<PAGE>
As filed with the Securities and Exchange Commission on May 16, 2000.
Securities Act File No. 33-20333
Investment Company Act File No. 811-5480
================================================================================
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OMB Number: U.S. SECURITIES AND EXCHANGE COMMISSION
3235-0307 WASHINGTON, D.C. 20549
Expires: 05/31/00 _______________
Estimated average
Burden hours per FORM N-1A
response 212.80
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_
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | |
-
_
Pre-Effective Amendment No. __ | |
-
_
Post-Effective Amendment No. 20 |X|
__ -
and
_
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | |
-
_
Amendment No. 20 |X|
__ -
(CHECK APPROPRIATE BOX OR BOXES.)
CIGNA VARIABLE PRODUCTS GROUP
(Exact Name of Registrant as Specified in Charter)
100 FRONT STREET, SUITE 300, WORCESTER, MASSACHUSETTS 01601
(Address of Principal Executive Offices) (Zip Code)
(860) 726-3700
Registrant's Telephone Number, including Area Code
LINDA R. JOHNSON, 100 FRONT STREET, SUITE 300
WORCESTER, MASSACHUSETTS 01601
(Name and Address of Agent for Service)
CONTINUOUS
(Approximate Date of Proposed Public Offering)
_______________
It is proposed that this filing will become effective (check appropriate box):
_
|X| Immediately upon filing pursuant to paragraph (b)
-
_
| | on (date) pursuant to paragraph (b)
-
_
| | 60 days after filing pursuant to paragraph (a)(1)
-
_
| | on (date) pursuant to paragraph (a)(1)
-
_
| | 75 days after filing pursuant to paragraph (a)(2)
-
_
| | on (date) pursuant to paragraph (a)(2) 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.
---------------
PLEASE SEND COMMUNICATIONS TO: JEFFREY S. WINER, ESQ.
c/o TIMESSQUARE CAPITAL MANAGEMENT, INC.
900 COTTAGE GROVE ROAD, S-215, HARTFORD CT 06152-2215
(860) 726-5576
<PAGE>
REGISTRATION STATEMENT
ON
FORM N-1A
This Post-Effective Amendment No. 20 to the Registration Statement of CIGNA
Variable Products Group is comprised of the following papers and documents:
1. Cover page;
2. Facing sheet;
3. Signature page; and
4. Exhibits:
h. (viii) Power of Attorney
p. Business Ethics - CIGNA Investment Management Associates and
Restricted Persons, dated February, 1999.
The prospectuses dated May 1, 2000 for the series of CIGNA Variable Products
Group known as CIGNA Variable Products S&P 500 Index Fund, CIGNA Variable
Products Money Market Fund and CIGNA Variable Products Investment Grade Bond
Fund, the Statement of Additional Information also dated May 1, 2000, Part C and
all other Exhibits, are hereby incorporated by reference to Post-Effective
Amendment No. 19 filed on April 28, 2000 (accession number
0001067312-00-000171).
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
and the Investment Company Act of 1940, as amended, Registrant, CIGNA Variable
Products Group, certifies that it meets all of the requirements for
effectiveness of this registration statement under Rule 485(b) under the
Securities Act of 1933, as amended, and has duly caused this Amendment No. 20 to
the Registration Statement to be signed on its behalf by the undersigned, duly
authorized, in the City of Bloomfield, and State of Connecticut on the 16th day
of May, 2000.
CIGNA VARIABLE PRODUCTS GROUP
Richard H. Forde
President
By: /s/ Jeffrey S. Winer
_____________________________________
Jeffrey S. Winer
Attorney-in-Fact
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Amendment No. 20 to the Registration Statement has been signed below by the
following persons in the capacities and on the date indicated.
Signature Title Date
--------- ----- ----
Richard H. Forde President May 16, 2000.
(principal executive
officer
By: /s/ Jeffrey S. Winer
____________________________
Jeffrey S. Winer
Attorney-in-Fact
/s/ Alfred A. Bingham III Treasurer May 16, 2000.
____________________________ (principal
Alfred A. Bingham III financial officer
and principal
accounting officer)
This Amendment No. 20 to the Registration Statement has also been signed
below by Jeffrey S. Winer, Attorney-in-Fact, on behalf of the following Trustees
on the date indicated, such Trustees being all of the Trustees currently holding
the office of Trustee of Registrant.
Hugh R. Beath Thomas C. Jones
Russell H. Jones Paul J. McDonald
By: /s/ Jeffrey S. Winer May 16, 2000.
____________________________
Jeffrey S. Winer
<PAGE>
SECURITIES ACT FILE NO. 33-20333
INVESTMENT COMPANY ACT FILE NO. 811-5480
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
_
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | |
-
_
Pre-Effective Amendment | |
-
_
Post-Effective Amendment No. 20 |X|
-
and
_
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | |
-
_
Amendment No. 20 |X|
-
CIGNA VARIABLE PRODUCTS GROUP
(Exact Name of Registrant as Specified in Charter)
100 FRONT STREET, SUITE 300, WORCESTER, MA 01601
(Address of Principal Executive Office)
EXHIBITS
<PAGE>
EXHIBIT INDEX
h.(viii) Power of Attorney.
p. Business Ethics - CIGNA Investment Management Associates and Restricted
Persons, dated February, 1999.
<PAGE>
Exhibit h. (viii)
CIGNA FUNDS GROUP
CIGNA INSTITUTIONAL FUNDS GROUP
CIGNA VARIABLE PRODUCTS GROUP
POWER OF ATTORNEY
The undersigned hereby appoint Alfred A. Bingham III and Jeffrey S. Winer, each
of them singly and with full power of substitution, attorney-in-fact and agent
for me and in my name and on my behalf in any and all capacities to sign any
Registration Statement under the Securities Act of 1933, as amended, any
Registration Statement under the Investment Company Act of 1940, as amended, or
any filing under the securities laws of any of the states of the United States
of America or of any jurisdiction ("Blue Sky Law") for CIGNA Funds Group, CIGNA
Institutional Funds Group and CIGNA Variable Products Group and any amendment to
any such Registration Statement or any Blue Sky Law filing with the Securities
and Exchange Commission under the Securities Act of 1933, as amended, and under
the Investment Company Act of 1940, as amended, or with the appropriate state
agency under the applicable Blue Sky Laws, to file such Registration Statements,
amendments and filings and generally to do and perform all things necessary to
be done in that connection, hereby ratifying and confirming my signature as it
may be signed by said attorney-in-fact and agent to any and all Registration
Statements and amendments thereto and to any and all Blue Sky Law filings and
amendments thereto and ratifying and confirming all other acts that said
attorney-in-fact and agent may lawfully do or cause to be done by virtue of this
appointment.
Signed this 27th day of April, 1999. /s/ Richard H. Forde
--------------------------------
Richard H. Forde
President
CIGNA Variable Products Group
CIGNA Funds Group
CIGNA Institutional Funds Group
/s/ Richard H. Forde
--------------------------------
Richard H. Forde
Chairman of the Board, President
and Trustee
/s/ Hugh R. Beath
--------------------------------
Hugh R. Beath, Trustee
/s/ Russell H. Jones
--------------------------------
Russell H. Jones, Trustee
/s/ Thomas C. Jones
--------------------------------
Thomas C. Jones, Trustee
/s/ Paul J. McDonald
--------------------------------
Paul J. McDonald, Trustee
<PAGE>
Exhibit p
BUSINESS ETHICS
CIGNA INVESTMENT MANAGEMENT
ASSOCIATES AND RESTRICTED PERSONS
FEBRUARY 1999
<PAGE>
PART I
BUSINESS ETHICS
TABLE OF CONTENTS
<TABLE>
<S> <C>
Introduction.......................................................... 1
General Definitions................................................... 2
Summary............................................................... 5
Access Persons........................................................ 7
Non-Access Persons.................................................... 8
Transactions in Securities for Personal Accounts...................... 9
Policy Regarding Material, Nonpublic Information 11
Reporting of Personal Securities Transactions......................... 13
Receipt of Gifts...................................................... 14
Company Sponsored Trips/Events........................................ 15
Real Estate Transactions.............................................. 15
Corporate Directorships and Other Business Relationships.............. 16
Conflicts of Interest................................................. 17
Other Prohibited Acts................................................. 18
Investigations........................................................ 18
Sanctions............................................................. 19
Dissemination and Acknowledgment of the Business Ethics............... 20
Exhibit A - Inquiry - Personal Securities Transactions................ 22
Exhibit B - Personal Report of Securities Transactions................ 23
Exhibit C - Compliance Guidelines - Personal Securities Transactions.. 24
Exhibit D - Compliance Guidelines - CIGNA Securities.................. 30
Exhibit E - Affirmation/Disclosure Statement.......................... 35
CIGNA Corporation Employee Guide to Corporate Policies................ Appendix I
</TABLE>
<PAGE>
BUSINESS ETHICS FOR INVESTMENT MANAGEMENT
ASSOCIATES AND RESTRICTED PERSONS
INTRODUCTION
____________
Investment Management is committed to maintaining the highest legal and ethical
standards in the conduct of its business. Investment Management Associates and
Restricted Persons, by borrowing or lending, or through investments or in any
other way, should not create a situation in which personal interests, financial
or otherwise, might influence, or give the appearance of influencing, any action
taken, judgment made, or advice given on behalf of any Client.
Because of the serious nature of conflicts that could arise and the resulting
harm to CIGNA Corporation and its affiliates, and to the persons involved, these
Business Ethics have been designed to assist Investment Management and
individual employees in identifying and dealing promptly and effectively with
potential conflicts of interest.
Supervisors at every level are responsible for seeing that their employees
understand these Business Ethics. Communications concerning the Business Ethics
should seek to develop a non-threatening atmosphere fostering pride in
Investment Management's commitment to the highest ethical standards. Supervisors
should encourage employees to discuss questions of business ethics or practices
at any time they arise and to surface potential questions before any action is
taken in order to prevent problems from developing later.
Normally, Investment Management Associates and Restricted Persons should discuss
with Investment Management Compliance any situations (including situations
involving others) which they think might be inconsistent with the Business
Ethics. However, they may make such reports directly to the Investment Law
Department if they believe this to be appropriate.
These Business Ethics also serve as the Code of Ethics required of CIGNA
Investments, Inc. and CIGNA International Investment Advisors, Ltd. under the
Investment Company Act of 1940 relating to investment advisers. Further, these
Business Ethics respond to the requirements of the Insider Trading and
Securities Fraud Enforcement Act of 1988.
These Business Ethics are designed to supplement the Business Ethics and
Practices adopted by CIGNA Corporation, which apply to all employees of CIGNA
Corporation and its affiliates. Investment Management Associates and Restricted
Persons must comply with the Business Ethics and Practices of CIGNA Corporation
as well as the Business Ethics for Investment Management Associates and
Restricted Persons. Violations of the Business Ethics and Practices of CIGNA
Corporation must be reported to the CIGNA General Auditor.
1
<PAGE>
GENERAL DEFINITIONS
Access Persons Those individuals who have physical access either to
the Trading Room or to information relating to
securities transactions which have been made for Client
accounts within seven calendar days of a trade.
Advisory Companies CIGNA Investments, Inc.
CIGNA International Investment Advisors, Ltd.
CIGNA Investment Advisory Company, Inc.
CIGNA Leveraged Capital Fund, Inc.
CIGNA Funding Limited Partnership
Global Portfolio Strategies, Inc.
Beneficial This term includes the ability to exercise investment
Ownership decision-making powers (alone or in conjunction with
others), the ability to vote as a Security holder
(alone or in conjunction with others) or the ability to
receive monetary rewards of ownership.
Chief Compliance Tim Roberts is the Chief Compliance Officer for
Officer Investment Management.
CIGNA Securities Securities issued by CIGNA Corporation or its
affiliates.
Client Any corporate, advisory, investment company or other
account, managed by, or as to which investment advice
is given by, an Advisory Company.
Family Member This includes a spouse or other relative of the
Investment Management Associate or Restricted Person,
whether by blood, marriage, or otherwise, who shares
the same home or is financially dependent on the
Investment Management Associate or Restricted Person or
whose investments are controlled by the Investment
Management Associate or Restricted Person. It also
includes unrelated individuals whose investments are
controlled by the Investment Management
2
<PAGE>
Associate or Restricted Person or to whose financial
support the Investment Management Associate or
Restricted Person materially contributes or with whom
significant information may be shared by the Investment
Management Associate or Restricted Person. The Chief
Compliance Officer should be consulted if there is any
question as to whether an individual is included in
this definition.
Investment Management All persons who report to, or who report to persons
Associates who report, directly or through other persons, to the
President of Investment Management.
Material, Nonpublic Information is material if it might reasonably be
Information expected to affect the market value of a Security or
influence investor decisions to buy, sell or hold a
Security. Information is nonpublic if it is not
generally available to the investing community.
Non-Access Persons Those individuals who do not have physical access to
the Trading Room and who do not have access to any
information relating to securities transactions made on
behalf of Client accounts within seven calendar days of
a trade.
Personal Account This includes the Investment Management Associate or
Restricted Person's own account, the account of a
----------------
Family Member, or any account in which the Investment
------ ------
Management Associate or Restricted Person or Family
Member holds direct or indirect Beneficial Ownership.
Purchase or Sale Any contract or agreement, including the writing of an
option, to purchase or sell a Security.
Restricted Persons Persons so identified by the Investment Law Department,
who may or may not be Investment Management Associates.
Security Any note, stock, treasury stock, bond, debenture,
evidence of indebtedness, certificate of interest or
participation in any profit-sharing agreement,
collateral-trust certificate, preorganization
certificate or subscription, transferable share,
investment contract, voting-trust certificate,
certificate of deposit for a security, fractional
undivided interest in oil, gas, or other mineral
rights, any put, call, straddle, option, or privilege
on any security, certificate of deposit, or any group
or index of securities (including any interest therein
or based on the value thereof), or any put, call,
straddle, option, or privilege entered into on a
national
3
<PAGE>
securities exchange relating to foreign currency, or,
in general, any interest or instrument commonly known
as a "security," or any certificate of interest or
participation in, temporary or interim certificate for,
receipt for, guarantee of, or warrant or right to
subscribe to or purchase any of the foregoing, except
that it shall not include securities issued by the
Government of the United States, securities acquired
through a plan for the automatic reinvestment of
dividends or shares of a registered, open-end
investment company not managed or sponsored by a CIGNA
Company.
4
<PAGE>
SUMMARY
The following is a brief summary of the Business Ethics. This summary is
intended to provide a point of reference and is not a substitute for reading the
---
entire Business Ethics.
Many of the terms that are capitalized are defined on pages 2 through 4.
1. Investment Management Associates and Restricted Persons must report their
Securities transactions for their own and Family Members' Personal Accounts
monthly. See pages 13 and 14.
2. Trading in initial public offerings for a Personal Account is prohibited.
3. All Access Persons and Non-Access Persons are prohibited from realizing
trading profits which result from transactions executed for a Personal
Account within a sixty-day calendar period.
4. All Access Persons and certain Non-Access Persons must pre-clear
transactions in CIGNA Securities (including transactions in CIGNA Securities
through the 401(k) Plan). In the case of Family Members, transactions in any
Securities through their 401(k) Plan must also be pre-cleared.
5. Access Persons are those who have physical access either to the Trading Room
("Trading Room") or to information relating to securities transactions which
have been made for Client accounts within seven calendar days of a trade.
These individuals are presumed to know what Securities are being bought and
sold for the accounts of Clients. Access Persons are obliged, therefore, to
pre-clear with Investment Management Compliance (as described on pages 9 and
10) a Securities transaction for their Personal Account. Also, they are
prohibited from buying or selling a Security for a Personal Account if the
individual has actual knowledge that CIGNA intends to purchase or sell that
Security, or if the Security has been bought or sold for the account of a
Client within the past seven calendar days of the proposed Securities
transaction for a Personal Account.
6. Non-Access Persons are those who do not have physical access to the Trading
Room and who do not have access to any information relating to securities
transactions made on behalf of Client accounts within seven calendar days of
a trade. Except for investments in private placements, Non-Access Persons
have no obligation to pre-clear before engaging in a Securities transaction
for their Personal Account.
7. Upon commencement of employment and annually thereafter, those employees
most closely associated with management of third-party funds invested in
public securities shall disclose all personal securities holdings (except
unaffiliated, open-end mutual funds and securities issued by the Government
of the United States). Individuals subject to this requirement will be
notified separately by Investment Management Compliance.
5
<PAGE>
8. Transactions in Securities (other than with the issuer) based on material,
nonpublic information are prohibited by law. CIGNA does not purchase or sell
securities of issuers on the Restricted List without the concurrence of
Investment Management Compliance and the Investment Law Department. In
addition, Investment Management Associates who receive the Restricted List
may not Purchase or Sell Securities on such List for a Personal Account
without prior approval of Investment Management Compliance and the
Investment Law Department.
9. Material, nonpublic information obtained by Investment Management Associates
may be shared with other Investment Management Associates only to the extent
required for the conduct of Investment Management's business.
10. Investment Management Associates and Restricted Persons are also subject to
restrictions on Receipt of Gifts (refer to page 14), Company Sponsored
Trips/Events (refer to page 15), Real Estate Transactions (refer to page 15)
and Corporate Directorships and Other Business Relationships (refer to page
16).
11. Investment Management Associates and Restricted Persons will annually affirm
in writing that they have (a) complied with the Business Ethics, (b)
reported all personal securities transactions required to be disclosed, (c)
disclosed all personal securities holdings (if required) and (d) disclosed
any conflict situation.
6
<PAGE>
ACCESS PERSONS
Access Persons are those who have physical access either to the Trading Room or
to information relating to securities transactions which have been made for
Client accounts within seven calendar days of a trade, including the following:
1. Certain personnel of CIGNA Investments, Inc. ("CII") and affiliates:
a. The President of CII
b. Certain Retirement Investment personnel
c. All Insurance Investment Advisors personnel
d. All Capital Markets personnel, except certain Real Estate
personnel
e. Certain Financial personnel
f. Human Resources personnel who support the Bloomfield Trading Room
g. Certain Systems personnel
2. Those Restricted Persons identified as Access Persons by Investment
Management Compliance or the Investment Law Department.
3. Other CIGNA employees who are identified as Access Persons by
Investment Management Compliance or the Investment Law Department.
7
<PAGE>
NON-ACCESS PERSONS
Non-Access persons are those who do not have physical access to the Trading Room
and who do not have access to any information relating to securities
transactions made on behalf of Client accounts within seven calendar days of a
trade, including the following:
1. Certain CII Personnel and affiliates:
a. Certain Real Estate personnel
b. Certain Retirement Investment personnel
c. Financial personnel except those who are Access Persons
d. Human Resources personnel except those who are Access Persons
e. Systems personnel except those who are Access Persons
f. Personnel with client services responsibilities except those who are
Access Persons
2. Those Restricted Persons identified as Non-Access Persons by Investment
Management Compliance or the Investment Law Department.
3. Other CIGNA employees who are identified as Non-Access Persons by
Investment Management Compliance or the Investment Law Department.
8
<PAGE>
TRANSACTIONS IN SECURITIES FOR PERSONAL ACCOUNTS
. All Access Persons shall be required to pre-clear transactions for a Personal
Account (except unaffiliated, open-end mutual funds and securities issued by
the Government of the United States), including all transactions in CIGNA
Securities through the Access Person's 401(k) Plan. It is the obligation of
the employee to pre-clear for Family Members.
. All Access Persons are prohibited from Purchasing or Selling a Security for a
Personal Account within seven calendar days on either side of a Purchase or
Sale made for the account of a Client.
. All Access Persons and Non-Access Persons are prohibited from trading in
initial public offerings for a Personal Account.
. All Access Persons and Non-Access Persons are required to obtain approval from
Investment Management Compliance prior to investing in a private placement for
a Personal Account..
. All Access Persons and Non-Access Persons are prohibited from realizing
trading profits which result from related transactions executed for a Personal
Account within a sixty-day calendar period.
. Upon commencement of employment and annually thereafter, those employees most
closely associated with management of third-party funds invested in public
securities shall disclose all personal securities holdings (except
unaffiliated, open-end mutual funds and securities issued by the Government of
the United States). Individuals subject to this requirement will be notified
separately.
. Those who receive the Restricted List may not Purchase or Sell a Security on
such List for a Personal Account without prior approval for such transaction
from Investment Management Compliance and the Investment Law Department.
ACCESS PERSONS
Because they have access either to the Trading Room or to information relating
to securities transactions which have been made for Client accounts within seven
calendar days of a trade, Access Persons are presumed to be knowledgeable
regarding transactions in publicly traded Securities for the accounts of
Clients.
Before placing an order to Purchase or Sell a particular Security for a Personal
Account, an Access Person must inquire of Investment Management Compliance
whether he or she has permission to trade in the Security. Following an inquiry
process, Investment Management Compliance will make the determination of whether
the Access Person is cleared to trade in the Security. If clearance is granted,
Investment Management Compliance will so notify the Access Person and will
complete an Inquiry form (Exhibit A), a copy of which will be sent to the Access
Person for his or her records and a second copy will be retained in Investment
Management Compliance. Permission to trade is only good for the day it is given.
If the Access Person does not trade on the day permission is granted or the
broker is unable to execute the order and the Access Person still desires to
trade in the Security, he or she must request permission daily from Investment
Management Compliance until the order is either executed or withdrawn.
9
<PAGE>
Notwithstanding the foregoing, an Access Person may consult Investment
Management Compliance from time to time to discuss a hardship exception to the
prohibition. Any exception to the prohibition will be at the sole discretion of
Investment Management Compliance and will be documented along with any Personal
Account transaction which is effected pursuant to the request.
Monthly, all Access Persons will report all Securities transactions for Personal
Accounts on the Personal Report of Securities Transactions form as specified in
the procedures regarding "Reporting of Personal Securities Transactions" on
pages 13 and 14.
NON-ACCESS PERSONS
Non-Access Persons do not have access to the Trading Room and do not have access
to any information relating to securities transactions made on behalf of Client
accounts within seven calendar days of a trade. Thus, with the exception of
investments in private placements, Non-Access Persons need not pre-clear
transactions in Securities for a Personal Account.
Non-Access Persons who receive the Restricted List will not Purchase or Sell for
a Personal Account a Security of an issuer which is on such List, except after
obtaining approval for such transaction from Investment Management Compliance
and the Investment Law Department.
Monthly, all Non-Access Persons will report all Securities transactions for
Personal Accounts on the Personal Report of Securities Transactions form as
specified in the procedures regarding "Reporting of Personal Securities
Transactions" on pages 13 and 14.
POLICIES APPLICABLE TO ACCESS PERSONS
AND NON-ACCESS PERSONS
Prohibitions Against Transactions Based on Material, Nonpublic Information
- --------------------------------------------------------------------------
No Investment Management Associate or Restricted Person will cause a Purchase or
Sale of a Security (other than the customary activities of the Capital Markets
segment) to be made for a Client or for a Personal Account while in possession
of material, nonpublic information with respect to the issuer of such Security.
(Material, nonpublic information is defined on page 11.) You must be careful to
avoid any impropriety, or even the appearance of an impropriety, in all of your
investment transactions. For example, knowing "front running" must always be
avoided, i.e., you may not Purchase or Sell a Security for a Personal Account if
you have actual knowledge or reasonable grounds to believe that such Security
(or any other Security known to be convertible or exchangeable into or
exercisable for the particular Security, or any Security into which that
Security is convertible or exchangeable or for which it is exercisable) is being
considered for Purchase or Sale for the account of a Client, or if you have
knowledge of an open order or of an intent to acquire or dispose of a position
for the account of a Client.
10
<PAGE>
Transactions in Securities Issued by CIGNA Corporation or its Affiliates
- ------------------------------------------------------------------------
Transactions in CIGNA Securities by CIGNA employees through their personal
brokerage accounts, through their 401(k) Plans, through the exercise and/or
simultaneous Sale of stock options or as a result of the Sale of restricted
stock are governed by the Policy Statement for Transactions in CIGNA Securities
contained in the CIGNA Corporate Policy and Procedure Manual. (See Appendix I,
pages A-8 through A-10 to these Ethics.) Questions on such transactions should
be directed to the Office of the Corporate Secretary in Philadelphia.
Outside Accounts
- ----------------
All employees who receive the Restricted List who wish to open accounts with
broker-dealers to consummate Securities transactions for a Personal Account must
notify Investment Management Compliance when they receive the account number(s)
and prior to trading through the account(s). Investment Management Compliance
arranges for duplicate confirmations and monthly account statements for all
Personal Account transactions to be sent promptly by the broker-dealer to
Investment Management Compliance.
All Investment Management Associates and Restricted Persons who wish to open
margin accounts with broker-dealers to consummate Securities transactions for a
Personal Account must notify Investment Management Compliance when they receive
the account number(s) and prior to trading through the account(s).
POLICY REGARDING MATERIAL, NONPUBLIC INFORMATION
What is Material, Nonpublic Information
- ---------------------------------------
As a general guideline, information is material if it might reasonably be
expected to affect the market value of Securities or influence investor
decisions to buy, sell or hold Securities. Information is nonpublic if it is
not generally available to the investing community.
Handling of Material, Nonpublic Information
- -------------------------------------------
As noted earlier, the Purchase or Sale of Securities while in possession of
material, nonpublic information with respect to the issuer of such Securities is
generally prohibited by federal and state law. Certain Access Persons and Non-
Access Persons, in the normal course of business, receive material, nonpublic
information supplied by issuers of privately offered investments. On occasion,
other Access Persons may also find they are in possession of material, nonpublic
information.
Restricted List
- ---------------
The Restricted List is maintained by Investment Management Compliance. This
List includes issuers as to which material, nonpublic information has been
received by Access Persons and/or Non-Access Persons. It also identifies issuers
as to which the release of such information violates contractual restrictions.
In addition, it also includes those issuers, the trading of whose Securities
11
<PAGE>
is limited by other policy or legal considerations. The Restricted List is
distributed to all traders of public securities, portfolio managers and
analysts, persons responsible for private secondary market trading and others as
determined by the Investment Law Department.
If any individual believes that he or she is in possession of material,
nonpublic information with respect to an issuer having publicly traded
Securities outstanding, he or she must immediately advise Investment Management
Compliance of the fact so that the name can be added to the Restricted List. If
the individual is uncertain as to the materiality of the information, he or she
should immediately meet with the Chief Compliance Officer or head of the Global
Fixed Income Research Unit to review the information and make a determination if
it is appropriate to add the issuer to the Restricted List. If the group is
unable to agree, the issuer will be placed on the Restricted List while the
issues are reviewed by a higher level of management.
Material, nonpublic information about an issuer is to be kept in strictest
confidence except to the extent specifically required for the conduct of
Investment Management's business. An issuer placed on the Restricted List
because of material, nonpublic information will not be removed from such List
until the information which resulted in the issuer being placed on such List is
no longer material or is now public.
Prohibition on Trading in Securities of Issuers on the Restricted List
- -----------------------------------------------------------------------
No transaction will be made in a Security for the account of a Client, the
issuer of which is on the Restricted List, unless such transaction has been
approved by Investment Management Compliance and the Investment Law Department.
Conversations
- -------------
At all times Access and Non-Access Persons must be mindful that any information
which is considered to be material and/or nonpublic (or conclusions or opinions
based on such information) should not be disclosed to anyone who does not have a
business need to know such information and any recipient of such information
must be made aware that the information is material and nonpublic.
Files
- -----
Release of any materials which may contain material, nonpublic information (or
conclusions or opinions based thereon) is only allowed on a need-to-know basis.
Other Disclosures
- -----------------
Capital Markets associates and Non-Access Persons should also exercise diligence
in other areas where the possibility exists that material, nonpublic information
may be inadvertently disclosed to anyone who does not have a need to know. For
example, documents should not be left in conference rooms, or on copy or fax
machines. Care should be taken to properly file or discard documents.
INDIVIDUAL RESPONSIBILITY
-------------------------
12
<PAGE>
Compliance with this policy does not exhaust an individual's obligations in
connection with material, nonpublic information. It is your responsibility to
avoid even the appearance of impropriety in the conduct of your personal
financial affairs.
If you have questions concerning this policy, you should discuss them with your
supervisor, with Investment Management Compliance or with the Investment Law
Department.
REPORTING OF PERSONAL SECURITIES TRANSACTIONS
Investment Management Associates and all Restricted Persons are required by the
Business Ethics to report their personal Securities transactions. When
reporting transactions in Securities on the Personal Report of Securities
Transactions ("Monthly Report"), Investment Management Associates and Restricted
Persons need to also include any transactions which have been executed in the
Securities of CIGNA Corporation through their personal brokerage account,
through their 401(k) Plan, through the exercise and/or simultaneous sale of
stock options or as a result of the sale of restricted stock. In addition,
investments which are made by Investment Management Associates and Restricted
Persons or their Family Members through investment clubs, investment
partnerships, etc. need to be reported on the Monthly Report. For additional
guidance relating to personal securities reporting and the completion of your
Monthly Report, see Compliance Guidelines - Personal Securities Transactions
(Exhibit C) and Compliance Guidelines - CIGNA Securities (Exhibit D) attached to
these Business Ethics. The following procedures apply for reporting of
Securities transactions for Personal Accounts as required by the Business
Ethics.
Access Persons and Non-Access Persons
- -------------------------------------
Investment Management Compliance monthly distributes to and receives from Access
Persons and Non-Access Persons the Monthly Report (Exhibit B). The Monthly
Report must be completed, signed and returned to Investment Management
Compliance within the first ten days following the end of each month.
Transactions that may be in violation of the Business Ethics are subject to the
procedures set forth in the "Investigations" section of these Business Ethics.
Timeliness
- ----------
It is the responsibility of all Investment Management Associates and Restricted
Persons to make certain that their Monthly Reports are submitted in a timely
fashion. If the Reports are not submitted within the time frame established by
these Business Ethics, the Investment Law Department and the Chief Compliance
Officer will be notified and appropriate follow-up action will be taken until
all Reports have been received.
International
- -------------
13
<PAGE>
The Compliance Officer in each international office is responsible for reviewing
the Monthly Reports submitted by employees in his or her office. Such review
shall relate only to Securities traded in those offices. The Chief Compliance
Officer or his designee will review the Monthly Reports of employees in all of
the international offices only with respect to Securities traded in Bloomfield.
RECEIPT OF GIFTS
Except as provided below, Investment Management Associates and Restricted
Persons and those residing in the household of such persons will not accept any
gift from a Client, from a customer or potential customer of CIGNA Corporation
or any of its affiliates, from a seller or potential seller of goods or services
to CIGNA Corporation or any of its affiliates, including services relating to
investment of funds managed by any affiliate of CIGNA Corporation, or from any
other person or entity with whom such Investment Management Associate or
Restricted Person is dealing on behalf of CIGNA Corporation or any of its
affiliates (any such Client, customer, seller, person or other entity is
referred to below as a "Source").
Gifts include cash, checks, gift certificates, prizes sponsored by or paid for
by brokerage houses or investment bankers, or investments of any amount, as well
as any other property, service or thing of value (such as tickets, admission or
entrance fees, meals, entertainment, transportation or lodging).
Excluded from the above prohibition on the receipt of gifts are:
. Gifts (other than cash, checks, gift certificates or investments in any
amount) received during a calendar year which do not exceed $100 in value
from any one Source.
. Entertainment and meals, with the provider present, the purpose of which is
to further relationships on behalf of CIGNA Corporation or any of its
affiliates or to consider investments for an account managed by Investment
Management or any of its affiliates, provided that the value of such
entertainment and meals is ordinary and reasonable in the circumstances.
Exceptions from this policy must first be reviewed by Compliance and then
approved in writing by the President of Investment Management.
14
<PAGE>
COMPANY SPONSORED TRIPS/EVENTS
In general, Investment Management will be responsible for all business travel
expenses incurred by its employees which are consistent with corporate travel
policy. As a matter of policy, Investment Management does not allow sponsors of
trips who are brokers or issuers of securities or other investable assets to pay
for travel or lodging expenses for our employees.
Exceptions to this policy can be made if the trip sponsor arranges for group
travel or lodging which is not available through normal commercial channels for
the convenience of the group (e.g. charter flights) or is a de minimis expense
to the sponsor because of the nature of its business (e.g. airline or hotel
companies). In both of these cases, it should be clear that the sponsor is
paying for reasons of convenience rather than to curry favor.
If frequent meal meetings or gatherings are necessary and Investment Management
is the only investor present at these meetings, expenses should be shared.
If payment for travel or lodging by an issuer or broker which would be
inconsistent with this policy appears to be in CIGNA's best business interest,
the appropriate Investment Management member of the Senior Leadership Team can
obtain a policy exception by submitting a brief description of the trip and the
expenses to be paid by the trip sponsor to the Investment Management Controller
prior to the start of the trip. The Controller will retain these records for
future reference. Any travel taken under this section must be otherwise
consistent with CIGNA/Investment Management travel policy.
REAL ESTATE TRANSACTIONS
Investment Management Associates and Restricted Persons shall refrain from
engaging in the real estate business, the development of real estate or from
serving as consultant to others in such activities, unless the appropriate of
Investment Management's Senior Leadership Team has determined that the proposed
activity is one where no conflict of interest will occur and where such activity
can be carried out on personal time without interfering with Investment
Management responsibilities.
This prohibition shall not apply to the purchase and sale of a residence
(including a vacation or second home) used as such by a Investment Management
Associate or Restricted Person, to real estate acquired by gift or inheritance,
to the ownership of undeveloped land or to the Purchase or Sale of Securities,
the proceeds of which are invested in interests in real estate.
15
<PAGE>
CORPORATE DIRECTORSHIPS AND OTHER
BUSINESS RELATIONSHIPS
In order that even the appearance of impropriety be avoided, it is important
that Investment Management Associates and Restricted Persons not be involved in
investment decisions made for a Client which relate to other business
enterprises of which they are insiders. For purposes of this policy, a person
is an insider of a business enterprise if he or she is one of its directors or
officers, or otherwise has a confidential relationship with it, or has a
beneficial ownership of the lesser of $250,000 (market or cost) or 1% of its
voting stock. A regulated investment company is not a business enterprise for
this purpose.
Investment Management Associates and Restricted Persons should make written
disclosure of any insider relationships to Investment Management Compliance
which will report director and officer relationships to the Head of Human
Resources, Investment Management, who in turn will review these relationships
with the Corporate Secretary of CIGNA Corporation. No new insider relationships
should be affirmatively accepted without the written approval of the Investment
Management President and, if required by CIGNA Corporation policy, by the
Corporate Secretary of CIGNA Corporation. New beneficial ownership in excess of
$250,000 or 1% of voting stock resulting from appreciation or involuntary
actions are reported in the annual disclosure of insider relationships. (See
the CIGNA Corporation policy on "Outside Boards and Officerships" in the CIGNA
Corporate Policy and Procedure Manual). The continuation of any insider
relationship is at the discretion of the management of Investment Management and
the Corporate Secretary of CIGNA Corporation and is to be terminated upon
request.
A person who is an insider of another business enterprise should not be asked
for advice or information about it, nor should he or she receive information
regarding CIGNA's investment deliberations regarding it. An insider of another
business enterprise is to be excluded from all investment decision making
affecting it, and should not be allowed to participate in any consideration or
discussion about the Securities of such business enterprise. Abstention from
discussion and vote is not sufficient -- absence from the meeting and the
reflection of such absence in the minutes of such meeting are required. Once
such consideration or discussion is complete, the individual may return to the
meeting, but is not to be advised of or asked to comment on the consideration or
discussion.
If the insider would otherwise have approval authority for an investment
decision pertaining to the business enterprise, approval will be made at the
next higher level, without the insider's involvement or recommendation.
With the concurrence of the Corporate Secretary of CIGNA Corporation, and in
accordance with CIGNA Corporate Policy, the President of Investment Management
may exclude from the application of this policy persons who serve as directors
or officers of portfolio companies and who, therefore, are insiders solely at
the request of Investment Management.
16
<PAGE>
CONFLICTS OF INTEREST
Investment Management Associates and Restricted Persons, by borrowing or
lending, or through investments or in any other way, should not create a
situation in which personal interests, financial or otherwise, might influence,
or give the appearance of influencing, any action taken, judgment made, or
advice given on behalf of any Client.
Investment Management Associates and Restricted Persons may not buy, sell,
trade, or carry investments, or borrow or lend funds under circumstances which
would result in becoming beholden in any sense to any dealer, broker, or Client;
or which produce or could produce conflicts of interest or conflicts of judgment
as between personal transactions and those of CIGNA Corporation or any of its
affiliates. It is improper for Investment Management Associates or Restricted
Persons and persons residing in the household of Investment Management
Associates or Restricted Persons to extend excessive entertainment or gifts to a
customer (including a Client) or potential customer of CIGNA Corporation or any
of its affiliates.
Investment Management Associates and Restricted Persons may not utilize for
personal benefit any nonpublic information which is learned through any position
or association with an Advisory Company, Investment Management, CIGNA
Corporation or any of its affiliates.
Investment Management Associates and Restricted Persons who have, or whose
relatives (or spouse's relatives) sharing a home have, any interest in a
nonpublicly-owned enterprise, or a material interest in any publicly-held
enterprise should report such interest (and any material change in such
interest) to the President of Investment Management or to the appropriate member
of the Senior Leadership Team, if:
(a) such enterprise borrows or proposes to borrow from or has placed or
proposes to place investments with CIGNA Corporation or any of its
affiliates;
(b) such enterprise is a substantial competitor of CIGNA Corporation or any
of its affiliates; or
(c) any part of the business of such enterprise consists of acting as a
seller of goods, investments, or services to CIGNA Corporation or any
of its affiliates.
Investment Management Associates and Restricted Persons do not accept any
outside employment (whether on a salaried or a commission basis) unless such
employment does not interfere with the satisfactory performance of their duties
with Investment Management and does not have any real or apparent potential for
conflict with CIGNA's business. In doubtful cases, approval is obtained first
from the appropriate member of the Senior Leadership Team of Investment
Management and then from the President of Investment Management and the General
Counsel, CIGNA Corporation, or his designee, before such employment is accepted.
17
<PAGE>
OTHER PROHIBITED ACTS
No Investment Management Associate nor Restricted Person shall --
1. Employ any device, scheme or artifice to defraud any Client;
2. Make to any Client any untrue statement of a material fact or omit to
state to such Client a material fact necessary in order to make the
statements made, in light of the circumstances under which they are
made, not misleading;
3. Engage in any act, practice or course of business which operates or
would operate as a fraud or deceit upon a Client; or
4. Engage in any manipulative practice with respect to a Client.
INVESTIGATIONS
The Chief Compliance Officer will make a determination from the Personal Reports
of Securities Transactions, the annual Affirmation/Disclosure Statements and
from any other situations brought to his attention, or of which he is aware,
whether a violation or possible violation, of these Business Ethics has
occurred. The Chief Compliance Officer will thoroughly investigate each
violation or possible violation. Such investigative procedures shall include
notification to the appropriate member of the Senior Leadership Team and to the
Investment Law Department of the violation or possible violation, and discussion
of the violation or possible violation with the individual to determine whether
the procedures set forth in the Business Ethics section of the Policy and
Procedures Manual were followed. Each investigation will be properly
documented, including the name of the individual, the name of the Security, the
date of the investigation, identification of the accounts affected, if any, and
a summary of the disposition. The file kept on such investigation shall include
all underlying records.
The Chief Compliance Officer will report his findings in writing to the
appropriate member of the Senior Leadership Team, and to the Investment Law
Department. The decision as to whether a violation has occurred will be subject
to review by the Chief Compliance Officer, the appropriate member of the Senior
Leadership Team, and the Investment Law Department.
18
<PAGE>
SANCTIONS
All material violations of these Business Ethics and any sanctions imposed with
respect thereto which relate to an Investment Company Client shall be reported
periodically to the Board of Trustees/Directors of the Investment Company Client
with respect to whose Securities the violation occurred.
Investment Management Associates and Restricted Persons who have knowingly
violated any provision of these Business Ethics shall be subject to sanctions,
imposed by the President of Investment Management or the appropriate member of
the Senior Leadership Team, as the case may be.
Violations of Investment Management's Business Ethics may also result in
violations of the Business Ethics and Practices of CIGNA Corporation. All such
violations of the Business Ethics and Practices of CIGNA Corporation must be
reported to the CIGNA General Auditor.
19
<PAGE>
DISSEMINATION AND ACKNOWLEDGMENT
OF THE BUSINESS ETHICS
The following procedures pertain to dissemination and acknowledgment of receipt
of the Business Ethics:
1. The Chief Compliance Officer for Investment Management or each designated
Compliance Officer oversees the annual dissemination and affirmation of the
Business Ethics to those persons for whom he or she is responsible.
Currently, the Compliance Officers are as follows:
Chief Compliance Officer Tim Roberts
Compliance Officer (Human Resources)
Compliance Officer (London) Flora Kong
Compliance Officer (Sydney) Ann Simpson
Compliance Officer (Tokyo) Fumi Kaji
2. The Compliance Officer for Human Resources ensures that each new officer or
employee of Investment Management receives, upon employment in Investment
Management, a copy of the Business Ethics and the Affirmation/Disclosure
Statement (Exhibit E). The new officer or employee sends the executed
Affirmation/Disclosure Statement to Investment Management Compliance.
3. Investment Management Compliance ensures that each Restricted Person, at the
time he or she is so identified, receives a copy of the Business Ethics and
executes the Affirmation/Disclosure Statement. Investment Management
Compliance retains the executed Affirmation/Disclosure Statement. The
Investment Law Department will notify Investment Management Compliance
promptly regarding any changes to the Restricted Person list.
4. Annually (or more frequently in the event of a significant change),
Investment Management Compliance distributes a copy of the Business Ethics to
all Investment Management Associates and to each Restricted Person and
receives from each such person an executed Affirmation/Disclosure Statement.
Investment Management Compliance will review each Affirmation/Disclosure
Statement received and bring to the attention of the Chief Compliance
Officer, the Investment Law Department and the appropriate member of the
Senior Leadership Team, or designee, situations that reveal a conflict of
interest or potential conflict of interest or other violation or potential
violation of the Business Ethics. Investment Management Compliance maintains
the executed Affirmation/Disclosure Statements for two years in an easily
accessible place and for an additional six years in inactive storage.
20
<PAGE>
5. The Business Ethics distributed to Investment Management Associates and
Restricted Persons also contain the Employee Guide to Corporate Policies
(Appendix I) which includes the Business Ethics and Practices, Antitrust and
Material Non-Public Information for the management of CIGNA Corporation and
its subsidiaries. Execution by such persons of the Affirmation and
Disclosure Statement includes an acknowledgment that they have read and are
in compliance with these Policies.
21
<PAGE>
EXHIBIT A
---------
INQUIRY
PERSONAL SECURITIES TRANSACTIONS
Name: __________________________________________________________________________
Date: __________________________________________________________________________
Time: __________________________________________________________________________
Name of Security: ______________________________________________________________
. If the request is to purchase (sell), has this security been sold or
(purchased) by this individual within the past 60 days?
No________
. Has a CIGNA portfolio purchased or sold this security within the past seven
days or is a transaction currently anticipated within the next seven days?
No________
. Is this an IPO?
No________
. Is this a private placement?
No________
This approval is good for the date above only.
Comments:
22
<PAGE>
PERSONAL REPORT OF SECURITIES TRANSACTIONS
Name/Routing: For Month of , 1999
The following is a record of all transaction(s) for a Personal Account in
Securities in which I or a Family Member had, or by reason of which I or a
Family Member acquired or disposed of, a direct or indirect Beneficial Ownership
during the month. This report is made solely to comply with SEC regulations and
shall not be construed as an admission by me that I am or a Family Member is the
Beneficial Owner of the Security(ies) listed below. The purchase or sale of
shares of unaffiliated, open-end funds, investment of dividends through a
dividend reinvestment plan and the purchase or sale of securities which are
issued by the Government of the United States, may be omitted.
<TABLE>
<CAPTION>
=================================================================================================================================
DATE
------------------------------
Name of Number of Price per Other
Name of Security Broker/Dealer/Bank Account Number Shares/Units Share/Unit Purchased Sold (Explain)
- ---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
=================================================================================================================================
</TABLE>
[_] NONE (check if no reportable transactions)
Signature: ________________________ Date: __________________
Compliance Unit Review: __________
23
<PAGE>
EXHIBIT C
---------
COMPLIANCE GUIDELINES - PERSONAL SECURITIES TRANSACTIONS
--------------------------------------------------------
This document will serve as a guideline regarding personal securities
transactions and the completion of your monthly Personal Report of Securities
Transactions form. It covers several types of transactions. An additional
document (Exhibit D) will address all transactions in CIGNA Securities.
It is important to note that Access Persons must pre-clear all reportable
---
securities transactions.
Open or Standing Orders with Brokers
- ------------------------------------
Access Persons must pre-clear, daily, all Orders for the purchase or sale of
securities for their personal account. The Order must be placed with the broker
as a Day Order, not a blanket Open or Standing Order. If the trade doesn't
execute on the day pre-clearance is obtained from Compliance, Access Persons
must obtain pre-clearance again the next day. Please be certain that your broker
understands this requirement and complies with it.
Dividend Reinvestments, Securities Issued by the Government of the United States
- --------------------------------------------------------------------------------
and Unaffiliated, Open-End Mutual Funds
- ---------------------------------------
We want to reiterate that it is not necessary to pre-clear or report
transactions of (a) regular dividend reinvestments, (b) securities which are
issued by the Government of the United States or (c) unaffiliated, open-end
mutual funds.
Non-Discretionary Transactions
- ------------------------------
It is not necessary to report non-discretionary transactions such as mergers,
spin-offs and stock splits.
Direct Purchase/Dividend Reinvestment Account
- ---------------------------------------------
All reporting persons who open a brokerage account for the purpose of purchasing
a small number of common stock shares, thereby enabling them to make periodic
purchases of additional shares and/or reinvest their dividends directly with the
company, should report this type of activity as shown in Exhibits 1, 2, 3 and 4
attached. In addition, Access Persons who make periodic purchases occasionally
for different dollar amounts and different securities must first obtain pre-
clearance before sending their check for each such purchase.
24
<PAGE>
Completion of Your Monthly Report
- ---------------------------------
Please be certain to send us the original Personal Report of Securities
--------
Transactions form and keep the copy for your files!
Name of Security -- Please be sure to report the full name of the security, not
- ----------------
only the stock symbol.
Date (Purchased/Sold/Other) -- You must enter the date that you either
- ---------------------------
purchased, sold or had another type of transaction. If a transaction falls into
the "other" category, please describe the transaction. Only the date of the
current month's transaction should be entered in this section -- not the date of
your previous purchase/sale of the security.
IPOs
- ----
As stated in the Ethics, IPOs in general are banned. However, there may be
circumstances where certain types of investments may be permitted since they
would not tend to give rise to a conflict of interest.
Connecticut College Zero Coupon Savings Bonds
- ---------------------------------------------
Connecticut College Zero Coupon Savings Bonds are exempt from the IPO ban.
However, Access Persons must still pre-clear transactions in these bonds through
Investment Management Compliance.
25
<PAGE>
EXHIBIT 1 - Initial Purchase
- ---------
of Shares
PERSONAL REPORT OF SECURITIES TRANSACTIONS
Name/Routing: ________________________ For Month of ____________ , 1999
The following is a record of all transaction(s) for a Personal Account in
Securities in which I or a Family Member had, or by reason of which I or a
Family Member acquired or disposed of, a direct or indirect Beneficial Ownership
during the month. This report is made solely to comply with SEC regulations and
shall not be construed as an admission by me that I am or a Family Member is the
Beneficial Owner of the Security(ies) listed below. The purchase or sale of
shares of unaffiliated, open-end funds, investment of dividends through a
dividend reinvestment plan and the purchase or sale of securities which are
issued by the Government of the United States, may be omitted.
<TABLE>
<CAPTION>
====================================================================================================================================
DATE
--------------------------------
Name of Number of Price per
Name of Security Broker/Dealer/Bank Account Number Shares/Units Share/Unit Purchased Sold Other
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
AT&T COMMON MERRILL LYNCH 234678 10 $100 1/25/99
- ------------------------------------------------------------------------------------------------------------------------------------
GTE COMMON " " " 10 $ 85 1/26/99
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
====================================================================================================================================
</TABLE>
[_] NONE (check if no reportable transactions)
Signature: ____________________________ Date: ________________________
Compliance Unit Review: __________
26
<PAGE>
EXHIBIT 2 - First Month in Which
- ---------
a Set $ Amount is Applied
to a Purchase
PERSONAL REPORT OF SECURITIES TRANSACTIONS
Name/Routing: ________________________ For Month of ____________________ , 1999
The following is a record of all transaction(s) for a Personal Account in
Securities in which I or a Family Member had, or by reason of which I or a
Family Member acquired or disposed of, a direct or indirect Beneficial Ownership
during the month. This report is made solely to comply with SEC regulations and
shall not be construed as an admission by me that I am or a Family Member is the
Beneficial Owner of the Security(ies) listed below. The purchase or sale of
shares of unaffiliated, open-end funds, investment of dividends through a
dividend reinvestment plan and the purchase or sale of securities which are
issued by the Government of the United States, may be omitted.
<TABLE>
<CAPTION>
===================================================================================================================================
DATE
-------------------------------
Name of Number of Price per
Name of Security Broker/Dealer/Bank Account Number Shares/Units Share/Unit Purchased Sold Other
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
AT&T COMMON DIRECTLY THROUGH COMPANY OR "N/A" IF NONE *
- -----------------------------------------------------------------------------------------------------------------------------------
GTE COMMON " " **
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
*ONGOING MONTHLY $50 PURCHASE
- -----------------------------------------------------------------------------------------------------------------------------------
**ONGOING MONTHLY $25 PURCHASE
===================================================================================================================================
</TABLE>
[_] NONE (check if no reportable transactions)
Signature: ____________________________________ Date: ________________________
Compliance Unit Review: __________
27
<PAGE>
EXHIBIT 3 - Monthly Thereafter, Provided
- ---------
There are No Changes in $ Amount
and No Other Changes
PERSONAL REPORT OF SECURITIES TRANSACTIONS
Name/Routing: ________________________ For Month of ____________________ , 1999
The following is a record of all transaction(s) for a Personal Account in
Securities in which I or a Family Member had, or by reason of which I or a
Family Member acquired or disposed of, a direct or indirect Beneficial Ownership
during the month. This report is made solely to comply with SEC regulations and
shall not be construed as an admission by me that I am or a Family Member is the
Beneficial Owner of the Security(ies) listed below. The purchase or sale of
shares of unaffiliated, open-end funds, investment of dividends through a
dividend reinvestment plan and the purchase or sale of securities which are
issued by the Government of the United States, may be omitted.
<TABLE>
<CAPTION>
===================================================================================================================================
DATE
-------------------------------
Name of Number of Price per
Name of Security Broker/Dealer/Bank Account Number Shares/Units Share/Unit Purchased Sold Other
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
===================================================================================================================================
</TABLE>
[X] NONE (check if no reportable transactions) Other than periodic purchases
as previously reported
Signature: _____________________________________ Date: ________________________
Compliance Unit Review: __________
28
<PAGE>
EXHIBIT 4 - First Month in Which a
- ---------
Change Occurs in $ Amount
Applied to Purchase
PERSONAL REPORT OF SECURITIES TRANSACTIONS
Name/Routing: ________________________ For Month of ____________________ , 1999
The following is a record of all transaction(s) for a Personal Account in
Securities in which I or a Family Member had, or by reason of which I or a
Family Member acquired or disposed of, a direct or indirect Beneficial Ownership
during the month. This report is made solely to comply with SEC regulations and
shall not be construed as an admission by me that I am or a Family Member is the
Beneficial Owner of the Security(ies) listed below. The purchase or sale of
shares of unaffiliated, open-end funds, investment of dividends through a
dividend reinvestment plan and the purchase or sale of securities which are
issued by the Government of the United States, may be omitted.
<TABLE>
<CAPTION>
===================================================================================================================================
DATE
-------------------------------
Name of Number of Price per
Name of Security Broker/Dealer/Bank Account Number Shares/Units Share/Unit Purchased Sold Other
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
AT&T COMMON DIRECTLY THROUGH COMPANY OR "N/A" IF NONE *
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
* CHANGE IN ONGOING MONTHLY PURCHASE FROM $50 TO $60
===================================================================================================================================
</TABLE>
[_] NONE (check if no reportable transactions)
Signature: _____________________________________ Date: ________________________
Compliance Unit Review: __________
29
<PAGE>
EXHIBIT D
---------
COMPLIANCE GUIDELINES - CIGNA SECURITIES
----------------------------------------
Since many of you have asked questions regarding procedures for the approval of
and reporting of transactions in CIGNA Corporation Securities, especially in
your 401(k) Plan, we are providing additional information which should be
helpful to you.
As provided in CIGNA's Corporate Policy and Procedure Manual, specifically ADM-
2, transactions involving any CIGNA, or CIGNA-sponsored, security are
prohibited. Examples include writing or trading any option, or selling "short"
any CIGNA, or CIGNA-sponsored, security.
PRE-CLEARANCE REQUIREMENTS
- --------------------------
Access Persons must pre-clear with Investment Management Compliance:
1. All transactions in CIGNA Corporation Securities through a personal broker
2. All discretionary transactions, including changes in percentages, in CIGNA
Corporation Securities within the 401(k) Plan
REPORTING REQUIREMENTS AND PROCEDURES
- -------------------------------------
CIGNA Corporation Securities Through Your Personal Broker
- ---------------------------------------------------------
If you buy or sell CIGNA Corporation Securities through your personal brokerage
account, the transaction should be reported in the same manner as a transaction
in the stock of any other company.
CIGNA Stock Fund in 401(k) Plan
- -------------------------------
The following transactions in CIGNA Securities through your 401(k) Plan are
reportable:
1. Any change/transfer in investment choices for accumulated balances in your
401(k) which impact the dollar amount invested in the CIGNA Stock Fund.
(See Exhibit 1)
2. Any increase or decrease in the percent of your future 401(k) contributions
that are allocated to the CIGNA Stock Fund. (See Exhibit 2)
3. Any increase or decrease in the percent of your total 401(k) contributions
if one of your investment choices is the CIGNA Stock Fund. (See Exhibit 3)
---------------------------------------------------------
4. Any loan through your 401(k) Plan if CIGNA Securities are involved.
30
<PAGE>
Attached are samples of completed forms with the type of information necessary
for transactions in CIGNA Securities within your 401(k) Plan.
Please make a note of the date on which you call the 401(k) AnswerLine to make
- ------------------------------------------------------------------------------
your change. This is the transaction date you should use when completing your
- ------------------------------------------------------------------------------
monthly Personal Report of Securities Transactions form.
- -------------------------------------------------------
The following are not reportable:
1. Increases to 401(k) contributions due to salary/bonus actions.
2. Ongoing bi-weekly contributions to 401(k), even if they include the CIGNA
Securities Fund, provided they do not involve the changes described above.
We emphasize that the above instructions pertain only to the CIGNA Stock Fund.
Investment choices in any other funds of the 401(k) Plan are not reportable.
Employee Stock Options or Restricted Stock Plans
- ------------------------------------------------
It is not necessary to obtain pre-clearance from Investment Management
Compliance to initiate a transaction involving Employee Stock Options or
Restricted Stock through Shareholder Services. Those employees who have been
notified by the Corporate Secretary (Carol Ward) that they are subject to
trading restrictions in CIGNA Securities, must obtain clearance through the
Corporate Secretary's Office. All other employees should contact Shareholder
Services in Philadelphia directly. If, however, you choose to withdraw your
shares from your First Chicago account upon exercise and sell them through your
own broker, you would be subject to the corporate policy on trading in material,
nonpublic information and would be required to pre-clear through Investment
Management Compliance if you are an Access Person.
All transactions in Employee Stock Options or Restricted Stock must, however, be
reported on your monthly Personal Report of Securities Transactions form. For
ease in reporting, it is suggested that you attach a copy of your statement from
Philadelphia and simply write "See attached statement" on the form itself. For
further clarification of corporate policies relating to CIGNA securities, please
see Appendix I of the Investment Management Ethics (pages A-8 through A-10).
We hope this information will clarify pre-clearance and reporting requirements
for CIGNA securities. Please call
Marie Slayton (Ext. 6-1633), Eleanore Schleicher (Ext. 6-7554) or Tim Roberts
(Ext. 6-7111) if you have any questions.
31
<PAGE>
EXHIBIT 1 - Transfer of Accumulated
- ---------
Balance
PERSONAL REPORT OF SECURITIES TRANSACTIONS
Name/Routing: _____________________________ For Month of _____________ ,1999
The following is a record of all transaction(s) for a Personal Account in
Securities in which I or a Family Member had, or by reason of which I or a
Family Member acquired or disposed of, a direct or indirect Beneficial Ownership
during the month. This report is made solely to comply with SEC regulations and
shall not be construed as an admission by me that I am or a Family Member is the
Beneficial Owner of the Security(ies) listed below. The purchase or sale of
shares of unaffiliated, open-end funds, investment of dividends through a
dividend reinvestment plan and the purchase or sale of securities which are
issued by the Government of the United States, may be omitted.
<TABLE>
<CAPTION>
================================================================================================================================
Date
Name of Number of Price per ------------------------------
Name of Security Broker/Dealer/Bank Account Number Shares/Units Share/Unit Purchased Sold Other
- --------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
CIGNA STOCK FUND (401(k)) -- 1/26/99*
- --------------------------------------------------------------------------------------------------------------------------------
ACCUMULATED BALANCE
- --------------------------------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------------------------
- --------------------------------------------------------------------------------------------------------------------------------
*TRANSFERRED 15% FROM CIGNA
- --------------------------------------------------------------------------------------------------------------------------------
STOCK FUND
================================================================================================================================
</TABLE>
[_]
NONE (check if no reportable transactions)
Signature: ____________________________________ Date: _________
Compliance Unit Review: ____________________
32
<PAGE>
EXHIBIT 2 - Change in Percentage
- ---------
0f Future Contributions
PERSONAL REPORT OF SECURITIES TRANSACTIONS
Name/Routing: _____________________________ For Month of _____________ ,1999
The following is a record of all transaction(s) for a Personal Account in
Securities in which I or a Family Member had, or by reason of which I or a
Family Member acquired or disposed of, a direct or indirect Beneficial Ownership
during the month. This report is made solely to comply with SEC regulations and
shall not be construed as an admission by me that I am or a Family Member is the
Beneficial Owner of the Security(ies) listed below. The purchase or sale of
shares of unaffiliated, open-end funds, investment of dividends through a
dividend reinvestment plan and the purchase or sale of securities which are
issued by the Government of the United States, may be omitted.
<TABLE>
<CAPTION>
=================================================================================================================================
DATE
Name of Number of Price per --------------------------------
Name of Security Broker/Dealer/Bank Account Number Shares/Units Share/Unit Purchased Sold Other
- ---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
CIGNA STOCK FUND (401(k)) -- 1/26/99*
- ---------------------------------------------------------------------------------------------------------------------------------
FUTURE CONTRIBUTIONS
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
* INCREASED PERCENTAGE OF 401(K)
- ---------------------------------------------------------------------------------------------------------------------------------
CONTRIBUTION ALLOCATED TO
- ---------------------------------------------------------------------------------------------------------------------------------
CIGNA STOCK FROM 10% TO 15%
=================================================================================================================================
</TABLE>
[_]
NONE (check if no reportable transactions)
Signature: _____________________________________ Date: _____________
Compliance Unit Review: __________
33
<PAGE>
EXHIBIT 3 - Change in Percentage of
- ---------
Total 401(K) Contribution
PERSONAL REPORT OF SECURITIES TRANSACTIONS
Name/Routing: _____________________________ For Month of _____________ ,1999
The following is a record of all transaction(s) for a Personal Account in
Securities in which I or a Family Member had, or by reason of which I or a
Family Member acquired or disposed of, a direct or indirect Beneficial Ownership
during the month. This report is made solely to comply with SEC regulations and
shall not be construed as an admission by me that I am or a Family Member is the
Beneficial Owner of the Security(ies) listed below. The purchase or sale of
shares of unaffiliated, open-end funds, investment of dividends through a
dividend reinvestment plan and the purchase or sale of securities which are
issued by the Government of the United States, may be omitted.
<TABLE>
<CAPTION>
=================================================================================================================================
DATE
Name of Number of Price per -------------------------
Name of Security Broker/Dealer/Bank Account Number Shares/Units Share/Unit Purchased Sold Other
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
CIGNA STOCK FUND (401(k)) -- 1/26/99*
- -----------------------------------------------------------------------------------------------------------------------------------
TOTAL 401(K) CONTRIBUTION
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------------------------------------------
*INCREASED TOTAL 401(K)
- -----------------------------------------------------------------------------------------------------------------------------------
CONTRIBUTION FROM 10% TO 12%
- -----------------------------------------------------------------------------------------------------------------------------------
TO INCLUDE 40% TO CIGNA STOCK
===================================================================================================================================
</TABLE>
[X]
NONE (check if no reportable transactions) Other than periodic purchases
as previously reported
Signature: ___________________________________ Date: _______________________
Compliance Unit Review: __________
34
<PAGE>
EXHIBIT E
---------
AFFIRMATION/DISCLOSURE STATEMENT
INVESTMENT MANAGEMENT ("Investment Management") PERSONNEL
AND RESTRICTED PERSONS
My signature below represents affirmation of the following statements unless
otherwise specifically noted in #4 and #5:
1. I have read, understand and agree to comply with the Business Ethics for
Investment Management Personnel and Restricted Persons ("Business Ethics").
I realize that my failure to observe the provisions of the Business Ethics
may be a basis for dismissal for cause, and that such failure may constitute
a violation of Federal or State securities laws and regulations which may
subject me to civil liabilities and criminal penalties.
2. I acknowledge receipt of the Employee Guide to Corporate Policies
("Policies") which includes Business Ethics and Practices, Antitrust and
Material Non-Public Information for the management of CIGNA Corporation and
its subsidiaries, and I have read and am in compliance with these Policies.
3. If an officer, employee or director of CIGNA Investments, Inc. and/or CIGNA
International Investment Advisors, Ltd., I also acknowledge that these
Business Ethics serve as the Code of Ethics required by the Investment
Company Act of 1940 and the rules thereunder.
4. I have no existing or proposed outside financial interests, business
connections or conflicts of interest, nor have I engaged in any other
transactions required to be disclosed except the following:
5. I know of no acceptance of gifts or favors, real estate transactions or other
business financial involvement by me or by a member of my immediate family
required to be disclosed, except the following:
6. I hereby certify that I have complied with the requirements of the Business
Ethics, that I have reported all personal securities transactions required to
be disclosed pursuant to the Business Ethics and if required, have disclosed
all personal securities holdings (exclusive of unaffiliated, open-end mutual
funds and securities issued by the Government of the United States).
Date _________________________ Signature__________________________
Name_______________________________
(Printed)
Department_________________________
Please return the completed white statement to Investment Management Compliance.
Retain the yellow copy for your records.
35
