As Filed With The Securities and Exchange Commission On February 10, 2000
File Nos. 333-93709
811-5301
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. 1 [X]
Post-Effective Amendment No. [ ]
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 33 [ X]
(Check appropriate box or boxes.)
VARIABLE ACCOUNT I
(Exact Name of Registrant)
AIG Life Insurance Company
(Name of Depositor)
600 King Street, Wilmington, DE 19801
(Address of Depositor's Principal Executive Offices) (Zip Code)
(302) 594-2978
(Depositor's Telephone Number, including Area Code)
Kenneth D. Walma, Esq.
AIG Life Insurance Company
One Alico Plaza
Wilmington, Delaware 19899
(Name and Address of Agent for Service)
<PAGE>
Copies to:
Michael Berenson, Esq. and Ernest T. Patrikis, Esq.
Jorden Burt Boros Cicchetti American International Group, Inc.
Berenson & Johnson LLP 70 Pine Street
1025 Thomas Jefferson Street, N.W. New York, NY 10270
Washington, DC 200007-0805
Approximate Date of Proposed Public Offering: As soon as practicable after the
effective date of this filing.
It is proposed that this filing will become effective (check appropriate box)
____immediately upon filing pursuant to paragraph (b) of Rule 485
____ on _________ pursuant to paragraph (b) of Rule 485
____ 60 days after filing pursuant to paragraph (a)(i) of Rule 485
____ on ______ pursuant to paragraph (a)(i) of Rule 485
___ on _____ pursuant to paragraph (a)(ii) of Rule 485
If appropriate, check the following box:
___ This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
Title of Securities Being Registered: Flexible premium deferred annuity
contracts.
The registrant hereby amends this registration statement on such date or dates
as may be necessary to delay its effective date until the registrant shall file
a further amendment which specifically states that this registration statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933 or until the registration statement shall become
effective on such date as the Securities and Exchange Commission acting pursuant
to said Section 8(a) may determine.
<PAGE>
PART A
<PAGE>
OVATION PLUS VARIABLE ANNUITY PROFILE
This profile is a summary of some of the more important points that you should
know and consider before purchasing a variable annuity. The variable annuity is
more fully described in the accompanying prospectus. The sections in this
summary correspond to sections in the prospectus which discuss the topics in
more detail. All capitalized terms are used as defined in the prospectus. Please
read the prospectus carefully.
_____________, 2000
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1. OVATION PLUS VARIABLE ANNUITY
================================================================
A variable annuity contract is between you and AIG Life Insurance Company. It is
designed to help you invest on a tax-deferred basis and meet long-term financial
goals, such as providing you with retirement income. Tax deferral means all your
money, including the amount you would otherwise pay in current income taxes,
remains in your contract to generate more earnings.
This prospectus offers a choice of investment options. You may divide your money
among any or all of the 16 variable investment options provided by Alliance
Capital Management, L.P. and the fixed investment option. Your investment is not
guaranteed. The value of your contract can fluctuate up or down based on the
performance of the underlying investments you select, and you may experience a
loss.
The variable investment portfolios offer professionally managed investment
choices with goals ranging from capital preservation to aggressive growth. Your
choices for the various investment options are found on the next page.
Like most deferred annuities, the contract has an accumulation phase and an
income phase. During the accumulation phase, you invest money in your contract.
Your earnings are based on the investment performance of the variable investment
portfolios to which your money is allocated and/or the interest rate earned on
the fixed investment option. You may withdraw money from your contract during
the accumulation phase. However, as with other tax-deferred investments, you
will pay taxes on earnings and untaxed contributions when you withdraw them. A
tax penalty may apply if you make withdrawals before age 59 1/2. The income
phase begins with the Annuity Date that you select. During the income phase, you
will receive payments from your annuity. Your payments may be fixed in dollar
amount, vary with investment performance or a combination of both, depending on
where you allocate your money. Among other factors, the amount of money you are
able to accumulate in your contract during the accumulation phase will determine
the amount of your payments during the income phase.
<PAGE>
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2. ANNUITY OPTIONS
================================================================
You can select one of the annuity options listed below:
(1) payments for the Annuitant's lifetime;
(2) payments for the Annuitant's lifetime, but for not less than 10
years; and
(3) payments for the lifetime of the survivor of two Annuitants.
We may offer other annuity options, subject to our discretion.
You will need to decide if you want your payments to fluctuate with investment
performance, remain constant or to reflect a combination of the two. You will
also select the date on which your payments will begin. Once you begin receiving
payments, you cannot change your annuity option. If your contract is part of a
non-qualified retirement plan (one that is established with after tax dollars),
payments during the income phase are considered partly a return of your original
investment. The "original investment" part of each payment is not taxable as
income. For contracts which are part of a qualified retirement plan using before
tax dollars, the entire payment is taxable as income.
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3. PURCHASING A VARIABLE ANNUITY CONTRACT
================================================================
You can buy a contract through your financial representative, who can also help
you complete the proper forms. The minimum initial investment of $2,000 and
subsequent amounts of $1,000 or more may be added to your contract at any time
during the accumulation phase.
We will add a credit to your Contract Value equal to a maximum of 4% of your
initial premium payment. We call this a Premium Enhancement and fund it from our
general account. At our discretion we may offer a Premium Enhancement on
additional premium payments. A Premium Enhancement is not a premium payment or
considered part of your premium payment under the contract.
================================================================
4. INVESTMENT OPTIONS
================================================================
You may allocate money to the following variable investment portfolios of
Alliance Variable Products Series Fund, Inc.
Alliance Variable Products Series Fund, Inc.
(managed by Alliance Capital Management L.P.)
Global Bond Portfolio
Global Dollar Government Portfolio
Growth Portfolio
Growth and Income Portfolio
High Yield Portfolio
International Portfolio
Money Market Portfolio
North American Government Income Portfolio
Premier Growth Portfolio
Quasar Portfolio
Real Estate Investment Portfolio
Technology Portfolio
Total Return Portfolio
U.S. Government/High Grade Securities Portfolio
Utility Income Portfolio
Worldwide Privatization Portfolio
The fixed investment option is our guaranteed account. The interest rate may
differ from time to time but we will never credit less than a 3% annual
effective rate. Once established, the rate will not change during the selected
period. You may also elect to participate in the dollar cost averaging program.
================================================================
5. EXPENSES
================================================================
Each year we deduct a $30 contract maintenance fee from your Contract Value.
This fee is waived if the value of your contract is at least $50,000. We also
deduct insurance charges which equal 1.60% annually of the average daily value
of your contract allocated to the variable portfolios. The insurance charges
include a mortality and expense risk charge of 1.25%, an administrative charge
of 0.15%, and a distribution charge of 0.20%.
As with other professionally managed investments, there are also investment
charges imposed on contracts with money allocated to the variable portfolios.
These charges, include management fees and other operating expenses and are
estimated to range from 0.73% to 1.06%.
If you take money out in excess of the free withdrawal amount permitted by your
contract, you may be assessed a surrender charge as a percentage of the premium
you withdraw. The percentage declines over a seven year period as follows:
Premium Year 1 2 3 4 5 6 7 Thereafter
Surrender Charge 6% 6% 5% 5% 4% 3% 2% None
Each year you are allowed to make 12 transfers without charge. After your first
12 free transfers, a $10 transfer fee will apply to each subsequent transfer.
You may also be assessed a premium tax of up to 3.5% depending upon the state
where you reside.
The following chart is designed to help you understand the charges under your
contract. The column "Total Annual Insurance Charges" shows the total of the
1.60% insurance charges and the $30 contract maintenance fee. We converted the
contract maintenance fee to a percentage using an assumed contract size of
$40,000. The actual impact of this charge on your contract may differ from this
percentage. The column "Total Annual Portfolio Charges" shows portfolio charges
for each variable portfolio. The third column is the total of all annual
charges.
The fourth and fifth columns show two examples of the charges you would pay
under the contract. The examples assume that you invested $1,000 in a contract
that earns 5% annually and that you withdraw your money (1) at the end of year 1
and (2) at the end of year 10. The premium tax is assumed to be 0% in both
examples.
<TABLE>
Total Total
Annual Annual Total Total Expenses Total Expenses
Insurance Portfolio Annual at the end of at the end of
Charges Charges* Charges 1 Year 10 Years
Alliance Variable Products Series Fund
<S> <C> <C> <C> <C> <C>
Global Bond Portfolio 1.60% 0.93% 2.53% $80 $282
Global Dollar Government Portfolio 1.60% 0.95% 2.55% 80 289
Growth Portfolio 1.60% 0.87% 2.47% 79 281
Growth and Income Portfolio 1.60% 0.73% 2.33% 78 267
High Yield Portfolio 1.60% 0.95% 2.55% 80 289
International Portfolio 1.60% 0.95% 2.55% 80 289
Money Market Portfolio 1.60% 0.68% 2.28% 77 262
North American Government Income Portfolio 1.60% 0.86% 2.46% 79 280
Premier Growth Portfolio 1.60% 1.06% 2.66% 81 299
Quasar Portfolio 1.60% 0.95% 2.55% 80 289
Real Estate Investment Portfolio 1.60% 0.95% 2.55% 80 289
Technology Portfolio 1.60% 0.95% 2.55% 80 289
Total Return Portfolio 1.60% 0.88% 2.48% 79 282
U.S. Government/High Grade Securities Portfolio 1.60% 0.78% 2.38% 78 272
Utility Income Portfolio 1.60% 0.95% 2.55% 80 289
Worldwide Privatization Portfolio 1.60% 0.95% 2.55% 80 289
</TABLE>
* Total Annual Portfolio Charges for the following portfolios before
reimbursement by the investment advisers for the period ended December 31, 1998
were as follows:
Alliance Variable Products Series Fund
Global Bond Portfolio 1.75%
Global Dollar Government Portfolio 1.75%
High Yield Portfolio 1.80%
International Portfolio 1.37%
North American Government Income Portfolio 1.17%
Premier Growth Portfolio 1.09%
Quasar Portfolio 1.30%
Real Estate Investment Portfolio 1.77%
Technology Portfolio 1.20%
U.S. Government/High Grade Securities Portfolio 0.91%
Utility Income Portfolio 1.35%
Worldwide Privatization Portfolio 1.70%
For more detailed information, see "Fee Tables" in the prospectus.
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6. TAXES
================================================================
Unlike taxable investments where earnings are taxed in the year they are earned,
taxes on amounts earned in a non-qualified contract (one that is established
with after tax dollars) are deferred until they are withdrawn. In a qualified
contract (one that is established with before tax dollars like an IRA), all
amounts are taxable when they are withdrawn.
When you begin taking distributions or withdrawals from your contract, earnings
are considered to be taken out first and will be taxed at your ordinary income
rate. You may be subject to a 10% tax penalty for distributions or withdrawals
before age 59 1/2.
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7. ACCESS TO YOUR MONEY
================================================================
You may withdraw free of a surrender charge an amount that is equal to the free
withdrawal amount in your contract as of the date you make the withdrawal. Your
free withdrawal amount is equal to the greater of (1) the Contract Value less
premium paid or (2) 10% of premium paid less the amount of any prior surrender.
Withdrawals in excess of the free withdrawal amount will be assessed a surrender
charge. Withdrawals may be made from your contract in the amount of $500 or
more. If you make a withdrawal during the twenty-four month period following
receipt of a Premium Enhancement, except as part of our systematic withdrawal
program, we will reduce the Premium Enhancement in the same proportion and
deduct it from your Contract Value.
Under the systematic withdrawal program, you may withdraw a maximum of 10% of
your Contract Value each Contract Year. Surrender charges are not imposed on
withdrawals under this program. The minimum withdrawal amount is $200. You must
have at least $24,000 in Contract Value to participate in the systematic
withdrawal program.
After your money has been in the contract for seven full years, there is no
surrender charge on that portion of the money that you have invested for at
least seven full years. Of course, you may have to pay income tax on any amount
withdrawn and a 10% tax penalty may apply if you are under age 59 1/2.
Additionally, a surrender charge is not assessed when a death benefit is paid.
<PAGE>
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8. PERFORMANCE
================================================================
The value of your annuity will fluctuate depending upon the investment
performance of the portfolios you choose.
The following chart shows total returns for each portfolio for the time periods
shown. These numbers reflect the insurance charges, the contract maintenance
fee, and the investment charges. Surrender charges are not reflected in the
chart. If a surrender charge was reflected, the performance would be lower. Past
performance is no guarantee of future results.
SUMMARY OF PERFORMANCE
<TABLE>
1998 1997 1996 1995 1994 1993 1992 1991
--------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Global Bond Port. 12.33% -0.93% 4.53% 22.82% -6.75% 10.21% N/A N/A
Global Dollar Government Port. -23.00% 11.46% 22.96% 21.09% N/A N/A N/A N/A
Growth Port. 26.74% 28.01% 26.50% 33.17% N/A N/A N/A N/A
Growth & Income Port. 19.01% 26.81% 22.16% 33.70% -1.97% 9.97% N/A N/A
High Yield Port. -5.23% N/A N/A N/A N/A N/A N/A N/A
International Port. 11.25% 1.69% 5.55% 8.14% 5.21% N/A N/A N/A
Money Market Port. 3.32% 3.45% 3.03% 3.35% 1.85% N/A N/A N/A
N.A. Government Income Port. 2.42% 7.90% 17.09% 20.59% N/A N/A N/A N/A
Premier Growth Port. 45.72% 31.80% 20.79% 43.11% -4.82% N/A N/A N/A
Quasar Port. -6.02% 16.75% N/A N/A N/A N/A N/A N/A
Real Estate Invest. Port. -20.33% N/A N/A N/A N/A N/A N/A N/A
Technology Port. 61.31% 4.79% N/A N/A N/A N/A N/A N/A
Total Return Port. 15.16% 19.23% 13.36% 21.76% N/A N/A N/A N/A
U.S. Govt./High Grade Port. 6.51% 6.97% 0.91% 17.40% -5.56% N/A N/A N/A
Utility Income Port. 21.98% 23.77% 6.17% 19.58% N/A N/A N/A N/A
Worldwide Privatization Port. 9.09% 9.01% 16.66% 9.14% N/A N/A N/A N/A
</TABLE>
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9. DEATH BENEFIT
================================================================
If you should die during the accumulation phase, your beneficiary will receive a
death benefit. Unless you choose one or more of the optional death benefits, the
traditional death benefit will be paid. You may select from the death benefit
options described below at the time you purchase your contract. Once we issue
your contract, you cannot add death benefit options. You should discuss with
your financial representative which option is best for you. Additional
information is available in the prospectus.
Traditional Death Benefit
The traditional death benefit is equal to the greatest of:
(1) the Contract Value, less any Premium Enhancement paid during the
twenty-four months prior to the date of death;
(2) the total of all premium paid, reduced proportionally by any surrenders in
the same proportion that the Contract Value was reduced on the date of a
surrender; or
(3) the greatest Contract Value at any seventh Contract Anniversary, less any
Premium Enhancement paid during the twenty-four months prior to the date of
death, reduced proportionally by any surrenders subsequent to that Contract
Anniversary in the same proportion that the Contract Value was reduced on
the date of a surrender, plus any premium paid subsequent to that Contract
Anniversary.
The traditional death benefit will be paid if no other death benefit is
selected.
Optional Death Benefits
There is a charge for each optional death benefit. Prior to determining the
amount of any of the following optional death benefits, the Contract Value will
be reduced by the accrued charge for the optional death benefit if, as of the
date of death, the accrued charge had not yet been deducted.
Annual Ratchet Plan. We will pay a death benefit equal to the greatest of:
(1) the Contract Value, less any Premium Enhancement paid during the
twenty-four months prior to the date of death;
(2) the total of all premium paid reduced proportionally by any surrenders in
the same proportion that the Contract Value was reduced on the date of a
surrender; or
(3) the greatest Contract Value at any Contract Anniversary, less any Premium
Enhancement paid during the twenty-four months prior to the date of death,
reduced proportionally by any surrenders subsequent to that Contract
Anniversary in the same proportion that the Contract Value was reduced on
the date of a surrender, plus any premium paid subsequent to that Contract
Anniversary.
Equity Assurance Plan. We will pay a death benefit equal to the greatest of:
(1) the Contract Value, less any Premium Enhancement paid during the
twenty-four months prior to the date of death;
(2) the greatest Contract Value at any seventh Contract Anniversary, less any
Premium Enhancement paid during the twenty-four months prior to the date of
death, plus any premium paid subsequent to the Contract Anniversary reduced
proportionally by any surrenders subsequent to that Contract Anniversary in
the same proportion that the Contract Value was reduced on the date of a
surrender; or
(3) an amount equal to (a) plus (b) where:
(a) is equal to the total of all premium paid on or before the first Contract
Anniversary following your 85th Birthday, adjusted for surrenders and then
accumulated at the compound interest rates shown below for the number of
completed years, not to exceed 10, from the date of receipt of each premium
to the earlier of the date of death or the first Contract Anniversary
following your 85th birthday:
o 0% per annum if death occurs during the 1st through 24th month from the
date of premium payment;
o 2% per annum if death occurs during the 25th through 48th month from the
date of premium payment;
o 4% per annum if death occurs during the 49th through 72nd month from the
date of premium payment;
o 6% per annum if death occurs during the 73rd through 96th month from the
date of premium payment;
o 8% per annum if death occurs during the 97th through 120th month from the
date of premium payment;
o 10% per annum (for a maximum of 10 years) if death occurs more than 120
months from the date of premium payment; and
(b) is equal to all premium paid after the first Contract Anniversary following
your 85th birthday, adjusted for surrenders.
Accidental Death Benefit
If you select the accidental death benefit it will be paid in addition to the
traditional or optional death benefit in effect at the time of your death. The
accidental death benefit is not available if the contract is used as an IRA. If
selected, the accidental death benefit payable under this option will be equal
to the lesser of:
(1) the Contract Value, less any Premium Enhancement paid during the
twenty-four months prior to the date of death, as of the date the death
benefit is determined; or
(2). $250,000.
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10. OTHER INFORMATION
================================================================
Right to Examine and Cancel: You may cancel your contract within ten days (or
longer if your state requires a longer period) by mailing it to our
Administrative Office. Your contract will be treated as void on the date we
receive it and we will pay you an amount equal to the value of your contract
less any Premium Enhancement (unless otherwise required by state law). Its value
may be more or less than the money you initially invested.
Dollar Cost Averaging: If selected, this program allows you to invest in the
portfolios gradually over time at a fixed dollar amount or a certain percentage
each month. This type of investing will cover various market cycles. Your
Contract Value must be at least $12,000 to elect this option.
Asset Rebalancing: If selected, this program seeks to keep your investment in
line with your goals. We will maintain your specified allocation mix among the
subaccounts that you selected. The Contract Value allocated to each subaccount
will grow or decline in value at different rates during the quarter. Asset
rebalancing automatically reallocates according to the allocation percentages
you selected.
Systematic Withdrawal Program: If selected, this program allows you to receive
either monthly or quarterly withdrawals during the accumulation phase. Of
course, withdrawals may be taxable and a 10% tax penalty may apply if you are
under age 59 1/2. Your Contract Value must be at least $24,000 to elect this
option. We will not reduce any Premium Enhancement as a result of a withdrawal
under this program.
Confirmations and Quarterly Statements: You will receive a confirmation of each
financial transaction within your contract. On a quarterly basis, you will
receive a complete statement of your transactions over the past quarter and a
summary of your Contract Value.
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11. INQUIRIES
================================================================
If you have questions about your contract or need to make changes, call your
financial representative or contact us at:
AIG Life Insurance Company
c/o Delaware Valley Financial Services
300 Berwyn Park
P.O. Box 3031
Berwyn, PA 19312-0031
Telephone Number 1-800-255-8402
<PAGE>
PROSPECTUS
OVATION PLUS VARIABLE ANNUITY CONTRACT
issued by
AIG LIFE INSURANCE COMPANY
through its
VARIABLE ACCOUNT I
This prospectus describes a variable annuity contract being offered to
individuals and groups. It is a flexible premium, deferred annuity contract with
a fixed investment option. Please read this prospectus carefully before
investing and keep it for future reference.
The contract has seventeen investment options to which you can allocate your
money - sixteen variable investment options listed below and one fixed
investment option. The fixed investment option is our guaranteed account which
earns a minimum of 3% interest. The variable investment options are portfolios
of the Alliance Variable Products Series Fund, Inc.
Alliance Variable Products Series Fund, Inc.
(managed by Alliance Capital Management L.P.)
Global Bond Portfolio
Global Dollar Government Portfolio
Growth Portfolio
Growth & Income Portfolio
High-Yield Portfolio
International Portfolio
Money Market Portfolio
North American Government Income Portfolio
Premier Growth Portfolio
Quasar Portfolio
Real Estate Investment Portfolio
Technology Portfolio
Total Return Portfolio
U.S. Government/High Grade Securities Portfolio
Utility Income Portfolio
Worldwide Privatization Portfolio
We will add a credit to your Contract Value equal to a maximum of 4% of your
initial premium payment. We call this a Premium Enhancement and fund it from our
general account. Charges for a contract with a Premium Enhancement may be higher
than those for a contract without a Premium Enhancement. The amount of the
Premium Enhancement may be more than offset by the charges associated with the
Premium Enhancement.
To learn more about the contract, you can obtain a copy of the Statement of
Additional Information ("SAI") dated __________, 2000. The SAI has been filed
with the Securities and Exchange Commission ("SEC") and is incorporated by
reference into this prospectus. The table of contents of the SAI appears on the
last page of this prospectus. For a free copy of the SAI, call us at (800)
255-8402 or write to us at AIG Life Insurance Company, Attention: Variable
Products, One Alico Plaza, 600 King Street, Wilmington, Delaware 19801.
In addition, the SEC maintains a website at http://www.sec.gov that contains the
prospectus, SAI, materials incorporated by reference and other information which
we have filed electronically with the SEC.
Variable annuities involve risks, including possible loss of principal. They are
not a deposit of any bank or insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency.
The SEC has not approved or disapproved of the contract or passed upon the
accuracy or adequacy of this prospectus. Any representation to the contrary is a
criminal offense.
_________________, 2000
<PAGE>
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TABLE OF CONTENTS
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DEFINITIONS
FEE TABLES
CONDENSED FINANCIAL INFORMATION
THE CONTRACT
INVESTMENT OPTIONS
CHARGES AND DEDUCTIONS
ACCESS TO YOUR MONEY
ANNUITY PAYMENTS
DEATH BENEFIT
PERFORMANCE
TAXES
OTHER INFORMATION
FINANCIAL STATEMENTS
APPENDIX -- CONDENSED FINANCIAL INFORMATION
TABLE OF CONTENTS OF STATEMENT OF ADDITIONAL INFORMATION
<PAGE>
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DEFINITIONS
=====================================================================
We have capitalized certain terms used in this prospectus. To help you
understand these terms, we have defined them in this glossary.
Accumulation Unit - An accounting unit of measure used to calculate your
Contract Value prior to the Annuity Date.
Administrative Office - The Annuity Service Office, c/o Delaware Valley
Financial Services, Inc., 300 Berwyn Park, P.O. Box 3031, Berwyn, Pennsylvania
19312-0031.
Annuitant - The person you designate whose life determines the duration of
annuity payments involving life contingencies.
Annuity Date - The date on which annuity payments begin.
Annuity Unit - An accounting unit of measure used to calculate annuity payments
after the Annuity Date.
Contract Anniversary - An anniversary of the date we issued your contract.
Contract Value - The dollar value as of any Valuation Date of all amounts
accumulated under your contract.
Contract Year - Each period of twelve months commencing with the date we issued
your contract.
Owner - The person named as the owner in the contract or as later changed and
who has all rights under the contract.
Premium Enhancement - The credit added to your Contract Value equal to a maximum
of 4% of your initial premium payment. At our discretion we may offer a Premium
Enhancement on additional premium payments. The Premium Enhancement is not a
premium payment or considered part of your premium payment under the contract.
Premium Year - Any period of twelve months commencing with the date we receive a
premium payment and ending on the same date in each succeeding twelve month
period thereafter.
Valuation Date - Each day that the New York Stock Exchange is open for trading.
Valuation Period - The period between the close of business on any Valuation
Date and the close of business for the next succeeding Valuation Date.
<PAGE>
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FEE TABLES
=====================================================================
Owner Transaction Expenses
Sales Load......................................................... None
Surrender Charge (as a percentage of premiums surrendered)
Premium Year 1................................................ 6%
Premium Year 2................................................ 6%
Premium Year 3................................................ 5%
Premium Year 4................................................ 5%
Premium Year 5................................................ 4%
Premium Year 6................................................ 3%
Premium Year 7................................................ 2%
Thereafter.................................................... None
Transfer Fee
First 12 Per Contract Year.................................... None
Thereafter.................................................... $10
Contract Maintenance Fee (waived if Contract Value is $50,000 or greater) $30/yr
Variable Account Annual Expenses (as a percentage of average account value)
Mortality and Expense Risk Charge............................ 1.25%
Administrative Charge........................................ 0.15%
Distribution Charge.......................................... 0.20%
=====
Total Variable Account Annual Expenses....................... 1.60%
<PAGE>
Annual Portfolio Expenses
After Waivers/Reimbursement
(as a percentage of average net assets)
<TABLE>
Management Other Total Annual
Fees Expenses(1) Portfolio Expenses(2)
Alliance Variable Products Series Fund
<S> <C> <C> <C>
Global Bond Portfolio 0.64% 0.29% 0.93%
Global Dollar Government Portfolio 0.39% 0.56% 0.95%
Growth Portfolio 0.75% 0.12% 0.87%
Growth & Income Portfolio 0.63% 0.10% 0.73%
High-Yield Portfolio 0.44% 0.51% 0.95%
International Portfolio 0.58% 0.37% 0.95%
Money Market Portfolio 0.50% 0.18% 0.68%
North American Government Income Portfolio 0.53% 0.33% 0.86%
Premier Growth Portfolio 0.97% 0.09% 1.06%
Quasar Portfolio 0.73% 0.22% 0.95%
Real Estate Investment Portfolio 0.08% 0.87% 0.95%
Technology Portfolio 0.81% 0.14% 0.95%
Total Return Portfolio 0.62% 0.26% 0.88%
U.S. Government/High Grade Securities Portfolio 0.60% 0.18% 0.78%
Utility Income Portfolio 0.58% 0.37% 0.95%
Worldwide Privatization Portfolio 0.25% 0.70% 0.95%
</TABLE>
(1) Other expenses are based on the expenses outlined in the prospectuses for
the Alliance Variable Products Series Funds, Inc.
(2) Total annual expenses for the following portfolios before waivers and
reimbursement by Alliance Capital Management L.P. for the period ended
December 31, 1998, were as follows:
Global Bond Portfolio 1.17%
Global Dollar Government Portfolio 1.75%
High-Yield Portfolio 1.80%
International Portfolio 1.37%
North American Government Income Portfolio 1.17%
Premier Growth Portfolio 1.09%
Quasar Portfolio 1.30%
Real Estate Investment Portfolio 1.77%
Technology Portfolio 1.20%
Total Return Portfolio 0.95%
U.S. Government High Grade Securities Portfolio 0.91%
Utility Income Portfolio 1.35%
Worldwide Privatization Portfolio 1.70%
<PAGE>
Example
You would pay the following expenses on a $1,000 investment, assuming 5% growth:
<TABLE>
If you surrender after:
1 Year 3 Years 5 Years 10 Years
--------- ----------- -------- ----------
Alliance Variable Products Series Fund
<S> <C> <C> <C> <C>
Global Bond Portfolio $80 $124 $171 $282
Global Dollar Government Portfolio 80 124 172 289
Growth Portfolio 79 122 168 281
Growth & Income Portfolio 78 118 161 267
High-Yield Portfolio 80 124 172 289
International Portfolio 80 124 172 289
Money Market Portfolio 77 116 158 262
North American Government Income Portfolio 79 122 167 280
Premier Growth Portfolio 81 128 177 299
Quasar Portfolio 80 124 172 289
Real Estate Investment Portfolio 80 124 172 289
Technology Portfolio 80 124 172 289
Total Return Portfolio 79 122 168 282
U.S. Government/High Grade Securities Portfolio 78 119 163 272
Utility Income Portfolio 80 124 172 289
Worldwide Privatization Portfolio 80 124 172 289
</TABLE>
<PAGE>
<TABLE>
If you annuitize or do not surrender after:
1 Year 3 Years 5 Years 10 Years
------------ ------------- -------- ---------
Alliance Variable Products Series Fund
<S> <C> <C> <C> <C>
Global Bond Portfolio $26 $79 $135 $287
Global Dollar Government Portfolio 26 79 136 289
Growth Portfolio 25 77 132 281
Growth & Income Portfolio 24 73 125 267
High-Yield Portfolio 26 79 136 289
International Portfolio 26 79 136 289
Money Market Portfolio 23 71 122 262
North American Government Income Portfolio 25 77 131 280
Premier Growth Portfolio 27 83 141 299
Quasar Portfolio 26 79 136 289
Real Estate Investment Portfolio 26 79 136 289
Technology Portfolio 26 79 136 289
Total Return Portfolio 25 77 132 282
U.S. Government/High Grade Securities Portfolio 24 74 127 272
Utility Income Portfolio 26 79 136 289
Worldwide Privatization Portfolio 26 79 136 289
</TABLE>
The purpose of the tables set forth in the example above is to assist you in
understanding the various costs and expenses that you will bear directly or
indirectly. The tables reflect expenses of the variable account and the
portfolios but do not reflect any deduction for premium taxes, if any. The
example should not be considered a representation of past or future expenses.
Actual expenses may be greater or less than those shown.
===============================================================
CONDENSED FINANCIAL INFORMATION
================================================================
Historical accumulation unit values are not included because no contracts have
been issued using the subaccounts described in this prospectus.
===================================================================
THE CONTRACT
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General Description
An annuity is a contract between you, as the owner, and a life insurance
company. The contract provides tax deferral for your earnings, which means your
earnings accumulate on a tax-deferred basis until you take money out of your
contract. It also provides a death benefit and a guaranteed income in the form
of annuity payments beginning on a date you select. Until you decide to begin
receiving annuity payments, your annuity is in the accumulation phase. The
income phase begins once you begin receiving annuity payments. If you die during
the accumulation phase, we guarantee a death benefit to your beneficiary.
The contract is called a variable annuity because you can allocate your money
among variable investment options. Each subaccount of our variable account
invests in shares of a corresponding portfolio of a mutual fund. Depending on
market conditions, the various portfolios may make or lose money. If you
allocate money to the portfolios, your Contract Value during the accumulation
phase will depend on their investment performance. In addition, the amount of
the variable annuity payments you may receive will depend on the investment
performance of the portfolios you select for the income phase.
The contract also has a fixed investment option. The guaranteed option account
is a fixed interest option that is part of our general account. Premium you
allocate to the guaranteed option will earn interest at a fixed rate that we
set. We guarantee the interest rate will never be less than 3%. Your Contract
Value in the guaranteed option account during the accumulation phase will depend
on the total interest we credit. During the income phase, each annuity payment
you receive from the fixed portion of your contract will be for the same amount.
Purchasing a Contract
Premium is the money you give us as payment to buy the contract, as well as any
additional money you give us to invest in the contract after you own it. The
minimum initial investment for both qualified and non-qualified contracts is
$2,000. You may add premium payments of $1,000 or more to your contract at any
time during the accumulation phase. You can pay scheduled subsequent premium of
$100 or more per month by enrolling in an automatic investment plan.
We may refuse any premium. In general, we will not issue a contract to anyone
who is over age 80.
Allocation of Premium
When you purchase a contract, you will tell us how to allocate your initial
premium among the investment options. We will allocate additional premium in the
same way unless you tell us otherwise.
At the time of application, we must receive your initial premium at our
Administrative Office before the contract will be effective. We will issue your
contract and allocate your initial premium within two business days. If you do
not give us all the necessary information we need to issue the contract, we will
contact you to obtain it. If we are unable to complete this process within five
business days, we will send your money back unless you allow us to keep it until
we get all the necessary information.
Premium Enhancement
We will add a Premium Enhancement, funded by our general account, to your
contract equal to a maximum of 4% of your initial premium payment. We will
allocate the Premium Enhancement pro rata among the investment options in the
same proportion as your premium payment. We may offer a Premium Enhancement on
additional premium payments at our discretion.
Premium Enhancements are not part of the amount refunded to you if you cancel
your contract during the right to examine period. Premium Enhancements are not
included in amounts payable as a death benefit or upon surrender during the
first twenty-four months after receipt. If you make a partial surrender during
the twenty-four month period following receipt of a Premium Enhancement, except
as part of our systematic withdrawal program, we will reduce the Premium
Enhancement in the same proportion and deduct it from your Contract Value.
Right to Examine Contract
If you change your mind about owning this contract, you can cancel it within ten
days after receiving it (or longer if required by state law) by mailing it back
to our Administrative Office, Delaware Valley Financial Services, Inc., 300
Berwyn Park, P.O. Box 3031, Berwyn, PA 19312-0031. You will receive your
Contract Value, less any Premium Enhancement, on the day we receive your
request, which may be more or less than the money you initially invested.
In certain states or if you purchase your contract as an individual retirement
annuity, we may be required to return your premium. If you cancel your contract
during the right to examine period, we will return to you an amount equal to
your premium payments, less any withdrawals and any Premium Enhancement.
Accumulation Units
The value of an Accumulation Unit may go up or down from day to day. When you
pay a premium, we credit your contract with Accumulation Units. The number of
Accumulation Units credited is determined by dividing the amount of premium
allocated to a subaccount by the value of the Accumulation Unit for that
subaccount. We calculate the value of an Accumulation Unit as of the close of
business of the New York Stock Exchange ("NYSE") on each day that the NYSE is
open for trading. Except in the case of initial premium, we credit Accumulation
Units to your contract at the value next calculated after we receive your
premium at our Administrative Office.
The Accumulation Unit value for each portfolio will vary from one valuation
period to the next based on the investment experience of the assets in the
portfolio and the deduction of certain charges and expenses. The SAI contains a
detailed explanation of how Accumulation Units are valued.
Your value in any portfolio is determined by multiplying its unit value by the
number of units you own. Your value within the variable investment options is
the sum of your values in all the portfolios. The total value of your contract,
referred to as the Contract Value, equals your value in the variable investment
options plus your value in the guaranteed account.
Transfers During the Accumulation Phase
You can transfer money among the investment options by written request or by
telephone. You can make twelve transfers every Contract Year without charge.
There is a $10 transfer fee for each transfer over twelve in a Contract Year.
Transfers as a result of dollar cost averaging or asset rebalancing are not
counted against your twelve free transfers.
The minimum amount you can transfer is $1,000. You cannot make a partial
transfer if, after the transfer, there would be less than $1,000 in the
portfolio from which the transfer is being made. Your transfer request must
clearly state which investment options are involved and the amount of the
transfer.
We will accept transfers by telephone from you, your representative or anyone
else designated by you. Neither we nor the funds will be liable for following
telephone instructions we reasonably believe to be genuine or for any loss,
damage, cost or expense in acting on such instructions. We have procedures in
place to provide reasonable assurance that telephone instructions are genuine.
We reserve the right to modify, suspend or terminate the transfer provisions at
any time.
Dollar Cost Averaging
The contract has a feature which allows you to dollar cost average your
allocations to the portfolios by authorizing us to make periodic allocations of
Contract Value from either the money market portfolio or the guaranteed option
to one or more of the other portfolios. Dollar cost averaging is a systematic
method of investing in which securities are purchased at regular intervals in
fixed dollar amounts so that the cost of the securities gets averaged over time
and possibly over various market cycles. It will result in the reallocation of
Contract Value to one or more portfolios and these amounts will be credited at
the Accumulation Unit value as of the Valuation Dates on which the exchanges are
effected. The amounts exchanged from a portfolio will result in a debiting of a
greater number of units when the Accumulation Unit value is low and a lower
number of units when the Accumulation Unit value is high.
To elect dollar cost averaging, your Contract Value must be at least $12,000.
You must send us a completed dollar cost averaging request form which is
available from the Administrative Office. We will not consider your request
unless your Contract Value is at least the required amount or the premium
submitted is at least $12,000.
Dollar cost averaging does not guarantee profits, nor does it assure that you
will not have losses.
There is no charge for the dollar cost averaging program. In addition, your
periodic transfers under the dollar cost averaging program are not counted
against your twelve free transfers per Contract Year. You may not have dollar
cost averaging and asset rebalancing in effect at the same time. We reserve the
right to modify, suspend or terminate any dollar cost averaging program at any
time.
Asset Rebalancing
Once your premium has been allocated among the investment options, the earnings
may cause the percentage invested in each investment option to differ from your
allocation instructions. You can direct us to automatically rebalance your
contract to return to your allocation percentages by selecting our asset
rebalancing program. Rebalancing will be on a calendar quarter basis and will
occur on the last business day of the quarter. The minimum amount of each
rebalancing is $1,000.
There is no charge for asset rebalancing. In addition, a rebalancing is not
counted against your twelve free transfers each Contract Year. You may not
select dollar cost averaging and asset rebalancing at the same time. We reserve
the right to modify, suspend or terminate this program at anytime. We also
reserve the right to waive the $1,000 minimum amount for asset rebalancing.
=====================================================================
INVESTMENT OPTIONS
=====================================================================
Variable Investment Options
Variable Account I
Our board of directors authorized the organization of the variable account in
1986. The variable account is maintained pursuant to Delaware insurance law and
is registered with the SEC as a unit investment trust under the Investment
Company Act of 1940, as amended (the "1940 Act"). However, the SEC does not
supervise the management or the investment practices of the variable account.
We own the assets in the variable account and use them to support the variable
portion of your contract and other variable annuity contracts described in other
prospectuses. The variable account's assets are separate from our other assets
and are not chargeable with liabilities arising out of any other business we
conduct. Income, gains or losses, whether or not realized, are credited to or
charged against the subaccounts of the variable account without regard to
income, gains or losses arising out of any of our other business. As a result,
the investment performance of each subaccount of the variable account is
entirely independent of the investment performance of our general account and of
any other of our variable accounts.
The variable account is divided into subaccounts, each of which invests in
shares of a different portfolio of a mutual fund. We may, from time to time, add
or remove subaccounts and the corresponding portfolios. No substitution of
shares of one portfolio for another will be made until you have been notified
and the SEC has approved the change. If deemed to be in the best interest of
persons having voting rights under the contract, the variable account may be
operated as a management company under the 1940 Act, may be deregistered under
that Act in the event such registration is no longer required, or may be
combined with one or more other variable accounts.
The Fund and Its Portfolios
The Alliance Variable Products Series Fund, Inc. is a mutual fund registered
with the SEC. It has additional portfolios that are not available under the
contract.
You should carefully read the fund's prospectus before investing. The fund
prospectus is attached to this prospectus and contains detailed information
regarding management of the portfolios, investment objectives, investment
advisory fees and other charges. The prospectus also discusses the risks
involved in investing in the portfolios. Below is a summary of the investment
objectives of the portfolios available under the contract. There is no assurance
that any of these portfolios will achieve its stated objectives.
Alliance Variable Products Series Fund, Inc.
Global Bond Portfolio seeks a high level of return from a combination of current
income and capital appreciation by investing in a globally diversified portfolio
of high quality debt securities denominated in the U.S. Dollar and a range of
foreign currencies. The sub-adviser for this portfolio is AIGAM International
Limited, an affiliate of American International Group, Inc.
Global Dollar Government Portfolio seeks a high level of current income through
investing substantially all of its assets in U.S. and non-U.S. fixed income
securities denominated only in U.S. Dollars. As a secondary objective, the
portfolio seeks capital appreciation. Substantially all of the portfolio's
assets will be invested in high yield, high risk securities that are low-rated
(i.e., below investment grade), or of comparable quality and unrated, and that
are considered to be predominately speculative as regards the issuer's capacity
to pay interest and repay principal.
Growth Portfolio seeks long-term growth of capital by investing primarily in
common stocks and other equity securities.
Growth and Income Portfolio seeks to balance the objectives of reasonable
current income and reasonable opportunities for appreciation through investments
primarily in dividend-paying common stocks of good quality.
High-Yield Portfolio seeks the highest level of current income available without
assuming undue risk by investing principally in high-yielding fixed income
securities. As a secondary objective, this portfolio seeks capital appreciation
where consistent with its primary objective. Many of the high-yielding
securities in which the High Yield Portfolio invests are rated in the lower
rating categories (i.e., below investment grade) by the nationally recognized
rating services. These securities, which are often referred to as "junk bonds,"
are subject to greater risk of loss of principal and interest than higher rated
securities and are considered to be predominately speculative with respect to
the issuer's capacity to pay interest and repay principal.
International Portfolio seeks to obtain a total return on its assets from
long-term growth of capital and from income principally through a broad
portfolio of marketable securities of established non-United States companies
(or United States companies having their principal activities and interests
outside the United States), companies participating in foreign economies with
prospects for growth, and foreign government securities.
Money Market Portfolio seeks safety of principal, maintenance of liquidity and
maximum current income by investing in a broadly diversified portfolio of money
market securities. An investment in the Money Market Portfolio is neither
insured nor guaranteed by the U.S. Government. There can be no assurance that
the Portfolio will be able to maintain a stable net asset value of $1.00 per
share, although it expects to do so.
North American Government Income Portfolio seeks the highest level of current
income, consistent with what the adviser considers to be prudent investment
risk, that is available from a portfolio of debt securities issued or guaranteed
by the governments of the United States, Canada and Mexico, their political
subdivisions (including Canadian Provinces but excluding the States of the
United States), agencies, instrumentalities or authorities. The portfolio seeks
high current yields by investing in government securities denominated in local
currency and U.S. Dollars. Normally, the portfolio expects to maintain at least
25% of its assets in securities denominated in the U.S. Dollar.
Premier Growth Portfolio seeks growth of capital rather than current income. In
pursuing its investment objective, the Premier Growth Portfolio will employ
aggressive investment policies. Since investments will be made based on their
potential for capital appreciation, current income will be incidental to the
objective of capital growth. The portfolio is not intended for investors whose
principal objective is assured income or preservation of capital.
Quasar Portfolio seeks growth of capital by pursuing aggressive investment
policies. The portfolio invests principally in a diversified portfolio of equity
securities of any company and industry and in any type of security which is
believed to offer possibilities for capital appreciation.
Real Estate Investment Portfolio seeks a total return on its assets from
long-term growth of capital and from income principally through investing in a
portfolio of equity securities of issuers that are primarily engaged in or
related to the real estate industry.
Technology Portfolio seeks growth of capital through investment in companies
expected to benefit from advances in technology. The Portfolio invests
principally in a diversified portfolio of securities of companies which use
technology extensively in the development of new or improved products or
processes.
Total Return Portfolio seeks to achieve a high return through a combination of
current income and capital appreciation by investing in a diversified portfolio
of common and preferred stocks, senior corporate debt securities, and U.S.
Government and agency obligations, bonds and senior debt securities.
U.S. Government/High Grade Securities Portfolio seeks a high level of current
income consistent with preservation of capital by investing principally in a
portfolio of U.S. Government Securities and other high grade debt securities.
Utility Income Portfolio seeks current income and capital appreciation by
investing primarily in the equity and fixed-income securities of companies in
the "utilities industry." The portfolio's investment objective and policies are
designed to take advantage of the characteristics and historical performance of
securities of utilities companies. The utilities industry consists of companies
engaged in the manufacture, production, generation, provision, transmission,
sale and distribution of gas, electric energy, and communications equipment and
services, and in the provision of other utility or utility-related goods and
services.
Worldwide Privatization Portfolio seeks long-term capital appreciation by
investing principally in equity securities issued by enterprises that are
undergoing, or have undergone, privatization. The balance of the portfolio's
investment portfolio will include equity securities of companies that are
believed by the Fund's Advisor to be beneficiaries of the privatization process.
Fixed Investment Option
The General Account
Premium you allocate to the guaranteed option goes into our general account. The
general account is not registered with the SEC. The general account is invested
in assets permitted by state insurance law. It is made up of all of our assets
other than assets attributable to our variable accounts. Unlike our variable
account assets, assets in the general account are subject to claims of Owners
like you, as well as claims made by our other creditors. The Premium Enhancement
is funded from our general account.
The Guaranteed Account Option
The guaranteed account is a fixed interest option. We credit money in the
guaranteed account with interest on a daily basis at the guaranteed rate then in
effect. The rate of interest to be credited to the guaranteed account is
determined wholly within our discretion. However, the rate will not be changed
more than once per year. The interest rate will never be less than 3%.
If you allocate premium to the guaranteed account, the fixed portion of your
Contract Value during the accumulation phase will depend on the total interest
we credit to your contract. During the income phase, each annuity payment you
receive from the fixed portion of your contract will be for the same amount.
We reserve the right to delay any payment from the guaranteed account for up to
six months from the date we receive the request at our Administrative Office, as
permitted by law.
===================================================================
CHARGES AND DEDUCTIONS
===================================================================
Insurance Charges
Each day, we deduct insurance charges from your Contract Value. This is done as
part of our calculation of the value of Accumulation Units during the
accumulation phase and of Annuity Units during the income phase. The insurance
charges are the mortality and expense risk charge, the administrative charge,
and the charges for the optional death benefits which are described under "Death
Benefit."
Mortality and Expense Risk Charge
The mortality and expense risk charge is equal, on an annual basis, to 1.25% of
the daily value of the variable portion of your contract. We will not increase
this charge. It compensates us for our obligation to make annuity payments, to
provide the death benefit, and for assuming the risk that current charges will
be insufficient in the future to cover the cost of administering the contract.
If the charges under the contract are not sufficient, we will bear the loss. If
the charges are sufficient, we will keep the balance of this charge as profit.
Administrative Charge
The administrative charge is equal, on an annual basis, to 0.15% of the daily
value of the variable portion of your contract. It compensates us for our
administrative expenses, which include preparing the contract, confirmations and
statements, and maintaining contract records. If this charge is not enough to
cover the costs of administering the contract, we will bear the loss.
Distribution Charge
The distribution charge is equal, on an annual basis, to 0.20% of the daily
value of the variable portion of your contract. It compensates us for certain
sales distribution expenses relating to the contract. If this charge is not
enough to cover these costs, we will bear the loss.
Optional Death Benefit Charges
If you elect an optional death benefit, we will assess a daily charge against
the assets in the variable account equal to an annual charge as shown below.
Equity Assurance Plan
Owner's
Attained Age Annual Charge
0-59 0.07%
60+ 0.20%
Annual Ratchet Plan 0.10%
Accidental Death Benefit 0.05%
Surrender Charge
If you surrender your contract prior to the Annuity Date during the first seven
years after a premium payment, we will assess a surrender charge as a percentage
of premium withdrawn as shown below:
Premium Year 1 2 3 4 5 6 7 Thereafter
Surrender Charge 6% 6% 5% 5% 4% 3% 2% 0%
For purposes of calculating the surrender charge, we treat surrenders as coming
from the oldest premiums first (i.e., first-in, first-out). However, we will not
assess a surrender charge on amounts of a partial surrender equal to the greater
of:
(1) the Contract Value less premium paid, or
(2) up to 10% of premium paid, less the amount of any prior surrender.
You will not receive the benefit of this "free withdrawal amount" if you
participate in the systematic withdrawal program. If you make a partial
surrender, we will deduct the surrender charge, if any, pro rata from the
remaining value in your contract. If insufficient value remains in your
contract, then we will deduct the surrender charge from the amount you are to
receive as a result of your surrender request. Likewise, we will deduct a
surrender charge on a full surrender from the amount you are to receive.
Contract Maintenance Fee
During the accumulation phase, we will deduct a contract maintenance fee of $30
from your contract on each Contract Anniversary. We will not increase this fee.
It compensates us for the expenses incurred to establish and maintain your
contract. If you surrender the entire value of your contract, the contract
maintenance fee will be deducted prior to the surrender.
We do not deduct the contract maintenance fee if your Contract Value is $50,000
or more when the deduction is to be made.
Premium Taxes
We will deduct from your Contract Value any premium tax imposed by the state or
locality where you reside. Premium taxes currently imposed on the contract by
various states range from 0% to 3.5% of premiums paid. These taxes are due
either when premium is paid or when annuity payments begin. It is our current
practice to charge you for these taxes when annuity payments begin or if you
surrender the contract in full. In the future, we may discontinue this practice
and assess the tax when it is due or upon the payment of the death benefit.
Income Taxes
Although we do not currently deduct any charges for income taxes attributable to
your contract, we reserve the right to do so in the future.
Fund Expenses
There are deductions from and expenses paid out of the assets of the various
portfolios. These charges are described in the prospectus for the Alliance
Variable Products Series Fund, Inc. and are summarized in the fee table.
Reduction or Elimination of Certain Charges and Additional Amounts Credited
We may reduce or eliminate the surrender charge or the administrative charge or
change the minimum premium requirement when the contract is sold to groups of
individuals under circumstances which reduce our sales expenses. We may also
vary the Premium Enhancement paid. We will determine the eligibility of such
groups by considering factors such as:
(1) the size of the group;
(2) the total amount of premium we expect to receive from the group;
(3) the nature of the purchase and the persistency we expect in that
group;
(4) the purpose of the purchase and whether that purpose makes it likely
that expenses will be reduced; and
(5) any other circumstances which we believe to be relevant in determining
whether reduced sales expenses may be expected.
We may also waive or reduce the surrender charge and/or contract maintenance fee
in connection with contracts sold to employees, employees of affiliates,
registered representatives, employees of broker-dealers which have a current
selling agreement with us, and immediate family members of those persons. Any
reduction or waiver may be withdrawn or modified by us.
===================================================================
ACCESS TO YOUR MONEY
===================================================================
Generally
Contract Value, less any Premium Enhancement paid during the prior twenty-four
months, is available in the following ways:
o by surrendering all or part of your Contract Value during the
accumulation phase;
o by receiving annuity payments during the income phase;
o when a death benefit is paid to your beneficiary.
Generally, surrenders are subject to a surrender charge, a contract maintenance
fee and, if it is a full surrender, premium taxes. Surrenders may also be
subject to income tax and a penalty tax.
To make a surrender you must send a complete and detailed written request to our
Administrative Office. We will calculate your surrender as of the close of
business of the NYSE at the value next determined after we receive your request.
For a surrender of your entire Contract Value, you must also send us your
contract.
Under most circumstances, partial surrenders must be for a minimum of $500. We
require that your Contract Value be at least $2,000 after the surrender. If the
Contract Value would be less than $2,000 as a result of a surrender, we may
cancel the contract. Unless you provide us with different instructions, partial
surrenders will be made pro rata from each investment option in which your
contract is invested. If you make a partial surrender during the twenty-four
month period following receipt of a Premium Enhancement, except as part of our
systematic withdrawal program, we will reduce the Premium Enhancement in the
same proportion and deduct it from your Contract Value.
We may be required to suspend or postpone the payment of a surrender for an
undetermined period of time when:
o the NYSE is closed (other than a customary weekend and holiday
closings);
o trading on the NYSE is restricted;
o an emergency exists such that disposal of or determination of the
value of shares of the portfolios is not reasonably practicable;
o the SEC, by order, so permits for the protection of owners.
Systematic Withdrawal Program
The systematic withdrawal program allows you to make regularly scheduled
withdrawals from your Contract Value of at least $200 each on a monthly or
quarterly basis. You may change the amount or frequency of withdrawals under the
program once per Contract Year. In order to initiate the program, your Contract
Value must be at least $24,000. A maximum of 10% of your Contract Value may be
withdrawn in a Contract Year.
Surrender charges are not imposed on withdrawals under this program, nor is
there any charge for participating in this program. We will not reduce any
Premium Enhancement as a result of a withdrawal under this program. You may not
elect this program if you have made a partial surrender earlier in the same
Contract Year. In addition, the free withdrawal amount is not available in
connection with partial surrenders you make while participating in the
systematic withdrawal program. You will be entitled to the free withdrawal
amount on and after the Contract Anniversary next following the termination of
the systematic withdrawal program.
Systematic withdrawals will begin on the first scheduled withdrawal date
selected by you following the date we process your request. In the event that
your value in a specified portfolio or the guaranteed option is not sufficient
to make a withdrawal or if your request for systematic withdrawal does not
specify the investment options from which to deduct withdrawals, withdrawals
will be deducted pro rata from your Contract Value in each portfolio and the
guaranteed option.
The systematic withdrawal program may be canceled at any time by written request
or automatically by us if your Contract Value falls below $1,000. In the event
the systematic withdrawal program is canceled, you may not elect to participate
in the program again until the next Contract Anniversary.
If your Contract is issued in connection with an individual retirement annuity
or 403(b) Plan, you are cautioned that your rights to implement a systematic
withdrawal program may be subject to the terms and conditions of your plan,
regardless of the terms and conditions of your Contract. Moreover,
implementation of the systematic withdrawal program may subject you to adverse
tax consequences, including a 10% tax penalty if you are under age 59-1/2. See
"Taxes" for a discussion of the various tax consequences.
For information, including the necessary enrollment form, please check with our
Administrative Office. We reserve the right to modify, suspend or terminate this
program at any time.
===================================================================
ANNUITY PAYMENTS
===================================================================
Generally
Beginning on the Annuity Date, you will receive regular annuity payments. You
may choose to receive annuity payments that are fixed, variable or a combination
of fixed and variable. We make annuity payments on a monthly, quarterly,
semiannual or annual basis.
You select the Annuity Date, which must be the first day of a month and must be
at least one year after we issue your contract. You may change the Annuity Date
at least 30 days before payments are to begin. However, annuity payments must
begin by the annuitant's 90th birthday. Certain states may require that annuity
payments begin prior to such date and we will comply with those requirements.
The Annuitant is the person on whose life annuity payments are based. You may
change the Annuitant at any time prior to the Annuity Date. If you are not the
Annuitant and the Annuitant dies before the Annuity Date, you must notify us and
designate a new Annuitant.
Annuity Options
The contract offers three annuity options described below. Other annuity options
may be made available, including other guarantee periods and options without
life contingencies, subject to our discretion. If you do not choose an annuity
option, annuity payments will be made in accordance with option 2 for 10 years.
If the annuity payments are for joint lives, then we will make payments in
accordance with option 3. Where permitted by state law, we may pay the annuity
in one lump sum if your Contract Value is less than $2,000. Likewise, if your
annuity payments would be less than $100 a month, we have the right to change
the frequency of your payment to be on a semiannual or annual basis so that the
payments are at least $100. We will make annuity payments to you unless you
designate another person to receive them. In that case, you must notify us in
writing at least thirty days before the Annuity Date. You will remain fully
responsible for any taxes related to the annuity payments.
Option 1 - Life Income
Under this option, we will make annuity payments as long as the Annuitant is
alive. Annuity payments stop when the Annuitant dies.
Option 2 - Life Annuity with 10 Years Guaranteed
This option is similar to option 1 above, with the additional guarantee that
payments will be made for a period you select of at least 10 years. Under this
option, if the Annuitant dies before all guaranteed payments have been made, the
rest will be paid to the beneficiary for the remainder of the period.
Option 3 - Joint and Last Survivor Income
Under this option, we will make annuity payments as long as either the Annuitant
or a contingent annuitant is alive. If your Contract is issued as an individual
retirement annuity, payments under this option will be made only to you as
Annuitant or to your spouse. Upon the death of either of you, we will continue
to make annuity payments so long as the survivor is alive.
Variable Annuity Payments
If you choose to have any portion of your annuity payments based on the variable
investment options, the amount of your payments will depend upon:
o your Contract Value in the portfolios on the Annuity Date;
o the 5% assumed investment rate used in the annuity table for the
contract;
o the performance of the portfolios you selected;
o the annuity option you selected.
If the actual performance exceeds the 5% assumed rate, the annuity payments will
increase. Similarly, if the actual rate is less than 5%, the annuity payments
will decrease. The SAI contains more information.
Transfers During Income Phase
Transfers during the income phase are subject to the same limitations as
transfers during the accumulation phase. See "The Contract - Transfers During
Accumulation Phase." However, you may only make one transfer each month and you
may only transfer money among the variable investment options. You may not
transfer money from the fixed investment option to the variable investment
options or from the variable investment options to the fixed investment option.
Deferment of Payments
We may defer making fixed annuity payments for up to six months subject to state
law. We will credit interest to you during the deferral period.
===================================================================
DEATH BENEFIT
===================================================================
Death of Owner Before the Annuity Date
If you (or a joint owner) dies before the Annuity Date, the death benefit is
payable to the beneficiary. The value of the death benefit will be determined as
of the date we receive proof of death in a form acceptable to us. If ownership
was changed from one natural person to another natural person, the death benefit
will equal the Contract Value. A surviving spouse designated as the beneficiary
can elect to continue the contract and become the Owner. The amount of the death
benefit to be paid is determined by the death benefit option selected at the
time of application and is calculated in accordance with the terms of that
option as described below. The amount of the death benefit will never be less
than the traditional death benefit. If you selected both the annual ratchet plan
and the equity assurance plan, the death benefit will be the greatest of the
traditional death benefit, the annual ratchet plan, or the equity assurance
plan. The accidental death benefit, if applicable, will be paid in addition to
any other benefit. All death benefit options may not be available in all states.
Traditional Death Benefit
Under the traditional death benefit, we will pay the amount equal to the
greatest of:
(1) the Contract Value, less any Premium Enhancement paid during the
twenty-four months prior to the date of death;
(2) the total of all premium paid reduced proportionally by any surrenders
in the same proportion that the Contract Value was reduced on the date
of a surrender; or
(3) the greatest Contract Value at any seventh Contract Anniversary, less
any Premium Enhancement paid during the twenty-four months prior to
the date of death, reduced proportionally by any surrenders subsequent
to that Contract Anniversary in the same proportion that the Contract
Value was reduced on the date of a surrender, plus any premiums paid
subsequent to that Contract Anniversary.
The traditional death benefit will be paid unless you selected an optional death
benefit.
Optional Death Benefits
Prior to determining the amount of any of the following optional death benefits,
the Contract Value will be reduced by the accrued charge for the optional death
benefit if, as of the date of death, the accrued charge had not yet been
deducted.
Annual Ratchet Plan. We will pay a death benefit equal to the greatest of:
(1) the Contract Value, less any Premium Enhancement paid during the
twenty-four months prior to the date of death;
(2) the total of all premium paid reduced proportionally by any surrenders
in the same proportion that the Contract Value was reduced on the date
of a surrender; or
(3) the greatest Contract Value at any Contract Anniversary, less any
Premium Enhancement paid during the twenty-four months prior to the
date of death, reduced proportionally by any surrenders subsequent to
that Contract Anniversary in the same proportion that the Contract
Value was reduced on the date of a surrender, plus any premiums paid
subsequent to that Contract Anniversary.
The annual ratchet plan will be in effect if:
(1) you select it on the application; and
(2) the charge for the annual ratchet plan is shown in your contract.
The annual ratchet plan will cease to be in effect upon our receipt of your
written request to discontinue it.
Equity Assurance Plan. We will pay a death benefit equal to the greatest of:
(1) the Contract Value, less any Premium Enhancement paid during the
twenty-four months prior to the date of death;
(2) the greatest Contract Value at any seventh Contract Anniversary, less
any Premium Enhancement paid during the twenty-four months prior to
the date of death, plus any premium paid subsequent to the Contract
Anniversary reduced proportionally by any surrenders subsequent to
that Contract Anniversary in the same proportion that the Contract
Value was reduced on the date of a surrender; or
(3) an amount equal to (a) plus (b) where:
(a) is equal to the total of all premium paid on or before the first
Contract Anniversary following your 85th birthday, adjusted for
surrenders as described below and then accumulated at the
compound interest rates shown below for the number of completed
years, not to exceed 10, from the date of receipt of each premium
to the earlier of the date of death or the first Contract
Anniversary following your 85th birthday:
o 0% per annum if death occurs during the 1st through 24th month from the
date of premium payment;
o 2% per annum if death occurs during the 25th through 48th month from the
date of premium payment;
o 4% per annum if death occurs during the 49th through 72nd month from the
date of premium payment;
o 6% per annum if death occurs during the 73rd through 96th month from the
date of premium payment;
o 8% per annum if death occurs during the 97th through 120th month from the
date of premium payment;
o 10% per annum (for a maximum of 10 years) if death occurs more than 120
months from the date of premium payment; and
(b) is equal to all premium paid after the first Contract Anniversary following
your 85th birthday, adjusted for surrenders as described below.
In determining the death benefit, for each surrender a proportionate reduction
will be made to each premium paid prior to the surrender. The proportion is
determined by dividing the amount of the Contract Value surrendered, less any
Premium Enhancement paid during the twenty-four months prior to the date of
death, by the Contract Value immediately prior to the surrender, less any
Premium Enhancement paid during the twenty-four months prior to the date of
death.
The Equity Assurance Plan will be in effect if:
(1) you select it on the application;
(2) the charge for the equity assurance plan is shown in your contract.
The equity assurance plan will cease when we receive your written request to
discontinue it or upon the allocation of Contract Value to either the money
market portfolio or guaranteed account option unless such allocation is made as
part of dollar cost averaging.
Accidental Death Benefit
If you selected the accidental death benefit at the time of application, it will
be paid in addition to the traditional or optional death benefit in effect at
the time of your death. The accidental death benefit is not available if the
contract is used in connection with an individual retirement annuity. If
selected at the time of application, the accidental death benefit payable under
this option will be equal to the lesser of:
(1) the Contract Value, less any Premium Enhancement paid during the
twenty-four months prior to the date of death, as of the date the
death benefit is determined; or
(2) $250,000.
The accidental death benefit is payable if you die as a result of injury prior
to the Contract Anniversary following your 75th birthday. The death must also
occur before the Annuity Date and within 365 days of the date of the accident
that caused the injury.
The accidental death benefit will not be paid for any death caused by or
resulting (in whole or in part) from the following:
o suicide or attempted suicide, while sane or insane, or intentionally
self-inflicted injuries;
o sickness, disease or bacterial infection of any kind, except pyogenic
infections which occur as a result of an injury or bacterial
infections which result from the accidental ingestion of contaminated
substances;
o injury sustained as a consequence of riding in, including boarding or
alighting from, any vehicle or device used for aerial navigation
except if you are a passenger on any aircraft licensed for the
transportation of passengers;
o declared or undeclared war or any act thereof; or
o service in the military, naval or air service of any country.
The accidental death benefit will be in effect if:
(1) you select it on the Application; and
(2) the charge for the accidental death benefit is shown in your
contract.
The accidental death benefit will cease to be in effect upon the Contract
Anniversary following your 75th birthday, or upon our receipt of your written
request to discontinue.
Payment to Beneficiary
Upon your death if prior to the Annuity Date, the beneficiary may elect the
death benefit to be paid as follows:
(1) payment of the entire death benefit within five years of the date
of your death; or
(2) payment over the beneficiary's lifetime with distribution
beginning within one year of your date of death; or
If no payment option is elected within sixty days of our receipt of proof of
your death, a single sum settlement will be made at the end of the sixty-day
period following such receipt. Upon payment of a death benefit, the contract
will end.
Death of Owner After the Annuity Date
If you are not the Annuitant, and if your death occurs on or after the Annuity
Date, no death benefit will be payable under the contract. Any guaranteed
payments remaining unpaid will continue to be paid to the Annuitant pursuant to
the annuity option in force at the date of your death. If the contract is not
owned by an individual, the Annuitant shall be treated as the Owner and any
change of the named Annuitant will be treated as if the Owner died.
Death of Annuitant
Before the Annuity Date
If you are not the Annuitant, and if the Annuitant dies before the Annuity Date,
you may name a new Annuitant. If you do not name a new Annuitant within sixty
days after we are notified of the Annuitant's death, we will deem you to be the
new Annuitant.
After the Annuity Date
If an Annuitant dies after the Annuity Date, the remaining payments, if any,
will be as specified in the annuity option in effect when the Annuitant died. We
will require proof of the Annuitant's death. The remaining benefit, if any, will
be paid to the beneficiary at least as rapidly as under the method of
distribution in effect at the Annuitant's death. If you were not the Annuitant
and no beneficiary survives the Annuitant, we will pay any remaining benefit to
you.
================================================================
PERFORMANCE
================================================================
Occasionally, we may advertise certain performance related information
concerning one or more of the portfolios, including total return and yield
information. A portfolio's performance information is based on the portfolio's
past performance only and is not intended as an indication of future
performance.
When we advertise the average annual total return of a portfolio, it will
usually be calculated for one, five, and ten year periods or, where a portfolio
has been in existence for a period of less than one, five, or ten years, for
such lesser period. Average annual total return is measured by comparing the
value of the investment in a portfolio at the beginning of the relevant period
to the value of the investment at the end of the period. That assumes the
deduction of any surrender charge that would be payable if the account were
redeemed at the end of the period. Then the average annual compounded rate of
return is calculated to produce the value of the investment at the end of the
period. We may simultaneously present returns that do not assume a surrender
and, therefore, do not deduct a surrender charge.
When we advertise the yield of a portfolio we will calculate it based upon a
given thirty day period. The yield is determined by dividing the net investment
income earned per Accumulation Unit during the period by the value of an
Accumulation Unit on the last day of the period.
When we advertise the performance of the money market portfolio we may advertise
the yield or the effective yield in addition to the total return. The yield of
the money market portfolio refers to the income generated by an investment in
that portfolio over a seven-day period. The income is then annualized (i.e., the
amount of income generated by the investment during that week is assumed to be
generated each week over a 52-week period and is shown as a percentage of the
investment). The effective yield is calculated similarly but when annualized the
income earned by an investment in the money market portfolio is assumed to be
reinvested. The effective yield will be slightly higher than the yield because
of the compounding effect of this assumed reinvestment during a 52-week period.
Total return at the variable account level is lower than at the underlying fund
level since it is reduced by all contract charges (surrender charge, mortality
and expense risk charge, administrative charge, and contract maintenance fee).
Likewise, yield and effective yield at the variable account level are lower than
at the fund level since the variable account level total return affects all
recurring charges (except surrender charge).
Performance information for a portfolio may be compared to:
(1) the Standard & Poor's 500 Stock Index, Dow Jones Industrial
Average, Donoghue Money Market Institutional Averages, indices
measuring corporate bond and government security prices as
prepared by Lehman Brothers, Inc. and Salomon Brothers, or other
indices measuring performance of a pertinent group of securities
so that investors may compare a portfolio's results with those of
a group of securities widely regarded by investors as
representative of the securities markets in general;
(2) other variable annuity separate accounts or other investment
products tracked by Lipper Analytical Services (a widely used
independent research firm which ranks mutual funds and other
investment companies by overall performance, investment
objectives, and assets), or tracked by other ratings services,
companies, publications, or persons who rank separate accounts or
other investment products on overall performance or other
criteria;
(3) the Consumer Price Index (measure for inflation) to assess the
real rate of return from an investment in the Contract; and
(4) indices or averages of alternative financial products available
to prospective investors, including the Bank Rate Monitor which
monitors average returns of various bank instruments.
<PAGE>
================================================================
TAXES
================================================================
Introduction
The following discussion of federal income tax treatment is general in nature
and is not intended as tax advice. This discussion is based on current law and
interpretations, which may change. For a discussion of federal income taxes as
they relate to the funds, please see the accompanying fund prospectuses. No
attempt is made to consider any applicable state or other tax laws. We do not
guarantee the tax status of your contract.
Annuity Contracts in General
The Internal Revenue Code (the "Code") provides special rules regarding the tax
treatment of annuity contracts. Generally, you will not be taxed on the earnings
in an annuity contract until you take the money out. Different rules apply
depending on how you take the money out and whether your contract is qualified
or non-qualified, as explained below.
If you do not purchase your contract under a retirement arrangement entitled to
favorable federal income tax treatment, your contract is referred to as a
non-qualified contract. If you purchase your contract under a retirement
arrangement entitled to favorable federal income tax treatment, your contract is
referred to as a qualified contract.
Tax Treatment of Distributions -- Non-Qualified Contracts
If you make a withdrawal from a non-qualified contract or surrender it before
annuity payments begin, the amount you receive will be taxed as ordinary income,
rather than as a return of premium, until all gain has been withdrawn. For
annuity payments, any portion of each payment that is considered a return of
your premium will not be taxed. There is a 10% tax penalty on any taxable amount
you receive unless the amount received is paid:
(1) after you reach age 59-1/2;
(2) to your beneficiary after you die;
(3) after you become disabled;
(4) in a series of substantially equal installments made not less
frequently than annually under a lifetime annuity; or
(5) under an immediate annuity.
Assignments
If you assign all or part of the contract as collateral for a loan, the part
assigned will be treated as a withdrawal and the excess of the Contract Value
over total premium will be taxed as ordinary income. Please consult your tax
adviser prior to making an assignment of the contract.
Gifts of Contracts
If you transfer a contract for less than full consideration, such as by gift,
you will generally trigger tax on the gain in the contract. This rule does not
apply to those transfers between spouses or incident to divorce.
Contracts Owned by Non-Natural Persons
If the contract is held by a non-natural person (for example, a corporation or
trust), the contract is generally not treated as an annuity contract for federal
income tax purposes, and the income on the contract (generally the excess of the
Contract Value over the premium) is includable in income each year. The rule
does not apply where the non-natural person is only the nominal owner, such as a
trust or other entity acting as an agent for a natural person, and in other
limited circumstances.
Distribution at Death Rules
Upon the death of the Owner of a contract, certain distributions must be made:
o If the Owner dies on or after the Annuity Date, and before the entire
interest in the contract has been distributed, the remaining portion will
be distributed at least as quickly as the method in effect on the Owner's
death;
o If the Owner dies before the Annuity Date, the entire interest must
generally be distributed within five years after the date of death.
o If the beneficiary is a natural person, the interest may be annuitized over
the life of that individual or over a period not extending beyond the life
expectancy of that individual, so long as distributions commence within one
year after the date of death.
o If the beneficiary is the spouse of the Owner, the contract may be
continued in the name of the spouse as Owner.
o If the Owner is not an individual, the death of the "primary annuitant" (as
defined under the Code) is treated as the death of the Owner. In addition,
when the Owner is not an individual, a change in the primary annuitant is
treated as the death of the Owner.
Section 1035 Exchanges
Code Section 1035 generally provides that no gain or loss shall be recognized on
the exchange of an annuity contract for another annuity contract unless money or
other property is distributed as part of the exchange. A replacement contract
obtained in a tax-free exchange of contracts succeeds to the status of the
surrendered contract. Special rules and procedures apply to Section 1035
transactions. Prospective owners wishing to take advantage of Section 1035 of
the Code should consult their tax advisers.
Tax Treatment of Distributions -- Qualified Contracts
If you purchase your contract under a tax-favored retirement plan or account,
your contract is referred to as a qualified contract. Examples of qualified
plans or accounts are:
o Individual Retirement Annuities ("IRAs");
o Roth IRAs;
o Tax Deferred Annuities (governed by Code Section 403(b) and
referred to as "403(b) Plans");
o Keogh Plans; and
o Employer-sponsored pension and profit sharing arrangements such
as 401(k) plans.
Withdrawals in General
Generally, with the exception of a Roth IRA, you have not paid any taxes on the
premium used to buy a qualified contract or on any earnings. Therefore, any
amount you take out as a withdrawal or as annuity payments will be taxable
income. In addition, a 10% tax penalty may apply to the taxable part of a
withdrawal received before age 59 1/2. Limited exceptions are provided, such as
where amounts are paid in the form of a qualified life annuity, upon death or
disability of the employee, to pay certain medical expenses, or, in some cases,
upon separation from service on or after age 55.
Individual Retirement Annuities
Code Section 408 permits eligible individuals to contribute to an IRA. By
attachment of an endorsement that reflects the limits of Code Section 408(b),
the Contracts may be issued as an IRA. Contracts issued in connection with an
IRA are subject to limitations on eligibility, maximum contributions, and time
of distribution. Distributions from certain retirement plans qualifying for
federal tax advantages may be rolled over into an IRA. In addition,
distributions from an IRA may be rolled over to another IRA, provided certain
conditions are met. Most IRAs cannot accept contributions after the owner
reaches 702, and must also begin required distributions at that age. Sales of
the contract for use with IRAs are subject to special requirements, including
the requirement that informational disclosure be given to each person desiring
to establish an IRA. That person must be given the opportunity to affirm or
reverse a decision to purchase the contract. Contracts offered by this
prospectus in connection with an IRA are not available in all states. The
accidental death benefit is not available under a contract issued in connection
with an IRA.
Roth IRAs
Code Section 408A provides special rules for "Roth IRAs." The basic distinction
between a Roth IRA and a regular IRA is that contributions to a Roth IRA are not
deductible and "qualified distributions" from a Roth IRA are not includible in
gross income for federal income tax purposes. Other differences include the
ability to make contributions to a Roth IRA after age 70-1/2 and to defer
distributions beyond age 70-1/2. Taxpayers whose adjusted gross incomes exceed
certain levels are not eligible for Roth IRAs.
403(b) Plans
The contracts are also available for use in connection with a previously
established 403(b) plan. Code Section 403(b) imposes certain restrictions on
your ability to make partial surrenders from a contract used in connection with
a 403(b) Plan, if attributable to premium paid under a salary reduction
agreement. Specifically, an owner may make a surrender or partial withdrawal
only (a) when the employee attains age 59-1/2, separates from service, dies, or
becomes disabled, or (b) in the case of hardship. In the case of hardship, only
an amount equal to the premium paid may be withdrawn. 403(b) Plans are subject
to additional requirements, including eligibility, limits on contributions,
minimum distributions, and nondiscrimination requirements applicable to the
employer. In particular, distributions generally must commence by April 1 of the
calendar year following the later of the year in which the employee (a) attains
age 70-1/2, or (b) retires. Owners and their employers are responsible for
compliance with these rules. Contracts offered by this prospectus in connection
with a 403(b) Plan are not available in all states.
Rollovers
Distributions from a 401(a) qualified plan or 403(b) plan (other than
non-taxable distributions representing a return of capital, distributions
meeting the minimum distribution requirement, distributions for the life or life
expectancy of the recipient(s) or distributions that are made over a period of
more than 10 years) are eligible for tax-free rollover within 60 days of the
date of distribution, but are also subject to Federal income tax withholding at
a 20% rate unless paid directly to another qualified plan, 403(b) plan or IRA. A
prospective owner considering use of the contract in this manner should consult
a competent tax adviser with regard to the suitability of the contract for this
purpose and for information concerning the tax law provisions applicable to
qualified plans, 403(b) plans, and IRAs.
Diversification and Investor Control
The Code imposes certain diversification requirements on the underlying
investments for a variable annuity to be treated as a variable annuity for tax
purposes. We believe that the portfolios are being managed so as to comply with
these requirements.
The tax regulations do not provide guidance as to the circumstances under which
you, because of the degree of control you exercise over the underlying
investments, would be considered the owner of the shares of the portfolios. If
any guidance on this point is provided which is considered a new position, then
the guidance would generally be applied prospectively. However, if such guidance
is considered not to be a new position, it may be applied retroactively. This
would mean you, as the owner of the contract, could be treated as the owner of
assets in the portfolios. We reserve the right to make changes to the contract
we think necessary to see that it qualifies as a variable annuity contract for
tax purposes.
Withholding
We are required to withhold federal income taxes on withdrawals, lump sum
distributions, and annuity payments that include taxable income unless the payee
elects to not have any withholding or in certain other circumstances. If you do
not provide a social security number or other taxpayer identification number,
you will not be permitted to elect out of withholding. Special withholding rules
apply to payments made to non-resident aliens.
For lump-sum distributions or withdrawals, we are required to withhold 10% of
the taxable portion of any withdrawal or lump sum distribution unless you elect
out of withholding. For annuity payments, the company will withhold on the
taxable portion of annuity payments based on a withholding certificate you file
with us. If you do not file a certificate, you will be treated, for purposes of
determining your withholding rates, as a married person with three exemptions.
You are liable for payment of federal income taxes on the taxable portion of any
withdrawal, distribution, or annuity payment. You may be subject to penalties
under the estimated tax rules if your withholding and estimated tax payments are
not sufficient.
================================================================
OTHER INFORMATION
================================================================
AIG Life Insurance Company
We are a stock life insurance company initially organized under the laws of
Pennsylvania and reorganized under the laws of Delaware. We were incorporated in
1962. Our principal business address is One Alico Plaza, 600 King Street,
Wilmington, Delaware 19801. We provide a full range of life insurance and
annuity plans. We are a subsidiary of American International Group, Inc.
("AIG"), which serves as the holding company for a number of companies engaged
in the international insurance business in approximately 130 countries and
jurisdictions around the world.
We may occasionally publish in advertisements, sales literature and reports the
ratings and other information assigned to AIG by one or more independent rating
organizations such as A.M. Best Company, Moody's and Standard & Poor's. The
purpose of the ratings is to reflect the rating organization's opinion of our
financial strength and should not be considered as bearing on the investment
performance of assets held in the variable account.
The ratings are not recommendations to purchase our life insurance or annuity
products or to hold or sell these products, and the ratings do not comment on
the suitability of such products for a particular investor. There can be no
assurance that any rating will remain in effect for any given period of time or
that any rating will not be lowered or withdrawn entirely by a rating
organization if, in such organization's judgment, future circumstances so
warrant. The ratings do not reflect the investment performance of the variable
account or the degree of risk associated with an investment in the variable
account.
Ownership
This prospectus describes both individual flexible premium deferred variable
annuity contracts and group flexible premium deferred variable annuity
contracts. The individual and group contracts described in this prospectus are
identical except that the individual contract is issued directly to the
individual owner. A group contract is issued to a contract holder for the
benefit of the participants in the group. If you are a participant in the group
you will receive a certificate evidencing your ownership. You, either as the
owner of an individual contract or as the owner of a certificate, are entitled
to all the rights and privileges of ownership. As used in this prospectus, the
term contract is equally applicable to an individual contract or to a
certificate.
Voting Rights
To the extent required by law, we will vote the portfolio shares held in the
variable account at shareholder meetings in accordance with instructions
received from persons having a voting interest in the portfolio. However, if
legal requirements or our interpretation of present law changes to permit us to
vote the portfolio shares in our own right, we may elect to do so.
Prior to the Annuity Date, you hold a voting interest in each portfolio in whose
corresponding portfolio you have Contract Value. The number of portfolio shares
which are attributable to you is determined by dividing the corresponding value
in a particular portfolio by the net asset value of one portfolio share. The
number of votes which you will have a right to cast will be determined as of the
record date established by each portfolio.
We will solicit voting instructions by mail prior to the shareholder meeting.
Each person having a voting interest in a portfolio will receive proxy material,
reports and other materials relating to the appropriate portfolios. We will vote
shares in accordance with instructions received from the person having a voting
interest. We will vote shares for which we receive no timely instructions and
any shares not attributable to Owners in proportion to the voting instructions
we have received.
The voting rights relate only to amounts invested in the variable account. There
are no voting rights with respect to funds allocated to the guaranteed option.
Administration of the Contract
While we have primary responsibility for all administration of the contract and
the variable account, we have retained the services of Delaware Valley Financial
Services, Inc. ("DVFS") pursuant to an administrative agreement. These
administrative services include issuance of the contract and maintenance of
Owner records. DVFS serves as the administrator to various insurance companies
offering variable annuity contracts and variable life insurance policies.
Legal Proceedings
There are no pending legal proceedings which, in our judgment, are material with
respect to the variable account.
================================================================
FINANCIAL STATEMENTS
================================================================
Consolidated balance sheets of AIG Life Insurance Company are included in the
SAI and may be obtained without charge by calling (800) 255-8402 or writing to
AIG Life Insurance Company, Attention: Variable Products, One Alico Plaza, 600
King Street, Wilmington, Delaware 19801. A complete set of financial statements
of the company has been filed electronically with the SEC and can be obtained
through its website at http://www.sec.gov. Financial statements of the variable
account are not included because no contracts have been issued using the
subaccounts described in this prospectus.
*Funds were first invested in the portfolios as listed below:
Global Bond Portfolio July 15, 1991
Global Dollar Government Portfolio May 2, 1994
Growth Portfolio September 15, 1994
Growth and Income Portfolio January 14, 1991
High-Yield Portfolio October 27, 1997
International Portfolio December 28, 1992
Money Market Portfolio December 4, 1992
North American Government Income Portfolio May 3, 1994
Premier Growth Portfolio June 26, 1992
Quasar Portfolio August 5, 1996
Real Estate Investment Portfolio January 9, 1997
Technology Portfolio January 11, 1996
Total Return Portfolio December 28, 1992
U.S. Government/High Grade Securities Portfolio September 17, 1992
Utility Income Portfolio May 10, 1994
Worldwide Privatization Portfolio September 23, 1994
<PAGE>
================================================================
TABLE OF CONTENTS OF
THE STATEMENT OF ADDITIONAL INFORMATION
================================================================
GENERAL INFORMATION
AIG Life Insurance Company
Independent Accountants
Legal Counsel
Distributor
Potential Conflicts
CALCULATION OF PERFORMANCE DATA
Yield and Effective Yield Quotations for the Money Market Subaccount
Yield Quotations for Other Subaccounts
Total Return Quotations
Non-Standardized Performance Data
ANNUITY PROVISIONS
Variable Annuity Payments
Annuity Unit Value
Net Investment Factor
Additional Provisions
FINANCIAL STATEMENTS
#66971
<PAGE>
PART B
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
_______________, 2000
VARIABLE ANNUITY CONTRACTS
issued by
AIG LIFE INSURANCE COMPANY
through its
VARIABLE ACCOUNT I
This statement of additional information is not a prospectus. It should be read
in conjunction with the prospectus describing the flexible premium deferred
annuity contract. The prospectus concisely sets forth information that a
prospective investor should know before investing. For a copy of the prospectus
dated ______________, 2000, call us at (800) 255-8402 or write to us at AIG Life
Insurance Company, Attention: Variable Products, One Alico Plaza, 600 King
Street, Wilmington, Delaware 19801.
1
<PAGE>
=====================================================================
TABLE OF CONTENTS
=====================================================================
GENERAL INFORMATION............................................................3
AIG Life Insurance Company................................................3
Independent Accountants...................................................3
Legal Counsel.............................................................3
Distributor...............................................................3
Potential Conflicts.......................................................3
CALCULATION OF PERFORMANCE DATA................................................4
Yield and Effective Yield Quotations for the Money Market Subaccount......4
Yield Quotations for Other Subaccounts....................................5
Total Return Quotations...................................................6
Non-Standardized Performance Data.........................................6
ANNUITY PROVISIONS.............................................................8
Variable Annuity Payments.................................................8
Annuity Unit Value........................................................9
Net Investment Factor.....................................................9
Additional Provisions....................................................10
FINANCIAL STATEMENTS..........................................................10
2
<PAGE>
=====================================================================
GENERAL INFORMATION
=====================================================================
AIG Life Insurance Company
A description of AIG Life Insurance Company and its ownership is contained in
the prospectus. We will provide for the safekeeping of the assets of Variable
Account I.
Independent Accountants
Our financial statements have been audited by PricewaterhouseCoopers, LLP,
independent certified public accountants, whose offices are located in
Philadelphia, Pennsylvania.
Legal Counsel
Legal matters relating to the federal securities laws in connection with the
contract described herein and in the prospectus are being passed upon by Jorden
Burt Boros Cicchetti Berenson & Johnson LLP, Washington, D.C.
Distributor
Our affiliate, AIG Equity Sales Corp. ("AIGESC"), 80 Pine Street, New York, New
York, acts as the distributor of the contract. AIGESC is a wholly owned
subsidiary of American International Group, Inc. Commissions not to exceed 7% of
premiums will be paid to entities that sell the contract. Additional payments
may be made for other services not directly related to the sale of the contract,
including the recruitment and training of personnel, production of promotional
literature and similar services. Commissions are paid by Variable Account I
directly to selling dealers and representatives on behalf of AIGESC. Aggregate
commissions were $46,712,373 in 1999, $33,398,137 in 1998, and $27,225,980 in
1997. Commissions retained by AIGESC were $0 in 1999, $0 in 1998, and $193,263
in 1997.
Under the Glass-Steagall Act and other laws, certain banking institutions may be
prohibited from distributing variable annuity contracts. If a bank were to be
prohibited from performing certain agency or administrative services and from
receiving fees from AIGESC, Owners who purchased contracts through the bank
would be permitted to retain their contracts and alternate means for servicing
those Owners would be sought. It is not expected, however, that Owners would
suffer any loss of services or adverse financial consequences as a result of any
of these occurrences.
Potential Conflicts
Shares of the funds may be sold only to separate accounts of life insurance
companies. They may be sold to our other separate accounts, as well as to
separate accounts of other affiliated or
3
<PAGE>
unaffiliated life insurance companies, to fund variable annuity contracts and
variable life insurance policies. It is conceivable that, in the future, it may
be disadvantageous for variable life insurance separate accounts and variable
annuity separate accounts to invest in a fund simultaneously. Although neither
we nor the funds currently foresee any such disadvantages, either to variable
life insurance policy owners or to variable annuity owners, each fund's board of
directors will monitor events in order to identify any material irreconcilable
conflicts which may possibly arise and to determine what action, if any, should
be taken. If a material irreconcilable conflict were to occur, we will take
whatever steps are deemed necessary, at our expense, to remedy or eliminate the
irreconcilable material conflict. As a result, one or more insurance company
separate accounts might withdraw their investments in the fund. This might force
the fund to sell securities at disadvantageous prices.
=====================================================================
CALCULATION OF PERFORMANCE DATA
=====================================================================
Yield and Effective Yield Quotations for the Money Market Subaccount
The yield quotation for the money market subaccount will be for the seven days
ended on the date of the most recent balance sheet of Variable Account I
included in the registration statement. It will be computed by determining the
net change, exclusive of capital changes, in the value of a hypothetical
pre-existing account having a balance of one Accumulation Unit in the money
market subaccount at the beginning of the period, subtracting a hypothetical
charge reflecting deductions from Owner accounts, dividing the difference by the
value of the account at the beginning of the base period to obtain the base
period return, and multiplying the base period return by (365/7) with the
resulting figure carried to at least the nearest hundredth of one percent.
Any effective yield quotation for the money market subaccount will be for the
seven days ended on the date of the most recent balance sheet of Variable
Account I included in the registration statement and will be carried at least to
the nearest hundredth of one percent. It will be computed by determining the net
change, exclusive of capital changes, in the value of a hypothetical pre-
existing account having a balance of one Accumulation Unit in the money market
subaccount at the beginning of the period, subtracting a hypothetical charge
reflecting deductions from Owner accounts, dividing the difference by the value
of the account at the beginning of the base period to obtain the base period
return, and then compounding the base period return by adding 1, raising the sum
to a power equal to 365 divided by 7, and subtracting 1 from the result,
according to the following formula:
Effective Yield = [(Base Period Return + 1)365/7]-1
For purposes of the yield and effective yield quotations, the hypothetical
charge reflects all deductions that are charged to all Owner accounts in
proportion to the length of the base period. For any fees that vary with the
size of the account, the account size is assumed to be the money
4
<PAGE>
market subaccount's mean account size. The yield and effective yield quotations
do not reflect the surrender charge that may be assessed at the time of
withdrawal in an amount ranging up to 6% of the requested withdrawal amount,
with the specific percentage applicable to a particular withdrawal depending on
the length of time the premium was held under the contract and whether
withdrawals had been previously made during that Contract Year. No deductions or
sales loads are assessed upon annuitization under the contract. Realized gains
and losses from the sale of securities and unrealized appreciation and
depreciation of the money market subaccount and the corresponding portfolio are
excluded from the calculation of yield.
Yield Quotations for Other Subaccounts
Yield quotations will be based on the thirty-day period ended on the date of the
most recent balance sheet of Variable Account I included in the registration
statement, and are computed by dividing the net investment income per
Accumulation Unit earned during the period by the maximum offering price per
unit on the last day of the period, according to the following formula:
Yield = 2[(a - b + 1)6 - 1]
---------
cd
Where: a = net investment income earned during the period by the portfolio
attributable to shares owned by the Subaccount.
b = expenses accrued for the period (net of reimbursements)
c = the average daily number of Accumulation Units outstanding during
the period.
d = the maximum offering price per Accumulation Unit on the last day of
the period
Yield quotations for a subaccount reflect all recurring contract charges (except
surrender charge). For any charge that varies with the size of the account, the
account size is assumed to be the respective subaccount's mean account size.
A surrender charge may be assessed at the time of withdrawal in an amount
ranging up to 6% of the requested withdrawal amount, with the specific
percentage applicable to a particular withdrawal depending on the length of time
the premium was held under the contract, and whether withdrawals had previously
been made during that Contract Year.
5
<PAGE>
Total Return Quotations
The total return quotations for all of the subaccounts will be average annual
total return quotations for the one, five, and ten year periods (or, where a
subaccount has been in existence for a period of less than one, five or ten
years, for such lesser period) ended on the date of the most recent balance
sheet of Variable Account I and for the period from the date monies were first
placed into the subaccounts until the aforesaid date. The quotations are
computed by finding the average annual compounded rates of return over the
relevant periods that would equate the initial amount invested to the ending
redeemable value, according to the following formula:
P(1+T)n = ERV
Where: P = a hypothetical initial payment of $1,000
T = average annual total return
n = number of years
ERV = ending redeemable value of a hypothetical $1,000 payment
made at the beginning of the particular period at the end of
the particular period
The total return quotations reflect all recurring contract charges and assume a
total surrender at the end of the particular period. For any charge that varies
with the size of the account, the account size is assumed to be the respective
subaccount's mean account size. The total return quotations also reflect receipt
of the Premium Enhancement described in the prospectus.
Non-Standardized Performance Data
Total Return Quotations
Non-standardized total return quotations for all of the subaccounts other than
the money market subaccount will be average annual total return quotations for
the one, five, and ten year periods (or, where a subaccount has been in
existence for a period of less than one, five or ten years, for such lesser
period) ended on the date of the most recent balance sheet of Variable Account I
and for the period from the date monies were first placed into the subaccounts
until the aforesaid date. The quotations are computed by finding the average
annual compounded rates of return over the relevant periods that would equate
the initial amount invested to the ending redeemable value, according to the
following formula:
6
<PAGE>
P(1+T)n = ERV
Where: P = a hypothetical initial payment of $1,000
T = average annual total return
n = number of years
ERV = ending redeemable value of a hypothetical $1,000 payment
made at the beginning of the particular period at the end of
the particular period
Non-standardized total return quotations reflect all recurring contract charges.
For any charge that varies with the size of the account, the account size is
assumed to be the respective subaccount's mean account size. The quotations also
reflect receipt of the Premium Enhancement described in the prospectus.
Non-standardized total return quotations do not, however, assume a total
surrender as of the end of the particular period and, therefore, no surrender
charge is reflected.
Tax Deferred Accumulation
In reports or other communications to you or in advertising or sales materials,
we may also describe the effects of tax deferred compounding on Variable Account
I's investment returns or upon returns in general. These effects may be
illustrated in charts or graphs and may include comparisons at various points in
time of returns under the contract or in general on a tax-deferred basis with
the returns on a taxable basis. Different tax rates may be assumed.
In general, individuals who own annuity contracts are not taxed on increases in
the value under the annuity contract until some form of distribution is made
from the contract. Thus, the annuity contract will benefit from tax deferral
during the accumulation phase, which generally will have the effect of
permitting an investment in an annuity contract to grow more rapidly than a
comparable investment under which increases in value are taxed on a current
basis. The chart shows accumulations on an initial investment or premium of a
given amount, assuming hypothetical gross annual returns compounded annually,
and a stated assumed rate. The values shown for the taxable investment do not
include any deduction for management fees or other expenses but assume that
taxes are deducted annually from investment returns. The values shown for the
variable annuity in a chart reflect the deduction of contractual expenses such
as the 1.25% mortality and expense risk charge, the 0.15% administrative charge,
and the $30 contract maintenance fee, but not the expenses of an underlying
investment vehicle. In addition, these values assume that the Owner does not
surrender the contract or make any partial surrenders until the end of the
period shown. The chart assumes a full surrender at the end of the period shown
and the payment of taxes at the 31% rate on the amount in excess of the premium.
In developing tax-deferral charts, we will follow these general principles:
7
<PAGE>
(1) the assumed rate of earnings will be realistic;
(2) the chart will depict accurately the effect of all fees and charges or
provide a narrative that prominently discloses all fees and charges;
(3) comparative charts for accumulation values for tax-deferred and
non-tax-deferred investments will depict the implications of any
surrender; and
(4) a narrative accompanying the chart will disclose prominently that
there may be a 10% tax penalty on a surrender by an Owner who has not
reached age 59 1/2.
The rates of return illustrated are hypothetical and are not an estimate or
guaranty of performance. Actual tax rates may vary for different taxpayers.
=====================================================================
ANNUITY PROVISIONS
=====================================================================
Variable Annuity Payments
A variable annuity is an annuity with payments which are not predetermined as to
dollar amount and will vary in amount with the net investment results of the
applicable subaccounts. At the Annuity Date, the Contract Value in each
subaccount will be applied to the applicable annuity tables contained in the
contract. The annuity table used will depend upon the payment option chosen. The
same Contract Value amount applied to each payment option may produce a
different initial annuity payment. If, as of the Annuity Date, the then current
annuity rates applicable to contract will provide a larger income than that
guaranteed for the same form of annuity under the contract, the larger amount
will be paid.
The first annuity payment for each subaccount is determined by multiplying the
amount of the Contract Value allocated to that subaccount by the factor shown in
the table for the option selected, divided by 1000. The dollar amount of
subsequent annuity payments is determined as follows:
(a) The dollar amount of the first annuity payment is divided by
the Annuity Unit value as of the Annuity Date. This
establishes the number of Annuity Units for each monthly
payment. The number of Annuity Units remains fixed during the
annuity payment period, subject to any transfers.
(b) The fixed number of Annuity Units is multiplied by the Annuity
Unit value for the Valuation Period fourteen days prior to the
date of payment.
8
<PAGE>
The total dollar amount of each variable annuity payment is the sum of all
subaccount variable annuity payments less the pro-rata amount of the
administrative charge.
Annuity Unit Value
The value of an Annuity Unit for each subaccount was arbitrarily set initially
at $10. This was done when the first portfolio shares were purchased. The
Annuity Unit value at the end of any subsequent Valuation Period is determined
by multiplying the subaccount's Annuity Unit value for the immediately preceding
Valuation Period by the quotient of (a) and (b) where:
o (a) is the net investment factor for the Valuation Period for which
the Annuity Unit value is being determined; and
o (b) is the assumed investment factor for such Valuation Period.
The assumed investment factor adjusts for the interest assumed in determining
the first variable annuity payment. Such factor for any Valuation Period shall
be the accumulated value, at the end of such period, of $1.00 deposited at the
beginning of such period at the assumed investment rate of 5%.
Net Investment Factor
The net investment factor is used to determine how investment results of a
portfolio affect the Annuity Unit value of the subaccount from one Valuation
Period to the next. The net investment factor for each subaccount for any
Valuation Period is determined by dividing (a) by (b) and subtracting (c) from
the result, where:
o (a) is equal to:
(i) the net asset value per share of the portfolio held in the subaccount
determined at the end of that Valuation Period, plus
(ii) the per share amount of any dividend or capital gain distribution made
by the portfolio held in the subaccount if the "ex-dividend" date
occurs during that same Valuation Period, plus or minus
(iii)a per share charge or credit, which we determine, for changes in tax
reserves resulting from investment operations of the subaccount.
o (b) is equal to:
9
<PAGE>
(i) the net asset value per share of the portfolio held in the subaccount
determined as of the end of the prior Valuation Period, plus or minus
(ii) the per share charge or credit for any change in tax reserves for the
prior Valuation Period.
o (c) is equal to:
(i) the percentage factor representing the mortality and expense risk
charge, plus
(ii) the percentage factor representing the administrative charge.
The net investment factor may be greater or less than the assumed investment
factor. Therefore, the Annuity Unit value may increase or decrease from
Valuation Period to Valuation Period.
Additional Provisions
We may require proof of the age of the Annuitant before making any life annuity
payment provided for by the contract. If the age of the Annuitant has been
misstated, we will compute the amount payable based on the correct age. If
annuity payments have begun, any underpayment that may have been made will be
paid in full with the next annuity payment, including interest at the annual
rate of 5%. Any overpayments, including interest at the annual rate of 5%,
unless repaid to us in one sum, will be deducted from future annuity payments
until we are repaid in full.
If a contract provision requires that a person be alive, we may require due
proof that the person is alive before we act under that provision.
We will give the payee under an annuity payment option a settlement contract for
the payment option.
You may assign the contract prior to the Annuity Date. You must send a dated and
signed written request to our Administrative Office accompanied by a duly
executed copy of any assignment. We are not responsible for the validity of any
assignment.
=====================================================================
FINANCIAL STATEMENTS
=====================================================================
Our consolidated balance sheets are included herein. A complete set of financial
statements of the company has been filed electronically with the SEC and can be
obtained through its website
10
<PAGE>
at http://www.sec.gov. Our financial statements shall be considered only as
bearing upon our ability to meet our obligations under the contract. Financial
statements of Variable Account I are not included because no contracts had been
issued as of the date of this statement of additional information.
11
<PAGE>
AIG LIFE INSURANCE COMPANY
(a wholly-owned subsidiary of
American International Group, Inc.)
REPORT ON AUDITS OF FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
<PAGE>
Report of Independent Accountants
To the Stockholders and Board of Directors
AIG Life Insurance Company
In our opinion, the accompanying balance sheets and the related statements of
income, capital funds, cash flows, and comprehensive income present fairly, in
all material respects, the financial position of AIG Life Insurance Company (a
wholly-owned subsidiary of American International Group, Inc.) at December 31,
1998 and 1997, and the results of its operations and its cash flows for each of
the three years in the period ended December 31, 1998, in conformity with
generally accepted accounting principles. These financial statements are the
responsibility of the Company's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with generally accepted auditing
standards which 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, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed above.
February 5, 1999
<PAGE>
AIG LIFE INSURANCE COMPANY
BALANCE SHEETS
(in thousands)
<TABLE>
December31, December 31,
1998 1997
Assets
<S> <C> <C>
Investments and cash:
Fixed maturities:
Bonds available for sale, at market value $ 4,238,045 $ 2,984,255
(cost: 1998 - $4,081,008: 1997 - $2,826,088)
Equity securities:
Common stock
(cost: 1998 - $901: 1997 - $1,381) 2,410 2,775
Preferred stock
(cost: 1998 - $18,250 : 1997 - $250) 19,338 250
Mortgage loans on real estate, net 468,342 350,823
Real estate, net of accumulated
depreciation of $4,351 in 1998; and $4,740 in 1997 13,002 15,940
Policy loans 1,010,969 1,496,837
Other invested assets 81,916 56,219
Short-term investments 163,704 667,912
Cash 4,788 5,132
-------------- -------------
Total investments and cash 6,002,514 5,580,143
Amounts due from related parties 17,330 11,446
Investment income due and accrued 94,029 85,135
Premium and insurance balances receivable-net 56,583 46,937
Reinsurance assets 72,044 60,744
Deferred policy acquisition costs 167,840 118,535
Federal income tax receivable 4,207 -
Separate and variable accounts 1,971,280 1,204,643
Other assets 6,228 4,855
-------------- -------------
Total assets $ 8,392,055 $ 7,112,438
========== ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
AIG LIFE INSURANCE COMPANY
BALANCE SHEETS
(in thousands, except share amounts)
<TABLE>
December 31, December 31,
1998 1997
Liabilities
<S> <C> <C>
Policyholders' funds on deposit $ 4,472,854 $ 3,745,902
Future policy benefits 1,002,244 749,918
Reserve for unearned premiums 21,468 24,108
Policy and contract claims 200,193 199,069
Reserve for commissions, expenses and taxes 25,702 16,103
Insurance balances payable 56,263 47,372
Amounts due to related parties 4,119 3,945
Federal income tax payable - 1,684
Deferred income taxes 56,519 37,498
Separate and variable accounts 1,971,280 1,204,643
Minority interest 5,987 6,067
Other liabilities 59,189 621,585
------------- ------------
Total liabilities 7,875,818 6,657,894
----------- -----------
Capital funds
Common stock, $5 par value; 1,000,000 shares
authorized; 976,703 shares issued and
outstanding 4,884 4,884
Additional paid-in capital 153,283 153,283
Retained earnings 236,521 181,887
Accumulated other comprehensive income 121,549 114,490
------------ -------------
Total capital funds 516,237 454,544
------------ ------------
Total liabilities and capital funds $ 8,392,055 $ 7,112,438
========== ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
AIG LIFE INSURANCE COMPANY
STATEMENTS OF INCOME
(in thousands)
<TABLE>
Years ended December 31,
1998 1997 1996
--------- -------------- -------------
<S> <C> <C> <C>
Revenues:
Premiums $ 616,964 $ 437,650 $ 394,480
Net investment income 457,148 381,868 504,661
Realized capital (losses) (334) (3,025) (51)
------------- ------------- -------------
Total revenues 1,073,778 816,493 899,090
--------- ----------- ----------
Benefits and expenses:
Benefits to policyholders 272,368 188,969 189,933
Increase in future policy benefits
and policyholders' funds on deposit 547,100 397,481 495,529
Acquisition and insurance expenses 168,075 163,533 161,841
---------- ----------- ----------
Total benefits and expenses 987,543 749,983 847,303
---------- ----------- ----------
Income before income taxes 86,235 66,510 51,787
----------- ------------ ----------
Income taxes (benefits):
Current 16,218 20,059 25,087
Deferred 15,220 3,964 (5,486)
----------- ------------- -----------
Total income taxes 31,438 24,023 19,601
----------- ----------- ----------
Net income before minority interest 54,797 42,487 32,186
Minority interest income (loss) (163) (128) 154
------------ ------------- ------------
Net income $ 54,634 $ 42,359 $ 32,340
========== ========== ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
AIG LIFE INSURANCE COMPANY
STATEMENTS OF CAPITAL FUNDS
(in thousands)
<TABLE>
Years ended December 31,
1998 1997 1996
------------ ------------ -------------
<S> <C> <C> <C>
Common Stock
Balance at beginning of year $ 4,884 $ 4,884 $ 4,884
------------ ----------- -----------
Balance at end of year 4,884 4,884 4,884
------------ ----------- -----------
Additional paid-in capital
Balance at beginning of year: 153,283 123,283 123,283
Capital contribution - 30,000 -
--------------- ---------- --------------
Balance at end of year 153,283 153,283 123,283
--------- --------- ---------
Retained earnings
Balance at beginning of year 181,887 139,528 107,188
Net income 54,634 42,359 32,340
---------- ---------- -----------
Balance at end of year 236,521 181,887 139,528
--------- --------- ----------
Accumulated other comprehensive income
Balance at beginning of year 114,490 62,814 87,673
Unrealized appreciation (depreciation) of
investments - net of reclassification
adjustments 10,860 79,497 (50,245)
Deferred income tax (expense) benefit on
changes (3,801) (27,821) 25,386
----------- ---------- ----------
Balance at end of year 121,549 114,490 62,814
--------- --------- ----------
Total capital funds $ 516,237 $ 454,544 $ 330,509
========= ========= ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
AIG LIFE INSURANCE COMPANY
STATEMENTS OF CASH FLOWS
(in thousands)
<TABLE>
Years ended December 31,
1998 1997 1996
----------- ---------- ------------
<S> <C> <C> <C>
Cash flows from operating activities:
Net income $ 54,634 $ 42,359 $ 32,340
--------- ----------- ------------
Adjustments to reconcile net income
to net cash provided by operating
activities:
Non-cash revenues, expenses, gains and losses included in income:
Change in insurance reserves 250,810 121,325 72,151
Change in premiums and insurance balances
receivable and payable -net (753) (5,346) 11,782
Change in reinsurance assets (11,301) 157,710 (10,627)
Change in deferred policy acquisition costs (49,305) (34,248) (23,662)
Change in investment income due and accrued (8,894) 22,133 135,480
Realized capital losses 334 3,025 51
Change in current and deferred income taxes -net 9,330 2,689 (7,133)
Change in reserves for commissions, expenses and taxes 9,599 13,243 (21,274)
Change in other assets and liabilities - net (61,575) 69,582 12,733
----------- ----------- ------------
Total adjustments 138,245 350,113 169,501
--------- ---------- -----------
Net cash provided by operating activities 192,879 392,472 201,841
--------- ---------- -----------
Cash flows from investing activities:
Cost of fixed maturities at market, sold 282,756 23,816 40,098
Cost of fixed maturities at market, matured or redeemed 340,435 153,963 124,621
Cost of equity securities sold 1,039 3,676 2,607
Cost of real estate sold 2,585 - -
Realized capital gains 1,666 1,975 (51)
Purchase of fixed maturities (1,865,768) (804,262) (524,245)
Purchase of equity securities (18,559) (1,750) (1,678)
Purchase of real estate (341) (413) (881)
Mortgage loans granted (202,484) (87,690) (74,590)
Repayments of mortgage loans 83,035 29,298 16,416
Change in policy loans 485,868 377,124 1,087,765
Change in short-term investments 504,208 (567,876) 102,616
Change in other invested assets (11,706) 6,294 11,002
Other - net (27,908) 11,917 (38)
---------- ----------- --------------
Net cash (used in) provided by investing activities (425,174) (853,928) 783,642
---------- ----------- ----------
Cash flows from financing activities:
Change in policyholders' funds on deposit 231,951 430,808 (980,835)
Proceeds from capital contribution - 30,000 -
--------------- ----------- -----------------
Net cash provided by (used in) financing activities 231,951 460,808 (980,835)
--------- ---------- ------------
Change in cash (344) (648) 4,648
Cash at beginning of year 5,132 5,780 1,132
------------ ------------ -------------
Cash at end of year $ 4,788 $ 5,132 $ 5,780
=========== ============ =============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
AIG LIFE INSURANCE COMPANY
STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
<TABLE>
Years ended December 31,
1998 1997 1996
------------ ------------ -------------
<S> <C> <C> <C>
Comprehensive income
Net income $ 54,634 $ 42,359 $ 32,340
------------ ------------ -----------
Other comprehensive income
Unrealized appreciation (depreciation) of
investments - net of reclassification
adjustments 10,860 79,497 (50,245)
Changes due to deferred income tax benefit
(expense) on changes and
future policy benefits (3,801) (27,821) 25,386
------------ ------------- -----------
Other comprehensive income 7,059 51,676 (24,859)
------------ ------------ -----------
Comprehensive income $ 61,693 $ 94,035 $ 7,481
=========== =========== ============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
AIG LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
1. Summary of Significant Accounting Policies
(a) Basis of Presentation: AIG Life Insurance Company (the Company) is a
wholly owned subsidiary of American International Group, Inc. (the
Parent). The financial statements of the Company have been prepared on
the basis of generally accepted accounting principles (GAAP). The
preparation of financial statements in conformity with GAAP 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 revenues and expenses during the reporting
periods. Actual results could differ from those estimates. The Company
is licensed to sell life and accident and health insurance in the
District of Columbia and all states except for Maine and New York.
The Company also files financial statements prepared in accordance
with statutory practices prescribed or permitted by the Insurance
Department of the State of Delaware. Financial statements prepared in
accordance with generally accepted accounting principles differ in
certain respects from the practices prescribed or permitted by
regulatory authorities. The significant differences are: (1) statutory
financial statements do not reflect fixed maturities available for
sale at market value; (2) policy acquisition costs, charged against
operations as incurred for regulatory purposes, have been deferred and
are being amortized over the anticipated life of the contracts; (3)
individual life and annuity policy reserves based on statutory
requirements have been adjusted based upon mortality, lapse and
interest assumptions applicable to these coverages, including
provisions for reasonable adverse deviations; these assumptions
reflect the Company's experience and industry standards; (4) deferred
income taxes not recognized for regulatory purposes have been provided
for temporary differences between the bases of assets and liabilities
for financial reporting purposes and tax purposes; (5) for regulatory
purposes, future policy benefits, policyholders' funds on deposit,
policy and contract claims and reserve for unearned premiums are
presented net of ceded reinsurance; and (6) an asset valuation reserve
and interest maintenance reserve using National Association of
Insurance Commissioners (NAIC) formulas are set up for regulatory
purposes.
(b) Investments: Fixed maturities available for sale, where the company
may not have the ability or positive intent to hold these securities
until maturity, are carried at market value. Interest income with
respect to fixed maturity securities is accrued currently. Included in
fixed maturities available for sale are collateralized mortgage
obligations (CMOs). Premiums and discounts arising from the purchase
of CMOs are treated as yield adjustments over their estimated life.
Common and non-redeemable preferred stocks are carried at current
market value. Dividend income is generally recognized when receivable.
Short-term investments are carried at cost, which approximates market.
Unrealized gains and losses from investments in equity securities and
fixed maturities available for sale are reflected as a separate
component of comprehensive income, net of deferred income taxes and
future policy benefits in capital funds currently.
Realized capital gains and losses are determined principally by
specific identification. Where declines in values of securities below
cost or amortized cost are considered to be other than temporary, a
charge is reflected in income for the difference between cost or
amortized cost and estimated net realizable value.
Mortgage loans on real estate are carried at unpaid principal balance
less unamortized loan origination fees and costs less an allowance for
uncollectible loans. Interest income on such loans is accrued
currently.
<PAGE>
1. Summary of Significant Accounting Policies - (continued)
(b) Investments: (continued)
Real estate is carried at depreciated cost and is depreciated on a
straight-line basis over 31.5 years. Expenditures for maintenance and
repairs are charged to income as incurred; expenditures for
betterments are capitalized and depreciated over their estimated
lives.
Policy loans are carried at the aggregate unpaid principal balance.
Other invested assets consist primarily of limited partnership
interests which are carried at market value. Unrealized gains and
losses from the revaluation of these investments are reflected as a
separate component of comprehensive income, net of deferred income
taxes in capital funds currently.
(c) Income Taxes: The Company joins in a consolidated federal income tax
return with the Parent and its domestic subsidiaries. The Company and
the Parent have a written tax allocation agreement whereby the Parent
agrees not to charge the Company a greater portion of the consolidated
tax liability than would have been paid by the Company if it had filed
a separate return. Additionally, the Parent agrees to reimburse the
Company for any tax benefits arising out of its net losses within
ninety days after the filing of that consolidated tax return for the
year in which these losses are utilized. Deferred federal income taxes
are provided for temporary differences related to the expected future
tax consequences of events that have been recognized in the Company's
financial statements or tax returns.
(d) Premium Recognition and Related Benefits and Expenses: Premiums on
traditional life insurance and life contingent annuity contracts are
recognized when due. Revenues for universal life and investment-type
products consist of policy charges for the cost of insurance,
administration, and surrenders during the period. Premiums on accident
and health insurance are reported as earned over the contract term.
The portion of accident and health premiums which is not earned at the
end of a reporting period is recorded as unearned premiums. Estimates
of premiums due but not yet collected are accrued. Policy benefits and
expenses are associated with earned premiums on long-duration
contracts resulting in a level recognition of profits over the
anticipated life of the contracts.
Policy acquisition costs for traditional life insurance products are
generally deferred and amortized over the premium paying period of the
policy. Deferred policy acquisition costs and policy initiation costs
related to universal life and investment-type products are amortized
in relation to expected gross profits over the life of the policies
(see Note 3).
The liability for future policy benefits and policyholders' contract
deposits is established using assumptions described in Note 4.
(e) Policy and Contract Claims: Policy and contract claims include amounts
representing: (1) the actual in-force amounts for reported life claims
and an estimate of incurred but unreported claims; and (2) an
estimate, based upon prior experience, for accident and health
reported and incurred but unreported losses. The methods of making
such estimates and establishing the resulting reserves are continually
reviewed and updated and any adjustments resulting therefrom are
reflected in income currently.
(f) Separate and Variable Accounts: These accounts represent funds for
which investment income and investment gains and losses accrue
directly to the policyholders. Each account has specific investment
objectives, and the assets are carried at market value. The assets of
each account are legally segregated and are not subject to claims
which arise out of any other business of the Company.
<PAGE>
1. Summary of Significant Accounting Policies - (continued)
(g) Reinsurance Assets: Reinsurance assets include the balances due from
both reinsurance and insurance companies under the terms of the
Company's reinsurance arrangements for ceded unearned premiums, future
policy benefits for life and accident and health insurance contracts,
policyholders' funds on deposit and policy and contract claims. It
also includes funds held under reinsurance treaties.
(h) Accounting Standards:
In June 1997, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards No. 130 "Reporting
Comprehensive Income" (FASB 130) and Statement of Financial Accounting
Standards No. 131 "Disclosure about Segments of an Enterprise and
Related Information" (FASB 131).
FASB 130 establishes standards for reporting comprehensive income and
its components in a full set of general purpose financial statements.
FASB 130 was effective for the Company as of January 1, 1998. FASB 130
had no impact on the Company's results of operations, financial
condition or liquidity.
FASB 131 establishes standards for the way companies are required to
disclose information about their operating segments in annual
financial statements and in interim financial statements. FASB 131
establishes, where practicable, standards with respect to geographic
areas, among other things. Certain descriptive information is also
required. FASB 131 has been adopted for the year ended December 31,
1998 by the Parent, whose operations are conducted principally through
three business segments: General Insurance, Life Insurance and
Financial Services. All operations of the Company fall within the Life
Insurance segment.
In February 1998, FASB issued Statement of Financial Accounting
Standards No. 132 "Employers' Disclosures about Pensions and Other
Postretirement Benefits" (FASB 132). This statement requires revised
disclosures about pension and other postretirement benefit plans and
does not change the measurement or recognition of these plans. Also,
FASB 132 requires additional information on changes in the benefit
obligations and fair values of plan assets. FASB 132 was effective for
the year ended December 31, 1998 and has been adopted by the Parent.
Information regarding the pension and postretirement benefit plans is
not computed on a subsidiary basis, but rather on a consolidated basis
for all subsidiaries of the Parent and, accordingly, is not presented
herein.
In June 1998, FASB issued Statement of Financial Accounting Standards
No. 133 "Accounting for Derivative Instruments and Hedging Activities"
(FASB 133). This statement requires the Company to recognize all
derivatives in the consolidated balance sheet measuring these
derivatives at fair value. The recognition of the change in the fair
value of a derivative depends on a number of factors, including the
intended use of the derivative. The Company believes that the impact
of FASB 133 on its results of operations, financial condition or
liquidity will not be significant. FASB 133 is effective for the year
commencing January 1, 2000.
In December 1997, the Accounting Standards Executive Committee of the
American Institute of Certified Public Accountants (AcSEC) issued
Statement of Position (SOP) 97-3, "Accounting by Insurance and Other
Enterprises for Insurance-Related Assessments." This statement
provides guidance for the recording of a liability for
insurance-related assessments. The statement requires that a liability
be recognized in certain defined circumstances. The Company believes
that the impact of this statement on its results of operations,
financial condition or liquidity will not be significant. This
statement is effective for the year commencing January 1, 1999.
<PAGE>
1. Summary of Significant Accounting Policies - (continued)
(h) Accounting Standards - (continued):
In October 1998, AcSEC issued SOP 98-7, "Deposit Accounting:
Accounting for Insurance and Reinsurance Contracts That Do Not
Transfer Insurance Risk." This statement identifies several methods of
deposit accounting and provides guidance on the application of each
method. This statement classifies insurance and reinsurance contracts
for which the deposit method is appropriate as contracts that (i)
transfer only significant timing risk, (ii) transfer only significant
underwriting risk, (iii) transfer neither significant timing nor
underwriting risk, and (iv) have an indeterminate risk. The Company
believes that the impact of this statement on its results of
operations, financial condition or liquidity will not be significant.
This statement is effective for the year commencing January 1, 2000.
Restatement of previously issued financial statements is not
permitted.
(i) The financial statements for 1997 and 1996 have been reclassified to
conform to the 1998 presentation.
2. Investment Information
(a) Statutory Deposits: Securities with a carrying value of $2,448,000 and
$2,454,000 were deposited by the Company under requirements of
regulatory authorities as of December 31, 1998 and 1997, respectively.
(b) Net Investment Income: An analysis of net investment income is as
follows (in thousands):
<TABLE>
Years ended December 31,
1998 1997 1996
<S> <C> <C> <C>
Fixed maturities $284,267 $200,097 $164,548
Equity securities 622 58 219
Mortgage loans 36,464 28,714 22,797
Real estate 2,406 2,254 2,125
Policy loans 120,927 148,555 314,020
Cash and short-term investments 9,346 3,582 2,924
Other invested assets 8,015 2,380 2,549
--------- --------- ---------
Total investment income 462,047 385,640 509,182
Investment expenses 4,899 3,772 4,521
--------- --------- ---------
Net investment income $457,148 $381,868 $504,661
======= ======= =======
</TABLE>
<PAGE>
2. Investment Information - (continued)
(c) Investment Gains and Losses: The net realized capital gains (losses)
and change in unrealized appreciation (depreciation) of investments
for 1998, 1997 and 1996 are summarized below (in thousands):
<TABLE>
Years ended December 31,
1998 1997 1996
<S> <C> <C> <C>
Net realized (losses) gains on investments:
Fixed maturities $ - $ - $ (79)
Equity securities 84 1,975 28
Mortgage loans (2,000) (5,000) -
Real estate 1,561 - -
Other invested assets 21 - -
--------- ----------- ------------
Net realized gains $ (334) $ (3,025) $ (51)
======= ======= ==========
Change in unrealized appreciation (depreciation) of investments:
Fixed maturities $ (1,131) $77,422 $(58,659)
Equity securities 1,203 (626) 1,517
Other invested assets 10,788 2,701 6,897
--------- ------- ---------
Net change in unrealized appreciation
(depreciation) of investments $ 10,860 $79,497 $(50,245)
======== ====== =======
</TABLE>
Proceeds from the sale of investments in fixed maturities during 1998, 1997
and 1996 were $282,756,000, $23,816,000, and $40,098,000, respectively.
During 1998, 1997 and 1996, gross gains of $0, $0, and $176,000,
respectively, and gross losses of $0, $0, and $255,000, respectively, were
realized on dispositions of fixed maturity investments.
During 1998, 1997 and 1996, gross gains of $84,000, $1,975,000, and
$28,000, respectively, were realized on disposition of equity securities.
(d) Market Value of Fixed Maturities and Unrealized Appreciation of
Investments: At December 31, 1998 and 1997, unrealized appreciation of
investments in equity securities (before applicable taxes) included gross
gains of $2,854,000 and $1,530,000 and gross losses of $257,000 and
$136,000, respectively.
The amortized cost and estimated market values of investments in fixed
maturities at December 31, 1998 and 1997 are as follows (in thousands):
<TABLE>
Gross Gross
1998 Amortized Unrealized Unrealized Market
---- Cost Gains Losses Value
<S> <C> <C> <C> <C>
Fixed maturities:
U.S. Government and government
agencies and authorities $ 50,617 $ 19,220 $ 10 $ 69,827
States, municipalities and
political subdivisions 370,790 23,962 4,961 389,791
Foreign governments 30,431 7,201 - 37,632
All other corporate 3,629,170 156,316 44,691 3,740,795
--------- ---------- --------- ---------
Total fixed maturities $4,081,008 $ 206,699 $ 49,662 $4,238,045
========= ========== ========= =========
</TABLE>
<PAGE>
2. Investment Information - (continued)
<TABLE>
Gross Gross
1997 Amortized Unrealized Unrealized Market
---- Cost Gains Losses Value
<S> <C> <C> <C> <C>
Fixed maturities:
U.S. Government and government
agencies and authorities $ 42,866 $ 14,667 $ - $ 57,533
States, municipalities and
political subdivisions 371,477 21,481 252 392,706
Foreign governments 30,168 4,887 - 35,055
All other corporate 2,381,577 125,382 7,998 2,498,961
--------- ---------- ---------- ---------
Total fixed maturities $2,826,088 $ 166,417 $ 8,250 $2,984,255
========= ========== ========== =========
</TABLE>
The amortized cost and estimated market value of fixed maturities,
available for sale at December 31, 1998, by contractual maturity, are
shown below (in thousands). Actual maturities could differ from
contractual maturities because certain borrowers may have the right to
call or prepay obligations with or without call or prepayment
penalties.
<TABLE>
Estimated
Amortized Market
Cost Value
<S> <C> <C>
Due in one year or less $ 139,701 $ 144,918
Due after one year through five years 1,097,111 1,136,468
Due after five years through ten years 1,538,510 1,586,346
Due after ten years 1,305,686 1,370,313
---------- ---------
$ 4,081,008 $4,238,045
========= =========
</TABLE>
(e) CMOs: CMOs are U.S. Government and Government agency backed and triple
A-rated securities. CMOs are included in other corporate fixed
maturities. At December 31, 1998 and 1997, the market value of the CMO
portfolio was $522,844,000 and $445,739,000, respectively; the
estimated amortized cost was approximately $504,077,000 in 1998 and
$426,760,000 in 1997. The Company's CMO portfolio is readily
marketable. There were no derivative (high risk) CMO securities
contained in the portfolio at December 31, 1998.
(f) Fixed Maturities Below Investment Grade: At December 31, 1998 and
1997, the fixed maturities held by the Company that were below
investment grade had an aggregate amortized cost of $344,609,000 and
$242,573,000, respectively, and an aggregate market value of
$327,217,000 and $244,417,000, respectively.
(g) Non-income Producing Assets: Non-income producing assets were
insignificant.
(h) Investments Greater than 10% Equity: The market value of investments
in the following company exceeded 10% of the Company's total capital
funds at December 31, 1998 (in thousands):
Other Invested Assets:
Equity Linked Investors II, L.P. $ 60,271
<PAGE>
3. Deferred Policy Acquisition Costs
The following reflects the policy acquisition costs deferred (commissions,
direct solicitation and other costs) which will be amortized against future
income and the related current amortization charged to income, excluding
certain amounts deferred and amortized in the same period (in thousands).
Years ended December 31,
1998 1997 1996
Balance at beginning of year $118,535 $84,287 $60,625
Acquisition costs deferred 71,430 50,927 43,534
Amortization charged to income (22,125) (16,679) (19,872)
-------- -------- ------
Balance at end of year $167,840 $118,535 $84,287
======= ======= ======
4. Future Policy Benefits and Policyholders' Funds on Deposit
(a) The analysis of the future policy benefits and policyholders' funds on
deposit at December 31, 1998 and 1997 follows (in thousands):
<TABLE>
1998 1997
----------- ----------
<S> <C> <C>
Future Policy Benefits:
Long duration contracts $ 987,503 $ 740,969
Short duration contracts 14,741 8,949
----------- ------------
$1,002,244 $ 749,918
========= ==========
Policyholders' funds on deposit:
Annuities $ 1,385,203 $ 1,265,490
Universal life 184,460 149,202
Guaranteed investment contracts (GICs) 669,035 379,049
Corporate owned life insurance 2,229,843 1,948,558
Other investment contracts 4,313 3,603
------------ ------------
$ 4,472,854 $ 3,745,902
============ ============
</TABLE>
(b) Long duration contract liabilities included in future policy benefits,
as presented in the table above, result from traditional life
products. Short duration contract liabilities are primarily accident
and health products. The liability for future policy benefits has been
established based upon the following assumptions:
(i) Interest rates (exclusive of immediate/terminal funding
annuities), which vary by year of issuance and products, range
from 3.0 percent to 10.0 percent within the first 20 years.
Interest rates on immediate/terminal funding annuities are at a
maximum of 12.2 percent and grade to not greater than 7.5
percent.
(ii) Mortality and surrender rates are based upon actual experience
modified to allow for variations in policy form. The weighted
average lapse rate, including surrenders, for individual life
approximated 10.1 percent.
<PAGE>
4. Future Policy Benefits and Policyholders' Funds on Deposit - (continued)
(c) The liability for policyholders' funds on deposit has been established
based on the following assumptions:
(i) Interest rates credited on deferred annuities vary by year of
issuance and range from 3.0 percent to 7.1 percent. Credited
interest rate guarantees are generally for a period of one year.
Withdrawal charges generally range from 3.0 percent to 10.0
percent grading to zero over a period of 5 to 10 years.
(ii) GICs have market value withdrawal provisions for any funds
withdrawn other than benefit responsive payments. Interest rates
credited generally range from 4.7 percent to 8.1 percent and
maturities range from 1 to 20 years.
(iii)Interest rates on corporate-owned life insurance business are
guaranteed at 4.0 percent and the weighted average rate credited
in 1998 was 7.0 percent.
(iv) The universal life funds, exclusive of corporate owned life
insurance business, have credited interest rates of 5.6 percent
to 7.5 percent and guarantees ranging from 3.5 percent to 5.5
percent depending on the year of issue. Additionally, universal
life funds are subject to surrender charges that amount to 11.0
percent of the fund balance and grade to zero over a period not
longer than 20 years.
5. Income Taxes
(a) The Federal income tax rate applicable to ordinary income is 35%
for 1998, 1997 and 1996. Actual tax expense on income from
operations differs from the "expected" amount computed by
applying the Federal income tax rate because of the following (in
thousands except percentages):
<TABLE>
Years ended December 31,
-------------------------------------------------------------------------------------
1998 1997 1996
----------------------- ----------------------- ------------------------
Percent Percent Percent
of of of
pre-tax pre-tax pre-tax
operating operating operating
Amount Income Amount Income Amount Income
<S> <C> <C> <C> <C> <C> <C>
"Expected" income tax
expense $ 30,183 35.0% $ 23,279 35.0% $ 18,125 35.0%
Prior year federal
income tax benefit 268 0.3 (6) - (51) (0.1)
State income tax 599 0.7 673 1.0 850 1.6
Other 388 0.5 77 0.1 677 1.3
-------- ------- ---------- ----- --------- -----
Actual income tax expense $31,438 36.5% $ 24,023 36.1% $ 19,601 37.8%
====== ====== ======= ==== ======= ====
</TABLE>
<PAGE>
5. Income Taxes - (continued)
(b) The components of the net deferred tax liability were as follows (in
thousands):
<TABLE>
Years ended December 31,
1998 1997
<S> <C> <C>
Deferred tax assets:
Adjustment to life reserves $ 59,903 $ 51,992
Adjustments to mortgage loans and
investment income due and accrued 4,913 4,250
Adjustment to policy and contract claims 5,456 8,816
Other 2,406 4,292
---------- ---------
72,678 69,350
--------- --------
Deferred tax liabilities:
Deferred policy acquisition costs $ 55,308 $ 37,559
Unrealized appreciation on investments 65,445 61,644
Bond discount 4,911 4,843
Other 3,533 2,802
---------- -----------
129,197 106,848
-------- ---------
Net deferred tax liability $ 56,519 $ 37,498
========= =========
</TABLE>
(c) At December 31, 1998, accumulated earnings of the Company for Federal
income tax purposes include approximately $2,204,000 of
"Policyholders' Surplus" as defined under the Code. Under provisions
of the Code, "Policyholders' Surplus" has not been currently taxed but
would be taxed at current rates if distributed to the Parent. There is
no present intention to make cash distributions from "Policyholders'
Surplus" and accordingly, no provision has been made for taxes on this
amount.
(d) Income taxes paid in 1998, 1997, and 1996 amounted to $21,184,000,
$20,311,000, and $25,412,000, respectively.
6. Commitments and Contingencies
The Company, in common with the insurance industry in general, is subject
to litigation, including claims for punitive damages, in the normal course
of their business. The Company does not believe that such litigation will
have a material effect on its operating results and financial condition.
During 1997, the Company entered into a partnership agreement with Private
Equity Investors III, L.P. The agreement requires the Company to make
capital contributions totaling $50,000,000. Contributions totaling
$10,963,000 have been made through December 31, 1998.
During 1998, the Company entered into a partnership agreement with Sankaty
High Yield Asset Partners, L.P. The agreement requires the Company to make
capital contributions totaling $2,500,000. Contributions totaling
$1,868,000 have been made through December 31, 1998.
<PAGE>
7. Fair Value of Financial Instruments
(a) Statement of Financial Accounting Standards No. 107 "Disclosures about
Fair Value of Financial Instruments" (FASB 107) requires disclosure of
fair value information about financial instruments for which it is
practicable to estimate such fair value. These financial instruments
may or may not be recognized in the balance sheet. In the measurement
of the fair value of certain of the financial instruments, quoted
market prices were not available and other valuation techniques were
utilized. These derived fair value estimates are significantly
affected by the assumptions used. FASB 107 excludes certain financial
instruments, including those related to insurance contracts.
The following methods and assumptions were used by the Company in
estimating the fair value of the financial instruments presented:
Cash and short term investments: The carrying amounts reported in the
balance sheet for these instruments approximate fair values.
Fixed maturities: Fair values for fixed maturity securities carried at
market value are generally based upon quoted market prices. For
certain fixed maturities for which market prices were not readily
available, fair values were estimated using values obtained from
independent pricing services.
Equity securities: Fair values for equity securities were based upon
quoted market prices.
Mortgage and policy loans: Where practical, the fair values of loans
on real estate were estimated using discounted cash flow calculations
based upon the Company's current incremental lending rates for similar
type loans. The fair value of the policy loans were not calculated as
the Company believes it would have to expend excessive costs for the
benefits derived. Therefore, the fair value of policy loans was
estimated at carrying value.
Policyholders' funds on deposit: Fair value of policyholder contract
deposits were estimated using discounted cash flow calculations based
upon interest rates currently being offered for similar contracts
consistent with those remaining for the contracts being valued.
(b) The fair value and carrying amounts of financial instruments is as
follows (in thousands):
<TABLE>
1998 Fair Carrying
Value Amount
<S> <C> <C>
Cash and short-term investments $ 168,492 $ 168,492
Fixed maturities 4,238,045 4,238,045
Equity securities 21,748 21,748
Mortgage and policy loans 1,500,447 1,479,311
Policyholders' funds on deposit $ 4,554,644 $ 4,472,854
1997 Fair Carrying
Value Amount
Cash and short-term investments $ 673,044 $ 673,044
Fixed maturities 2,984,255 2,984,255
Equity securities 3,025 3,025
Mortgage and policy loans 1,868,449 1,847,660
Interest rate cap - 19
Policyholders' funds on deposit $ 3,777,435 $ 3,745,902
</TABLE>
<PAGE>
8. Capital Funds
(a) The maximum stockholder dividend which can be paid without prior
regulatory approval is subject to restrictions relating to statutory
surplus and statutory net gain from operations. These restrictions
limited payment of dividends to $35,350,000 during 1998, however, no
dividends were paid during the year.
(b) The Company's capital funds as determined in accordance with statutory
accounting practices was $298,047,000 at December 31, 1998 and
$285,350,000 at December 31, 1997. Statutory net income amounted to
$28,789,000, $35,350,000 and $47,074,000 for 1998, 1997 and 1996,
respectively.
(c) During 1997, the Company received a $30,000,000 surplus contribution
from American International Group Inc., the parent.
(d) Statement of Accounting Standards No. 130 "Comprehensive Income" (FASB
130) was adopted by the Company effective January 1, 1998. FASB 130
establishes standards for reporting comprehensive income and its
components as part of capital funds. The reclassification adjustments
with respect to available for sale securities were $(334,000),
$(3,025,000) and $(51,000) for December 31, 1998, 1997 and 1996,
respectively.
9. Employee Benefits
(a) The Company participates with its affiliates in a qualified,
non-contributory, defined benefit pension plan which is administered
by the Parent. All qualified employees who have attained age 21 and
completed twelve months of continuous service are eligible to
participate in this plan. An employee with 5 or more years of service
is entitled to pension benefits beginning at normal retirement age 65.
Benefits are based upon a percentage of average final compensation
multiplied by years of credited service limited to 44 years of
credited service. The average final compensation is subject to certain
limitations. Annual funding requirements are determined based on the
"projected unit credit" cost method which attributes a pro rata
portion of the total projected benefit payable at normal retirement to
each year of credited service. Pension expense for current service
costs, retirement and termination benefits for the years ended
December 31, 1998, 1997 and 1996 were approximately $272,000,
$373,000, and $400,000, respectively. The Parent's plans do not
separately identify projected benefit obligations and plan assets
attributable to employees of participating affiliates. The projected
benefit obligations exceeded the plan assets at December 31, 1998 by
$100,000,000.
The Parent has adopted a Supplemental Executive Retirement Program
(Supplemental Plan) to provide additional retirement benefits to
designated executives and key employees. Under the Supplemental Plan,
the annual benefit, not to exceed 60 percent of average final
compensation, accrues at a percentage of average final pay multiplied
for each year of credited service reduced by any benefits from the
current and any predecessor retirement plans, Social Security, if any,
and from any qualified pension plan of prior employers. The
Supplemental Plan also provides a benefit equal to the reduction in
benefits payable under the AIG retirement plan as a result of Federal
limitations on benefits payable thereunder. Currently, the
Supplemental Plan is unfunded.
(b) The Parent also sponsors a voluntary savings plan for domestic
employees (a 401(k) plan), which, during the three years ended
December 31, 1998, provided for salary reduction contributions by
employees and matching contributions by the Parent of up to 6 percent
of annual salary depending on the employees' years of service.
<PAGE>
9. Employee Benefits - (continued)
(c) In addition to the Parent's defined benefit pension plan, the Parent
and its subsidiaries provide a post-retirement benefit program for
medical care and life insurance. Eligibility in the various plans is
generally based upon completion of a specified period of eligible
service and reaching a specified age.
(d) The Parent applies APB Opinion 25 "Accounting for Stock issued to
Employees" and related interpretations in accounting for its stock
based compensation plans. Employees of the Company participate in
certain stock option and stock purchase plans of the Parent. In
general, under the stock option plan, officers and other key employees
are granted options to purchase AIG common stock at a price not less
than fair market value at the date of grant. In general, the stock
purchase plan provide for eligible employees to receive privileges to
purchase AIG common stock at a price equal to 85% of the fair market
value on the date of grant of the purchase privilege. The Parent has
not recognized compensation costs for either plan. The effect of the
compensation costs, as determined consistent with FASB 123, was not
computed on a subsidiary basis, but rather on a consolidated basis for
all subsidiaries of the Parent and therefore are not presented herein.
10. Leases
(a) The Company occupies leased space in many locations under various
long-term leases and has entered into various leases covering the
long-term use of data processing equipment. At December 31, 1998, the
future minimum lease payments under operating leases were as follows
(in thousands):
Year Payment
1999 $ 4,251
2000 2,980
2001 2,530
2002 2,380
2003 1,870
Remaining years after 2003 1,571
-------
Total $ 15,582
Rent expense approximated $4,450,000, $3,881,000, and $4,263,000 for
the years ended December 31, 1998, 1997 and 1996, respectively.
(b) Sublease Income - The Company does not participate in sublease
agreements.
11. Reinsurance
(a) The Company reinsures portions of its life and accident and health
insurance risks with unaffiliated companies. Life insurance risks are
reinsured primarily under coinsurance and yearly renewable term
treaties. Accident and health insurance risks are reinsured primarily
under coinsurance, excess of loss and quota share treaties. Amounts
recoverable from reinsurers are estimated in a manner consistent with
the assumptions used for the underlying policy benefits and are
presented as a component of reinsurance assets. A contingent liability
exists with respect to reinsurance ceded to the extent that any
reinsurer is unable to meet the obligations assumed under the
reinsurance agreements.
<PAGE>
11. Reinsurance - (continued)
The Company also reinsures portions of its life and accident and health
insurance risks with affiliated companies (see Note 12). The effect of all
reinsurance contracts, including reinsurance assumed, is as follows (in
thousands, except percentages):
<TABLE>
Percentage
December 31, 1998 of Amount
Assumed
Gross Ceded Assumed Net to Net
<S> <C> <C> <C> <C> <C>
Life Insurance in Force $53,884,853 $19,921,930 $ 896,285 $34,859,208 2.6%
============= ========== ======== ==========
Premiums:
Life 184,487 54,134 2,022 132,375 1.5%
Accident and Health 155,199 82,614 142,878 215,463 66.3%
Annuity 269,126 - - 269,126 -
------------ ----------------- -------------- ------------
Total Premiums $ 608,812 $ 136,748 $ 144,900 $ 616,964 23.5%
============ =========== ======== ============
Percentage
of Amount
December 31, 1997 Assumed
Gross Ceded Assumed Net to Net
Life Insurance in Force $52,183,971 $18,779,228 $ 935,975 $34,340,718 2.7%
============= ========== ======== ==========
Premiums:
Life 200,926 67,350 2,389 135,965 1.8%
Accident and Health 118,663 59,550 115,573 174,686 66.2%
Annuity 126,999 - - 126,999 -
------------ ----------------- -------------- ------------
Total Premiums $ 446,588 $ 126,900 $ 117,962 $ 437,650 27.0%
============ =========== ======== ============
Percentage
of Amount
December 31, 1996 Assumed
Gross Ceded Assumed Net to Net
Life Insurance in Force $53,854,456 $17,392,184 $ 605,831 $37,068,103 1.6%
============= ========== ======== ==========
Premiums:
Life 187,886 49,150 327 139,063 -
Accident and Health 97,971 28,359 107,447 177,059 60.7%
Annuity 78,358 - - 78,358 -
------------- ------------------- -------------- -------------
Total Premiums $ 364,215 $ 77,509 $ 107,774 $ 394,480 27.3%
============ ============== ======== ============
</TABLE>
(b) The maximum amount retained on any one life by the Company is
$1,000,000.
(c) Reinsurance recoveries, which reduced death and other benefits,
approximated $111,580,000, $100,029,000, and $54,456,000,
respectively, for each of the years ended December 31, 1998, 1997 and
1996.
The Company's reinsurance arrangements do not relieve the Company from
its direct obligation to its insureds.
<PAGE>
12. Transactions with Related Parties
(a) The Company is party to several reinsurance agreements with its
affiliates covering certain life and accident and health insurance
risks. Premium income and commission ceded for 1998 amounted to
$1,237,000 and $1,000, respectively. Premium income and commission
ceded for 1997 amounted to $1,251,000 and $1,000, respectively.
Premium income and commission ceded to affiliates amounted to
$1,345,000 and $0 for the year ended December 31, 1996. Premium income
and ceding commission expense assumed from affiliates aggregated
$131,771,000 and $31,584,000, respectively, for 1998, compared to
$110,529,000 and $24,853,000, respectively, for 1997, and $103,885,000
and $27,609,000, respectively for 1996.
(b) The Company is party to several cost sharing agreements with its
affiliates. Generally, these agreements provide for the allocation of
costs upon either the specific identification basis or a proportional
cost allocation basis which management believes to be reasonable. For
the years ended December 31, 1998, 1997 and 1996, the Company was
charged $40,417,000, $37,846,000 and $28,277,000, respectively, for
expenses attributed to the Company but incurred by affiliates. During
the same period, the Company received reimbursements from affiliates
aggregating $23,132,000, $18,134,000 and $17,598,000, respectively,
for costs incurred by the Company but attributable to affiliates.
(c) During 1997, a reinsurance agreement covering certain annuity policies
was terminated. Upon cancellation, assets totaling $164,895,000 were
transferred to the Company from Delaware American Life Insurance
Company.
(d) During 1996, the Company purchased 1,500,000 shares of AIG Life
Ireland, LTD., a subsidiary.
<PAGE>
AIG LIFE INSURANCE COMPANY
BALANCE SHEETS
(in thousands)
<TABLE>
September 30, December 31,
1999 1998
------------------- -----------
(unaudited)
Assets
<S> <C> <C>
Investments and cash:
Fixed maturities:
Bonds available for sale, at market value $ 4,580,026 $ 4,238,045
(cost: 1999 - $4,653,326: 1998 - $4,081,008)
Equity securities:
Common stock
(cost: 1999-$891: 1998 - $901) 2,285 2,410
Preferred stock
(cost: 1999 - $20,252 : 1998 - $18,250) 16,807 19,338
Mortgage loans on real estate, net 405,969 468,342
Real estate, net of accumulated
depreciation of $4,870 in 1999; and $4,351 in 1998 12,711 13,002
Policy loans 646,844 1,010,969
Other invested assets 75,084 81,916
Short-term investments 149,791 163,704
Cash 40,093 4,788
------------- -------------
Total investments and cash 5,929,610 6,002,514
Amounts due from related parties 13,723 17,330
Investment income due and accrued 120,382 94,029
Premium and insurance balances receivable-net 79,144 56,583
Reinsurance assets 101,835 72,044
Deferred policy acquisition costs 208,823 167,840
Federal income tax receivable 3,844 4,207
Deferred income taxes 28,487 -
Separate and variable accounts 2,682,641 1,971,280
Other assets 7,194 6,228
-------------- -------------
Total assets $ 9,175,683 $ 8,392,055
========== ==========
See accompanying notes to financial statements.
</TABLE>
<PAGE>
AIG LIFE INSURANCE COMPANY
BALANCE SHEETS
(in thousands, except share amounts)
<TABLE>
September 30, December 31,
1999 1998
------------------ ----------
(unaudited)
Liabilities
<S> <C> <C>
Policyholders' funds on deposit $ 4,553,144 $ 4,472,854
Future policy benefits 1,153,022 1,002,244
Reserve for unearned premiums 23,022 21,468
Policy and contract claims 206,503 200,193
Reserve for commissions, expenses and taxes 16,365 25,702
Insurance balances payable 61,596 56,263
Amounts due to related parties 5,837 4,119
Deferred income taxes - 56,519
Separate and variable accounts 2,682,641 1,971,280
Minority interest 6,043 5,987
Other liabilities 83,124 59,189
------------- -----------
Total liabilities 8,791,297 7,875,818
----------- -----------
Capital funds
Common stock, $5 par value; 1,000,000 shares
authorized; 976,703 shares issued and
outstanding 4,884 4,884
Additional paid-in capital 153,283 153,283
Retained earnings 275,188 236,521
Accumulated other comprehensive income (48,969) 121,549
------------ ------------
Total capital funds 384,386 516,237
----------- ------------
Total liabilities and capital funds $ 9,175,683 $ 8,392,055
========== ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
AIG LIFE INSURANCE COMPANY
STATEMENTS OF INCOME
(in thousands)
(unaudited)
<TABLE>
For the nine months ended September 30,
---------------------------------------
1999 1998
---------- -------
Revenues:
<S> <C> <C>
Premiums $ 469,400 $ 464,542
Net investment income 330,085 348,776
Realized capital (losses) (1,877) (94)
----------- -----------
Total revenues 797,608 813,224
-------- --------
Benefits and expenses:
Benefits to policyholders 242,697 198,697
Increase in future policy benefits
and policyholders' funds on deposit 345,363 429,763
Acquisition and insurance expenses 149,690 126,017
---------- --------
Total benefits and expenses 737,750 754,477
-------- --------
Income before income taxes 59,858 58,747
--------- ---------
Income taxes:
Current 14,239 14,446
Deferred 6,810 6,713
---------- ----------
Total income taxes 21,049 21,159
--------- ---------
Net income before minority interest 38,809 37,588
Minority interest income 142 131
----------- -----------
Net income $ 38,667 $ 37,457
========= =========
</TABLE>
See accompanying notes to financial statements
<PAGE>
AIG LIFE INSURANCE COMPANY
STATEMENTS OF CAPITAL FUNDS
(in thousands)
<TABLE>
September 30, December 31,
1999 1998
------------------- ------------
(unaudited)
<S> <C> <C>
Common Stock
Balance at beginning of year $ 4,884 $ 4,884
----------- -----------
Balance at end of year 4,884 4,884
----------- -----------
Additional paid-in capital
Balance at beginning of year 153,283 153,283
--------- ---------
Balance at end of year 153,283 153,283
--------- ---------
Retained earnings
Balance at beginning of year 236,521 181,887
Net income 38,667 54,634
---------- ----------
Balance at end of year 275,188 236,521
--------- ---------
Accumulated other comprehensive income
Balance at beginning of year 121,549 114,490
Unrealized appreciation (depreciation) of
investments - net of reclassification
adjustments (262,335) 10,860
Deferred income tax benefit (expense) on
changes 91,817 (3,801)
---------- ----------
Balance at end of year (48,969) 121,549
---------- ---------
Total capital funds $ 384,386 $ 516,237
========= =========
</TABLE>
See accompanying notes to financial statements
<PAGE>
AIG LIFE INSURANCE COMPANY
STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
<TABLE>
For nine months ended September 30,
-----------------------------------
1999 1998
---------- -------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 38,667 $ 37,457
Adjustments to reconcile net income to net cash provided by operating
activities:
Non-cash revenues, expenses, gains and losses included in income:
Change in insurance reserves 158,642 197,020
Change in premiums and insurance balances
receivable and payable -net (17,228) (15,116)
Change in reinsurance assets (29,791) (2,246)
Change in deferred policy acquisition costs (40,983) (40,977)
Change in investment income due and accrued (26,353) (95,338)
Realized capital losses 1,877 94
Change in current and deferred income taxes -net 7,173 2,387
Change in reserves for commissions, expenses and taxes (9,337) 14,574
Change in other assets and liabilities - net 16,011 (76,438)
---------- -----------
Total adjustments 60,011 (16,040)
----------- ----------
Net cash provided by operating activities 98,678 21,417
---------- ----------
Cash flows from investing activities:
Cost of fixed maturities, at market, sold 445,589 187,322
Cost of fixed maturities, at market, matured or redeemed 259,037 268,004
Cost of equity securities sold 1,032 1,058
Realized capital losses (1,877) (94)
Purchase of fixed maturities (1,271,396) (1,413,716)
Purchase of equity securities (3,024) (10,579)
Mortgage loans granted (54,167) (153,517)
Repayments of mortgage loans 116,601 52,452
Change in policy loans 364,125 (32,785)
Change in short-term investments 13,912 524,367
Change in other invested assets (20,512) (13,126)
Other - net 7,017 (18,106)
----------- -----------
Net cash used in investing activities (143,663) (608,720)
--------- ----------
Cash flows from financing activities:
Change in policyholders' funds on deposit 80,290 593,829
---------- -----------
Net cash provided by financing activities 80,290 593,829
---------- ----------
Change in cash 35,305 6,526
Cash at beginning of period 4,788 5,132
------------ ------------
Cash at end of period $ 40,093 $ 11,658
=========== ===========
See accompanying notes to financial statements
</TABLE>
<PAGE>
AIG LIFE INSURANCE COMPANY
STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
(unaudited)
<TABLE>
September 30, September 30,
1999 1998
------------------ ----------
<S> <C> <C>
Comprehensive income
Net income $ 38,667 $ 37,457
------------ ------------
Other comprehensive income
Unrealized appreciation (depreciation) of
investments - net of reclassification
adjustments (262,335) 40,183
Changes due to deferred income tax benefit
(expense) on changes 91,817 (14,064)
----------- ------------
Other comprehensive income (170,518) 26,119
---------- ------------
Comprehensive income $ (131,851) $ 63,576
==========- ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
AIG LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
1. Summary of Significant Accounting Policies
Basis of Presentation: The year-end balance sheet data was derived from audited
financial statements, but does not include all disclosures required by generally
accepted accounting principles.
<PAGE>
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits.
(a) Financial Statements
Audited statements of AIG Life Insurance Company for the year ended
December 31, 1998, and unaudited financial statements of AIG Life
Insurance Company for the three quarters ended September 30, 1999, are
included in Part B of the registration statement.
(b) Exhibits
(1) Certificate of Resolution for AIG Life Insurance Company dated
June 5, 1986, authorizing the issuance and sale of variable
and fixed annuity contracts*
(2) N/A
(3)(a) Principal Underwriter's Agreement between AIG Life Insurance
Company and American International Fund Distributors dated August
1, 1988*
(b) Broker/Dealer Agreement between AIG Life Insurance Company and
American International Fund Distributors dated August 1, 1988*
(c) Selling Agreement between AIG Life Insurance Company, American
International Life Assurance Company of New York, and AIG Equity
Sales Corporation dated October 1998*
(d) Distribution Agreement between AIG Life Insurance Company,
American International Life Assurance Company of New York, and
Alliance Fund Distributors dated June 11, 1991*
(e) Buy Sell Agreement between AIG Life Insurance Company and
Alliance Variable Products Series Fund and Alliance Capital
Management, L.P. dated June 11, 1991*
(4)(a) Form of Individual Variable Annuity Single Purchase Payment
Policy (45648 - 4/87)*
(b) Form of Individual Variable Annuity Policy (11VAN0896)*
(c) Form of Group Variable Annuity Policy (11VAN0896GP)*
(d) Form of Variable Annuity Certificate of Coverage (16VAN0896)*
(e) Form of Group Variable Annuity Policy (11GVAN999) and Certificate
(16GVAN999)*****
(5)(a) Form of variable annuity application (14VAN897)*
(b) Form of Flexible Variable Annuity application (56778 11/96)*
(c) Form of Single Variable Annuity application (52970 11/96)*
(d) Form of Group Variable Annuity application (56451 11/96)*
(6)(a) By-Laws of AIG Life Insurance Company as amended through
December 31, 1991*
(b) Certificate of Incorporation of AIG Life Insurance Company dated
December 31, 1991*
(c) Restated Certificate of Incorporation of AIG Life Insurance
Company dated December 31, 1991*
(7) N/A
(8) Delaware Valley Financial Services, Inc. Administrative
Agreement, appointing Delaware Valley Financial Services, Inc. by
AIG Life Insurance Company and American International Life
Assurance Company of New York, dated October 1, 1986*
(9) Opinion and Consent of Counsel (filed electronically herewith)
(10)(a) Consent of Jorden Burt Boros Cicchetti Berenson & Johnson LLP
(filed electronically herewith)
(b) Consent of Independent Accountants (filed electronically
herewith)
(11) N/A
(12) N/A
(13) Performance Data #
(14)(a) Powers of Attorney **
(b) Power of Attorney of Paul S. Bell ***
(c) Power of Attorney of Stephen M. White ****
(d) Power of Attorney of Michele L. Abruzzo *****
(e) Power of Attorney of Robinson K. Nottingham ***** (f) Power of
Attorney of Edmund Sze-Wing Tse *****
* Incorporated by reference to Registrant's Post-Effective Amendment No. 12
to the Registration Statement on Form N-4 (File No. 33-39171) filed on
October 27, 1998.
** Incorporated by reference to Registrant's Post-Effective Amendment No. 2 to
the Registration Statement on Form S-6 (File No. 33-90684) filed on May 1,
1997.
*** Incorporated by reference to Registrant's Pre-Effective Amendment No. 1 to
the Registration Statement on Form S-6 (File No. 333-85573) filed on
October 15, 1999.
**** Incorporated by reference to Registrant's Post-Effective Amendment No. 1 to
the Registration Statement on Form S-6 (File No. 333-71753) filed on
November 5, 2000.
*****Incorporated by reference to Registrant's Registration Statement on Form
N-4 (File No. 333-93709) filed on December 28, 1999.
# Incorporated by reference to Registrant's Post-Effective Amendment No. 3 to
Form N-4 (File No. 33-39171) filed on May 1, 1993.
Item 25. Directors and Officers of the Depositor
Name and Principal Business Address Position and Offices With Depositor
Michele L. Abruzzo(2) Director, Sr. Executive Vice President
Paul S. Bell(3) Director, Sr.Vice President Chief Actuary
Edward E. Matthews(1) Director, Senior Vice President - Finance
Jerome T. Muldowney(4) Director, Sr. Vice President - Domestic
Investments
Robinson Kendall Nottingham(3) Director, Chairman of the Board
Nicholas A. O'Kulich(1) Director, Vice Chairman, Treasurer
Gerald W. Wyndorf(2) Director, Chief Executive Officer, President
James A. Bambrick(2) Senior Vice President
Jeffrey M. Kestenbaum(2) Executive Vice President
Elizabeth M. Tuck(1) Secretary - Corporate
(1) Business address is 70 Pine Street, New York, New York 10270.
(2) Business address is 80 Pine Street, New York, New York 10005.
(3) Business address is One Alico Plaza, 600 King Street Wilmington, Delaware
19801.
(4) Business address is 175 Water Street, New York, New York 10038.
Item 26. Persons Controlled by or Under Common Control with the Depositor or
Registrant
Incorporated by reference to the Form 10-K, Exhibit 21 filed by American
International Group (parent of registrant) for the year ended December 31, 1998.
Item 27. Number of Contractowners
Not applicable.
Item 28. Indemnification
Incorporated by reference to Principal Underwriter's Agreement between AIG Life
Insurance Company and American International Fund Distributors, dated August 1,
1988, and filed electronically on October 27, 1998 as an exhibit to
post-effective amendment no. 12 to the registration statement on Form N-4 (File
No. 33-39171).
Item 29. Principal Underwriter
(a) AIG Equity Sales Corp., the principal underwriter for Variable Account I,
also acts as the principal underwriter for other separate accounts of the
Depositor, and for the separate accounts of American International Life
Assurance Company of New York, an affiliated company.
(b) The following information is provided for each director and officer of the
principal underwriter:
Name and Principal Business Address* Positions and Offices with Underwriter
Michele L. Abruzzo Director & Vice President, Compliance
Officer - Variable Life
Kevin Clowe Director and Vice President
Ernest T. Patrikis Director
Ronald Alan Latz Director, Vice President and
Financial Operations Principal
Jerome Thomas Muldowney Director
Helen Stefanis Director and President
Martinnette J. Witick Vice President, - Compliance Officer
Kenneth F. Judkowitz Vice President
Elizabeth M. Tuck Secretary
*Business address is 70 Pine Street, New York, New York 10005.
(c) Net
Name of Underwriting Compensation
Principal Discounts and on Brokerage
Underwriter Commission Redemption Commissions Compensation
AIG Equity $0 $0 $0 $0
Sales Corp.
Item 30. Location of Accounts and Records.
Kenneth F. Judkowitz, Assistant Vice President of AIG Life Insurance Company,
whose address is 70 Pine Street, New York, New York 10270, maintains physical
possession of the accounts, books, or documents of Variable Account I required
to be maintained by Section 31(a) of the Investment Company Act of 1940 and the
rules promulgated thereunder.
Item 31. Management Services.
Not applicable.
Item 32. Undertakings
(a) Registrant hereby undertakes to file a post-effective amendment to this
registration statement as frequently as is necessary to ensure that the
audited financial statements in the registration statement are never
more than 16 months old for so long as payments under the variable
annuity contracts may be accepted.
(b) Registrant hereby undertakes to include either (1) as part of any
application to purchase a contract offered by the prospectus, a space
that an applicant can check to request a Statement of Additional
Information, or (2) a postcard or similar written communication affixed
to or included in the prospectus that the applicant can remove to send
for a Statement of Additional Information.
(c) Registrant hereby undertakes to deliver any Statement of Additional
Information and any financial statements required to be made available
under this Form promptly upon written or oral request.
(d) Registrant represents that in connection with 403(b) Plans, it is
relying on the November 28, 1988 no-action letter issued by the SEC to
the American Council of Life Insurance.
(e) Registrant represents that the fees and charges deducted under the
contracts offered by this registration statement, in the aggregate, are
reasonable in relation to the services rendered, the expenses expected
to be incurred, and the risks assumed by the company.
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Registrant has caused this Registration Statement to be signed
on its behalf, in the City of Wilmington, and State of Delaware on this 10th day
of February, 2000.
Variable Account I
By: AIG Life Insurance Company
/s/ Kenneth D. Walma
By: _______________________________
Kenneth D. Walma,
Vice President and General Counsel
AIG Life Insurance Company
/s/ Kenneth D. Walma
By: ________________________________
Kenneth D. Walma,
Vice President and General Counsel
As required by the Securities Act of 1933, this Registration Statement
has been signed by the following persons in the capacities and on the dates
indicated.
Signature Title Date
Michele L. Abruzzo* Senior Executive Vice February 10, 2000
- ------------------- President, Director
Michele L. Abruzzo
Paul S. Bell* Chief Actuary, Senior February 10, 2000
- ------------- Vice President, Director
Paul S. Bell
M.R. Greenberg* Director February 10, 2000
- ---------------
M.R. Greenberg
Edward. E. Matthews* Senior Vice President, February 10, 2000
- -------------------- Director
Edward E. Matthews
Jerome T. Muldowney* Senior Vice President, February 10, 2000
- ------------------- Director
Jerome T. Muldowney
Robinson Kendall Nottingham* Chairman of the Board February 10, 2000
- ---------------------------- of Directors, Director
Robinson Kendall Nottingham
Nicholas A. O'Kulich* Vice Chairman, Treasurer, February 10, 2000
- --------------------- Director
Nicholas A. O'Kulich
Howard I. Smith* Director February 10, 2000
- ----------------
Howard I. Smith
Edmund Sze-Wing Tse* Director February 10, 2000
- --------------------
Edmund Sze-Wing Tse
Elizabeth M. Tuck Secretary
- -----------------
Elizabeth M. Tuck
Gerald W. Wyndorf* Director February 10, 2000
- ------------------
Gerald W. Wyndorf
*By: /s/ Kenneth D. Walma
----------------------
Kenneth D. Walma,
Attorney in Fact
<PAGE>
INDEX TO EXHIBITS
9. Opinion and Consent of Counsel
10.(a) Consent of Jorden Burt Boros Cicchetti Berenson & Johnson LLP
10.(b) Consent of Independent Accountants
OPINION AND CONSENT OF COUNSEL
Gentlemen:
I have made such examination of the law and have examined such company
records and documents as in my judgment are necessary or appropriate to enable
me to render the opinion expressed below:
1. AIG Life Insurance Company is a valid and existing stock life
insurance company domiciled in the State of Delaware.
2. Variable Account I is a separate investment account of AIG Life
Insurance Company validly existing pursuant to the Delaware
Insurance Laws and the Regulations thereunder.
3. All of the prescribed corporate procedures for the issuance of
the Individual and Group Single and Flexible Premium Deferred
Variable Annuity Contracts (the "Contracts") have been followed,
and when such Contracts are issued in accordance with the
Prospectuses contained in the Registration Statement, all state
requirements relating to such Contracts will have been complied
with.
4. Upon the acceptance of premiums made by Contract Owners pursuant
to a Contract issued in accordance with the Prospectuses
contained in the Registration Statement and upon compliance with
applicable law, such Contract Owner will have a legally-issued,
fully-paid, nonassessable interest in such Contract.
This opinion, or a copy thereof, may be used as an e9xhibit to or in
connection with the filing with the Securities and Exchange Commission of
Pre-Effective Amendment No. 1 to the Registration Statement on Form N-4 (File
No. 333-93709) for the Contracts to be issued by AIG Life Insurance Company and
its separate account, Variable Account I.
/s/ Kenneth D. Walma
-----------------------------
Kenneth D. Walma
Vice President and General Counsel
Dated: February 10, 2000
[JordenBurt Letterhead]
February 10, 2000
AIG Life Insurance Company
One Alico Plaza
600 King Street
Wilmington, Delaware 19801
Ladies and Gentlemen:
We hereby consent to the reference to our name under the caption "Legal
Counsel" in the Statement of Additional Information contained in pre-effective
amendment no. 1 to the registration statement on Form N-4 (File Nos. 811-5301
and 333-93709) filed by AIG Life Insurance Company and Variable Account I with
the Securities and Exchange Commission under the Securities Act of 1933 and the
Investment Company Act of 1940.
Very truly yours,
/s/ Jorden Burt Boros Cicchetti Berenson & Johnson LLP
Jorden Burt Boros Cicchetti Berenson & Johnson LLP
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the following with respect to Pre-effective Amendment
No. 1 to the Registration Statement (File No. 333-93709) on Form N-4 under the
Securities Act of 1933 of Variable Account I of AIG Life Insurance Company.
1. The inclusion of our report dated February 5, 1999 relating to
our audits of the financial statements of AIG Life Insurance
Company in the Statement of Additional Information.
2. The incorporation by reference into the Prospectus of our report
dated February 5, 1999 relating to our audit of the financial
statements of AIG Life Insurance Company.
3. The reference to our firm as experts under the heading "General
Information-Independent Accountants" in the Statement of
Additional Information.
February 10, 2000
/s/ PricewaterhouseCoopers, LLP
PricewaterhouseCoopers, LLP
