As filed with the Securities and Exchange File No. 33-12723
Commission on February 25, 1997 File No. 811-5062
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Post-Effective Amendment No. 10
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 13
AETNA GET FUND
(Registrant)
151 Farmington Avenue RC4A, Hartford, Connecticut 06156
(Address of Principal Executive Offices)
(860) 273-7834
Susan E. Bryant, Counsel
151 Farmington Avenue RC4A, Hartford, Connecticut 06156
(Name and Address of Agent for Service)
It is proposed that this filing will become effective:
X February 28, 1997 or as soon thereafter as practicable
-------- pursuant to paragraph (a)(3) of Rule 485 (Request for
acceleration has been included with this filing).
Aetna GET Fund has registered an indefinite number of its securities under the
Securities Act of 1933 pursuant to Rule 24f-2 under the Investment Company Act
of 1940. The Registrant expects to file its Rule 24f-2 Notice for its fiscal
year ended December 31, 1996 on or before February 28, 1997.
<PAGE>
Aetna GET Fund
Cross-Reference Sheet
<TABLE>
<CAPTION>
Caption in Prospectus Dated September 3, 1996 and as Amended by
Form N-1A ---------------------------------------------------------------
Item No. Supplement dated February 28, 1997
- -------- ---------------------------------
<S> <C> <C>
1. Cover Page Cover Page
2. Synopsis Summary
3. Condensed Financial Information Not Applicable
4. General Description of Registrant Cover Page; Management of the Fund; Description of Series C; Investment
Techniques, Risk Factors and Other Considerations
5. Management of the Fund Management of the Fund and as amended
5.A Management's Discussion of Fund Not Applicable
Performance
6. Capital Stock and Other Securities General Information; Sale and Redemption of Shares; Net Asset
Value; Distributions and Tax Status
7. Purchase of Securities Being Offered Management of the Fund; Net Asset Value; Sale and Redemption of
Shares
8. Redemption or Repurchase Sale and Redemption of Shares; Net Asset Value
9. Pending Legal Proceedings Not applicable
Part B Caption in Statement of Additional Information Dated September 3,
1996 and as Amended by Supplement Dated February 28, 1997
10. Cover Page Cover Page
11. Table of Contents Table of Contents
12. General Information and History General Information and History
13. Investment Objectives and Policies Investment Objective and Restrictions and as amended; Description
of Various Securities and Investment Techniques; The Asset
Allocation Process
14. Management of the Fund Trustees and Officers of the Trust
15. Control Persons and Principal Holders Control Persons and Principal Shareholders
of Securities
<PAGE>
Form N-1A
Item No. Caption in Statement of Additional Information Dated September 3,
1996 and as Amended by Supplement Dated February 28, 1997
16. Investment Advisory and Other Services The Investment Advisory Agreement; Sub-advisory Agreement; The
Administrative Services Agreement; Independent Auditors; Custodian
17. Brokerage Allocation and Other Brokerage Allocation and Trading Practices
Practices
18. Capital Stock and Other Securities Description of Shares; Voting Rights
19. Purchase, Redemption and Pricing of Net Asset Value; Sale and Redemption of Shares
Securities Being Offered
20. Tax Status Tax Status
21. Underwriters Principal Underwriter
22. Calculation of Performance Data Not Applicable
23. Financial Statements Financial Statements
</TABLE>
Part C
Information required to be included in Part C is set forth under the appropriate
Item, so numbered, in Part C of the Registration Statement.
<PAGE>
AETNA GET FUND
Series C Shares
February 28, 1997 Supplement to the Prospectus dated September 3, 1996
This supplement amends the Prospectus dated September 3, 1996 as follows:
The following replaces the Section entitled "Portfolio Management and
Performance" on page 10:
Portfolio Management and Performance
The following individuals are primarily responsible for the day-to-day
management of Series C.
Geoffrey A. Brod, Vice President, Aeltus, is responsible for managing the
Equity Component of Series C. Mr. Brod has over 30 years experience in
quantitative applications and has over 9 years experience in equity investing.
Mr. Brod has been with the Aetna organization since 1966.
Hugh Whelan, Vice President, Aeltus, is responsible for managing the Fixed
Component of Series C. Mr. Whelan was appointed to that position in December,
1996. Mr. Whelan has been managing fixed income portfolios for Aeltus since
1993. Mr. Whelan has been with the Aetna organization since 1989.
The following replaces the information currently in the Prospectus under the
headings entitled "GET Series 'A' Performance" and "GET Series 'B'
Performance" on pages 11 and 12, respectively.
GET Series "A" Performance
[begin line chart]
Growth of $10,000
GET A S&P 500 Lehman Aggregate
Aug-87 10.01 10.37 9.95
Nov-87 10.11 7.30 10.16
Feb-88 11.20 8.57 10.75
May-88 11.25 8.47 10.56
Aug-88 11.05 8.53 10.79
Nov-88 11.42 9.01 11.10
Feb-89 11.98 9.59 11.19
May-89 13.15 10.74 11.78
Aug-89 14.14 11.87 12.21
Nov-89 14.26 11.79 12.69
Feb-90 13.86 11.40 12.62
May-90 15.12 12.53 12.88
Aug-90 14.14 11.28 13.09
Nov-90 14.39 11.38 13.66
Feb-91 16.05 13.08 14.16
May-91 16.73 14.00 14.50
Aug-91 16.78 14.32 15.01
Nov-91 16.66 13.70 15.62
Feb-92 17.94 15.17 15.97
May-92 18.15 15.39 16.30
Aug-92 18.17 15.43 17.03
Nov-92 18.51 16.22 17.01
[end line chart]
The above graph reflects the results of a $10,000 investment in Series A of
the Aetna GET Fund from its inception, August 17, 1987, through its
liquidation on November 30, 1992. It also shows the results of $10,000
investments in S&P 500 and Lehman Aggregate, two unmanaged indices, for the
same period.
The Series A line reflects the deduction of the advisory fee and other
expenses for Series A and certain separate account charges. The advisory fee
for Series A was .50% annually calculated on the average daily net assets of
the Series (.25% prior to December 1, 1987). The advisory fee and other
expenses for Series C of the Aetna GET Fund offered by this prospectus are
.40% during the Offering Period (.25% advisory fee and .15% administrative
services fee) and .75% during the Guaranteed Period (.60% advisory fee and
0.15% administrative services fee). The Series A line also reflects the
deduction of Series A other expenses and of a separate account charge of
1.25% for Mortality and Expense and the GET Guarantee Charge of .25%. Please
refer to your Contract prospectus for Contract charges as actual Contract
charges vary.
It should be noted that the stock market fell sharply on October 19, 1987.
Series A was invested in money market securities at that time and was not
affected by the fall. This explains the large divergence between the
performance of Series A noted above and performance of the S&P 500 index
during the first months of Series A operations. The percentage mix of fixed
income and equity securities in Series C is expected to be different than
that of Series A, since it is based on the economic factors at the beginning
of the Guaranteed Period of the Series.
Form No. XGETC.1-2
<PAGE>
GET Series "B" Performance
[begin line chart]
Growth of $10,000
Get B S&P 500 Lehman Aggregate
Jul-94 10.29 10.33 10.21
Sep-94 10.24 10.50 10.06
Dec-94 10.16 10.49 10.10
Mar-95 10.68 11.51 10.61
Jun-95 11.55 12.60 11.26
Sep-95 12.33 13.61 11.48
Dec-95 12.85 14.42 11.97
Mar-96 13.58 15.20 11.75
Jun-96 14.09 15.88 11.82
Sep-96 14.40 16.38 12.04
Dec-96 15.63 17.75 12.40
[end line chart]
The above graph reflects the results of a $10,000 investment in Series B of the
Aetna GET Fund from commencement of operations, July 1, 1994, through September
30, 1996. It also shows the results of $10,000 investments in S&P 500 and Lehman
Aggregate, two unmanaged indices, for the same period.
The maturity date of Series B is June 30, 1999. The Series B line reflects
the deduction of the advisory fee and other expenses for Series B and certain
separate account charges. The advisory fee is .75% (.25% prior to July 1,
1994) annually calculated on the average daily net assets of Series B. The
Series B line also reflects the deduction of Series B other expenses and of a
separate account charge of 1.25% for Mortality and Expense and the GET
Guarantee Charge of .25%. Please see your Contract prospectus for Contract
charges as actual Contract charges may vary.
The percentage mix of fixed income and equity securities in Series C is
expected to be different than that of Series B, since it is based on the
economic factors at the beginning of the Guaranteed Period of the Series.
Form No. XGETC.1-2
<PAGE>
AETNA GET FUND
SERIES C
February 28, 1997 Supplement to Statement of Additional Information
This Supplement amends the Statement of Additional Information (SAI) dated
September 3, 1996, as follows:
The following is added on page 3 as new paragraph No. 10:
(10) Invest in securities issued by any entity listed in the Wall
Street Journal's Quarterly "Corporate Performance Report" under the heading
"Consumer, Noncyclical-Tobacco" or is otherwise determined by the Adviser to be
primarily involved in the production or distribution of tobacco products.
The following replaces the section entitled "Trustees and Officers of the Trust"
on pages 22 through 26.
TRUSTEES AND OFFICERS OF THE TRUST
The investments and administration of the Trust are under the direction of the
Board of Trustees. The Trustees and executive officers of the Trust and their
principal occupations for the past five years are listed below. Those Trustees
who are "interested persons," as defined in the 1940 Act, are indicated by an
asterisk (*). All Trustees and officers hold similar positions with other
investment companies in the same Fund Complex managed by ALIAC as the investment
adviser. The Fund Complex presently consists of Aetna Series Fund, Inc., Aetna
Variable Fund, Aetna Income Shares, Aetna Variable Encore Fund, Aetna Investment
Advisers Fund, Inc., Aetna GET Fund, Aetna Generation Portfolios, Inc. and Aetna
Variable Portfolios, Inc.
Form No. XGETC.2(s)
<PAGE>
<TABLE>
<CAPTION>
Principal Occupation During Past Five Years
Position(s) Held with (and Positions held with Affiliated Persons or
Name Address and Age Registrant Principal Underwriters of the Registrant)
- ------------------------------------ ----------------------------- -------------------------------------------------
<S> <C> <C>
Shaun P. Mathews* Trustee and President Vice President/Senior Vice President, ALIAC,
151 Farmington Avenue March 1991 to present and Vice President, Aetna
Hartford, Connecticut Life Insurance Company, 1991 to present.
Age 41 Director and President, Aetna Investment
Services, Inc.; and Director and
Senior Vice President, Aetna Insurance
Company of America, March 1991 to present.
- ------------------------------------ ----------------------------- -------------------------------------------------
Wayne F. Baltzer Vice President Assistant Vice President, ALIAC, May 1991 to
151 Farmington Avenue present; Vice President, Aetna Investment
Hartford, Connecticut Services, Inc. July 1993 to present.
Age 53
- ------------------------------------ ----------------------------- -------------------------------------------------
Martin T. Conroy Vice President Assistant Treasurer, ALIAC, October 1991 to
151 Farmington Avenue present;
Hartford, Connecticut
Age 57
- ------------------------------------ ----------------------------- -------------------------------------------------
J. Scott Fox Vice President and Treasurer Director, Managing Director, Chief Operating
242 Trumbull Street Officer, Chief Financial Officer and Treasurer,
Hartford, Connecticut Aeltus Investment Management, Inc. (Aeltus),
Age 42 April 1994 to present; Managing Director and
Treasurer, Equitable Capital management Corp.,
March 1987 to September 1993. Director and
Chief Financial Officer, Aeltus Capital, Inc.
and Aeltus Trust Company, Inc.; Director,
President and Chief Executive Officer, Aetna
Investment Management, (Bermuda) Holding, Ltd.
<PAGE>
Susan E. Bryant Secretary Counsel, Aetna Inc. (formerly Aetna Life and
151 Farmington Avenue Casualty Company) March 1993 to present;
Hartford, Connecticut General Counsel and Corporate Secretary, First
Age 49 Investors Corporation, April 1991 to March
1993. Secretary, Aetna Investment Services,
Inc. and Vice President and Senior Counsel,
Aetna Financial Services, Inc.
- ------------------------------------ ----------------------------- -------------------------------------------------
Morton Ehrlich Trustee Chairman and Chief Executive Officer,
1000 Venetian Way Integrated Management Corp. (an entrepreneurial
Miami, Florida company) and Universal Research Technologies,
Age 62 1992 to present; Director and Chairman, Audit
Committee, National Bureau of Economic
Research, 1985 to 1992.
- ------------------------------------ ----------------------------- -------------------------------------------------
Maria T. Fighetti Trustee Manager/Attorney, Health Services, New York
325 Piermont Road City Department of Mental Health, Mental
Closter, New Jersey Retardation and Alcohol Services, 1973 to
Age 53 present.
- ------------------------------------ ----------------------------- -------------------------------------------------
David L. Grove Trustee Private Investor; Economic/Financial
5 The Knoll Consultant, December 1985 to present.
Armonk, New York
Age 78
- ------------------------------------ ----------------------------- -------------------------------------------------
Timothy A. Holt* Trustee Director, Senior Vice President and Chief
151 Farmington Avenue Financial Officer, ALIAC, February 1996 to
Hartford, Connecticut present; Vice President, Portfolio
Age 43 Management/Investment Group, Aetna Inc.
(formerly Aetna Life and Casualty Company),
June 1991 to February 1996. Director and Vice
President Aetna Retirement Holdings, Inc.
<PAGE>
Daniel P. Kearney* Trustee Director, President, and Chief Executive
151 Farmington Avenue Officer, ALIAC, December 1993 to present;
Hartford, Connecticut Executive Vice President, Aetna Inc. (formerly
Age 57 Aetna Life and Casualty Company), December 1993
to present; Group Executive, Aetna Inc.
(formerly Aetna Life and Casualty Company),
1991 to 1993; Director, Aetna Investment
Services, Inc., November 1994 to present;
Director, Aetna Insurance Company of America,
May 1994 to present.
- ------------------------------------ ----------------------------- -------------------------------------------------
Sidney Koch Trustee Financial Adviser, self-employed, January 1993
455 East 86th Street to present; Senior Adviser, Daiwa Securities
New York, New York America, Inc., January 1992 to January 1993;
Age 61 Executive Vice President, Member of Executive
Committee, Daiwa Securities America, Inc.,
January 1986 to January 1992.
- ------------------------------------ ----------------------------- -------------------------------------------------
Corine T. Norgaard Trustee, Chair Audit Dean of the Barney School of Business,
556 Wormwood Hill Committee and Contract University of Hartford, (West Hartford, CT),
Mansfield Center, Connecticut Committee August 1996 to present; Professor, Accounting
Age 59 and Dean of the School of Management, Binghamton
University, (Binghamton, NY), August
1993 to August 1996; Professor, Accounting,
University of Connecticut, (Storrs, Connecticut),
September 1969 to June 1993; Director, The
Advest Group (holding company for brokerage firm)
through September 1996.
- ------------------------------------ ----------------------------- -------------------------------------------------
Richard G. Scheide Trustee Trust and Private Banking Consultant, David
11 Lily Street Ross Palmer Consultants, July 1991 to present.
Nantucket, Massachusetts
Age 67
</TABLE>
* Interested persons as defined in the Investment Company Act of 1940
(1940 Act).
<PAGE>
During the year ended December 31, 1996, members of the Boards of the Funds
within the Aetna Fund Complex who are also directors, officers or employees of
Aetna Inc. and its affiliates were not entitled to any compensation from the
Funds. Members of the Boards who are not affiliated as employees of Aetna or its
subsidiaries are entitled to receive an annual retainer of $30,000 for service
on the Boards of the Funds within the Aetna Fund Complex. In addition, each such
member will receive a fee of $5,000 per meeting for each regularly scheduled
Board meeting; $5,000 for each Contract Committee meeting which is held on any
day on which a regular Board meeting is not scheduled; and $3,000 for each
committee meeting other than for a Contract Committee meeting on any day on
which a regular Board meeting is not scheduled. A Committee Chairperson fee of
$2,000 each will be paid to the Chairperson of the Contract and Audit
Committees. All of the above fees are to be allocated proportionately to each
Fund within the Aetna Fund Complex based on the net assets of the Fund as of the
date compensation is earned.
Total Compensation from
Aggregate Compensation Registrant and Fund
Name of Person, Position from Registrant Complex Paid to Trustees
- ------------------------ ---------------------- ------------------------
Corine Norgaard $892 $72,950
Trustee and Chairman of
Audit and Contract
Committees
Sidney Koch $892 $72,950
Trustee
Maria T. Fighetti $782 $63,950
Trustee
Morton Ehrlich $782 $63,950
Trustee
Richard G. Scheide $843 $68,950
Trustee
David L. Grove $843 $68,950*
Trustee
*Mr. Grove elected to defer all such compensation.
<PAGE>
The following section entitled "Financial Statements" is added to the SAI
beginning on page 40 directly following the section entitled "Voting Rights".
FINANCIAL STATEMENTS
Statement of Assets and Liablities
September 30, 1996
Aetna GET Fund, Series C
Assets:
Investments, at market value $22,511,196
Cash 100,229
Receivable for:
Investments sold 3,771,000
Fund Shares Sold 3,184,920
-------------------
Total assets 29,567,345
Liabilities:
Payable for:
Investments purchased 6,955,717
Other liabilites 1,383
-------------------
Total liabilities 6,957,100
-------------------
NET ASSETS $22,610,245
===================
Net assets represented by:
Paid-in capital $22,588,926
Undistributed net investment income 21,319
-------------------
NET ASSETS $22,610,245
===================
Capital Shares, $.001 par value:
Outstanding 2,256,878
Net Asset Value per share (net assets divided by $10.02
outstanding shares)
Cost of Investments $22,511,196
===================
<PAGE>
Statement of Operations
Period from September 16, 1996 to
September 30, 1996
Aetna GET Fund, Series C
Investment Income:
Interest $22,702
-------------------
Total investment income 22,702
-------------------
Investment Expenses:
Investment advisory fee 864
Administrative service fee 519
-------------------
Total investment expenses 1,383
-------------------
Net investment income $21,319
-------------------
Increase in net assets resulting from
operations $21,319
===================
See Notes to Financial Statements
Statement of Changes in Net Assets
Aetna GET Fund, Series C
Period from
September 16, 1996
to
September 30, 1996
--------------------
From Operations:
Net investment income $21,319
--------------------
From Fund Share Transactions:
Proceeds from shares sold 22,588,926
--------------------
Change in net assets 22,610,245
--------------------
Net Assets:
Beginning of period -
--------------------
End of period $22,610,245
====================
End of period net assets includes undistributed net
investment income $21,319
====================
<PAGE>
Financial Highlights
Period from September 16, 1996 to
September 30, 1996
Selected data for a fund share outstanding throughout the
period:
Aetna GET Fund, Series C
Net asset value, beginning of period $10.00
Income from investment operations:
Net investment income 0.02
----------------------
Net asset value, end of period $10.02
----------------------
Total return 0.02%
Net assets, end of period (000's) $22,610
Ratio of total investment expenses to average net assets* 0.40%
Ratio of net investment income to average net assets* 5.78%
* Annualized for periods of less than one year.
Per share data calculated using average number of shares outstanding throughout
the period.
See Notes to Financial Statements
Portfolio of Investments
September 30, 1996
Aetna GET Fund, Series C
<TABLE>
<CAPTION>
Principal Market
Amount Value
------------------- -----------------------------
<S> <C> <C>
Asset-Backed Securities (4.4%)
Dakota Certificates - Standard Credit
Card Master Trust 1, 5.625%, 10/02/96 $1,000,000 $999,844
-----------------------------
Commercial Paper (22.2%)
Archer Daniels Midland, 5.85%, 10/01/96 1,000,000 1,000,000
Cooper Industries, Comm. Paper. 6.00%, 10/01/96 1,000,000 1,000,000
Cooperative Association of Tractor,
Dealers, Inc., 5.90%, 10/01/96 1,000,000 1,000,000
Dealers Capital Access Trust, Inc., 5.90%,10/01/96 1,000,000 1,000,000
Honeywell, Inc., 5.86%, 10/01/96 1,000,000 1,000,000
-----------------------------
5,000,000
-----------------------------
<PAGE>
U.S. Government Agency Obligations (73.4%)
Federal Farm Credit Bank, 5.29%, 12/16/96 700,000 692,182
Federal Farm Credit Bank, 5.35%, 11/26/96 3,625,000 3,594,832
Federal Home Loan Bank System, 5.22%, 10/17/96 2,310,000 2,304,641
Federal Home Loan Mortgage Corp., 5.21%, 12/13/96 2,352,000 2,327,152
Federal Home Loan Mortgage Corp., 5.30%, 12/13/96 600,000 593,552
Federal Home Loan Mortgage Corp., 5.37%, 12/13/96 2,000,000 1,978,343
Federal Home Loan Mortgage Corp., 5.70%, 10/01/96 957,000 957,000
Federal National Mortgage Association, 5.40%, 12/12/96 1,760,000 1,740,992
Sallie Mae, Disc. Note, 5.37%, 12/18/96 2,350,000 2,322,658
-----------------------------
16,511,352
-----------------------------
Total Investments (cost $22,511,196) $22,511,196
=============================
</TABLE>
See Notes to Financial Statements
Notes to Financial Statements
1. Summary of Significant Accounting Policies
Aetna GET Fund, Series C (the Fund) is registered under the Investment
Company Act of 1940 as a diversified, open-end management investment
company whose shares are currently sold to Aetna Life Insurance and
Annuity Company (the Company) for allocation to certain of its variable
life/annuity accounts (Accounts). The Company's Accounts held 100% of the
Fund's outstanding shares at September 30, 1996. The investment objective
for the Fund is to achieve maximum total return by participating in
favorable equity market performance without compromising a minimum
targeted rate of return during a specified five year period, the
"Guaranteed Period", from December 17, 1996 to December 16, 2001, the
Maturity Date.
The Fund will accumulate deposits from September 16, 1996 to December 16,
1996. The Guaranteed Period for the Fund is from December 17, 1996 to
December 16, 2001. The minimum targeted rate of return during this period
is 2.5% per year before asset based contract charges and Series C costs
of operations.
The accompanying financial statements of the Fund have been prepared in
accordance with generally accepted accounting principles. The preparation
of financial statements in conformity with generally accepted accounting
principles requires management to make estimates and assumptions that
affect amounts reported therein. Although actual results could differ
from these estimates, any such differences are expected to be immaterial
to the net assets of the Fund.
<PAGE>
A. Valuation of Investments
Investments are stated at market values based upon closing sales
prices as reported on national securities exchanges or, for
over-the-counter securities, at the mean of the bid and asked
prices. Short-term investments maturing in more than sixty days
for which market quotations are readily available are valued at
current market value. Short-term investments maturing in less than
sixty days are valued at amortized cost which when combined with
accrued interest approximates market. Securities for which market
quotations are not considered to be readily available are valued
in good faith using methods approved by the Board of Trustees.
B. Federal Income Taxes
As a qualified regulated investment company, the Fund is relieved
of federal income and excise taxes by distributing its net taxable
investment income and capital gains, if any, in compliance with
the applicable provisions of the Internal Revenue Code.
C. Distributions
Distributions are recorded on the ex-dividend date. Income and
capital gain distributions are determined in accordance with
income tax regulations which may differ from generally accepted
accounting principles. These differences are expected to primarily
be the result of losses deferred due to wash sales.
D. Other
Investment transactions are accounted for on the day following
trade date, except same day settlements which are accounted for on
the trade date. Interest income is recorded on an accrual basis.
Discounts and premiums on securities purchased are amortized over
the life of the respective security using a yield to maturity
method. Dividend income and stock splits are recorded on the
ex-dividend date. Realized gains and losses from investment
transactions are determined on an identified cost basis.
2. Investment Advisory Fee and Other Expenses
The Fund pays the Company (its investment adviser) a monthly investment
advisory fee at an annual rate of 0.60% of its average daily net assets
(0.25% of its average daily net assets during the offering period).
Under an Administrative Service Agreement (Agreement), the Company
provides all administrative services necessary for the Fund's operations
and is responsible for the supervision of the Fund's other service
providers. The Company also assumes all ordinary, recurring costs of the
Fund, such as custodian fees, trustee's fees, transfer agent costs and
accounting expenses. For these services, the Company receives an annual
fee, payable monthly, at a rate of 0.15% of the Fund's average daily net
assets.
<PAGE>
The Fund and the Company have engaged Aeltus Investment Management, Inc.
(Aeltus) to act as subadviser to the Fund. Under the terms of the
subadvisory agreement, Aeltus will supervise the investment and
reinvestment of cash and securities and provide certain related
administrative services to the Fund in exchange for a fee (payable by the
Company) of .375% of the Fund's average daily net assets.
3. Purchases and Sales of Investments
There were no purchases or sales of investments, other than
short-term investments, for the period September 16, 1996
(commencement of operations) through September 30, 1996.
<PAGE>
PARTS A AND B
The Prospectus and the Statement of Additional Information are incorporated into
Part A and Part B of this Post-Effective Amendment No. 10, respectively, by
reference to Post-Effective Amendment No. 8 to the Registration Statement on
Form N-1A (File No. 33-12723), as filed electronically on June 14, 1996.
<PAGE>
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
<TABLE>
<S> <C> <C>
(a) Financial Statements:
Included in Part B:
Statement of Assets and Liabilities as of September 30, 1996
Statement of Operations for period of September 16, 1996 to September 30, 1996
Statement of Changes in Net Assets for period of September 16, 1996 to September 30, 1996
Financial Highlights for period of September 16, 1996 to September 30, 1996
Portfolio of Investments as of September 30, 1996
Notes to Financial Statements
Independent Auditors' Report
(b) Exhibits:
(1)(a) Declaration of Trust(1)
(1)(b) Form of Amendment to Declaration of Trust(1)
(2) Amended and Restated By-laws(1)
(3) Not applicable
(4) Instruments Defining Rights of Holders(2)
(5)(a) Form of Investment Advisory Agreement between Aetna Life Insurance and Annuity
Company ("ALIAC") and the Registrant(1)
(5)(b) Form of Subadvisory Agreement between Aetna Life Insurance and Annuity Company,
the Registrant and Aeltus Investment Management, Inc.(1)
(6) Form of Underwriting Agreement between the Registrant and ALIAC(1)
(7) Not applicable
(8)(a) Custodian Agreement - Mellon Bank, N.A. and depository contracts(1)
(8)(b) Amendment to Custodian Agreement(1)
(9)(a) Form of Administrative Services Agreement(1)
(9)(b) License Agreement(1)
(10) Opinion and Consent of Counsel
(11) Consent of Independent Auditors
(12) Not applicable
(13) Agreement Concerning Initial Capital(3)
(14) Not applicable
(15) Not applicable
<PAGE>
(16) Schedule for Computation of Performance Data
(17) See Item 27
(18) Not Applicable
(19) Powers of Attorney(2)
(27) Financial Data Schedules(2)
</TABLE>
1. Incorporated herein by reference to Post-Effective Amendment No. 8 to
Registration Statement on Form N-1A (File No. 33-12723), as filed
electronically with the Securities and Exchange Commission on June 14,
1996.
2. Incorporated herein by reference to Post-Effective Amendment No. 9 to
Registration Statement on Form N-1A (File No. 33-12723), as filed
electronically with the Securities and Exchange Commission on December 31,
1996.
3. Incorporated herein by reference to the Registration Statement on Form N-1A
(File No. 33-12723) as filed with the Securities and Exchange Commission on
November 8, 1993.
<PAGE>
Item 25. Persons Controlled by or Under Common Control
Incorporated herein by reference to Item 26 of Post-Effective Amendment No.
12 to the Registration Statement on Form N-4 (File No. 33-75964), as filed
electronically with the Securities and Exchange Commission on February 11,
1997.
Item 26. Number of Holders of Securities
(1) Title of Class (2) Number of Record Holders
Shares of Beneficial Interest One
$1.00 par value
Item 27. Indemnification
Article V of the Registrant's Declaration of Trust provides for indemnification
of trustees and officers. In addition, the Registrant's officers and trustees
are covered under a directors and officers errors and omissions liability
insurance policy issued by Gulf Insurance Company which expires in October,
1997.
The text of Massachusetts indemnification statute, Section 67, describing the
circumstances under which the Registrant may be required to indemnify its
directors, officers, or employees, as most recently amended in 1983, is as
follows:
Indemnification of directors, officers, employees and other agents of a
corporation, and persons who serve at its request as directors, officers,
employees or other agents of another organization, or who serve at its request
in any capacity with respect to any employee benefit plan, may be provided by it
to whatever extent shall be specified in or authorized by (i) the articles of
organization or (ii) a by-law adopted by the stockholders or (iii) a vote
adopted by the holders of a majority of the shares of stock entitled to vote on
the election of directors. Except as the articles of organization or by-laws
otherwise require, indemnification of any persons referred to in the preceding
sentence who are not directors of the corporation may be provided by it to the
extent authorized by the directors. Such indemnification may include payment by
the corporation of expenses incurred in defending a civil or criminal action or
proceeding in advance of the final disposition of such action or proceeding,
upon receipt of an undertaking by the person indemnified to repay such payment
if he shall be adjudicated to be not entitled to indemnification under this
section which undertaking may be accepted without reference to the financial
ability of such person to make repayment. Any such indemnification may be
provided although the person to be indemnified is no longer an officer,
director, employee or agent of the corporation or of such other organization or
no longer serves with respect to any such employee benefit plan.
No indemnification shall be provided for any person with respect to any matter
as to which he shall have been adjudicated in any proceeding not to have acted
in good faith in the reasonable belief that his action was in the best interest
of the corporation or to the extent that such matter
<PAGE>
relates to service with respect to an employee benefit plan, in the best
interests of the participants or beneficiaries of such employee benefit plan.
The absence of any express provisions for indemnification shall not limit any
right of indemnification existing independently of this section.
A corporation shall have power to purchase and maintain insurance on behalf of
any person who is or was a director, officer, employee or other agent of the
corporation, or is or was serving at the request of the corporation as a
director, officer, employee or other agent of another organization or with
respect to any employee benefit plan, against any liability incurred by him in
any such capacity, or arising out of his status as such, whether or not the
corporation would have the power to indemnify him against such liability.
Item 28. Business and Other Connections of Investment Adviser
The Investment Adviser, Aetna Life Insurance and Annuity Company,
is an insurance company that issues variable and fixed annuities,
variable and universal life insurance policies and acts as
depositor for separate accounts holding assets for variable
contracts and policies. The following table summarizes the business
connections of the directors and principal officers of the
Investment Adviser.
<TABLE>
<CAPTION>
------------------------------ ----------------------------------- ----------------------------------------------
Name Positions and Offices Other Principal Position(s) Held
with Investment Adviser Since Oct. 31, 1994/Addresses*/**
------------------------------ ----------------------------------- ----------------------------------------------
<S> <C> <C>
Daniel P. Kearney Director, President and, President (since December 1995) -- Aetna
Executive Officer Retirement Services, Inc.; President (since
December 1993) -- Aetna Life Insurance and Annuity
Company; Executive Vice President (since December
1993) within the Aetna organization; Director,
(since 1992) MBIA, Inc.
Christopher J. Burns Director and Senior Vice Director: Aetna Financial Services, Inc.
President (since January 1996) and Aetna Investment
Services, Inc. (since July 1992) and
President, Chief Operations Officer (since
November 1996) -- Aetna Investment Services, Inc.
<PAGE>
------------------------------ ----------------------------------- ----------------------------------------------
Name Positions and Offices Other Principal Position(s) Held
with Investment Adviser Since Oct. 31, 1994/Addresses*/**
------------------------------ ----------------------------------- ----------------------------------------------
Laura R. Estes Director and Senior Vice President Senior Vice President, (March 1991 -
Present) -- Aetna Life Insurance and Annuity
Company.
Timothy A. Holt Director, Senior Vice President Senior Vice President and Chief Financial
and Chief Financial Officer Officer, (since February 1996) -- Aetna Life
Insurance and Annuity Company; Vice President
(August 1991 - February 1996) within the Aetna
organization.
Gail P. Johnson Director and Vice President Vice President (December 1992 - Present) --
Aetna Life Insurance and Annuity Company.
John Y. Kim Director and Senior Vice President President (since December 1995) -- Aeltus
Investment Management, Inc.; Chief
Investment Officer (since May 1994) within
the Aetna organization.
Shaun P. Mathews Director and Vice President Vice President (since February 1996), Senior
Vice President (March 1991 - Present) --
Aetna Life Insurance and Annuity Company;
Director: Aetna Investment Services, Inc.
(since July 1993) and Aetna Insurance
Company of America (since February 1993).
Glen Salow Director and Vice President Vice President (1992 - 1995) -- Aetna Life
Insurance and Annuity Company.
Creed R. Terry Director and Vice President Vice President (since February 1996), Market
Strategist (August 1995 - February 1996) --
Aetna Life Insurance and Annuity Company;
President, (1991 - 1995) Chemical Technology
Corporation (a subsidiary of Chemical Bank).
<PAGE>
------------------------------ ----------------------------------- ----------------------------------------------
Name Positions and Offices Other Principal Position(s) Held
with Investment Adviser Since Oct. 31, 1994/Addresses*/**
------------------------------ ----------------------------------- ----------------------------------------------
Kirk P. Wickman Vice President, General Counsel Vice President and Counsel within the Aetna
and Secretary organization September 1992 - Present.
Deborah Koltenuk Vice President and Treasurer, Vice President, Investment Planning and
Corporate Controller Financial Reporting April 1996 to July 1996
-- Aetna Life Insurance Company; Vice President,
Investment Planning and Financial Reporting
October 1994 to April 1996 within the Aetna
organization.
Frederick D. Kelsven Vice President and Chief Director of Compliance (January 1985 to
Compliance Officer September 1996) -- Nationwide Life Insurance
Company
</TABLE>
* The principal business address of each person named is 151 Farmington
Avenue, Hartford, Connecticut 06156.
** Certain officers and directors of the investment adviser currently hold
(or have held during the past two years) other positions with
affiliates of the Registrant which are not deemed to be principal
positions.
For information regarding Aeltus Investment Management, Inc. ("Aeltus"), the
subadviser for each Series of the Fund, reference is hereby made to "Management
of the Fund" in the Prospectus. For information as to the business,
profession, vocation or employment of a substantial nature of each of the
officers and directors of Aeltus, reference is hereby made to the current Form
ADV of Aeltus filed under the Investment Advisers Act of 1940, incorporated
herein by reference and the file number of which is 801-9046.
Item 29. Principal Underwriters
(a) In addition to serving as the principal underwriter and
investment adviser for the Registrant, Aetna Life Insurance and
Annuity Company (ALIAC) also acts as the principal underwriter
and investment adviser for Aetna Variable Fund; Aetna Series
Fund, Inc.; Aetna Generation Portfolios, Inc.; Aetna Variable
Portfolios, Inc., Aetna Variable Encore Fund, Aetna Income Shares
and Aetna Investment Advisers Fund, Inc. (all management
investment companies registered under the 1940 Act).
Additionally, ALIAC acts as the principal underwriter and
depositor for Variable Life Account B and Variable Annuity
Accounts B, C and G (separate accounts of
<PAGE>
ALIAC registered as unit investment trusts under the 1940 Act).
ALIAC is also the principal underwriter for Variable Annuity
Account I (a separate account of Aetna Insurance Company of
America registered as a unit investment trust under the 1940
Act).
(b) The following are the directors and principal officers of the
Underwriter:
<TABLE>
<CAPTION>
------------------------------ ---------------------------------------- ----------------------------------
Name and Principal Business Positions and Offices Positions and Offices with
Address* with Principal Underwriter Registrant
------------------------------ ---------------------------------------- ----------------------------------
<S> <C> <C>
Daniel P. Kearney Director and President Trustee
Timothy A. Holt Director, Senior Vice President and Trustee
Chief Financial Officer
Christopher J. Burns Director and Senior Vice President None
Laura R. Estes Director and Senior Vice President None
Gail P. Johnson Director and Vice President None
John Y. Kim Director and Senior Vice President None
Shaun P. Mathews Director and Vice President Trustee and President
Glen Salow Director and Vice President None
Creed R. Terry Director and Vice President None
Kirk P. Wickman Vice President, General Counsel and
Secretary None
Deborah Koltenuk Vice President and Treasurer, None
Corporate Controller
Frederick D. Kelsven Vice President and Chief Compliance None
Officer
</TABLE>
* The principal business address of all directors and officers listed is
151 Farmington Avenue, Hartford, Connecticut 06156.
(c) Not applicable.
<PAGE>
Item 30. Location of Accounts and Records
As required by Section 31(a) of the 1940 Act and the Rules promulgated
thereunder, the Registrant and its investment adviser, ALIAC, maintain physical
possession of each account, book or other documents at its principal offices at
151 Farmington Avenue, Hartford, Connecticut 06156.
Item 31. Management Services
Not applicable.
Item 32. Undertakings
The Registrant undertakes that if requested by the holders of at least 10% of a
Portfolio's outstanding shares, the Registrant will hold a shareholder meeting
for the purpose of voting on the removal of one or more Directors and will
assist with communication concerning that shareholder meeting as if Section
16(c) of the Investment Company Act of 1940 applied.
The Registrant undertakes to furnish to each person to whom a prospectus is
delivered a copy of the portfolio's latest annual report to shareholders, upon
request and without charge.
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 of 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.
<PAGE>
SIGNATURES
Pursuant to the Securities Act of 1933 and the Investment Company Act of 1940,
the Registrant has duly caused this Post-Effective Amendment No. 10 to the
Registration Statement to be signed on its behalf by the undersigned, thereto
duly authorized, in the City of Hartford, and State of Connecticut, on the 25th
day of February, 1997.
AETNA GET FUND
Registrant
By Shaun P. Mathews*
-------------------
Shaun P. Mathews
President
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Post-Effective Amendment No. 10 to the Registration Statement has been signed
below by the following persons on February 25, 1997 in the capacities indicated.
Signature Title
Shaun P. Mathews* President and Trustee
- ------------------------------------------
Shaun P. Mathews (Principal Executive Officer)
Morton Ehrlich* Trustee
- ------------------------------------------
Morton Ehrlich
Maria T. Fighetti* Trustee
- ------------------------------------------
Maria T. Fighetti
David L. Grove* Trustee
- ------------------------------------------
David L. Grove
Daniel P. Kearney* Trustee
- ------------------------------------------
Daniel P. Kearney
Timothy A. Holt* Trustee
- ------------------------------------------
Timothy A. Holt
<PAGE>
Sidney Koch* Trustee
- ------------------------------------------
Sidney Koch
Corine T. Norgaard* Trustee
- ------------------------------------------
Corine T. Norgaard
Richard G. Scheide* Trustee
- ------------------------------------------
Richard G. Scheide
J. Scott Fox* Vice President and Treasurer
- ------------------------------------------ (Principal Financial and
J. Scott Fox Accounting Officer)
By: /s/Susan E. Bryant
------------------
*Susan E. Bryant
Attorney-in-Fact
<PAGE>
Aetna GET Fund
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Exhibit Page
<S> <C> <C>
99-b(1)(a) Declaration of Trust *
99-b(1)(b) Form of Amendment to Declaration of Trust *
99-b(2) Amended and Restated By-laws *
99-b(4) Instruments Defining Rights of Holders *
99-b(5)(a) Form of Investment Advisory Agreement between Aetna Life Insurance and *
Annuity Company ("ALIAC") and the Registrant
99-b(5)(b) Form of Subadvisory Agreement between Aetna Life Insurance and Annuity *
Company, the Registrant and Aeltus Investment Management, Inc.
99-b(6) Form of Underwriting Agreement between the Registrant and ALIAC *
99-b(8)(a) Custodian Agreement - Mellon Bank, N.A. and depository contracts *
99-b(8)(b) Amendment to Custodian Agreement *
99-b(9)(a) Form of Administrative Services Agreement *
99-b(9)(b) License Agreement *
99-b(10) Opinion and Consent of Counsel
---------------
99-b(11) Consent of Independent Auditors
---------------
99-b(13) Agreement Concerning Initial Capital *
99-b(16) Schedule for Computation of Performance Data ---------------
99-b(17) See Item 27 *
99-b(19) Powers of Attorney *
27 Financial Data Schedules *
</TABLE>
*Incorporated by reference
151 Farmington Avenue
Hartford, CT 06156
February 25, 1997 Susan E. Bryant
Counsel
Law Division
Investments & Financial Services, RC4A
(860) 273-7834
Fax: (860) 273-0356
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Filing Desk
Re: Aetna GET Fund
Post-Effective Amendment No. 10 on Form N-1A
Registration No. 811-5062 under the 1940 Act
and No. 33-12723 under the 1933 Act
Gentlemen:
The undersigned serves as counsel to Aetna Life Insurance and Annuity
Company (ALIAC), the investment adviser to Aetna GET Fund, a Massachusetts
business trust (the "Fund"). It is my understanding that the Fund has
registered an indefinite number of shares of beneficial interest under the
Securities Act of 1933 ("Securities Act") pursuant to Rule 24f-2 under the
Investment Company Act of 1940 (the "Investment Company Act").
Insofar as they relate or pertain to the Fund, I have reviewed the
prospectus and the Registration Statement on Form N-1A, as amended to the
date hereof, filed with the Securities and Exchange Commission under the
Securities Act and the Investment Company Act, pursuant to which the Shares
will be sold (the "Registration Statement"). I have also examined originals
or copies, certified or otherwise identified to my satisfaction, of such
documents, trust records and other instruments I have deemed necessary or
appropriate for the purpose of this opinion. For purposes of such
examination, I have assumed the genuineness of all signatures on original
documents and the conformity to the original of all copies.
I am admitted to practice law in Connecticut, New York and Oklahoma, and do
not purport to be an expert on the laws of any other state.
Based upon the foregoing, and assuming the securities are issued and sold
in accordance with the provisions of the prospectus, I am of the opinion
that the shares when sold will be legally issued, fully paid and
nonassessable.
<PAGE>
I consent to the filing of this opinion as an exhibit to the Registration
Statement.
Sincerely,
/s/Susan E. Bryant
- ------------------
Susan E. Bryant
Consent of Independent Auditors
The Board of Trustees and Shareholders
Aetna GET Fund, Series C:
We consent to the use of our report incorporated herein by reference.
/s/ KPMG Peat Marwick LLP
----------------------------------------
KPMG Peat Marwick LLP
Hartford, Connecticut
February 25, 1997
SCHEDULE FOR COMPUTATION OF PERFORMANCE DATA
SCHEDULE FOR CALCULATION OF PERFORMANCE DATA
GET A SERIES
1. TOTAL RETURN CALCULATION
ONE YEAR PERIOD ENDED NOVEMBER 30, 1992
n
Formula P (1 + T) = ERV
Initial Investment 16,659.37 = P
Ending Redeemable Value 18,505.54 = ERV
One Year Period Ended 11/30/92 1.00 = n
TOTAL RETURN FOR THE PERIOD 11.08% = T
2. TOTAL RETURN CALCULATION
FIVE YEAR PERIOD ENDED NOVEMBER 30, 1992
n
Formula P (1 + T) = ERV
Initial Investment 10,106.83 = P
Ending Redeemable Value 18,505.54 = ERV
Five Year Period Ended 11/30/92 5.00 = n
TOTAL RETURN FOR THE PERIOD 12.86% = T
3. TOTAL RETURN CALCULATION
INCEPTION THROUGH NOVEMBER 30, 1992
n
Formula P (1 + T) = ERV
Initial Investment 10,000.00 = P
Ending Redeemable Value 18,505.54 = ERV
Inception* through 11/30/92 5.42 = n
TOTAL RETURN FOR THE PERIOD 12.03% = T
*Inception includes
the Offering Period
<PAGE>
GET B SERIES
1. TOTAL RETURN CALCULATION
ONE YEAR PERIOD ENDED JUNE 30, 1995
n
Formula P (1 + T) = ERV
6/30/95 AUV 11.547166
Initial Investment 10,000.00 = P
Ending Redeemable Value 11,487.08 = ERV
One Year Period Ended 6/30/95 1.00 = n
TOTAL RETURN FOR THE PERIOD 14.87% = T
2. TOTAL RETURN CALCULATION
ONE YEAR PERIOD ENDED JUNE 30, 1995
n
Formula P (1 + T) = ERV
6/30/95 NAV 11.358883
Initial Investment 10,000.00 = P
Ending Redeemable Value 11,663.27 = ERV
One Year Period Ended 6/30/95 1.00 = n
TOTAL RETURN FOR THE PERIOD 16.63% = T
3. TOTAL RETURN CALCUALTION
INCEPTION THROUGH DECEMBER 31, 1996
n
Formula P (1 + T) = ERV
12/31/96 AUV 15.634011
Initial Investment 10,000.00 = P
Ending Redeemable Value 15,552.66 = ERV
Inception through 12/31/96 2.51 = n
TOTAL RETURN FOR THE PERIOD 19.24% = T
<PAGE>
4. TOTAL RETURN CALCUALTION
INCEPTION THROUGH DECEMBER 31, 1996
n
Formula P (1 + T) = ERV
12/31/96 NAV 14.219797
Initial Investment 10,000.00 = P
Ending Redeemable Value 16,151.26 = ERV
Inception through 12/31/96 2.51 = n
TOTAL RETURN FOR THE PERIOD 21.05% = T
