As filed with the Securities and Exchange Registration No. 333-__________
Commission on February 18, 2000
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Aetna Life Insurance and Annuity Company
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Connecticut
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71-0294708
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151 Farmington Avenue, Hartford, Connecticut 06156, (860) 273-4686
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Julie E. Rockmore, Counsel
Aetna Life Insurance and Annuity Company
151 Farmington Avenue, RE4A, Hartford, Connecticut 06156
(860) 273-4686
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(Name, Address, including Zip Code, and Telephone Number,
including Area Code, of Agent for Service)
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The annuities covered by this registration statement are to be issued from time
to time after the effective date of this registration statement.
If any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933 check the following box. [XX]
If the registrant elects to deliver its latest annual report to security
holders, or a complete and legible facsimile thereof, pursuant to Item 11(a)(1)
of this Form, check the following box. [XX]
If this form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, please check the following box and list
the Securities Act registration statement number of the earlier effective
registration statement for the same offering.
[XX] 333-84299
If this form is a post-effective amendment filed pursuant to Rule 462(c) under
the Securities Act, check the following box and list the Securities Act
registration number of the earlier effective registration statement for the same
offering. [ ] ______________
<PAGE>
If this form is a post-effective amendment filed pursuant to Rule 462(d) under
the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [ ] ______________
If the delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
Calculation of Registration Fee
<TABLE>
<CAPTION>
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Title of Amount to be Proposed Maximum Proposed Maximum Amount of
Each Class Registered Offering Price Per Aggregate Offering Registration Fee
of Securities Unit Price
to be Registered
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<S> <C> <C> <C> <C>
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* * $150,000,000 $39,600.00
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</TABLE>
* The proposed maximum aggregate offering price is estimated solely for the
purpose of determining the registration fee. The amount to be registered and
the proposed maximum offering price per unit are not applicable since these
securities are not issued in predetermined amounts or units.
Pursuant to Rule 429(b) of the 1933 Act, unsold securities previously registered
under Registration Statement No. 333-84299 (which includes securities formerly
registered under Registration Statement Nos. 333-24645, 33-34583, 33-79118 and
33-87642) are being carried forward to this Registration Statement. As of
December 31, 1999, the amount of such unsold securities was $313,520,000. The
registration fees paid in connection with the registration of such securities
was $87,158.56.
<PAGE>
PARTS I AND II
The entire content of the Registration Statement on Form S-2 (File No.
333-84299) which was filed on August 2, 1999 (Accession No.
0000950146-99-0001397) is incorporated herein by reference and made a part of
this Registration Statement.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-2 and has duly caused this Registration
Statement on Form S-2 to be signed on its behalf by the undersigned, thereunto
duly authorized in the City of Hartford, State of Connecticut, on this 18th
day of February, 2000.
AETNA LIFE INSURANCE AND ANNUITY
COMPANY (REGISTRANT)
By: Thomas J. McInerney*
--------------------------------
Thomas J. McInerney
President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
- --------- ----- ----
<S> <C> <C> <C>
Thomas J. McInerney* Director and President )
- ------------------------------------- (principal executive officer) )
Thomas J. McInerney )
)
Catherine H. Smith* Director and Chief Financial Officer ) February
- ------------------------------------- )
Catherine H. Smith ) 18, 2000
)
Shaun P. Mathews* Director )
- ------------------------------------- )
Shaun P. Mathews )
)
Deborah Koltenuk* Vice President, Treasurer and Corporate Controller )
- ------------------------------------- )
Deborah Koltenuk )
</TABLE>
By: /s/ Michael A. Pignatella
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Michael A. Pignatella
*Attorney-in-Fact
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Exhibit
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<S> <C> <C>
16(5) Opinion re legality
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16(15) Letter Re: Unaudited Interim Information
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16(23)(a) Consent of Independent Auditors
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16(23)(b) Consent of Legal Counsel (included in Exhibit 16(5) above)
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16(27) Financial Data Schedule 1
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</TABLE>
(1) Incorporated, pursuant to General Instructions to Form S-2 (Section III.
Registration of Additional Shares), by reference to Registration Statement on
Form S-2 (File No. 333-84299) which was filed on August 2, 1999 (Accession No.
0000950146-99-0001397).
[Aetna Logo] Aetna Inc.
[Aetna Letterhead] 151 Farmington Avenue
Hartford, CT 06156-8975
Julie E. Rockmore
Counsel
AFS Law, TS31
February 18, 2000 (860) 273-4686
Fax: (860) 273-0385
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Re: Aetna Life Insurance and Annuity Company
Registration Statement on Form S-2
Prospectus Title: ALIAC Guaranteed Account
File No.: 333-_____________
Dear Sirs:
As counsel of Aetna Life Insurance and Annuity Company (the "Company"), I have
represented the Company in connection with the ALIAC Guaranteed Account (the
"Guaranteed Account"), a guaranteed interest option available under certain
variable annuity contracts, and the Form S-2 Registration Statement relating to
such account.
In connection with this opinion, I or those for whom I have supervisory
responsibility, have reviewed the Registration Statement on Form S-2 for the
Guaranteed Account, including the prospectus, and relevant proceedings of the
Board of Directors.
Based upon this review, and assuming the securities represented by the
Guaranteed Account are issued in accordance with the provisions of the
prospectus, I am of the opinion that the securities, when sold, will have been
legally issued, and will constitute a legal and binding obligation of the
Company.
I further consent to the use of this opinion as an exhibit to the Registration
Statement.
Sincerely,
/s/ Julie E. Rockmore
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Julie E. Rockmore
Counsel
Aetna Life Insurance and Annuity Company
EX-16(15)
Unaudited Interim Financial Information
Letter Re: Unaudited Interim Financial Information
Aetna Life Insurance and Annuity Company
Hartford, Connecticut
Ladies and Gentlemen:
With respect to the registration statement on Form S-2, filed by Aetna Life
Insurance and Annuity Company and Subsidiary, we acknowledge our awareness of
the use therein of our report dated April 27, 1999 related to our review of
interim financial information.
Pursuant to Rule 436(c) under the Securities Act of 1933, such report is not
considered part of a registration statement prepared or certified by an
accountant or a report prepared or certified by an accountant within the meaning
of sections 7 and 11 of the Act.
/s/ KPMG LLP
February 18, 2000
EX-16(23)(a)
Consent of Independent Auditors
Consent of Independent Auditors
The Shareholder and Board of Directors of
Aetna Life Insurance and Annuity Company:
We consent to the incorporation by reference in the registration statement on
Form S-2 of Aetna Life Insurance and Annuity Company and Subsidiary (the
"Company") of our audit reports dated February 3, 1999 relating to the
consolidated balance sheets of the Company as of December 31, 1998 and 1997, and
the related consolidated statements of income, changes in shareholder's equity
and cash flows and all related schedules for each of the years in the three-year
period ended December 31, 1998, which reports appear in the December 31, 1998
annual report on Form 10-K of the Company and to the reference to our firm under
the heading "Experts" in the prospectus.
/s/ KPMG LLP
February 18, 2000
