<PAGE>
As Filed with the Securities and Exchange Commission on September 11, 2000
REGISTRATION NO. 333-30844
811-05846
--------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
FORM N-4
POST-EFFECTIVE AMENDMENT NO. 2 /X/
TO
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
AND
AMENDMENT NO. 29 /X/
TO
REGISTRATION STATEMENT UNDER THE INVESTMENT
COMPANY ACT OF 1940
SUN LIFE OF CANADA (U.S.) VARIABLE ACCOUNT F
(Exact Name of Registrant)
SUN LIFE ASSURANCE COMPANY OF CANADA (U.S.)
(Name of Depositor)
ONE SUN LIFE EXECUTIVE PARK
WELLESLEY HILLS, MASSACHUSETTS 02481
(Address of Depositor's Principal Executive Offices)
DEPOSITOR'S TELEPHONE NUMBER: (781) 237-6030
EDWARD M. SHEA, ASSISTANT VICE PRESIDENT AND SENIOR COUNSEL
SUN LIFE ASSURANCE COMPANY OF CANADA (U.S.)
ONE COPLEY PLACE
BOSTON, MASSACHUSETTS 02116
(Name and Address of Agent for Service)
COPIES OF COMMUNICATIONS TO:
JOAN E. BOROS, ESQ.
JORDEN BURT BOROS CICCHETTI BERENSON & JOHNSON LLP
1025 THOMAS JEFFERSON STREET, N.W.
SUITE 400 EAST
WASHINGTON, D.C. 20007-0805
--------------------------------------------------------------------------------
Approximate Date of Proposed Public Offering: Continuous
It is proposed that this filing will become effective (check appropriate
box):
[ ] Immediately upon filing pursuant to paragraph (b) of Rule 485.
[X] On September 11, 2000 pursuant to paragraph (b) of Rule 485.
[ ] 60 days after filing pursuant to paragraph (a)(1) of Rule 485.
[ ] On (date) pursuant to paragraph (a)(1) of Rule 485.
If appropriate, check the following box:
[ ] This post-effective amendment designates a new effective date for
previously filed post-effective amendment.
Title of securities being registered:
Units of interest in Separate Account under variable annuity contracts.
This Amendment to the registration statement on Form N-4 (File No. 333-30844),
which became effective on June 23, 2000 (the "Registration Statement"), is
being filed pursuant to Rule 485(b) under the Securities Exchange Act of
1933, as amended, to supplement the prospectus and profile contained in the
Registration Statement for the MFS Regatta Choice Variable and Fixed Annuity.
The supplement included in this Amendment describes additional variable
investment options to be made available under the MFS Regatta Choice annuity
contract offered pursuant to the Registration Statement. This Amendment
relates only to the supplement to the prospectus and profile for the MFS
Reqatta Choice annuity product incorporated by reference in this Amendment
and does not otherwise delete, amend or supersede any information contained
in the Registration Statement, as amended.
<PAGE>
PART A
INFORMATION REQUIRED IN A PROSPECTUS
Attached hereto and made a part hereof is a Supplement to the Profile and
Prospectus dated June 23, 2000, as supplemented (incorporated herein,
together with the Profile and Prospectus dated June 23, 2000 for Futurity III
Variable and Fixed Annuity, by reference from Pre-Effective Amendment No. 1
to the Registration Statement on Form N-4 (Registration No. 333-30844), filed
June 9, 2000, and Post-Effective Amendment No. 1 to the Registration
Statement on Form N-4 (File No. 333-30844), filed June 26, 2000), for the
following:
MFS Regatta Choice Variable and Fixed Annuity
<PAGE>
SUPPLEMENT DATED SEPTEMBER 11, 2000
TO
PROFILE DATED JUNE 23, 2000, AS SUPPLEMENTED
AND
PROSPECTUS DATED JUNE 23, 2000, AS SUPPLEMENTED
FOR
MFS REGATTA CHOICE
VARIABLE AND FIXED ANNUITY
ISSUED BY SUN LIFE ASSURANCE COMPANY OF CANADA (U.S.)
This Supplement to the Profile dated June 23, 2000 (the "Profile") and
the Prospectus dated June 23, 2000 (the "Prospectus") for the Contract:
- amends and supplements the Profile and Prospectus as a result of the
addition of 2 new Funds -- The Global Telecommunications Series and
the Mid Cap Growth Series -- to the MFS/Sun Life Series Trust (the
"Series Fund"), effective as of September 11, 2000; and
- restates the information contained in (a) the Supplement dated June 26,
2000 to the Profile and Prospectus with respect to the addition of the
Technology Series to the Series Fund, effective as of June 26, 2000;
(b) the Supplement dated June 26, 2000 to the Profile and Prospectus
which provided an expanded range of expense examples for the Contract;
and (c) the Supplement dated June 23, 2000 which amended fee information
for certain of the Funds contained in the Profile and Prospectus.
THIS SUPPLEMENT SUPERSEDES ALL PREVIOUS SUPPLEMENTS TO THE PROSPECTUS FOR THE
MFS REGATTA CHOICE VARIABLE AND FIXED ANNUITY. THIS SUPPLEMENT IS NOT VALID
UNLESS ACCOMPANIED BY THE CURRENT PROSPECTUS. THIS SUPPLEMENT AND THE
PROSPECTUS SHOULD BE READ AND RETAINED FOR FUTURE REFERENCE.
A. ADDITIONAL VARIABLE INVESTMENT OPTIONS
Three Funds -- the Technology Series, the Global Telecommunications Series
and the Mid Cap Growth Series -- have been added to the list of variable
investment options available under the MFS Regatta Choice Variable and Fixed
Annuity. The Technology Series was added as an investment option as of June 26,
2000, and the Global Telecommunications Series and the Mid Cap Growth Series
are added as investment options as of the date of this Supplement. These
additional Funds allow you to allocate your money among 29 variable investment
options under the Contract. Market conditions will determine the value of an
investment in the Technology Series, the Global Telecommunications Series, the
Mid Cap Growth Series and any other Fund. The Technology Series, the Global
Telecommunications Series, the Mid Cap Growth Series and the other Funds
available as variable investment options under the Contract are described more
fully in the current Series Fund prospectus, as supplemented.
As a result of the addition of the Technology Series, the Global
Telecommunications Series and the Mid Cap Growth Series:
1. The third paragraph of Section 1, "The MFS Regatta Choice Annuity," of
the Profile and the second paragraph on the cover page of the Prospectus are
each amended by deleting the first sentence in its entirety and replacing it
with the following:
"You may choose among 29 variable investment options and a range of
fixed options."
2. The list of the available investment options appearing in Section
4, "Allocation Options," of the Profile and on the cover page of the
Prospectus is hereby supplemented by the addition of the Technology Series,
the Global Telecommunications Series and the Mid Cap Growth Series.
3. The "Variable Account Options: The Funds" section beginning on page 8
of the Prospectus is supplemented and restated as follows:
(a) The second paragraph of the section on page 8 is deleted in its entirety
and replaced by the following:
"The Series Fund is composed of 30 independent portfolios of
securities, each of which has separate investment objectives and
policies. Shares of the Series Fund are issued in 30 series (each,
a "Fund"), each corresponding to one of the portfolios. The Contract
provides for investment by the Sub-Accounts in shares of the 29 Funds
described below. Additional portfolios may be added to the Series Fund
which may or may not be available for investment by the Variable
Account."
(b) The following Fund descriptions are added:
GLOBAL TELECOMMUNICATIONS SERIES will seek to achieve long-term growth
of capital.
MID CAP GROWTH SERIES will seek long-term growth of capital.
TECHNOLOGY SERIES will seek capital appreciation.
1
<PAGE>
B. UNDERLYING FUND ANNUAL EXPENSES
1. The "Summary of Contract Expenses" table and the related footnotes
appearing on page 4 of the Prospectus are restated as follows:
SUMMARY OF CONTRACT EXPENSES
<TABLE>
<S> <C>
TRANSACTION EXPENSES
Sales Load Imposed on Purchase Payments..................... $ 0
Deferred Sales Load (as a percentage of Purchase Payments
withdrawn) (1)
Number of complete Account Years Purchase Payment in
Account
0-1..................................................... 7%
1-2..................................................... 7%
2-3..................................................... 6%
3-4..................................................... 6%
4-5..................................................... 5%
5-6..................................................... 4%
6-7..................................................... 3%
7 or more............................................... 0%
Transfer Fee (2)............................................ $ 15
ANNUAL ACCOUNT FEE per Contract or Certificate (3).......... $ 50
VARIABLE ACCOUNT ANNUAL EXPENSES (as a percentage of average
Variable Account assets)
</TABLE>
<TABLE>
<CAPTION>
FOR CONTRACTS WITH AN INITIAL FOR CONTRACTS WITH AN INITIAL
PURCHASE PAYMENT PURCHASE PAYMENT OF
LESS THAN $1,000,000: $1,000,000 OR MORE:
<S> <C> <C> <C>
Mortality and Expense Risk Mortality and Expense Risk
Charge (4)............................ 1.00% Charge (4)............................ 0.85%
Administrative Expenses Charge........ 0.15% Administrative Expenses Charge........ 0.15%
----- -----
Total Variable Annuity Annual Total Variable Annuity Annual
Expenses.............................. 1.15% Expenses.............................. 1.00%
</TABLE>
DEATH BENEFIT CHARGE (if one or more of the optional death benefit riders is
elected)
<TABLE>
<CAPTION>
NUMBER OF % OF AVERAGE
RIDERS ELECTED DAILY VALUE
-------------- ------------
<S> <C>
1 ............... 0.15%
2 ............... 0.25%
3 ............... 0.40%
</TABLE>
------------
(1) A portion of your Account may be withdrawn each year without imposition of
any withdrawal charge and, after a Purchase Payment has been in your Account
for 7 Account Years, it may be withdrawn free of the withdrawal charge.
(2) Currently, we impose no fee upon transfers; however, we reserve the right to
impose a fee of up to $15 per transfer. In addition, a Market Value
Adjustment may be imposed on amounts transferred from or within the Fixed
Account.
(3) The annual Account Fee is currently $35. After the fifth Account Year, the
fee may be changed annually, but it will never exceed $50.
(4) We will assess an additional 0.25% during the Income Phase on Contracts that
annuitize before their seventh Contract Anniversary.
2
<PAGE>
2. The "Underlying Fund Annual Expenses" table appearing on page 5 of the
Prospectus is hereby amended, supplemented and restated as follows:
<TABLE>
<CAPTION>
OTHER TOTAL ANNUAL FUND
MANAGEMENT FUND EXPENSES (2) EXPENSES (2)
FEES (AFTER REIMBURSEMENT) (AFTER REIMBURSEMENT)
--------------- ------------------------- ------------------------
<S> <C> <C> <C>
Global Telecommunications Series (3)......... 1.00% 0.25% 1.25%
Mid Cap Growth Series (3).................... 0.75% 0.25% 1.00%
Technology Series (3)........................ 0.75% 0.25% 1.00%
</TABLE>
3. The footnotes to the "Series Fund Annual Expenses" table are
amended, supplemented and restated as follows:
(i) Footnote (1) is deleted in its entirety and replaced by the
following:
(1) The information relating to Fund expenses was provided by
the Funds and we have not independently verified it. You
should consult the Fund prospectus(es) for more information
about Fund expenses. For all Funds except the Technology
Series, the Global Telecommunications Series and the Mid
Cap Growth Series, "Management Fees," "Other Fund
Expenses," and "Total Annual Fund Expenses" are based on
actual expenses for the fiscal year ended December 31,
1999, net of any applicable expense reimbursement or
waiver. Expense figures shown for the Technology Series,
the Global Telecommunications Series and the Mid Cap Growth
Series are estimates for the year 2000, based on the
applicable expense reimbursement waiver. No actual expense
figures are shown for the Technology Series, the Global
Telecommunications Series or the Mid Cap Growth Series
because these Funds commenced operations in June 2000,
September 2000 and September 2000, respectively, and,
therefore, have less than 12 months of investment
performance.
(ii) Footnote (2) is amended and restated as follows:
(2) Each Fund has an expense offset arrangement which reduces
the Fund's custodian fee based upon the amount of cash
maintained by the Fund with its custodian and dividend
disbursing agent, and may enter into such other arrangements
and directed brokerage arrangements (which would also have
the effect of reducing the Fund's expenses). Any such fee
reductions are not reflected under "Other Fund Expenses" in
the table. Had these fees been taken into account, "Total
Annual Fund Expenses" for certain of the Funds would be
as follows:
<TABLE>
<S> <C>
Bond Series...................................... 0.71%
Capital Appreciation Series...................... 0.75%
Capital Opportunities Series..................... 0.83%
Equity Income Series............................. 0.91%
Global Asset Allocation Series................... 0.88%
New Discovery Series............................. 1.05%
Strategic Income Series.......................... 1.03%
Utilities Series................................. 0.81%
</TABLE>
(iii) Footnote (3) is amended and restated as follows:
(3) MFS has contractually agreed to bear the expenses of these
Funds such that "Other Fund Expenses," after taking into
account the expense offset arrangement described in Footnote
(2) above, will not exceed 0.25% annually. This contractual
arrangement will continue until at least May 1, 2001, unless
changed with the consent of the Series Fund's Board of
Trustees; provided, however, that this contractual
arrangement will terminate prior to May 1, 2001 in the event
that the Fund's "Other Fund Expenses" equal or fall below
0.25% annually. Without taking into account this fee waiver
and/or expense reimbursement, "Other Fund Expenses" would be
estimated to be 3.26% for the Strategic Growth Series, 0.28%
for the Technology Series, 0.76% for the Global
Telecommunications Series, and 0.67% for the Mid Cap Growth
Series.
(iv) Footnote (4) is deleted in its entirety.
3
<PAGE>
C. EXPENSE EXAMPLES
1. The summary expense chart appearing in Section 5, "Expenses," of the
Profile is hereby supplemented and restated as follows:
<TABLE>
<CAPTION>
EXAMPLES
TOTAL EXPENSES
AT END
-----------------------------------------
TOTAL ANNUAL TOTAL ANNUAL TOTAL (a) (b)
INSURANCE FUND ANNUAL ------------------- -------------------
SUB-ACCOUNT CHARGES EXPENSES EXPENSES 1 YEAR 10 YEARS 1 YEARS 10 YEARS
----------- ------------ ------------ ---------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Bond Series 1.25% 0.72% 1.97% $82 $232 $85 $273
Capital Appreciation Series 1.25% 0.76% 2.01% $82 $236 $86 $277
Capital Opportunities Series 1.25% 0.84% 2.09% $83 $245 $86 $285
Emerging Growth Series 1.25% 0.75% 2.00% $82 $235 $86 $276
Emerging Markets Equity Series 1.25% 1.60% 2.85% $90 $320 $94 $357
Equity Income Series 1.25% 0.92% 2.17% $83 $253 $87 $293
Global Asset Allocation Series 1.25% 0.89% 2.14% $83 $250 $87 $290
Global Governments Series 1.25% 0.90% 2.15% $83 $251 $87 $291
Global Growth Series 1.25% 1.01% 2.26% $84 $262 $88 $302
Global Telecommunications Series 1.25% 1.25% 2.50% $87 $286 $90 $325
Global Total Return Series 1.25% 0.89% 2.14% $83 $250 $87 $290
Government Securities Series 1.25% 0.61% 1.86% $81 $221 $84 $262
High Yield Series 1.25% 0.83% 2.08% $83 $244 $86 $284
International Growth Series 1.25% 1.23% 2.48% $86 $284 $90 $323
International Growth and Income Series 1.25% 1.16% 2.41% $86 $277 $89 $316
Managed Sectors Series 1.25% 0.79% 2.04% $82 $239 $86 $280
Massachusetts Investors Growth Stock Series 1.25% 0.83% 2.08% $83 $244 $86 $284
Massachusetts Investors Trust Series 1.25% 0.59% 1.84% $80 $218 $84 $260
Mid Cap Growth Series 1.25% 1.00% 2.25% $84 $261 $88 $301
Money Market Series 1.25% 0.57% 1.82% $80 $216 $84 $258
New Discovery Series 1.25% 1.06% 2.31% $85 $267 $89 $307
Research Series 1.25% 0.75% 2.00% $82 $235 $86 $276
Research Growth and Income Series 1.25% 0.86% 2.11% $83 $247 $87 $287
Research International Series 1.25% 1.23% 2.48% $86 $284 $90 $323
Strategic Growth Series 1.25% 1.00% 2.25% $84 $261 $88 $301
Strategic Income Series 1.25% 1.08% 2.33% $85 $269 $89 $308
Technology Series 1.25% 1.00% 2.25% $84 $287 $88 $301
Total Return Series 1.25% 0.69% 1.94% $81 $229 $85 $270
Utilities Series 1.25% 0.82% 2.32% $83 $243 $86 $283
</TABLE>
--------------------
(a) Assuming no optional death benefit riders have been elected
(b) Assuming all three optional death benefit riders have been elected
2. The "Examples" presented on page 6 of the Prospectus are supplemented
and restated as follows:
If you surrender your Contract at the end of the applicable time
period, you would pay the following expenses on a $1,000 investment, assuming an
average Contract size of $35,000, a 5% annual return, and no optional death
benefit riders have been elected:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Bond Series................................................. $82 $118 $156 $232
Capital Appreciation Series................................. $82 $120 $158 $236
Capital Opportunities Series................................ $83 $122 $162 $245
Emerging Growth Series...................................... $82 $119 $158 $235
Emerging Markets Equity Series.............................. $90 $143 $198 $320
Equity Income Series........................................ $83 $124 $166 $253
Global Asset Allocation Series.............................. $83 $123 $165 $250
Global Governments Series................................... $83 $124 $165 $251
Global Growth Series........................................ $84 $127 $171 $262
Global Telecommunications Series............................ $87 $133 $182 $286
Global Total Return Series.................................. $83 $123 $165 $250
Government Securities Series................................ $81 $115 $151 $221
High Yield Series........................................... $83 $122 $162 $244
International Growth Series................................. $86 $133 $181 $284
International Growth and Income Series...................... $86 $131 $178 $277
Managed Sectors Series...................................... $82 $120 $160 $239
Massachusetts Investors Growth Stock Series................. $83 $122 $162 $244
Massachusetts Investors Trust Series........................ $80 $115 $150 $218
Mid Cap Growth Series....................................... $84 $126 $170 $261
Money Market Series......................................... $80 $114 $149 $216
New Discovery Series........................................ $85 $128 $173 $267
Research Series............................................. $82 $119 $158 $235
Research Growth and Income Series........................... $83 $122 $163 $247
Research International Series............................... $86 $133 $181 $284
Strategic Growth Series..................................... $84 $126 $170 $261
Strategic Income Series..................................... $85 $129 $174 $269
Technology Series........................................... $81 $118 $160 $287
Total Return Series......................................... $81 $118 $155 $229
Utilities Series............................................ $83 $121 $161 $243
</TABLE>
4
<PAGE>
If you surrender your Contract at the end of the applicable time
period, you would pay the following expenses on a $1,000 investment, assuming
an average Contract size of $35,000, a 5% annual return, and all 3 optional
death benefit riders have been elected:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Bond Series................................................. $85 $130 $176 $273
Capital Appreciation Series................................. $86 $131 $178 $277
Capital Opportunities Series................................ $86 $133 $182 $285
Emerging Growth Series...................................... $86 $131 $177 $276
Emerging Markets Equity Series.............................. $94 $154 $217 $357
Equity Income Series........................................ $87 $135 $185 $293
Global Asset Allocation Series.............................. $87 $135 $184 $290
Global Governments Series................................... $87 $135 $184 $291
Global Growth Series........................................ $88 $138 $190 $302
Global Telecommunications Series............................ $90 $145 $201 $325
Global Total Return Series.................................. $87 $135 $184 $290
Government Securities Series................................ $84 $127 $171 $162
High Yield Series........................................... $86 $133 $181 $284
International Growth Series................................. $90 $144 $200 $323
International Growth and Income Series...................... $89 $142 $197 $316
Managed Sectors Series...................................... $86 $132 $179 $280
Massachusetts Investors Growth Stock Series................. $86 $133 $181 $284
Massachusetts Investors Trust Series........................ $84 $126 $170 $260
Mid Cap Growth Series....................................... $88 $138 $189 $301
Money Market Series......................................... $84 $126 $169 $258
New Discovery Series........................................ $89 $139 $192 $307
Research Series............................................. $86 $131 $177 $276
Research Growth and Income Series........................... $87 $134 $183 $287
Research International Series............................... $90 $144 $200 $323
Strategic Growth Series..................................... $88 $138 $189 $301
Strategic Income Series..................................... $89 $140 $193 $308
Technology Series........................................... $88 $138 $189 $301
Total Return Series......................................... $85 $129 $175 $270
Utilities Series............................................ $86 $133 $181 $283
</TABLE>
If you do NOT surrender your Contract at the end of the applicable
time period, you would pay the following expenses on a $1,000 investment,
assuming an average Contract size of $35,000, a 5% annual return and no option
death benefit riders have been elected:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Bond Series................................................. $20 $62 $106 $232
Capital Appreciation Series................................. $20 $63 $108 $236
Capital Opportunities Series................................ $21 $65 $112 $245
Emerging Growth Series...................................... $20 $63 $108 $235
Emerging Markets Equity Series.............................. $29 $88 $150 $320
Equity Income Series........................................ $22 $68 $116 $253
Global Asset Allocation Series.............................. $22 $67 $115 $250
Global Governments Series................................... $22 $67 $115 $251
Global Growth Series........................................ $23 $71 $121 $262
Global Telecommunications Series............................ $25 $78 $133 $286
Global Total Return Series.................................. $22 $67 $115 $250
Government Securities Series................................ $19 $58 $101 $221
High Yield Series........................................... $21 $65 $112 $244
International Growth Series................................. $25 $77 $132 $284
International Growth and Income Series...................... $24 $75 $129 $277
Managed Sectors Series...................................... $21 $64 $110 $239
Massachusetts Investors Growth Stock Series................. $21 $65 $112 $244
Massachusetts Investors Trust Series........................ $19 $58 $100 $218
Mid Cap Growth Series....................................... $23 $70 $120 $261
Money Market Series......................................... $18 $57 $ 99 $216
New Discovery Series........................................ $23 $72 $124 $267
Research Series............................................. $20 $63 $108 $235
Research Growth and Income Series........................... $21 $66 $113 $247
Research International Series............................... $25 $77 $132 $284
Strategic Growth Income..................................... $23 $70 $120 $261
Strategic Income Series..................................... $24 $73 $125 $269
Technology Series........................................... $26 $79 $135 $287
Total Return Series......................................... $20 $61 $105 $229
Utilities Series............................................ $21 $65 $111 $243
</TABLE>
If you do NOT surrender your Contract at the end of the applicable
time period, you would pay the following expenses on a $1,000 investment,
assuming an average Contract size of $35,000, a 5% annual return, and all 3
optional death benefit riders have been elected:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Bond Series................................................. $24 $ 74 $127 $273
Capital Appreciation Series................................. $24 $ 75 $129 $277
Capital Opportunities Series................................ $25 $ 78 $133 $285
Emerging Growth Series...................................... $24 $ 75 $128 $276
Emerging Markets Equity Series.............................. $33 $100 $170 $357
Equity Income Series........................................ $26 $ 80 $137 $293
Global Asset Allocation Series.............................. $26 $ 79 $135 $290
Global Governments Series................................... $26 $ 79 $136 $291
Global Growth Series........................................ $27 $ 83 $141 $302
Global Telecommunications Series............................ $29 $ 90 $153 $325
Global Total Return Series.................................. $26 $ 79 $135 $290
Government Securities Series................................ $23 $ 71 $121 $162
High Yield Series........................................... $25 $ 77 $132 $284
International Growth Series................................. $29 $ 89 $152 $323
International Growth and Income Series...................... $28 $ 87 $148 $316
Managed Sectors Series...................................... $25 $ 76 $130 $280
Massachusetts Investors Growth Stock Series................. $25 $ 77 $132 $284
Massachusetts Investors Trust Series........................ $23 $ 70 $120 $260
Mid Cap Growth Series....................................... $27 $ 82 $141 $301
Money Market Series......................................... $23 $ 69 $119 $258
New Discovery Series........................................ $27 $ 84 $143 $307
Research Series............................................. $24 $ 75 $128 $276
Research Growth and Income Series........................... $25 $ 78 $134 $287
Research International Series............................... $29 $ 89 $152 $323
Strategic Growth Series..................................... $27 $ 82 $141 $301
Strategic Income Series..................................... $28 $ 85 $144 $308
Technology Series........................................... $27 $ 82 $141 $301
Total Return Series......................................... $24 $ 73 $125 $270
Utilities Series............................................ $25 $ 77 $132 $283
</TABLE>
CHOICESUPP 9/00
5
<PAGE>
PART B
INFORMATION REQUIRED IN A STATEMENT OF
ADDITIONAL INFORMATION
Incorporated herein by reference to Pre-Effective Amendment No. 1 to the
Registration Statement on Form N-4 (Registration No. 333-30844), filed June 9,
2000, is the Statement of Additional Information dated June 23, 2000 for each
of the following:
MFS Regatta Choice Variable and Fixed Annuity
Futurity III Variable and Fixed Annuity
<PAGE>
PART C
OTHER INFORMATION
Item 24. FINANCIAL STATEMENTS AND EXHIBITS
(a) The following Financial Statements are incorporated in this
Post-Effective Amendment to the Registration Statement by
reference to Pre-Effective Amendment No. 1 to the Registration
Statement on Form N-4 (File No. 333-30844), filed June 9, 2000:
Included in Part A:
A. Condensed Financial Information - Accumulation Unit Values
B. Financial Statements of the Depositor
Audited:
1. Consolidated Statements of Income, Years Ended
December 31, 1999, 1998 and 1997;
2. Consolidated Balance Sheets, December 31, 1999
and 1998,
3. Consolidated Statements of Comprehensive Income,
Years Ended December 31, 1999, 1998 and 1997;
4. Consolidated Statements of Stockholder's Equity,
Years Ended December 31, 1999, 1998 and 1997;
5. Consolidated Statements of Cash Flows, Years
Ended December 31, 1999, 1998 and 1997;
6. Notes to Consolidated Financial Statements; and
7. Independent Auditors' Report.
Unaudited:
1. Consolidated Statements of Income (unaudited) -
Three Months Ended March 31, 2000 and March 31,
1999
2. Consolidated Balance Sheets (unaudited) -
March 31, 2000 and December 31, 1999
3. Consolidated Statements of Comprehensive Income
(unaudited) - Three Months Ended March 31, 2000
and March 31, 1999
4. Consolidated Statements of Changes in
Stockholder's Equity (unaudited)- Three Months
Ended March 31, 2000 and March 31, 1999
5. Consolidated Statements of Cash Flows (unaudited)-
Three Months Ended March 31, 2000 and
March 31,1999
6. Notes to Unaudited Consolidated Financial
Statements
Included in Part B
A. Financial Statements of the Registrant
1. Statement of Condition, December 31, 1999;
2. Statement of Operations, Year Ended December 31,
1999;
3. Statements of Changes in Net Assets, Years Ended
December 31, 1999 and December 31, 1998;
4. Notes to Financial Statements; and
5. Independent Auditors' Report.
(b) The following Exhibits are incorporated in the Registration
Statement by reference unless otherwise indicated:
(1) Resolution of Board of Directors of the Depositor
dated December 3, 1985 authorizing the
establishment of the Registrant (Incorporated
herein by reference to Exhibit 1 to the
Registration Statement of the Registrant on Form
N-4, File No. 333-37907, filed on October 14,
1997);
(2) Not Applicable;
(3)(a) Distribution Agreement between the Depositor,
Massachusetts Financial Services Company and
Clarendon Insurance Agency, Inc. (Incorporated
herein by reference to Exhibit 3(a) to
Pre-Effective Amendment No. 1 to the Registration
Statement of the Registrant on Form N-4, File No.
333-37907, filed on January 16, 1998);
(b)(i) Specimen Sales Operations and General Agent
Agreement (Incorporated herein by reference to
Exhibit 3(b)(i) to Pre-Effective Amendment No. 1
to the Registration Statement of the Registrant on
Form N-4, File No. 333-37907, filed on January 16,
1998);
<PAGE>
(b)(ii) Specimen Broker-Dealer Supervisory and Service
Agreement (Incorporated herein by reference to
Exhibit 3(b)(ii) to Pre-Effective Amendment No. 1
to the Registration Statement of the Registrant on
Form N-4, File No. 333-37907, filed on January 16,
1998); and
(b)(iii) Specimen Registered Representatives Agent
Agreement (Incorporated herein by reference to
Exhibit 3(b)(iii) to Pre-Effective Amendment No.
1 to the Registration Statement of the Registrant
on Form N-4, File No. 333-37907, filed on January
16, 1998);
(4)(a) Form of Flexible Payment Combination Fixed/
Variable Group Annuity Contract (Filed as
Exhibit 4(a) to Pre-Effective Amendment No. 1 to
the Registration Statement on Form N-4, File
No. 333-30844, filed on June 9, 2000);
(b) Form of Certificate to be issued in connection
with Contract filed as Exhibit 4(a) (Filed as
Exhibit 4(b) to Pre-Effective Amendment No. 1 to
the Registration Statement on Form N-4, File
No. 333-30844, filed on June 9, 2000);
(c) Form of Flexible Payment Combination
Fixed/Variable Individual Annuity Contract (Filed
as Exhibit 4(c) to Pre-Effective Amendment No. 1
to the Registration Statement on Form N-4, File
No. 333-30844, filed on June 9, 2000);
(5)(a) Form of Application to be used with Contracts
filed as Exhibits 4(a) and 4(c); (Filed as
Exhibit 5(a) to Pre-Effective Amendment No. 1 to
the Registration Statement on Form N-4, File
No. 333-30844, filed on June 9, 2000);
(b) Form of Application to be used with Certificate
filed as Exhibit 4(b) (Filed as Exhibit 5(a) to
Pre-Effective Amendment No. 1 to the Registration
Statement on Form N-4, File No. 333-30844, filed
on June 9, 2000);
(6)(a) Certificate of Incorporation and By-laws of the
Depositor (Incorporated herein by reference to
Exhibits 3(a) and 3(b), respectively, to the
Registration Statement of the Depositor on Form
S-1, File No. 333-37907, filed on October 14,
1997);
(b) By-Laws of the Depositor, as amended effective
as of January 1, 2000 (Filed as Exhibit 6(b) to
Pre-Effective Amendment No. 1 to the Registration
Statement on Form N-4, File No. 333-30844, filed
on June 9, 2000);
(7) Not Applicable;
(8)(a) Form of Participation Agreement by and between
The Alger American Fund, the Depositor, and
Fred Alger and Company, Incorporated (Filed as
Exhibit 8(a) to Post-Effective Amendment No. 13
to the Registration Statement of the Registrant
on Form N-4, File No. 33-41628, filed April 26,
1999);
(b)(i) Form of Participation Agreement dated February 17,
1998 by and between Goldman Sachs Variable,
Insurance Trust, Goldman Sachs & Co. and the
Depositor (Filed as Exhibit 8(b)(i) to
Post-Effective Amendment No. 13 to the
Registration Statement of the Registrant on
Form N-4, File No. 33-41628, filed April 26,
1999);
(ii) Form of Amendment No. 1 dated December 14, 1998 to
Participation Agreement filed as Exhibit 8(b)(i)
(Filed as Exhibit 8(b)(ii) to Post-Effective
Amendment No. 13 to Registrant's Registration
Statement on Form N-4, File No. 33-41628, filed
April 26, 1999);
(iii) Form of Amendment No. 2 dated as of March 15, 1999
to Participation Agreement filed as
Exhibit 8(b)(i) (Filed as Exhibit 8(b)(iii) to
Post-Effective Amendment No. 13 to Registrant's
Registration Statement on Form N-4, File No.
33-41628, filed April 26, 1999);
(c) Form of Fund Participation Agreement between the
Depositor and J.P. Morgan Services Trust II
(Filed as Exhibit 8(c) to Post-Effective
Amendment No. 13 to Registrant's Registration
Statement on Form N-4, File No. 33-41628, filed
April 26, 1999);
(d) Form of Participation Agreement dated February 17,
1998 by and among MFS/Sun Life Services Trust, the
Depositor and Massachusetts Financial Services
Company (Filed as Exhibit 8(d) to Post-Effective
Amendment No. 13 to Registrant's Registration
Statement on Form N-4, File No. 33-41628, filed
April 26, 1999);
(e) Form of Participation Agreement dated February 17,
1998 by and among OCC Accumulation Trust, the
Depositor and OCC Distributors (Filed as Exhibit
8(e) to Post-Effective Amendment No. 13 to
Registrant's Registration Statement on Form N-4,
File No. 33-41628, filed April 26, 1999);
(f) Form of Participation Agreement dated February,
1998 by and among the Depositor, Warburg Pincus
Trust, Warburg Pincus Asset Management, Inc. and
Counsellors Securities, Inc. (Filed as Exhibit
8(f) to Post-Effective Amendment No. 13 to
Registrant's Registration Statement on Form N-4,
File No. 33-41628, filed April 26, 1999);
(g) Form of Participation Agreement dated February 17,
1998 by and among the Depositor, AIM Variable
Insurance Funds, Inc., AIM Distributors, Inc.,
and Clarendon Insurance Agency, Inc. (Filed as
Exhibit 8(g) to Post-Effective Amendment No. 1 to
Registrant's Registration Statement on Form N-4,
File No. 333-82957, filed on February 3, 2000);
(h) Form of Participation Agreement dated August 18,
1999 by and among the Depositor, Sun Capital
Advisers Trust and Sun Capital Advisers, Inc.
(Filed as Exhibit 8(h) to Post-Effective Amendment
No. 1 to Registrant's Registration Statement on
Form N-4, File No. 333-82957, filed on February 3,
2000);
(9) Opinion of Counsel as to the legality of the
securities being registered and Consent to its
use (Filed as Exhibit 9 to the Registration
Statement on Form N-4, File No. 333-30844,
filed on February 23, 2000);
(10)(a) Consent of Independent Auditors*;
(b) Representation of Counsel pursuant to Rule
485(b)*;
(11) Financial Statement Schedules I and VI
(Incorporated herein by reference to the
Depositor's Form 10-K Annual Report for the
fiscal year ended December 31, 1999, filed on
March 21, 2000);
(12) Not Applicable;
(13) Schedule for Computation of Performance
Quotations (Incorporated by reference to
Exhibit 13 to Post-Effective Amendment No. 10
to the Registration Statement of the Registrant
on Form N-4, File No. 33-41628, filed on
April 29, 1998);
(14) Not Applicable;
(15)(a) Powers of Attorney (Filed as Exhibit 15 to the
Registration Statement on Form S-6,
File No. 333-94359, filed on January 10, 2000)
(b) Power of Attorney of David D. Horn (Filed as
Exhibit 15(b) to Post-Effective Amendment No. 1 to
Registrant's Registration Statement on Form N-4,
File No. 333-82957, filed on February 3, 2000);
(c) Power of Attorney of William W. Stinson (Filed
as Exhibit 15(d) to Post-Effective Amendment
No. 23 to the Registration Statement on Form
N-4, File No. 2-78738, filed on April 20, 2000);
and
(16) Organizational Chart (Filed as Exhibit 16 to Pre-
Effective Amendment No. 1 to the Registration
Statement on Form N-4, File No. 333-30844, filed
on June 9, 2000).
* Filed herewith
<PAGE>
Item 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR
Name and Principal Positions and Offices
Business Address with Depositor
---------------- --------------
Donald A. Stewart Chairman and Director
150 King Street West
Toronto, Ontario
Canada M5H 1J9
C. James Prieur Vice Chairman and Director
150 King Street West
Toronto, Ontario
Canada M5H 1J9
James A. McNulty, III President and Director
One Sun Life Executive Park
Wellesley Hills, MA 02481
Gregory W. Gee Director
150 King Street West
Toronto, Ontario
Canada M5H 1J9
David D. Horn Director
Strong Road
New Vineyard, ME 04956
Angus A. MacNaughton Director
Genstar Investment Corporation
555 California Street, Suite 4850
San Francisco, CA 94104
S. Caesar Raboy Director
220 Boylston Street
Boston, MA 02110
William W. Stinson Director
Canadian Pacific Limited
1800 Bankers Hall, East Tower
855 - 2nd Street S.W.
Calgary, Alberta
Canada T2P 4Z5
<PAGE>
Name and Principal Positions and Offices
Business Address with Depositor
---------------- --------------
James M.A. Anderson Vice President, Investments
One Sun Life Executive Park
Wellesley Hills, MA 02481
Peter F. Demuth Vice President and Chief Counsel
One Sun Life Executive Park and Assistant Secretary
Wellesley Hills, MA 02481
Ronald J. Fernandes Vice President, Retirement
One Copley Place Products and Services
Boston, MA 02116
Ellen B. King Senior Counsel and Secretary
One Sun Life Executive Park
Wellesley Hills, MA 02481
Davey S. Scoon Vice President, Finance and
One Sun Life Executive Park Treasurer
Wellesley Hills, MA 02481
Robert P. Vrolyk Vice President and
One Sun Life Executive Park Actuary
Wellesley Hills, MA 02481
Item 26. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE DEPOSITOR OR
REGISTRANT
No person is directly or indirectly controlled by the Registrant. The
Registrant is a separate account of Sun Life Assurance Company of Canada
(U.S.), a wholly-owned subsidiary of Sun Life of Canada (U.S.) Holdings,
Inc., a wholly-owned subsidiary of Sun Life Assurance Company of Canada -
U.S. Operations Holdings, Inc., which is in turn a wholly-owned subsidiary of
Sun Life Assurance Company of Canada.
The organization chart of Sun Life Assurance Company of Canada is
incorporated herein by reference to herewith as Exhibit 16 to Pre-Effective
Amendment No. 1 to this Registration Statement, filed on June 9, 2000.
<PAGE>
None of the companies listed in such Exhibit 16 is a subsidiary of the
Registrant; therefore, the only financial statements being filed are those of
Sun Life Assurance Company of Canada (U.S.).
Item 27. NUMBER OF CONTRACT OWNERS
As of September 1, 2000, 539 qualified and 1,034 non-qualified Contracts
had been issued by the Depositor with respect to the securities registered
pursuant to this Registration Statement.
Item 28. INDEMNIFICATION
Pursuant to Section 145 of the Delaware Corporation Law, Article 8 of
the By-laws of Sun Life Assurance Company of Canada (U.S.), as amended
effective as of January 1, 2000 (a copy of which was filed as Exhibit 6(b) to
Pre-Effective Amendment No. 1 to the Registration Statement on Form N-4, File
No. 333-30844), provides for the indemnification of directors, officers and
employees of Sun Life Assurance Company of Canada (U.S.).
Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons
of Sun Life Assurance Company of Canada (U.S.) pursuant to the certificate of
incorporation, by-laws, or otherwise, Sun Life (U.S.) has been advised that
in the opinion of the Securities and Exchange Commission such indemnification
is against public policy as expressed in the Act and is, therefore,
unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by Sun Life (U.S.) of expenses incurred
or paid by a director, officer, controlling person of Sun Life (U.S.) in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities
being registered, Sun Life (U.S.) will submit to a court of appropriate
jurisdiction the question whether such indemnification by them is against
public policy as expressed in the Act, unless in the opinion of their counsel
the matter has been settled by controlling precedent, and will be governed by
the final adjudication of such issue.
Item 29. PRINCIPAL UNDERWRITERS
(a) Clarendon Insurance Agency, Inc., a wholly-owned subsidiary of Sun
Life Assurance Company of Canada (U.S.), acts as general distributor for the
Registrant, Sun Life of Canada (U.S.) Variable Accounts C, D, E, G, H and I,
Sun Life (N.Y.) Variable Accounts A, B and C, and Money Market Variable
Account, High Yield Variable Account, Capital Appreciation Variable Account,
Government Securities Variable Account, World Governments Variable Account,
Total Return Variable Account, and Managed Sectors Variable Account.
<TABLE>
<CAPTION>
Name and Principal Positions and Offices
Business Address* with Underwriter
---------------- ----------------
<S> <C>
William Franca..................... Managing Principal
Michael M. Senning................. Managing Principal
Davey S. Scoon..................... Treasurer and Director
James M.A. Anderson................ Director
Ronald J. Fernandes................ Director
James A. McNulty, III.............. Director
George E. Maden.................... Secretary
Brian A. Krivitsky................. Vice President
Cynthia M. Orcutt.................. Vice President
Norton A. Goss, II................. Assistant Vice President
</TABLE>
-------------
* The principal business address of all directors and officers of the
principal underwriter except Messrs. Fernandes, Goss and Krivitsky is One
Sun Life Executive Park, Wellesley Hills, Massachusetts 02481. The principal
business address of Messrs. Fernandes, Goss and Krivitsky is One Copley
Place, Boston, Massachusetts 02116.
(a) Inapplicable.
Item 30. LOCATION OF ACCOUNTS AND RECORDS
Accounts, books and other documents required to be maintained by Section
31(a) of the Investment Company Act of 1940 and the Rules promulgated thereunder
are maintained, in whole or in part, by Sun Life Assurance Company of Canada
(U.S.) at its offices at One Sun Life Executive Park, Wellesley Hills,
Massachusetts 02481, and One Copley Place, Boston, Massachusetts 02116, or at
the offices of Clarendon Insurance Agency, Inc., at One Sun Life Executive Park,
Wellesley Hills, Massachusetts 02481.
Item 31. MANAGEMENT SERVICES
Not Applicable.
Item 32. UNDERTAKINGS
The Registrant hereby undertakes:
(a) To file a post-effective amendment to this Registration Statement as
frequently as is necessary to ensure that the audited financial statements in
the Registration Statement are never more than 16 months old for so long as
payments under the variable annuity Contracts may be accepted;
(b) To include either (1) as part of any application to purchase a Contract
offered by the prospectus, a space that an Applicant can check to request a
Statement of Additional Information, or (2) a post card or simiilar written
communication affixed to or included in the prospectus that the Applicant can
remove to send for a Statement of Additional Information;
(c) To deliver any Statement of Additional Information and any financial
statements required to be made available under SEC Form N-4 promptly upon
written or oral request.
(d) Representation with respect to Section 26(e)of the Investment Company
Act of 1940: Sun Life Assurance Company of Canada (U.S.) represents that the
fees and charges deducted under the Contracts, in the aggregate, are
reasonable in relation to the services rendered, the expenses expected to be
incurred, and the risks assumed by the insurance company.
The Registrant is relying on the no-action letter issued by the Division
of Investment Management of the Securities and Exchange Commission to
American Council of Life Insurance, Ref. No. IP-6-88, dated November 28,
1988, the requirements for which have been complied with by the Registrant.
<PAGE>
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act
of 1940, the Registrant certifies that it meets all of the requirements of
Securities Act Rule 485 for effectiveness of this Post-Effective Amendment
No. 2 to the Registration Statement and has caused this Post-Effective Amendment
to the Registration Statement to be signed on its behalf, in the Town of
Wellesley Hills, and Commonwealth of Massachusetts on this 31st day of August,
2000.
<TABLE>
<S> <C> <C>
SUN LIFE OF CANADA (U.S.) VARIABLE ACCOUNT F
(Registrant)
SUN LIFE ASSURANCE COMPANY OF CANADA (U.S.)
(Depositor)
By: /s/ JAMES A. McNULTY, III
----------------------------
James A. McNulty, III
President
</TABLE>
Attest: /s/ SANDRA M. DADALT
----------------------------
Sandra M. DaDalt
Senior Counsel
As required by the Securities Act of 1933, this Post-Effective
Amendment to the Registration Statement has been signed below by the
following persons in the capacities with the Depositor, Sun Life Assurance
Company of Canada (U.S.), and on the dates indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
------------------------------------- ------------------------------------ ---------------
<S> <C> <C>
/s/ JAMES A. McNULTY, III President and Director August 31, 2000
------------------------------------- (Principal Executive Officer)
James A. McNulty, III
/s/ DAVEY S. SCOON Vice President, Finance August 31, 2000
------------------------------------- and Treasurer
Davey S. Scoon (Principal Financial and Accounting Officer)
/s/ SANDRA M. DADALT Attorney-in-Fact for: August 31, 2000
------------------------------------- Donald A. Stewart, Chairman and Director*
Donald A. Stewart C. James Prieur, Vice Chairman and Director*
Gregory W. Gee, Director*
David D. Horn, Director**
Angus A. McNaughton, Director*
S. Caesar Raboy, Director*
William W. Stinson, Director***
</TABLE>
* Pursuant to Power of Attorney filed as Exhibit 8 to the Registration
Statement on Form S-6 (File No. 333-94359), filed January 10,
2000.
** Pursuant to Power of Attorney filed as Exhibit 15(b) to Post-Effective
Amendment No. 1 to Registrant's Registration Statement on Form N-4 (File
No. 333-82957), filed February 3, 2000.
*** Pursuant to Power of Attorney filed as Exhibit 15(d) to Post-Effective
Amendment No. 23 to the Registration Statement on Form N-4, File No. 2-78738,
filed April 20, 2000.
<PAGE>
EXHIBIT INDEX
(10)(a) Consent of Independent Auditors
(b) Representation of Counsel pursuant to Rule 485(b)
