The change in
allocation percentages will take effect immediately upon our receipt of your
written request.
GRACE PERIOD
We will allow a grace period of 62 days. The grace period will start on any
monthly anniversary when the cash surrender value is not large enough to cover
the next monthly deduction. (Monthly deduction is defined in the Cash Values
Section.) At that time, we will send you and any assignee of record a notice.
If we do not receive a net premium payment large enough to cover the monthly
deduction by the end of the grace period, your policy will lapse at the end of
that 62 day period and it will then terminate without cash value. If the
insured dies during the grace period, any past due monthly deductions will be
deducted from the death benefit.
REINSTATEMENT
You may reinstate your lapsed policy within 5 years after the date of lapse.
This must be done before the insured's age 100. To reinstate, you
must submit the following items:
1. A written request for reinstatement.
2. Proof satisfactory to us that the insured is insurable by our standards.
3. A net premium payment 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.
4. A payment to cover any Loan Interest due and unpaid at the time of lapse.
Upon receipt of the above payments, we will deduct any monthly deductions and
loan interest due and upon at the time of lapse. The insured must be alive on
the date we approve the request for reinstatement. If the insured is not
alive, such approval is void and of no effect.
The reinstated policy will be in force from the date we approve the
reinstatement application. There will be a full monthly deduction for the
policy month which includes this date. Any application for reinstatement
becomes part of the contract of reinstatement and of this policy.
Any loan may be paid or reinstated. Any loan reinstated will cause a cash
value of an equal amount to be reinstated.
Any loan repaid at the time of reinstatement will cause an increase in cash
value equal to the amount of the repaid loan.
The surrender charge at the time of reinstatement will be the surrender charge
in effect at the time of lapse. The cash value following reinstatement will be
increased by the amount of the surrender charge imposed at the time of lapse.
10495 4.04
(10/95)
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<PAGE>
7. DIVIDENDS
ANNUAL DIVIDENDS
While your policy is in force it may share in our divisible surplus. Each
year we will determine the share of divisible surplus, if any, accruing to
your policy. We will distribute this surplus as a dividend.
DIVIDEND OPTIONS
You may choose one of the following options. If you do not, we will credit
the dividend under Option 2 until such time as you request in writing a
different option. The option you choose will remain in effect until you
change it.
OPTION 1. Cash. Paid in cash.
OPTION 2. Increase Cash Value. Paid to the policy's cash value on the date
of dividend payment. The cash value will increase by exactly the
amount of the dividend.
The dividend will be allocated to the General Account and the
Divisions of Separate Account Eleven according to the current
allocation of the net premium.
8. LOANS
After the first policy anniversary, upon written request to us, you may
borrow an amount not in excess of the loan value of your policy while it is
in force. The minimum amount of your net loan request at any one time must be
at least $500. Your policy will be the sole security for such loan. We have
the right to require your policy for endorsement.
The loan value is the cash value of your policy at the date of the loan
request, reduced by:
1. Any existing loans; and
2. Loan interest to the next loan interest due date; and
3. Every monthly deduction due to the next loan interest due date; and
4. Any surrender charges.
You may allocate the policy loan among the General Account and the Divisions
of Separate Account Eleven. If you do not specify the allocation, then the
policy loan will be allocated among the General Account and the Divisions of
Separate Account Eleven in the same proportion that the cash value in the
General Account, and the cash value in each Division bears to the total cash
value of the policy, minus the cash value in the Loan Account, on the date of
the policy loan.
Cash value equal to the policy loan allocated to the General Account and each
Division of Separate Account Eleven will be transferred to the Loan Account,
reducing the cash value accordingly. Any cash value transferred to the Loan
Account will be allocated to the appropriate Loan SubAccount.
LOAN INTEREST DUE DATE
The accrued loan interest for the year will be due the earliest of:
1. The next policy anniversary date.
2. The date of termination of the policy.
3. The date the loan is repaid in full.
4. The date the loan plus loan interest accrued exceeds the cash value less
any surrender charges.
10692 6.01
(10/95)
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Interest will be payable annually on each policy anniversary. If you do not
pay the interest when it is due on a policy anniversary, an amount of cash
value equal to the loan interest will also be transferred to the Loan Account.
We will charge the same rate of interest on this amount as on the policy loan.
The amount transferred will be deducted from the General Account and the
Divisions of Separate Account Eleven in the same proportion that the cash
value in the General Account and the cash value in each Division bears to the
total cash value of the policy minus the cash value in the Loan Account.
INDEXED LOAN INTEREST
The loan interest is charged daily at a rate we set from time to time. This
rate will never be more than the maximum permitted by law. We will not change
this rate more than once a year. Any change will be effective on your policy
anniversary date.
The rate of interest we set for a policy year may not exceed a maximum limit
which is the higher of:
a. The Published Monthly Average for the calendar month ending 2 policy months
before the beginning of the policy month in which the policy anniversary
falls. (Example: for a policy with a June anniversary, the March Published
Average.); or
b. The General Account Cash Value Guaranteed Interest Rate shown on the Policy
Specifications page, plus 1%.
The Published Monthly Average means:
a. Moody's Corporate Bond Yield Average-Monthly Average Corporates, as
published by Moody's Investors Service, Inc. or any successor to that
service; or
b. If that average is no longer published, a substantially similar average,
established by regulation issued by the insurance supervisory official of
the state in which this policy is delivered.
If the maximum limit for a policy year increases by 1/2%, we may increase the
rate to that maximum limit. If the maximum limit for a policy year decreases
by 1/2%, we will decrease the rate to that maximum limit.
We will tell you the current loan interest rate when a loan is made. We will
also mail you an advance notice if there is to be a change in the loan interest
rate applicable to any existing loan balances.
LOAN REPAYMENTS
All funds received will be credited to your policy as a premium unless clearly
marked for loan repayment.
You may repay your loan in whole or in part at any time before the death of the
insured while the policy is in force. When a loan repayment is made, cash value
securing the debt in the Loan Account equal to the loan repayment will be
repaid to the General Account and the Divisions of Separate Account Eleven in
the same proportion that the cash value in the Loan Account bears to the cash
value in each Loan SubAccount. Unpaid loans and loan interest will be deducted
from any settlement of your policy.
If you fail to make repayments when the total loan and loan interest due
would exceed the cash value, less any surrender charges, your policy will
terminate. We will allow you a grace period for such payment of loans and
loan interest due. In such event the policy becomes void at the end of the
grace period. We will mail notice to your last known address, the last
known address of the insured, and that of any assignee of record. This
grace period will expire 62 days from the monthly anniversary immediately
before the date the total loan and loan interest exceeds the cash value
less any surrender charges; or 31 days after such notice has been mailed,
if later.
10692 6.02
(10/95)
<PAGE>
<PAGE>
9. CASH VALUES
CASH VALUE
The cash value of your policy is equal to the total of:
- - The cash value in the General Account; plus
- - The cash value in the Divisions of Separate Account Eleven; plus
- - The cash value in the Loan Account.
GENERAL ACCOUNT CASH VALUE
The cash value in the General Account as of the Investment Start Date is
equal to:
- - The portion of the initial net premium received and allocated to the
General Account; minus
- - The portion of the monthly deductions due from the issue date through
the Investment Start Date charged to the General Account.
The cash value in the General Account on any day after the Investment Start
Date is equal to:
- - The cash value on the preceding Valuation Date, with interest on such
value at the current rate; plus
- - Any portion of net premium received and allocated to the General Account
on that day; plus
- - Any amounts transferred to the General Account on that day; plus
- - Any loan repayments allocated to the General Account on that day; plus
- - That portion of any interest credited on outstanding loans which is
allocated to the General Account on that day; minus
- - Any amount transferred plus any transfer charge from the General Account
to the Divisions of Separate Account Eleven on that day; minus
- - Any partial withdrawal plus any withdrawal transaction charge made from
the General Account on that day; minus
- - Any withdrawal due to a pro rata surrender plus any withdrawal transaction
charge made from the General Account on that day; minus
- - Any portion of the surrender charge incurred on that day attributed to
the General Account; minus
- - Any amount transferred from the General Account to the Loan Account on
that day; minus
- - IF THAT DAY IS A MONTHLY ANNIVERSARY, the portion of the monthly deduction
charged to the General Account, to cover this policy month which starts on
that day.
GENERAL ACCOUNT INTEREST RATE
The interest credited to the General Account cash value for a specific day
will be at an effective annual rate not less than the General Account cash
value guaranteed interest rate shown on the policy specifications page.
10692 6.03
(10/95)
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<PAGE>
SEPARATE ACCOUNT CASH VALUE
The cash value in each Division of Separate Account Eleven on the Investment
Start Date is equal to:
- - The portion of the initial net premium received and allocated to the
Division; minus
- - The portion of the monthly deductions due from the issue date through the
Investment Start Date charged to the Division.
The cash value in each Division of Separate Account Eleven on subsequent
valuation dates is equal to:
- - The cash value in the Division on the preceding valuation date multiplied
by that Division's net investment factor for the current valuation period;
plus
- - Any portion of net premium received and allocated to the Division during
the current valuation period; plus
- - Any amounts transferred to the Division from the General Account or from
another Division during the current valuation period; plus
- - Any loan repayments allocated to the Division during the current valuation
period; plus
- - That portion of any interest credited on outstanding loans which is
allocated to the Division during the current valuation period; minus
- - Any amounts transferred plus any transfer charge from the Division during
the current valuation period; minus
- - Any partial withdrawal plus any withdrawal transaction charge from the
Division during the current valuation period; minus
- - Any withdrawal due to a pro rata surrender plus any withdrawal transaction
charge from the Division during the current valuation period; minus
- - Any portion of the surrender charge incurred during the current valuation
period attributed to the Division; minus
- - Any amount transferred from the Division to the Loan Account during that
valuation period; minus
- - IF A MONTHLY ANNIVERSARY OCCURS DURING THE CURRENT VALUATION PERIOD, the
portion of the monthly deduction charged to the Division during the current
valuation period to cover the policy month which starts during that
valuation period.
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:
- - The value of the assets at the end of the preceding valuation period; plus
- - 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
- - The capital losses---realized or unrealized---charged against those assets
during the valuation period; minus
- - Any amount charged against each Division for taxes, including any tax or
other economic burden resulting from the application of tax laws that we
determine to be properly attributable to the Divisions of the Separate
Account, or any amount we set aside during the valuation period as a
reserve for taxes attributable to the operation or maintenance of each
Division; minus
- - A charge not to exceed the Daily Expense Percentage shown on the policy
specifications page for each day in the valuation period. This corresponds
to an annual expense percentage of the Mortality and Expense Risk
Percentage shown on the Policy Specifications page; divided by
- - The value of the assets at the end of the preceding valuation period.
10692 6.04
(10/95)
<PAGE>
<PAGE>
LOAN ACCOUNT CASH VALUE
The cash value of the Loan Account as of the Investment Start Date is zero.
The cash value of the Loan Account on any day after the Investment Start Date
is equal to:
- - The cash value of the Loan Account on the preceding Valuation Date, with
interest; plus
- - Any amount transferred to the Loan Account from the General Account on that
day; plus
- - Any amount transferred to the Loan Account from the Divisions of Separate
Account Eleven on that day; minus
- - Any loan repayments on that day; plus
- - IF THAT DAY IS A POLICY ANNIVERSARY, an amount due to cover the loan
interest, if not paid by you.
Cash value held in the Loan Account for loan collateral will earn interest
daily at an annual rate of not less than the General Account cash value
guaranteed interest rate shown on the Policy Specifications page. Interest
credited on the cash value held in the Loan Account will be allocated to the
General Account and the Divisions of Separate Account Eleven in the same
porportion that the cash value in each Loan SubAccount bears to the cash
value in the Loan Account.
MONTHLY COST OF INSURANCE
The monthly cost of insurance for the following month is deducted on the
monthly anniversary date. The monthly cost of insurance is 1, below,
multiplied by the difference between 2 and 3 below:
1. The monthly cost of insurance rate.
2. The death benefit at the beginning of the policy month divided by the
monthly cost of insurance factor shown on the policy specifications page.
3. The cash value at the beginning of the policy month, before the deduction
of the monthly cost of insurance.
If the contract type is Option A or Option C and if there has been an increase
in the face amount, then the cash value will first be considered a part of the
face amount when the policy was issued. 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.
MONTHLY COST OF INSURANCE RATES
At the beginning of each policy year, the monthly cost of insurance rate
is determined for the initial face amount and each increase in face amount.
The monthly cost of insurance rate is based on the attained age, risk
classification, sex and completed policy years from the effective date of the
initial face amount and each increase in face amount. For the initial face
amount, we will use the risk classification as of the issue date. For each
increase, we will use the risk classification applicable to the increase. If
the death benefit equals a percentage of the cash value, any increase in cash
value will cause an automatic increase in the death benefit. The risk
classification for such increase will be the same as that used for the most
recent increase that required proof that the insured was insurable by our
standards.
The monthly cost of insurance rates will never exceed the rates shown on the
Table of Guaranteed Monthly Cost of Insurance Rates page. Any change in the
cost of insurance rates will apply to all persons of the same age, sex, and
classification whose initial face amounts or increases in face amount have
been in force for the same length of time.
MONTHLY POLICY CHARGE
A policy charge will be deducted each policy month from the cash value. The
amount of the monthly policy charge will never exceed the amount shown on
the policy Specifications page.
10692 6.05
(10/95)
<PAGE>
<PAGE>
MONTHLY DEDUCTION
The monthly deduction is:
1. The monthly cost of insurance; plus
2. The monthly cost, if any, for any rider included with this policy; plus
3. The monthly policy charge.
The monthly deduction for a policy month will be allocated among the General
Account and the Divisions of Separate Account Eleven in the same proportion
that the cash value in the General Account and the cash value in each Division
bears to the total cash value of the policy, minus the cash value in Loan
Account on the monthly anniversary.
CASH SURRENDER VALUE
The cash surrender value of this policy is:
1. The cash value at the time of surrender; minus
2. Any loan and loan interest accrued; minus
3. Any surrender charge.
SURRENDER
You may surrender your policy for its cash surrender value plus any dividend
due at any time during the lifetime of the insured. We will determine the
cash surrender value as of the date we receive your written request at our
home office. The cash surrender value will not be reduced by any monthly
deduction due on that date for a subsequent policy month.
PARTIAL WITHDRAWAL
After the first policy year, upon written request to us, you can make a
partial withdrawal of cash subject to the following conditions:
GENERAL ACCOUNT PARTIAL WITHDRAWAL
- - You may make up to the maximum number of partial withdrawals or transfers
in any policy year, but not to exceed the maximum withdrawal amount. The
General Account Maximum Number of Partial Withdrawals/Transfers is as shown
on the Policy Specifications page.
- - The minimum amount of your partial withdrawal request at any one time must
be at least $500 of your account.
- - The maximum amount of all partial withdrawals and transfers from the General
Account in any policy year will be the greatest of (1), (2), or (3):
1. The cash surrender value of the General Account at the beginning of that
policy year multiplied by the withdrawal percentage limit, as shown on
the policy specifications page.
2. The previous year's General Account maximum withdrawal amount.
3. The General Account flat withdrawal amount as shown on the policy
specifications page.
The maximum amount available for partial withdrawal cannot exceed the cash
surrender value of the policy at the time of the partial withdrawal.
SEPARATE ACCOUNT PARTIAL WITHDRAWALS
- - You may make up to one partial withdrawal each policy month.
- - The minimum amount of your partial withdrawal request at any one time must
be at least $500 of a Division or your entire balance in that Division, if
smaller.
- - The maximum amount of your partial withdrawal from any one of the Divisions
of Separate Account Eleven in any policy year will be the cash surrender
value of that Division.
ALLOCATION OF PARTIAL WITHDRAWALS
You may allocate the partial withdrawal plus any applicable surrender charge,
subject to the above conditions, among the General Account and the Divisions
of Separate Account Eleven. If you do not specify the allocation, then the
partial withdrawal will be allocated among the General Account and the
Divisions of Separate Account Eleven in the same proportion that the cash
value in the General Account and the cash value in each Division bears to
the total cash value of the policy, minus the cash value in the Loan Account
on the date of the partial withdrawal. If the General Account conditions will
not allow this proportionate allocation, we will request that you specify an
acceptable allocation.
10692 6.06
(10/95)
<PAGE>
<PAGE>
If the contract type is Option A or Option C 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.
This surrender charge will be allocated among the General Account and the
Divisions of Separate Account Eleven in the same proportion that the partial
withdrawal was allocated among the General Account and the Divisions of
Separate Account Eleven. If the death benefit equals a percentage of the cash
value then a partial withdrawal will decrease the face amount by any amount in
which the partial withdrawal plus the applicable surrender charge exceeds the
difference between the death benefit and the face amount. The face amount will
be decreased in the following order:
1. The face amount at issue; and
2. Any increases in the same order in which they were issued.
No partial withdrawal will be processed which will result in the face
amount being decreased below the minimum face amount shown on the Policy
Specifications page.
We reserve the right to change the minimum amount or the number of times you
may make a partial withdrawal. We also may assess a transaction charge for a
withdrawal.
PRO RATA SURRENDER
After the first policy year, upon written request to us, you can make a pro
rata surrender of your policy. The pro rata surrender can be any whole number
percentage of your policy. The pro rata surrender will reduce the face amount
and the cash value by the percentage chosen. The face amount decrease will be
subject to the following conditions:
1. The decrease will become effective on the monthly anniversary on or
following our receipt of the request.
2. The decrease will reduce the face amount in the following order:
a. The face amount provided by the most recent increase;
b. Face amounts provided by the next most recent increases, successively;
and
c. The face amount when the policy was issued.
3. You may allocate the decrease in cash value due to the pro rata surrender
plus any applicable surrender charge among the General Account and the
Divisions of Separate Account Eleven. If you do not specify the allocation,
then the decrease in cash value plus any applicable surrender charge will
be allocated among the General Account and the Divisions of Separate
Account Eleven in the same proportion that the cash value in the General
Account and the cash value in each Division bears to the total cash value
of the policy, minus the cash value in the Loan Account on the date of the
pro rata surrender.
A pro rata surrender can not be processed if it will reduce the face amount
below the minimum face amount shown on the policy specifications page. 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 you for the amount of cash value reduction less any applicable surrender
charges.
SURRENDER CHARGE
The surrender charge is 1. multiplied by 2. multiplied by 3., below:
1. The applicable percentage as shown on the Surrender Charge Schedule page.
2. The Surrender Charge Factor as shown on the policy specifications page.
3. The total premiums paid.
This amount will be used to determine the surrender charge for any partial
withdrawal, pro rata surrender or full cash surrender in subsequent years.
A partial withdrawal or a pro rata surrender may cause a surrender charge to
be taken. The surrender charge will be allocated among the General Account
and the Divisions of Separate Account Eleven in the same proportion that the
cash value in the General Account and the cash value in each Division bears
to the total cash value of the policy minus the cash value in the Loan Account.
10692 6.07
(10/95)
<PAGE>
<PAGE>
POSTPONEMENT OF PAYMENTS OR TRANSFERS
We will usually pay any amounts payable on surrender, partial withdrawal, pro
rata surrender or policy loan allocated to the Divisions of Separate Account
Eleven within seven days after written notice is received. We will usually pay
any death benefit proceeds within seven days after we receive due proof of
claim. Payment of any amount payable, from the Divisions of Separate Account
Eleven, on surrender, partial withdrawal, pro rata surrender, policy loan or
death may be postponed whenever:
1. The New York Stock Exchange is closed (other than customary weekend and
holiday closing) 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 policy
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 net assets of Separate
Account Eleven.
We may defer payment of the portion of any amount payable from the General
Account on surrender, partial withdrawal or pro rata surrender for not more
than six months. If we defer payment for 30 days or more, we will pay interest
at the rate of 2 1/2% per year for the period of deferment.
Transfers may also be postponed under the circumstances listed above.
We may defer payment of the portion of any policy loan from the General Account
for not more than six months. No payment from the General Account to
pay premiums on policies will be deferred.
CONTINUATION OF INSURANCE
If all premium payments cease, the insurance provided under this policy,
including benefits provided by any rider attached to this policy will
continue in accordance with the provisions of this policy for as long as the
cash surrender value is sufficient to cover the monthly deductions. Any
remaining cash surrender value plus any dividend due will be payable on the
maturity date.
BASIS OF COMPUTATION
The minimum cash value are based on 1) the Minimum Cash Value Mortality Table
shown on the Policy Specifications page; and 2) for amounts allocated to the
General Account, compound interest at an annual rate of not less than the
General Account Cash Value Guaranteed Interest Rate shown on the Policy
Specifications page. There is no minimum cash value guaranteed interest rate
for amounts allocated to the Divisions of Separate Account Eleven.
Net single premiums are based on 1) the 7702 Table as shown on the Policy
Specifications page; and 2) the General Account Cash Value Guaranteed Interest
Rate as shown on the Policy Specifications page.
All values are at least equal to those required by any applicable law of the
state that governs your policy. We have filed a detailed statement of the
method of calculating cash values and reserves with the insurance supervisory
official of that state.
10692 6.08
(10/95)
<PAGE>
<PAGE>
10. PAYMENT OF POLICY BENEFITS
PAYMENT
A lump sum payment will be made as provided on the face page.
INTEREST ON PROCEEDS
We will pay interest on proceeds from the date of the insured's death to the
date of payment. Interest will be at an annual rate determined by us, but never
less than the Guaranteed Interest Rate on Proceeds.
EXTENDED PROVISIONS
Provisions for settlement of proceeds different from a lump sum payment may only
be made upon written agreement with us.
00768 7.01
(10/95)
<PAGE>
<PAGE>
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
PARTICIPATING
GENERAL [Logo]
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
100003
(10/95)
<PAGE>
<PAGE>
- ------------------------------------------------------------------------------
PART I APPLICATION FOR FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE TO
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
- ------------------------------------------------------------------------------
GENERAL INFORMATION SECTION A
- ------------------------------------------------------------------------------
1. Amount (at least 1/12th of the annual premium) paid in cash in
exchange for the Temporary Insurance Agreement with the same number as
this application. $
--------------
- ------------------------------------------------------------------------------
2. (a) Name of Proposed Insured (Print Last, First, Middle)
Doe, John
(b) /X/ Male
/ / Female
(c) Social Security #123-45-6789
- ------------------------------------------------------------------------------
(d) Date of Birth: Mo. 4 Day 15 Yr. 58
(e) Age Nearest
Birthday
35
(f) Birthplace
IL
(g) Special Policy Date
- ------------------------------------------------------------------------------
(h) Residence Address: Number and Street, or RFD City State Zip
13045 Tesson Ferry St. Louis, MO 63128
Home Phone #
(314)843-8700
- ------------------------------------------------------------------------------
3. (a) Name of Employer
ABC Company
(b) Occupation and Duties
Accountant
- ------------------------------------------------------------------------------
(c) Business Address: Number and Street, or RFD City State Zip
230 New Halls Ferry St. Louis, MO 63136
Business Phone #
(314)444-0700
- ------------------------------------------------------------------------------
4. (a) Annual Earned Income
from Occupation:
$35,000
(b) Total Annual Income from
all Sources (including 4(a)):
$35,000
(c) Approximate Net Worth:
$100,000
- ------------------------------------------------------------------------------
5. Send Premium Notices to: /X/ Residence / / Business / / Other
---------
- ------------------------------------------------------------------------------
6. Name and address of Premium Payor if other than Owner.
- ------------------------------------------------------------------------------
7. (a) Convenient time, place, and phone # to
reach Proposed Insured
After 5:00 p.m. Home 314-843-8700
(b) Have we done a personal history or
customer interview with you in the
past 12 months? / / Yes / / No
- ------------------------------------------------------------------------------
8. Beneficiary of death benefit. (MUST BE COMPLETED: Print full name,
address, telephone # and relationship of each to Proposed Insured)
(a) Primary Class (will receive payment first, if living and not
disqualified)
Insured's Estate
(b) Contingent Class (will receive payment only if living and not
disqualified and if no primary beneficiary receives payment)
- ------------------------------------------------------------------------------
<PAGE>
9. Owner of Policy. (MUST BE COMPLETED: Print full name, address, telephone
#, date of birth, relationship of each to Proposed Insured and Social
Security Number or Tax Identification Number.)
(a) Original Owner/Class: /X/ Proposed Insured / / Other
(b) Contingent Owner/Class, if any, to become Owner only when no
Original Owner is living.
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- -------------------------------------------------------------------------------
SECTION A - CONTINUED GENERAL INFORMATION
- -------------------------------------------------------------------------------
10. (a) Total Life Insurance now in force on Proposed Insured. (If none,
write "None".) None
---------------------------------------------------------------------------
Year of Personal Business Accidental Waiver of Prem.
Company Issue Ins. Amt. Ins. Amt. Death Amt. Yes No
---------------------------------------------------------------------------
/ / / /
---------------------------------------------------------------------------
/ / / /
---------------------------------------------------------------------------
/ / / /
---------------------------------------------------------------------------
/ / / /
---------------------------------------------------------------------------
/ / / /
---------------------------------------------------------------------------
TOTALS
-------------------------------------------------
(b) Are you currently applying for life insurance
with any other company? (If "Yes", give details
in #12.) / / Yes /X/ No
(c) Will the insurance being applied for replace or / / Yes /X/ No
change any of the above or any in force
annuities? If "Yes": Circle coverage being
terminated. (Complete and submit required papers.)
- -------------------------------------------------------------------------------
11. Have you: (Provide details in #12 to any "Yes" answers.)
Yes No
(a) Ever been declined, postponed, rated or
offered a policy different than that applied
for?.................................................. / / /X/
(b) Any intention to travel or reside outside the
United States?........................................ / / /X/
(c) Been a pilot, student pilot, or crew member
during the past 3 years or have any intention
of becoming a pilot, student pilot or crew
member in any type of aircraft? (If "Yes",
complete Aviation Section.)........................... / / /X/
(d) Ever had a traffic citation for driving while
intoxicated or driving under the influence of
intoxicants or drugs?................................. / / /X/
(e) Within the past three years, had:
(i) any moving vehicle violation?.................... / / /X/
(ii) a traffic accident?.............................. / / /X/
If either 11(d) and/or any question in 11(e) is
answered "Yes", then
Driver's License # State
--------------- ----------
(f) Participated in, or do you contemplate
participating in: aeronautics, competitive racing,
underwater or sky diving, mountain climbing, or
any other similar avocation? / / /X/
(If "Yes", complete Avocation Section.)
- -------------------------------------------------------------------------------
12. Details of Answers
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- ------------------------------------------------------------------------------
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE APPLIED FOR SECTION B
- ------------------------------------------------------------------------------
13. (a) FLEXIBLE PREMIUM VARIABLE LIFE:
/X/ FPVL-100 (FRC-VUL) $100,000
---------
Contract Type / / Opt. A / / Opt. B /X/ Opt. C
-------------
Benefits:
---------
/ / Waiver of Monthly Deduction
/ / Waiver of Specified Premium
$ (Monthly Benefit)
---------
Riders:
-------
/ / IBR / / % / / CPI (NOT AVAILABLE IN
---- ALABAMA OR MISSISSIPPI)
/ / FPVL-100 GI (FRC-VUL GI) $
----------
Contract Type / / Opt. A / / Opt. B / / Opt. C
-------------
Benefits:
---------
/ / Waiver of Monthly Deduction
/ / Waiver of Specified Premium
$ (Monthly Benefit)
---------
Riders:
-------
/ / IBR / / % / / CPI (NOT AVAILABLE IN
---- ALABAMA OR MISSISSIPPI)
- ------------------------------------------------------------------------------
/ / Other (List) $/#
---------- ----------
$/#
---------- ----------
Riders:
-------
/ / Other (List) $/#
---------- ----------
$/#
---------- ----------
- ------------------------------------------------------------------------------
(b) Premiums:
Direct Billing: /X/ ANN / / SA / / QR / / Single Premium
List Billing: / / ANN / / SA / / QR
/ / MO (add to existing List Billing # )
---------
Pre Auth Check: / / (add to existing PAC Billing # )
----------
Payroll Deduction: / / (add to existing Payroll Deduction # )
-------
Premium Amount $ 860.00 MAKE CHECK PAYABLE TO:
----------- GENERAL AMERICAN LIFE INSURANCE CO.
- ------------------------------------------------------------------------------
(c) Net Premium Allocation: (0 or minimum of 5%. Percentages must be in
whole numbers and total 100%.)
Russell Insurance Funds, Inc.:
/X/ Multi-Style Equity Fund 20 % /X/ Money Market Fund 20 %
-------- --------
/X/ Aggressive Equity Fund 20 % / / Other %
-------- ----------- --------
/X/ Non-U.S. Fund 20 % / / Other %
-------- ----------- --------
/X/ Core Bond Fund 20 % / / General Account %
-------- --------
===================================
TOTAL ALLOCATION 100 %
---------
- ------------------------------------------------------------------------------
(d) Suitability Information:
(a) Have you received a prospectus for the policy
applied for? /X/ Yes / / No
Date of prospectus
----------------
Date of any supplement
----------------
(b) Do you understand that:
1. The death benefit and cash surrender
value will increase or decrease
depending on investment experience, and
2. There is no guaranteed minimum death
benefit or cash surrender value? /X/ Yes / / No
<PAGE>
(c) Do you believe that the policy applied for
meets your insurance needs and your
anticipated financial objectives? /X/ Yes / / No
/ / I REQUEST A COPY OF THE STATEMENT OF ADDITIONAL INFORMATION
REFERRED TO IN THE PROSPECTUS.
- ------------------------------------------------------------------------------
(e) Dividend Option (if eligible): /X/ Increasing Cash Value / / Cash
If no option is elected, the Automatic Option is Incr. Cash Value.
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- ------------------------------------------------------------------------------
SECTION B (CONT'D) FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE APPLIED FOR
- ------------------------------------------------------------------------------
13. (f) / / Additional or / / Alternate Policy(ies) desired. (If benefits,
mode, beneficiary or ownership are different than original policy,
provide details.)
- ------------------------------------------------------------------------------
(g) Explanations or Additional Instructions:
- ------------------------------------------------------------------------------
(h) For Home Office Endorsement only. (Not applicable in Kentucky,
Maryland, Minnesota, New Hampshire, Pennsylvania, West Virginia,
Wisconsin)
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- -------------------------------------------------------------------------------
PART II APPLICATION FOR FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE TO
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
- -------------------------------------------------------------------------------
MEDICAL DECLARATIONS SECTION C
- -------------------------------------------------------------------------------
14. (a) Name of Insured: John Doe
--------------------------
(b) Height 6 ft. 0 in; Weight 200 lbs.
------ ------ ------
(c) Any change in weight YES NO
in past year? (If yes, / / /X/
give details below,
including lbs.)
- -------------------------------------------------------------------------------
15. (a) Name and address of your personal physician. If none, check /X/
Name Phone #
--------------------------------------- ------------------
Address
-------------------------------------------------------------
(b) Date and reason last consulted? Date Reason
------- -------------------
(c) What treatment was given or medication prescribed?
------------------
- -------------------------------------------------------------------------------
16. Within the last ten years, from the date of this application,
have you been treated for or had any known indication of:
(a) Dizziness, fainting, convulsions, epilepsy, headaches, YES NO
speech defects, paralysis, mental or nervous disorders? / / /X/
- -------------------------------------------------------------------------------
(b) Shortness of breath, bronchitis, asthma, emphysema,
tuberculosis, pneumonia, or chronic respiratory disease? / / /X/
- --------------------------------------------------------------------------------
(c) Chest pain, pulse irregularity, high blood pressure,
rheumatic fever, heart murmur, heart attack, stroke, or
other disorder of the heart, or circulatory system,
anemia, or other disorder of the blood? / / /X/
- --------------------------------------------------------------------------------
(d) Jaundice, intestinal bleeding, ulcer, diarrhea, colitis,
diverticulitis, or other disorder of the stomach,
intestines, liver or gallbladder? / / /X/
- --------------------------------------------------------------------------------
(e) Kidney stone or other disease of kidney; venereal
disease; disorder of the bladder, prostate, reproductive
organs, or breasts; sugar, albumin, blood or pus in the
urine? / / /X/
- --------------------------------------------------------------------------------
(f) Diabetes; disorder of the thyroid or lymph glands, or
other endocrine disorders? / / /X/
- --------------------------------------------------------------------------------
(g) Arthritis, gout, collagen disease or other disorders of
the muscles, or bones including spine, back or joints? / / /X/
- --------------------------------------------------------------------------------
(h) Disorder of skin, cyst, tumor or cancer? / / /X/
- --------------------------------------------------------------------------------
17. Are you now under observation or taking medication or
treatment? / / /X/
- --------------------------------------------------------------------------------
18. Do you have any doctor's visit or medical care scheduled? / / /X/
- --------------------------------------------------------------------------------
19. Have you ever been diagnosed by a member of the medical
profession as having AIDS or AIDS Related Complex? / / /X/
- --------------------------------------------------------------------------------
20. Have you ever received treatment from a member of the medical
profession for AIDS or AIDS Related Complex? / / /X/
- --------------------------------------------------------------------------------
DETAILS of "Yes" answers. (IDENTIFY QUESTION NUMBER, CIRCLE APPLICABLE ITEMS:
Include diagnoses, dates, duration and names and addresses of all attending
physicians and medical facilities.)
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- -------------------------------------------------------------------------------
SECTION C - CONTINUED MEDICAL DECLARATIONS
- -------------------------------------------------------------------------------
21. Other than above, have you within the past 5 years:
(a) Had any psychiatric or psychological consultation not
listed above or any physical disorder not listed above? YES NO
/ / /X/
(b) Had a checkup, consultation, illness, injury, surgery? / / /X/
(c) Been a patient in a hospital, clinic, sanatorium, or
other medical facility? / / /X/
(d) Had electrocardiogram, X-ray, other diagnostic test? / / /X/
(e) Been advised to have any diagnostic test,
hospitalization, treatment, or surgery which was not
completed? / / /X/
- --------------------------------------------------------------------------------
22. (a) Have you used (once or more) or do you now use
barbiturates, amphetamines, hallucinogenic drugs
(including marijuana), cocaine, heroin, narcotics, or
any similar substances or any prescription drug except
in accordance with a physician's instruction? / / /X/
(b) Have you ever received counseling, advice or treatment
regarding the use of alcohol or drugs? / / /X/
(c) Have you ever been a member of any self-help group such
as Alcoholics Anonymous or Narcotics Anonymous? / / /X/
- --------------------------------------------------------------------------------
23. Have you ever attempted suicide or made a suicidal gesture? / / /X/
- --------------------------------------------------------------------------------
24. (a) Do you currently use any form of tobacco? / / /X/
(b) Have you used any form of tobacco in the last 12 months? / / /X/
If either or both of these questions is answered "Yes",
complete the following:
(i) type used: / / Cigar / / Pipe / / Cigarettes
/ / Smokeless Tobacco
(ii) how often?
-----------------------
(iii) If you no longer smoke, when did you stop? (mo) (yr)
------ ------
- --------------------------------------------------------------------------------
25. Do you exercise regularly; i.e. Calisthenics, jogging, etc.? /X/ / /
If "Yes", how often? / / Daily /X/ Weekly / / Other
- --------------------------------------------------------------------------------
26. Are you now pregnant? / / /X/
If "Yes", what is estimated date of delivery?
------------------
- --------------------------------------------------------------------------------
27. Do you have any family history of tuberculosis, diabetes,
cancer, high blood pressure, heart or kidney disease, mental
illness or suicide? / / /X/
- --------------------------------------------------------------------------------
28. Age if Age at
Living Cause of Death Death
- --------------------------------------------------------------------------------
Father 60
- --------------------------------------------------------------------------------
Mother 60
- --------------------------------------------------------------------------------
Brother and Sisters
--------------------------------------------------------------------
No. Living 3
- ----------------------
No. Dead 0
- --------------------------------------------------------------------------------
DETAILS of "Yes" answers. (IDENTIFY QUESTION NUMBER, CIRCLE APPLICABLE ITEMS:
Include diagnoses, dates, duration and names and addresses of all attending
physicians and medical facilities.)
- --------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- -------------------------------------------------------------------------------
DECLARATIONS SECTION D
- -------------------------------------------------------------------------------
I agree that the statements and answers in this application are true and
complete to the best of my knowledge and belief. I also agree that:
(a) The statements and answers in this application, and any amendments to
it, or made to the medical examiner will be the basis of any insurance
issued and will be a part of any policy issued.
(b) Knowledge of the agent or medical examiner will not be imputed to the
Company unless stated in Part 1, or any of its supplements, Part II, or
medical reports received in the Home Office. No printed provision of
this application will be modified or waived except by an endorsement
signed by an officer at the Home Office. No agent or medical examiner
has the authority to make or alter any contract for the Company.
(c) The "date of issue" as shown in my policy will be the "anniversary
date". The due date of future premiums will be determined from that
date. The number of policy years and months for deciding policy values
will be determined from that date.
(d) My acceptance of any insurance policy means I agree to any changes
shown in #13(h), where state law permits Home Office corrections and
additions.
(e) If a premium payment is given in exchange for a Temporary Insurance
Agreement (TIA), the Company will be liable only as set forth in that
Agreement.
(f) If a premium payment is not given at the same time as this application,
then insurance will take effect when all of the following are satisfied:
(1) A policy is approved by the Company for issue as applied for; and
(2) The full first premium is paid; and
(3) The health and insurability of any person proposed for insurance
have not changed since the date of this application.
(g) If a policy is issued other than as applied for, coverage will
take effect under the policy only when all of the following have
been satisfied:
(1) A policy issued by the Company is delivered to and accepted by
me; and
(2) The full first premium is paid; and
(3) The health and insurability of any person proposed for insurance
have not changed since the date of this application.
(h) The undersigned applicant and agent certify that the applicant has read,
or had read to him the completed application and that he or she realizes
that any false statement or misrepresentation therein may result in loss
of coverage under the policy.
CERTIFICATION: UNDER PENALTIES OF PERJURY, I CERTIFY THAT:
(1) The number shown on this form is my correct Taxpayer
Identification Number (or, if no number is shown, I am waiting
for a number to be issued to me); and
(2) I am not subject to backup withholding either because I have not
been notified by the Internal Revenue Service (IRS) that I am
subject to backup withholding as a result of a failure to report
all interest or dividends, or the IRS has notified me that I am
no longer subject to backup withholding.
PLEASE NOTE: YOU MUST CROSS OUT AND INITIAL #2 ABOVE IF YOU HAVE BEEN
NOTIFIED BY THE IRS THAT YOU ARE CURRENTLY SUBJECT TO
BACK UP WITHHOLDING BECAUSE OF UNDER-REPORTING INTEREST
OR DIVIDENDS ON YOUR TAX RETURN.
Signed at St. Louis, MO X
------------------------------- ---------------------------------
(City, State) (Signature of Proposed Insured -
Parent or Guardian if Proposed
Insured under age 15.)
This 15th day of August , 19 95
------ ---------------- ---- ---------------------------------
(<F*>Signature of Applicant/Owner)
---------------------------------
<PAGE>
----------------------------------------
I certify that I have truly and
accurately recorded on all parts of this ---------------------------------
application the information supplied by
the applicant.
---------------------------------
-------------------------------------- <F*>Signature and address if other
Signature of Licensed Agent than Proposed Insured. If Owner
(If not yet appointed, do not sign.) is a Corporation, Partnership, or
---------------------------------------- Trust, an authorized officer,
partner, or trustee must sign
and state title.
- --------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
EXHIBIT 1.(5)(c)
----------------
Waiver of Monthly Deduction Rider
<PAGE>
<PAGE>
WAIVER OF MONTHLY DEDUCTION RIDER
If this rider is listed on the Policy Specifications page it is a part of
the policy. It is subject to all of the provisions of the policy which are
not inconsistent with the provisions of this rider.
WAIVER OF MONTHLY DEDUCTION BENEFIT
If you furnish us with due written proof that the insured is totally
disabled, as defined in this rider, we will waive the monthly deductions
for this policy. The insured must have become disabled after age 5 and
before age 65. The disability must have continued without interruption
for at least six months. This rider must be in force. Monthly deductions
for this policy will be waived as follows:
Disability Beginning Before Age 60. If the insured's disability begins
before age 60, we will waive monthly deductions which were due during the
six months of uninterrupted disability. We will continue to waive monthly
deductions after that. However, the insured must continue to be totally
disabled.
Disability Beginning Between Ages 60 and 65. If the insured's disability
begins on or after age 60 but before age 65, we will waive monthly
deductions which were due during the six months of uninterrupted disability.
We will continue to waive monthly deductions after that, but no later than
age 65. However, the insured must continue to be totally disabled.
DEFINITION OF AGE 5, AGE 60, AND AGE 65
"Age 5," "age 60," and "age 65" begin on the policy anniversaries nearest
the Insured's 5th, 60th, and 65th birthdays, respectively.
TOTAL DISABILITY
"Total Disability" means the inability of the insured to perform the
substantial and material duties of his regular occupation. Such disability
must be the result of an injury or a sickness. The injury or sickness must
originate after this rider became effective.
However, after this period of disability has continued for 60 months, the
insured will be considered to be totally disabled only if he is unable to
perform the substantial and material duties of any occupation for which he
is reasonably fitted by education, training or experience. Such disability
must be the result of an injury or a sickness.
If after this rider becomes effective, the insured suffers the total and
irrecoverable loss of sight in both eyes, or of the use of both hands or
both feet, or of one hand and one foot, this will be considered total
disability as defined in this rider. On such a loss the insured will still
be considered disabled even though working.
RECURRENT TOTAL DISABILITY
If, while this policy is in force, the insured becomes disabled again after
having been totally disabled before, the new disability will be considered
a continuation of the previous period unless:
1. It is due to an entirely different cause; or
2. The insured has performed the material and substantial duties of a
gainful occupation. These duties must be performed for a continuous
period of 6 months or more between such periods of total disability.
RISKS NOT ASSUMED
We will not waive monthly deductions under this rider if disability results
from war or any act of war while the insured is in the military, naval or
air forces of any country at war. We will also not waive monthly deductions
if the insured becomes disabled as a result of war or any act of war while
in a civilian non-combatant unit serving with such forces. "War" includes
undeclared war and "any country" includes any international organization or
combination of countries.
TERMINATION
You may terminate this rider as of any monthly anniversary following a proper
written request. If this rider is not already terminated, it will terminate
on the date any of the following events first occurs:
1. When the insured attains age 65. This will be without prejudice to any
benefits granted for total disability occurring before age 65; or
L-82-WMD 1
<PAGE>
<PAGE>
2. The lapse of the policy; or
3. The surrender of the policy; or
4. The maturity of the policy; or
5. The date of death of the insured.
NOTICE OF CLAIM AND PROOF OF DISABILITY
Before we waive any monthly deduction, we must receive at our Home Office:
1. Written notice of claim for this benefit during the lifetime of the
insured. This notice must be submitted during the continuance of total
disability. This notice cannot be submitted later than six months after
age 65 of the insured; and
2. Written proof of total disability within six months after we receive
written notice of claim. In no event shall this proof be submitted later
than the date when any of the following events first occurs:
a. One year after age 65 of the insured;
b. Prior maturity of the policy;
c. Surrender of the policy for its net cash value;
d. One year from the due date of the first unpaid monthly deduction.
Failure to give such notice and proof within the time allowed will not always
invalidate a claim. We will consider the claim if you show us that it was not
reasonably possible to file notice and proof on time. However, you must file
notice and proof as soon as is reasonably possible. In no event will any
monthly deduction be waived or refunded if its due date was more than one
year before we received notice of claim at our Home Office.
We will require no further proof of disability and we will automatically
waive all further monthly deductions if:
1. The insured is totally disabled at age 65; and
2. All monthly deductions for at least the five years preceding age 65 have
been waived.
EXAMINATION OF THE INSURED AND PROOF OF CONTINUED DISABILITY
We have the right to have the insured examined by our appointed examiner. We
will pay for this examination.
We also have the right to receive written proof of continuance of disability
from the insured at the following times:
1. After receipt of such notice of claim;
2. At any time within two years after we receive proof of total disability;
3. Not more than once each year after the first two years.
We will not waive any further monthly deductions if the insured refuses to be
medically examined. Nor will we waive further monthly deductions if proof of
continuance of disability is not furnished when we request it.
INCONTESTABILITY
We cannot contest this rider after a period of two years from its date of
issue if:
1. This rider shall have been in force during the lifetime of the insured;
and
2. The insured does not become totally disabled within this period.
L-82-WMD 2
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COST OF INSURANCE
The cost of insurance for the Waiver of Monthly Deductions Rider is
determined on a monthly basis. The cost of insurance for a policy month
is calculated as (a) multiplied by (b) where:
a. is the cost of insurance rate for this rider; and
b. is the sum of items i, ii, iii and iv where:
i. is the cost of insurance for the basic policy for the policy month
ii. is the first year monthly policy charge, where applicable
iii. is the monthly expense charge, when applicable
iv. is any cost of insurance for the policy month for any benefit
provided by a supplemental rider (other than Waiver of Monthly
Deduction Rider) made a part of the basic policy.
The cost of insurance rate for this benefit is based on the attained age,
sex and rate class of the insured. Cost of insurance rates will be
determined by us based on expectations as to future experience. However,
these rates will not exceed those shown in the Guaranteed Cost of Insurance
Rates for Waiver of Monthly Deductions Rider.
Each monthly anniversary this rider is in force, the cost of insurance for
the rates (as determined above) will be added to the monthly deduction as
defined in the Guaranteed Values section or the Cash Values section of the
basic policy. This increased monthly deduction will be used to determine the
cash value of the policy on such monthly anniversary.
GENERAL PROVISIONS
We will pay dividends and all other amounts payable under the policy the same
as if monthly deductions had not been waived.
If the insured becomes disabled during the grace period of the first monthly
deduction in default, we will allow this waiver of monthly deduction as if
default had not occurred. However, you will be liable for the monthly
deduction in default. Interest compounded at 6% per year will be charged on
this monthly deduction.
You may apply for reinstatement of this policy with or without this rider. We
have the right to decide whether to approve the reinstatement of this policy
with or without this rider.
DATE OF ISSUE
The date of issue of the rider is the same as the date of issue of this policy
unless another date of issue is shown below.
- ---------------------
DATE
/s/ Helen Couranz /s/ H. Edwin Trusheim
SECRETARY CHAIRMAN and CEO
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
[Logo]
L-82-WMD 3
<PAGE>
Exhibit 1. (5)(e)
-----------------
Form of FRC-VUL Waiver of Monthly Deduction Rider
secs62
<PAGE>
<PAGE>
WAIVER OF MONTHLY DEDUCTION RIDER
If this rider is listed on the Policy Specifications page it
is a part of the policy. It is subject to all of the
provisions of the policy which are not inconsistent with the
provisions of this rider.
WAIVER OF MONTHLY If you furnish us with due written proof that the insured
DEDUCTION BENEFIT is totally disabled, as defined in this rider, we will
waive the monthly deductions for this policy. The insured
must have become disabled after age 5 and before age 65.
The disability must have continued without interruption
for at least six months. This rider must be in force.
Monthly deductions for this policy will be waived as
follows:
Disability Beginning Before Age 60. If the insured's
disability begins before age 60, we will waive monthly
deductions which were due during the six months of
uninterrupted disability. We will continue to waive
monthly deductions after that. However, the insured must
continue to be totally disabled.
Disability Beginning Between Ages 60 and 65. If the
insured's disability begins on or after age 60 but before
age 65, we will waive monthly deductions which were due
during the six months of uninterrupted disability. We
will continue to waive monthly deductions after that, but
no later than age 65. However, the insured must continue
to be totally disabled.
DEFINITION OF "Age 5," "age 60," and "age 65" begin on the policy
AGE 5, AGE 60, anniversaries nearest the Insured's 5th, 60th, and 65th
AND AGE 65 birthdays, respectively.
TOTAL DISABILITY "Total Disability" means the inability of the insured to
perform the substantial and material duties of his
regular occupation. Such disability must be the result of
an injury or a sickness. The injury or sickness must
originate after this rider became effective.
However, after this period of disability has continued
for 60 months, the insured will be considered to be
totally disabled only if he is unable to perform the
substantial and material duties of any occupation for
which he is reasonably fitted by education, training or
experience. Such disability must be the result of an
injury or a sickness.
If after this rider becomes effective, the insured
suffers the total and irrecoverable loss of sight in both
eyes, or of the use of both hands or both feet, or of one
hand and one foot, this will be considered total
disability as defined in this rider. On such a loss the
insured will still be considered disabled even though
working.
RECURRENT TOTAL If, while this policy is in force, the insured becomes
DISABILITY disabled again after having been totally disabled before,
the new disability will be considered a continuation of
the previous period unless:
1. It is due to an entirely different cause; or
2. The insured has performed the material and
substantial duties of a gainful occupation. These
duties must be performed for a continuous period of
6 months or more between such periods of total
disability.
RISKS NOT We will not waive monthly deductions under this rider if
ASSUMED disability results from war or any act of war while the
insured is in the military, naval or air forces of any
country at war. We will also not waive monthly deductions
if the insured becomes disabled as a result of war or any
act of war while in a civilian non-combatant unit serving
with such forces. "War" includes undeclared war and "any
country" includes any international organization or
combination of countries.
TERMINATION You may terminate this rider as of any monthly anniversary
following a proper written request. If this rider is not
already terminated, it will terminate on the date any of
the following events first occurs:
1. When the insured attains age 65. This will be without
prejudice to any benefits granted for total disability
occurring before age 65; or
L-82-WMD 1
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2. The lapse of the policy; or
3. The surrender of the policy; or
4. The maturity of the policy; or
5. The date of death of the insured.
NOTICE OF Before we waive any monthly deduction, we must receive
CLAIM AND PROOF at our Home Office:
OF DISABILITY
1. Written notice of claim for this benefit during the
lifetime of the insured. This notice must be submitted
during the continuance of total disability. This notice
cannot be submitted later than six months after age 65 of
the insured; and
2. Written proof of total disability within six months
after we receive written notice of claim. In no event
shall this proof be submitted later than the date when
any of the following events first occurs:
a. One year after age 65 of the insured;
b. Prior maturity of the policy;
c. Surrender of the policy for its net cash value;
d. One year from the due date of the first unpaid
monthly deduction.
Failure to give such notice and proof within the time
allowed will not always invalidate a claim. We will
consider the claim if you show us that it was not
reasonably possible to file notice and proof on time.
However, you must file notice and proof as soon as is
reasonably possible. In no event will any monthly
deduction be waived or refunded if its due date was more
than one year before we received notice of claim at
our Home Office.
We will require no further proof of disability and we
will automatically waive all further monthly deductions
if:
1. The insured is totally disabled at age 65; and
2. All monthly deductions for at least the five years
preceding age 65 have been waived.
EXAMINATION We have the right to have the insured examined by our
OF THE INSURED appointed examiner. We will pay for this examination.
AND PROOF OF
CONTINUED We also have the right to receive written proof of
DISABILITY continuance of disability from the insured at the
following times:
1. After receipt of such notice of claim;
2. At any time within two years after we receive proof
of total disability;
3. Not more than once each year after the first two years.
We will not waive any further monthly deductions if the
insured refuses to be medically examined. Nor will we
waive further monthly deductions if proof of continuance
of disability is not furnished when we request it.
INCONTESTABILITY We cannot contest this rider after a period of two
years from its date of issue if:
1. This rider shall have been in force during the
lifetime of the insured; and
2. The insured does not become totally disabled within
this period.
L-82-WMD 2
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COST OF The cost of insurance for the Waiver of Monthly
INSURANCE Deductions Rider is determined on a monthly basis. The
cost of insurance for a policy month is calculated as
(a) multiplied by (b) where:
a. is the cost of insurance rate for this rider; and
b. is the sum of items i, ii, iii and iv where:
i. is the cost of insurance for the basic policy
for the policy month
ii. is the first year monthly policy charge, where
applicable
iii. is the monthly expense charge, when applicable
iv. is any cost of insurance for the policy month
for any benefit provided by a supplemental
rider (other than Waiver of Monthly Deduction
Rider) made a part of the basic policy.
The cost of insurance rate for this benefit is based on
the attained age, sex and rate class of the insured. Cost
of insurance rates will be determined by us based on
expectations as to future experience. However, these
rates will not exceed those shown in the Guaranteed Cost
of Insurance Rates for Waiver of Monthly Deductions
Rider.
Each monthly anniversary this rider is in force, the cost
of insurance for the rates (as determined above) will be
added to the monthly deduction as defined in the
Guaranteed Values section or the Cash Values section of
the basic policy. This increased monthly deduction will
be used to determine the cash value of the policy on such
monthly anniversary.
GENERAL We will pay dividends and all other amounts payable
PROVISIONS under the policy the same as if monthly deductions had
not been waived.
If the insured becomes disabled during the grace period
of the first monthly deduction in default, we will allow
this waiver of monthly deduction as if default had not
occurred. However, you will be liable for the monthly
deduction in default. Interest compounded at 6% per year
will be charged on this monthly deduction.
You may apply for reinstatement of this policy with or
without this rider. We have the right to decide whether
to approve the reinstatement of this policy with or
without this rider.
DATE OF ISSUE The date of issue of the rider is the same as the date
of issue of this policy unless another date of issue
is shown below.
- ---------------------
DATE
/s/ Robert J. Banstetter /s/ Richard A. Liddy
V.P., GENERAL COUNSEL CHAIRMAN, PRESIDENT
AND SECRETARY AND CEO
GENERAL
AMERICAN [Logo]
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
L-82-WMD
3
<PAGE>
Exhibit 1. (5)(f)
-----------------
Form of FRC-VUL Waiver of Specified Premium Rider
secs62
<PAGE>
<PAGE>
WAIVER OF SPECIFIED PREMIUM RIDER
The waiting period in the incontestability provision of this rider is
different from that in the policy and begins on the effective date of this
rider.
If we have approved this rider as a part of this policy and the policy's
minimum premium has been paid, this rider will become a part of the policy.
This rider is subject to all applicable terms and provisions of the policy;
except as modified herein. The Policy Specifications page or, if this rider is
added after issue, the request for policy change shows the monthly premium
that will be waived upon the insured's total disability.
WAIVER OF We will credit, as a premium payment, the monthly premium
SPECIFIED waived to the policy's cash value if:
PREMIUM BENEFIT
1. You furnish us with written proof that the insured is
totally disabled, as defined in this rider; and
2. The insured becomes disabled after age 5 and before
age 65; and
3. Disability has continued without interruption for at
least 180 days; and
4. This rider is in force.
The monthly premium waived will be credited as premium to
the policy's cash value as long as the policy remains
in force as follows:
Disability Beginning Before Age 60. If the insured's
disability begins before age 60, we will credit the
monthly premiums waived which were due during the 180
days of uninterrupted disability. After that, we will
continue to credit the monthly premiums waived. However,
the insured must continue to be totally disabled.
Disability Beginning Between Ages 60 and 65. If the
insured's disability begins on or after age 60 but before
age 65, we will credit the monthly premiums waived which
were due during the 180 days of uninterrupted disability.
We will continue to credit the monthly premiums waived
after that, but no later than age 65. However, the
insured must continue to be totally disabled.
If the credit to the policy's cash value for the monthly
premiums waived exceeds the maximum premium allowed by the
federal law that defines life insurance, we will pay the
monthly premium waived to you.
POLICY LAPSE Crediting of the monthly premium waived to the policy's
cash value does not guarantee that the policy will remain
in force. If the cash surrender value of the policy is
insufficient to cover the monthly deduction as described
in the basic policy, the policy will lapse as defined
in the grace period provision of the basic policy.
DEFINITION OF "Age 5," "age 60," and "age 65" begin on the policy
AGE 5, AGE 60, anniversary nearest the insured's 5th, 60th and 65th
AND AGE 65 birthdays, respectively.
TOTAL DISABILITY "Total Disability" means the inability of the insured to
perform the substantial and material duties of his or her
regular occupation. Such disability must be the result of
an injury or a sickness. The injury or sickness must
first manifest itself after the effective date of
this rider.
1084400 1
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However, after this period of disability has continued
for 60 months, the insured will be considered to be
totally disabled only if he or she is unable to perform
the substantial and material duties of any occupation for
which he or she is reasonably fitted by education,
training or experience.
If, after this rider becomes effective, the insured
suffers the total and irrecoverable loss of:
1. sight in both eyes, or
2. the use of both hands or both feet, or
3. the use of one hand and one foot,
this will be considered total disability as defined in
this rider. With such a loss the insured will still be
considered disabled even though working at an occupation.
RECURRENT TOTAL If, while this policy and rider are in force, the insured
DISABILITY becomes disabled again after having been totally disabled
before, the new disability will be considered a
continuation of the previous period unless:
1. It is due to an entirely different cause; or
2. The insured has performed all of the material and
substantial duties of a gainful occupation for a
continuous period of 6 months or more between such
periods of total disability.
RISKS NOT We will not credit the monthly premium waived under this
ASSUMED rider to the policy's cash value if disability results
from war or any act of war while the insured is in the
military, naval or air forces of any country at war. We
will also not credit the monthly premium waived if the
insured becomes disabled while in a civilian non-
combatant unit serving with such forces. "War" includes
undeclared war and "any country" includes any
international organization or combination of countries.
TERMINATION You may terminate this rider as of any monthly
anniversary. To do this you must make a proper written
request. We may require the policy and this rider for
endorsement. If this rider is not already terminated, it
will terminate on the date any of the following events
first occurs:
1. When the insured attains age 65. This will be without
prejudice to any benefits granted for total
disability occurring before age 65; or
2. The date the policy lapses; or
3. The date the policy is surrendered; or
4. The maturity date of the policy; or
5. The date of death of the insured.
We will incur no liability for this rider if premiums
for it are paid beyond its termination date. Any premiums
paid beyond that date will be returned with compound
interest at 6% per year.
NOTICE OF Before we credit any monthly premium waived to the
CLAIM AND PROOF policy's cash value, we must receive at our home office:
OF DISABILITY
1. Written notice of claim for this benefit during the
lifetime of the insured. This notice must be
submitted during the continuance of total disability.
This notice must be submitted no later than six months
after this rider terminates.
1084400 2
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2. Written proof of total disability within six months
after we receive written notice of claim. In no event
should this proof be submitted later than the date
when any of the following events first occurs:
a. One year after age 65 of the insured;
b. Maturity of the policy;
c. Surrender of the policy for its cash surrender
value;
d. One year from the due date of the first unpaid
monthly deduction.
Failure to give such notice and proof within the time
allowed will not void the claim. We will consider the
claim if you show us that it was not reasonably possible
to file notice and proof on time. However, you must file
notice and proof as soon as reasonably possible. In no
event will we credit any monthly premium waived if its due
date was more than one year before we received notice of
claim at our home office.
We will require no further proof of disability and we
will automatically credit further monthly premiums
waived if:
1. The insured is totally disabled at age 65; and
2. All monthly premiums waived for at least the five
years preceding age 65 have been credited.
EXAMINATION We have the right to have the insured examined by our
OF THE INSURED appointed examiner. Such exam will be at our expense.
We also have the right to require written proof of
continuance of disability from the insured at the
following times:
1. After receipt of notice of claim;
2. At reasonable intervals within two years after we
receive proof of total disability;
3. Not more than once each year after the first two years.
We will not credit to the policy's cash value any further
monthly premiums waived if the insured refuses to be
medically examined. Nor will we credit to the policy's
cash value further monthly premiums waived if proof of
continuance of disability is not furnished when we
request it.
INCONTESTABILITY We cannot contest this rider after it has been in force
during the lifetime of the insured for a period of two
years from its issue date, excluding any period the
insured is totally disabled. We cannot contest any
reinstatement of this rider after it has been in force
during the lifetime of the insured for a period of two
years from the date we approve a reinstatement.
REINSTATEMENT Within five years after the date this rider terminated
due to policy lapsing, you may apply for reinstatement
if:
1. The policy is also being reinstated; and
2. You submit proof satisfactory to us that the insured
is insurable by our standards; and
3. You meet the premium requirements as described in the
basic policy's reinstatement provision; and
4. The insured is alive on the date we approve the
request for reinstatement. If the insured is not
alive, such approval is void and of no effect.
1084400 3
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<PAGE>
You may apply for reinstatement of the policy with or
without this rider. We have the right to decide whether
to approve the reinstatement of the policy with or
without this rider.
COST OF The cost of insurance for the Waiver of Specified Premium
INSURANCE Rider is determined on a monthly basis. The cost of
insurance for a policy month is calculated as (a)
multiplied by (b) where:
a. is the cost of insurance rate for this rider; and
b. is the monthly premium waived.
The cost of insurance rate for this rider is based on the
attained age and rate class of the insured. Cost of
insurance rates will be determined by us based on
expectations as to future experience. However, these
rates will not exceed those shown on the Guaranteed
Cost of Insurance Rates page for the Waiver of Specified
Premium Rider.
Each monthly anniversary this rider is in force, the cost
of insurance (as determined above) will be added to the
monthly deduction as defined in the Cash Values Section
of the basic policy. This increased monthly deduction
will be used to determine the cash value of the policy
on such monthly anniversary.
GENERAL If the insured becomes disabled during the grace period
PROVISIONS of the first monthly deduction in default, we will allow
this Waiver of Specified Premium as if default had not
occurred. However, you will be liable for the greater of:
1. the monthly premium waived; or
2. an amount sufficient to cover all charges, as defined
in the basic policy, due for that policy month.
Interest at 6% per year will be charged on the amount
due.
The date of issue and effective date of this rider and the policy are the same
unless another effective date of this rider is shown below.
- ---------------------
Date of Rider
/s/ Robert J. Banstetter /s/ Richard A. Liddy
V.P., GENERAL COUNSEL CHAIRMAN, PRESIDENT
AND SECRETARY AND CEO
General
American [Logo]
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
1084400 4
(12/89)
<PAGE>
Exhibit 1. (5)(g)
-----------------
Form of FRC-VUL Increasing Benefit Rider
secs62
<PAGE>
<PAGE>
INCREASING BENEFIT RIDER
ISSUED BY GENERAL AMERICAN LIFE INSURANCE COMPANY
If this rider is offered and accepted, it will become a part of the
policy. This rider is subject to all applicable terms and provisions
of the policy; except as modified herein. The policy specifications
page indicates the rider and the applicable increase Percentage Factor.
INCREASING While this rider is in force, each policy anniversary
BENEFIT DATES beginning with the first and ending with the policy
anniversary nearest the insured's 65th birthday, an
increase in the policy's face amount will occur.
INCREASE You may elect on the issue date of this rider one of the
PERCENTAGE following Increase Percentage Factors. The Increase
FACTORS Percentage Factor will apply to the policy's face amount
and to any supplemental coverage with an issue date the
same as this rider's issue date and to any Increasing
Benefit Amounts exercised on previous policy
anniversaries.
1. A percentage no less than 2% and no greater than 7.5%.
The percentage must be in .5% increments; or
2. Cost of Living Factor. The Cost of Living Factor
is the ratio to three decimal places, of (a) to (b),
but never less than zero, where:
(a) is the average of the Consumer Price Index for All
Urban Consumers for July, August and September of
the calendar year preceding the year in which the
factor is to be applied, and
(b) is the corresponding average Index of July, August
and September for the year before the year used in
(a).
The Consumer Price Index for All Urban Consumers is
published monthly by the Bureau of Labor Statistics of the
United States Department of Labor. If this Index is
discontinued or a new Index series is established on a
different basis, we may establish a new basis for
determining the Cost of Living Factor. You will be given
at least 90 days notice of any such change.
INCREASING The Increasing Benefit Amount will be equal to the face
BENEFIT AMOUNT amount on the anniversary multiplied by:
a) the percentage factor as shown on the policy
specifications page; or
b) the Cost of Living Factor;
whichever was elected at issue.
Each Increasing Benefit Amount will be applied to the base
policy and to any supplemental coverage in the same
proportion as the supplemental coverage was to the base
policy at issue.
Each Increasing Benefit Amount will be subject to the
following conditions:
1. It must increase the face amount at least $1,000. If the
Increasing Benefit Amount is less than $1,000, no
increase will occur.
2. If the increase is based on a specified percentage
factor, the Increasing Benefit Amount will not exceed
the smaller of:
a) the calculated increase; or
b) $100,000
1088100 1
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<PAGE>
3. If the increase is based on the Cost of Living Factor,
the Increasing Benefit Amount will not exceed the
smallest of:
a) the calculated increase; or
b) 20% of the face amount; or
c) $100,000.
4. The monthly cost of insurance for all increases will be
based on the attained age, risk classification and
(in a non-unisex policy) sex of the insured as of the
issue date of this rider.
5. The policy's face amount, including any supplemental
coverage, plus the total of all increases exercised
under this rider will be limited to the Aggregate
Limit shown on the policy specifications page.
FACE AMOUNT At the time the Increasing Benefit Amount is exercised, the
policy's new face amount will be equal to the policy's old
face amount plus the Increasing Benefit Amount.
DECREASE IN Any decreases in face amount will be processed in the
FACE AMOUNT following order:
Under the Change in Face Amount provision in the policy, if
a decrease in face amount is requested, any Increasing
Benefit Amounts will be decreased after:
1. the face amount(s) of any other rider(s) attached to
the policy.
2. any requested increase in the base policy's face amount.
Under the Allocation of Partial Withdrawals provision in
the policy, if a partial withdrawal reduces the face
amount, any Increasing Benefit Amounts will be decreased
before:
1. the face amount(s) of any other rider(s) attached to the
policy.
2. any requested increase in the base policy's face
amount.
SELECTION AND The selection and issue expense charge for the Increasing
ISSUE EXPENSE Benefit Amount is a monthly charge which equals the
CHARGES applicable Increasing Benefit Amount times the selection and
issue expense charge rate divided by 1,000. The selection
and issue expense charge rate will never exceed the rate
shown on the Policy Specifications page.
REJECTION OF You will be notified of each Increasing Benefit Amount made
INCREASE under this rider. Each increase will be automatic. You may
reject any increase by notifying us in writing within 30
days after the policy anniversary on which the increase is
made. The rejection of any increase will result in the
termination of this rider.
1088100 2
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<PAGE>
TERMINATION You may terminate this rider as of any monthly anniversary
following a written request to us. We may require the policy
and this rider for endorsement. This rider will terminate
when any of the following events first occurs:
a) the anniversary nearest the insured's 65th birthday; or
b) the rejection of an increase; or
c) the receipt of your request to decrease the face amount;
or
d) a decrease in face amount due to a partial withdrawal; or
e) the lapse of the policy; or
f) the insured's date of death; or
g) surrender of the policy; or
h) the policy's face amount, including any supplemental
coverage, plus the total of all increases exercised
under this rider equals or exceeds the Aggregate
Limit shown on the policy specifications page.
The date of issue and effective date of this rider and the policy are the same.
/s/ Robert J. Banstetter /s/ Richard A. Liddy
V.P., GENERAL COUNSEL CHAIRMAN, PRESIDENT
AND SECRETARY AND CEO
General
American [Logo]
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
1088100 3
(1/95)
<PAGE>
Exhibit 1. (8)(c)
-----------------
PARTICIPATION AGREEMENT
Among
RUSSELL INSURANCE FUNDS,
RUSSELL FUND DISTRIBUTORS, INC.
<PAGE>
<PAGE>
PARTICIPATION AGREEMENT
Among
RUSSELL INSURANCE FUNDS,
RUSSELL FUND DISTRIBUTORS, INC.
and
GENERAL AMERICAN LIFE INSURANCE COMPANY
THIS AGREEMENT is made and entered into as of this 1st day of
---
October, 1996, by and among GENERAL AMERICAN LIFE INSURANCE COMPANY, a
- -------
Missouri corporation (hereinafter the "Company"), on its own behalf and on
behalf of each segregated asset account of the Company set forth on Schedule A
hereto as such schedule may be amended from time to time (each such account
hereinafter referred to as the "Account" and collectively as the "Accounts"),
and RUSSELL INSURANCE FUNDS, a Massachusetts Business Trust (hereinafter the
"Investment Company"), and RUSSELL FUND DISTRIBUTORS, INC. a Washington
corporation (hereinafter the "Underwriter").
WHEREAS, Investment Company engages in business as a diversified
open-end management investment company and is available to act as the
investment vehicle for separate accounts established for variable life
insurance policies and variable annuity contracts (collectively, the "Variable
Insurance Products"); and
WHEREAS, the beneficial interest in the Investment Company is
divided into several series of shares, referred to individually as "Funds" and
representing the interest in a particular managed portfolio of securities and
other assets; and
WHEREAS, Investment Company is registered as an open-end management
investment company under the 1940 Act, and its shares are registered under the
Securities Act of 1933, as amended (hereinafter the "1933 Act"); and
WHEREAS, Frank Russell Investment Management Company (the "Adviser")
is registered as an investment adviser under the federal Investment Advisers
Act of 1940 and any applicable state securities law; and
WHEREAS, the Company has registered or will register certain
variable life under the 1933 Act, and offers or will offer for sale certain
variable life contracts which are or will be exempt from registration; and
WHEREAS, each Account is a duly organized, validly existing,
segregated asset account, established by resolution of the Board of Directors
of the Company, on the date shown
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for such Account on Schedule A hereto, to set aside and invest assets
attributable to one or more variable life contracts; and
WHEREAS, the Company has registered or will register one of the
Accounts as a unit investment trust under the 1940 Act and other Accounts are
exempt from registration; and
WHEREAS, the Underwriter is registered as a broker/dealer with the
SEC under the Securities Exchange Act of 1934, as amended (hereinafter the
"1934 Act") and is a member in good standing of the National Association of
Securities Dealers, Inc. (hereinafter the "NASD"); and
WHEREAS, to the extent permitted by applicable insurance laws and
regulations, the Company intends to purchase shares in the Funds on behalf of
each Account to fund certain of the aforesaid variable life contracts, and
the Underwriter is authorized to sell such shares to unit investment trusts
such as each Account at net asset value.
NOW THEREFORE, in consideration of the premises and of the mutual
covenants herein contained and other good and valuable consideration the
receipt of which is hereby acknowledged, the parties hereto, intending to be
legally bound hereby, agree as follows:
ARTICLE I. Sale of Investment Company Shares
---------------------------------
1.1 The Underwriter agrees to sell to the Company those shares of
Investment Company which each Account orders, executing such orders on a daily
basis at the net asset value next computed after receipt by the Investment
Company or its designee of the order for the shares of the Investment Company.
For purposes of this Section 1.1, the Company shall be the designee of the
Investment Company for receipt of such orders from each Account and receipt by
such designee shall constitute receipt by the Investment Company; provided
that the Investment Company receives notice of such order by 8:00 a.m. Pacific
time on the next following Business Day. "Business Day" shall mean any day on
which the New York Stock Exchange is open for trading and on which Investment
Company calculates its net asset value pursuant to the rules of the Securities
and Exchange Commission.
1.2 The Investment Company agrees to make its shares available
indefinitely for purchase at the applicable net asset value per share by the
Company and its Accounts on those days on which the Investment Company
calculates its net asset value pursuant to rules of the Securities and
Exchange Commission, and the Investment Company shall use reasonable efforts
to calculate such net asset value on each day which the New York Stock
Exchange is open for trading. Notwithstanding the foregoing, the Board of
Directors of the Investment Company (hereinafter the "Board") may refuse to
sell shares of any Fund, or suspend or terminate the offering of shares of any
Fund if such action is required by law or by regulatory authorities having
jurisdiction or is, in the sole discretion of the Board acting in good faith
and in light of their fiduciary duties under federal and any applicable state
laws, necessary in the best interests of the shareholders of such Fund.
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1.3 The Investment Company and the Underwriter agree that no shares of
any Fund will be sold to the general public.
1.4 The Investment Company agrees to redeem for cash, on the Company's
request, any full or fractional shares of the Investment Company held by the
Company, executing such requests on a daily basis at the net asset value next
computed after receipt by the Investment Company or its designee of the
request for redemption. For purposes of this Section 1.4, the Company shall be
the designee of the Investment Company for receipt of requests for redemption
from each Account, and receipt by such designee shall constitute receipt by
the Investment Company; provided that the Investment Company receives notice
of such request for redemption by 8:00 a.m. Pacific time on the next following
Business Day.
1.5 The Company agrees to purchase and redeem the shares of selected
Funds offered by the then-current prospectus of the Investment Company and in
accordance with the provisions of such prospectus. The Company agrees that all
net amounts available under the variable life contracts with the form
numbers(s) which are listed on Schedule B attached hereto and incorporated
herein by this reference, as such Schedule B may be amended from time to time
hereafter by mutual written agreement of all the parties hereto (the
"Contracts"), may be invested in the Investment Company, in such other
investment companies advised by the Adviser as may be mutually agreed to in
writing by the parties hereto, in the Company's general account or in other
separate accounts of the Company managed by the Company or an affiliate,
provided that such amounts may also be invested in an investment company other
than the Investment Company if (a) such other investment company, or series
thereof, has investment objectives or policies that are substantially
different from the investment objectives and policies of all the Funds of the
Investment Company and (b) the Company gives the Investment Company and the
Underwriter 45 days written notice of its intention to make such other
investment company available as a funding vehicle for the Contracts and (c)
the Investment Company or Underwriter consents to the use of such other
investment company.
1.6 The Company shall pay for Investment Company shares on the next
Business Day after an order to purchase Investment Company shares is made in
accordance with the provisions of Section 1.1 hereof. Payment shall be in
federal funds transmitted by wire.
1.7 Issuance and transfer of the Investment Company's shares will be
by book entry only. Stock certificates will not be issued to the Company or
any Account. Shares ordered from the Investment Company will be recorded in an
appropriate title for each Account.
1.8 The Investment Company shall furnish same day notice (by wire,
facsimile transmission, or telephone, followed by written confirmation)
to the Company of any income dividends or capital gain distributions payable
on the Investment Company's shares. The Company hereby elects to receive all
such income dividends and capital gain distributions as are payable on the
Fund shares in additional shares of that Fund. The Company reserves the
right to revoke this election and to receive all such income dividends and
capital gain distributions in cash.
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Investment Company shall notify the Company of the number of shares so issued
as payment of such dividends and distributions.
1.9 The Investment Company shall make the net asset value per share
for each Fund available to the Company on a daily basis as soon as reasonably
practical after the net asset value per share is calculated.
ARTICLE II. Representations and Warranties
------------------------------
2.1 The Company represents and warrants that the Contracts are
registered under the 1933 Act or are exempt from registration thereunder, that
the Contracts will be issued and sold in compliance in all material respects
with all applicable Federal and State laws and that the sale of the Contracts
shall comply in all material respects with state insurance suitability
requirements. The Company further represents and warrants that it is an
insurance company duly organized and in good standing under applicable law and
that it has legally and validly established each Account prior to any issuance
or sale thereof as a segregated asset account under Section 376.309 of the
Insurance Code of the State of Missouri and that each Account is or will be
registered as a unit investment trust in accordance with the provisions of the
1940 Act to serve as a segregated investment account for the Contracts or is
exempt from registration thereunder.
2.2 The Investment Company represents and warrants that Investment
Company shares sold pursuant to this Agreement shall be registered under the
1933 Act, duly authorized for issuance and sold in compliance with the laws of
the State of Missouri and Washington and all applicable federal and state
securities laws and that the Investment Company is and shall remain registered
under the 1940 Act. The Investment Company shall amend the Registration
Statement for its shares under the 1933 and the 1940 Act from time to time
as required in order to effect the continuous offering of its shares. The
Investment Company shall register and qualify the shares for sale in accordance
with the laws of the various states only if and to the extent deemed advisable
by the Investment Company or the Underwriter.
2.3 The Investment Company represents that it is currently qualified
as a Regulated Investment Company under Subchapter M of the Internal Revenue
Code of 1986, as amended, (the "Code") and that it will make every effort to
maintain such qualification (under Subchapter M or any successor or similar
provision) and that it will notify the Company immediately upon having a
reasonable basis for believing that it has ceased to so qualify or that it
might not so qualify in the future.
2.4 The Company represents that the Contracts are currently treated as
endowment, annuity or life insurance contracts, under applicable provisions of
the Code and that it will make every effort to maintain such treatment and
that it will notify the Investment Company and the Underwriter immediately
upon having a reasonable basis for believing that the Contracts have ceased to
be so treated or that they might not be so treated in the future.
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2.5 The Investment Company currently does not intend to make any
payments to finance distribution expenses pursuant to Rule 12b-1 under the
1940 Act or otherwise, although it may make such payments in the future. To
the extent that it decides to finance distribution expenses pursuant to Rule
12b-1, the Investment Company undertakes to have a board of trustees, a
majority of whom are not interested persons of the Investment Company,
formulate and approve any plan under Rule 12b-1 to finance distribution
expenses.
2.6 The Investment Company makes no representation as to whether any
aspect of its operations (including, but not limited to, fees and expenses
and investment policies) complies with the insurance laws or regulations of
the various states.
2.7 The Underwriter represents and warrants that it is a member in
good standing of the NASD and is registered as a broker-dealer with the SEC.
The Underwriter further represents that it will sell and distribute the
Investment Company shares in accordance with any applicable state laws and
federal securities laws, including without limitation the 1933 Act, the
1934 Act, and the 1940 Act.
2.8 The Investment Company represents that it is lawfully organized
and validly existing under the laws of the Commonwealth of Massachusetts and
that it does and will comply in all material respects with the 1940 Act.
2.9 The Underwriter represents and warrants that it and the Advisor
each is lawfully formed and validly existing under the laws of the State of
Washington and that they each are registered under and do and will comply in
all material respects with all applicable federal and state securities laws
and that the Adviser shall perform its obligations for the Investment Company
in compliance in all material respects with any applicable state laws and
federal securities laws.
2.10 The Investment Company and Underwriter represent and warrant that
all of their directors, officers, employees, investment advisers, and other
individuals/entities dealing with the money or securities of the Investment
Company are and shall continue to be at all times covered by a blanket
fidelity bond or similar coverage for the benefit of the Investment Company in
an amount not less than the minimal coverage as required currently by Rule
17g-(1) of the 1940 Act or related provisions as may be promulgated from time
to time. The aforesaid Bond shall include coverage for larceny and
embezzlement and shall be issued by a reputable bonding company.
2.11 The Company represents and warrants that all of its directors,
officers, employees, investment advisers, and other entities dealing with the
money or securities of the Investment Company are and shall continue to be at
all times covered by a blanket fidelity bond or similar coverage for the
benefit of the Investment Company in an amount not less than five million
dollars ($5 million). The aforesaid Bond shall include coverage for larceny
and embezzlement and shall be issued by a reputable bonding company.
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ARTICLE III. Prospectuses and Proxy Statements; Voting
-----------------------------------------
3.1 The Underwriter shall provide the Company with as many printed
copies of the Investment Company's current prospectus and Statement of
Additional Information as the Company may reasonably request. If requested by
the Company in lieu thereof, the Investment Company shall provide camera-ready
film or computer diskettes containing the Investment Company's prospectus and
Statement of Additional Information and such other assistance as is reasonably
necessary in order for the Company once each year (or more frequently if the
prospectus and/or Statement of Additional Information for the Investment
Company is amended during the year) to have the prospectus for the Contracts
and the Investment Company's prospectus printed together in one document, and
to have the Statement of Additional Information for the Investment Company and
the Statement of Additional Information for the Contracts printed together in
one document. Alternatively, the Company may print the Investment Company's
prospectus and/or its Statement of Additional Information in combination with
other fund companies' prospectuses approved pursuant to Section 1.5 and
statements of additional information. Except as provided in the following
three sentences, all expenses of printing and distributing Investment Company
prospectuses and Statements of Additional Information shall be the expense of
the Company. For Prospectuses and Statements of Additional Information
provided by the Company to its existing owners of Contracts in order to update
disclosure as required by the 1933 Act and/or the 1940 Act, the cost of
printing shall be borne by the Investment Company. If the Company chooses to
receive camera-ready film or computer diskettes in lieu of receiving printed
copies of the Investment Company's prospectus, the Investment Company will
reimburse the Company in an amount equal to the product of A and B where A is
the number of such prospectuses distributed to owners of the Contracts, and B
is the Investment Company's per unit cost of typesetting and printing the
Investment Company's prospectus. The same procedures shall be followed with
respect to the Investment Company's Statement of Additional Information.
The Company agrees to provide the Investment Company or its designee
with such information as may be reasonably requested by the Investment Company
to assure that the Investment Company's expenses do not include the cost of
printing any prospectuses or Statements of Additional Information other than
those actually distributed to existing owners of the Contracts.
3.2 The Investment Company's prospectus shall state that the Statement
of Additional Information for the Investment Company is available from the
Underwriter or the Company (or in the Fund's discretion, the Prospectus shall
state that such Statement is available from the Investment Company).
3.3 The Investment Company, at its expense, shall provide the Company
with copies of its proxy statements, reports to shareholders, and other
required communications (except for prospectuses and Statements of Additional
Information, which are covered in Section 3.1) to shareholders in such
quantity as the Company shall reasonably require for distributing to Contract
owners.
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3.4 If and to the extent required by law the Company shall:
(i) solicit voting instructions from Contract owners;
(ii) vote Investment Company shares in accordance with
instructions received from Contract owners; and
(iii) vote Investment Company shares for which no instructions
have been received in the same proportion as Investment
Company shares of such Fund for which instructions have
been received,
so long as and to the extent that the Securities and Exchange Commission
continues to interpret the 1940 Act to require pass-through voting privileges
for variable contract owners. The Company reserves the right to vote
Investment Company shares held in any segregated asset account in its own
right, to the extent permitted by law.
3.5 The Investment Company will comply with all provisions of the 1940
Act requiring voting by shareholders, and in particular the Investment Company
will either provide for annual or special meetings or comply with the
requirements of Section 16(c) of the 1940 Act (although the Investment Company
is not one of the trusts described in Section 16(c) of that Act) as well as
with Sections 16(a) and, if and when applicable, 16(b). Further, the
Investment Company will act in accordance with the SEC's interpretation of the
requirements of Section 16(a) with respect to periodic elections of directors
and with whatever rules the SEC may promulgate with respect thereto.
ARTICLE IV. Sales Material and Information
------------------------------
4.1 The Company shall furnish, or shall cause to be furnished, to the
Investment Company or its designee, each piece of sales literature or other
promotional material, or component thereof, in which the Investment Company,
the Adviser, or the Underwriter is named, at least fifteen Business Days prior
to its use. No such material shall be used if the Investment Company or its
designee object to such use within fifteen Business Days after receipt of such
material.
4.2 The Company shall not give any information or make any
representations or statements on behalf of the Investment Company or
concerning the Investment Company in connection with the sale of the Contracts
other than the information or representations contained in the registration
statement or prospectus for the Investment Company shares, as such
registration statement and prospectus may be amended or supplemented from time
to time, or in reports or proxy statements for the Investment Company, or in
sales literature or other promotional material approved by the Investment
Company or its designee or by the Underwriter, except with the permission of
the Investment Company or the Underwriter or the designee of either.
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4.3 The Investment Company, the Underwriter, or their designees shall
furnish, or shall cause to be furnished, to the Company or its designee, each
piece of sales literature or other promotional material, or component thereof,
in which the Company or its separate Accounts are named at least fifteen
Business Days prior to its use. No such material shall be used if the Company
or its designee objects to such use within fifteen Business Days after receipt
of such material.
4.4 The Investment Company and the Underwriter shall not give any
information or make any representations on behalf of the Company or concerning
the Company, each Account, or the Contracts other than the information or
representations contained in a registration statement, prospectus or offering
materials for the Contracts, as such may be amended or supplemented from time
to time, or in published reports for each Account which are in the public
domain or approved by the Company for distribution to Contract owners, or in
sales literature or other promotional material approved by the Company or its
designee, except with the permission of the Company.
4.5 The Investment Company will provide to the Company at least one
complete copy of all registration statements, prospectuses, Statements of
Additional Information, reports, proxy statements, sales literature and other
promotional materials, applications for exemptions, requests for no-action
letters, and all amendments to any of the above, that relate to the Investment
Company or its shares, contemporaneously with the filing of such document with
the Securities and Exchange Commission or other regulatory authorities.
4.6 The Company will provide to the Investment Company at least one
complete copy of all registration statements, prospectuses, Statements of
Additional Information, reports, solicitations for voting instructions, sales
literature and other promotional materials, applications for exemptions,
requests for no-action letters, and all amendments to any of the above, that
relate to the Contracts or each Account, contemporaneously with the filing of
such document with the SEC or other regulatory authorities. In the case of
unregistered Contracts, in lieu of providing prospectuses and Statements of
Additional Information, the Company shall provide the Investment Company with
one complete copy of the offering materials for the Contracts.
4.7 For purposes of this Article IV, the phrase "sales literature or
other promotional material" includes, but is not limited to, advertisements
(such as material published, or designed for use in, a newspaper, magazine, or
other periodical, radio, television, telephone or tape recording, videotape
display, signs or billboards, motion pictures, electronic media, or other
public media), sales literature (i.e., any written communication distributed
----
or made generally available to customers or the public, including brochures,
circulars, research reports, market letters, form letters, seminar texts,
reprints or excerpts of any other advertisement, sales literature, or
published article), educational or training materials or other communications
distributed or made generally available to some or all agents or employees,
and registration statements, prospectuses. Statements of Additional
Information, shareholder reports, and proxy materials.
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ARTICLE V. Fees and Expenses
-----------------
5.1 The Investment Company and the Underwriter shall pay no fee or
other compensation to the Company under this Agreement, except that if the
Investment Company or any Fund adopts and implements a plan pursuant to Rule
12b-1 to finance distribution expenses, then the Underwriter may make payments
to the Company or to the underwriter for the Contracts if and in amounts
agreed to by the Underwriter in writing and such payments will be made out of
existing fees otherwise payable to the Underwriter, past profits of the
Underwriter, or other resources available to the Underwriter. No such payments
shall be made directly by the Investment Company. Currently, no such payments
are contemplated.
5.2 All expenses incident to performance by the Investment Company
under this Agreement shall be paid by the Investment Company. The Investment
Company shall see to it that all of its shares are registered and authorized
for issuance in accordance with applicable federal law and, if and to the
extent deemed advisable by the Investment Company, in accordance with
applicable state laws prior to their sale. The Investment Company shall bear
the expenses for the cost of registration and qualification of the Investment
Company's shares, preparation and filing of the Investment Company's
prospectus and registration statement, proxy materials and reports, setting
the prospectus in type, setting in type and printing the proxy materials and
reports to shareholders (including the costs of printing a prospectus that
constitutes an annual report), the preparation of all statements and notices
required by any federal or state law, all taxes on the issuance or transfer of
the Investment Company's shares.
5.3 The Company shall bear the expenses of distributing the
Investment Company's prospectus, proxy materials, and reports to owners of
Contracts issued by the Company.
ARTICLE VI. Diversification
---------------
6.1 The Investment Company will at all times invest money from the
Contracts in such a manner as to ensure that the Contracts will be treated as
variable contracts under the Internal Revenue Code and the regulations issued
thereunder. Without limiting the scope of the foregoing, the Investment
Company will at all times comply with Section 817(h) of the Code and Treasury
Regulation 1.817-5, relating to the diversification requirements for variable
annuity, endowment, or life insurance contracts and any amendments or other
modifications to such Section or Regulations.
ARTICLE VII. Indemnification
---------------
7.1 Indemnification By The Company
------------------------------
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7.1(a). The Company agrees to indemnify and hold harmless the
Investment Company and each member of the Board and officers and each person,
if any, who controls the Investment Company within the meaning of Section 15
of the 1933 Act (collectively, the "Indemnified Parties" for purposes of this
Section 7.1) against any and all losses, claims, damages, liabilities
(including amounts paid in settlement with the written consent of the
Company) or litigation (including legal and other expenses), to
which the Indemnified Parties may become subject under any statute,
regulation, at common law or otherwise, insofar as such losses, claims,
damages, liabilities or expenses (or actions in respect thereof) or
settlements are related to the sale or acquisition of the Investment Company's
shares or the Contracts and:
(i) arise out of or are based upon any untrue statements or
alleged untrue statements of any material fact contained in any
Registration Statement, prospectus or other offering materials for the
Contracts or contained in the Contracts or sales literature for the
Contracts (or any amendment or supplement to any of the foregoing), or
arise out of or are based upon the omission or the alleged omission to
state therein a material fact required to be stated therein or necessary
to make the statements therein not misleading, provided that this
agreement to indemnify shall not apply as to any Indemnified Party if
such statement or omission or such alleged statement or omission was
made in reliance upon and in conformity with information furnished to
the Company by or on behalf of the Investment Company for use in any
Registration Statement or prospectus for the Contracts or in the
Contracts or sales literature (or any amendment or supplement) or
otherwise for use in connection with the sale of the Contracts or
Investment Company's shares; or
(ii) arise out of or as a result of statements or
representations (other than statements or representations contained in
the Registration Statement, prospectus or sales literature of the
Investment Company not supplied by the Company, or persons under its
control) or wrongful conduct of the Company or persons under its
control, with respect to the sale or distribution of the Contracts or
Investment Company shares; or
(iii) arise out of any untrue statement or alleged untrue
statement of a material fact contained in a Registration Statement,
prospectus, or sales literature of the Investment Company or any
amendment thereof or supplement thereto or the omission or alleged
omission to state therein a material fact required to be stated therein
or necessary to make the statements therein not misleading if such a
statement or omission was made in reliance upon information furnished to
the Investment Company by or on behalf of the Company; or
(iv) arise as a result of any failure by the Company to provide
the services and furnish the materials under the terms of this
Agreement; or
(v) arise out of a result from any material breach of any
representation or warranty made by the Company in this Agreement or
arise out of or result from any other material breach of this Agreement
by the Company, as limited by and in accordance with the provisions of
Sections 7.1(b) and 7.1(c) hereof.
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7.1(b). The Company shall not be liable under this indemnification
provision with respect to any losses, claims, damages, liabilities or
litigation incurred or assessed against an Indemnified Party as such
may arise from such Indemnified Party's willful misfeasance, bad
faith, or gross negligence in the performance of such Indemnified Party's
duties or by reason of such Indemnified Party's reckless disregard of
obligations or duties under this Agreement or to the Investment Company,
whichever is applicable.
7.1(c). The Company shall not be liable under this indemnification
provision with respect to any claim made against an Indemnified Party unless
such Indemnified Party shall have notified the Company in writing within a
reasonable time after the summons or other first legal process giving
information of the nature of the claim shall have been served upon such
Indemnified Party (or after such Indemnified Party shall have received notice
of such service on any designated agent), but failure to notify the Company of
any such claim shall not relieve the Company from any liability which it may
have to the Indemnified Party against whom such action is brought otherwise
than on account of this indemnification provision. In case any such action is
brought against the Indemnified Parties, the Company shall be entitled to
participate, at its own expense, in the defense of such action. The Company
also shall be entitled to assume the defense thereof, with counsel
satisfactory to the party named in the action. After notice from the Company
to such party of the Company's election to assume the defense thereof, the
Indemnified Party shall bear the fees and expenses of any additional counsel
retained by it, and the Company will not be liable to such party under this
Agreement for any legal or other expenses subsequently incurred by such party
independently in connection with the defense thereof other than reasonable
costs of investigation.
7.1(d). The Indemnified Parties will promptly notify the Company of the
commencement of any litigation or proceedings against them in connection with
the issuance or sale of the Investment Company shares or the Contracts or the
operation of the Investment Company.
7.2 Indemnification by the Underwriter
----------------------------------
7.2(a). The Underwriter agrees to indemnify and hold harmless the
Company and each of its directors and officers and each person, if any, who
controls the Company within the meaning of Section 15 of the 1933 Act
(collectively, the "Indemnified Parties" for purposes of this Section 7.2)
against any and all losses, claims, damages, liabilities (including amounts
paid in settlement with the written consent of the Underwriter or litigation
(including legal and other expenses) to which the Indemnified Parties may
become subject under any statute, at common law or otherwise, insofar as such
losses, claims, damages, liabilities or expenses (or actions in respect
thereof) or settlements are related to the sale or acquisition of the
Investment Company's shares or the Contracts and:
(i) arise out of or are based upon any untrue statement or
alleged untrue statement of any material fact contained in the
Registration Statement or prospectus or sales literature of the
Investment Company (or any amendment or supplement to any of the
foregoing), or arise out of or are based upon the omission or the
alleged omission to state
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therein a material fact required to be stated therein or necessary
to make the statements therein not misleading, provided that this
agreement to indemnify shall not apply as to any Indemnified Party
if such statement or omission or such alleged statement or omission was
made in reliance upon and in conformity with information furnished to
the Underwriter or Investment Company by or on behalf of the Company for
use in the Registration Statement or prospectus for the Investment
Company or in the sales literature (or any amendment or supplement) or
otherwise for use in connection with the sale of the Contracts or
Investment Company shares; or
(ii) arise out of or as a result of statements or
representations (other than statements or representations contained in
any Registration Statement, prospectus, other offering materials or
sales literature for the Contracts not supplied by the Underwriter or
persons under its control) or wrongful conduct of the Investment
Company, Adviser, or Underwriter or persons under their control, with
respect to the sale or distribution of the Contracts or Investment
Company shares; or
(iii) arise out of any untrue statement or alleged untrue
statement of a material fact contained in any Registration Statement,
prospectus, other offering materials or sales literature covering the
Contracts, or any amendment thereof or supplement thereto, or the
omission or alleged omission to state therein a material fact required
to be stated therein or necessary to make the statement or statements
therein not misleading, if such statement or omission was made in
reliance upon information furnished to the Company by or on behalf of
the Investment Company; or
(iv) arise as a result of any failure by the Investment
Company to provide the services and furnish the materials under the
terms of this Agreement (including a failure, whether unintentional or
in good faith or otherwise, to comply with the diversification
requirements specified in Article VI of this Agreement); or
(v) arise out of or result from any material breach of any
representation or warranty made by the Underwriter in this Agreement or
arise out of or result from any other material breach of this Agreement
by the Underwriter; as limited by and in accordance with the provisions
of Sections 7.2(b) and 7.2(c) hereof.
7.2(b). The Underwriter shall not be liable under this indemnification
provision with respect to any losses, claims, damages, liabilities or
litigation to which an Indemnified Party would otherwise be subject by reason
of such Indemnified Party's willful misfeasance, bad faith, or gross
negligence in the performance of such Indemnified Party's duties or by reason
of such Indemnified Party's reckless disregard of obligations and duties under
this Agreement or to the Company or each Account, whichever is applicable.
7.2(c). The Underwriter shall not be liable under this indemnification
provision with respect to any claim made against an Indemnified Party unless
such Indemnified Party shall have notified the Underwriter in writing within a
reasonable time after the summons or other first legal process giving
information of the nature of the claim shall have been served upon such
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Indemnified Party (or after such Indemnified Party shall have received notice
of such service on any designated agent), but failure to notify the
Underwriter of any such claim shall not relieve the Underwriter from any
liability which it may have to the Indemnified Party against whom such
action is brought otherwise than on account of this indemnification provision.
In case any such action is brought against the Indemnified Parties, the
Underwriter will be entitled to participate, at its own expense, in the
defense thereof. The Underwriter also shall be entitled to assume the defense
thereof, with counsel satisfactory to the party named in the action. After
notice from the Underwriter to such party of the Underwriter's election to
assume the defense thereof, the Indemnified Party shall bear the fees and
expenses of any additional counsel retained by it, and the Underwriter will
not be liable to such party under this Agreement for any legal or other
expenses subsequently incurred by such party independently in connection with
the defense thereof other than reasonable costs of investigation.
7.2(d). The Company agrees promptly to notify the Underwriter of the
commencement of any litigation or proceedings against it or any of its
officers or directors in connection with the issuance or sale of the Contracts
or the operation of any Account.
7.3 Indemnification By the Investment Company
-----------------------------------------
7.3(a). The Investment Company agrees to indemnify and hold harmless
the Company, and each of its directors and officers and each person, if any,
who controls the Company within the meaning of Section 15 of the 1933 Act
(collectively, the "Indemnified Parties" for purposes of this Section 7.3)
against any and all losses, claims, damages, liabilities (including amounts
paid in settlement with the written consent of the Investment Company or
litigation (including legal and other expenses) to which the Indemnified
Parties may become subject under any statute, at common law or otherwise,
insofar as such losses, claims, damages, liabilities or expenses (or actions
in respect thereof) or settlements result from the gross negligence, bad faith
or willful misconduct of the Board or any member thereof, are related to the
operations of the Investment Company and:
(i) arise as a result of any failure by the Investment
Company to provide the services and furnish the materials under
the terms of this Agreement (including a failure to comply with
the diversification requirements specified in Article VI of this
Agreement); or
(ii) arise out of or result from any material breach
of any representation or warranty made by the Investment
Company in this Agreement or arise out of or result from any
other material breach of this Agreement by the Investment
Company, as limited by and in accordance with the provisions of
Sections 7.3(b) and 7.3(c) hereof.
7.3(b). The Investment Company shall not be liable under this
indemnification provision with respect to any losses, claims, damages,
liabilities or litigation incurred or assessed against an Indemnified Party as
such may arise from such Indemnified Party's willful misfeasance, bad faith,
or gross negligence in the performance of such Indemnified Party's duties or
by reason of such
13
<PAGE>
<PAGE>
Indemnified Party's reckless disregard of obligations and duties under
this Agreement or to the Company, the Investment Company, the
Underwriter or any Account, whichever is applicable.
7.3(c). The Investment Company shall not be liable under this
indemnification provision with respect to any claim made against an
Indemnified Party unless such Indemnified Party shall have notified the
Investment Company in writing within a reasonable time after the summons or
other first legal process giving information of the nature of the claim shall
have been served upon such Indemnified Party (or after such Indemnified Party
shall have received notice of such service on any designated agent), but
failure to notify the Investment Company of any such claim shall not relieve
the Investment Company from any liability which it may have to the Indemnified
Party against whom such action is brought otherwise than on account of this
indemnification provision. In case any such action is brought against the
Indemnified Parties, the Investment Company will be entitled to participate,
at its own expense, in the defense thereof. The Investment Company also shall
be entitled to assume the defense thereof, with counsel satisfactory to the
party named in the action. After notice from the Investment Company to such
party of the Investment Company's election to assume the defense thereof, the
Indemnified Party shall bear the fees and expenses of any additional counsel
retained by it, and the Investment Company will not be liable to such party
under this Agreement for any legal or other expenses subsequently incurred by
such party independently in connection with the defense thereof other than
reasonable costs of investigation.
7.3(d). The Company and the Underwriter agree promptly to notify the
Investment Company of the commencement of any litigation or proceedings
against it or any of its respective officers or directors in connection with
this Agreement, the issuance or sale of the Contracts, with respect to the
operation of any Account, or the sale or acquisition of shares of the
Investment Company.
ARTICLE VIII. Applicable Law
--------------
8.1. This Agreement shall be construed and the provisions hereof
interpreted under and in accordance with the laws of the State of Missouri.
8.2. To the extent they are applicable, this Agreement shall be
subject to the provisions of the 1933, 1934 and 1940 acts, and the rules and
regulations and rulings thereunder, including such exemptions from those
statutes, rules and regulations as the Securities and Exchange Commission may
grant and the terms hereof shall be interpreted and construed in accordance
therewith.
ARTICLE IX. Termination of Agreement
------------------------
9.1 This Agreement shall continue in full force and effect until
the first to occur of:
(a) termination by any party for any reason by sixty (60)
days advance written notice delivered to the other parties; or
14
<PAGE>
<PAGE>
(b) termination by the Company by written notice to the
Investment Company and the Underwriter with respect to any Fund based
upon the Company's determination that shares of such Fund are not
reasonably available to meet the requirements of the Contracts; or
(c) termination by the Company by written notice to the
Investment Company and the Underwriter with respect to any Fund in the
event any of the Fund's shares are not registered, issued, or sold
materially in accordance with applicable state or federal law or such
law precludes the use of such shares as the underlying investment media
of the Contracts issued or to be issued by the Company; or
(d) termination by the Company by written notice to the
Investment Company and the Underwriter with respect to any Fund in the
event that such Fund ceases to qualify as a Regulated Investment Company
under Subchapter M of the Code or under any successor or similar
provision, or if the Company reasonably believes that the Investment
Company may fail to so qualify; or
(e) termination by the Company by written notice to the
Investment Company and the Underwriter with respect to any Fund in the
event that such Fund fails to meet the diversification requirements
specified in Article VI hereof; or
(f) termination by either the Investment Company or the
Underwriter by written notice to the Company, if either one or both of
the Investment Company or the Underwriter respectively, shall determine,
in their sole judgment exercised in good faith, that the Company or its
affiliated companies has suffered a material adverse change in its
business, operations, financial condition, or prospects since the date
of this Agreement or is the subject of material adverse publicity; or
(g) termination by the Company by written notice to the
Investment Company and the Underwriter, if the Company shall determine,
in its sole judgment exercised in good faith, that either the Investment
Company or the Underwriter has suffered a material adverse change in its
business, operations, financial condition, or prospects since the date
of this Agreement or is the subject of material adverse publicity; or
(h) termination by the Investment Company or the Underwriter
by written notice to the Company if the Company gives the Investment
Company and the Underwriter the written notice specified in Section 1.5
hereof and at the time such notice was given there was no notice of
termination outstanding under any other provision of this Agreement;
provided, however, any termination under this Section 9.1(b) shall
be effective forty-five (45) days after the notice specified in
Section 1.5 was given.
9.2 Notwithstanding any termination of this Agreement, the
Investment Company and the Underwriter shall at the option of the Company,
continue to make available additional shares of the Investment Company
pursuant to the terms and conditions of this Agreement, for all
15
<PAGE>
<PAGE>
Contracts in effect on the effective date of termination of this Agreement
(hereinafter referred to as "Existing Contracts"). Specifically, without
limitation, the owners of the Existing Contracts shall be permitted to
reallocate investment in the Investment Company, redeem investments in the
Investment Company, or invest in the Investment Company upon the making of
additional purchase payments under the Existing Contracts.
9.3 The Company shall not redeem Investment Company shares
attributable to the Contracts (as opposed to Investment Company shares
attributable to the Company's assets held in any of the Accounts) except (i)
as necessary to implement Contract Owner initiated transactions, or (ii) as
required by state or federal laws or regulations or judicial or other legal
precedent of general application (hereinafter referred to as a "Legally
Required Redemption"). Upon request, the Company will promptly furnish to the
Investment Company and the Underwriter the opinion of counsel for the Company
(which counsel shall be reasonably satisfactory to the Investment Company and
the Underwriter) to the effect that any redemption pursuant to clause (ii)
above is a Legally Required Redemption. Furthermore, except in cases where
permitted under the terms of the Contracts, the Company shall not prevent
Contract Owners from allocating payments to a Fund that was otherwise
available under the Contracts without first giving the Investment Company or
the Underwriter ninety (90) days notice of its intention to do so.
ARTICLE X. Notices
-------
Any notice shall be sufficiently given when sent by registered or
certified mail to the other party at the address of such party set forth below
or at such other address as such party may from time to time specify in
writing to the other party.
If to the Investment Company:
909 A Street
Tacoma, Washington 98402
Attention: Karl J. Ege, Esq.
If to the Company:
13045 Tesson Ferry Road
St. Louis, Missouri 63128
Attention: Barbara Synder
If to the Underwriter:
909 A Street
Tacoma, Washington 98402
Attention: Karl J. Ege, Esq.
16
<PAGE>
<PAGE>
ARTICLE XI. Miscellaneous
-------------
11.1. All persons dealing with the Investment Company must look
solely to the property of the Investment Company for the enforcement of any
claims against the Investment Company as neither the Board, officers, agents
or shareholders assume any personal liability for obligations entered into on
behalf of the Investment Company.
11.2. Subject to the requirements of legal process and regulatory
authority, each party hereto shall treat as confidential the names and
addresses of the owners of the Contracts and all information reasonably
identified as confidential in writing by any other party hereto and, except as
permitted by this Agreement, shall not disclose, disseminate or utilize such
names and addresses and other confidential information until such time as it
may come into the public domain without the express written consent of the
affected party.
11.3. The captions in this Agreement are included for convenience of
reference only and in no way define or delineate any of the provisions hereof
or otherwise affect their construction or effect.
11.4. This Agreement may be executed simultaneously in two or more
counterparts, each of which taken together shall constitute one and the same
instrument.
11.5. If any provisions of this Agreement shall be held or made
invalid by a court decision, statute, rule or otherwise, the remainder of the
Agreement shall not be affected thereby.
11.6. Each party hereto shall cooperate with each other party and all
appropriate governmental authorities (including without limitation the SEC,
the NASD and state insurance regulators) and shall permit such authorities
reasonable access to its books and records in connection with any
investigation or inquiry relating to this Agreement or the transactions
contemplated hereby. Notwithstanding the generality of the foregoing, each
party hereto further agrees to furnish the California Insurance Commissioner
with any information or reports in connection with services provided under
this Agreement which such Commissioner may request in order to ascertain
whether the variable life insurance operations of the Company are being
conducted in a manner consistent with the California Variable Life Insurance
Regulations and any other applicable law or regulations.
11.7 The Investment Company and Underwriter agree that to the extent
any advisory or other fees received by the Investment Company, the
Underwriter, or the Adviser are determined to be unlawful in legal or
administrative proceeds under the 1973 NAIC model variable life insurance
regulation in the states of California, Colorado, Maryland, or Michigan, the
Underwriter shall indemnify and reimburse the Company for any out of pocket
expenses and actual damages the Company has incurred as a result of any such
proceeding; provided however that the provisions of Section 7.2(b) and 7.2(c)
shall apply to such indemnification and reimbursement obligation. Such
indemnification and reimbursement obligation shall be in addition to any other
indemnification and reimbursement obligations of the Investment Company or the
Underwriter under this Agreement.
17
<PAGE>
<PAGE>
11.8 The rights, remedies and obligations contained in this
Agreement are cumulative and are in addition to any and all rights, remedies
and obligations, at law or in equity, which the parties hereto are entitled to
under state and federal laws.
11.9 This Agreement or any of the rights and obligations hereunder
may not be assigned by any party without the prior written consent of all
parties hereto; provided, however, that the Underwriter may assign this
Agreement or any rights or obligations hereunder to any affiliate of or
company under common control with the Underwriter, if such assignee is duly
licensed and registered to perform the obligations of the Underwriter under
this Agreement.
11.10 The Company shall furnish, or shall cause to be furnished, to
the Investment Company or its designee copies of the following reports:
(a) the Company's annual statement prepared under statutory
accounting principles, as soon as practical and in any event within 90 days
after the end of each fiscal year;
(b) the Company's quarterly statement (statutory), as soon as
practical and in any event within 45 days after the end of each quarterly
period; and
(c) any financial statement, proxy statement, notice or report of
the Company sent to stockholders or policyholders, as soon as practical after
the delivery thereof; and
11.11 The Master Trust Agreement dated 11 July 1996, as amended
from time to time, establishing the Investment Company, which is hereby
referred to and a copy of which is on file with the Secretary of The
Commonwealth of Massachusetts, provides that the name Russell Insurance Funds
means the Trustees from time to time serving (as Trustees but not personally)
under said Master Trust Agreement. It is expressly acknowledged and agreed
that the obligations of the Investment Company hereunder shall not be binding
upon any of the shareholders, Trustees, officers, employees or agents of the
Investment Company, personally, but shall bind only the trust property of
the Investment Company, as provided in its Master Trust Agreement.
The execution and delivery of this Agreement have been authorized by the
Trustees of the Investment Company and signed by the President of the
Investment Company, acting as such, and neither such authorization by such
Trustees nor such execution and delivery by such officer shall be deemed to
have been made by any of them individually or to impose any liability on any
of the personally, but shall bind only the trust property of the Investment
Company as provided in its Master Trust Agreement.
18
<PAGE>
<PAGE>
IN WITNESS WHEREOF, each of the parties hereto have caused this
Agreement to be executed in its name and on behalf by its duly authorized
representative and its seal to be hereunder affixed hereto as of the date
specified below.
GENERAL AMERICAN LIFE
INSURANCE COMPANY
ATTEST:/s/ Matthew P. McCauley BY /s/ Ben H. Wolzenski
----------------------- ----------------------
Assistant Secretary Exec. Vice President -
Individual
DATE:
RUSSELL INSURANCE FUNDS
ATTEST:/s/ Gregory J. Lyons BY /s/ Linn L. Anderson
----------------------- ----------------------
Associate General Counsel President
DATE: 10/1/96
RUSSELL FUND
DISTRIBUTORS, INC.
ATTEST:/s/ Gregory J. Lyons BY /s/ Linn L. Anderson
----------------------- ----------------------
Associate General Counsel President
DATE: 10/1/96
19
<PAGE>
<PAGE>
Schedule A
----------
Accounts
--------
Name of Account Date of Resolution of Company's
Board which Established the
Account
General American January 24, 1985
Separate Account Eleven
20
<PAGE>
<PAGE>
Schedule B
----------
Contracts
---------
1. Contract Form Numbers:
FRC-VUL 100003 (10/95)
2. Funds currently available to act as investment vehicles for certain of
the above-listed contracts:
General Account of General American Life Insurance Company
Money Market Fund of General American Capital Company
Russell Insurance Funds: Multi-Style Equity Fund
Aggressive Equity Fund
Non-U.S. Fund
Core Bond Fund
21
<PAGE>
<PAGE>
AMENDMENT NO. 2
TO
PARTICIPATION AGREEMENT
This Amendment No. 2 (this "Amendment") is made this 15th day of September,
---- ---------
1997 to the Participation Agreement (the "Agreement"), dated October 1, 1996,
by and among General American Life Insurance Company (the "Company"), Russell
Insurance Funds (the "Investment Company"), and Russell Fund Distributors, Inc.
(the "Underwriter").
WHEREAS, the parties wish to amend the Agreement to specify the parties'
responsibilities with respect to conditions contained in the Investment
Company's "mixed and shared funding" SEC exemptive order;
NOW, THEREFORE, in consideration of premises and of the mutual covenants
herein contained and other good and valuable consideration, the receipt of
which is hereby acknowledged, the parties hereto hereby agree as follows:
1. Section 3.4 of the Agreement is hereby amended and replaced in its
entirety to read as follows:
"3.4 The Company will provide pass-through voting
privileges to all Variable Insurance Product owners so long as the
SEC continues to interpret the Investment Company Act of 1940 as
requiring pass-through voting privileges for Variable Insurance
Product owners. Accordingly, the Company, where applicable, will
vote shares of the Fund held in its Separate Accounts in a manner
consistent with voting instructions timely received from its
Variable Insurance Product owners. The Company will be responsible
for assuring that each of its separate accounts that participates in
the Investment Company calculates voting privileges in a manner
consistent with other participating insurance companies. The Company
will vote shares for which it has not received timely voting
instructions, as well as shares it owns, in the same proportion as
it votes those shares for which it has received voting instructions.
If and to the extent Rule 6e-2 and Rule 6e-3(T) are
amended, or if Rule 6e-3 is adopted, to provide exemptive relief
from any provision of the Investment Company Act of 1940 or the rules
thereunder with respect to mixed and shared funding on terms and
conditions materially different from any exemptions granted in the
Investment Company's mixed and shared funding exemptive order, then
the Investment Company, and/or the Company, as appropriate, shall take
such steps as may be necessary to comply with Rule 6e-2 and Rule 6e-3(T),
as amended, and Rule 6e-3, as adopted, to the extent such Rules are
applicable."
2. A new Article, designated "Article V-A" is hereby added to the Agreement
to immediately follow existing Article V, and Article V-A shall read
in its entirety as follows:
"ARTICLE V-A. POTENTIAL CONFLICTS
-------------------
5-A.1 The parties acknowledge that Investment Company has
received an exemptive order from the SEC granting relief from various
provisions of the Investment Company Act of 1940 and the rules
thereunder to the extent necessary to permit
<PAGE>
<PAGE>
Investment Company shares to be sold to and held by Variable Insurance
Products separate accounts of both affiliated and unaffiliated
participating insurance companies. The exemptive order requires the
Investment Company and each participating insurance company to comply
with conditions and undertakings substantially as provided in this
Article V-A. The Investment Company will not enter into a participation
agreement with any other participating insurance company unless it
imposes the same conditions and undertakings as are imposed on the
Company.
5-A.2 The Investment Company's Board of Trustees ("Board") will
monitor the Investment Company for the existence of any material
irreconcilable conflict between the interests of Variable Insurance
Product owners of all separate accounts investing in the Investment
Company. An irreconcilable material conflict may arise for a variety
of reasons, which may include: (a) an action by any state insurance
regulatory authority; (b) a change in applicable federal or state
insurance, tax, or securities laws or regulations, or a public ruling,
private letter ruling or any similar action by insurance, tax or
securities regulatory authorities; (c) an administrative or judicial
decision in any relevant proceeding; (d) the manner in which the
investments of the Investment Company are being managed; (e) a difference
in voting instructions given by Variable Insurance Product owners; and
(f) a decision by a participating insurance company to disregard the
voting instructions of Variable Insurance Product owners.
5-A.3 The Company will report any potential or existing
conflicts to the Investment Company's Board. The Company will be
responsible for assisting the Board in carrying out its duties in
this regard by providing the Board with all information reasonably
necessary for the Board to consider any issues raised. The responsibility
includes, but is not limited to, an obligation by the Company to inform
the Board whenever it has determined to disregard Variable Insurance
Product owner voting instructions. These responsibilities of the
Company will be carried out with a view only to the interests of the
Variable Insurance Product owners.
5-A.4 If a majority of the Board or majority of its disinterested
Trustees, determines that a material irreconcilable conflict exists
affecting the Company, then the Company, at its expense and to the
extent reasonably practicable (as determined by a majority of the
Board's disinterested Trustees), will take any steps necessary to
remedy or eliminate the irreconcilable material conflict, including:
(a) withdrawing the assets allocable to some or all of the separate
accounts from the Investment Company or any Fund thereof and reinvesting
those assets in a different investment medium, which may include
another Fund of the Investment Company, or another investment company;
(b) submitting the question as to whether such segregation should be
implemented to a vote of all affected Variable Insurance Product owners
and as appropriate, segregating the assets of any appropriate group
(i.e., variable annuity or variable life insurance contract owners of
one or more participating insurance companies) that votes in favor of
such segregation, or offering to the affected Variable Insurance Product
owners the option of making such a change; and (c) establishing a new
registered management investment company (or series thereof) or managed
separate account. If a material irreconcilable conflict arises because
of the Company's decision to disregard Variable Insurance Product
owner voting instructions, and that decision represents a minority
position or would preclude a majority vote, the Company may be required
at the election of the Investment Company, to withdraw its separate
accounts' investment in the Investment Company, and no charge or penalty
will be imposed as a result of such withdrawal. The
<PAGE>
<PAGE>
responsibility to take such remedial action shall be carried out with a
view only to the interests of the Variable Insurance Product owners.
For the purposes of this Section 5-A.4, a majority of the
disinterested members of the Board shall determine whether or not any
proposed action adequately remedies any irreconcilable material conflict
but in no event will the Investment Company or any investment adviser
of the Investment Company be required to establish a new funding medium
for any Variable Insurance Product. Further, the Company shall not be
required by this Section 5-A.4 to establish a new funding medium for
any Variable Insurance Product if any offer to do so has been declined
by a vote of a majority of Variable Insurance Product owners materially
and adversely affected by the irreconcilable material conflict.
5-A.5 The Board's determination of the existence of an
irreconcilable material conflict and its implications shall be made
known promptly and in writing to the Company.
5-A.6. No less than annually, the Company shall submit to the
Board such reports, materials or data as the Board may reasonably
request so that the Board may fully carry out its obligations. Such
reports, materials, and data shall be submitted more frequently if
deemed appropriate by the Board."
IN WITNESS WHEREOF, each of the parties hereto have caused this Amendment to
be executed in its name and on its behalf by its duly authorized representative
and its seal to be hereunder affixed hereto as of the date first set forth
above.
GENERAL AMERICAN LIFE
INSURANCE COMPANY
Attest: /s/ Matthew P. McCauley By: /s/ Ben H. Wolzenski
------------------------------- ------------------------------
Title: Assistant Secretary Title: Exec. V.P. - Individual
-------------------------------- ---------------------------
RUSSELL INSURANCE FUNDS
Attest: /s/ Gregory J. Lyons By: /s/ Linn L. Anderson
------------------------------- -----------------------------
Title: Associate General Counsel Title: President
-------------------------------- --------------------------
RUSSELL FUND DISTRIBUTORS, INC.
Attest: /s/ Gregory J. Lyons By: /s/ Linn L. Anderson
------------------------------- -----------------------------
Title: Associate General Counsel Title: President
-------------------------------- --------------------------
<PAGE>
<PAGE>
AMENDMENT NO. 1
TO
PARTICIPATION AGREEMENT
This Amendment No. 1 (this "Amendment") is made this 1st day of January, 1997
--- -------
to the Participation Agreement (the "Agreement"), dated October 1, 1996, by
and among General American Life Insurance Company (the "Company"), Russell
Insurance Funds (the "Investment Company"), and Russell Fund Distributors,
Inc. (the "Underwriter").
WHEREAS, the parties hereto wish to amend the Agreement to add an additional
Company Accounts and Contracts to the Agreement; and
WHEREAS, the Parties wish to amend the Agreement so that the exclusivity
provisions set forth in Section 1.5 of the Agreement do not apply to the
Contracts added by this Amendment and apply only to the Contract listed on
Schedule B prior to the execution of this Amendment.
NOW THEREFORE, in consideration of premises and of the mutual covenants herein
contained and other good and valuable consideration, the receipt of which is
hereby acknowledged, the parties hereto hereby agree as follows:
1. Schedule A of the Agreement is hereby amended and replaced in its
entirety to read as set forth in Schedule A of this Amendment.
2. Schedule B of the Agreement is hereby amended and replaced in its
entirety to read as set forth in Schedule B of this Amendment.
3. Section 1.5 of the Agreement is hereby amended and replaced in its
entirety to read as set forth below:
"The Company agrees to purchase and redeem the shares of selected Funds
offered by the then-current prospectus of the Investment Company and in
accordance with the provisions of such prospectus."
"Subject to the terms set forth in the next paragraph, the parties agree
that all net amounts available under the variable life contracts which
are listed on Schedule B attached hereto and incorporated herein by this
reference, as such Schedule B may be amended from time to time hereafter
by mutual written agreement of all the parties hereto (the "Contracts"),
may be invested in the Investment Company, in other investment companies,
or in the Company's general account or other separate accounts without
the consent of the Investment Company or the Underwriter."
"The Company agrees that all net amounts available under the FRC-VUL
variable life contract, which is listed on Schedule B, may be invested
in the Investment
<PAGE>
<PAGE>
Company, in such other investment companies advised by the Adviser as
may be mutually agreed to in writing by the parties hereto, in the
Company's general account or in other separate accounts of the Company
managed by the Company or an affiliate, provided that such amounts may
also be invested in an investment company other than the Investment
Company if: (a) such other investment company, or series thereof, has
investment objectives or policies that are substantially different from
the investment objectives and policies of all the Funds of the
Investment Company; (b) the Company gives the Investment Company and the
Underwriter 45 days written notice of its intention to make such other
investment company available as a funding vehicle for the Contracts; and
(c) the Investment Company or Underwriter consents to the use of such
other investment company."
IN WITNESS WHEREOF, each of the Parties hereto have caused this Amendment to
be executed in its name and on its behalf by its duly authorized
representative and its seal to be hereunder affixed hereto as of the date
first set forth above.
GENERAL AMERICAN LIFE
INSURANCE COMPANY
Attest: /s/ Matthew P. McCauley By: /s/ Ben H. Wolzenski
----------------------- --------------------
Title: Assistant Secretary Title: Executive Vice President-Individual
----------------------- ------------------------
RUSSELL INSURANCE FUNDS
Attest: /s/Gregory J. Lyons By: /s/Linn L. Anderson
---------------------- --------------------
Title: Associate General Counsel Title: President
------------------------- ------------------
RUSSELL FUND DISTRIBUTORS, INC.
Attest: /s/Gregory J. Lyons By: /s/Linn L. Anderson
---------------------- --------------------
Title: Associate General Counsel Title: Chief Executive Officer
------------------------- -------------------------
2
<PAGE>
<PAGE>
SCHEDULE A
----------
ACCOUNTS
--------
NAME OF ACCOUNT DATE OF RESOLUTION OF COMPANY'S
BOARD WHICH ESTABLISHED THE ACCOUNT
General American January 24, 1985
Separate Account Eleven
General American September 28, 1995
Separate Account Thirty-Seven
General American September 28, 1995
Separate Account Thirty-Eight
General American September 28, 1995
Separate Account Thirty-Nine
General American December 19, 1996
Separate Account Forty-Four
<PAGE>
<PAGE>
SCHEDULE B
----------
CONTRACTS
---------
1. CONTRACT FORM NUMBERS:
* FRC-VUL 100003 (10/95)
* VGSP-VUL 100003 (10/95)
* 40013 (private placement)
* 40015 (private placement)
* 40016 (private placement)
2. FUNDS CURRENTLY AVAILABLE TO ACT AS INVESTMENT VEHICLES FOR THE FRC-VUL
100003 CONTRACT LISTED ABOVE:
* General Account of General American Life Insurance Company
* General American Capital Company Money Market Fund
* Russell Insurance Funds:
* Multi-Style Equity Fund
* Aggressive Equity Fund
* Non-U.S. Fund
* Core Bond Fund
<PAGE>
Exhibit 1. (10)(b)
------------------
Form of Application for Standard FRC-VUL Policy
secs62
<PAGE>
<PAGE>
APPLICATION
FOR
FLEXIBLE PREMIUM
VARIABLE LIFE
INSURANCE
GENERAL AMERICAN LIFE
INSURANCE COMPANY
ST. LOUIS, MISSOURI
CUSTOMER INTERVIEW PROGRAM
In connection with your application for insurance you may be receiving a
telephone call from a person at our Home Office or another agency authorized
to obtain some personal and financial information. You can be assured that
your answers are strictly confidential and will be used only to assess your
eligibility for insurance. The interview normally takes from five to ten
minutes and will be conducted at a time convenient to you. In the event you
are not in when the interviewer calls, the interviewer will probably leave
his/her name and a telephone number so that you can return the call at no
charge to you and supply the necessary information.
9425
(10/95)
FRC-VUL
<PAGE>
<PAGE>
NOTICE OF INFORMATION PRACTICES
This Notice Must be Given to the Proposed Insured (Including Medical
Information Bureau Notice and Fair Credit Reporting Act Notice).
In considering your application, General American Life Insurance Company will
review information from various sources. These include your statements, the
results of your physical examination (if required), and reports we get from
doctors or medical facilities which have attended you.
Information about your insurability and/or any past or future claims will be
treated as confidential. We, or our reinsurers, may however, make a brief
report of this to the Medical information Bureau, a nonprofit membership
organization of life insurance companies, which operates an information
exchange on behalf of its members. If you apply to another Bureau member
company for life or health insurance coverage, or a claim for benefits is
submitted to such a company, the Bureau, upon request, will supply such
company with the information in its file.
Upon receipt of a request from you, the Bureau will arrange disclosure of any
information it may have in your file (medical information will be disclosed
only to your attending physician). If you question the accuracy of information
in the Bureau's file, you may contact the Bureau and seek a correction in
accordance with the procedures set forth in the federal Fair Credit Reporting
Act. The address of the Bureau's information office is Post Office Box 105,
Essex Station, Boston, Massachusetts 02112, telephone number (617) 426-3660.
We, or our reinsurers, may also release information to other life insurance
companies to which you apply for life or health insurance, or to which a claim
is submitted.
In addition, we may get an investigative report from a consumer reporting
agency. This report requires personal interviews with your neighbors, friends,
or other acquaintances for information as to your general reputation,
personal characteristics and mode of living. As part of your application, you
have authorized us to do this. You have the right to be personally interviewed
and to make a written request within a reasonable period about the nature and
scope of this investigation. Upon written request you will be told if such a
report has actually been ordered, and if it has, we will give you the name and
address of the consumer reporting agency. You may contact this consumer
reporting agency and ask for a copy of such report.
Unless a legitimate business need exists or we are required to do so by law,
the information we get in this report, as well as any other information which
we later acquire, will not be disclosed to anyone else without your consent.
you may request a copy of all information acquired by us and have a right to
correct any personal information which you feel is inaccurate. We will, if
required by law, give you a more detailed notice of the types of personal
information which we get in considering your application, as well as any
additional rights which you may have.
If you need any assistance, please feel free to contact your agent or us at
General American Life Insurance Company, Attention: New Business Operations
E1-13, 13045 Tesson Ferry Rd., St. Louis, MO 63128.
9425
(10/95)
<PAGE>
<PAGE>
- ------------------------------------------------------------------------------
PART I APPLICATION FOR FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE TO
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
- ------------------------------------------------------------------------------
GENERAL INFORMATION SECTION A
- ------------------------------------------------------------------------------
1. Amount (at least 1/12th of the annual premium) paid in cash in
exchange for the Temporary Insurance Agreement with the same number as
this application. $
--------------
- ------------------------------------------------------------------------------
2. (a) Name of Proposed Insured (Print Last, First, Middle)
(b) / / Male
/ / Female
(c) Social Security #
- ------------------------------------------------------------------------------
(d) Date of Birth: Mo. Day Yr.
(e) Age Nearest
Birthday
(f) Birthplace
(g) Special Policy Date
- ------------------------------------------------------------------------------
(h) Residence Address: Number and Street, or RFD City State Zip
Home Phone #
( )
- ------------------------------------------------------------------------------
3. (a) Name of Employer
(b) Occupation and Duties
- ------------------------------------------------------------------------------
(c) Business Address: Number and Street, or RFD City State Zip
- ------------------------------------------------------------------------------
Business Phone #
( )
- ------------------------------------------------------------------------------
4. (a) Annual Earned Income
from Occupation:
$
(b) Total Annual Income from
all Sources (including 4(a)):
$
(c) Approximate Net Worth:
$
- ------------------------------------------------------------------------------
5. Send Premium Notices to: / / Residence / / Business / / Other
---------
- ------------------------------------------------------------------------------
6. Name and address of Premium Payor if other than Owner.
- ------------------------------------------------------------------------------
7. (a) Convenient time, place, and phone # to
reach Proposed Insured
(b) Have we done a personal history or
customer interview with you in the
past 12 months? / / Yes / / No
- ------------------------------------------------------------------------------
8. Beneficiary of death benefit. (MUST BE COMPLETED: Print full name,
address, telephone # and relationship of each to Proposed Insured)
(a) Primary Class (will receive payment first, if living and not
disqualified)
(b) Contingent Class (will receive payment only if living and not
disqualified and if no primary beneficiary receives payment)
- ------------------------------------------------------------------------------
9. Owner of Policy. (MUST BE COMPLETED: Print full name, address, telephone
#, date of birth, relationship of each to Proposed Insured and Social
Security Number or Tax Identification Number.)
(a) Original Owner/Class: / / Proposed Insured / / Other
(b) Contingent Owner/Class, if any, to become Owner only when no
Original Owner is living.
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- -------------------------------------------------------------------------------
SECTION A - CONTINUED GENERAL INFORMATION
- -------------------------------------------------------------------------------
10. (a) Total Life Insurance now in force on Proposed Insured. (If none,
write "None".)
---------------------------------------------------------------------------
Year of Personal Business Accidental Waiver of Prem.
Company Issue Ins. Amt. Ins. Amt. Death Amt. Yes No
---------------------------------------------------------------------------
/ / / /
---------------------------------------------------------------------------
/ / / /
---------------------------------------------------------------------------
/ / / /
---------------------------------------------------------------------------
/ / / /
---------------------------------------------------------------------------
/ / / /
---------------------------------------------------------------------------
TOTALS
-------------------------------------------------
(b) Are you currently applying for life insurance
with any other company? (If "Yes", give details
in #12.) / / Yes / / No
(c) Will the insurance being applied for replace or / / Yes / / No
change any of the above or any in force
annuities? If "Yes": Circle coverage being
terminated. (Complete and submit required papers.)
- -------------------------------------------------------------------------------
11. Have you: (Provide details in #12 to any "Yes" answers.)
(a) Ever been declined, postponed, rated or Yes No
offered a policy different than that applied
for?.................................................. / / / /
(b) Any intention to travel or reside outside the
United States?........................................ / / / /
(c) Been a pilot, student pilot, or crew member
during the past 3 years or have any intention
of becoming a pilot, student pilot or crew
member in any type of aircraft? (If "Yes",
complete Aviation Section.)........................... / / / /
(d) Ever had a traffic citation for driving while
intoxicated or driving under the influence of
intoxicants or drugs?................................. / / / /
(e) Within the past three years, had:
(i) any moving vehicle violation?.................... / / / /
(ii) a traffic accident?.............................. / / / /
If either 11(d) and/or any question in 11(e) is
answered "Yes", then
Driver's License # State
--------------- ----------
(f) Participated in, or do you contemplate
participating in: aeronautics, competitive racing,
underwater or sky diving, mountain climbing, or
any other similar avocation? / / / /
(If "Yes", complete Avocation Section.)
- ------------------------------------------------------------------------------
12. Details of Answers
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- ------------------------------------------------------------------------------
AVIATION SECTION - FOR PILOTS, STUDENTS, AND CREW MEMBERS
- ------------------------------------------------------------------------------
For Pilots, Students and Crew Members:
HOURS Total of all hours flown
FLOWN as pilot or crew member: / /
Total hours flown
in past 12 months: / /
Estimated hours flying
in next 12 months: / /
- ------------------------------------------------------------------------------
Pilot Certificate currently held: / / Private
PILOT / / Student
CERTIFICATE / / Airline Transport Rating
/ / Instrument Flight Rating
/ / Commercial
/ / Flight Instructor
Have you ever been grounded or had your license revoked?
/ / Yes / / No (If "Yes", give details in Remarks below.)
- ------------------------------------------------------------------------------
Type of Flying:
TYPE / / Pleasure
FLYING / / Commercial
Specific type of flying
------------------------
Type of aircraft
-------------------------------
(Give details in Remarks below.)
/ / Military
Specific type of flying
------------------------
Type of aircraft
-------------------------------
Date of last flight
----------------------------
Branch or Organization
-------------------------
If not pilot, specify capacity in which you fly
------------------------------------------------
(Give details in Remarks below.)
- ------------------------------------------------------------------------------
(a) Medical Certificate currently held: / / Class III
MEDICAL / / Class II / / Class I
CERTIFICATE (b) Date of last renewal
------------------ Yes No
(c) Was it denied by the Aviation Medical Examiner
but eventually issued?......................... / / / /
(d) Was Medical Certificate granted subject to
limitation(s) or physical waiver(s)?........... / / / /
(If any of the above questions are answered
"Yes", give details in Remarks below.)
- ------------------------------------------------------------------------------
Other Type of Flying:
OTHER (a) Have you ever flown or do you intend to fly: Yes No
Ultralight, Biplane, Prototype, experimental
or personally built or assembled aircraft?..... / / / /
(If "Yes", complete Avocation Section.)
(b) Have you flown, within the past 12 months,
or do you contemplate flying in the Civil
Air Patrol?.................................... / / / /
(If "Yes", give details in Remarks below.)
(c) Do you contemplate a change from your present
flying to commercial or military flying?....... / / / /
(If "Yes", give details in Remarks below.)
- ------------------------------------------------------------------------------
Should you not qualify for coverage at standard
AVIATION rates, do you desire: Yes No
RATES (a) Full coverage with extra premium, if available? / / / /
(b) Restricted aviation coverage without extra
premium, if available?......................... / / / /
- ------------------------------------------------------------------------------
REMARKS:
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- ------------------------------------------------------------------------------
AVOCATION SECTION
- ------------------------------------------------------------------------------
Racing, Auto, Motorcycle, Snowmobile, Motorboat:
RACING Type: / / Midget / / Stock / / Hotrod / / Go-kart
SPORTS / / Drag / / Sportscar / / Snowmobile
/ / Cycle / / Boat / / Other
----------------------
Vehicle or boat: make & model Class & category...
--------- ---------
Displacement................. Horsepower.........
--------- ---------
Timing: / / Vehicle vs. vehicle / / Vehicle vs. clock
Maximum speed attained mph
--------------------
Location: / / Oval track / / Closed circuit / / Drag strip
/ / Hill climb / / Other
-------------------
Have you ever had a racing accident? / / Yes
/ / No
(If "Yes", give details in Remarks below.)
Racing organizations affiliated with:
-----------------------------
Races supervised by:
----------------------------------------------
Last 12 1 to 2
Frequency (Number of Races) Months / / Years Ago / /
Estimate
Next 12 Months / /
- ------------------------------------------------------------------------------
Type: / / Scuba / / Skin / / Snorkel
Purpose: / / Recreation / / Rescue / / Salvage
Locations: / / Oceans / / Lakes / / Rivers / / Pools
/ / Quarries / / Caves / / Other
------------------
UNDERWATER Have you received formal diving training? / / Yes / / No
SPORTS (If "Yes", give details in Remarks below.)
Do you use the "buddy system"? / / Yes / / No
<TABLE>
<CAPTION>
Number of Dives Number of Dives Number of Dives
Depth Average Time Last 12 Months 1 to 2 Yrs Ago Est. Next 12 Mos.
---------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
0-60 ft
---------------------------------------------------------------------------------------
61-75 ft
---------------------------------------------------------------------------------------
76-100 ft
---------------------------------------------------------------------------------------
101-150 ft
---------------------------------------------------------------------------------------
Over 150 ft
</TABLE>
- ------------------------------------------------------------------------------
Type: / / Skydiving / / Hanggliding / / Ultralights
/ / Biplaning / / Parachuting / / Ballooning
SKY / / Other
SPORTS -----------------
If Skydiving: Yes No
Delayed jumping? / / / /
Are you a member of a club? / / / /
If Ballooning: Yes No
Gas ballooning? / / / /
Hot air ballooning? / / / /
Usual location or type of terrain
--------------------------
Have you been in an accident connected with this Yes No
avocation? (If "Yes", give details in Remarks below.) / / / /
Number of flights or jumps: Last 12 Mos / / 1 to 2 Yrs Ago / /
Est. Next 12 Mos. / /
- ------------------------------------------------------------------------------
Type: / / Mountain / / Rock / / Ice
CLIMBING / / Other
SPORTS ---------------------------------------------
Locations: / / Ranges / / Caves / / Rock Formations
/ / Trails / / Other
------------------------------
Yes No
Usual Heights: Geographical Area:
------- -------
Do you use direct-aid climbing? / / / /
Do you participate as a guide or engage in rescue
duties?.............................................. / / / /
Have you had a climbing accident? (If "Yes", give
details in Remarks below.)........................... / / / /
Number of climbs: Last 12 Mos / / 1 to 2 Years Ago / /
Est. Next 12 Mos. / /
- ------------------------------------------------------------------------------
REMARKS OR OTHER AVOCATIONS (INCLUDE DETAILS REGARDING NATURE, LOCATION,
FREQUENCY, AND DEGREE OF PARTICIPATION.)
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- ------------------------------------------------------------------------------
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE APPLIED FOR SECTION B
- ------------------------------------------------------------------------------
13. (a) FLEXIBLE PREMIUM VARIABLE LIFE:
/ / FPVL-100 (FRC-VUL) $
---------
Contract Type / / Opt. A / / Opt. B / / Opt. C
-------------
Benefits:
---------
/ / Waiver of Monthly Deduction
/ / Waiver of Specified Premium
$ (Monthly Benefit)
---------
Riders:
-------
/ / IBR / / % / / CPI (NOT AVAILABLE IN
---- ALABAMA OR MISSISSIPPI)
/ / FPVL-100 GI (FRC-VUL GI) $
----------
Contract Type / / Opt. A / / Opt. B / / Opt. C
-------------
Riders:
-------
/ / IBR / / % / / CPI (NOT AVAILABLE IN
---- ALABAMA OR MISSISSIPPI)
- ------------------------------------------------------------------------------
/ / Other (List) $/#
---------- ----------
$/#
---------- ----------
Riders:
-------
/ / Other (List) $/#
---------- ----------
$/#
---------- ----------
- ------------------------------------------------------------------------------
(b) Premiums:
Direct Billing: / / ANN / / SA / / QR / / Single Premium
List Billing: / / ANN / / SA / / QR
/ / MO (add to existing List Billing # )
---------
Pre Auth Check: / / (add to existing PAC Billing # )
----------
Payroll Deduction: / / (add to existing Payroll Deduction # )
-------
Premium Amount $ MAKE CHECK PAYABLE TO:
----------- GENERAL AMERICAN LIFE INSURANCE CO.
- ------------------------------------------------------------------------------
(c) Net Premium Allocation: (0 or minimum of 5%. Percentages must be in
whole numbers and total 100%.)
Russell Insurance Funds, Inc.:
/ / Multi-Style Equity Fund % / / Money Market Fund %
-------- --------
/ / Aggressive Equity Fund % / / Other %
-------- ----------- --------
/ / Non-U.S. Fund % / / Other %
-------- ----------- --------
/ / Core Bond Fund % / / General Account %
-------- --------
===================================
TOTAL ALLOCATION %
---------
- ------------------------------------------------------------------------------
(d) Suitability Information:
(a) Have you received a prospectus for the policy
applied for? / / Yes / / No
Date of prospectus
----------------
Date of any supplement
----------------
(b) Do you understand that:
1. The death benefit and cash surrender
value will increase or decrease
depending on investment experience, and
2. There is no guaranteed minimum death
benefit or cash surrender value? / / Yes / / No
(c) Do you believe that the policy applied for
meets your insurance needs and your
anticipated financial objectives? / / Yes / / No
/ / I REQUEST A COPY OF THE STATEMENT OF ADDITIONAL INFORMATION
REFERRED TO IN THE PROSPECTUS.
- ------------------------------------------------------------------------------
(e) Dividend Option (if eligible): / / Increasing Cash Value / / Cash
If no option is elected, the Automatic Option is Incr. Cash Value.
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- ------------------------------------------------------------------------------
SECTION B (CONT'D) FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE APPLIED FOR
- ------------------------------------------------------------------------------
13. (f) / / Additional or / / Alternate Policy(ies) desired. (If benefits,
mode, beneficiary or ownership are different than original policy,
provide details.)
- ------------------------------------------------------------------------------
(g) Explanations or Additional Instructions:
- ------------------------------------------------------------------------------
(h) For Home Office Endorsement only. (Not applicable in Kentucky,
Maryland, Minnesota, New Hampshire, Pennsylvania, West Virginia,
Wisconsin)
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- -------------------------------------------------------------------------------
PART II APPLICATION FOR FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE TO
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
- -------------------------------------------------------------------------------
MEDICAL DECLARATIONS SECTION C
- -------------------------------------------------------------------------------
14. (a) Name of Insured:
--------------------------
(b) Height ft. in; Weight lbs.
------ ------ ------
(c) Any change in weight YES NO
in past year? (If yes, / / / /
give details below,
including lbs.)
- -------------------------------------------------------------------------------
15. (a) Name and address of your personal physician. If none, check / /
Name Phone #
--------------------------------------- ------------------
Address
-------------------------------------------------------------
(b) Date and reason last consulted? Date Reason
------- -------------------
(c) What treatment was given or medication prescribed?
------------------
- -------------------------------------------------------------------------------
16. Within the last ten years, from the date of this application,
have you been treated for or had any known indication of:
(a) Dizziness, fainting, convulsions, epilepsy, headaches, YES NO
speech defects, paralysis, mental or nervous disorders? / / / /
- -------------------------------------------------------------------------------
(b) Shortness of breath, bronchitis, asthma, emphysema,
tuberculosis, pneumonia, or chronic respiratory disease? / / / /
- --------------------------------------------------------------------------------
(c) Chest pain, pulse irregularity, high blood pressure,
rheumatic fever, heart murmur, heart attack, stroke, or
other disorder of the heart, or circulatory system,
anemia, or other disorder of the blood? / / / /
- --------------------------------------------------------------------------------
(d) Jaundice, intestinal bleeding, ulcer, diarrhea, colitis,
diverticulitis, or other disorder of the stomach,
intestines, liver or gallbladder? / / / /
- --------------------------------------------------------------------------------
(e) Kidney stone or other disease of kidney; venereal
disease; disorder of the bladder, prostate, reproductive
organs, or breasts; sugar, albumin, blood or pus in the
urine? / / / /
- --------------------------------------------------------------------------------
(f) Diabetes; disorder of the thyroid or lymph glands, or
other endocrine disorders? / / / /
- --------------------------------------------------------------------------------
(g) Arthritis, gout, collagen disease or other disorders of
the muscles, or bones including spine, back or joints? / / / /
- --------------------------------------------------------------------------------
(h) Disorder of skin, cyst, tumor or cancer? / / / /
- --------------------------------------------------------------------------------
17. Are you now under observation or taking medication or
treatment? / / / /
- --------------------------------------------------------------------------------
18. Do you have any doctor's visit or medical care scheduled? / / / /
- --------------------------------------------------------------------------------
19. Have you ever been diagnosed by a member of the medical
profession as having AIDS or AIDS Related Complex? / / / /
- --------------------------------------------------------------------------------
20. Have you ever received treatment from a member of the medical
profession for AIDS or AIDS Related Complex? / / / /
- --------------------------------------------------------------------------------
DETAILS of "Yes" answers. (IDENTIFY QUESTION NUMBER, CIRCLE APPLICABLE ITEMS:
Include diagnoses, dates, duration and names and addresses of all attending
physicians and medical facilities.)
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- -------------------------------------------------------------------------------
SECTION C - CONTINUED MEDICAL DECLARATIONS
- -------------------------------------------------------------------------------
21. Other than above, have you within the past 5 years:
(a) Had any psychiatric or psychological consultation not
listed above or any physical disorder not listed above? YES NO
/ / / /
(b) Had a checkup, consultation, illness, injury, surgery? / / / /
(c) Been a patient in a hospital, clinic, sanatorium, or
other medical facility? / / / /
(d) Had electrocardiogram, X-ray, other diagnostic test? / / / /
(e) Been advised to have any diagnostic test,
hospitalization, treatment, or surgery which was not
completed? / / / /
- --------------------------------------------------------------------------------
22. (a) Have you used (once or more) or do you now use
barbiturates, amphetamines, hallucinogenic drugs
(including marijuana), cocaine, heroin, narcotics, or
any similar substances or any prescription drug except
in accordance with a physician's instruction? / / / /
(b) Have you ever received counseling, advice or treatment
regarding the use of alcohol or drugs? / / / /
(c) Have you ever been a member of any self-help group such
as Alcoholics Anonymous or Narcotics Anonymous? / / / /
- --------------------------------------------------------------------------------
23. Have you ever attempted suicide or made a suicidal gesture? / / / /
- --------------------------------------------------------------------------------
24. (a) Do you currently use any form of tobacco? / / / /
(b) Have you used any form of tobacco in the last 12 months? / / / /
If either or both of these questions is answered "Yes",
complete the following:
(i) type used: / / Cigar / / Pipe / / Cigarettes
/ / Smokeless Tobacco
(ii) how often?
-----------------------
(iii) If you no longer smoke, when did you stop? (mo) (yr)
------ ------
- --------------------------------------------------------------------------------
25. Do you exercise regularly; i.e. Calisthenics, jogging, etc.? / / / /
If "Yes", how often? / / Daily / / Weekly / / Other
- --------------------------------------------------------------------------------
26. Are you now pregnant? / / / /
If "Yes", what is estimated date of delivery?
------------------
- --------------------------------------------------------------------------------
27. Do you have any family history of tuberculosis, diabetes,
cancer, high blood pressure, heart or kidney disease, mental
illness or suicide? / / / /
- --------------------------------------------------------------------------------
28. Age if Age at
Living Cause of Death Death
- --------------------------------------------------------------------------------
Father
- --------------------------------------------------------------------------------
Mother
- --------------------------------------------------------------------------------
Brother and Sisters
--------------------------------------------------------------------
No. Living
- ----------------------
No. Dead
- --------------------------------------------------------------------------------
DETAILS of "Yes" answers. (IDENTIFY QUESTION NUMBER, CIRCLE APPLICABLE ITEMS:
Include diagnoses, dates, duration and names and addresses of all attending
physicians and medical facilities.)
- --------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- -------------------------------------------------------------------------------
DECLARATIONS SECTION D
- -------------------------------------------------------------------------------
I agree that the statements and answers in this application are true and
complete to the best of my knowledge and belief. I also agree that:
(a) The statements and answers in this application, and any amendments to
it, or made to the medical examiner will be the basis of any insurance
issued and will be a part of any policy issued.
(b) Knowledge of the agent or medical examiner will not be imputed to the
Company unless stated in Part 1, or any of its supplements, Part II, or
medical reports received in the Home Office. No printed provision of
this application will be modified or waived except by an endorsement
signed by an officer at the Home Office. No agent or medical examiner
has the authority to make or alter any contract for the Company.
(c) The "date of issue" as shown in my policy will be the "anniversary
date". The due date of future premiums will be determined from that
date. The number of policy years and months for deciding policy values
will be determined from that date.
(d) My acceptance of any insurance policy means I agree to any changes
shown in #13(h), where state law permits Home Office corrections and
additions.
(e) If a premium payment is given in exchange for a Temporary Insurance
Agreement (TIA), the Company will be liable only as set forth in that
Agreement.
(f) If a premium payment is not given at the same time as this application,
then insurance will take effect when all of the following are satisfied:
(1) A policy is approved by the Company for issue as applied for; and
(2) The full first premium is paid; and
(3) The health and insurability of any person proposed for insurance
have not changed since the date of this application.
(g) If a policy is issued other than as applied for, coverage will
take effect under the policy only when all of the following have
been satisfied:
(1) A policy issued by the Company is delivered to and accepted by
me; and
(2) The full first premium is paid; and
(3) The health and insurability of any person proposed for insurance
have not changed since the date of this application.
(h) The undersigned applicant and agent certify that the applicant has read,
or had read to him the completed application and that he or she realizes
that any false statement or misrepresentation therein may result in loss
of coverage under the policy.
CERTIFICATION: UNDER PENALTIES OF PERJURY, I CERTIFY THAT:
(1) The number shown on this form is my correct Taxpayer
Identification Number (or, if no number is shown, I am waiting
for a number to be issued to me); and
(2) I am not subject to backup withholding either because I have not
been notified by the Internal Revenue Service (IRS) that I am
subject to backup withholding as a result of a failure to report
all interest or dividends, or the IRS has notified me that I am
no longer subject to backup withholding.
PLEASE NOTE: YOU MUST CROSS OUT AND INITIAL #2 ABOVE IF YOU HAVE BEEN
NOTIFIED BY THE IRS THAT YOU ARE CURRENTLY SUBJECT TO
BACK UP WITHHOLDING BECAUSE OF UNDER-REPORTING INTEREST
OR DIVIDENDS ON YOUR TAX RETURN.
Signed at X
------------------------------- ---------------------------------
(City, State) (Signature of Proposed Insured -
Parent or Guardian if Proposed
Insured under age 15.)
This day of ,19
------ ---------------- ----- ---------------------------------
(<F*>Signature of Applicant/Owner)
---------------------------------
----------------------------------------
I certify that I have truly and
accurately recorded on all parts of this ---------------------------------
application the information supplied by
the applicant.
---------------------------------
-------------------------------------- <F*>Signature and address if other
Signature of Licensed Agent than Proposed Insured. If Owner
(If not yet appointed, do not sign.) is a Corporation, Partnership, or
---------------------------------------- Trust, an authorized officer,
partner, or trustee must sign
and state title.
- --------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
-------
MIB
-------
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
AUTHORIZATION TO OBTAIN AND DISCLOSE INFORMATION
I authorize General American Life Insurance Company, its agents, employees,
reinsurers, insurance support organizations and their representatives to
obtain information about me to evaluate this application. This information may
be about: (a) age; (b) medical history, condition and care; (c) physical and
mental health; (d) occupation; (e) income; (f) avocations; (g) driving record;
(h) other personal characteristics; and (i) other insurance. It includes
information about the use of alcohol, drugs and tobacco.
I authorize any physician, health care professional, hospital, clinic, medical
facility, the Veterans Administration, the MIB, Inc., employer, consumer
reporting agency or other insurance company, to release information about me
to General American Life Insurance Company on receipt of this Authorization. I
also authorize all said sources, except MIB, Inc., to give such records or
knowledge to any agency or representative employed by General American Life
Insurance Company to collect and transmit such information. General American
Life Insurance Company or its representative(s) may also release this
information about me to its reinsurer, to the MIB, Inc., or to another
insurance company to whom I have applied or to whom a claim has been made. No
other release may be made except as allowed by law or as I further authorize.
This form is valid for 30 months from the date it is signed. I have received
the Notice of Information Practices, which includes the Medical Information
Bureau and Fair Credit Reporting Act notices. I authorize General American
Life Insurance Company to obtain an investigative consumer report on me.
A photographic copy of this is as valid as the original. I have the right to
receive a copy of this if I ask for it.
- ---------------------------------- -----------------------------------
Date Print Name of Proposed Insured
X
- ---------------------------------- -----------------------------------
Witness (Signature of Proposed Insured -
Parent or Guardian if Proposed
Insured under age 15.)
Send Authorization to Home Office with Application
9425
(10/95)
<PAGE>
<PAGE>
-------
TIA
-------
GENERAL AMERICAN LIFE INSURANCE COMPANY ST. LOUIS, MISSOURI 63166
TEMPORARY INSURANCE AGREEMENT AND ADVANCE PREMIUM RECEIPT
In Connection with Application #
------------------
PLEASE READ CAREFULLY: This Agreement may provide a LIMITED AMOUNT of Life
- ---------------------- --------------
Insurance for a LIMITED PERIOD OF TIME, subject to the terms below. NO AGENT
-----------------------
OR BROKER IS AUTHORIZED TO WAIVE OR CHANGE ANY OF THE TERMS OF THIS AGREEMENT.
ALL PREMIUM CHECKS MUST BE MADE PAYABLE TO THE COMPANY. DO NOT MAKE CHECK
PAYABLE TO THE AGENT OR BROKER OR LEAVE THE PAYEE BLANK. This Agreement must
be completed when (and only when) money is paid by you at the time you
complete the Application (Part I). Money cannot be accepted and no Temporary
Insurance will be in effect if the answer to any of the Health Questions
listed below is "yes" or left blank.
Received from a premium of $ and an application having
--------------- ----------
the number shown above and the same date as this Agreement, and on which
is shown as the Proposed Insured.
- --------------------
NOTE: To obtain the maximum period of coverage (60 days), at least 1/6th of
the annual premium must be submitted with this Agreement.
We acknowledge receipt of the amount paid with the Application (Part I). That
application must bear the same number, date and name of Proposed Insured as
shown in this Agreement. If any of these items do not agree, NO TEMPORARY
INSURANCE will be in effect, even if money is paid. Any check submitted for
payment of the advance premium also must bear the same date as the Application
(Part I) and this Agreement.
HEALTH QUESTIONS
NO MONEY SHOULD BE ACCEPTED IF ANY OF THE QUESTIONS BELOW ARE ANSWERED "YES".
NO COVERAGE IS IN EFFECT UNTIL ALL REQUIREMENTS HAVE BEEN MET.
Has the Proposed Insured or any person proposed for coverage in connection
with the application numbered above:
1. Within the past 90 days: Yes No
(a) been admitted to a hospital or other medical facility? / / / /
(b) been advised to be admitted to a hospital or other
medical facility? / / / /
(c) had surgery performed or recommended? / / / /
2. Within the past 2 years, had or been treated for or been
advised to be treated for:
(a) heart disease, stroke or cancer? / / / /
(b) alcohol or drug dependence or abuse? / / / /
I have received a copy of and have read this Agreement including the terms and
conditions on the reverse side and declare that the answers to the Health
Questions are true to the best of my knowledge and belief. I understand
and agree to all of its terms.
Signed at X
--------------------------- -------------------------------------
(City, State) (Signature of Proposed Insured-Parent
or Guardian if Proposed Insured
under age 15.)
This day of , 19
----- ------------ ---- -------------------------------------
(<F*>Signature of Applicant/Owner)
- ------------------------------------ -------------------------------------
(Signature of Licensed Agent)
-------------------------------------
-------------------------------------
<F*>Signature and address if other
than Proposed Insured. If Owner is a
Corporation, Partnership, or Trust,
an authorized officer, partner, or
trustee must sign and state title.
Submit this original with the application.
9425
(10/95)
<PAGE>
<PAGE>
- -------
TIA
- -------
TERMS, CONDITIONS AND LIMITATIONS
AMOUNT OF COVERAGE: $500,000 Maximum for all
-------------------
Life Insurance Applications or Agreements
Subject to the limitations contained in this Agreement, if money has been
accepted by the Company as advance payment for the application for Life
Insurance identified by number in this Agreement, and if the Proposed Insured
or any other person proposed for coverage dies while this Agreement is in
effect, the Company will pay to the beneficiary named in that application the
LESSER of: (a) the amount of all death benefits applied for on such person,
including any accidental or supplemental death benefits, if applicable, or (b)
$500,000. Even if more than one Temporary Insurance Agreement and Advance
Premium Receipt is in effect, the total amount paid under all such agreements
cannot be more than a maximum amount of $500,000. This maximum amount also
will be reduced by any other life and accidental death insurance in force with
us. The MINIMUM amount of temporary life insurance will be either the amount
-------
applied for or $50,000, whichever is less.
DATE COVERAGE BEGINS: If an advance premium has been paid with the
- ---------------------
application, Temporary Insurance under this Agreement will begin when the
following requirements are met:
1. This Agreement has been completed; and
2. Part I and Part II of the Application for Insurance have been
fully completed; and
3. All required medical examination requirements have been completed.
DATE COVERAGE TERMINATES: Temporary Insurance under this Agreement will
- -------------------------
terminate automatically on the earliest of the following dates:
1. 60 days from the date of this Agreement; or
2. The date insurance begins under the policy(ies) applied for; or
3. The date a policy, other than applied for, is offered to the
person named as owner in the application; or
4. The date the Company mails notice to the Proposed Insured at the
address shown in the application that the application or this
Agreement has been declined by the Company.
SPECIAL LIMITATIONS:
- --------------------
1. This Agreement provides benefits only for the type of insurance
applied for in the application identified on this Agreement. And,
except as limited by this Agreement, our liability is governed by
the terms of the policy(ies) for which application was made on the
application identified on this Agreement.
2. Fraud or misrepresentations in the application or in the answers
to the Health Questions in this Agreement invalidate this
Agreement and the Company's only liability is to refund any
premium paid, plus interest.
3. If the Proposed Insured dies by suicide, the Company's liability
is limited to a refund of any premium paid, plus interest.
4. There is no coverage under this Agreement if the check submitted
with the application is not honored by the bank the first time it
is presented.
5. No agent or broker is authorized to accept a payment for a
Proposed Insured who is less than 15 days old or over age 70 on
the date of the Agreement.
Any payment made under this Agreement applies only to the purchase of
temporary insurance. If we issue the policy as applied for, or if you accept a
policy issued other than as applied for, then the amount paid will be credited
to the first year's premium due under the policy issued. Except as otherwise
provided under the terms of the policy, no refund will be made if we issue a
policy as applied for. The effective date of the policy issued will be
determined in accordance with our current policy dating procedures.
The full amount paid with this Agreement will be refunded to you, with
interest, if:
1. The Application or this Agreement is declined or cancelled by us,
or
2. We receive your signed request to cancel the Application or this
Agreement.
9425
(10/95)
<PAGE>
<PAGE>
-------
TIA
-------
GENERAL AMERICAN LIFE INSURANCE COMPANY ST. LOUIS, MISSOURI 63166
TEMPORARY INSURANCE AGREEMENT AND ADVANCE PREMIUM RECEIPT
In Connection with Application #
------------------
PLEASE READ CAREFULLY: This Agreement may provide a LIMITED AMOUNT of Life
- ---------------------- --------------
Insurance for a LIMITED PERIOD OF TIME, subject to the terms below. NO AGENT
-----------------------
OR BROKER IS AUTHORIZED TO WAIVE OR CHANGE ANY OF THE TERMS OF THIS AGREEMENT.
ALL PREMIUM CHECKS MUST BE MADE PAYABLE TO THE COMPANY. DO NOT MAKE CHECK
PAYABLE TO THE AGENT OR BROKER OR LEAVE THE PAYEE BLANK. This Agreement must
be completed when (and only when) money is paid by you at the time you
complete the Application (Part I). Money cannot be accepted and no Temporary
Insurance will be in effect if the answer to any of the Health Questions
listed below is "yes" or left blank.
Received from a premium of $ and an application having
--------------- ----------
the number shown above and the same date as this Agreement, and on which
is shown as the Proposed Insured.
- --------------------
NOTE: To obtain the maximum period of coverage (60 days), at least 1/6th of
the annual premium must be submitted with this Agreement.
We acknowledge receipt of the amount paid with the Application (Part I). That
application must bear the same number, date and name of Proposed Insured as
shown in this Agreement. If any of these items do not agree, NO TEMPORARY
INSURANCE will be in effect, even if money is paid. Any check submitted for
payment of the advance premium also must bear the same date as the Application
(Part I) and this Agreement.
HEALTH QUESTIONS
NO MONEY SHOULD BE ACCEPTED IF ANY OF THE QUESTIONS BELOW ARE ANSWERED "Yes".
NO COVERAGE IS IN EFFECT UNTIL ALL REQUIREMENTS HAVE BEEN MET.
Has the Proposed Insured or any person proposed for coverage in connection
with the application numbered above:
1. Within the past 90 days: Yes No
(a) been admitted to a hospital or other medical facility? / / / /
(b) been advised to be admitted to a hospital or other
medical facility? / / / /
(c) had surgery performed or recommended? / / / /
2. Within the past 2 years, had or been treated for or been
advised to be treated for:
(a) heart disease, stroke or cancer? / / / /
(b) alcohol or drug dependence or abuse? / / / /
I have received a copy of and have read this Agreement including the terms and
conditions on the reverse side and declare that the answers to the Health
Questions are true to the best of my knowledge and belief. I understand
and agree to all of its terms.
Signed at X
--------------------------- -------------------------------------
(City, State) (Signature of Proposed Insured-Parent
or Guardian if Proposed Insured
under age 15.)
This day of , 19
----- ------------ ---- -------------------------------------
(<F*>Signature of Applicant/Owner)
- ------------------------------------ -------------------------------------
(Signature of Licensed Agent)
-------------------------------------
-------------------------------------
<F*>Signature and address if other
than Proposed Insured. If Owner is a
Corporation, Partnership, or Trust,
an authorized officer, partner, or
trustee must sign and state title.
Proposed Insured's Copy
9425
(10/95)
<PAGE>
<PAGE>
- -------
TIA
- -------
TERMS, CONDITIONS AND LIMITATIONS
AMOUNT OF COVERAGE: $500,000 Maximum for all
-------------------
Life Insurance Applications or Agreements
Subject to the limitations contained in this Agreement, if money has been
accepted by the Company as advance payment for the application for Life
Insurance identified by number in this Agreement, and if the Proposed Insured
or any other person proposed for coverage dies while this Agreement is in
effect, the Company will pay to the beneficiary named in that application the
LESSER of: (a) the amount of all death benefits applied for on such person,
including any accidental or supplemental death benefits, if applicable, or (b)
$500,000. Even if more than one Temporary Insurance Agreement and Advance
Premium Receipt is in effect, the total amount paid under all such agreements
cannot be more than a maximum amount of $500,000. This maximum amount also
will be reduced by any other life and accidental death insurance in force with
us. The MINIMUM amount of temporary life insurance will be either the amount
-------
applied for or $50,000, whichever is less.
DATE COVERAGE BEGINS: If an advance premium has been paid with the
- ---------------------
application, Temporary Insurance under this Agreement will begin when the
following requirements are met:
1. This Agreement has been completed; and
2. Part I and Part II of the Application for Insurance have been
fully completed; and
3. All required medical examination requirements have been completed.
DATE COVERAGE TERMINATES: Temporary Insurance under this Agreement will
- -------------------------
terminate automatically on the earliest of the following dates:
1. 60 days from the date of this Agreement; or
2. The date insurance begins under the policy(ies) applied for; or
3. The date a policy, other than applied for, is offered to the
person named as owner in the application; or
4. The date the Company mails notice to the Proposed Insured at the
address shown in the application that the application or this
Agreement has been declined by the Company.
SPECIAL LIMITATIONS:
- --------------------
1. This Agreement provides benefits only for the type of insurance
applied for in the application identified on this Agreement. And,
except as limited by this Agreement, our liability is governed by
the terms of the policy(ies) for which application was made on the
application identified on this Agreement.
2. Fraud or misrepresentations in the application or in the answers
to the Health Questions in this Agreement invalidate this
Agreement and the Company's only liability is to refund any
premium paid, plus interest.
3. If the Proposed Insured dies by suicide, the Company's liability
is limited to a refund of any premium paid, plus interest.
4. There is no coverage under this Agreement if the check submitted
with the application is not honored by the bank the first time it
is presented.
5. No agent or broker is authorized to accept a payment for a
Proposed Insured who is less than 15 days old or over age 70 on
the date of the Agreement.
Any payment made under this Agreement applies only to the purchase of
temporary insurance. If we issue the policy as applied for, or if you accept a
policy issued other than as applied for, then the amount paid will be credited
to the first year's premium due under the policy issued. Except as otherwise
provided under the terms of the policy, no refund will be made if we issue a
policy as applied for. The effective date of the policy issued will be
determined in accordance with our current policy dating procedures.
The full amount paid with this Agreement will be refunded to you, with
interest, if:
1. The Application or this Agreement is declined or cancelled by us,
or
2. We receive your signed request to cancel the Application or this
Agreement.
9425
(10/95)
<PAGE>
<PAGE>
- ------------------------------------------------------------------------------
SOLICITING AGENT'S CERTIFICATE SAC
- ------------------------------------------------------------------------------
1. Obtain all residence addresses of the Proposed Insured for the past 5
years.
- ------------------------------------------------------------------------------
2. If in present occupation or employment less than 1 year, give former
occupation and name and address of former employer.
- ------------------------------------------------------------------------------
3. Are you related to Proposed Insured? If "Yes", explain:
- ------------------------------------------------------------------------------
4. Insured's Net Worth: $
- ------------------------------------------------------------------------------
5. / / To the best of my knowledge, this is a replacement. (Complete and
submit required papers.)
/ / To the best of my knowledge, this is not a replacement.
- ------------------------------------------------------------------------------
6. (a) Did you deliver "Notice of Information Practices" and the
explanation of the Medical Information Bureau to the Proposed
Insured? / / Yes / / No
(b) Did you deliver the current Prospectus and were all of the written
sales materials used printed by General American Life Insurance
Co.? / / Yes / / No
(c) Do you believe that the policy applied for is a suitable purchase
for the applicant under the policy? / / Yes / / No
------------------------------------------------------------------
Signature of Soliciting Agent
- ------------------------------------------------------------------------------
7. FOR BUSINESS INSURANCE ONLY (USE WHEN APPLYING FOR CORPORATION OR
PARTNERSHIP OR CROSS PURCHASE ARRANGEMENTS INVOLVING BUSINESS INTERESTS)
(a) Form of Organization: / / Corporation / / Partnership
/ / Individual Proprietor
- ------------------------------------------------------------------------------
(b) If Key-Person, submit details showing how amount of coverage was
determined.
- ------------------------------------------------------------------------------
(c) If business purchase or stock redemption, does a formal agreement
exist? (If "Yes", please describe provisions. If "No", what plans are
being formulated.) / / Yes / / No
- ------------------------------------------------------------------------------
(d) Has this business or any of its owners undergone receivership,
bankruptcy, or serious financial reverses in the last five years?
(If "Yes", furnish full details including date of discharge from
receivership or bankruptcy.) / / Yes / / No
- ------------------------------------------------------------------------------
(e) Financial data for the last three years. (Please include a cover
letter giving full details of the transaction including any
pertinent historical, financial, or underwriting data. If
available, complete financial statements can be submitted in place
of the details requested under this question.)
(1) Fiscal Year Ending Month Day Year 19 Year 19 Year 19
---------------------------------------------------------------------
(2) Net Worth of Owner's Equity
---------------------------------------------------------------------
(3) Liabilities (i) Current
---------------------------------------------------------------------
(ii) Long Term Debt
---------------------------------------------------------------------
(4) Net Sales
---------------------------------------------------------------------
(5) Net Operating Income or Profit
- -------------------------------------------------------------------------------
(f) Enter below in indicated column, the names, ownership interests,
and the amount of business insurance (in all insuring companies)
carried by all owners, officers, partners, and key-person.
- -------------------------------------------------------------------------------
PERCENT OF INSURANCE AMOUNT -
NAME TITLE OWNERSHIP ALL COMPANIES INCLUDING GALIC
-----------------------------------
In Force Pending Contemplated
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
<PAGE>
- -------------------------------------------------------------------------------
SOLICITING AGENT'S CERTIFICATE SAC - CONTINUED
- -------------------------------------------------------------------------------
8. (a) Names and Codes of Agents to be credited with production. Include
percentage split. If not yet appointed or licensed in the
jurisdiction where this application was signed - do not sign.
% Agent Code
------ ----------------------- -----------------
% Agent Code
------ ----------------------- -----------------
% Agent Code
------ ----------------------- -----------------
% Agent Code
------ ----------------------- -----------------
- -------------------------------------------------------------------------------
(b) Annualize commission requested / / Yes / / No
-------------------------------------
Signature of General Agent
- -------------------------------------------------------------------------------
ATTACH AGENT LABEL ONLY FOR AGENT TO BE CREDITED WITH PRODUCTION
- - DO NOT ATTACH ADDITIONAL AGENT OR GENERAL AGENT LABELS UNLESS IT IS YOUR
INTENTION TO SPLIT COMMISSIONS.
- ------------------------------------ -------------------------------------
- ------------------------------------ -------------------------------------
- ------------------------------------ -------------------------------------
- ------------------------------------ -------------------------------------
- -------------------------------------------------------------------------------
For Home Office Use Only
Reviewed By: Date:
----------------------------- ----------------
(Principal)
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE>
Exhibit 1. (10)(c)
------------------
Form of Application for FRC-VUL Policy--Guaranteed Issue
secs62
<PAGE>
<PAGE>
APPLICATION
FOR
FLEXIBLE PREMIUM
VARIABLE LIFE
INSURANCE
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
9426
(10/95) FRC-VUL GI
<PAGE>
<PAGE>
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
- -----------------------------------------------------------------------------
GENERAL INFORMATION
- -----------------------------------------------------------------------------
1. (a) Name of Proposed Insured (Print Last, First, Middle)
(b) / / Male
/ / Female
(c) Social Security No. (Required for IRS Tax Code Compliance)
- -----------------------------------------------------------------------------
(d) Date of Birth: Mo. Day Yr.
(e) Age Nearest Birthday
(f) Birthplace
(g) Residence Address: Number & Street, or RFD City State Zip
Area Home Phone No.
- -----------------------------------------------------------------------------
2. (a) Name of Employer
(b) Occupation
- -----------------------------------------------------------------------------
(c) Business Address: Number & Street, or RFD City State Zip
Area Bus. Phone No.
- -----------------------------------------------------------------------------
3. (a) Premiums Payable:
/ / List Billing / / Pre-Auth Check / / Payroll Ded.
/ / Direct Billing / / Premium Amount $ .
------------
/ / Minimum / / Other
/ / ANN / / SA / / QR / / MO / / Single Premium
List Billing Number (if adding to an existing List Billing)
------------
(b) Send Premium Notices to: / / Residence / / Business
/ / Other
--------------------------------------
Name
--------------------------------------------
Address
4. Dividend Option (if eligible):
/ / Incr. Cash Value / / Cash
If no option is selected, the Automatic option is Incr. Cash Value.
- -----------------------------------------------------------------------------
5. Beneficiary of Death Benefit. (MUST BE COMPLETED: Print full name, address,
telephone number, and relationship of each to Proposed Insured)
(a) Primary Class (will receive payment first, if living and not
disqualified)
--------------------------------------------------------------------------
(b) Contingent Class (will receive payment only if living and not
disqualified and if no primary beneficiary receives payment)
- -----------------------------------------------------------------------------
6. Owner of Policy will be: (MUST BE COMPLETED: Print full name, address,
telephone number, date of birth, relationship of each to Proposed Insured
and Social Security Number or Tax Identification Number.)
/ / Proposed Insured
/ / Other:
- -----------------------------------------------------------------------------
7. Will any life insurance or annuities be discontinued or changed if this
policy is issued?
If "Yes," what is the paid to date of the coverage
being replaced? / / Yes / / No
(Complete and submit required replacement papers.)
- -----------------------------------------------------------------------------
8. Will the coverage to be replaced be terminated on the
Premium Due Date(s) upon acceptance of a policy issued
as a result of this application? / / Yes / / No
- -----------------------------------------------------------------------------
9426
(10/95)
<PAGE>
<PAGE>
- -----------------------------------------------------------------------------
GENERAL INFORMATION CONTINUED
- -----------------------------------------------------------------------------
FLEXIBLE PREMIUM VARIABLE LIFE:
9. (a)
/ / FPVL-100 (FRC-VUL) $
----------------
Contract Type / / Opt. A / / Opt. B / / Opt. C
-------------
Benefits:
---------
/ / Waiver of Monthly Deduction
/ / Waiver of Specified Premium
$ (Monthly Benefit)
-----------
Riders:
-------
/ / IBR / / % / / CPI (Not available in
------
Alabama or Mississippi)
- -----------------------------------------------------------------------------
/ / FPVL-100 GI (FRC-VUL GI) $
-------------
Contract Type / / Opt. A / / Opt. B / / Opt. C
-------------
Riders:
/ / IBR / / % / / CPI (Not available in
--------
Alabama or Mississippi)
- -----------------------------------------------------------------------------
/ / Other (List) $/#
---------- ----------
$/#
---------- ----------
Riders:
- -------
/ / Other (List) $/#
---------- ----------
$/#
---------- ----------
- -----------------------------------------------------------------------------
(b) Effective date of Coverage
----------
- -----------------------------------------------------------------------------
(c) Net premium Allocation: (0 or minimum of 5%. Percentages must be in whole
numbers and total 100%.)
Russell Insurance Funds, Inc.:
/ / Multi-Style Equity Fund %
----------
/ / Aggressive Equity Fund %
----------
/ / Non-U.S. Fund %
----------
/ / Core Bond Fund %
----------
/ / Money Market Fund %
----------
/ / Other %
----------- ----------
/ / Other %
----------- ----------
/ / General Account %
----------
--------------------------
--------------------------
TOTAL ALLOCATION %
----------
- -----------------------------------------------------------------------------
(d) Suitability Information:
(a) Have you received a prospectus for the policy
applied for? / / Yes / / No
Date of prospectus
----------
Date of any supplement
----------
(b) Do you understand that:
1. The death benefit and cash surrender value
will increase or decrease depending on
investment experience, and
2. There is no guaranteed minimum death benefit
or cash surrender value? / / Yes / / No
(c) Do you believe that the policy applied for meets
your insurance needs and your anticipated
financial objectives? / / Yes / / No
/ / I REQUEST A COPY OF THE STATEMENT OF ADDITIONAL INFORMATION REFERRED
TO IN THE PROSPECTUS.
- -----------------------------------------------------------------------------
10. EXPLANATIONS OR ADDITIONAL INSTRUCTIONS
- -----------------------------------------------------------------------------
11. FOR HOME OFFICE ENDORSEMENT ONLY. (Not applicable in Kentucky, Maryland,
Minnesota, Pennsylvania, New Hampshire, West Virginia, or Wisconsin.)
- -----------------------------------------------------------------------------
9426
(10/95)
<PAGE>
<PAGE>
- -----------------------------------------------------------------------------
SUPPLEMENT FOR GUARANTEED ISSUE
- -----------------------------------------------------------------------------
1. (a) For the past 90 days, have you been actively
employed for an average of 30 hours per week? / / Yes / / No
(b) Within the past 90 days, have you been
hospitalized? / / Yes / / No
(c) Within the past 90 days, have you missed more
than 5 days of work (at any job) due to an
injury or illness? / / Yes / / No
(d) Have you used any form of tobacco within the
last 2 years? / / Yes / / No
CERTIFICATION: UNDER PENALTIES OF PERJURY, I CERTIFY THAT:
(1) The number shown on this application is my correct Taxpayer
Identification Number (or, if no number is shown, I am waiting for a
number to be issued to me); and
(2) I am not subject to backup withholding either because I have not been
notified by the Internal Revenue Service (IRS) that I am subject to
backup withholding as a result of a failure to report all interest or
dividends, or the IRS has notified me that I am no longer subject to
backup withholding.
PLEASE NOTE: YOU MUST CROSS OUT AND INITIAL #2 ABOVE IF YOU HAVE BEEN
NOTIFIED BY THE IRS THAT YOU ARE CURRENTLY SUBJECT TO BACK
UP WITHHOLDING BECAUSE OF UNDER-REPORTING INTEREST OR
DIVIDENDS ON YOUR TAX RETURN.
I authorize MIB, Inc. and my employer to release information about me to
General American. My authorization is valid for 26 months from the date of
this application.
All the statements contained on this application are correct and true to the
best of my knowledge and belief. I agree that this application and any
supplement or amendment to it will be part of the policy issued. I further
agree that no insurance will take effect unless and until the policy has been
received, accepted and the first full premium paid.
- --------------------------------- ----------------------------------
- --------------------------------- ----------------------------------
Print Name of Proposed Insured Signature of Owner, if other than
Proposed Insured
- ---------------------------------- ----------------------------------
- ----------------------------------
- ----------------------------------
Signature of Proposed Insured/Date
- ----------------------------------
Dated at
- ----------------------------------------- -------------------------
Signature of Employer/Applicant
(Officer, other than insured, of business) this day of .
------- -------------
AGENT: To the best of your knowledge is the insurance applied for intended to
replace any existing life insurance or annuities? Yes No (If Yes,
---- ----
complete and submit required replacement papers.)
-----------------------------------
Signature of Licensed Agent/Witness
-----------------------------------
Signature of General Agent
9426
(10/95)
<PAGE>
<PAGE>
- -----------------------------------------------------------------------------
SUPPLEMENT FOR SIMPLIFIED ISSUE
- -----------------------------------------------------------------------------
1. Amount (at least 1/12th of the annual premium) paid in cash in exchange
for the Temporary Insurance Agreement with the same number as this
application. $
----------
- -----------------------------------------------------------------------------
2. Have you ever been declined, postponed, rated or
offered a policy different than that applied for?
(If "Yes", give details below.) / / Yes / / No
- -----------------------------------------------------------------------------
3. In the past five years have you been in a motor
vehicle accident or charged with a moving
violation of any motor vehicle law or had your
license restricted or revoked? (If "Yes", please
give details including date(s) and your driver's
license number below.) / / Yes / / No
- -----------------------------------------------------------------------------
4. (a) Name and address of your personal physician. If none, check / /
Name Street #
---------------------------- ---------------------------
City, State & Zip Code Phone #
------------------- --------------------
(b) Date and reason last consulted? Date Reason
------------ -------------
(c) What treatment was given or medication prescribed?
- -----------------------------------------------------------------------------
5. Height ft. in; Weight lbs.
-------- -------- ----------
- -----------------------------------------------------------------------------
6. To the best of your knowledge, is your health impaired
in any way? / / Yes / / No
- -----------------------------------------------------------------------------
7. Within the last ten years, from the date of this
application, have you been treated for or had any
known indication of:
(a) Heart attack, stroke, heart murmur, high blood
pressure, chest pain, or other disorder of the
heart or blood vessels? / / Yes / / No
(b) Diabetes, kidney disease, cancer, or any other
malignancy? / / Yes / / No
- -----------------------------------------------------------------------------
8. (a) Have you ever been diagnosed by a member of the
Medical Profession as having AIDS or any AIDS
Related Complex? / / Yes / / No
(b) Have you received treatment from a member of the
Medical Profession for AIDS or any AIDS Related
Complex? / / Yes / / No
- -----------------------------------------------------------------------------
9. Have you within the past 5 years consulted any physician
or other medical practitioner for advice, treatment,
examination or surgery? / / Yes / / No
- -----------------------------------------------------------------------------
10. Do you currently use tobacco in any form? / / Yes / / No
Have you used tobacco in any form in the last
5 years? / / Yes / / No
If yes, in what form? How often?
------------ -------
If discontinued, when? why?
----------- -------------
- -----------------------------------------------------------------------------
DETAILS of "Yes" answers. (IDENTIFY QUESTION NUMBER, CIRCLE APPLICABLE ITEMS:
Include diagnoses, dates, duration and names and addresses of all attending
physicians and medical facilities.)
- -----------------------------------------------------------------------------
All the statements contained on this application are correct and true to the
best of my knowledge and belief. I agree that this application, any required
medical examination and any supplement or amendment to either will be part of
the policy issued. I further agree that, except as provided in the Conditional
Receipt, no insurance will take effect unless and until the policy has been
received and accepted by me and the first full premium paid during my lifetime
and continued insurability.
Dated at
---------------------- ---------------------------------------
(Print name of Proposed Insured)
this day of
----- -------------
Witnessed by
------------------ X
(Signature of ---------------------------------------
Licensed Agent) (Signature of Proposed Insured, Parent
or Guardian of Minor)
---------------------------------------
(Signature of Owner, if other than
Proposed Insured)
9426
(10/95)
<PAGE>
SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED
NOTICE OF INFORMATION PRACTICES
This Notice Must be Given to the Proposed Insured (Including Medical
Information Bureau Notice and Fair Credit Reporting Act Notice).
In considering your application, General American Life Insurance Company will
review information from various sources. These include your statements, the
results of your physical examination (if required), and reports we get from
doctors or medical facilities which have attended you.
Information about your insurability and/or any past or future claims will be
treated as confidential. We, or our reinsurers, may however, make a brief
report of this to the Medical Information Bureau, a nonprofit membership
organization of life insurance companies, which operates an information
exchange on behalf of its members. If you apply to another Bureau member
company for life or health insurance coverage, or a claim for benefits is
submitted to such a company, the Bureau, upon request, will supply such
company with the information in its file.
Upon receipt of a request from you, the Bureau will arrange disclosure of any
information it may have in your file (medical information will be disclosed
only to your attending physician). If you question the accuracy of information
in the Bureau's file, you may contact the Bureau and seek a correction in
accordance with the procedures set forth in the federal Fair Credit Reporting
Act. The address of the Bureau's information office is Post Office Box 105,
Essex Station, Boston, Massachusetts 02112, telephone number (617) 426-3660.
We, or our reinsurers, may also release information to other life insurance
companies to which you apply for life or health insurance, or to which a claim
is submitted.
In addition, we may get an investigative report from a consumer reporting
agency. This report requires personal interviews with your neighbors, friends,
or other acquaintances for information as to your general reputation, personal
characteristics and mode of living. As part of your application, you have
authorized us to do this. You have the right to be personally interviewed and
to make a written request within a reasonable period about the nature and
scope of this investigation. Upon written request you will be told if such a
report has actually been ordered, and if it has, we will give you the name and
address of the consumer reporting agency. You may contact this consumer
reporting agency and ask for a copy of such report.
Unless a legitimate business need exists or we are required to do so by law,
the information we get in this report, as well as any other information which
we later acquire, will not be disclosed to anyone else without your consent.
You may request a copy of all information acquired by us and have a right to
correct any personal information which you feel is inaccurate. We will, if
required by law, give you a more detailed notice of the types of personal
information which we get in considering your application, as well as any
additional rights which you may have.
If you need any assistance, please feel free to contact your agent or us at
General American Life Insurance Company, Attention: New Business Operations
E1-13, 13045 Tesson Ferry Rd., St. Louis, MO 63128.
9426
(10/95)
<PAGE>
<PAGE>
SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED
/ MIB /
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
AUTHORIZATION TO OBTAIN AND DISCLOSE INFORMATION
I authorize General American Life Insurance Company, its agents, employees,
reinsurers, insurance support organizations and their representatives to
obtain information about me to evaluate this application. This information may
be about: (a) age; (b) medical history, condition and care; (c) physical and
mental health; (d) occupation; (e) income; (f) avocations; (g) driving record;
(h) other personal characteristics; and (i) other insurance. It includes
information about the use of alcohol, drugs and tobacco.
I authorize any physician, health care professional, hospital, clinic, medical
facility, the Veterans Administration, the MIB, Inc., employer, consumer
reporting agency or other insurance company, to release information about me
to General American Life Insurance Company on receipt of this Authorization. I
also authorize all said sources, except MIB, Inc., to give such records or
knowledge to any agency or representative employed by General American Life
Insurance Company to collect and transmit such information. General American
Life Insurance Company or its representative(s) may also release this
information about me to its reinsurer, to the MIB, Inc., or to another
insurance company to whom I have applied or to whom a claim has been made. No
other release may be made except as allowed by law or as I further authorize.
This form is valid for 30 months from the date it is signed. I have received
the Notice of Information Practices, which includes the Medical Information
Bureau and Fair Credit Reporting Act notices. I authorize General American
Life Insurance Company to obtain an investigative consumer report on me.
A photographic copy of this is as valid as the original. I have the right to
receive a copy of this if I ask for it.
- --------------------------------- -------------------------------------
Date Print Name of Proposed Insured
X
- --------------------------------- -------------------------------------
Witness (Signature of Proposed Insured -
Parent or Guardian if Proposed Insured
under age 15.)
Send Authorization to Home Office with Application
9426
(10/95)
<PAGE>
<PAGE>
SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED / TIA /
GENERAL AMERICAN LIFE INSURANCE COMPANY ST. LOUIS, MISSOURI 63166
TEMPORARY INSURANCE AGREEMENT AND ADVANCE PREMIUM RECEIPT
In Connection with Application #
----------------
PLEASE READ CAREFULLY: This Agreement may provide a LIMITED AMOUNT of Life
- ---------------------- --------------
Insurance for a LIMITED PERIOD OF TIME, subject to the terms below. NO AGENT OR
----------------------
BROKER IS AUTHORIZED TO WAIVE OR CHANGE ANY OF THE TERMS OF THIS AGREEMENT.
ALL PREMIUM CHECKS MUST BE MADE PAYABLE TO THE COMPANY. DO NOT MAKE CHECK
PAYABLE TO THE AGENT OR BROKER OR LEAVE THE PAYEE BLANK. This Agreement must
be completed when (and only when) money is paid by you at the time you
complete the Application (Part I). Money cannot be accepted and no Temporary
Insurance will be in effect if the answer to any of the Health Questions
listed below is "yes" or left blank.
Received from a premium of $ and an
------------------------ --------------
application having the number shown above and the same date as this Agreement,
and on which is shown as the Proposed Insured.
---------------------
NOTE: To obtain the maximum period of coverage (60 days), at least 1/6th of
the annual premium must be submitted with this Agreement.
We acknowledge receipt of the amount paid with the Application (Part I). That
application must bear the same number, date and name of Proposed Insured as
shown in this Agreement. If any of these items do not agree, NO TEMPORARY
INSURANCE will be in effect, even if money is paid. Any check submitted for
payment of the advance premium also must bear the same date as the Application
(Part I) and this Agreement.
HEALTH QUESTIONS
NO MONEY SHOULD BE ACCEPTED IF ANY OF THE QUESTIONS BELOW ARE ANSWERED "YES".
NO COVERAGE IS IN EFFECT UNTIL ALL REQUIREMENTS HAVE BEEN MET.
Has the Proposed Insured or any person proposed for coverage in connection
with the application numbered above:
1. Within the past 90 days: Yes No
(a) been admitted to a hospital or other medical
facility? / / / /
(b) been advised to be admitted to a hospital or
other medical facility? / / / /
(c) had surgery performed or recommended? / / / /
2. Within the past 2 years, had or been treated for or
been advised to be treated for:
(a) heart disease, stroke or cancer? / / / /
(b) alcohol or drug dependence or abuse? / / / /
I have received a copy of and have read this Agreement including the terms and
conditions on the reverse side and declare that the answers to the Health
Questions are true to the best of my knowledge and belief. I understand and
agree to all of its terms.
X
Signed at
----------------------- ---------------------------------------
(City, State) (Signature of Proposed Insured - Parent
or Guardian if Proposed Insured under
age 15.)
This day of , 19
---- -------- ---- ---------------------------------------
(<F*>Signature of Applicant/Owner)
- --------------------------------- ---------------------------------------
Signature of Licensed Agent)
---------------------------------------
<F*>Signature and address if other than
Proposed Insured. If Owner is a
Corporation, Partnership, or Trust, an
authorized officer, partner, or trustee
must sign and state title.
9426 Submit this original with the application.
(10/95)
<PAGE>
<PAGE>
/ TIA / SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED
TERMS, CONDITIONS AND LIMITATIONS
AMOUNT OF COVERAGE: $500,000 Maximum for all
-------------------
Life Insurance Applications or Agreements
Subject to the limitations contained in this Agreement, if money has been
accepted by the Company as advance payment for the application for Life
Insurance identified by number in this Agreement, and if the Proposed Insured
or any other person proposed for coverage dies while this Agreement is in
effect, the Company will pay to the beneficiary named in that application the
LESSER of: (a) the amount of all death benefits applied for on such person,
including any accidental or supplemental death benefits, if applicable, or (b)
$500,000. Even if more than one Temporary Insurance Agreement and Advance
Premium Receipt is in effect, the total amount paid under all such agreements
cannot be more than a maximum amount of $500,000. This maximum amount also
will be reduced by any other life and accidental death insurance in force with
us. The MINIMUM amount of temporary life insurance will be either the amount
-------
applied for or $50,000, whichever is less.
DATE COVERAGE BEGINS: If an advance premium has been paid with the
- ---------------------
application, Temporary Insurance under this Agreement will begin when the
following requirements are met:
1. This Agreement has been completed; and
2. Part I and Part II of the Application for Insurance have been
fully completed; and
3. All required medical examination requirements have been completed.
DATE COVERAGE TERMINATES: Temporary Insurance under this Agreement will
- -------------------------
terminate automatically on the earliest of the following dates:
1. 60 days from the date of this Agreement; or
2. The date insurance begins under the policy(ies) applied for; or
3. The date a policy, other than applied for, is offered to the
person named as owner in the application; or
4. The date the Company mails notice to the Proposed Insured at the
address shown in the application that the application or this
Agreement has been declined by the Company.
SPECIAL LIMITATIONS:
- --------------------
1. This Agreement provides benefits only for the type of insurance
applied for in the application identified on this Agreement. And,
except as limited by this Agreement, our liability is governed by
the terms of the policy(ies) for which application was made on the
application identified on this Agreement.
2. Fraud or misrepresentations in the application or in the answers
to the Health Questions in this Agreement invalidate this
Agreement and the Company's only liability is to refund any
premium paid, plus interest.
3. If the Proposed Insured dies by suicide, the Company's liability
is limited to a refund of any premium paid, plus interest.
4. There is no coverage under this Agreement if the check submitted
with the application is not honored by the bank the first time it
is presented.
5. No agent or broker is authorized to accept a payment for a
Proposed Insured who is less than 15 days old or over age 70 on
the date of the Agreement.
Any payment made under this Agreement applies only to the purchase of
temporary insurance. If we issue the policy as applied for, or if you accept a
policy issued other than as applied for, then the amount paid will be credited
to the first year's premium due under the policy issued. Except as otherwise
provided under the terms of the policy, no refund will be made if we issue a
policy as applied for. The effective date of the policy issued will be
determined in accordance with our current policy dating procedures.
The full amount paid with this Agreement will be refunded to you, with
interest, if:
1. The Application or this Agreement is declined or cancelled by us,
or
2. We receive your signed request to cancel the Application or this
Agreement.
9426
(10/95)
<PAGE>
<PAGE>
SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED / TIA /
GENERAL AMERICAN LIFE INSURANCE COMPANY ST. LOUIS, MISSOURI 63166
TEMPORARY INSURANCE AGREEMENT AND ADVANCE PREMIUM RECEIPT
In Connection with Application #
----------------
PLEASE READ CAREFULLY: This Agreement may provide a LIMITED AMOUNT OF LIFE
- ---------------------- --------------
Insurance for a LIMITED PERIOD OF TIME, subject to the terms below. NO AGENT
----------------------
OR BROKER IS AUTHORIZED TO WAIVE OR CHANGE ANY OF THE TERMS OF THIS AGREEMENT.
ALL PREMIUM CHECKS MUST BE MADE PAYABLE TO THE COMPANY. DO NOT MAKE CHECK
PAYABLE TO THE AGENT OR BROKER OR LEAVE THE PAYEE BLANK. This Agreement must
be completed when (and only when) money is paid by you at the time you
complete the Application (Part I). Money cannot be accepted and no Temporary
Insurance will be in effect if the answer to any of the Health Questions
listed below is "yes" or left blank.
Received from a premium of $ and an application
---------------- ------------
having the number shown above and the same date as this Agreement, and on
which is shown as the Proposed Insured.
--------------------------
NOTE: To obtain the maximum period of coverage (60 days), at least 1/6th of
the annual premium must be submitted with this Agreement.
We acknowledge receipt of the amount paid with the Application (Part I). That
application must bear the same number, date and name of Proposed Insured as
shown in this Agreement. If any of these items do not agree, NO TEMPORARY
INSURANCE will be in effect, even if money is paid. Any check submitted for
payment of the advance premium also must bear the same date as the Application
(Part I) and this Agreement.
HEALTH QUESTIONS
NO MONEY SHOULD BE ACCEPTED IF ANY OF THE QUESTIONS BELOW ARE ANSWERED "YES".
NO COVERAGE IS IN EFFECT UNTIL ALL REQUIREMENTS HAVE BEEN MET.
Has the Proposed Insured or any person proposed for coverage in connection
with the application numbered above:
1. Within the past 90 days: Yes No
(a) been admitted to a hospital or other
medical facility? / / / /
(b) been advised to be admitted to a
hospital or other medical family? / / / /
(c) had surgery performed or recommended? / / / /
2. Within the past 2 years, had or been treated for
or been advised to be treated for:
(a) heart disease, stroke or cancer? / / / /
(b) alcohol or drug dependence or abuse? / / / /
I have received a copy of and have read this Agreement including the terms and
conditions on the reverse side and declare that the answers to the Health
Questions are true to the best of my knowledge and belief. I understand and
agree to all of its terms.
Signed at X
----------------------- ----------------------------------------
(City, State) (Signature of Proposed Insured - Parent
or Guardian if Proposed Insured under
age 15.)
This day of , 19
----- ------- ---- ----------------------------------------
(<F*>Signature of Applicant/Owner)
- --------------------------------- ----------------------------------------
(Signature of Licensed Agent)
----------------------------------------
----------------------------------------
<F*>Signature and address if other than
Proposed Insured. If Owner is a
Corporation, Partnership, or Trust, an
authorized officer, partner, or trustee
must sign and state title.
9426
(10/95) Proposed Insured's Copy
<PAGE>
<PAGE>
/ TIA / SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED
TERMS, CONDITIONS AND LIMITATIONS
AMOUNT OF COVERAGE: $500,000 Maximum for all
-------------------
Life Insurance Applications or Agreements
Subject to the limitations contained in this Agreement, if money has been
accepted by the Company as advance payment for the application for Life
Insurance identified by number in this Agreement, and if the Proposed Insured
or any other person proposed for coverage dies while this Agreement is in
effect, the Company will pay to the beneficiary named in that application the
LESSER of: (a) the amount of all death benefits applied for on such person,
including any accidental or supplemental death benefits, if applicable, or (b)
$500,000. Even if more than one Temporary Insurance Agreement and Advance
Premium Receipt is in effect, the total amount paid under all such agreements
cannot be more than a maximum amount of $500,000. This maximum amount also
will be reduced by any other life and accidental death insurance in force with
us. The MINIMUM amount of temporary life insurance will be either the amount
-------
applied for or $50,000, whichever is less.
DATE COVERAGE BEGINS: If an advance premium has been paid with the
- ---------------------
application, Temporary Insurance under this Agreement will begin when the
following requirements are met:
1. This Agreement has been completed; and
2. Part I and Part II of the Application for Insurance have been
fully completed; and
3. All required medical examination requirements have been completed.
DATE COVERAGE TERMINATES: Temporary Insurance under this Agreement will
- -------------------------
terminate automatically on the earliest of the following dates:
1. 60 days from the date of this Agreement; or
2. The date insurance begins under the policy(ies) applied for; or
3. The date a policy, other than applied for, is offered to the
person named as owner in the application; or
4. The date the Company mails notice to the Proposed Insured at the
address shown in the application that the application or this
Agreement has been declined by the Company.
SPECIAL LIMITATIONS:
- --------------------
1. This Agreement provides benefits only for the type of insurance
applied for in the application identified on this Agreement. And,
except as limited by this Agreement, our liability is governed by
the terms of the policy(ies) for which application was made on the
application identified on this Agreement.
2. Fraud or misrepresentations in the application or in the answers
to the Health Questions in this Agreement invalidate this
Agreement and the Company's only liability is to refund any
premium paid, plus interest.
3. If the Proposed Insured dies by suicide, the Company's liability
is limited to a refund of any premium paid, plus interest.
4. There is no coverage under this Agreement if the check submitted
with the application is not honored by the bank the first time it
is presented.
5. No agent or broker is authorized to accept a payment for a
Proposed Insured who is less than 15 days old or over age 70 on
the date of the Agreement.
Any payment made under this Agreement applies only to the purchase of
temporary insurance. If we issue the policy as applied for, or if you accept a
policy issued other than as applied for, then the amount paid will be credited
to the first year's premium due under the policy issued. Except as otherwise
provided under the terms of the policy, no refund will be made if we issue a
policy as applied for. The effective date of the policy issued will be
determined in accordance with our current policy dating procedures.
The full amount paid with this Agreement will be refunded to you, with
interest, if:
1. The Application or this Agreement is declined or cancelled by us,
or
2. We receive your signed request to cancel the Application or this
Agreement.
9426
(10/95)
<PAGE>
<PAGE>
- ------------------------------------------------------------------------------
SOLICITING AGENT'S CERTIFICATE SAC
- ------------------------------------------------------------------------------
1. Obtain all residence addresses of the Proposed Insured for the past 5
years.
- ------------------------------------------------------------------------------
2. If in present occupation or employment less than 1 year, give former
occupation and name and address of former employer.
- ------------------------------------------------------------------------------
3. Are you related to Proposed Insured? If "Yes", explain:
- ------------------------------------------------------------------------------
4. Insured's Net Worth: $
- ------------------------------------------------------------------------------
5. / / To the best of my knowledge, this is a replacement. (Complete and
submit required papers.)
/ / To the best of my knowledge, this is not a replacement.
- ------------------------------------------------------------------------------
6. (a) Did you deliver "Notice of Information Practices" and the explanation
of the Medical Information Bureau to the Proposed
Insured? / / Yes / / No
(b) Did you deliver the current Prospectus and were all of the written
sales materials used printed by General American Life
Insurance Co.? / / Yes / / No
(c) Do you believe that the policy applied for is a suitable purchase for
the applicant under the policy? / / Yes / / No
----------------------------------------------
Signature of Soliciting Agent
- ------------------------------------------------------------------------------
7. FOR BUSINESS INSURANCE ONLY (USE WHEN APPLYING FOR CORPORATION OR
PARTNERSHIP OR CROSS PURCHASE ARRANGEMENTS INVOLVING BUSINESS INTERESTS)
(a) Form of Organization:
/ / Corporation / / Partnership / / Individual Proprietor
- ------------------------------------------------------------------------------
(b) If Key-Person, submit details showing how amount of coverage was
determined.
- ------------------------------------------------------------------------------
(c) If business purchase or stock redemption, does a formal agreement
exist? (If "Yes", please describe provisions. If "No", what plans
are being formulated.) / / Yes / / No
- ------------------------------------------------------------------------------
(d) Has this business or any of its owners undergone receivership,
bankruptcy, or serious financial reverses in the last
five years? (If "Yes", furnish full details including
date of discharge from receivership or bankruptcy.) / / Yes / / No
- ------------------------------------------------------------------------------
(e) Financial data for the last three years. (Please include a cover letter
giving full details of the transaction including any pertinent
historical, financial, or underwriting data. If available, complete
financial statements can be submitted in place of the details
requested under this question.)
<TABLE>
<S> <C> <C> <C>
(1) Fiscal Year Ending Month Day Year 19 Year 19 Year 19
--------------------------------------------------------------------------------------
(2) Net Worth of Owner's Equity
--------------------------------------------------------------------------------------
(3) Liabilities (i) Current
--------------------------------------------------------------------------------------
(ii) Long Term Debt
--------------------------------------------------------------------------------------
(4) Net Sales
--------------------------------------------------------------------------------------
(5) Net Operating Income or Profit
--------------------------------------------------------------------------------------
</TABLE>
- ------------------------------------------------------------------------------
(f) Enter below in indicated column, the names, ownership interests, and
the amount of business insurance (in all insuring companies) carried
by all owners, officers, partners, and key-person.
<TABLE>
- ------------------------------------------------------------------------------------------------
<CAPTION>
PERCENT OF INSURANCE AMOUNT -
NAME TITLE OWNERSHIP ALL COMPANIES INCLUDING GALIC
---------------------------------------
In Force Pending Contemplated
- ------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
- ------------------------------------------------------------------------------------------------
</TABLE>
9426
(10/95)
<PAGE>
- ------------------------------------------------------------------------------
SOLICITING AGENT'S CERTIFICATE SAC - CONTINUED
- ------------------------------------------------------------------------------
8. (a) Names and Codes of Agents to be credited with production. Include
percentage split. If not yet appointed or licensed in the jurisdiction
where this application was signed - do not sign.
% Agent Code
------- --------------------- ---------------------
% Agent Code
------- --------------------- ---------------------
% Agent Code
------- --------------------- ---------------------
% Agent Code
------- --------------------- ---------------------
- ------------------------------------------------------------------------------
(b) Annualize commission requested / / Yes / / No
-------------------------------------
Signature of General Agent
- ------------------------------------------------------------------------------
ATTACH AGENT LABEL ONLY FOR AGENT TO BE CREDITED WITH PRODUCTION
- - DO NOT ATTACH ADDITIONAL AGENT OR GENERAL AGENT LABELS UNLESS IT IS YOUR
INTENTION TO SPLIT COMMISSIONS.
- --------------------------------- --------------------------------------
- --------------------------------- --------------------------------------
- --------------------------------- --------------------------------------
- --------------------------------- --------------------------------------
- ------------------------------------------------------------------------------
For Home Office Use Only
Reviewed By: Date:
---------------------------- -------------
(Principal)
- ------------------------------------------------------------------------------
9426
(10/95)
<PAGE>
Exhibit 1. (10)(d)
------------------
Form of Master Application for FRC-VUL Policy
secs62
<PAGE>
<PAGE>
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166 [Logo]
MASTER APPLICATION FOR
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
1. Individual life insurance policies are being applied for (check one)
/ / A. on the lives of the employees of
----------------------------------
Employer's Full Name
( ) -
---------------------------------------------------- ---- ------- --------
Address Telephone Number
/ / B. on the lives of individuals under the "Charitable Giving Plan" of
--------------------------------------------------------------------------
Institution's Full Name
( ) -
----------------------------------------------------- ---- ------- -------
Address Telephone Number
- -----------------------------------------------------------------------------
2. Total amount, if any, paid in connection with the individual applications
for this plan: $ .
----------
- -----------------------------------------------------------------------------
3. (a) Premiums:
/ / List Billing / / Pre-Auth Check / / Payroll Deduction
/ / ANN / / SA / / QR / / MO / / Single Premium
List Billing Number (if adding to an existing List Billing)
--------------
(b) Send Premium Notices to: / / Residence / / Business
/ / Other
-----------------------------------------------
Name
-----------------------------------------------------
Address
- -----------------------------------------------------------------------------
4. Dividend Option (if eligible):
/ / Incr. Cash Value / / Cash
If no option is selected, the Automatic option is Incr. Cash Value.
- -----------------------------------------------------------------------------
5. Common Beneficiary of Death Benefit, if applicable. (Print full name,
address, telephone number, and relationship of each to Proposed Insured)
(a) Primary Class (will receive payment first, if living and not
disqualified)
- -----------------------------------------------------------------------------
(b) Contingent Class (will receive payment only if living and not
disqualified and if no primary beneficiary receives payment)
- -----------------------------------------------------------------------------
6. Original Owner of Policy, if a common owner, will be: (Print full name,
address, telephone number, date of birth, relationship of each to Proposed
Insured and Social Security Number of Tax Identification Number.)
/ / Proposed Insured
/ / Other:
- -----------------------------------------------------------------------------
7. Explanations or Additional Instructions:
- -----------------------------------------------------------------------------
8. HOME OFFICE ENDORSEMENT
(Not Applicable in Kentucky, Maryland, Minnesota, New Hampshire,
Pennsylvania, West Virginia, or Wisconsin)
- -----------------------------------------------------------------------------
9427
(10/95) FRC-VUL
<PAGE>
<PAGE>
- -----------------------------------------------------------------------------
INFORMATION FOR VUL PRODUCTS
IF VUL PRODUCT APPLIED FOR, THESE QUESTIONS MUST BE ANSWERED.
-------------------------------------------------------------
1. Investment Objectives of the Separate Account:
-----------------------
-----------------------
-----------------------
-----------------------
-----------------------
2. Suitability Information:
A. Have you received a prospectus for the policy / / Yes / / No
applied for?
Date of prospectus
------------
Date of any supplement
-------------
B. Do you understand that:
The death benefit and cash surrender value will
increase or decrease depending on the investment
experience, / / Yes / / No
AND
There is no guaranteed minimum death benefit or
cash surrender value? / / Yes / / No
Dated at
------------------------ ----------------------------------------
(Signature of Owner, if other than
Proposed Insured)
this day of 19
---- --------- ----
Witnessed by
----------------------------
(Signature of Licensed Agent)
- -----------------------------------------------------------------------------
The information contained on this form will be common to all the policies
issued as a part of this plan. This information will be incorporated with
each such policy issued.
Dated at this day of 19
------------------ ----- ------------------ ----
Witness: Signed:
------------------------- -----------------------------
(Officer, other than insured,
of business or charitable
institution.)
ATTACH AGENT LABEL ONLY FOR AGENT TO BE CREDITED WITH PRODUCTION
Do not attach additional agent or General Agent labels unless it is your
intention to split commissions.
- --------------------------------- --------------------------------------
- --------------------------------- --------------------------------------
Annualized commission requested / / Yes / / No
--------------------------
Signature of General Agent
9427
(10/95)
<PAGE>
EXHIBIT 3.(3)(a)
General American Life Insurance Company
700 Market Street
St. Louis, MO 63101
Dear Sirs:
This opinion is furnished in connection with the offering of individual,
flexible premium variable life insurance policies ("Policies") of
General American Life Insurance Company ("General American") under
Registration Statement No. 33-48550 filed by General American and
General American Life Insurance Company Separate Account Eleven
("Account") under the Securities Act of 1933, as amended ("Act"). I
have supervised the establishment of the Account on January 24, 1985, by
the Board of Directors of General American as a Separate account for
assets designed to support the policies, pursuant to the provisions of
Section 309 of Chapter 376, of the Revised Statutes of Missouri.
I have made such examination of the law and examined such corporate
records and such corporate records and other documents as in my judgment
are necessary and appropriate to enable me to render the following
opinion that:
1. General American has been duly organized under the laws of the
State of Missouri and is a validly existing corporation.
2. The Account is duly created and validly existing as a separate
account pursuant to the above-cited provisions of Missouri law.
3. The portion of the assets to be held in the Account equal to the
reserves and other liabilities under the Policies is not chargeable with
liabilities arising out of any other business General American may
conduct.
4. The Policies have been duly authorized by General American and,
when issued as contemplated by the Registration Statement, as amended,
will constitute legal, validly issued, and binding obligations of
General American in accordance with their terms.
I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of my name under the caption
"Legal Matters" in the Prospectus contained in the Registration
Statement.
Very truly yours,
/s/ Robert J. Banstetter
Robert J. Banstetter
Vice President and General Counsel
<PAGE>
EXHIBIT 3.(3)(b)
General American Life Insurance Company
700 Market Street
St. Louis, MO 63101
Dear Sirs:
This opinion is furnished in connection with the offering of individual,
flexible premium variable life insurance policies ("Policies") of
General American Life Insurance Company ("General American") under
Registration Statement No. 33-48550 filed by General American and
General American Life Insurance Company Separate Account Eleven
("Account") under the Securities Act of 1933, as amended ("Act"). I
have supervised the establishment of the Account on January 24, 1985, by
the Board of Directors of General American as a Separate account for
assets designed to support the policies, pursuant to the provisions of
Section 309 of Chapter 376, of the Revised Statutes of Missouri.
I have made such examination of the law and examined such corporate
records and such corporate records and other documents as in my judgment
are necessary and appropriate to enable me to render the following
opinion that:
1. General American has been duly organized under the laws of the
State of Missouri and is a validly existing corporation.
2. The Account is duly created and validly existing as a separate
account pursuant to the above-cited provisions of Missouri law.
3. The portion of the assets to be held in the Account equal to the
reserves and other liabilities under the Policies is not chargeable with
liabilities arising out of any other business General American may
conduct.
4. The Policies have been duly authorized by General American and,
when issued as contemplated by the Registration Statement, as amended,
will constitute legal, validly issued, and binding obligations of
General American in accordance with their terms.
I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of my name under the caption
"Legal Matters" in the Prospectus contained in the Registration
Statement.
Very truly yours,
/s/ Matthew P. McCauley
Matthew P. McCauley
Vice President, Associate General Counsel
