As filed with the SEC on April 15, 1999
Registration No. 33-54924
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ X ]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 7 [ X ]
REGISTRATION STATEMENT UNDER THE INVESTMENT
COMPANY ACT OF 1940 [ X ]
Amendment No. 9
EMPIRE FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT A
(Exact name of registrant)
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(name of depositor)
One World Financial Center
New York, New York 10281
(Address of depositor's principal executive offices)
Depositor's telephone number: 1-800-544-8888
____________________________________________
RODNEY R. ROHDA
Chairman
Empire Fidelity Investments Life Insurance Company
One World Financial Center
New York, New York 10281
(Name and address of agent for service)
_________________________________________
Copy to:
MICHAEL BERENSON
JORDEN BURT BOROS CICCETTI BERENSON & JOHNSON LLP
1025 Thomas Jefferson Street
Suite 400 East
Washington, D.C. 20007
_________________________________________
Individual Variable Annuity Contracts -- Pursuant to Rule 24f-2 under
the Investment Company Act of 1940, the Registrant has registered an
indefinite number of securities. Registrant's Rule 24f-2 Notice for
the fiscal year ending December 31, 1998 was filed March 30, 1999.
It is proposed that this filing will become effective (check
appropriate space):
immediately upon filing pursuant to paragraph (b) of rule 485
x on April 30, 1999, pursuant to paragraph (b) (1) (iii) of rule
485
60 days after filing pursuant to paragraph (a) (1) of rule 485
on , pursuant to paragraph (a) (1) of rule 485
75 days after filing pursuant to paragraph (a) (2) of rule 485
on , pursuant to paragraph (a) (2) of rule 485 Page _
of _ Exhibit Index Appears on Page __
CROSS REFERENCE TO ITEMS REQUIRED BY FORM N-4
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Part A
Item N-4 Item Heading in Prospectus.
Item 1. Cover Page Cover Page
Item 2. Definitions Glossary
Item 3. Synopsis or Highlights Summary of the Contract
Item 4. Condensed Financial Information Not Applicable
Item 5. General Description of Registrant, Depositor, Facts About EFILI,
and The Portfolio Companies The Variable Account, and the Funds
(a) Depositor EFILI
(b) Registrant The Variable Account
(c) Portfolio Company The Funds
(d) The Funds The Funds
(e) Voting Voting Rights
(f) Administrator Charges
Item 6. Deductions and Expenses Charges
a) Deductions Charges; Premium Taxes
b) Sales Load Not applicable
c) Special purchase plans Not applicable
d) Commissions Selling the Contracts
e) Registrant's expenses Charges
f) Portfolio company deductions and expenses The Funds
g) Organizational expenses Not applicable
Item 7. General Description of Variable Annuity Contracts
a) Rights Summary of the Contract;
Investments Allocation of Your
Purchase Payment; Death Benefit;
Facts About the Contract; Types of
Annuity Income Options; Voting
Rights; Other Contract Provisions
b) Provisions and limitations Investment Allocation of Your
Purchase Payment; Free Look
Privilege
c) Changes in contracts or operations Changes in Investment Options
d) Contract owner inquiries Cover Page
Item 8. Annuity Period
a) Level of benefits Fixed, Variable or Combination
Annuity Income; Types of Annuity
Income Options
b) Annuity commencement date Annuity Income Dates
c) Annuity payments Types of Annuity Income Options
d) Assumed investment return Fixed, Variable or Combination
Annuity Income
e) Minimums Cover Page, Summary of the
Contract
f) Rights to change options or transfer contract Investment Allocation of Your
value Purchase Payment
Item 9. Death Benefit
a) Death benefit Calculation Death Benefit
b) Forms of benefits Death Benefit; Types of Annuity
Options; Fixed, Variable, or
Combination Annuity Income
Item 10. Purchases and Contract Values
a) Procedures for purchases Purchase of a Contract
b) Accumulation unit value Not applicable
c) Calculation of accumulation unit value Not applicable
d) Principal underwriter Selling the Contracts
Item 11. Redemptions
a) Redemptions procedures Not applicable
b) Texas Optional Retirement Program Not Applicable
c) Delay Postponement of Benefits
d) Lapse Not Applicable
e) Revocation rights Free Look Privilege
Item 12. Taxes
a) Tax Consequences Tax Considerations
b) Qualified plans Tax Considerations
c) Impact of taxes Tax Considerations
Item 13. Legal Proceedings Litigation
Item 14. Table of Contents for Statement of Table of Contents for Statement of
Additional Information Additional Information
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Part B
Item N-4 Item Heading in Statement of Additional Information.
Item 15. Cover Page Cover Page
Item 16. Table of Contents Table of Contents
Item 17. General Information and History
a) Name Change Not Applicable
b) Attributions of Assets Not Applicable
c) Control of Depositor EFILI (Prospectus)
Item 18. Services
a) Fees, expenses and costs Fee Table (prospectus); Charges
(prospectus); The Funds (prospectus)
b) Management - related services Service Agreements
c) Custodian and independent public accountant Independent Accountants
d) Other custodianship Safekeeping of Variable Account
Assets
e) Administrative servicing agent Not applicable
f) Depositor as principal Underwriter Not Applicable
Item 19. Purchase of Securities Being Offered
a) Manner of Offering Distribution of the Contracts; Selling
the Contracts; (prospectus)
b) Sales Load Not applicable
Item 20. Underwriters
a) Depositor or affiliate as principal underwriter Selling the Contracts (prospectus)
b) Continuous Offering Distribution of Contracts
c) Underwriting commissions Not Applicable
d) Payments to underwriter Not Applicable
Item 21. Calculation of Performance Data Performance
Item 22. Annuity Payments Fixed, Variable or Combination
Annuity Income
Item 23. Financial Statements
a) Registrant Financial Statements
b) Depositor Financial Statements
PROSPECTUS
INCOME ADVANTAGE
INTRODUCTION
This prospectus describes a single premium immediate variable annuity
contract (the "Contract") offered by Empire Fidelity Investments Life
Insurance Company ("EFILI," "we," or "us"), the insurance company that
is part of the group of financial service companies known as Fidelity
Investments. Under the Contract, we provide lifetime annuity income to
you (the "Annuitant") at regular intervals (the "Annuity Income
Dates"). You choose the first Annuity Income Date, which may be up to
one year from the day we issue the Contract (the "Contract Date"), and
whether you want the Annuity Income Dates to be monthly, quarterly,
semi-annual, or annual. Annuity income can be for your lifetime, or
for your lifetime and the lifetime of a second person you name (the
"Joint Annuitant"). You may choose a guaranteed minimum number of
years of annuity income.
There are three types of Contracts. You may purchase:
(1) a "NON-QUALIFIED CONTRACT" with money from any source;
(2) a "QUALIFIED CONTRACT" that is an Individual Retirement Annuity
with contributions rolled-over from tax-qualified plans such as 403(b)
plans, 401(k) plans, or IRAs; and
(3) a "TAX-SHELTERED ANNUITY CONTRACT" arranged with your employer
using money from a 403(b) tax-sheltered annuity plan.
You purchase a Contract with a single payment (the "Purchase
Payment"). You may not make additional purchase payments. The minimum
Purchase Payment for a Contract is generally $25,000.
For a NON-QUALIFIED CONTRACT, the portion of annuity income that is
considered a return of the Purchase Payment will generally be
non-taxable, and the portion of annuity income that is considered a
distribution of earnings will generally be taxable. For QUALIFIED
CONTRACTS and TAX-SHELTERED ANNUITY CONTRACTS the entire amount of
annuity income each year will generally be taxable. For a more
detailed discussion of the tax treatment of annuity income, see TAX
CONSIDERATIONS on page 145.
INVESTMENT OPTIONS
You allocate your Purchase Payment between FIXED and VARIABLE ANNUITY
INCOME. You may choose all fixed annuity income, all variable annuity
income, or a combination of the two.
If you allocate all or a portion to variable annuity income, you may
choose one or more of the twenty-eight Investment Options of the
Empire Fidelity Investments Variable Annuity Account A (the "Variable
Account"). Amounts allocated to the Investment Options will result in
annuity income that varies in amount according to the investment
results of the Investment Options. The Investment Options invest in
the mutual fund portfolios ("Portfolios") of Variable Insurance
Products Fund, Variable Insurance Products Fund II, and Variable
Insurance Products Fund III (the "Fidelity Funds"). FIDELITY
MANAGEMENT & RESEARCH COMPANY ("FMR") manages the Fidelity Funds.
The Investment Options also invest in mutual fund portfolios managed
by MORGAN STANLEY DEAN WITTER INVESTMENT MANAGEMENT INC. ("MSDW
INVESTMENT MANAGEMENT"), PILGRIM BAXTER & ASSOCIATES, LTD. OR PILGRIM
BAXTER VALUE INVESTORS, INC., ("PBHG"), STRONG CAPITAL MANAGEMENT,
INC. ("STRONG") and WARBURG PINCUS ASSET MANAGEMENT, INC. ("WARBURG
PINCUS") ("Other Funds").
All mutual fund portfolios available in this prospectus are
collectively known as the "Funds." Additional Investment Options may
be added in the future.
LEGAL INFORMATION
This prospectus provides information that you should know before
purchasing a Contract. We have filed additional information about the
Contract and the Variable Account with the U.S. Securities and
Exchange Commission in a Statement of Additional Information dated
April 30, 1999. The Statement of Additional Information is
incorporated by reference in this prospectus and is available without
charge by calling EFILI at 1-800-544-2442 or by accessing the SEC
Internet website at (http://www.sec.gov). The table of contents of the
Statement of Additional Information appears on page 157.
NEITHER THE U.S. SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED THESE SECURITIES OR
DETERMINED IF THIS PROSPECTUS IS ACCURATE OR COMPLETE. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
PLEASE READ THIS PROSPECTUS AND KEEP IT FOR FUTURE REFERENCE. IT IS
NOT VALID UNLESS ACCOMPANIED BY EITHER THE CURRENT PROSPECTUS FOR THE
MONEY MARKET INVESTMENT OPTION OR THE PROSPECTUSES FOR ALL THE
INVESTMENT OPTIONS AVAILABLE IN THE CONTRACT.
THE CONTRACT IS NOT AVAILABLE IN ALL STATES. THIS PROSPECTUS DOES NOT
CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH SUCH OFFERING MAY
NOT BE LAWFULLY MADE. NO PERSON IS AUTHORIZED TO MAKE ANY
REPRESENTATIONS IN CONNECTION WITH THIS OFFERING OTHER THAN THOSE
CONTAINED IN THIS PROSPECTUS.
FOR FURTHER INFORMATION CALL EMPIRE FIDELITY INVESTMENTS LIFE
Nationally 1-800-544-2442
Date: April 30, 1999
PROSPECTUS CONTENTS
GLOSSARY 9
Summary of the Contract 11
FACTS ABOUT EFILI, THE
VARIABLE ACCOUNT AND THE FUNDS
EFILI 15
The Variable Account 15
The Funds 16
FACTS ABOUT THE CONTRACT
Purchase of a Contract 140
Free Look Privilege 140
Investment Allocation of Your 140
Purchase Payment
Charges 141
Annuity Income Dates 141
Signature Guarantee 141
Death Benefit 141
Fixed, Variable or 141
Combination Annuity Income
Benchmark Rate of Return 142
Types of Annuity Income 144
Options
Reports 145
MORE ABOUT THE CONTRACT
Tax Considerations 146
Other Contract Provisions 148
Selling the Contracts 148
Postponement of Benefits 148
MORE ABOUT THE VARIABLE
ACCOUNT AND THE FUNDS
Changes in Investment Options 148
Total Return for an 149
Investment Option
Voting Rights 149
Resolving Material Conflicts 149
Performance 149
Litigation 149
Appendix - Illustrations of 150
Values
Table of Contents of the 157
Statement of Additional
Information
GLOSSARY
ANNUITANT - You are the Annuitant. You receive lifetime income. For
Qualified Contracts and Tax-Sheltered Annuity Contracts all annuity
income must be received only by you during your lifetime. Either you
or the Joint Annuitant generally must be no older than 85 years of age
on the Contract Date. You must also be an Owner.
ANNUITY INCOME DATES - The dates we determine the amount of annuity
income. If the New York Stock Exchange is closed on an Annuity Income
Date, we will determine the amount of annuity income on the next day
it is open. You choose whether you want Annuity Income Dates to be
monthly, quarterly, semi-annual or annual.
ANNUITY INCOME UNIT - A unit of measure used to calculate the amount
of variable annuity income.
BENCHMARK RATE OF RETURN - The return that is assumed in the
calculation of each amount of variable annuity income. The Benchmark
Rate of Return applies only to the variable income portion of the
Contract.
The estimated first annuity income amount is calculated assuming that
the Investment Options will earn the Benchmark Rate of Return you
choose. If the performance (after all expenses) of the Investment
Options you choose matches the benchmark, annuity income will stay
constant. If the performance exceeds the benchmark, annuity income
will increase. If performance falls below the benchmark, annuity
income will decrease.
If you choose a higher benchmark, annuity income will start at a
higher amount but you will need better investment performance in order
to keep annuity income from declining.
You will be able to choose a Benchmark Rate of Return of 3.5% or 5.0%.
We may make other rates available, as permitted by state law.
BENEFICIARY(IES) - The person(s) who may receive certain benefits
under this Contract when there is no longer a living Annuitant or
Joint Annuitant.
CODE - The Internal Revenue Code of 1986, as amended.
CONTRACT - A Contract designed to provide you and the Joint Annuitant
(if any) with annuity income for your life (or lives) beginning with
the first Annuity Income Date.
CONTRACT DATE - The date your Contract becomes effective. This will be
stated in your Contract.
FUNDS - Variable Insurance Products Fund, Variable Insurance Products
Fund II, Variable Insurance Products Fund III and Other Funds
available in the Contract.
INVESTMENT OPTIONS - The Subaccounts.
IRA - Refers generally to both an Individual Retirement Account and an
Individual Retirement Annuity as defined in Sections 408(a) and (b),
respectively, of the Code. When it is used to refer to a Qualified
Contract, it means a Contract that qualifies as an Individual
Retirement Annuity as defined in Section 408(b) of the Code.
JOINT ANNUITANT - The Joint Annuitant (if any), receives lifetime
annuity income. However, for Qualified Contracts and Tax-Sheltered
Annuity Contracts, all annuity income must be received only by the
Annuitant during the Annuitant's lifetime. Either the Annuitant or the
Joint Annuitant generally must be no older than 85 years of age on the
Contract Date. For Non-qualified Contracts the Joint Annuitant may,
but need not be, an Owner. For Qualified Contracts and Tax-Sheltered
Annuity Contracts the Joint Annuitant may not be an Owner.
NON-QUALIFIED CONTRACT - A Contract other than a Qualified Contract or
Tax-Sheltered Annuity Contract. This type of Contract may be purchased
with money from any source.
OWNER(S) - The person(s) who have certain rights under the Contract.
You (the Annuitant) must be an Owner. If there is a Joint Annuitant,
he or she may also be an Owner (except for a Qualified Contract or
Tax-Sheltered Annuity Contract, where only one Owner is permitted).
The Joint Annuitant is never required to be an Owner. Only you and the
Joint Annuitant (if any), may ever be Owners.
PORTFOLIO - An investment portfolio of a Fund.
QUALIFIED CONTRACT - A Contract that qualifies as an Individual
Retirement Annuity under Section 408(b) of the Code.
TAX-SHELTERED ANNUITY CONTRACT - A Contract purchased with money in a
tax-sheltered annuity under section 403(b) of the Code.
TOTAL RETURN - An index used to measure the investment
performance of an Investment Option from one Valuation Period to the
next.
VALUATION PERIOD - The period of time from the time Annuity Income
Unit values are calculated to the next time such values are
calculated. These calculations are made as of the close of business
(normally 4:00 p.m. Eastern Time) each day the New York Stock Exchange
is open for trading.
VARIABLE ACCOUNT - Empire Fidelity Investments Variable Annuity
Account A.
YOU - The Annuitant. The Annuitant is always an Owner.
THIS PAGE INTENTIONALLY LEFT BLANK
SUMMARY OF THE CONTRACT
PURPOSE
This variable annuity contract provides periodic annuity income for
your life, or for your life and the life of a Joint Annuitant. You may
select from a number of annuity income options. You may also choose a
guaranteed minimum number of years of annuity income. See TYPES OF
ANNUITY INCOME OPTIONS on page 143. You may choose annuity income that
is ENTIRELY FIXED, ENTIRELY VARIABLE, or a COMBINATION OF FIXED AND
VARIABLE. See FIXED, VARIABLE OR COMBINATION ANNUITY INCOME on page
140.
ANNUITY INCOME
We guarantee to provide annuity income for each Annuity Income Date
for your lifetime and for the lifetime of the Joint Annuitant ,
if any. We guarantee the amount of fixed annuity income on each
Annuity Income Date, but we do not guarantee the amount of any
variable annuity income. Neither do we guarantee any minimum number of
Annuity Income Dates, unless you choose an option that provides for
such a guarantee.
Under the Contract, we will distribute lifetime annuity income to
you , or to you and the Joint Annuitant. The Federal income tax
laws have a special requirement for Qualified and Tax-Sheltered
Annuity Contracts that have a Joint Annuitant. For these Contracts,
during your lifetime annuity income can be payable only to you.
You are an Owner of the Contract. The Joint Annuitant will also be an
Owner if so named on the application, except that for Qualified
Contracts and Tax-Sheltered Annuity Contracts you must be the only
Owner.
PURCHASE OF CONTRACT
You purchase the Contract with a single Purchase Payment. The minimum
Purchase Payment is generally $25,000. EFILI reserves the right to
reject Purchase Payments in excess of limits it establishes from time
to time.
There are three types of Contracts. You may purchase a Non-qualified
Contract with money from any source. In addition, you may purchase a
Qualified Contract that is an Individual Retirement Annuity with
contributions rolled-over from tax-qualified plans such as 403(b)
plans, 401(k) plans, or IRAs. You may also arrange with your employer
to purchase a Tax-Sheltered Annuity Contract using money from a 403(b)
tax-sheltered annuity plan.
INVESTMENT OPTIONS
You allocate your Purchase Payment between variable and fixed annuity
income on your application. This allocation may not be changed. The
amount of variable annuity income will fluctuate from one Annuity
Income Date to the next according to the investment results of the
Investment Options you select.
There are currently twenty-eight variable Subaccounts.
(small solid bullet) Five Subaccounts invest in shares of one of the
mutual fund portfolios of Fidelity Variable Insurance Products Fund.
The Variable Insurance Products Fund currently offers Money Market
Portfolio, High Income Portfolio, Equity-Income Portfolio, Growth
Portfolio , and Overseas Portfolio.
(small solid bullet) Five Investment Options invest in shares of one
of the mutual fund portfolios of Fidelity Variable Insurance Products
Fund II. The Variable Insurance Products Fund II currently offers
Investment Grade Bond Portfolio, Asset Manager Portfolio, Index 500
Portfolio, Asset Manager: Growth Portfolio , and Contrafund
Portfolio.
(small solid bullet) Three Investment Options invest in shares of one
of the mutual fund portfolios of Fidelity Variable Insurance Products
Fund III. The Variable Insurance Products Fund III currently offers
Growth & Income Portfolio, Balanced Portfolio, and Growth
Opportunities Portfolio.
(small solid bullet) The remaining Investment Options invest in shares
of one of the mutual fund portfolios of Morgan Stanley Dean Witter,
PBHG, Strong , or Warburg Pincus.
FREE LOOK PERIOD
THE PORTION OF YOUR PURCHASE PAYMENT ALLOCATED TO VARIABLE ANNUITY
INCOME WILL BE PLACED IN THE MONEY MARKET INVESTMENT OPTION DURING THE
MONEY MARKET PERIOD, AND YOU MAY CURRENTLY REALLOCATE AMONG THE
VARIABLE INVESTMENT OPTIONS AT ANY TIME AFTER THE END OF THE MONEY
MARKET PERIOD.
You may return the Contract for a refund during the free look period.
See FREE LOOK PRIVILEGE on page 139. ONCE THE FREE LOOK PERIOD
EXPIRES, YOU CANNOT RETURN THE CONTRACT FOR A REFUND . If neither
you nor the Joint Annuitant survives to the first Annuity Income Date,
the Contract will be canceled and we will make a refund equal to your
Purchase Payment to your Beneficiary or Beneficiaries. See DEATH
BENEFIT on page 140.
IMPORTANT
We intend this summary to provide only an overview of the more
significant aspects of the Contract. You will find more detailed
information in the rest of this prospectus and in the Contract. Please
retain the Contract together with its attached application. Together
they are the entire agreement between you and EFILI.
FEE TABLE
This information may assist you in understanding the various costs and
expenses that a Contract Owner will bear directly or
indirectly. It reflects expenses of the Variable Account as well as
the Portfolios. The tables below do not reflect any deductions for
taxes. Any applicable premium taxes are deducted from a Contract on
the Contract Date. See CHARGES on page 141 for additional information.
CONTRACT EXPENSES
NONE
SEPARATE ACCOUNT ANNUAL
EXPENSES
(as a percentage of Portfolio
average net assets)
Mortality and Expense Risk 0.75%
Charge
Account Fees and Expenses:
Administrative Charge 0.25%
Total Separate Account Annual 1.00%
Expenses
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PORTFOLIO ANNUAL EXPENSES
(as a percentage of Portfolio average net assets)
FIDELITYA Management Fees Other Expenses Total Annual Expenses (after
reimbursement)
Asset Manager 0.54% 0.09% 0.63%
Money Market 0.20% 0.10% 0.30%
Investment Grade Bond 0.43% 0.14% 0.57%
High Income 0.58% 0.12% 0.70%
Equity-Income 0.49% 0.08% 0.57%
Index 500 0.24% 0.04% 0.28%B
Growth 0.59% 0.07% 0.66%
Overseas 0.74% 0.15% 0.89%
Asset Manager: Growth 0.59% 0.13% 0.72%
Contrafund 0.59% 0.07% 0.66%
Growth Opportunities 0.59% 0.11% 0.70%
Balanced 0.44% 0.14% 0.58%
Growth & Income 0.49% 0.11% 0.60%
MSDW INVESTMENT MANAGEMENT
Emerging Markets Debt 0.27% 1.25% 1.52%C
Emerging Markets Equity 0.00% 1.95% 1.95%C
Global Equity 0.32% 0.83% 1.15%C
International Magnum 0.15% 1.00% 1.15%C
PBHG
Select 20 0.84% 0.36% 1.20%D
Growth II 0.51% 0.69% 1.20%D
Large Cap Value 0.18% 0.82% 1.00%D
Small Cap Value 0.74% 0.46% 1.20%D
Technology & Communications 0.49% 0.71% 1.20%D
STRONG
Discovery Fund II 1.00% 0.18% 1.18%
Growth Fund II* 1.00% 0.20% 1.20%E
Opportunity Fund II 1.00% 0.16% 1.16%
WARBURG PINCUS
International Equity 1.00% 0.33% 1.33%F
Post-Venture Capital 1.08% 0.32% 1.40%F
Small Company Growth 0.90% 0.24% 1.14%F
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A A PORTION OF THE BROKERAGE COMMISSIONS THAT CERTAIN FUNDS PAY WAS
USED TO REDUCE FUND EXPENSES. IN ADDITION, CERTAIN FUNDS, OR FMR ON
BEHALF OF CERTAIN FUNDS, HAVE ENTERED INTO ARRANGEMENTS WITH THEIR
CUSTODIAN WHEREBY CREDITS REALIZED AS A RESULT OF UNINVESTED CASH
BALANCES WERE USED TO REDUCE CUSTODIAN EXPENSES. WITHOUT THESE
REDUCTIONS, THE TOTAL OPERATING EXPENSES PRESENTED IN THE TABLE WOULD
HAVE BEEN .58% FOR EQUITY-INCOME PORTFOLIO, .6 8 % FOR GROWTH
PORTFOLIO, .91% FOR OVERSEAS PORTFOLIO, .6 4 % FOR ASSET MANAGER
PORTFOLIO, .70% FOR CONTRAFUND PORTFOLIO, .73% FOR ASSET MANAGER:
GROWTH PORTFOLIO, .71% FOR GROWTH OPPORTUNITIES PORTFOLIO, . 59 %
FOR BALANCED PORTFOLIO, AND .6 1 % FOR GROWTH AND INCOME
PORTFOLIO.
B FMR AGREED TO REIMBURSE A PORTION OF INDEX 500 PORTFOLIO'S EXPENSES
DURING THE PERIOD. WITHOUT THIS REIMBURSEMENT, THE FUND'S MANAGEMENT
FEE, OTHER EXPENSES AND TOTAL EXPENSES WOULD HAVE BEEN .24%, .11% AND
.3 5 %, RESPECTIVELY.
C MORGAN STANLEY DEAN WITTER INVESTMENT MANAGEMENT INC., WITH RESPECT
TO THE PORTFOLIOS, HAS VOLUNTARILY AGREED TO WAIVE RECEIPT OF ITS
MANAGEMENT FEES AND AGREED TO REIMBURSE CERTAIN EXPENSES OF THE
PORTFOLIO. MSDW INVESTMENT MANAGEMENT MAY TERMINATE THIS VOLUNTARY
WAIVER AND REIMBURSEMENT AT ANY TIME AT ITS SOLE DISCRETION.
WITHOUT WAIVERS AND REIMBURSEMENTS, "MANAGEMENT FEES," "OTHER
EXPENSES" AND "TOTAL ANNUAL EXPENSES," RESPECTIVELY, WOULD BE AS
FOLLOWS: EMERGING MARKETS DEBT PORTFOLIO (0.80%, 1.2 5 %,
2.0 5 %); EMERGING MARKETS EQUITY PORTFOLIO (1.25%, 2.20%,
3.45 %); GLOBAL EQUITY PORTFOLIO (0.80%, 0.83%, 1. 6 3%);
INTERNATIONAL MAGNUM PORTFOLIO (0.80%, 1. 00 %, 1.80 %).
D PILGRIM BAXTER & ASSOCIATES, LTD. (THE "ADVISER") HAS VOLUNTARILY
AGREED TO WAIVE OR LIMIT ITS ADVISORY FEES OR ASSUME OTHER EXPENSES IN
AN AMOUNT THAT OPERATES TO LIMIT TOTAL OPERATING EXPENSES OF THE
PORTFOLIOS TO NOT MORE THAN 1.20% OF THE AVERAGE DAILY NET ASSETS OF
THE GROWTH II, SMALL CAP VALUE, TECHNOLOGY & COMMUNICATIONS AND SELECT
20 PORTFOLIOS AND TO NOT MORE THAN 1.00% OF THE AVERAGE DAILY NET
ASSETS OF THE LARGE CAP VALUE PORTFOLIO, THROUGH DECEMBER 31,
199 9 . TOTAL OPERATING EXPENSES INCLUDE, BUT ARE NOT LIMITED TO,
EXPENSES SUCH AS INVESTMENT ADVISORY FEES, TRANSFER AGENT FEES AND
LEGAL FEES. SUCH WAIVERS OF ADVISORY FEES AND POSSIBLE ASSUMPTIONS OF
OTHER EXPENSES BY THE ADVISER IS SUBJECT TO A POSSIBLE REIMBURSEMENT
BY THE PORTFOLIOS IN FUTURE YEARS IF SUCH REIMBURSEMENT CAN BE
ACHIEVED WITHIN FOREGOING ANNUAL EXPENSE LIMITS. SUCH FEE
WAIVER/EXPENSE REIMBURSEMENT ARRANGEMENTS MAY BE MODIFIED OR
TERMINATED AT ANY TIME AFTER DECEMBER 31, 1998. ABSENT SUCH FEE
WAIVERS/EXPENSE REIMBURSEMENTS THE ADVISORY FEES AND ESTIMATED TOTAL
OPERATING EXPENSES FOR THE GROWTH II, SMALL CAP VALUE, LARGE CAP
VALUE, TECHNOLOGY & COMMUNICATIONS AND SELECT 20 PORTFOLIOS WOULD BE
0.85 % AND 1.54%; 1. 00 % AND 1.46%; 0 . 65 %
AND 1.47 %; 0.85 % AND 1.56 %; AND 0.8 5 % AND
1. 21 %, RESPECTIVELY.
E STRONG CAPITAL MANAGEMENT, INC., THE INVESTMENT ADVISER, HAS
VOLUNTARILY AGREED TO CAP THE FUND'S TOTAL OPERATING EXPENSES AT
1.20%. THE ADVISER HAS NO CURRENT INTENTION TO, BUT MAY IN THE FUTURE,
DISCONTINUE OR MODIFY ANY WAIVER OF FEES OR ABSORPTION OF EXPENSES AT
ITS DISCRETION WITH APPROPRIATE NOTIFICATION TO ITS SHAREHOLDERS.
MANAGEMENT FEES, OTHER EXPENSES, AND TOTAL ANNUAL E X PENSES FOR
DISCOVERY II, OPPORTUNITY II, AND GROWTH FUND II ARE CALCULATED
O N AN ANNUALIZED BASIS FROM THE BEGINNING OF THE FISCAL YEAR
THROUGH THE CURRENT Q UARTER END. THE ADVISOR FOR THE GROWTH
FUND II PORTFOLIO IS ABSORBING EXPENSES OF 0.35%. WITHOUT THESE
ABSORPTIONS THE EXPENSE RATIO WOULD HAVE BEEN 1.55%. *GROWTH FUND II
IS CURRENTLY CALLED MID CAP GROWTH FUND II.
F MANAGEMENT FEES, OTHER EXPENSES AND TOTAL ANNUAL EXPENSES FOR THE
INTERNATIONAL EQUITY, POST-VENTURE CAPITAL AND SMALL COMPANY GROWTH
PORTFOLIOS ARE BASED ON ACTUAL EXPENSES FOR THE FISCAL YEAR ENDED
DECEMBER 31, 199 8 , NET ANY FEE WAIVERS OR EXPENSE
REIMBURSEMENTS. WITHOUT SUCH WAIVERS OR REIMBURSEMENTS, MANAGEMENT
FEES WOULD HAVE EQUALED 1.00%, 1.25% AND 0.90%; OTHER EXPENSES WOULD
HAVE EQUALLED 0. 33 %, 0.45% AND 0.24%; AND TOTAL ANNUAL EXPENSES
WOULD HAVE EQUALLED 1. 33 %, 1. 70 % AND 1.14% FOR THE
INTERNATIONAL EQUITY , POST-VENTURE CAPITAL, AND SMALL COMPANY
GROWTH PORTFOLIOS, RESPECTIVELY. FEE WAIVERS AND EXPENSE
REIMBURSEMENTS OR CREDITS MAY BE DISCONTINUED AT ANY TIME.
FACTS ABOUT EFILI, THE VARIABLE ACCOUNT AND THE FUNDS
EMPIRE FIDELITY INVESTMENTS LIFE
Empire Fidelity Investments Life is a stock life insurance company
organized under the laws of the State of New York on May 1, 1991.
EFILI is part of Fidelity Investments, a group of companies that
provides a variety of financial services and products. EFILI is a
wholly-owned subsidiary of Fidelity Investments Life Insurance
Company. Fidelity Investments Life Insurance Company is a wholly-owned
subsidiary of FMR Corp., the parent company of the Fidelity companies.
Edward C. Johnson 3d, the Johnson family members, and various
key employees of FMR Corp. own the voting common stock of FMR
Corp. EFILI's financial statements appear in the Statement of
Additional Information. Our principal executive offices are located at
200 Liberty Street, One World Financial Center, New York, New York
10281.
THE VARIABLE ACCOUNT
Empire Fidelity Investments Variable Annuity Account A was established
as a separate investment account on July 15, 1991. It supports the
Contracts and other forms of variable annuity contracts, and may be
used for other purposes permitted by law.
The Variable Account is registered with the Securities and Exchange
Commission ("SEC") as a unit investment trust under the Investment
Company Act of 1940 ("1940 Act"). Financial statements for the
Variable Account are in the Statement of Additional Information.
We own the assets in the Variable Account. The assets of the Variable
Account are kept separate from our general account assets and from any
other separate accounts we may have, as required by law. The assets of
the Variable Account may not be charged with liabilities from any
other business we conduct. All income, gains and losses concerning
assets allocated to the Variable Account are credited to or charged
against the Variable Account without regard to other income, gains or
losses of EFILI. Assets are maintained in the Variable Account at
least equal to the reserves and other liabilities of the Variable
Account. If the assets exceed the required reserves and other
liabilities, we may transfer the excess to its general account. EFILI
is obligated to provide all benefits under the Contracts.
THE FUNDS
FIDELITY:
The Fidelity Funds are Variable Insurance Products Fund, Variable
Insurance Products Fund II, and Variable Insurance Products Fund III.
Each Fund is an open-end ed , diversified management investment
company organized by FMR and is the type of investment company
commonly known as a series mutual fund.
The investment objectives of the Portfolios of Variable Insurance
Products Fund, Variable Insurance Products Fund II, and Variable
Insurance Products Fund III are described below. There is of course no
assurance that any Portfolio will meet its investment objective.
Following the description of each Portfolio is a graph showing how
your annuity income can fluctuate based on past investment performance
through December 31, 199 8 . Each graph shows the effect that the
Portfolio's investment performance would have had if a Contract with a
Benchmark Rate of Return of 5.0%, providing an initial monthly annuity
income of $500, was purchased on the date the Portfolio commenced
operations.
Annuity income increases for a given month if the annualized
Total of Return for that month is higher than the Benchmark
Rate of Return, and decreases for a given month if the annualized
Total of Return is lower than the Benchmark Rate of Return. The
Purchase Payment necessary for an initial monthly annuity income of
$500 will vary depending on the age and sex of the Annuitant (and
Joint Annuitant, if any), the annuity income option , and the
first Annuity Income Date. Suppose a 65 year old male who lives in a
state that does not charge a premium tax wishes to purchase $500 of
initial monthly variable annuity income beginning on the Contract
Date. If there is no Joint Annuitant and no guarantee period and he
chooses a 5% Benchmark Rate of Return, the Purchase Payment needed
would be $ 74,279 . If the purchaser were female, the Purchase
Payment necessary would be $ 83,175 . This is because females
have a longer life expectancy than males.
All the graphs take into account all charges under the Contract and
the actual expenses of the Portfolios.
The graphs for the Other Funds are not available.
ASSET MANAGER PORTFOLIO OF FIDELITY VARIABLE INSURANCE PRODUCTS
FUND II seeks high total return with reduced risk over the long term
by allocating its assets among stocks, bonds, and short-term
instruments.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Allocating the fund's assets among stocks,
bonds, and short-term and money market instruments.
(small solid bullet) Maintaining a neutral mix over time of 50% of
assets in stocks, 40% of assets in bonds, and 10% of assets in
short-term and money market instruments.
(small solid bullet) Adjusting allocation among asset classes
gradually within the following ranges: stock class (30% - 70%), bond
class (20% - 60%), and short-term/money market class (0% - 50%).
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Analyzing an issuer using fundamental and/or
quantitative factors and evaluating each security's current price
relative to estimated long-term value in selecting investments.
INVESTOR PROFILE. The fund may be appropriate for investors who
want to diversify among stocks, bonds, short-term instruments and
other types of securities. The fund's assets may also be invested in
other instruments that do not fall within these classes. The graph
below is based on a 5% Benchmark Rate of Return and initial monthly
annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E ASSET MANAGER
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00
Nov-86 30.00
Dec-86 31.00
Jan-87 31.00
Feb-87 28.00
Mar-87 31.00
Apr-87 30.00
May-87 31.00
Jun-87 30.00
Jul-87 31.00
Aug-87 31.00
Sep-87 30.00
Oct-87 31.00
Nov-87 30.00
Dec-87 31.00
Jan-88 31.00
Feb-88 29.00
Mar-88 31.00
Apr-88 30.00
May-88 31.00
Jun-88 30.00
Jul-88 31.00
Aug-88 31.00
Sep-88 30.00
Oct-88 31.00
Nov-88 30.00
Dec-88 31.00
Jan-89 31.00
Feb-89 28.00
Mar-89 31.00
Apr-89 30.00
May-89 31.00
Jun-89 30.00
Jul-89 31.00
Aug-89 31.00
Sep-89 30.00 $500
Oct-89 31.00 0.20 100.11% $499
Nov-89 30.00 0.40 100.32% $498
Dec-89 31.00 0.31 100.22% $497
Jan-90 31.00 -2.21 97.71% $484
Feb-90 28.00 1.03 100.95% $486
Mar-90 31.00 0.81 100.73% $488
Apr-90 30.00 -1.31 98.61% $479
May-90 31.00 5.10 105.01% $501
Jun-90 30.00 0.78 100.69% $503
Jul-90 31.00 -0.19 99.72% $499
Aug-90 31.00 -3.28 96.64% $480
Sep-90 30.00 -2.10 97.82% $468
Oct-90 31.00 0.51 100.42% $468
Nov-90 30.00 4.87 104.78% $489
Dec-90 31.00 2.90 102.81% $500
Jan-91 31.00 4.79 104.70% $522
Feb-91 28.00 3.91 103.83% $540
Mar-91 31.00 1.61 101.53% $545
Apr-91 30.00 1.50 101.42% $551
May-91 31.00 2.26 102.17% $561
Jun-91 30.00 -1.79 98.13% $548
Jul-91 31.00 2.51 102.42% $559
Aug-91 31.00 2.03 101.94% $567
Sep-91 30.00 0.58 100.50% $568
Oct-91 31.00 0.66 100.57% $569
Nov-91 30.00 -1.64 98.28% $557
Dec-91 31.00 4.32 104.23% $578
Jan-92 31.00 1.27 101.19% $582
Feb-92 29.00 1.94 101.86% $591
Mar-92 31.00 -0.24 99.67% $587
Apr-92 30.00 1.47 101.38% $592
May-92 31.00 1.04 100.96% $596
Jun-92 30.00 -0.08 99.84% $592
Jul-92 31.00 1.67 101.58% $599
Aug-92 31.00 -0.31 99.60% $594
Sep-92 30.00 0.63 100.54% $595
Oct-92 31.00 0.16 100.07% $593
Nov-92 30.00 2.18 102.10% $603
Dec-92 31.00 1.60 101.51% $610
Jan-93 31.00 1.80 101.71% $618
Feb-93 28.00 0.94 100.86% $621
Mar-93 31.00 2.83 102.74% $635
Apr-93 30.00 0.60 100.52% $636
May-93 31.00 1.70 101.61% $643
Jun-93 30.00 0.80 100.72% $645
Jul-93 31.00 1.23 101.14% $650
Aug-93 31.00 2.92 102.83% $666
Sep-93 30.00 0.07 99.99% $663
Oct-93 31.00 2.70 102.61% $677
Nov-93 30.00 -0.13 99.79% $673
Dec-93 31.00 4.05 103.96% $697
Jan-94 31.00 3.18 103.09% $716
Feb-94 28.00 -3.18 96.75% $690
Mar-94 31.00 -4.70 95.22% $654
Apr-94 30.00 0.07 99.99% $651
May-94 31.00 0.86 100.77% $654
Jun-94 30.00 -1.91 98.01% $638
Jul-94 31.00 1.73 101.64% $646
Aug-94 31.00 2.34 102.25% $658
Sep-94 30.00 -1.18 98.74% $647
Oct-94 31.00 0.49 100.40% $647
Nov-94 30.00 -1.47 98.45% $634
Dec-94 31.00 -2.20 97.72% $617
Jan-95 31.00 -0.65 99.27% $610
Feb-95 28.00 1.62 101.54% $617
Mar-95 31.00 1.32 101.23% $622
Apr-95 30.00 1.59 101.51% $629
May-95 31.00 1.28 101.19% $634
Jun-95 30.00 0.84 100.76% $636
Jul-95 31.00 3.56 103.47% $655
Aug-95 31.00 1.21 101.12% $660
Sep-95 30.00 1.26 101.18% $665
Oct-95 31.00 -1.31 98.61% $653
Nov-95 30.00 2.60 102.52% $667
Dec-95 31.00 2.53 102.44% $680
Jan-96 31.00 2.15 102.06% $692
Feb-96 29.00 -0.27 99.65% $686
Mar-96 31.00 1.06 100.97% $690
Apr-96 30.00 1.05 100.97% $694
May-96 31.00 0.78 100.69% $696
Jun-96 30.00 0.90 100.82% $699
Jul-96 31.00 -1.66 98.26% $684
Aug-96 31.00 0.20 100.11% $682
Sep-96 30.00 3.64 103.55% $703
Oct-96 31.00 2.57 102.48% $718
Nov-96 30.00 4.95 104.86% $750
Dec-96 31.00 -1.46 98.46% $735
Jan-97 31.00 3.01 102.92% $753
Feb-97 28.00 0.86 100.78% $756
Mar-97 31.00 -3.80 96.12% $724
Apr-97 30.00 3.42 103.33% $745
May-97 31.00 4.80 104.71% $777
Jun-97 30.00 2.66 102.58% $794
Jul-97 31.00 5.78 105.69% $836
Aug-97 31.00 -2.73 97.19% $809
Sep-97 30.00 3.22 103.13% $831
Oct-97 31.00 1.00% -1.64 98.28% $813
Nov-97 30.00 0.80% 2.31 102.24% $828
Dec-97 31.00 0.80% 1.52 101.45% $837
Jan-98 31.00 0.80% 0.33 100.26% $835
Feb-98 28.00 0.80% 4.50 104.44% $869
Mar-98 31.00 0.80% 2.90 102.83% $890
Apr-98 30.00 0.80% -0.12 99.81% $885
May-98 31.00 0.80% -0.53 99.40% $876
Jun-98 30.00 0.80% 1.95 101.88% $889
Jul-98 31.00 0.80% -0.64 99.29% $879
Aug-98 31.00 0.80% -9.10 90.84% $795
Sep-98 30.00 0.80% 3.34 103.27% $818
Oct-98 31.00 0.80% 4.35 104.28% $849
Nov-98 30.00 0.80% 3.81 103.74% $877
Dec-98 31.00 0.80% 4.13 104.06% $909
Listed in Order Max 909
to match MFPR Min 468
</TABLE>
MONEY MARKET PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND seeks as
high a level of current income as is consistent with the preservation
of capital and liquidity.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing in U.S. dollar-denominated money
market securities, including U.S. Government securities and repurchase
agreements, and entering into reverse repurchase agreements.
(small solid bullet) Investing more than 25% of total assets in the
financial services industry.
(small solid bullet) Investing in compliance with industry-standard
requirements for money market funds for the quality, maturity, and
diversification of investments.
INVESTOR PROFILE. The fund may be appropriate for investors who
would like to earn income at current money market rates while
preserving the value of their investment. An investment in the fund is
not a deposit of a bank and is not insured or guaranteed by the
Federal Deposit Insurance Corporation or any other government agency.
Although the fund seeks to preserve the value of your investment at
$1.00 per share, it is possible to lose money by investing in the
fund. The graph below is based on a 5% Benchmark Rate of Return and
initial monthly annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E MONEY MARKET
Apr-82 0.01 $500
May-82 31.00 1.16 101.07% $503
Jun-82 30.00 1.12 101.04% $506
Jul-82 31.00 1.18 101.09% $510
Aug-82 31.00 1.03 100.94% $513
Sep-82 30.00 0.89 100.81% $515
Oct-82 31.00 0.86 100.78% $516
Nov-82 30.00 0.80 100.71% $518
Dec-82 31.00 0.77 100.68% $519
Jan-83 31.00 0.72 100.63% $521
Feb-83 28.00 0.63 100.56% $521
Mar-83 31.00 0.70 100.61% $523
Apr-83 30.00 0.68 100.60% $524
May-83 31.00 0.69 100.60% $525
Jun-83 30.00 0.68 100.60% $526
Jul-83 31.00 0.77 100.69% $527
Aug-83 31.00 0.80 100.72% $529
Sep-83 30.00 0.79 100.70% $530
Oct-83 31.00 0.80 100.71% $532
Nov-83 30.00 0.76 100.68% $533
Dec-83 31.00 0.77 100.68% $535
Jan-84 31.00 0.77 100.69% $536
Feb-84 29.00 0.73 100.65% $537
Mar-84 31.00 0.80 100.71% $539
Apr-84 30.00 0.80 100.72% $541
May-84 31.00 0.85 100.76% $543
Jun-84 30.00 0.85 100.77% $545
Jul-84 31.00 0.91 100.82% $547
Aug-84 31.00 0.92 100.83% $549
Sep-84 30.00 0.90 100.82% $551
Oct-84 31.00 0.90 100.81% $553
Nov-84 30.00 0.79 100.71% $555
Dec-84 31.00 0.75 100.66% $557
Jan-85 31.00 0.71 100.62% $558
Feb-85 28.00 0.62 100.54% $559
Mar-85 31.00 0.70 100.61% $560
Apr-85 30.00 0.68 100.60% $561
May-85 31.00 0.68 100.60% $562
Jun-85 30.00 0.62 100.54% $563
Jul-85 31.00 0.63 100.54% $563
Aug-85 31.00 0.63 100.55% $564
Sep-85 30.00 0.62 100.53% $565
Oct-85 31.00 0.65 100.56% $566
Nov-85 30.00 0.63 100.55% $566
Dec-85 31.00 0.65 100.57% $567
Jan-86 31.00 0.65 100.56% $568
Feb-86 28.00 0.57 100.50% $569
Mar-86 31.00 0.62 100.54% $570
Apr-86 30.00 0.57 100.49% $570
May-86 31.00 0.56 100.47% $570
Jun-86 30.00 0.54 100.45% $571
Jul-86 31.00 0.55 100.46% $571
Aug-86 31.00 0.52 100.44% $571
Sep-86 30.00 0.48 100.39% $571
Oct-86 31.00 0.49 100.40% $571
Nov-86 30.00 0.47 100.38% $571
Dec-86 31.00 0.49 100.40% $571
Jan-87 31.00 0.50 100.41% $571
Feb-87 28.00 0.43 100.36% $571
Mar-87 31.00 0.48 100.40% $570
Apr-87 30.00 0.48 100.40% $570
May-87 31.00 0.52 100.43% $571
Jun-87 30.00 0.52 100.44% $571
Jul-87 31.00 0.54 100.45% $571
Aug-87 31.00 0.54 100.45% $571
Sep-87 30.00 0.53 100.45% $572
Oct-87 31.00 0.57 100.49% $572
Nov-87 30.00 0.54 100.46% $572
Dec-87 31.00 0.59 100.51% $573
Jan-88 31.00 0.58 100.49% $573
Feb-88 29.00 0.51 100.43% $573
Mar-88 31.00 0.54 100.46% $574
Apr-88 30.00 0.52 100.44% $574
May-88 31.00 0.55 100.47% $574
Jun-88 30.00 0.56 100.48% $575
Jul-88 31.00 0.60 100.51% $575
Aug-88 31.00 0.63 100.55% $576
Sep-88 30.00 0.63 100.55% $577
Oct-88 31.00 0.66 100.57% $578
Nov-88 30.00 0.65 100.57% $579
Dec-88 31.00 0.71 100.63% $580
Jan-89 31.00 0.74 100.65% $581
Feb-89 28.00 0.67 100.59% $582
Mar-89 31.00 0.78 100.69% $584
Apr-89 30.00 0.77 100.69% $586
May-89 31.00 0.79 100.71% $587
Jun-89 30.00 0.75 100.67% $589
Jul-89 31.00 0.75 100.67% $590
Aug-89 31.00 0.73 100.64% $592
Sep-89 30.00 0.71 100.63% $593
Oct-89 31.00 0.69 100.60% $594
Nov-89 30.00 0.68 100.59% $595
Dec-89 31.00 0.71 100.62% $597
Jan-90 31.00 0.66 100.57% $597
Feb-90 28.00 0.60 100.53% $598
Mar-90 31.00 0.69 100.60% $600
Apr-90 30.00 0.63 100.55% $600
May-90 31.00 0.67 100.58% $601
Jun-90 30.00 0.64 100.56% $602
Jul-90 31.00 0.66 100.58% $603
Aug-90 31.00 0.65 100.56% $604
Sep-90 30.00 0.63 100.54% $605
Oct-90 31.00 0.65 100.57% $606
Nov-90 30.00 0.63 100.55% $607
Dec-90 31.00 0.65 100.56% $608
Jan-91 31.00 0.64 100.55% $608
Feb-91 28.00 0.54 100.46% $609
Mar-91 31.00 0.50 100.41% $609
Apr-91 30.00 0.56 100.48% $609
May-91 31.00 0.50 100.41% $609
Jun-91 30.00 0.44 100.36% $609
Jul-91 31.00 0.52 100.43% $609
Aug-91 31.00 0.46 100.38% $609
Sep-91 30.00 0.47 100.39% $609
Oct-91 31.00 0.45 100.37% $609
Nov-91 30.00 0.41 100.33% $608
Dec-91 31.00 0.44 100.35% $608
Jan-92 31.00 0.41 100.32% $607
Feb-92 29.00 0.34 100.26% $606
Mar-92 31.00 0.37 100.28% $606
Apr-92 30.00 0.33 100.25% $605
May-92 31.00 0.30 100.22% $604
Jun-92 30.00 0.33 100.25% $603
Jul-92 31.00 0.31 100.22% $601
Aug-92 31.00 0.30 100.22% $600
Sep-92 30.00 0.28 100.20% $599
Oct-92 31.00 0.28 100.19% $598
Nov-92 30.00 0.29 100.21% $597
Dec-92 31.00 0.30 100.21% $595
Jan-93 31.00 0.28 100.19% $594
Feb-93 28.00 0.26 100.18% $593
Mar-93 31.00 0.29 100.20% $592
Apr-93 30.00 0.26 100.18% $590
May-93 31.00 0.24 100.15% $589
Jun-93 30.00 0.29 100.21% $588
Jul-93 31.00 0.26 100.17% $586
Aug-93 31.00 0.27 100.18% $585
Sep-93 30.00 0.25 100.17% $584
Oct-93 31.00 0.24 100.15% $582
Nov-93 30.00 0.27 100.19% $581
Dec-93 31.00 0.27 100.18% $580
Jan-94 31.00 0.27 100.18% $578
Feb-94 28.00 0.24 100.16% $577
Mar-94 31.00 0.29 100.20% $576
Apr-94 30.00 0.28 100.20% $575
May-94 31.00 0.34 100.25% $574
Jun-94 30.00 0.34 100.26% $573
Jul-94 31.00 0.34 100.25% $572
Aug-94 31.00 0.40 100.31% $571
Sep-94 30.00 0.38 100.30% $571
Oct-94 31.00 0.41 100.32% $570
Nov-94 30.00 0.41 100.33% $570
Dec-94 31.00 0.45 100.36% $570
Jan-95 31.00 0.50 100.41% $570
Feb-95 28.00 0.45 100.37% $569
Mar-95 31.00 0.50 100.41% $569
Apr-95 30.00 0.45 100.37% $569
May-95 31.00 0.53 100.44% $569
Jun-95 30.00 0.48 100.40% $569
Jul-95 31.00 0.49 100.40% $569
Aug-95 31.00 0.48 100.39% $569
Sep-95 30.00 0.45 100.37% $569
Oct-95 31.00 0.49 100.40% $569
Nov-95 30.00 0.46 100.38% $569
Dec-95 31.00 0.44 100.35% $568
Jan-96 31.00 0.49 100.40% $568
Feb-96 29.00 0.42 100.34% $568
Mar-96 31.00 0.41 100.32% $568
Apr-96 30.00 0.45 100.37% $567
May-96 31.00 0.43 100.34% $567
Jun-96 30.00 0.39 100.31% $567
Jul-96 31.00 0.47 100.38% $566
Aug-96 31.00 0.43 100.34% $566
Sep-96 30.00 0.45 100.37% $566
Oct-96 31.00 0.45 100.36% $565
Nov-96 30.00 0.42 100.34% $565
Dec-96 31.00 0.46 100.37% $565
Jan-97 31.00 0.45 100.36% $565
Feb-97 28.00 0.40 100.32% $564
Mar-97 31.00 0.44 100.35% $564
Apr-97 30.00 0.44 100.36% $564
May-97 31.00 0.44 100.35% $563
Jun-97 30.00 0.46 100.38% $563
Jul-97 31.00 0.46 100.37% $563
Aug-97 31.00 0.43 100.34% $563
Sep-97 30.00 0.47 100.39% $562
Oct-97 31.00 1.00% 0.46 100.37% $562
Nov-97 30.00 0.80% 0.41 100.34% $562
Dec-97 31.00 0.80% 0.50 100.43% $562
Jan-98 31.00 0.80% 0.45 100.38% $562
Feb-98 28.00 0.80% 0.42 100.36% $562
Mar-98 31.00 0.80% 0.47 100.40% $562
Apr-98 30.00 0.80% 0.44 100.37% $562
May-98 31.00 0.80% 0.43 100.36% $561
Jun-98 30.00 0.80% 0.47 100.40% $561
Jul-98 31.00 0.80% 0.46 100.39% $561
Aug-98 31.00 0.80% 0.46 100.39% $561
Sep-98 30.00 0.80% 0.44 100.37% $561
Oct-98 31.00 0.80% 0.43 100.36% $561
Nov-98 30.00 0.80% 0.44 100.37% $560
Dec-98 31.00 0.80% 0.43 100.36% $560
Listed in Order Max 609
to match MFPR Min 500
</TABLE>
INVESTMENT GRADE BOND PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND
II seeks a high level of current income.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing in U.S. dollar-denominated
investment-grade bonds.
(small solid bullet) Managing the fund to have similar overall
interest rate risk to the Lehman Brothers Aggregate Bond Index.
(small solid bullet) Allocating assets across different market
sectors and maturities.
(small solid bullet) Analyzing a security's structural features,
current pricing and trading opportunities, and the credit quality of
its issuer in selecting investments.
INVESTOR PROFILE. The fund may be appropriate for investors who
want the potential for high current income from a portfolio of
investment-grade debt securities. The fund's level of risk and
potential reward depend on the quality and maturity of its
investments, and has overall interest rate risk similar to the index.
The graph below is based on a 5% Benchmark Rate of Return and initial
monthly annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E INVESTMENT GRADE BOND
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00
Nov-86 30.00
Dec-86 31.00
Jan-87 31.00
Feb-87 28.00
Mar-87 31.00
Apr-87 30.00
May-87 31.00
Jun-87 30.00
Jul-87 31.00
Aug-87 31.00
Sep-87 30.00
Oct-87 31.00
Nov-87 30.00
Dec-87 31.00
Jan-88 31.00
Feb-88 29.00
Mar-88 31.00
Apr-88 30.00
May-88 31.00
Jun-88 30.00
Jul-88 31.00
Aug-88 31.00
Sep-88 30.00
Oct-88 31.00
Nov-88 30.00
Dec-88 31.00 $500
Jan-89 31.00 0.87 100.78% $502
Feb-89 28.00 0.22 100.14% $501
Mar-89 31.00 0.62 100.54% $501
Apr-89 30.00 1.11 101.03% $504
May-89 31.00 1.11 101.03% $507
Jun-89 30.00 1.92 101.84% $515
Jul-89 31.00 1.56 101.47% $520
Aug-89 31.00 -0.80 99.12% $513
Sep-89 30.00 0.39 100.31% $513
Oct-89 31.00 1.55 101.46% $518
Nov-89 30.00 0.86 100.78% $520
Dec-89 31.00 0.41 100.32% $520
Jan-90 31.00 -0.23 99.69% $516
Feb-90 28.00 0.57 100.49% $517
Mar-90 31.00 0.30 100.22% $516
Apr-90 30.00 0.04 99.96% $513
May-90 31.00 1.57 101.48% $519
Jun-90 30.00 0.78 100.70% $520
Jul-90 31.00 0.99 100.91% $523
Aug-90 31.00 -0.01 99.91% $520
Sep-90 30.00 0.39 100.31% $520
Oct-90 31.00 0.01 99.92% $517
Nov-90 30.00 0.60 100.52% $518
Dec-90 31.00 1.04 100.95% $521
Jan-91 31.00 0.20 100.12% $519
Feb-91 28.00 1.01 100.93% $522
Mar-91 31.00 1.69 101.61% $528
Apr-91 30.00 1.47 101.39% $533
May-91 31.00 0.77 100.69% $535
Jun-91 30.00 0.19 100.11% $533
Jul-91 31.00 0.86 100.77% $535
Aug-91 31.00 2.09 102.00% $543
Sep-91 30.00 1.86 101.77% $551
Oct-91 31.00 1.09 101.01% $554
Nov-91 30.00 1.08 101.00% $557
Dec-91 31.00 2.98 102.90% $571
Jan-92 31.00 -0.99 98.92% $563
Feb-92 29.00 0.55 100.47% $563
Mar-92 31.00 -0.18 99.73% $559
Apr-92 30.00 0.73 100.65% $561
May-92 31.00 1.54 101.45% $566
Jun-92 30.00 1.16 101.08% $570
Jul-92 31.00 2.03 101.94% $579
Aug-92 31.00 0.60 100.52% $580
Sep-92 30.00 1.20 101.12% $584
Oct-92 31.00 -1.27 98.65% $573
Nov-92 30.00 -0.26 99.66% $569
Dec-92 31.00 1.42 101.33% $574
Jan-93 31.00 2.10 102.01% $583
Feb-93 28.00 1.70 101.62% $591
Mar-93 31.00 0.44 100.35% $590
Apr-93 30.00 0.61 100.53% $591
May-93 31.00 0.17 100.08% $589
Jun-93 30.00 1.91 101.83% $597
Jul-93 31.00 0.68 100.59% $599
Aug-93 31.00 1.78 101.69% $606
Sep-93 30.00 0.50 100.42% $606
Oct-93 31.00 0.50 100.41% $606
Nov-93 30.00 -0.49 99.43% $600
Dec-93 31.00 0.59 100.50% $601
Jan-94 31.00 1.13 101.04% $605
Feb-94 28.00 -1.64 98.28% $592
Mar-94 31.00 -2.28 97.64% $576
Apr-94 30.00 -0.90 99.02% $568
May-94 31.00 -0.27 99.64% $563
Jun-94 30.00 -0.27 99.65% $559
Jul-94 31.00 1.64 101.55% $566
Aug-94 31.00 0.09 100.00% $563
Sep-94 30.00 -1.08 98.84% $554
Oct-94 31.00 0.09 100.00% $552
Nov-94 30.00 0.18 100.10% $550
Dec-94 31.00 -0.45 99.47% $545
Jan-95 31.00 1.45 101.36% $550
Feb-95 28.00 1.93 101.85% $559
Mar-95 31.00 0.64 100.55% $559
Apr-95 30.00 1.36 101.28% $564
May-95 31.00 4.01 103.92% $584
Jun-95 30.00 0.77 100.69% $586
Jul-95 31.00 -0.34 99.57% $581
Aug-95 31.00 1.19 101.10% $585
Sep-95 30.00 0.93 100.85% $587
Oct-95 31.00 1.34 101.25% $592
Nov-95 30.00 1.48 101.40% $598
Dec-95 31.00 1.38 101.29% $603
Jan-96 31.00 0.64 100.55% $604
Feb-96 29.00 -1.83 98.09% $590
Mar-96 31.00 -0.77 99.15% $583
Apr-96 30.00 -0.60 99.32% $576
May-96 31.00 -0.17 99.74% $573
Jun-96 30.00 1.21 101.13% $577
Jul-96 31.00 0.26 100.17% $575
Aug-96 31.00 -0.09 99.82% $572
Sep-96 30.00 1.62 101.54% $578
Oct-96 31.00 2.19 102.10% $588
Nov-96 30.00 1.65 101.57% $595
Dec-96 31.00 -0.89 99.03% $587
Jan-97 31.00 0.25 100.16% $585
Feb-97 28.00 0.13 100.05% $583
Mar-97 31.00 -1.04 98.88% $574
Apr-97 30.00 1.49 101.41% $580
May-97 31.00 0.78 100.69% $582
Jun-97 30.00 1.20 101.12% $586
Jul-97 31.00 2.70 102.61% $599
Aug-97 31.00 -0.90 99.02% $590
Sep-97 30.00 1.49 101.41% $596
Oct-97 31.00 1.00% 1.31 101.22% $601
Nov-97 30.00 0.80% 0.24 100.17% $600
Dec-97 31.00 0.80% 1.12 101.05% $604
Jan-98 31.00 0.80% 1.27 101.20% $608
Feb-98 28.00 0.80% -0.07 99.87% $605
Mar-98 31.00 0.80% 0.41 100.34% $605
Apr-98 30.00 0.80% 0.50 100.43% $605
May-98 31.00 0.80% 0.90 100.83% $607
Jun-98 30.00 0.80% 0.81 100.74% $610
Jul-98 31.00 0.80% 0.24 100.17% $608
Aug-98 31.00 0.80% 1.21 101.14% $612
Sep-98 30.00 0.80% 2.47 102.40% $625
Oct-98 31.00 0.80% -0.54 99.39% $618
Nov-98 30.00 0.80% 0.86 100.79% $621
Dec-98 31.00 0.80% 0.47 100.40% $621
Listed in Order Max 625
to match MFPR Min 500
</TABLE>
HIGH INCOME PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND seeks a
high level of current income. Growth of capital may also be
considered.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing at least 65% of total assets in
income-producing debt securities, preferred stocks and convertible
securities, with an emphasis on lower-quality debt securities.
(small solid bullet) Potentially investing in non-income producing
securities, including defaulted securities and common stocks.
(small solid bullet) Investing in companies in troubled or
uncertain financial condition.
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund is for long-term, aggressive investors
who understand the potential risks and rewards of investing in
lower-quality debt, including defaulted securities. Investors must be
willing to accept the fund's greater price movements and credit risks.
The graph below is based on a 5% Benchmark Rate of Return and initial
monthly annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E HIGH INCOME
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00 $500
Oct-85 31.00 1.25 101.16% $504
Nov-85 30.00 1.44 101.36% $509
Dec-85 31.00 3.34 103.25% $523
Jan-86 31.00 1.24 101.15% $527
Feb-86 28.00 3.38 103.30% $542
Mar-86 31.00 2.47 102.38% $553
Apr-86 30.00 1.70 101.62% $559
May-86 31.00 1.53 101.44% $565
Jun-86 30.00 1.26 101.18% $569
Jul-86 31.00 -0.30 99.61% $565
Aug-86 31.00 0.40 100.31% $564
Sep-86 30.00 0.85 100.77% $566
Oct-86 31.00 2.99 102.90% $580
Nov-86 30.00 0.32 100.24% $579
Dec-86 31.00 0.63 100.54% $580
Jan-87 31.00 3.65 103.56% $598
Feb-87 28.00 1.73 101.65% $606
Mar-87 31.00 0.91 100.82% $608
Apr-87 30.00 -3.13 96.79% $587
May-87 31.00 -0.93 98.99% $578
Jun-87 30.00 2.16 102.08% $588
Jul-87 31.00 0.11 100.02% $586
Aug-87 31.00 0.83 100.74% $588
Sep-87 30.00 -3.48 96.44% $564
Oct-87 31.00 -4.78 95.14% $535
Nov-87 30.00 2.95 102.86% $548
Dec-87 31.00 1.60 101.51% $554
Jan-88 31.00 3.29 103.20% $569
Feb-88 29.00 2.99 102.91% $583
Mar-88 31.00 -0.72 99.20% $576
Apr-88 30.00 0.78 100.70% $578
May-88 31.00 -0.15 99.76% $574
Jun-88 30.00 2.10 102.02% $584
Jul-88 31.00 1.04 100.95% $587
Aug-88 31.00 -0.48 99.44% $581
Sep-88 30.00 0.80 100.72% $583
Oct-88 31.00 1.09 101.00% $586
Nov-88 30.00 -0.38 99.54% $581
Dec-88 31.00 0.79 100.70% $583
Jan-89 31.00 2.40 102.31% $594
Feb-89 28.00 0.49 100.41% $594
Mar-89 31.00 -1.28 98.64% $584
Apr-89 30.00 -1.11 98.81% $574
May-89 31.00 1.85 101.76% $582
Jun-89 30.00 2.86 102.78% $596
Jul-89 31.00 -0.66 99.26% $589
Aug-89 31.00 -0.58 99.34% $582
Sep-89 30.00 -3.50 96.42% $559
Oct-89 31.00 -4.29 95.63% $533
Nov-89 30.00 0.08 100.00% $531
Dec-89 31.00 -0.27 99.64% $527
Jan-90 31.00 -2.21 97.71% $512
Feb-90 28.00 -1.54 98.38% $502
Mar-90 31.00 -1.06 98.86% $494
Apr-90 30.00 0.30 100.22% $493
May-90 31.00 2.05 101.96% $501
Jun-90 30.00 1.58 101.50% $507
Jul-90 31.00 1.54 101.45% $512
Aug-90 31.00 -1.67 98.25% $501
Sep-90 30.00 -2.37 97.55% $486
Oct-90 31.00 -2.43 97.49% $472
Nov-90 30.00 2.35 102.27% $481
Dec-90 31.00 1.40 101.31% $485
Jan-91 31.00 2.12 102.03% $493
Feb-91 28.00 5.54 105.46% $518
Mar-91 31.00 3.54 103.45% $534
Apr-91 30.00 3.55 103.46% $550
May-91 31.00 1.47 101.38% $555
Jun-91 30.00 2.17 102.09% $565
Jul-91 31.00 3.78 103.69% $583
Aug-91 31.00 1.37 101.28% $588
Sep-91 30.00 2.24 102.16% $598
Oct-91 31.00 3.40 103.31% $616
Nov-91 30.00 0.85 100.77% $618
Dec-91 31.00 0.53 100.44% $618
Jan-92 31.00 5.34 105.25% $648
Feb-92 29.00 3.63 103.55% $668
Mar-92 31.00 3.23 103.14% $686
Apr-92 30.00 0.71 100.63% $688
May-92 31.00 1.20 101.11% $693
Jun-92 30.00 1.09 101.01% $697
Jul-92 31.00 1.96 101.87% $707
Aug-92 31.00 2.12 102.03% $718
Sep-92 30.00 1.04 100.96% $722
Oct-92 31.00 -1.49 98.43% $708
Nov-92 30.00 1.23 101.15% $713
Dec-92 31.00 1.03 100.94% $717
Jan-93 31.00 2.68 102.59% $733
Feb-93 28.00 1.71 101.63% $742
Mar-93 31.00 2.31 102.22% $755
Apr-93 30.00 0.66 100.58% $756
May-93 31.00 1.49 101.40% $764
Jun-93 30.00 2.58 102.50% $780
Jul-93 31.00 0.99 100.90% $784
Aug-93 31.00 1.07 100.98% $788
Sep-93 30.00 0.35 100.27% $787
Oct-93 31.00 2.36 102.27% $802
Nov-93 30.00 0.94 100.86% $805
Dec-93 31.00 1.61 101.52% $814
Jan-94 31.00 3.34 103.25% $837
Feb-94 28.00 -0.12 99.80% $832
Mar-94 31.00 -3.37 96.55% $800
Apr-94 30.00 -1.01 98.91% $788
May-94 31.00 0.19 100.10% $786
Jun-94 30.00 -0.37 99.55% $779
Jul-94 31.00 0.37 100.28% $778
Aug-94 31.00 0.00 99.91% $774
Sep-94 30.00 0.74 100.66% $776
Oct-94 31.00 -0.92 99.00% $765
Nov-94 30.00 -0.83 99.09% $755
Dec-94 31.00 0.56 100.47% $756
Jan-95 31.00 1.12 101.03% $760
Feb-95 28.00 3.43 103.35% $783
Mar-95 31.00 1.25 101.16% $789
Apr-95 30.00 2.93 102.85% $808
May-95 31.00 2.57 102.48% $825
Jun-95 30.00 0.27 100.19% $823
Jul-95 31.00 2.41 102.32% $838
Aug-95 31.00 0.79 100.70% $841
Sep-95 30.00 1.65 101.57% $851
Oct-95 31.00 0.94 100.85% $854
Nov-95 30.00 0.51 100.43% $855
Dec-95 31.00 1.18 101.09% $860
Jan-96 31.00 2.32 102.23% $876
Feb-96 29.00 1.65 101.57% $886
Mar-96 31.00 -0.26 99.65% $880
Apr-96 30.00 1.49 101.41% $888
May-96 31.00 1.38 101.29% $896
Jun-96 30.00 0.51 100.43% $896
Jul-96 31.00 -0.34 99.57% $889
Aug-96 31.00 1.45 101.36% $897
Sep-96 30.00 2.94 102.86% $919
Oct-96 31.00 -0.33 99.58% $912
Nov-96 30.00 1.06 100.98% $917
Dec-96 31.00 1.38 101.29% $925
Jan-97 31.00 1.36 101.27% $933
Feb-97 28.00 1.81 101.73% $945
Mar-97 31.00 -3.11 96.81% $911
Apr-97 30.00 1.56 101.48% $921
May-97 31.00 4.18 104.09% $955
Jun-97 30.00 1.80 101.72% $967
Jul-97 31.00 3.62 103.53% $997
Aug-97 31.00 0.85 100.76% $1,001
Sep-97 30.00 3.54 103.45% $1,031
Oct-97 31.00 1.00% -0.89 99.03% $1,017
Nov-97 30.00 0.80% 0.75 100.68% $1,020
Dec-97 31.00 0.80% 1.13 101.06% $1,026
Jan-98 31.00 0.80% 2.28 102.21% $1,045
Feb-98 28.00 0.80% 0.76 100.70% $1,048
Mar-98 31.00 0.80% 2.09 102.02% $1,065
Apr-98 30.00 0.80% 0.39 100.32% $1,064
May-98 31.00 0.80% -0.71 99.22% $1,051
Jun-98 30.00 0.80% -0.08 99.85% $1,046
Jul-98 31.00 0.80% 0.55 100.48% $1,046
Aug-98 31.00 0.80% -12.36 87.58% $913
Sep-98 30.00 0.80% -0.99 98.94% $899
Oct-98 31.00 0.80% -2.72 97.21% $871
Nov-98 30.00 0.80% 8.21 108.14% $938
Dec-98 31.00 0.80% -0.60 99.33% $928
Listed in Order Max 1,065
to match MFPR Min 472
</TABLE>
EQUITY-INCOME PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND seeks
reasonable income. The fund will consider the potential for capital
appreciation. The fund seeks a yield for its shareholders that exceeds
the yield on the securities comprising the S&P 500.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing at least 65% of total assets in
income-producing equity securities, which tends to lead to investments
in large cap "value" stocks.
(small solid bullet) Potentially investing in other types of equity
securities and debt securities, including lower-quality debt
securities.
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund may be appropriate for investors who are
willing to ride out stock market fluctuations in pursuit of
potentially above-average long-term returns. The fund is designed for
those who want some income from equity and bond securities, but also
want to be invested in the stock market for its long-term growth
potential. The graph below is based on a 5% Benchmark Rate of Return
and initial monthly annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E EQUITY INCOME
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00 $500
Nov-86 30.00 2.18 102.09% $508
Dec-86 31.00 -3.00 96.92% $491
Jan-87 31.00 11.48 111.38% $544
Feb-87 28.00 2.33 102.25% $554
Mar-87 31.00 2.54 102.45% $566
Apr-87 30.00 -2.49 97.43% $549
May-87 31.00 0.62 100.53% $550
Jun-87 30.00 2.08 102.00% $558
Jul-87 31.00 3.81 103.72% $577
Aug-87 31.00 2.75 102.66% $590
Sep-87 30.00 -2.10 97.82% $574
Oct-87 31.00 -19.51 80.42% $460
Nov-87 30.00 -4.47 95.45% $437
Dec-87 31.00 5.11 105.02% $457
Jan-88 31.00 7.11 107.02% $488
Feb-88 29.00 4.96 104.87% $509
Mar-88 31.00 -1.74 98.18% $498
Apr-88 30.00 1.66 101.57% $504
May-88 31.00 1.34 101.25% $508
Jun-88 30.00 5.69 105.60% $534
Jul-88 31.00 -0.18 99.73% $531
Aug-88 31.00 -1.72 98.19% $519
Sep-88 30.00 2.97 102.89% $532
Oct-88 31.00 1.73 101.64% $538
Nov-88 30.00 -1.61 98.31% $527
Dec-88 31.00 0.91 100.83% $529
Jan-89 31.00 6.18 106.09% $559
Feb-89 28.00 -0.51 99.41% $554
Mar-89 31.00 2.17 102.08% $563
Apr-89 30.00 3.86 103.77% $582
May-89 31.00 2.97 102.88% $596
Jun-89 30.00 0.07 99.99% $594
Jul-89 31.00 5.83 105.74% $625
Aug-89 31.00 1.61 101.52% $632
Sep-89 30.00 -1.12 98.79% $622
Oct-89 31.00 -5.77 94.15% $583
Nov-89 30.00 0.57 100.49% $584
Dec-89 31.00 0.83 100.75% $585
Jan-90 31.00 -6.75 93.17% $543
Feb-90 28.00 0.59 100.52% $544
Mar-90 31.00 0.16 100.08% $542
Apr-90 30.00 -3.47 96.45% $521
May-90 31.00 6.62 106.53% $552
Jun-90 30.00 -1.00 98.92% $544
Jul-90 31.00 -2.45 97.47% $528
Aug-90 31.00 -7.99 91.94% $484
Sep-90 30.00 -7.76 92.17% $444
Oct-90 31.00 -2.55 97.37% $431
Nov-90 30.00 7.17 107.08% $459
Dec-90 31.00 2.33 102.24% $468
Jan-91 31.00 5.36 105.27% $490
Feb-91 28.00 6.89 106.80% $522
Mar-91 31.00 2.07 101.99% $530
Apr-91 30.00 0.47 100.38% $530
May-91 31.00 5.49 105.40% $556
Jun-91 30.00 -4.09 95.83% $531
Jul-91 31.00 5.67 105.58% $558
Aug-91 31.00 2.11 102.02% $567
Sep-91 30.00 -0.69 99.23% $560
Oct-91 31.00 1.67 101.58% $567
Nov-91 30.00 -4.31 95.61% $540
Dec-91 31.00 7.90 107.81% $579
Jan-92 31.00 1.35 101.26% $584
Feb-92 29.00 3.25 103.16% $601
Mar-92 31.00 -1.23 98.69% $590
Apr-92 30.00 3.13 103.05% $606
May-92 31.00 0.80 100.71% $608
Jun-92 30.00 -0.88 99.04% $599
Jul-92 31.00 3.06 102.98% $615
Aug-92 31.00 -2.19 97.73% $598
Sep-92 30.00 1.04 100.95% $601
Oct-92 31.00 1.20 101.11% $606
Nov-92 30.00 3.63 103.54% $625
Dec-92 31.00 2.82 102.73% $639
Jan-93 31.00 2.99 102.90% $655
Feb-93 28.00 2.25 102.17% $667
Mar-93 31.00 2.98 102.89% $683
Apr-93 30.00 -0.42 99.50% $677
May-93 31.00 1.81 101.72% $686
Jun-93 30.00 1.18 101.10% $690
Jul-93 31.00 1.36 101.27% $696
Aug-93 31.00 3.83 103.74% $719
Sep-93 30.00 -0.38 99.54% $713
Oct-93 31.00 0.91 100.82% $716
Nov-93 30.00 -1.75 98.17% $700
Dec-93 31.00 2.31 102.22% $713
Jan-94 31.00 4.40 104.31% $740
Feb-94 28.00 -2.58 97.34% $718
Mar-94 31.00 -4.18 95.74% $685
Apr-94 30.00 3.45 103.36% $705
May-94 31.00 0.95 100.86% $708
Jun-94 30.00 -0.62 99.30% $700
Jul-94 31.00 3.34 103.25% $720
Aug-94 31.00 5.15 105.06% $753
Sep-94 30.00 -1.64 98.28% $737
Oct-94 31.00 2.05 101.96% $749
Nov-94 30.00 -3.27 96.65% $721
Dec-94 31.00 0.33 100.24% $720
Jan-95 31.00 1.56 101.47% $727
Feb-95 28.00 3.81 103.73% $751
Mar-95 31.00 3.45 103.36% $773
Apr-95 30.00 2.78 102.70% $791
May-95 31.00 3.01 102.92% $811
Jun-95 30.00 1.44 101.36% $819
Jul-95 31.00 3.85 103.76% $846
Aug-95 31.00 1.25 101.16% $852
Sep-95 30.00 3.32 103.23% $876
Oct-95 31.00 -1.15 98.77% $862
Nov-95 30.00 4.32 104.23% $895
Dec-95 31.00 2.93 102.84% $916
Jan-96 31.00 2.91 102.82% $938
Feb-96 29.00 0.34 100.26% $937
Mar-96 31.00 1.05 100.96% $942
Apr-96 30.00 1.30 101.22% $950
May-96 31.00 1.08 100.99% $955
Jun-96 30.00 -0.92 99.00% $942
Jul-96 31.00 -4.88 95.04% $892
Aug-96 31.00 2.05 101.96% $905
Sep-96 30.00 4.28 104.19% $939
Oct-96 31.00 1.62 101.53% $950
Nov-96 30.00 6.69 106.60% $1,009
Dec-96 31.00 -1.64 98.28% $987
Jan-97 31.00 3.90 103.81% $1,020
Feb-97 28.00 1.11 101.03% $1,027
Mar-97 31.00 -3.72 96.20% $984
Apr-97 30.00 3.55 103.46% $1,014
May-97 31.00 6.20 106.11% $1,072
Jun-97 30.00 4.65 104.56% $1,116
Jul-97 31.00 7.30 107.21% $1,191
Aug-97 31.00 -4.69 95.23% $1,130
Sep-97 30.00 5.50 105.41% $1,186
Oct-97 31.00 1.00% -3.66 96.26% $1,137
Nov-97 30.00 0.80% 3.66 103.59% $1,173
Dec-97 31.00 0.80% 2.15 102.08% $1,193
Jan-98 31.00 0.80% -0.25 99.68% $1,184
Feb-98 28.00 0.80% 6.45 106.38% $1,255
Mar-98 31.00 0.80% 4.63 104.56% $1,307
Apr-98 30.00 0.80% 0.00 99.93% $1,301
May-98 31.00 0.80% -1.62 98.31% $1,273
Jun-98 30.00 0.80% 1.12 101.05% $1,282
Jul-98 31.00 0.80% -2.46 97.47% $1,244
Aug-98 31.00 0.80% -15.27 84.67% $1,049
Sep-98 30.00 0.80% 5.87 105.80% $1,105
Oct-98 31.00 0.80% 7.40 107.33% $1,182
Nov-98 30.00 0.80% 4.23 104.16% $1,226
Dec-98 31.00 0.80% 3.12 103.05% $1,258
Listed in Order Max 1,307
to match MFPR Min 431
</TABLE>
INDEX 500 PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND II seeks
investment results that correspond to the total return (i.e., the
combination of capital changes and income) of common stocks publicly
traded in the United States, as represented by the S&P 500, while
keeping transaction costs and other expenses low.
PRINCIPAL INVESTMENT STRATEGIES. Bankers Trust Company's ("BT," a
New York banking corporation serving as sub-adviser and custodian for
VIP II Index 500) principal investment strategies include:
(small solid bullet) Investing at least 80% of assets in common
stocks included in the S&P 500.
(small solid bullet) Lending securities to earn income for the
fund.
(small solid bullet) Because the fund seeks to track, rather than
beat, the performance of the S&P 500, it is not managed in the same
manner as other funds. The fund is managed by FMR, which handles its
business affairs. BT, Index 500 Portfolio's sub-adviser, chooses the
fund's investments. FMR supervises the sub-adviser and, in conjunction
with the Board of Trustees, reviews the sub-adviser's performance of
its duties. BT also acts as Index 500 Portfolio's custodian.
INVESTOR PROFILE. The fund may be appropriate for investors who are
willing to ride out stock market fluctuations in pursuit of
potentially above-average long-term returns in relation to the S&P
500. The graph below is based on a 5% benchmark Rate of Return and
initial annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E INDEX 500
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00
Nov-86 30.00
Dec-86 31.00
Jan-87 31.00
Feb-87 28.00
Mar-87 31.00
Apr-87 30.00
May-87 31.00
Jun-87 30.00
Jul-87 31.00
Aug-87 31.00
Sep-87 30.00
Oct-87 31.00
Nov-87 30.00
Dec-87 31.00
Jan-88 31.00
Feb-88 29.00
Mar-88 31.00
Apr-88 30.00
May-88 31.00
Jun-88 30.00
Jul-88 31.00
Aug-88 31.00
Sep-88 30.00
Oct-88 31.00
Nov-88 30.00
Dec-88 31.00
Jan-89 31.00
Feb-89 28.00
Mar-89 31.00
Apr-89 30.00
May-89 31.00
Jun-89 30.00
Jul-89 31.00
Aug-89 31.00
Sep-89 30.00
Oct-89 31.00
Nov-89 30.00
Dec-89 31.00
Jan-90 31.00
Feb-90 28.00
Mar-90 31.00
Apr-90 30.00
May-90 31.00
Jun-90 30.00
Jul-90 31.00
Aug-90 31.00
Sep-90 30.00
Oct-90 31.00
Nov-90 30.00
Dec-90 31.00
Jan-91 31.00
Feb-91 28.00
Mar-91 31.00
Apr-91 30.00
May-91 31.00
Jun-91 30.00
Jul-91 31.00
Aug-91 31.00
Sep-91 30.00
Oct-91 31.00
Nov-91 30.00
Dec-91 31.00
Jan-92 31.00
Feb-92 29.00
Mar-92 31.00
Apr-92 30.00
May-92 31.00
Jun-92 30.00
Jul-92 31.00
Aug-92 31.00
Sep-92 30.00 1.16 $500
Oct-92 31.00 0.22 100.13% $499
Nov-92 30.00 3.41 103.32% $513
Dec-92 31.00 1.26 101.17% $517
Jan-93 31.00 0.64 100.55% $518
Feb-93 28.00 1.32 101.24% $522
Mar-93 31.00 2.20 102.11% $531
Apr-93 30.00 -2.55 97.37% $515
May-93 31.00 2.60 102.51% $526
Jun-93 30.00 0.26 100.18% $525
Jul-93 31.00 -0.46 99.46% $520
Aug-93 31.00 3.79 103.70% $537
Sep-93 30.00 -0.81 99.11% $530
Oct-93 31.00 2.04 101.95% $538
Nov-93 30.00 -0.97 98.95% $530
Dec-93 31.00 1.20 101.11% $534
Jan-94 31.00 3.37 103.28% $549
Feb-94 28.00 -2.71 97.22% $532
Mar-94 31.00 -4.34 95.58% $506
Apr-94 30.00 1.20 101.12% $510
May-94 31.00 1.55 101.46% $515
Jun-94 30.00 -2.44 97.48% $500
Jul-94 31.00 3.30 103.21% $514
Aug-94 31.00 3.99 103.90% $532
Sep-94 30.00 -2.43 97.49% $516
Oct-94 31.00 2.22 102.13% $525
Nov-94 30.00 -3.63 96.29% $504
Dec-94 31.00 1.46 101.37% $508
Jan-95 31.00 2.65 102.56% $519
Feb-95 28.00 3.83 103.75% $537
Mar-95 31.00 2.92 102.83% $550
Apr-95 30.00 2.94 102.86% $563
May-95 31.00 3.93 103.84% $582
Jun-95 30.00 2.27 102.19% $593
Jul-95 31.00 3.34 103.25% $609
Aug-95 31.00 0.25 100.16% $608
Sep-95 30.00 4.18 104.09% $630
Oct-95 31.00 -0.34 99.57% $625
Nov-95 30.00 4.35 104.26% $649
Dec-95 31.00 1.83 101.74% $658
Jan-96 31.00 3.42 103.33% $677
Feb-96 29.00 0.93 100.85% $680
Mar-96 31.00 1.03 100.94% $683
Apr-96 30.00 1.40 101.32% $690
May-96 31.00 2.55 102.46% $704
Jun-96 30.00 0.43 100.35% $703
Jul-96 31.00 -4.43 95.49% $669
Aug-96 31.00 2.06 101.97% $679
Sep-96 30.00 5.59 105.50% $714
Oct-96 31.00 2.76 102.67% $730
Nov-96 30.00 7.50 107.41% $781
Dec-96 31.00 -1.97 97.95% $761
Jan-97 31.00 6.20 106.11% $805
Feb-97 28.00 0.75 100.67% $807
Mar-97 31.00 -4.16 95.76% $770
Apr-97 30.00 5.94 105.85% $811
May-97 31.00 6.08 105.99% $856
Jun-97 30.00 4.39 104.30% $890
Jul-97 31.00 7.95 107.86% $956
Aug-97 31.00 -5.60 94.32% $898
Sep-97 30.00 5.41 105.32% $942
Oct-97 31.00 1.00% -3.31 96.61% $906
Nov-97 30.00 0.80% 4.52 104.45% $942
Dec-97 31.00 0.80% 1.68 101.61% $954
Jan-98 31.00 0.80% 1.08 101.01% $959
Feb-98 28.00 0.80% 7.10 107.03% $1,023
Mar-98 31.00 0.80% 5.06 104.99% $1,069
Apr-98 30.00 0.80% 0.99 100.92% $1,075
May-98 31.00 0.80% -1.79 98.14% $1,051
Jun-98 30.00 0.80% 4.07 104.00% $1,088
Jul-98 31.00 0.80% -1.09 98.84% $1,071
Aug-98 31.00 0.80% -14.47 85.47% $912
Sep-98 30.00 0.80% 6.43 106.36% $966
Oct-98 31.00 0.80% 8.12 108.05% $1,039
Nov-98 30.00 0.80% 6.02 105.95% $1,097
Dec-98 31.00 0.80% 5.88 105.81% $1,156
Listed in Order Max 1,156
to match MFPR Min 499
</TABLE>
GROWTH PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND seeks capital
appreciation.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing primarily in common stocks.
(small solid bullet) Investing in companies that it believes have
above-average growth potential, measured by factors such as earnings
or revenue (stocks of these companies are often called "growth
stocks").
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund may be appropriate for investors who are
willing to ride out stock market fluctuations in pursuit of
potentially above-average long-term returns. The fund is designed for
those who want to pursue growth potential, and who understand that
this strategy often leads to investments in smaller, less well-known
companies with higher than average price/earnings ratios. The fund
invests for growth and does not pursue an income strategy. The graph
below is based on a 5% Benchmark Rate of Return and initial monthly
annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E GROWTH
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00 $500
Nov-86 30.00 2.20 102.12% $509
Dec-86 31.00 -1.86 98.06% $497
Jan-87 31.00 10.67 110.58% $547
Feb-87 28.00 4.95 104.87% $571
Mar-87 31.00 1.63 101.54% $578
Apr-87 30.00 0.00 99.92% $575
May-87 31.00 0.68 100.59% $576
Jun-87 30.00 2.94 102.86% $590
Jul-87 31.00 4.00 103.91% $611
Aug-87 31.00 2.98 102.89% $626
Sep-87 30.00 -1.14 98.78% $616
Oct-87 31.00 -21.97 77.96% $478
Nov-87 30.00 -7.02 92.90% $442
Dec-87 31.00 10.31 110.22% $485
Jan-88 31.00 2.17 102.08% $493
Feb-88 29.00 8.11 108.02% $531
Mar-88 31.00 -0.89 99.03% $524
Apr-88 30.00 1.26 101.18% $528
May-88 31.00 -0.89 99.03% $520
Jun-88 30.00 5.03 104.94% $544
Jul-88 31.00 -0.51 99.41% $538
Aug-88 31.00 -2.41 97.51% $523
Sep-88 30.00 2.82 102.74% $535
Oct-88 31.00 0.26 100.17% $534
Nov-88 30.00 -0.94 98.98% $526
Dec-88 31.00 1.03 100.94% $529
Jan-89 31.00 7.17 107.08% $564
Feb-89 28.00 -2.07 97.85% $550
Mar-89 31.00 3.02 102.93% $564
Apr-89 30.00 5.29 105.20% $591
May-89 31.00 3.58 103.49% $609
Jun-89 30.00 -1.32 98.60% $598
Jul-89 31.00 8.94 108.85% $648
Aug-89 31.00 1.71 101.62% $656
Sep-89 30.00 0.87 100.79% $658
Oct-89 31.00 -2.80 97.12% $637
Nov-89 30.00 1.64 101.56% $644
Dec-89 31.00 2.36 102.27% $656
Jan-90 31.00 -5.80 94.12% $615
Feb-90 28.00 0.96 100.88% $618
Mar-90 31.00 1.22 101.13% $622
Apr-90 30.00 -2.91 97.01% $601
May-90 31.00 8.85 108.76% $651
Jun-90 30.00 2.08 102.00% $661
Jul-90 31.00 -1.58 98.34% $648
Aug-90 31.00 -10.30 89.62% $578
Sep-90 30.00 -10.29 89.64% $516
Oct-90 31.00 -3.57 96.35% $495
Nov-90 30.00 8.10 108.01% $533
Dec-90 31.00 2.95 102.86% $546
Jan-91 31.00 6.66 106.57% $579
Feb-91 28.00 7.46 107.38% $620
Mar-91 31.00 3.02 102.93% $635
Apr-91 30.00 -0.93 98.99% $626
May-91 31.00 5.91 105.82% $660
Jun-91 30.00 -7.42 92.50% $608
Jul-91 31.00 9.53 109.44% $663
Aug-91 31.00 4.44 104.35% $689
Sep-91 30.00 0.78 100.70% $691
Oct-91 31.00 3.09 103.00% $708
Nov-91 30.00 -5.71 94.21% $665
Dec-91 31.00 13.21 113.11% $749
Jan-92 31.00 6.10 106.01% $791
Feb-92 29.00 2.09 102.01% $803
Mar-92 31.00 -6.13 93.79% $750
Apr-92 30.00 -3.92 96.00% $717
May-92 31.00 -0.85 99.07% $708
Jun-92 30.00 -3.88 96.04% $677
Jul-92 31.00 3.86 103.77% $700
Aug-92 31.00 -2.75 97.17% $677
Sep-92 30.00 1.76 101.68% $686
Oct-92 31.00 3.87 103.78% $709
Nov-92 30.00 6.68 106.59% $752
Dec-92 31.00 3.08 102.99% $772
Jan-93 31.00 1.97 101.88% $783
Feb-93 28.00 -2.06 97.86% $763
Mar-93 31.00 3.99 103.90% $790
Apr-93 30.00 -1.05 98.87% $778
May-93 31.00 7.45 107.36% $831
Jun-93 30.00 1.03 100.95% $836
Jul-93 31.00 -0.28 99.63% $830
Aug-93 31.00 5.02 104.93% $867
Sep-93 30.00 1.86 101.78% $879
Oct-93 31.00 0.96 100.87% $883
Nov-93 30.00 -4.05 95.87% $843
Dec-93 31.00 3.54 103.45% $868
Jan-94 31.00 2.51 102.42% $886
Feb-94 28.00 -1.03 98.89% $873
Mar-94 31.00 -4.54 95.38% $829
Apr-94 30.00 0.62 100.54% $830
May-94 31.00 -2.32 97.60% $807
Jun-94 30.00 -5.08 94.84% $762
Jul-94 31.00 3.47 103.38% $785
Aug-94 31.00 5.67 105.58% $825
Sep-94 30.00 -1.21 98.71% $811
Oct-94 31.00 4.06 103.97% $840
Nov-94 30.00 -3.99 95.93% $802
Dec-94 31.00 2.55 102.46% $819
Jan-95 31.00 -1.89 98.03% $799
Feb-95 28.00 4.14 104.06% $828
Mar-95 31.00 3.63 103.54% $854
Apr-95 30.00 3.37 103.28% $879
May-95 31.00 3.90 103.81% $909
Jun-95 30.00 8.85 108.76% $984
Jul-95 31.00 9.89 109.80% $1,076
Aug-95 31.00 1.23 101.14% $1,084
Sep-95 30.00 2.59 102.51% $1,107
Oct-95 31.00 -1.02 98.90% $1,090
Nov-95 30.00 -0.07 99.85% $1,084
Dec-95 31.00 -3.12 96.80% $1,045
Jan-96 31.00 1.58 101.49% $1,056
Feb-96 29.00 3.35 103.27% $1,086
Mar-96 31.00 0.39 100.30% $1,085
Apr-96 30.00 3.91 103.82% $1,122
May-96 31.00 3.13 103.04% $1,151
Jun-96 30.00 -1.96 97.96% $1,123
Jul-96 31.00 -7.65 92.27% $1,032
Aug-96 31.00 2.99 102.90% $1,058
Sep-96 30.00 6.72 106.63% $1,124
Oct-96 31.00 -0.23 99.68% $1,115
Nov-96 30.00 5.55 105.46% $1,172
Dec-96 31.00 -3.08 96.84% $1,130
Jan-97 31.00 5.75 105.66% $1,189
Feb-97 28.00 -2.27 97.65% $1,157
Mar-97 31.00 -5.60 94.32% $1,086
Apr-97 30.00 4.81 104.72% $1,133
May-97 31.00 6.93 106.84% $1,206
Jun-97 30.00 4.11 104.02% $1,249
Jul-97 31.00 7.51 107.42% $1,336
Aug-97 31.00 -3.86 96.06% $1,278
Sep-97 30.00 5.80 105.71% $1,346
Oct-97 31.00 1.00% -3.77 96.15% $1,289
Nov-97 30.00 0.80% 2.86 102.79% $1,319
Dec-97 31.00 0.80% 0.22 100.15% $1,316
Jan-98 31.00 0.80% 1.35 101.28% $1,327
Feb-98 28.00 0.80% 7.51 107.44% $1,421
Mar-98 31.00 0.80% 3.51 103.44% $1,464
Apr-98 30.00 0.80% 1.96 101.89% $1,485
May-98 31.00 0.80% -2.57 97.36% $1,440
Jun-98 30.00 0.80% 6.33 106.26% $1,524
Jul-98 31.00 0.80% 2.04 101.97% $1,548
Aug-98 31.00 0.80% -16.32 83.62% $1,289
Sep-98 30.00 0.80% 10.33 110.26% $1,415
Oct-98 31.00 0.80% 7.06 106.99% $1,508
Nov-98 30.00 0.80% 6.96 106.89% $1,606
Dec-98 31.00 0.80% 8.54 108.47% $1,734
Listed in Order Max 1,734
to match MFPR Min 442
</TABLE>
OVERSEAS PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND seeks
long-term growth of capital.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing at least 65% of total assets in
foreign securities.
(small solid bullet) Investing primarily in common stocks.
(small solid bullet) Allocating investments across countries and
regions considering the size of the market in each country and region
relative to the size of the international market as a whole.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition, industry position, and market and economic
conditions to select investments.
INVESTOR PROFILE AND RISK:
(small solid bullet) Overseas Portfolio provides a means for
investors to diversify their own portfolios by participating in
companies and economies outside of the United States. The fund may be
appropriate for investors who want to pursue their investment goals in
markets outside of the United States. By including international
investments in your portfolio, you can achieve additional
diversification and participate in growth opportunities around the
world.
(small solid bullet) It is important to note that investments in
foreign securities involve risks in addition to those of U.S.
investments. In addition to general risks, international investing
involves different or increased risks. The performance of
international funds depends upon currency values, the political and
regulatory environment, and overall economic factors in the countries
in which the fund invests. The graph below is based on a 5% Benchmark
Rate of Return and initial monthly annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E OVERSEAS
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00
Nov-86 30.00
Dec-86 31.00
Jan-87 31.00 $500
Feb-87 28.00 0.10 100.02% $498
Mar-87 31.00 4.50 104.41% $518
Apr-87 30.00 7.27 107.18% $553
May-87 31.00 -1.43 98.49% $542
Jun-87 30.00 -4.88 95.04% $513
Jul-87 31.00 -1.14 98.77% $505
Aug-87 31.00 8.85 108.75% $547
Sep-87 30.00 -2.21 97.71% $532
Oct-87 31.00 -20.87 79.07% $419
Nov-87 30.00 0.91 100.83% $421
Dec-87 31.00 7.04 106.95% $448
Jan-88 31.00 -3.42 96.50% $431
Feb-88 29.00 2.66 102.58% $440
Mar-88 31.00 4.53 104.44% $458
Apr-88 30.00 1.65 101.57% $463
May-88 31.00 -1.83 98.09% $452
Jun-88 30.00 -1.76 98.16% $442
Jul-88 31.00 -0.74 99.18% $437
Aug-88 31.00 -3.50 96.42% $419
Sep-88 30.00 4.29 104.20% $435
Oct-88 31.00 4.43 104.34% $452
Nov-88 30.00 1.82 101.73% $458
Dec-88 31.00 0.20 100.11% $457
Jan-89 31.00 2.97 102.88% $468
Feb-89 28.00 1.73 101.65% $474
Mar-89 31.00 -0.09 99.82% $471
Apr-89 30.00 2.95 102.87% $483
May-89 31.00 -3.70 96.22% $463
Jun-89 30.00 -0.38 99.53% $459
Jul-89 31.00 9.35 109.26% $499
Aug-89 31.00 -0.71 99.21% $493
Sep-89 30.00 6.22 106.13% $521
Oct-89 31.00 -5.43 94.48% $490
Nov-89 30.00 5.39 105.31% $514
Dec-89 31.00 6.29 106.20% $544
Jan-90 31.00 -1.34 98.57% $534
Feb-90 28.00 -2.33 97.59% $519
Mar-90 31.00 3.78 103.69% $536
Apr-90 30.00 0.55 100.47% $537
May-90 31.00 6.54 106.44% $569
Jun-90 30.00 2.22 102.13% $579
Jul-90 31.00 5.06 104.97% $605
Aug-90 31.00 -10.19 89.74% $541
Sep-90 30.00 -9.50 90.42% $487
Oct-90 31.00 9.31 109.22% $530
Nov-90 30.00 -3.10 96.82% $511
Dec-90 31.00 -0.72 99.20% $504
Jan-91 31.00 0.97 100.88% $507
Feb-91 28.00 3.37 103.29% $522
Mar-91 31.00 -2.92 96.99% $504
Apr-91 30.00 2.20 102.11% $512
May-91 31.00 0.24 100.15% $511
Jun-91 30.00 -5.48 94.44% $481
Jul-91 31.00 4.96 104.87% $502
Aug-91 31.00 0.32 100.23% $501
Sep-91 30.00 4.07 103.99% $519
Oct-91 31.00 0.69 100.60% $520
Nov-91 30.00 -3.58 96.34% $499
Dec-91 31.00 3.48 103.39% $514
Jan-92 31.00 1.22 101.14% $517
Feb-92 29.00 -2.08 97.84% $504
Mar-92 31.00 -2.03 97.89% $492
Apr-92 30.00 6.22 106.13% $520
May-92 31.00 4.35 104.27% $539
Jun-92 30.00 -1.87 98.05% $527
Jul-92 31.00 -6.38 93.54% $491
Aug-92 31.00 -0.86 99.05% $484
Sep-92 30.00 -4.03 95.89% $462
Oct-92 31.00 -6.83 93.09% $429
Nov-92 30.00 -0.53 99.39% $424
Dec-92 31.00 2.49 102.40% $433
Jan-93 31.00 2.86 102.77% $443
Feb-93 28.00 1.96 101.88% $450
Mar-93 31.00 6.94 106.85% $478
Apr-93 30.00 6.65 106.56% $508
May-93 31.00 2.15 102.06% $516
Jun-93 30.00 -2.47 97.45% $501
Jul-93 31.00 3.95 103.86% $518
Aug-93 31.00 5.44 105.35% $543
Sep-93 30.00 -0.48 99.44% $538
Oct-93 31.00 3.62 103.53% $555
Nov-93 30.00 -4.22 95.70% $529
Dec-93 31.00 6.61 106.52% $561
Jan-94 31.00 6.52 106.43% $595
Feb-94 28.00 -1.76 98.16% $582
Mar-94 31.00 -2.48 97.44% $564
Apr-94 30.00 3.31 103.22% $580
May-94 31.00 -1.23 98.69% $570
Jun-94 30.00 -1.06 98.86% $562
Jul-94 31.00 2.65 102.56% $574
Aug-94 31.00 1.17 101.08% $577
Sep-94 30.00 -2.61 97.31% $560
Oct-94 31.00 2.06 101.97% $568
Nov-94 30.00 -3.79 96.13% $544
Dec-94 31.00 -0.57 99.35% $538
Jan-95 31.00 -4.15 95.77% $513
Feb-95 28.00 0.26 100.18% $512
Mar-95 31.00 3.08 102.99% $526
Apr-95 30.00 2.86 102.78% $538
May-95 31.00 1.39 101.30% $543
Jun-95 30.00 0.81 100.73% $544
Jul-95 31.00 4.44 104.35% $566
Aug-95 31.00 -2.78 97.14% $547
Sep-95 30.00 1.46 101.38% $553
Oct-95 31.00 -1.98 97.94% $539
Nov-95 30.00 1.16 101.08% $543
Dec-95 31.00 2.96 102.87% $556
Jan-96 31.00 1.88 101.79% $564
Feb-96 29.00 0.22 100.14% $562
Mar-96 31.00 1.53 101.44% $568
Apr-96 30.00 2.78 102.70% $581
May-96 31.00 0.06 99.97% $578
Jun-96 30.00 0.73 100.65% $580
Jul-96 31.00 -2.96 96.96% $560
Aug-96 31.00 0.75 100.66% $561
Sep-96 30.00 2.92 102.84% $575
Oct-96 31.00 -1.00 98.92% $566
Nov-96 30.00 5.22 105.13% $593
Dec-96 31.00 0.53 100.44% $593
Jan-97 31.00 0.00 99.91% $590
Feb-97 28.00 2.32 102.24% $601
Mar-97 31.00 0.91 100.82% $603
Apr-97 30.00 0.84 100.76% $606
May-97 31.00 6.25 106.16% $640
Jun-97 30.00 5.25 105.16% $671
Jul-97 31.00 3.39 103.30% $690
Aug-97 31.00 -7.53 92.39% $635
Sep-97 30.00 7.36 107.27% $678
Oct-97 31.00 1.00% -7.00 92.92% $628
Nov-97 30.00 0.80% -0.47 99.46% $622
Dec-97 31.00 0.80% 0.84 100.77% $624
Jan-98 31.00 0.80% 3.28 103.21% $641
Feb-98 28.00 0.80% 5.63 105.56% $674
Mar-98 31.00 0.80% 4.54 104.47% $702
Apr-98 30.00 0.80% 2.81 102.74% $718
May-98 31.00 0.80% -0.14 99.79% $714
Jun-98 30.00 0.80% -0.96 98.97% $703
Jul-98 31.00 0.80% 0.78 100.71% $705
Aug-98 31.00 0.80% -18.19 81.75% $574
Sep-98 30.00 0.80% -0.12 99.81% $571
Oct-98 31.00 0.80% 9.13 109.06% $620
Nov-98 30.00 0.80% 5.88 105.81% $654
Dec-98 31.00 0.80% 2.19 102.12% $665
Listed in Order Max 718
to match MFPR Min 419
</TABLE>
ASSET MANAGER: GROWTH PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND
II seeks to maximize total return over the long term by allocating its
assets among stocks, bonds, short-term instruments, and other
investments.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Allocating the fund's assets among stocks,
bonds, and short-term and money market instruments.
(small solid bullet) Maintaining a neutral mix over time of 70% of
assets in stocks, 25% of assets in bonds, and 5% of assets in
short-term and money market instruments.
(small solid bullet) Adjusting allocation among asset classes
gradually within the following ranges: stock class (50% - 100%), bond
class (0% - 50%), and short-term/money market class (0% - 50%).
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Analyzing an issuer using fundamental and/or
quantitative factors and evaluating each security's current price
relative to estimated long-term value in selecting investments.
INVESTOR PROFILE. The fund may be appropriate for investors who
want to diversify among domestic and foreign stocks, bonds, short-term
instruments and other types of securities. The fund, while spreading
its assets among all three asset classes, uses a more aggressive
approach by focusing on stocks for a higher potential return. The
value of each fund's investments and the income they generate will
vary. The graph below is based on a 5% Benchmark Rate of Return and
initial monthly annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E ASSET MANAGER:GROWTH
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00
Nov-86 30.00
Dec-86 31.00
Jan-87 31.00
Feb-87 28.00
Mar-87 31.00
Apr-87 30.00
May-87 31.00
Jun-87 30.00
Jul-87 31.00
Aug-87 31.00
Sep-87 30.00
Oct-87 31.00
Nov-87 30.00
Dec-87 31.00
Jan-88 31.00
Feb-88 29.00
Mar-88 31.00
Apr-88 30.00
May-88 31.00
Jun-88 30.00
Jul-88 31.00
Aug-88 31.00
Sep-88 30.00
Oct-88 31.00
Nov-88 30.00
Dec-88 31.00
Jan-89 31.00
Feb-89 28.00
Mar-89 31.00
Apr-89 30.00
May-89 31.00
Jun-89 30.00
Jul-89 31.00
Aug-89 31.00
Sep-89 30.00
Oct-89 31.00
Nov-89 30.00
Dec-89 31.00
Jan-90 31.00
Feb-90 28.00
Mar-90 31.00
Apr-90 30.00
May-90 31.00
Jun-90 30.00
Jul-90 31.00
Aug-90 31.00
Sep-90 30.00
Oct-90 31.00
Nov-90 30.00
Dec-90 31.00
Jan-91 31.00
Feb-91 28.00
Mar-91 31.00
Apr-91 30.00
May-91 31.00
Jun-91 30.00
Jul-91 31.00
Aug-91 31.00
Sep-91 30.00
Oct-91 31.00
Nov-91 30.00
Dec-91 31.00
Jan-92 31.00
Feb-92 29.00
Mar-92 31.00
Apr-92 30.00
May-92 31.00
Jun-92 30.00
Jul-92 31.00
Aug-92 31.00
Sep-92 30.00
Oct-92 31.00
Nov-92 30.00
Dec-92 31.00
Jan-93 31.00
Feb-93 28.00
Mar-93 31.00
Apr-93 30.00
May-93 31.00
Jun-93 30.00
Jul-93 31.00
Aug-93 31.00
Sep-93 30.00
Oct-93 31.00
Nov-93 30.00
Dec-93 31.00
Jan-94 31.00
Feb-94 28.00
Mar-94 31.00
Apr-94 30.00
May-94 31.00
Jun-94 30.00
Jul-94 31.00
Aug-94 31.00
Sep-94 30.00
Oct-94 31.00
Nov-94 30.00
Dec-94 31.00
Jan-95 31.00 $500
Feb-95 28.00 1.50 101.42% $505
Mar-95 31.00 1.38 101.29% $510
Apr-95 30.00 2.62 102.54% $520
May-95 31.00 1.42 101.33% $525
Jun-95 30.00 4.01 103.92% $544
Jul-95 31.00 3.67 103.58% $561
Aug-95 31.00 4.49 104.40% $583
Sep-95 30.00 1.49 101.41% $589
Oct-95 31.00 -3.83 96.09% $564
Nov-95 30.00 1.78 101.70% $571
Dec-95 31.00 2.52 102.43% $582
Jan-96 31.00 2.38 102.29% $593
Feb-96 29.00 0.35 100.27% $592
Mar-96 31.00 1.80 101.71% $600
Apr-96 30.00 2.36 102.28% $611
May-96 31.00 1.56 101.47% $618
Jun-96 30.00 0.40 100.32% $617
Jul-96 31.00 -2.50 97.42% $599
Aug-96 31.00 0.74 100.65% $600
Sep-96 30.00 4.11 104.02% $622
Oct-96 31.00 2.92 102.83% $637
Nov-96 30.00 6.51 106.42% $675
Dec-96 31.00 -1.90 98.02% $659
Jan-97 31.00 4.27 104.18% $684
Feb-97 28.00 0.95 100.87% $687
Mar-97 31.00 -4.72 95.20% $651
Apr-97 30.00 4.19 104.10% $675
May-97 31.00 6.07 105.98% $713
Jun-97 30.00 2.97 102.88% $730
Jul-97 31.00 6.76 106.67% $776
Aug-97 31.00 -3.14 96.78% $748
Sep-97 30.00 3.69 103.60% $772
Oct-97 31.00 1.00% -2.37 97.55% $750
Nov-97 30.00 0.80% 2.88 102.81% $768
Dec-97 31.00 0.80% 1.74 101.67% $777
Jan-98 31.00 0.80% 0.00 99.93% $773
Feb-98 28.00 0.80% 6.11 106.04% $817
Mar-98 31.00 0.80% 3.71 103.64% $843
Apr-98 30.00 0.80% -0.31 99.62% $837
May-98 31.00 0.80% -1.01 98.92% $824
Jun-98 30.00 0.80% 2.35 102.28% $840
Jul-98 31.00 0.80% -0.87 99.06% $828
Aug-98 31.00 0.80% -12.59 87.35% $721
Sep-98 30.00 0.80% 3.73 103.66% $744
Oct-98 31.00 0.80% 6.36 106.29% $788
Nov-98 30.00 0.80% 5.00 104.93% $823
Dec-98 31.00 0.80% 5.38 105.31% $863
Listed in Order Max 863
to match MFPR Min 500
</TABLE>
CONTRAFUND PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND II seeks
capital appreciation.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing primarily in common stocks.
(small solid bullet) Investing in securities of companies whose
value it believes is not fully recognized by the public.
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Investing in either "growth" stocks or "value"
stocks or both.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund may be appropriate for investors who are
willing to ride out stock market fluctuations in pursuit of
potentially above-average long-term returns. The graph below is based
on a 5% Benchmark Rate of Return and initial monthly annuity income of
$500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E CONTRAFUND
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00
Nov-86 30.00
Dec-86 31.00
Jan-87 31.00
Feb-87 28.00
Mar-87 31.00
Apr-87 30.00
May-87 31.00
Jun-87 30.00
Jul-87 31.00
Aug-87 31.00
Sep-87 30.00
Oct-87 31.00
Nov-87 30.00
Dec-87 31.00
Jan-88 31.00
Feb-88 29.00
Mar-88 31.00
Apr-88 30.00
May-88 31.00
Jun-88 30.00
Jul-88 31.00
Aug-88 31.00
Sep-88 30.00
Oct-88 31.00
Nov-88 30.00
Dec-88 31.00
Jan-89 31.00
Feb-89 28.00
Mar-89 31.00
Apr-89 30.00
May-89 31.00
Jun-89 30.00
Jul-89 31.00
Aug-89 31.00
Sep-89 30.00
Oct-89 31.00
Nov-89 30.00
Dec-89 31.00
Jan-90 31.00
Feb-90 28.00
Mar-90 31.00
Apr-90 30.00
May-90 31.00
Jun-90 30.00
Jul-90 31.00
Aug-90 31.00
Sep-90 30.00
Oct-90 31.00
Nov-90 30.00
Dec-90 31.00
Jan-91 31.00
Feb-91 28.00
Mar-91 31.00
Apr-91 30.00
May-91 31.00
Jun-91 30.00
Jul-91 31.00
Aug-91 31.00
Sep-91 30.00
Oct-91 31.00
Nov-91 30.00
Dec-91 31.00
Jan-92 31.00
Feb-92 29.00
Mar-92 31.00
Apr-92 30.00
May-92 31.00
Jun-92 30.00
Jul-92 31.00
Aug-92 31.00
Sep-92 30.00
Oct-92 31.00
Nov-92 30.00
Dec-92 31.00
Jan-93 31.00
Feb-93 28.00
Mar-93 31.00
Apr-93 30.00
May-93 31.00
Jun-93 30.00
Jul-93 31.00
Aug-93 31.00
Sep-93 30.00
Oct-93 31.00
Nov-93 30.00
Dec-93 31.00
Jan-94 31.00
Feb-94 28.00
Mar-94 31.00
Apr-94 30.00
May-94 31.00
Jun-94 30.00
Jul-94 31.00
Aug-94 31.00
Sep-94 30.00
Oct-94 31.00
Nov-94 30.00
Dec-94 31.00
Jan-95 31.00 $500
Feb-95 28.00 5.07 104.99% $523
Mar-95 31.00 5.01 104.92% $546
Apr-95 30.00 5.42 105.33% $573
May-95 31.00 2.18 102.09% $583
Jun-95 30.00 6.56 106.47% $618
Jul-95 31.00 7.85 107.76% $663
Aug-95 31.00 1.26 101.17% $668
Sep-95 30.00 2.20 102.12% $680
Oct-95 31.00 -2.08 97.84% $662
Nov-95 30.00 1.83 101.75% $671
Dec-95 31.00 0.44 100.35% $671
Jan-96 31.00 0.73 100.64% $672
Feb-96 29.00 0.36 100.28% $672
Mar-96 31.00 3.26 103.17% $690
Apr-96 30.00 3.30 103.21% $709
May-96 31.00 1.15 101.06% $714
Jun-96 30.00 -0.81 99.11% $705
Jul-96 31.00 -4.67 95.25% $668
Aug-96 31.00 3.83 103.74% $691
Sep-96 30.00 4.24 104.15% $716
Oct-96 31.00 3.08 102.99% $735
Nov-96 30.00 5.98 105.89% $775
Dec-96 31.00 -0.60 99.32% $766
Jan-97 31.00 3.86 103.77% $792
Feb-97 28.00 -2.78 97.15% $767
Mar-97 31.00 -2.59 97.33% $743
Apr-97 30.00 2.41 102.33% $757
May-97 31.00 6.18 106.09% $800
Jun-97 30.00 4.37 104.28% $831
Jul-97 31.00 8.59 108.50% $898
Aug-97 31.00 -2.82 97.10% $868
Sep-97 30.00 6.77 106.68% $922
Oct-97 31.00 1.00% -3.02 96.90% $890
Nov-97 30.00 0.80% -0.05 99.88% $886
Dec-97 31.00 0.80% 1.84 101.77% $898
Jan-98 31.00 0.80% -0.10 99.83% $892
Feb-98 28.00 0.80% 7.27 107.20% $953
Mar-98 31.00 0.80% 4.86 104.79% $994
Apr-98 30.00 0.80% 0.95 100.88% $999
May-98 31.00 0.80% -2.34 97.59% $971
Jun-98 30.00 0.80% 5.38 105.31% $1,019
Jul-98 31.00 0.80% 0.14 100.07% $1,015
Aug-98 31.00 0.80% -14.97 84.97% $859
Sep-98 30.00 0.80% 5.83 105.76% $905
Oct-98 31.00 0.80% 3.29 103.22% $930
Nov-98 30.00 0.80% 6.66 106.59% $987
Dec-98 31.00 0.80% 12.16 112.08% $1,102
Listed in Order Max 1,102
to match MFPR Min 500
</TABLE>
GROWTH OPPORTUNITIES PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND
III seeks to provide capital growth.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing primarily in common stocks.
(small solid bullet) Potentially investing in other types of
securities, including bonds which may be lower-quality debt
securities. These securities can be more volatile due to increased
sensitivity to interest rate increases, and adverse issuer, political,
regulatory, market, or economic developments.
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Investing in either "growth" stocks or "value"
stocks or both. The value of the fund's investments will vary and can
decline in response to adverse issuer, political, regulatory, market
or economic developments.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund may be appropriate for investors seeking
growth of capital. The investment philosophy is not constrained by any
particular investment style. The fund's assets may be invested in
securities of foreign issuers in addition to securities of domestic
issuers. The graph below is based on a 5% Benchmark Rate of Return and
initial monthly annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
M&E 0.01
BRR 0.05
Month # of Days M&E GROWTH OPPORTUNITIES
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00
Nov-86 30.00
Dec-86 31.00
Jan-87 31.00
Feb-87 28.00
Mar-87 31.00
Apr-87 30.00
May-87 31.00
Jun-87 30.00
Jul-87 31.00
Aug-87 31.00
Sep-87 30.00
Oct-87 31.00
Nov-87 30.00
Dec-87 31.00
Jan-88 31.00
Feb-88 29.00
Mar-88 31.00
Apr-88 30.00
May-88 31.00
Jun-88 30.00
Jul-88 31.00
Aug-88 31.00
Sep-88 30.00
Oct-88 31.00
Nov-88 30.00
Dec-88 31.00
Jan-89 31.00
Feb-89 28.00
Mar-89 31.00
Apr-89 30.00
May-89 31.00
Jun-89 30.00
Jul-89 31.00
Aug-89 31.00
Sep-89 30.00
Oct-89 31.00
Nov-89 30.00
Dec-89 31.00
Jan-90 31.00
Feb-90 28.00
Mar-90 31.00
Apr-90 30.00
May-90 31.00
Jun-90 30.00
Jul-90 31.00
Aug-90 31.00
Sep-90 30.00
Oct-90 31.00
Nov-90 30.00
Dec-90 31.00
Jan-91 31.00
Feb-91 28.00
Mar-91 31.00
Apr-91 30.00
May-91 31.00
Jun-91 30.00
Jul-91 31.00
Aug-91 31.00
Sep-91 30.00
Oct-91 31.00
Nov-91 30.00
Dec-91 31.00
Jan-92 31.00
Feb-92 29.00
Mar-92 31.00
Apr-92 30.00
May-92 31.00
Jun-92 30.00
Jul-92 31.00
Aug-92 31.00
Sep-92 30.00
Oct-92 31.00
Nov-92 30.00
Dec-92 31.00
Jan-93 31.00
Feb-93 28.00
Mar-93 31.00
Apr-93 30.00
May-93 31.00
Jun-93 30.00
Jul-93 31.00
Aug-93 31.00
Sep-93 30.00
Oct-93 31.00
Nov-93 30.00
Dec-93 31.00
Jan-94 31.00
Feb-94 28.00
Mar-94 31.00
Apr-94 30.00
May-94 31.00
Jun-94 30.00
Jul-94 31.00
Aug-94 31.00
Sep-94 30.00
Oct-94 31.00
Nov-94 30.00
Dec-94 31.00
Jan-95 31.00 $500
Feb-95 28.00 3.08 103.00% $513
Mar-95 31.00 1.83 101.74% $520
Apr-95 30.00 3.50 103.41% $535
May-95 31.00 4.67 104.58% $558
Jun-95 30.00 3.06 102.97% $572
Jul-95 31.00 3.31 103.22% $588
Aug-95 31.00 0.66 100.57% $589
Sep-95 30.00 1.71 101.63% $596
Oct-95 31.00 0.72 100.63% $597
Nov-95 30.00 2.87 102.79% $612
Dec-95 31.00 2.57 102.48% $624
Jan-96 31.00 1.45 101.36% $630
Feb-96 29.00 -0.07 99.85% $627
Mar-96 31.00 -0.30 99.61% $622
Apr-96 30.00 1.60 101.52% $629
May-96 31.00 2.24 102.15% $639
Jun-96 30.00 0.80 100.72% $641
Jul-96 31.00 -2.90 97.02% $620
Aug-96 31.00 0.60 100.51% $620
Sep-96 30.00 4.83 104.74% $647
Oct-96 31.00 4.11 104.02% $670
Nov-96 30.00 7.56 107.47% $718
Dec-96 31.00 -2.53 97.39% $696
Jan-97 31.00 4.74 104.65% $725
Feb-97 28.00 0.95 100.87% $729
Mar-97 31.00 -5.10 94.82% $688
Apr-97 30.00 4.57 104.48% $716
May-97 31.00 6.49 106.40% $759
Jun-97 30.00 3.32 103.23% $780
Jul-97 31.00 7.71 107.62% $836
Aug-97 31.00 -3.80 96.12% $801
Sep-97 30.00 4.17 104.08% $830
Oct-97 31.00 1.00% -2.00 97.92% $809
Nov-97 30.00 0.80% 3.53 103.46% $834
Dec-97 31.00 0.80% 2.77 102.70% $853
Jan-98 31.00 0.80% 0.42 100.35% $852
Feb-98 28.00 0.80% 6.25 106.18% $902
Mar-98 31.00 0.80% 3.11 103.04% $925
Apr-98 30.00 0.80% -0.50 99.43% $916
May-98 31.00 0.80% -0.70 99.23% $906
Jun-98 30.00 0.80% 2.40 102.33% $923
Jul-98 31.00 0.80% 0.34 100.27% $922
Aug-98 31.00 0.80% -12.97 86.97% $798
Sep-98 30.00 0.80% 6.16 106.09% $843
Oct-98 31.00 0.80% 7.65 107.58% $904
Nov-98 30.00 0.80% 6.42 106.35% $957
Dec-98 31.00 0.80% 5.39 105.32% $1,004
Listed in Order Max 1,004
to match MFPR Min 500
</TABLE>
BALANCED PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND III seeks
both income and growth of capital.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing approximately 60% of assets in
stocks and other equity securities and the remainder in bonds and
other debt securities, including lower-quality debt securities when
its outlook is neutral.
(small solid bullet) Investing at least 25% of total assets in
fixed-income senior securities (including debt securities and
preferred stock).
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) With respect to equity investments,
emphasizing above-average income-producing equity securities, which
tend to lead to investments in stocks that have more "value"
characteristics than "growth" characteristics.
(small solid bullet) Analyzing a security's issuer using
fundamental factors and evaluating each security's current price
relative to estimated long-term value in selecting investments. The
value of the fund's investments will vary from day to day, and can
decline in response to interest rate increases, adverse issuer,
political, regulatory or economic developments.
INVESTOR PROFILE. The fund may be appropriate for investors who
seek a balance between stocks and bonds. The fund may invest its
assets in securities of foreign issuers in addition to domestic
issuers. The graph below is based on a 5% benchmark Rate of Return and
initial monthly annuity income of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E BALANCED
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00
Nov-86 30.00
Dec-86 31.00
Jan-87 31.00
Feb-87 28.00
Mar-87 31.00
Apr-87 30.00
May-87 31.00
Jun-87 30.00
Jul-87 31.00
Aug-87 31.00
Sep-87 30.00
Oct-87 31.00
Nov-87 30.00
Dec-87 31.00
Jan-88 31.00
Feb-88 29.00
Mar-88 31.00
Apr-88 30.00
May-88 31.00
Jun-88 30.00
Jul-88 31.00
Aug-88 31.00
Sep-88 30.00
Oct-88 31.00
Nov-88 30.00
Dec-88 31.00
Jan-89 31.00
Feb-89 28.00
Mar-89 31.00
Apr-89 30.00
May-89 31.00
Jun-89 30.00
Jul-89 31.00
Aug-89 31.00
Sep-89 30.00
Oct-89 31.00
Nov-89 30.00
Dec-89 31.00
Jan-90 31.00
Feb-90 28.00
Mar-90 31.00
Apr-90 30.00
May-90 31.00
Jun-90 30.00
Jul-90 31.00
Aug-90 31.00
Sep-90 30.00
Oct-90 31.00
Nov-90 30.00
Dec-90 31.00
Jan-91 31.00
Feb-91 28.00
Mar-91 31.00
Apr-91 30.00
May-91 31.00
Jun-91 30.00
Jul-91 31.00
Aug-91 31.00
Sep-91 30.00
Oct-91 31.00
Nov-91 30.00
Dec-91 31.00
Jan-92 31.00
Feb-92 29.00
Mar-92 31.00
Apr-92 30.00
May-92 31.00
Jun-92 30.00
Jul-92 31.00
Aug-92 31.00
Sep-92 30.00
Oct-92 31.00
Nov-92 30.00
Dec-92 31.00
Jan-93 31.00
Feb-93 28.00
Mar-93 31.00
Apr-93 30.00
May-93 31.00
Jun-93 30.00
Jul-93 31.00
Aug-93 31.00
Sep-93 30.00
Oct-93 31.00
Nov-93 30.00
Dec-93 31.00
Jan-94 31.00
Feb-94 28.00
Mar-94 31.00
Apr-94 30.00
May-94 31.00
Jun-94 30.00
Jul-94 31.00
Aug-94 31.00
Sep-94 30.00
Oct-94 31.00
Nov-94 30.00
Dec-94 31.00
Jan-95 31.00 $500
Feb-95 28.00 2.00 101.92% $508
Mar-95 31.00 0.69 100.60% $509
Apr-95 30.00 1.27 101.19% $513
May-95 31.00 2.12 102.03% $521
Jun-95 30.00 1.23 101.15% $525
Jul-95 31.00 1.30 101.21% $529
Aug-95 31.00 0.37 100.28% $528
Sep-95 30.00 0.92 100.84% $531
Oct-95 31.00 -1.18 98.74% $522
Nov-95 30.00 2.94 102.86% $534
Dec-95 31.00 1.62 101.53% $540
Jan-96 31.00 0.72 100.63% $542
Feb-96 29.00 -1.34 98.58% $532
Mar-96 31.00 -0.81 99.11% $525
Apr-96 30.00 0.27 100.19% $524
May-96 31.00 1.09 101.00% $527
Jun-96 30.00 0.63 100.55% $528
Jul-96 31.00 -1.97 97.95% $515
Aug-96 31.00 0.64 100.55% $515
Sep-96 30.00 4.26 104.17% $535
Oct-96 31.00 2.70 102.61% $546
Nov-96 30.00 5.25 105.16% $572
Dec-96 31.00 -1.61 98.31% $560
Jan-97 31.00 3.19 103.10% $575
Feb-97 28.00 1.68 101.60% $582
Mar-97 31.00 -2.80 97.12% $563
Apr-97 30.00 3.78 103.69% $582
May-97 31.00 3.96 103.87% $602
Jun-97 30.00 3.66 103.57% $621
Jul-97 31.00 5.58 105.49% $652
Aug-97 31.00 -4.66 95.26% $619
Sep-97 30.00 4.01 103.92% $640
Oct-97 31.00 1.00% -2.11 97.81% $624
Nov-97 30.00 0.80% 2.44 102.37% $636
Dec-97 31.00 0.80% 2.03 101.96% $646
Jan-98 31.00 0.80% 1.10 101.03% $650
Feb-98 28.00 0.80% 3.72 103.66% $671
Mar-98 31.00 0.80% 3.76 103.69% $693
Apr-98 30.00 0.80% 0.81 100.74% $695
May-98 31.00 0.80% 0.00 99.93% $692
Jun-98 30.00 0.80% 2.26 102.19% $704
Jul-98 31.00 0.80% -0.07 99.86% $700
Aug-98 31.00 0.80% -10.81 89.13% $621
Sep-98 30.00 0.80% 5.70 105.63% $654
Oct-98 31.00 0.80% 3.66 103.59% $674
Nov-98 30.00 0.80% 3.73 103.66% $696
Dec-98 31.00 0.80% 3.53 103.46% $717
Listed in Order Max 717
to match MFPR Min 500
</TABLE>
GROWTH & INCOME PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND III
seeks high total return through a combination of current income and
capital appreciation.
PRINCIPAL INVESTMENT STRATEGIES:
(small solid bullet) Investing a majority of assets in common
stocks with a focus on those that pay current dividends and show
potential for capital appreciation.
(small solid bullet) Potentially investing in bonds, including
lower-quality debt securities, as well as stocks that are not
currently paying dividends, but offer prospects for future income or
capital appreciation.
(small solid bullet) Investing in domestic and foreign issuers.
(small solid bullet) Investing in either "growth" stocks or "value"
stocks or both.
(small solid bullet) Using fundamental analysis of each issuer's
financial condition and industry position, and market and economic
conditions to select investments.
INVESTOR PROFILE. The fund may be appropriate for investors who are
willing to ride out stock market fluctuations in pursuit of
potentially high long-term returns. The fund is designed for those who
seek a combination of growth and income from equity and some bond
investments. The graph below is based on a 5% benchmark Rate of Return
and initial monthly annuity income rate of $500.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PROSPECTUS CHARTS CUMULATIVE ONE MONTH TOTAL
RETURNS
M&E 0.01
BRR 0.05
Month # of Days M&E GROWTH & INCOME
Apr-82 0.01
May-82 31.00
Jun-82 30.00
Jul-82 31.00
Aug-82 31.00
Sep-82 30.00
Oct-82 31.00
Nov-82 30.00
Dec-82 31.00
Jan-83 31.00
Feb-83 28.00
Mar-83 31.00
Apr-83 30.00
May-83 31.00
Jun-83 30.00
Jul-83 31.00
Aug-83 31.00
Sep-83 30.00
Oct-83 31.00
Nov-83 30.00
Dec-83 31.00
Jan-84 31.00
Feb-84 29.00
Mar-84 31.00
Apr-84 30.00
May-84 31.00
Jun-84 30.00
Jul-84 31.00
Aug-84 31.00
Sep-84 30.00
Oct-84 31.00
Nov-84 30.00
Dec-84 31.00
Jan-85 31.00
Feb-85 28.00
Mar-85 31.00
Apr-85 30.00
May-85 31.00
Jun-85 30.00
Jul-85 31.00
Aug-85 31.00
Sep-85 30.00
Oct-85 31.00
Nov-85 30.00
Dec-85 31.00
Jan-86 31.00
Feb-86 28.00
Mar-86 31.00
Apr-86 30.00
May-86 31.00
Jun-86 30.00
Jul-86 31.00
Aug-86 31.00
Sep-86 30.00
Oct-86 31.00
Nov-86 30.00
Dec-86 31.00
Jan-87 31.00
Feb-87 28.00
Mar-87 31.00
Apr-87 30.00
May-87 31.00
Jun-87 30.00
Jul-87 31.00
Aug-87 31.00
Sep-87 30.00
Oct-87 31.00
Nov-87 30.00
Dec-87 31.00
Jan-88 31.00
Feb-88 29.00
Mar-88 31.00
Apr-88 30.00
May-88 31.00
Jun-88 30.00
Jul-88 31.00
Aug-88 31.00
Sep-88 30.00
Oct-88 31.00
Nov-88 30.00
Dec-88 31.00
Jan-89 31.00
Feb-89 28.00
Mar-89 31.00
Apr-89 30.00
May-89 31.00
Jun-89 30.00
Jul-89 31.00
Aug-89 31.00
Sep-89 30.00
Oct-89 31.00
Nov-89 30.00
Dec-89 31.00
Jan-90 31.00
Feb-90 28.00
Mar-90 31.00
Apr-90 30.00
May-90 31.00
Jun-90 30.00
Jul-90 31.00
Aug-90 31.00
Sep-90 30.00
Oct-90 31.00
Nov-90 30.00
Dec-90 31.00
Jan-91 31.00
Feb-91 28.00
Mar-91 31.00
Apr-91 30.00
May-91 31.00
Jun-91 30.00
Jul-91 31.00
Aug-91 31.00
Sep-91 30.00
Oct-91 31.00
Nov-91 30.00
Dec-91 31.00
Jan-92 31.00
Feb-92 29.00
Mar-92 31.00
Apr-92 30.00
May-92 31.00
Jun-92 30.00
Jul-92 31.00
Aug-92 31.00
Sep-92 30.00
Oct-92 31.00
Nov-92 30.00
Dec-92 31.00
Jan-93 31.00
Feb-93 28.00
Mar-93 31.00
Apr-93 30.00
May-93 31.00
Jun-93 30.00
Jul-93 31.00
Aug-93 31.00
Sep-93 30.00
Oct-93 31.00
Nov-93 30.00
Dec-93 31.00
Jan-94 31.00
Feb-94 28.00
Mar-94 31.00
Apr-94 30.00
May-94 31.00
Jun-94 30.00
Jul-94 31.00
Aug-94 31.00
Sep-94 30.00
Oct-94 31.00
Nov-94 30.00
Dec-94 31.00
Jan-95 31.00
Feb-95 28.00
Mar-95 31.00
Apr-95 30.00
May-95 31.00
Jun-95 30.00
Jul-95 31.00
Aug-95 31.00
Sep-95 30.00
Oct-95 31.00
Nov-95 30.00
Dec-95 31.00
Jan-96 31.00
Feb-96 29.00
Mar-96 31.00
Apr-96 30.00
May-96 31.00
Jun-96 30.00
Jul-96 31.00
Aug-96 31.00
Sep-96 30.00
Oct-96 31.00
Nov-96 30.00
Dec-96 31.00 $500
Jan-97 31.00 2.50 102.41% $510
Feb-97 28.00 0.20 100.12% $509
Mar-97 31.00 -4.38 95.54% $484
Apr-97 30.00 5.40 105.31% $508
May-97 31.00 5.60 105.51% $533
Jun-97 30.00 5.12 105.03% $558
Jul-97 31.00 8.09 108.00% $600
Aug-97 31.00 -5.07 94.85% $567
Sep-97 30.00 5.26 105.17% $594
Oct-97 31.00 1.00% -2.82 97.10% $574
Nov-97 30.00 0.80% 4.48 104.41% $597
Dec-97 31.00 0.80% 2.22 102.15% $607
Jan-98 31.00 0.80% 0.56 100.49% $608
Feb-98 28.00 0.80% 6.85 106.78% $647
Mar-98 31.00 0.80% 5.08 105.01% $676
Apr-98 30.00 0.80% 0.00 99.93% $673
May-98 31.00 0.80% -1.49 98.44% $660
Jun-98 30.00 0.80% 5.12 105.05% $690
Jul-98 31.00 0.80% -0.69 99.24% $682
Aug-98 31.00 0.80% -14.17 85.77% $583
Sep-98 30.00 0.80% 7.49 107.42% $624
Oct-98 31.00 0.80% 7.79 107.72% $669
Nov-98 30.00 0.80% 6.39 106.32% $708
Dec-98 31.00 0.80% 5.49 105.42% $744
Listed in Order Max 744
to match MFPR Min 484
</TABLE>
MORGAN STANLEY DEAN WITTER INVESTMENT MANAGEMENT INC.
EMERGING MARKETS DEBT PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks high total return by
investing primarily in Fixed Income Securities of government and
government-related issuers and, to a lesser extent, of corporate
issuers located in emerging market countries.
(small solid bullet) APPROACH. MSDW Investment Management seeks
high total return by investing in a portfolio of emerging market debt
that offers low correlation to many other asset classes. Using
macroeconomic and fundamental analysis, MSDW Investment Management
seeks to identify developing countries that are undervalued and have
attractive or improving fundamentals. After the country allocation is
determined, the sector and security selection is made within each
country.
(small solid bullet) PROCESS. MSDW Investment Management's global
allocation team analyzes the global economic environment and its
impact on emerging markets. MSDW Investment Management focuses on
investing in countries that show signs of positive fundamental change.
This analysis considers macroeconomic factors, such as GDP growth,
inflation, monetary policy, fiscal policy and interest rates and
sociopolitical factors such as political risk, leadership, social
stability, and commitment to reform. In selecting securities, MSDW
Investment Management first examines yield curves with respect to a
country and then considers instrument-specific criteria, including:
(1) spread duration; (2) real interest rates; and (3) liquidity. The
Portfolio's holdings may range in maturity from overnight to 30 years
or more and will not be subject to any minimum credit rating standard.
MSDW Investment Management may, when or if available, use hedging
strategies, including the use of derivatives to protect the Portfolio
from overvalued currencies or to take advantage of undervalued
currencies.
EMERGING MARKETS EQUITY PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term capital
appreciation by investing primarily in Equity Securities of issuers
in emerging market countr ies.
(small solid bullet) APPROACH. MSDW Investment Management seeks to
maximize returns by investing primarily in growth-oriented equity
securities in undervalued emerging markets and, from time to time, in
fixed income securities. MSDW Investment Management's investment
approach combines top-down country allocation with bottom-up stock
selection. Investment selection criteria include attractive growth
characteristics, reasonable valuations and managements that focus on
shareholder value.
(small solid bullet) PROCESS. MSDW Investment Management's global
allocation team analyzes the global economic environment, particularly
its impact on emerging markets and allocates the Portfolio's assets
among emerging markets based on relative economic, political, and
social fundamentals, stock valuations and investor sentiment. MSDW
Investment Management invests within countries based on the work of
country specialists who conduct extensive fundamental analysis of
issuers within these markets and seek to identify issuers with strong
earnings growth prospects. To manage risk, MSDW Investment Management
emphasizes thorough macroeconomic and fundamental research.
GLOBAL EQUITY PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term capital
appreciation by investing primarily in Equity Securities of issuers
throughout the world, including U.S. issuers .
(small solid bullet) APPROACH. MSDW Investment Management seeks to
maintain a diversified portfolio of global equity securities based on
individual stock selection. MSDW Investment Management emphasizes a
bottom-up approach to investing that seeks to identify securities of
undervalued issuers. The investment process is value driven and
considers value criteria with an emphasis on cash flow and the
intrinsic value of company assets. Securities which appear undervalued
according to these criteria are then subjected to in-depth fundamental
analysis. MSDW Investment Management conducts a thorough investigation
of the issuer's balance sheet, cash flow and income statement and
assesses the company's business franchise, including product,
competitiveness, market positioning, and industry structure. Meetings
with senior company management are integral to the investment
process.
(small solid bullet) PROCESS. MSDW Investment Management selects
securities for investment from a universe of eligible issuers
consisting of approximately 3,200 companies in the Morgan Stanley
Capital International (MSCI) World Index. MSDW Investment Management
expects to invest at least 20% of the Portfolio's total assets in the
common stocks of U.S. issuers.
INTERNATIONAL MAGNUM PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term capital
appreciation by investing primarily in Equity Securities of non-U.S.
issuers domiciled in EAFE countries.
(small solid bullet) APPROACH. MSDW Investment Management seeks to
achieve superior long-term returns by creating a diversified portfolio
of undervalued international equity securities. To achieve this goal,
MSDW Investment Management uses a combination of strategic geographic
asset allocation and fundamental, value oriented stock selection.
(small solid bullet) PROCESS. The Portfolio is managed using a
two-part process combining the expertise of investment teams based in
New York, London, Tokyo, and Singapore. The New York-based portfolio
management team decides upon the appropriate allocation of the
Portfolio's assets among Europe, Japan and developed Asia, including
Australia and New Zealand. Regional allocation decisions are based on
variety of factors, including relative valuations, earnings
expectations, macroeconomic factors, as well as input from the
regional stock selection teams from MSDW Investment Management's Asset
Allocation Committee, which is made up of several of MSDW Investment
Management's most senior investment officers. Once the allocations to
Europe, Asia, and Japan have been determined, three overseas
investment teams in London (for European stocks), Tokyo (for Japanese
stocks) and Singapore (for Asian stocks) decide which stocks to
purchase for their respective geographic regions. The regional
portfolio management teams look for stocks that they believe to be
undervalued by the market. The regional specialists analyze each
company's management before a stock is purchased for the Portfolio.
The Portfolio invests primarily in countries comprising the MSCI
Europe, Australiasia, Far East (EAFE) Index (the "EAFE Index"). EAFE
countries include Japan, most nations in Western Europe, and the more
developed nations of Asia, such as Australia, New Zealand, Hong Kong,
and Singapore. However, the Portfolio also may invest up to 5% of its
assets in countries not included in the EAFE Index.
PBHG
SELECT 20 PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Select 20 Portfolio, a non-diversified
Portfolio, seeks long-term growth of capital.
(small solid bullet) Under normal market conditions, the Portfolio
will invest at least 65% of its total assets in growth
securities of a limited number (i.e., no more than 20 stocks) of large
capitalization companies that, in Pilgrim Baxter & Associates, Ltd.'s
(the "Adviser") opinion, have strong earnings growth and capital
appreciation potential. These companies will generally have market
capitalization in excess of $1 billion.
(small solid bullet) The growth securities in the Portfolio
are primarily common stocks, but may also include equity
securities such as warrants and rights to purchase common stocks,
and convertible securities.
(small solid bullet) The Portfolio is non-diversified, which means its
performance is dependent upon the securities of a smaller number of
companies. As a result, the impact of a single change in value
(positive or negative) of a single holding may be magnified.
GROWTH II PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks capital appreciation.
(small solid bullet) Under normal market conditions, the Portfolio
will invest at least 65% of its total assets in growth
securities of small and medium sized companies that, in the Adviser's
opinion, have strong earnings growth and capital appreciation
potential. These companies will generally have market capitalizations
or annual revenues between $500 million and $ 10 billion.
(small solid bullet) The growth securities in the Portfolio are
primarily common stocks, but may also include other equity securities
such as warrants and rights to purchase common stocks, and convertible
securities.
(small solid bullet) The Portfolio emphasizes small and medium
sized companies, so it may be more volatile than the stock market in
general, as measured by the S&P 500.
LARGE CAP VALUE PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term growth of capital
and income. Current income is a secondary objective.
(small solid bullet) Under normal market conditions, the Portfolio
will invest at least 65% of its total assets in value securities of
large capitalization companies that, in the opinion of the Adviser and
Pilgrim Baxter Value Investors, Inc. (the "Sub-Adviser"), are
currently underpriced using certain financial measurements, such as
their price-to-earnings ratios.
(small solid bullet) The value securities in the Portfolio are
primarily common stocks that, in the opinion of the Adviser and the
Sub-Adviser, are currently underpriced using certain financial
measurements, such as their price-to-earnings ratios, but may also
include other equity securities such as warrants and rights to
purchase common stocks and convertible securities.
SMALL CAP VALUE PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks to achieve above-average
total return over a market cycle of three to five years, consistent
with reasonable risk.
(small solid bullet) Under normal market conditions, the Portfolio
will invest at least 65% of its total assets in value securities
of companies whose market capitalizations are within the range of
the Russell 2000 index.
(small solid bullet) The value securities in the Portfolio are
primarily common stocks that, in the opinion of the Adviser and the
Sub-Adviser, are currently underpriced using certain financial
measurements, such as their price-to-earnings ratios, but may also
include other equity securities such as warrants and rights to
purchase common stocks and convertible securities.
(small solid bullet) The Portfolio's sector weightings are
generally within 10% of the Russell 2000's sector weightings. In
addition, the Portfolio generally has lower price-to-earnings ratios
than the Russell 2000.
(small solid bullet) The Portfolio emphasizes value securities of
smaller sized companies, so it is likely to be more volatile than the
stock market in general, as measured by the S&P 500 Index.
TECHNOLOGY & COMMUNICATIONS PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term growth of capital.
Current income is incidental to the Portfolio's objective.
(small solid bullet) Under normal market conditions, the Portfolio
will invest at least 65% of its total assets in common stocks of
companies that rely extensively on technology or communications in
their product development or operations, are expected to benefit from
technological advances and improvements, or may be experiencing
exceptional growth in sales and earnings driven by technology-or
communication-related products and services.
These companies may be in different industries, including computer
software and hardware, electronic components and systems, network and
cable broadcasting, telecommunications, mobile communications,
satellite communications, defense and aerospace, transportation
systems, data storage and retrieval, biotechnology and medical, and
environmental.
(small solid bullet) The Portfolio offers investors significant growth
potential because it invests in companies that may be responsible for
breakthrough products or technologies or are positioned to take
advantage of cutting-edge developments.
(small solid bullet) The Portfolio's holdings may range from small
companies developing new technologies or pursuing scientific
breakthroughs to large, blue chip firms with established track records
in developing and marketing scientific advances.
(small solid bullet) Securities of technology companies are
strongly affected by worldwide scientific and technological
developments and governmental policies and, therefore, are generally
more volatile than securities of companies not dependent upon or
associated with technology issues.
STRONG
DISCOVERY FUND II
OBJECTIVE AND STRATEGY
(small solid bullet) Discovery Fund II seeks capital growth.
(small solid bullet) The Fund invests in securities that the Adviser
believes represent attractive growth opportunities.
(small solid bullet) The Fund normally emphasizes equity securities,
although it has the flexibility to invest in any type of security that
the Adviser believes has the potential for capital appreciation.
(small solid bullet) The Fund may invest up to 100% of its total
assets in equity securities, including (a) common stocks, (b)
preferred stocks, and (c) securities that are convertible into common
or preferred stocks, such as warrants and convertible bonds.
(small solid bullet) The Fund may also invest up to 100% of its assets
in debt obligations, including intermediate-to-long term corporate or
U.S. government debt securities. Although the debt obligations in
which it invests will be primarily investment-grade, the Fund may
invest up to 5% of its net assets in non-investment grade debt
obligations.
(small solid bullet) When the Adviser determines that market
conditions warrant a temporary defensive position, the Fund may invest
without limitation in cash and short-term fixed-income securities.
(small solid bullet) The Fund may also invest up to 25% of its net
assets in foreign securities, including both direct investments and
investments made through depository receipts.
(small solid bullet) The Adviser attempts to identify companies that
are poised for accelerated earnings growth due to innovative products
or services, new management, or favorable economic or market cycles.
These companies may be small, unseasoned firms in early stages of
development, or they may be mature organizations.
MID CAP GROWTH FUND II (FORMERLY GROWTH FUND II)
OBJECTIVE AND STRATEGY
(small solid bullet) Mid Cap Growth Fund II seeks capital
growth through investments in mid-sized companies .
(small solid bullet) The Fund invests primarily in equity securities
that the Adviser believes have above-average growth prospects.
(small solid bullet) Under normal market conditions, the Fund will
invest at least 65% of its total assets in equity securities,
including (a) common stocks, (b) preferred stocks, and (c) securities
that are convertible into common or preferred stocks, such as warrants
and convertible bonds.
(small solid bullet) While the emphasis of the Fund is clearly on
equity securities, the Fund may invest a limited portion of its assets
in debt obligations when the Adviser perceives that they are more
attractive than stocks on a long-term basis.
(small solid bullet) The Fund may invest up to 35% of its total assets
in debt obligations, including intermediate-to-long term corporate or
U.S. government debt securities. Although the debt obligations in
which it invests will be primarily investment grade, the Fund may
invest up to 5% of its net assets in non-investment grade debt
obligations.
(small solid bullet) When the Adviser determines that market
conditions warrant a temporary defensive position, the Fund may invest
without limitation in cash and short-term fixed-income securities.
(small solid bullet) The Fund may invest up to 25% of its assets in
foreign securities, including both direct investments and investments
made through depository receipts.
(small solid bullet) The Fund generally will invest in mid-sized
companies whose earnings are believed to be in a relatively strong
growth trend, and, to a lesser extent, in companies in which
significant further growth is not anticipated but whose market value
is thought to be undervalued.
(small solid bullet) In identifying companies with favorable growth
prospects, the Adviser ordinarily looks to certain characteristics,
such as (a) prospects for above-average sales and earnings growth; (b)
high return on invested capital; (c) overall financial strength,
including sound financial and accounting policies and a strong balance
sheet; (d) competitive advantages, including innovative products and
services; (e) effective research, product development , and
marketing; and (f) stable, capable management.
OPPORTUNITY FUND II
OBJECTIVE AND STRATEGY
(small solid bullet) Opportunity Fund II seeks capital growth.
(small solid bullet) The Fund invests primarily in equity securities
and currently emphasizes investments in medium-sized companies the
Adviser believes are under-researched and attractively valued.
(small solid bullet) The Fund will invest at least 70% of its total
assets in equity securities, including (a) common stocks, (b)
preferred stocks, and (c) securities that are convertible into common
or preferred stocks, such as warrants and convertible bonds.
(small solid bullet) Under normal market conditions, the Fund expects
to be fully invested in equities.
(small solid bullet) The Fund may, however, invest up to 30% of its
net assets in debt obligations, including intermediate- to long-term
corporate or U.S. government debt securities. Although the debt
obligations in which it invests will be primarily investment grade,
the Fund may invest up to 5% of its net assets in non-investment grade
debt obligations.
(small solid bullet) When the Adviser determines that market
conditions warrant a temporary defensive position, it may use that
allowance to invest up to 30% of its net assets in cash and short-term
fixed-income securities.
(small solid bullet) The Fund may invest up to 25% of its assets in
foreign securities, including both direct investments and investments
made through depository receipts.
(small solid bullet) In selecting its equity investments, the Adviser
seeks to identify attractive investment opportunities that have not
become widely recognized by other stock analysts or the financial
press. Through first-hand research that often includes on-site visits
with the leaders of companies, the Adviser looks for companies with
fundamental value or growth potential that is not yet reflected in
their current market prices. In many cases, companies in the small-
and medium-capitalization markets are under-followed and, as a result,
less efficiently priced than their larger, better-known counterparts.
(small solid bullet) The Fund's investments are therefore likely to
consist, in part, of securities in small- and medium-sized companies.
Many of these companies may have successfully emerged from the
start-up phase and have potential for future growth. Because of their
longer track records and more seasoned management, they generally pose
less investment uncertainty than do the smallest companies. In
general, smaller-capitalization companies often involve greater risks
than investments in established companies.
WARBURG PINCUS
INTERNATIONAL EQUITY PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks long-term capital
appreciation.
(small solid bullet) The Portfolio pursues its investment objective by
investing in equity securities of companies located or conducting
business outside the United States.
(small solid bullet) The Portfolio will ordinarily invest
substantially all of its assets in common stocks, warrants and
securities convertible into or exchangeable for common stocks, and
will generally invest in at least three countries other than the
United States.
(small solid bullet) The Portfolio intends to be widely diversified
across securities of many corporations located in a number of foreign
countries, but from time to time may invest a significant portion of
its assets in a single country.
(small solid bullet) Although the Portfolio emphasizes developed
countries, it may also invest in emerging markets.
(small solid bullet) In choosing equity securities, the Portfolio
managers look for companies of any size whose securities appear to be
discounted relative to earnings, assets, or projected growth. The
Portfolio managers determine value based on research and analysis,
taking all relevant factors into account.
(small solid bullet) The Portfolio intends to invest principally in
the securities of financially strong companies with opportunities for
growth within growing international economies and markets through
increased earning power and improved utilization or recognition of
assets.
RISK. In addition to risks associated with equity securities,
international investment entails special risk considerations including
currency fluctuations, lower liquidity, economic instability,
political uncertainty , and differences in accounting methods.
POST-VENTURE CAPITAL PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) Post-Venture Capital Portfolio seeks long-term
growth of capital.
(small solid bullet) The Portfolio pursues an aggressive investment
strategy by investing primarily in equity securities of U.S. companies
considered to be in their post-venture capital stage of development.
(small solid bullet) Under normal market conditions, the Portfolio
will invest up to at least 65% of its total assets in equity
securities of "post-venture capital companies." A post-venture
capital company is a company that has received venture capital
financing either (a) during the early stages of the company's
existence or the early stages of the development of a new product or
service or (b) as part of a restructuring or recapitalization of the
company. In addition, the investment of venture capital
financing, distribution of such company's securities to venture
capital investors, or initial public offering ("IPO"), will have been
made within ten years prior to the Portfolio's purchase of the
company's securities.
(small solid bullet) Up to 10% of the Portfolio's assets may be
invested in private equity portfolios that invest in venture capital
companies.
(small solid bullet) A portion of the Portfolio's assets may be
invested in assets of companies expected to experience "special
situations," such as mergers or reorganizations.
(small solid bullet) Up to 20% of the Portfolio's assets may be
invested in foreign securities.
RISK. The main risks associated with the portfolio include risks
associated with equity securities, particularly small, start-up and
special-situation companies. The Portfolio employs aggressive
strategies and may not be appropriate for all investors.
SMALL COMPANY GROWTH PORTFOLIO
OBJECTIVE AND STRATEGY
(small solid bullet) The Portfolio seeks capital growth by investing
primarily in equity securities of small sized U.S. companies that
represent attractive opportunities for capital growth.
(small solid bullet) The Portfolio considers a "small" company to be
one that has a market capitalization, measured at the time the
Portfolio purchases a security of that company, within the range of
capitalizations of companies represented in the Russell 2000 Index. As
of January 31, 1998, the Russell 2000 Index included companies with
market capitalizations between $23.7 million and $2.7 billion.
Companies that outgrow the definition of small company after the
Portfolio has purchased its securities continue to be considered small
for purposes of the Portfolio's investment policies.
(small solid bullet) Small companies may (1) still be in the
development stage, (2) be older companies that appear to be entering a
new stage of growth, or (3) be companies providing products or
services with a high unit volume growth rate.
(small solid bullet) The Portfolio may also invest in securities of
emerging growth companies, which can be either small- or medium-sized
companies that have passed their start up phase and that show positive
earnings and prospects of achieving significant profit and gain in a
relatively short period of time.
(small solid bullet) Emerging growth companies generally stand to
benefit from new products or services, technological developments or
changes in management and other factors and include smaller companies
experiencing unusual developments affecting their market value.
(small solid bullet) The Portfolio is non-diversified and may
invest a greater proportion of its assets in the securities of a
smaller number of issuers.
RISK. The Portfolio's main risks are the risks associated with equity
securities, particularly small start-up and special-situation
companies. The Portfolio may be subject to volatility resulting
from its non-diversified status.
FUNDS' AVAILABILITY TO OTHER SEPARATE ACCOUNTS
Other separate accounts of EFILI and separate accounts of other
insurance companies may also purchase shares of the Funds. For a
discussion of the possible consequences associated with having the
Funds available to other separate accounts, s ee RESOLVING MATERIAL
CONFLICTS on page 148.
THE INVESTMENT ADVISERS
FIDELITY
The investment Adviser for the Fidelity Funds is Fidelity Management &
Research Company, a registered adviser under the Investment Advisers
Act of 1940. Fidelity Management & Research Company is the original
Fidelity company and was founded in 1946. It provides a number of
mutual funds and other clients with investment research and portfolio
management services. It maintains a large staff of experienced
investment personnel and a full complement of related support
facilities. As of December 31, 199 8 , it advised funds having
more than 3 9 million shareholder accounts with a total value of
more than $ 694 billion. The portfolios of the Fidelity Funds,
as part of their operating expenses, pay an investment management fee
to Fidelity Management & Research Company. These fees are part of the
Funds' expenses. See the prospectuses for the Funds for discussions of
the Funds' expenses. Fidelity Investments Money Management, Inc.
(FIMM), a subsidiary of FMR, chooses invest m ents for Money
Market Portfolio and Investment Grade Bond Portfolio. FIMM will choose
certain types of investments for Asset Manager, Asset Manager: Growth,
and Balanced Portfolios. Foreign affiliates of FMR may help choose
investments for some of the Funds. BT is a wholly-owned subsidiary of
Bankers Trust Corporation (formerly Bankers Trust New York
Corporation). BT currently serves as sub-adviser and custodian for
the Index 500 Portfolio . BT chooses the Index 500 Portfolio's
investments and places orders to buy, sell, and lend the fund's
investments.
MORGAN STANLEY DEAN WITTER INVESTMENT MANAGEMENT INC.
The investment Adviser for the Morgan Stanley Dean Witter
Universal Funds, Inc. is Morgan Stanley Dean Witter Investment
Management Inc., which is a wholly-owned subsidiary of Morgan Stanley
Dean Witter & Co., which is a preeminent global financial services
firm that maintains leading market positions in each of its three
primary businesses - securities, asset management and credit services.
MSDW Investment Management, a registered Investment Adviser under the
Investment Advisers Act of 1940, as amended, serves as investment
Adviser to numerous open-end and closed-end investment companies as
well as, to employee benefit plans, endowment funds, foundations and
other institutional investors. MSDW Investment Management's principal
business office is located at 1221 Avenue of the Americas, New York,
New York 10020.
PBHG
The investment Adviser for the PBHG Insurance Series Fund, Inc. is
Pilgrim Baxter & Associates, Ltd. ("Pilgrim Baxter"), a professional
investment management firm and registered investment Adviser that,
along with its predecessors, has been in business since 1982. The
controlling shareholder of Pilgrim Baxter is United Asset Management
Corporation ("UAM"), a New York stock exchange listed holding company
principally engaged through affiliated firms, in providing
institutional investments management services and acquiring
institutional investment management firms. UAM's headquarters are
located at One International Place, Boston, Massachusetts 02110. The
principal business address of the Adviser is 825 Dupertail Road,
Wayne, Pennsylvania 19087. Pilgrim Baxter Value Investors, Inc., the
Sub-Adviser, is a wholly owned subsidiary of Pilgrim Baxter and is a
registered investment Adviser that was formed in 1940. As with the
Adviser, the controlling shareholder of the Sub-Adviser is UAM. The
principal business address of the Sub-Adviser is 825 Dupertail Road,
Wayne, Pennsylvania 19087.
STRONG
The investment Adviser for the Strong Funds is Strong Capital
Management, Inc. The Adviser began conducting business in 1974. Since
then, its principal business has been providing continuous investment
supervision for individuals and institutional accounts, such as
pension funds and profit-sharing plans, as well as mutual funds,
several of which are funding vehicles for variable insurance products.
The Adviser's principal mailing address is P.O. Box 2936, Milwaukee,
Wisconsin 53201. Mr. Richard S. Strong, the Chairman of the Board of
the Fund, is the controlling shareholder of the Adviser.
WARBURG PINCUS
The investment Adviser for the Warburg Pincus Funds is Warburg Pincus
Asset Management, Inc. Incorporated in 1970, Warburg Pincus is
indirectly controlled by Warburg, Pincus & Co.("WP&Co."), with
which Warburg G.P. has no business other than being a holding
company of Warburg Pincus and its affiliates. Lionel I. Pincus, the
managing partner of WP&Co., may be deemed to control both WP&Co. and
Warburg Pincus. Warburg Pincus' address is 466 Lexington Avenue, New
York, New York 10017-3147.
On February 15, 1999, WP & Co. and Credit Suisse Group announced
that they reached an agreement for Credit Suisse Group to acquire
Warburg Pincus. It is expected that Warburg Pincus will be combined
with Credit Suisse Asset Management (New York), the institutional
asset management and mutual fund arm of Credit Suisse Group. As of
December 31, 1998, Credit Suisse Asset Management had global assets
under management of $210 billion. Under the terms of the arrangement,
no immediate changes are planned to Warburg's investment portfolio
managers and investment professionals.
IMPORTANT
You will find more complete information about the Funds, including the
risks associated with each Portfolio, in the accompanying
prospectuses. You should read them along with this prospectus.
FACTS ABOUT THE CONTRACT
PURCHASE OF A CONTRACT
We offer the Contracts only in states in which we have obtained
approval. Three types of Contracts are available. You may purchase:
(1) a NON-QUALIFIED CONTRACT using money from any source; (2) a
QUALIFIED CONTRACT with money rolled over from a qualified retirement
plan, such as a 401(k) plan, 403(b) plan or IRA; and (3)
through an arrangement with your employer, a TAX-SHELTERED ANNUITY
CONTRACT with money in a tax-sheltered annuity under section 403(b) of
the Code.
(small solid bullet) The minimum Purchase Payment for a Contract is
generally $25,000.
(small solid bullet) You may purchase a Qualified Contract only with a
"rollover" (including a direct trustee-to-trustee transfer, where
permitted) of funds from another qualified plan, tax-sheltered
annuity , or IRA.
(small solid bullet) You must be the Annuitant and the Owner of the
Contract. If in addition to you, another person is named as an Owner,
that person must be the Joint Annuitant.
(small solid bullet) However, if you purchase the Contract as a
Qualified Contract (IRA) or a Tax-Sheltered Annuity Contract, you must
be the sole Owner of the Contract.
(small solid bullet) Generally, for all Contracts either you or the
Joint Annuitant must be no more than 85 years old.
(small solid bullet) APPLICATION AND INITIAL PURCHASE PAYMENT
When we receive your properly completed application, we apply your
payment to the purchase of a Contract within two valuation periods
after receipt at the Annuity Service Center. We will consider your
application properly completed as soon as:
(1) you have provided all the information requested on the application
form, including your choice of annuity income option;
(2) we have received adequate proof of your date of birth (and the
date of birth of the Joint Annuitant, if any); and
(3) we receive the entire amount of your Purchase Payment.
The date we credit the payment and issue your Contract is called the
Contract Date. If your application is incomplete, we will request the
information necessary to complete the application. If you do not
furnish the information within five days of the time we receive your
application, we will return your payment unless we obtain your
specific permission to keep it until you complete the application.
FREE LOOK PRIVILEGE
You may return a Contract for a refund within 30 days after you
receive it (the "free look period"). If you choose to cancel the
Contract, return it to the Annuity Service Center with a written
request within the free look period.
For most Contracts, we assume that you receive your Contract five days
after the Contract Date. For Contracts with large Purchase Payments,
we may use the actual date you receive the Contract.
If you return a Contract more than ten days after you receive it, we
will promptly refund your Purchase Payment adjusted for investment
performance. If you return a Contract during the first ten days after
you receive it, we will promptly refund the greater of (1) your
Purchase Payment in full, neither crediting your Contract for earnings
nor charging it with any administrative expenses, and (2) your
Purchase Payment plus the investment performance of the Money Market
Investment Option.
We will also make an adjustment for the amount of any annuity income
we paid before we received the Contract. ONCE THE FREE LOOK PERIOD
EXPIRES, YOU CANNOT RETURN THE CONTRACT FOR A REFUND .
INVESTMENT ALLOCATION OF YOUR PURCHASE PAYMENT
The portion of your Purchase Payment you allocate to the Investment
Options will be invested in the Money Market Investment Option for the
Money Market Period. At the end of the Valuation Period in which the
Money Market Period ends any amount then in the Money Market
Investment Option (the "Free Look Units") will be exchanged for
Annuity Income Units in the percentages you have chosen. You allocate
percentages that are whole numbers, not fractions. Immediately
following the reallocations, the total dollar value of the Annuity
Income Units will be the same as the Free Look Units that were
exchanged.
At least 10% of the variable portion of your Purchase Payment must be
allocated to each Investment Option you select.
(small solid bullet) EXCHANGES AMONG INVESTMENT OPTIONS
You may currently exchange amounts among Investment Options as
often as you wish without charge. However, excessive exchange
activity can disrupt Portfolio management strategy and increase
Portfolio expenses, which are borne by everyone participating in the
Portfolio regardless of their exchange activity. Therefore,
EFILI reserves the right to limit the number of exchanges
permitted, but not to fewer than six per calendar year.
You tell us the percentage you want for your new allocation in each
Investment Option. Your allocation percentages must be in whole
numbers, not fractions.
You may change the allocations among the Investment Options by writing
or telephoning the Annuity Service Center or, when available at a
future date, on our Internet website.
(small solid bullet) TRANSACTIONS BY TELEPHONE OR INTERNET
(AVAILABLE AT A FUTURE DATE)
EFILI reserves the right to change telephone or Internet
exchange provisions, or to eliminate them, and to limit or reject
any telephone or Internet exchange at any time. You may make up
to a combined total of eighteen telephone /Internet
exchanges per calendar year. After this total is reached, you
will only be permitted to complete exchanges in writing. We will
not accept exchange requests via fax.
We will not be responsible for any losses resulting from unauthorized
telephone or Internet exchanges if we follow reasonable
procedures designed to verify the identity of the caller or
Internet user . We may record calls. You should verify the accuracy
of your confirmation statements immediately after you receive them.
(small solid bullet) USE OF MARKET TIMING SERVICES
In some cases, we may sell Contracts to individuals who independently
utilize the services of a firm or individual engaged in market timing.
Generally, market timing services obtain authorization from Contract
Owner(s) to make exchanges among the S ubaccounts on the basis
of perceived market trends. Because the large exchange of
assets associated with market timing services may disrupt the
management of the portfolios of the Funds, such transactions may
become a detriment to Contract Owners not utilizing the market timing
service.
The right to exchange Contract values among Subaccounts may be subject
to modification if such rights are executed by a market timing firm or
similar third party authorized to initiate exchange transactions on
behalf of a Contract Owner(s). In modifying such rights, we may, among
other things, decline to accept (1) the e xchange instructions
of any agent acting under a power of attorney on behalf of more than
one Contract Owner, or (2) the exchange instructions of individual
Contract Owners who have executed pre-authorized exchange forms which
are submitted by market timing firms or other third parties on behalf
of more than one Contract Owner at the same time. We will impose such
restrictions only if we believe that doing so will prevent harm to
other Contract Owners.
(small solid bullet) EFFECTIVE DATE OF EXCHANGE S AMONG
INVESTMENT OPTIONS
When you exchange among Investment Options, we will redeem
shares of the appropriate Portfolios at their prices as of the end of
the current Valuation Period. Generally, any Investment Option you
exchange to is credited at the same time.
However, we may wait to credit the amount to a new Investment Option
until an Investment Option you exchange from becomes liquid.
This will happen only if (1) the Investment Option you exchange
to invests in a Portfolio that accrues dividends on a daily basis and
requires Federal funds before accepting a purchase order, and (2) the
Investment Option you exchange from is investing in an equity
Portfolio in an illiquid position due to substantial redemptions or
exchanges that require it to sell Portfolio securities in order
to make funds available.
The Investment Option you exchange from will be liquid when it
receives proceeds from sales of Portfolio securities, the purchase of
new Contracts, or otherwise. During any period that we wait to credit
an Investment Option for this reason, the amount you exchange
will be uninvested. After seven days the exchange will be made
even if the Investment Option you exchange from is not liquid.
(small solid bullet) IMPORTANT
The amount of the allocation in each Investment Option will change
with its investment performance. You should periodically review the
allocations in light of market conditions and financial objectives.
CHARGES
The following are all the charges we make under the Contract.
1. PREMIUM TAXES. Some states charge a "premium tax" based on the
amount of your Purchase Payment. State premium taxes range from 0% to
3.5%. In addition, some counties, cities or towns may charge
additional premium taxes. If you reside in a place where premium taxes
apply, any amount needed to provide for the applicable premium taxes
is deducted from your Purchase Payment. We will allocate the remainder
of your Purchase Payment to the Investment Options and/or apply it to
the purchase of fixed annuity income.
2. ADMINISTRATIVE CHARGES. Administrative charges compensate us for
the expenses incurred in administering the Contracts. These expenses
include the cost of issuing the Contract, making electronic funds
transfers to your bank account or issuing checks, maintaining
necessary systems and records, and providing reports. These expenses
are covered by a daily administrative charge.
Each day, a deduction is made from the assets of the Investment
Options at an effective annual rate of 0.25%. We guarantee this charge
will never increase. This charge does not affect the amount of fixed
annuity income.
3. MORTALITY AND EXPENSE RISK CHARGE. We deduct a daily asset charge
for our assumption of mortality and expense risks. Each day we deduct
an amount from the assets of each Investment Option at an effective
annual rate of 0.75%.
The mortality risk is our obligation to provide annuity income for
your life (and the life of the Joint Annuitant, if any) no matter how
long that might be. The expense risk is our obligation to cover the
cost of issuing and administering the Contracts, no matter how large
that cost may be. EFILI will realize a gain from the charge for these
risks to the extent that it is not needed to provide for benefits and
expenses under the Contracts. This charge does not affect the amount
of fixed annuity income.
4. EXPENSES OF THE FUNDS. The Funds are charged management fees and
incur operating expenses. The effect of these fees and expenses is
reflected in the performance of the Investment Options. See the
prospectuses for the Funds for a description of the Funds' fees and
expenses.
5. OTHER TAXES. EFILI reserves the right to charge for certain taxes
(other than premium taxes) that it may have to fund. Currently, no
such charges are being made. See EFILI'S TAX STATUS on page 149.
ANNUITY INCOME DATES
We provide annuity income for each Annuity Income Date. You select the
first Annuity Income Date when you purchase the Contract. The first
Annuity Income Date may be either the first or the fifteenth day of a
month. All subsequent Annuity Income Dates will be on the same day of
the month as the first Annuity Income Date. The first Annuity Income
Date may be up to one year after the Contract Date. The first Annuity
Income Date generally may not be earlier than 30 days after the
Contract Date.
On the application, you choose the frequency of annuity income. You
can choose monthly, quarterly, semi-annual, or annual annuity income.
If an Annuity Income Date falls on a day that is not the last day of a
Valuation Period, the amount of annuity income will be determined
based on the value of your selected Investment Options at the close of
the Valuation Period. Annuity income will generally be sent at the end
of the Valuation Period immediately following the day on which the
amount is determined.
SIGNATURE GUARANTEE
A signature guarantee is designed to protect you and Empire Fidelity
Investments Life from fraud. Certain free look requests must include a
signature guarantee if any of the following situations apply .
1. The requested amount is more than $25,000.
2. In other circumstances where we deem it necessary for your
protection (e.g. the signature does not resemble the signature we have
on file).
You should be able to obtain a signature guarantee from a bank, broker
dealer (including Fidelity Investor Centers), credit union (if
authorized under state law), securities exchange or association,
clearing agency, or savings association. A notary public cannot
provide a signature guarantee.
DEATH BENEFIT
If no Annuitant or Joint Annuitant is alive on the first Annuity
Income Date, the Contract will be canceled and we will make a refund
equal to your Purchase Payment to your Beneficiary or Beneficiaries.
If your C ontract is a joint and survivor annuity and either you
or the Joint Annuitant die before the first Annuity Income Date we
will adjust the annuity income so that it equals what would have been
paid under a single life annuity issued to the survivor. This will
usually result in greater annuity income.
FIXED, VARIABLE OR COMBINATION ANNUITY INCOME
At the time of purchase, you allocate your Purchase Payment between
fixed and variable annuity income. You may choose ALL FIXED ANNUITY
INCOME, ALL VARIABLE ANNUITY INCOME, or a COMBINATION OF THE
TWO.
(small solid bullet) FIXED ANNUITY INCOME. Any portion of your
Purchase Payment allocated to fixed annuity income will always remain
allocated to fixed annuity income. If you allocate all of your
Purchase Payment to fixed annuity income, EFILI will guarantee a
specific amount of fixed annuity income that will be the same on each
Annuity Income Date, except as described for Options 3 and 4 under
TYPES OF ANNUITY INCOME OPTIONS on page 147.
(small solid bullet) VARIABLE ANNUITY INCOME. Any portion of your
Purchase Payment allocated to variable annuity income will always
remain allocated to variable annuity income. You can reallocate the
variable portion of your Contract among the various Investment
Options. However, the variable portion of a Contract must remain in
the Money Market Investment Option for the Money Market Period.
If you choose all variable annuity income, all of your annuity income
will vary according to the investment experience of the Investment
Options. Variable annuity income may decrease upon the death of the
Annuitant or Joint Annuitant, as described for Options 3 and 4 under
TYPES OF ANNUITY INCOME OPTIONS on page 147.
Any portion of your Purchase Payment allocated to variable annuity
income will initially purchase Free Look Units. EFILI will determine
the number of Free Look Units based upon (a) your age and sex (and the
age and sex of the Joint Annuitant, if any); (b) the type of annuity
income option you choose; (c) the frequency of Annuity Income Dates
you choose; (d) the first Annuity Income Date you choose; (e) the
Benchmark Rate of Return you choose; and (f) the value of the Free
Look Units on the Contract Date. The value of the Free Look Units
reflects the investment performance of the Money Market Investment
Option.
On the date the Money Market Period ends, EFILI will exchange Free
Look Units for Annuity Income Units in the Investment Options you
select. The total dollar value of the Annuity Income Units will be the
same as the Free Look Units that were exchanged. The number of Annuity
Income Units allocated to each Investment Option under a single life
Contract will not change unless you reallocate among the Investment
Options. If you choose a joint life Contract and benefits are reduced
due to your death or the death of the Joint Annuitant, the number of
Annuity Units will be reduced at that time.
EFILI calculates the amount of your variable annuity income based on
the number of Annuity Income Units credited to each Investment Option.
At the close of business on each Annuity Income Date (or on the next
Valuation Date if the Annuity Income Date falls on a non-business
day), the number of Annuity Income Units is multiplied by the value of
the Annuity Income Units for each Investment Option. The amount of
variable annuity income on the Annuity Income Date will be the sum of
annuity income amounts for each Investment Option.
(small solid bullet) COMBINATION OF F IXED AND V ARIABLE
A NNUITY I NCOME. If you choose a combination of fixed and
variable annuity income, a portion of your annuity income will be
fixed and a portion will vary according to the investment experience
of the Investment Options. We will guarantee the dollar amount of the
fixed annuity income portion on each Annuity Income Date. Both fixed
and variable annuity income decrease upon the death of the Annuitant
or Joint Annuitant as described for Options 3 and 4 under TYPES OF
ANNUITY INCOME OPTIONS on page 147.
BENCHMARK RATE OF RETURN
When you purchase a Contract, we calculate an estimated first annuity
income amount, assuming that the Investment Options will earn the
Benchmark Rate of Return you choose. If the annualized investment
return of the Investment Options is greater than the Benchmark Rate of
Return between the Contract Date and the first Annuity Income Date,
the first annuity income amount will be higher than the estimate. If
it is less, the first annuity income amount will be lower than the
estimate.
Income will increase from one Annuity Income Date to the next if the
annualized Total Return during that time is greater than the
Benchmark Rate of Return you choose, and will decrease if the
annualized Total Return is less than the Benchmark Rate of
Return. Choosing a 5.0% Benchmark Rate of Return instead of a 3.5%
Benchmark Rate of Return will result in a higher initial amount of
income, but income will increase more slowly during periods of good
investment performance and decrease more rapidly during periods of
poor investment performance.
The following graph illustrates the effect that your choice of a
Benchmark Rate of Return would have on your annuity income for a
hypothetical Contract. The graph assumes the following: (a) a Purchase
Payment of $100,000; (b) annuity income is entirely variable; (c) the
Contract is a single life Contract providing annuity income for ten
years or the rest of your life, whichever is longer; (d) you are a 65
year old male; and (f) the selected Portfolios earn a constant 10%
gross investment return before fees and expenses (equal to a
7.8 5 % annualized Total Return after fees and expenses).
Monthly income amounts are shown for two Benchmark Rates of Return:
3.5% and 5.0% annually. Notice that with the lower Benchmark Rate of
Return your monthly income starts at a lower level but increases more
rapidly. With the higher Benchmark Rate of Return monthly income
starts at a higher level but increases less rapidly.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
FIDELITY INCOME ADVANTAGE
ANNUITY INCOME GRAPH
Current Expenses:
Male, Age 65, Life w/ 10 years Updated 2/23/98
5% Benchmark 3.5% Benchmark
First Payment: $654.77 First Payment: $568.54
Net Returns Net Returns
Year -1.95% 5.00% 7.85% Year -1.95% 3.50% 7.85%
1 $652 $656 $658 1 $567 $569 $571
2 $609 $656 $675 2 $537 $569 $595
3 $569 $656 $694 3 $509 $569 $620
4 $531 $656 $713 4 $482 $569 $646
5 $496 $656 $732 5 $456 $569 $674
6 $463 $656 $752 6 $432 $569 $702
7 $432 $656 $772 7 $410 $569 $731
8 $404 $656 $793 8 $388 $569 $762
9 $377 $656 $815 9 $368 $569 $794
10 $352 $656 $837 10 $348 $569 $828
11 $329 $656 $860 11 $330 $569 $862
12 $307 $656 $883 12 $313 $569 $899
13 $287 $656 $907 13 $296 $569 $936
14 $268 $656 $931 14 $281 $569 $976
15 $250 $656 $957 15 $266 $569 $1,017
16 $233 $656 $983 16 $252 $569 $1,059
17 $218 $656 $1,009 17 $238 $569 $1,104
18 $204 $656 $1,037 18 $226 $569 $1,150
19 $190 $656 $1,065 19 $214 $569 $1,199
20 $178 $656 $1,094 20 $203 $569 $1,249
</TABLE>
TYPES OF ANNUITY INCOME OPTIONS
At the time of purchase, you have a choice among a number of annuity
income options. You also choose whether you want a minimum guaranteed
number of years of annuity income. For any income option, you may
choose to receive annuity income monthly, quarterly, semi-annually, or
annually. Once you make these choices, they cannot be changed. The
options EFILI currently offers are described below. Other annuity
income options may be made available. The Federal income tax laws may
limit your annuity income options where the Contract is used as a
Qualified Contract or a Tax-Sheltered Annuity Contract.
1. SINGLE LIFE ANNUITY. We will provide annuity income for your entire
life, no matter how long that may be. Annuity income stops when you
are no longer living. It is possible that your total annuity income
under this option will be less than your Purchase Payment. It is even
possible that you might receive annuity income only once under this
option. This would happen if you were to die before the second Annuity
Income Date. Because of this risk, this option offers you the highest
level of annuity income. The Contract, like many annuities, pools the
mortality experience of all Annuitants and Joint Annuitants. In
effect, Annuitants and Joint Annuitants who live longer are subsidized
by those who do not.
2. JOINT AND SURVIVOR ANNUITY WITH FULL ANNUITY INCOME TO THE
SURVIVOR. Under this option, we will provide annuity income jointly to
you and the Joint Annuitant while you are both living, except that for
a Qualified Contract or Tax-Sheltered Annuity Contract during your
lifetime we provide the income only to you. After the death of either
of you, we will continue to provide the full amount of annuity income
to the survivor. Annuity income stops when both you and the Joint
Annuitant are no longer living. As in the case of the single life
annuity described above, there is the risk that you may receive
annuity income only once.
3. JOINT AND SURVIVOR ANNUITY WITH REDUCED ANNUITY INCOME TO THE
SURVIVOR. This option is like Option 2 above, except that annuity
income is higher while both you and the Joint Annuitant are living,
and lower when only one of you is still living. You indicate on your
application whether annuity income to the survivor is reduced to
two-thirds, or one-half, of the amount that it would have been were
you both still alive.
4. JOINT AND SURVIVOR ANNUITY WITH FULL ANNUITY INCOME TO THE
ANNUITANT IF THE JOINT ANNUITANT DIES, BUT REDUCED ANNUITY INCOME TO
THE JOINT ANNUITANT IF THE ANNUITANT DIES. This option is like Option
3 above, but annuity income is not reduced upon the death of the Joint
Annuitant if the Joint Annuitant is the first to die. In case you are
the first to die, you indicate on your application whether annuity
income to the Joint Annuitant is reduced to two-thirds, or one-half,
of the amount that it would have been were you both still alive. While
you and the Joint Annuitant are both still alive, this option provides
greater annuity income than Option 2 but not as much annuity income as
Option 3.
For Options 2, 3, and 4, if either you or the Joint Annuitant die
before the first Annuity Income Date, we will adjust the annuity
income so that it equals what would have been paid under a single life
annuity issued to the survivor. This will generally result in greater
annuity income.
GUARANTEE PERIOD
On your application, you may choose a guaranteed number of years of
annuity income beginning with the first Annuity Income Date. You may
choose a number of years from five (5) to thirty (30). You may do this
for any annuity income option. If neither you nor the Joint Annuitant
lives to the end of the guarantee period, any remaining annuity income
will go to your Beneficiary or Beneficiaries. For Options 3 and 4
above, if you and the Joint Annuitant die at the same time, the
annuity income due to any Beneficiary will be the same as if you died
before the Joint Annuitant. If you choose to have a guarantee period,
the amount of annuity income on each Annuity Income Date will be lower
than if you had not chosen the guarantee.
If (a) you choose Option 2, 3 or 4 with a guarantee period, (b) an
Owner dies before the first Annuity Income Date, and (c) the survivor
(whether it is you or the Joint Annuitant) is not the deceased Owner's
spouse, we will adjust the guarantee period, as required by the
Federal income tax laws, so that it is not longer than the life
expectancy of the survivor. This may result in a shorter guarantee
period and a generally higher amount of annuity income.
(small solid bullet) ANNUITY INCOME TO BENEFICIARY. If a Beneficiary
is entitled to annuity income, the Beneficiary may choose (a) to
continue receiving annuity income on each remaining Annuity Income
Date, or (b) to receive a lump sum instead. The Beneficiary must
notify us within 60 days of the date we receive notice of the relevant
death to elect a lump sum. Otherwise, the Beneficiary will receive
annuity income for the remaining guaranteed Annuity Income Dates.
(small solid bullet) LUMP SUM PAYMENT. A lump sum will become due
under a Contract if there are guaranteed Annuity Income Dates
remaining and either: (a) a Beneficiary elects a lump sum on the death
of the last survivor of you and the Joint Annuitant (if any), (b) a
Beneficiary receiving guaranteed annuity income dies, or (c) the last
survivor of you and the Joint Annuitant (if any), dies and the
Beneficiary is no longer living. For (b) , the lump sum will be
paid to the Beneficiary's estate. For (c), it will go to the estate of
the last to die of you and the Joint Annuitant (if any).
Any lump sum attributable to the fixed annuity portion of a Contract
will generally be the present value of the annuity income for the
remaining guaranteed Annuity Income Dates, discounted at a rate equal
to the rate used to determine annuity income payments.
Any lump sum attributable to the variable annuity income portion of a
Contract will generally be the present value of the annuity income for
the remaining guaranteed Annuity Income Dates, based on interest
compounded annually at the Benchmark Rate of Return that EFILI used in
determining the annuity income on the first Annuity Income Date.
If EFILI believes that the first annuity income amount due to any
Beneficiary will be less than $50, EFILI may instead provide a lump
sum for the value of all remaining annuity income. The amount of the
lump sum will be determined on the same basis as described above for
other lump sums.
REPORTS
If part or all of your Purchase Payment is allocated to variable
income, we will send you a statement showing the number of Annuity
Income Units in each variable Investment Option, and the value of each
Annuity Income Unit, at least once each calendar quarter, and each
time you transfer Annuity Income Units among the Investment Options.
You should verify the accuracy of your transaction confirmations and
monthly sta t ements immediately after you receive them.
Information contained on transaction co n firmations and account
statements is conclusive unless you object in writing within five
and ten days, respectively.
We will also send you semiannual reports containing financial
statements for the Funds, and a list of portfolio securities of the
Funds, as required by the Investment Company Act of 1940.
MORE ABOUT THE CONTRACT
TAX CONSIDERATIONS
TREATMENT OF DISTRIBUTIONS
TAXATION OF DISTRIBUTIONS. The portion of an annuity income
distribution that is includible in ordinary income may vary depending
on the annuity income option selected under the Contract, but
generally is the excess of the distribution over the "EXCLUSION
AMOUNT."
In the case of a VARIABLE ANNUITY INCOME distribution, the exclusion
amount is generally the "investment in the contract" allocated to the
variable annuity income, adjusted for any guaranteed period, divided
by the expected number of periodic annuity income distributions
(determined under Treasury Department regulations).
In the case of FIXED ANNUITY INCOME distributions, the exclusion
amount is generally the amount determined by multiplying the
distribution by the ratio (determined under Treasury Department
regulations) of (1) the investment in the contract allocated to the
fixed annuity income, adjusted for any guaranteed period, to (2) the
"expected return" under the fixed annuity income distributions. For
Qualified Contracts and Tax-Sheltered Annuity Contracts, the
investment in the contract is generally zero. When the investment in
the contract is zero, annuity income distributions are fully taxable
as ordinary income.
After the dollar amount of the investment in the contract is deemed to
be recovered, the entire amount of each annuity income distribution
will be fully includible in income. On the other hand, should the
annuity income distributions cease before the adjusted investment in
the contract is fully recovered, the person receiving those
distributions at the time of their death will be allowed a deduction
for the unrecovered amount of the adjusted investment in the contract.
Where a guaranteed period of annuity income distributions is selected
and no Annuitant or Joint Annuitant lives to the end of that period,
the annuity income distributions made to the Beneficiary for the
remainder of that period are includible in income as follows: (1) if
received in a lump sum, they are included in income to the extent that
they exceed the unrecovered investment in the contract at the time; or
(2) if distributed as annuity income distributions, they are fully
excluded from income until the remaining investment in the contract is
deemed to be recovered, and all annuity income distributions
thereafter are fully includible in income.
PENALTY TAX. Certain distributions under the Contract may be subject
to a penalty tax equal to 10% of the portion of the distribution which
is includible in income. Annuity income distributions under Qualified
Contracts and Tax-Sheltered Annuity Contracts typically will not be
subject to the penalty tax. Also, the penalty tax generally will not
be imposed on distributions under a Non-qualified Contract that are
made (1) on or after the taxpayer attains age 59 1/2; (2) as part of a
series of "substantially equal periodic payments" over the life (or
life expectancy) of the taxpayer or the joint lives (or joint life
expectancies) of the taxpayer and his or her beneficiary; (3) under an
"immediate annuity" (as that term is defined in the tax law); or (4)
in certain other situations.
In the case of a Contract held in custody for a minor under the
Uniform Gifts to Minors Act or the Uniform Transfers to Minors Act, a
distribution under the Contract ordinarily is taxable to the minor.
Whether the penalty tax applies to such a distribution ordinarily is
determined by the circumstance or characteristics of the minor, not
the custodian. Thus, for example, a distribution taxable to a minor
will not qualify for the exception to the penalty tax for
distributions made on or after age 59 1/2 even if the custodian is 59
1/2 or older.
It is unclear at this time whether annuity distributions under a
Non-qualified Contract prior to the recipient attaining age 59 1/2
satisfy an exception to the penalty tax. Accordingly, a prospective
purchaser of a Non-qualified Contract who expects to receive
distributions prior to attaining age 59 1/2 should consult a qualified
tax adviser regarding the application of the penalty tax to those
distributions.
WITHHOLDING AND REPORTING. EFILI will, as required by law, withhold
and remit to the U.S. Government a part of the taxable portion of each
distribution under the Contract, unless a written election not to have
any amounts withheld is filed prior to the distribution. Also, EFILI
will report all annuity income distributions made while you are alive
as being distributed in full to you, even if you name a Joint
Annuitant.
QUALIFIED CONTRACTS AND TAX-SHELTERED ANNUITY CONTRACTS
The Contract may be used as an Individual Retirement Annuity under
Section 408(b) of the Internal Revenue Code and as a qualified
tax-sheltered annuity under Section 403(b) of the Code. Section 408(b)
of the Code permits eligible individuals to contribute to an
individual retirement program known as an "Individual Retirement
Annuity." Also, Section 403(b) of the Code permits public school
employees and employees of certain types of charitable, educational
and scientific organizations specified in Section 501(c)(3) of the
Code to have their employers purchase tax-sheltered annuities for them
and, subject to certain limitations, to exclude the amount of purchase
payments from gross income for tax purposes. You should seek competent
advice as to the tax consequences associated with the use of a
Contract as a Qualified Contract or Tax-Sheltered Annuity Contract.
Because the Contract's minimum Purchase Payment is greater than the
maximum annual contribution permitted to an Individual Retirement
Annuity or a tax-sheltered annuity, a Qualified Contract and a
Tax-Sheltered Annuity Contract may be purchased only in connection
with a "rollover" (including a direct trustee-to-trustee transfer,
where permitted). Specifically, a Qualified Contract may be purchased
only in connection with a rollover of amounts from a qualified plan,
tax-sheltered annuity, or IRA. Also, a Tax-Sheltered Annuity Contract
may be purchased only in connection with a rollover of amounts from
another tax-sheltered annuity.
If the Contract is used as a Qualified Contract or a Tax-Sheltered
Annuity Contract, you must be the sole Owner of the Contract and the
Annuitant. If you name a Joint Annuitant, all distributions made while
you are alive must be made to you. Also, if you name a Joint Annuitant
who is not your spouse, the annuity income options from which you may
select may be limited, depending on the difference in ages between you
and the Joint Annuitant. Furthermore, if you choose a guaranteed
period, the length of the period may have to be limited in order to
satisfy certain minimum distribution requirements of the Code.
In order to satisfy the requirements in the Code, you generally may
not purchase a Tax-Sheltered Annuity Contract unless you have reached
age 59 1/2, separated from service, or become disabled (within the
meaning of the tax law). Certain payments, known as "eligible rollover
distributions," from a Tax-Sheltered Annuity Contract will be subject
to the new direct rollover and mandatory withholding requirements
enacted by Congress in 1992. Generally, distributions from a
Tax-Sheltered Annuity Contract will not constitute eligible rollover
distributions. However, if an eligible rollover distribution is made
under a Tax-Sheltered Annuity Contract, you will receive prior to the
distribution a notice (from the plan administrator or EFILI)
explaining generally the new direct rollover and mandatory withholding
requirements and how to avoid the mandatory withholding thereunder by
electing to have the distribution directly transferred to certain
qualified retirement plans.
TAX DEFERRAL UNTIL DISTRIBUTIONS ARE MADE
Under existing provisions of the Code, any increase in the value of
the Contract is generally not taxable until distributions are made
under one of the Contract's annuity income options. However, as
discussed below, this tax deferral generally applies only if (1) the
Owner is an individual, (2) the investments in the Variable Account
are adequately diversified in accordance with Treasury Department
regulations, (3) EFILI, rather than the Owner, is considered the owner
of the assets of the Variable Account for Federal tax purposes, and
(4) certain distribution requirements are met in the event that you
die.
NON-NATURAL OWNER. In certain circumstances, if an Owner were a
"non-natural" person, such as a corporation or a trust, the Contract
would not be treated as an annuity contract for Federal tax purposes,
and the Owner would be taxable currently on the income and gain from
the assets of the Variable Account. Accordingly, the Contract must be
owned by an individual (or individuals), and will not be issued to
"non-natural" persons.
DIVERSIFICATION REQUIREMENTS. For a Contract to be treated as an
annuity contract for Federal income tax purposes, the investments of
the Variable Account must be "ADEQUATELY DIVERSIFIED." The Treasury
Department has issued regulations which prescribe standards for
determining whether the investments of the Variable Account are
"adequately diversified." If the Variable Account failed to comply
with these diversification standards, the Contracts would not be
treated as annuity contracts for Federal income tax purposes, and each
Owner would be taxable currently on the income and gain from the
assets of the Variable Account. Although EFILI does not control the
investments of the Funds, EFILI has entered into agreements with the
Funds requiring them to operate in compliance with the Treasury
Department regulations so that the Variable Account will be considered
"adequately diversified."
OWNERSHIP TREATMENT. In certain circumstances, variable annuity
contract owners may be considered the owners, for Federal income tax
purposes, of the assets of the separate account used to support their
contracts. In those circumstances, income and gains from the separate
account assets would be includible in the contract owners' gross
income.
Several years ago, the Internal Revenue Service (the "Service") stated
in published rulings that a variable contract owner will be considered
the owner of separate account assets if the owner possesses incidents
of ownership in those assets, such as the ability to exercise
investment control over the assets. More recently, the Treasury
Department announced, in connection with the issuance of regulations
concerning investment diversification, that those regulations "do not
provide guidance concerning the circumstances in which investor
control of the investments of a segregated asset account may cause the
investor, rather than the insurance company, to be treated as the
owner of the assets in the account." This announcement also stated
that guidance would be issued by way of regulations or rulings on the
"extent to which policyholders may direct their investments to
particular sub-accounts [of a separate account] without being treated
as owners of the underlying assets." As of the date of this
Prospectus, no such guidance has been issued.
The ownership rights under the Contract are similar to, but different
in certain respects from, those described by the Service in rulings in
which it was determined that contract owners were not owners of
separate account assets. For example, the Owner of the Contract has a
choice of more Investment Options to which to allocate the Purchase
Payment, and may be able to transfer among Investment Options more
frequently than in such rulings. These differences could result in the
Owner being treated as the owner of the assets of the Variable
Account, and thus income and gain from such assets would be includible
in the Owner's income annually. In addition, it is not known what
standards will be set forth in the regulations or rulings which the
Treasury Department has stated it expects to issue. The Company
therefore reserves the right to modify the Contract as necessary to
attempt to prevent the Owner from being considered the owner of the
assets of the Variable Account.
DISTRIBUTION REQUIREMENTS. To qualify as an annuity for Federal tax
purposes, the Contract must satisfy certain distribution requirements
in the event of your death. The Contract contains the required
distribution provisions. In certain situations, those provisions may
limit the guaranteed period over which annuity income distributions
can be made (if such a period is selected).
(small solid bullet) IMPORTANT. This discussion of the Tax
Considerations assumes that the Contract will be treated as an annuity
contact for Federal income tax purposes and that EFILI will be treated
as the owner of the Variable Account assets.
EFILI'S TAX STATUS
EFILI is taxed as a life insurance company under Subchapter L of the
Code. Since the operations of the Variable Account are part of, and
are taxed with, the operations of EFILI, the Variable Account is not
separately taxed as a "regulated investment company" under Subchapter
M of the Code. Under existing Federal income tax laws, investment
income and capital gains of the Variable Account are not taxed to the
extent they are applied to increase reserves under a contract. EFILI
does not expect to incur Federal income taxes attributable to the
Variable Account. Based on this, no charge is being made currently to
the Variable Account for Federal income taxes. EFILI will periodically
review the need for a charge to the Variable Account for its Federal
income taxes. Such a charge may be made in future years for any
Federal income taxes that would be attributable to the Contracts.
Under existing laws, EFILI may incur state and local taxes (in
addition to premium taxes) in several states. At present, these taxes
(other than premium taxes) are not significant and are not charged
against the Contracts or the Variable Account. If the amount of these
taxes changes substantially, EFILI may make charges for such taxes
against the Variable Account.
GENERAL TAX CONSIDERATIONS
The above discussion is not exhaustive and is not intended as tax
advice. The Federal income tax consequences associated with the
purchase of an immediate annuity, like the Contract, are complex, and
the application of the pertinent tax rules to a particular person may
vary according to facts specific to that person. A qualified tax
adviser should always be consulted regarding the application of law to
individual circumstances. In particular, if you name a Joint Annuitant
who is not your spouse (or if the Joint Annuitant is your spouse and
you and your spouse do not file joint income tax returns), you should
consult a qualified tax adviser as to the tax consequences of your
particular arrangement.
This discussion is based on the Code, Treasury Department regulations,
and interpretations existing on the date of this Prospectus. These
authorities, however, are subject to change by Congress, the Treasury
Department, and judicial decisions.
This discussion does not address Federal estate and gift tax
consequences, or state or local tax consequences, associated with the
purchase of a Contract. In addition, Empire Fidelity Investments Life
Insurance Company makes no guarantee regarding any tax treatment,
Federal, state, or local, of any Contract or of any transaction
involving a Contract.
OTHER CONTRACT PROVISIONS
YOU SHOULD ALSO BE AWARE OF THE FOLLOWING IMPORTANT PROVISIONS OF YOUR
CONTRACT.
1. OWNER(S). Before a Contract is issued, the Owner(s) have the right
to (a) name the Joint Annuitant (if any); (b) allocate the Purchase
Payment between fixed and variable annuity income; (c) choose an
annuity income option; (d) allocate the Purchase Payment among the
Investment Options; (e) choose the Benchmark Rate of Return; (f) name
the Beneficiary or Beneficiaries; and (g) select the first Annuity
Income Date and how often you will receive annuity income.
After a Contract is issued, each Owner named in the application has
the following rights: (a) the right to change any Beneficiary; (b) the
right to cancel the Contract during the free look period; (c) any
right to reallocate among the Investment Options; and (d) the right to
instruct us how to vote shares of an investment portfolio attributable
to the Contract.
A Joint Annuitant who is not an Owner when a Contract is issued will
succeed to the rights in the paragraph above if he or she survives the
Owner. When no Owner or Joint Annuitant is still alive, each
Beneficiary will have (a) the right to reallocate among the Investment
Options, and (b) the right to instruct us how to vote shares of an
investment portfolio attributable to the Contract, with respect to his
or her share of annuity income.
2. ANNUITANT. You have the right to receive annuity income under the
terms of the Contract. You also have rights as an Owner as described
above.
3. JOINT ANNUITANT. For Non-qualified Contracts, the Joint Annuitant
(if any), has the right to receive annuity income jointly with you
under the terms of the Contract. The Joint Annuitant may also be an
Owner, or succeed to the rights of the Owner(s) as described above.
For Qualified Contracts and Tax-Sheltered Annuity Contracts (a) all
annuity income during your lifetime must be received only by you, and
(b) the Joint Annuitant may not be an Owner.
4. BENEFICIARY. You may name one or more Beneficiaries when you
complete your application. You may change Beneficiaries later, unless
you have designated an irrevocable Beneficiary, in which case we will
require the consent of the irrevocable Beneficiary in writing. The
Beneficiary (or Beneficiaries) will receive (a) annuity income for the
remainder of any guarantee period after the death(s) of the Annuitant
(and Joint Annuitant if any); and (b) a refund of your Purchase
Payment if you (and the Joint Annuitant, if any) do not live to the
first Annuity Income Date. Surviving Beneficiaries will receive equal
shares unless you specify otherwise. A Beneficiary may be a "Primary
Beneficiary" or a "Contingent Beneficiary." No Contingent Beneficiary
has the right to proceeds unless all of the Primary Beneficiaries die
before proceeds are determined. If a Beneficiary receiving annuity
income dies, we will provide a lump sum to his or her estate. See
TYPES OF ANNUITY INCOME OPTIONS on page .
5. MISSTATEMENT OF DATE OF BIRTH OR SEX. If the date of birth or sex
of you or the Joint Annuitant has been misstated, EFILI will change
the benefits to those which the proceeds would have purchased had the
correct date(s) of birth and sex(es) been stated.
If the misstatement is not discovered until after the first Annuity
Income Date, EFILI will take the following action: (1) if EFILI
provided too much annuity income, EFILI will add interest at the rate
of 6% per year compounded annually and withhold annuity income on
subsequent following Annuity Income Date(s) until it has recovered the
excess; (2) if EFILI provided too little annuity income, we will make
up the balance plus interest at the rate of 6% per year compounded
annually in a lump sum.
6. ASSIGNMENT. The Contract may not be assigned.
7. DIVIDENDS. The Contract is "non-participating." This means that
there are no dividends. Investment results of the Investment Options
are reflected in benefits.
8. NOTIFICATION OF DEATH. Any Beneficiary claiming an interest in the
Contract must provide us in writing with due proof of your death and
the death of the Joint Annuitant (if any) at the Annuity Service
Center. We will not be responsible for any annuity income paid to you
or the Joint Annuitant (if any) before we receive due proof of death
at the Annuity Service Center.
You and the Joint Annuitant are each responsible for notifying EFILI
of the death of the other. Each Beneficiary is responsible for
notifying EFILI of the death of the last surviving Annuitant or Joint
Annuitant. Upon the death of the last person with the right to receive
annuity income under a Contract, that person's executor is responsible
for notifying EFILI. If too much annuity income is provided because
EFILI is not notified of a death, EFILI may withhold annuity income on
subsequent Annuity Income Dates, or take legal action, until it has
recovered any excess amounts.
SELLING THE CONTRACTS
The Contracts are distributed through Fidelity Brokerage Services,
Inc. and Fidelity Insurance Agency, Inc. Each is a subsidiary of FMR
Corp., the parent company of EFILI. Fidelity Brokerage Services, Inc.
is the principal underwriter (distributor) of the Contracts. Fidelity
Distributors Corporation is the distributor of the Fidelity family of
funds, including the Funds. The principal business address of Fidelity
Brokerage Services, Inc. and Fidelity Distributors Corporation is 82
Devonshire Street, Boston, Massachusetts 02109. Fidelity Insurance
Agency, Inc. receives sales compensation from EFILI of not more than
3% of the Purchase Payments. Amounts paid by EFILI to Fidelity
Insurance Agency, Inc. will be paid out of the general assets of
EFILI, which may include proceeds derived from mortality and expense
risk charges EFILI deducts from the Variable Account.
POSTPONEMENT OF BENEFITS
We will usually send annuity income within seven days of the Annuity
Income Date. We will usually send any lump sum distributions to
Beneficiaries within seven days of the day we receive proper notice.
We will usually send any Death Benefit within seven days after we
receive due proof of your death (for a single life Contract) or the
deaths of you and the Joint Annuitant (for a joint life Contract).
However, we may delay sending these amounts if (1) the disposal or
valuation of the Variable Account's assets is not reasonably
practicable because the New York Stock Exchange is closed for other
than a regular holiday or weekend, trading is restricted by the SEC,
the SEC declares that an emergency exists; or (2) the SEC by order
permits postponement for any other reason.
MORE ABOUT THE VARIABLE ACCOUNT AND THE FUNDS
CHANGES IN INVESTMENT OPTIONS
We may from time to time make additional investment options available
to you. These investment options will invest in investment portfolios
that we find suitable for the Contract.
EFILI also has the right to eliminate any Investment Option, to
combine two or more Investment Options, or substitute a new portfolio
or fund for the Portfolio in which an Investment Option invests. A
substitution may become necessary if, in EFILI's judgment, a Portfolio
or Fund no longer suits the purpose of the Contract. This may happen
due to a change in laws or regulations, or a change in a Portfolio's
investment objectives or restrictions, or because the Portfolio is no
longer available for investment, or for some other reason. EFILI would
obtain prior approval from the SEC and any other required approvals
before making such a substitution.
EFILI also reserves the right to operate the Variable Account as a
management investment company under the 1940 Act or any other form
permitted by law or to deregister the Variable Account under such Act
in the event such registration is no longer required.
TOTAL RETURN FOR AN INVESTMENT OPTION
The Total Return reflects the investment performance of the
Investment Option, less all expenses and charges, for the Valuation
Period. EFILI determines the Total Return of an Investment
Option at the end of each Valuation Period. Such determinations are
made as of the close of business each day the New York Stock Exchange
is open for business.
Shares of the Funds are valued at net asset value. Any dividends or
capital gains distributions of a Portfolio of the Funds are reinvested
in shares of that Portfolio.
VOTING RIGHTS
EFILI will vote shares of the Funds owned by the Variable Account
according to your instructions. However, if the Investment Company Act
of 1940 or any related regulations or interpretations should change,
and EFILI decides that it is permitted to vote the shares of the Funds
in its own right, it may decide to do so.
EFILI calculates the number of shares that you may instruct it to vote
by dividing the reserve maintained in each Investment Option to meet
the obligations under the Contract by the net asset value of one share
of the corresponding Portfolio. Fractional votes will be counted.
EFILI reserves the right to modify the manner in which it calculates
the weight to be given to your voting instructions where such a change
is necessary to comply with Federal regulations or interpretations of
those regulations.
EFILI will determine the number of shares you can instruct it to vote
90 days or less before the applicable Fund shareholder meeting. At
least 14 days before the meeting, we will mail you material for
providing your voting instructions.
If your voting instructions are not received in time, EFILI will vote
the shares in the same proportion as the instructions received with
regard to all other contracts issued through the Variable Account.
EFILI will also vote shares it holds in the Variable Account that are
not attributable to contracts in the same proportionate manner. Under
certain circumstances, EFILI may be required by state regulatory
authorities to disregard voting instructions. This may happen if
following such instructions would change the sub-classification or
investment objectives of the Portfolios, or result in the approval or
disapproval of an investment advisory contract.
Under Federal regulations, EFILI may also disregard instructions to
vote for changes in investment policies or the investment
Adviser if it disapproves of the proposed changes. EFILI would
disapprove a proposed change only if it were contrary to state law,
prohibited by state regulatory authorities, or if it decided that the
change would result in overly speculative or unsound investments. If
EFILI ever disregards voting instructions, it will include a summary
of its actions in the next semi-annual report.
RESOLVING MATERIAL CONFLICTS
The Funds are available to separate accounts offering variable annuity
and variable life products of other participating insurance companies,
as well as to the Variable Account and other separate accounts EFILI
establishes.
Although EFILI does not anticipate any disadvantages to this, there is
a possibility that a material conflict may arise between the interest
of the Variable Account and one or more of the other separate accounts
participating in a Fund. A conflict may occur due to a change in law
affecting the operations of variable life insurance and variable
annuity separate accounts, differences in the voting instructions we
receive and instructions received by other companies, or some other
reason. In the event of a conflict, it is possible that the Variable
Account might be required to withdraw its investment in the Funds. In
the event of any conflict, we will take any steps necessary to protect
Annuitants, Joint Annuitants, and Beneficiaries.
PERFORMANCE
Performance information for the Investment Options may appear in
reports and advertising to current and prospective Owners, Annuitants,
Joint Annuitants, and Beneficiaries. The performance information is
based on historical investment experience of the Investment Options
and the Funds and does not indicate or represent future performance.
(small solid bullet) TOTAL RETURNS are based on the overall dollar or
percentage change in value of a hypothetical investment. Total return
quotations reflect changes in Portfolio share price, the automatic
reinvestment by the separate account of all distributions and the
deduction of applicable annuity charges.
(small solid bullet) A CUMULATIVE TOTAL RETURN reflects performance
over a stated period of time.
(small solid bullet) An AVERAGE ANNUAL TOTAL RETURN reflects the
hypothetical annually compounded return that would have produced the
same cumulative total return if the performance had been constant over
the entire period. Because average annual total returns tend to smooth
out variations in an Investment Option's returns, you should recognize
that they are not the same as actual year-by-year results.
(small solid bullet) Some Investment Options may also advertise YIELD.
These measures reflect the income generated by an investment in the
Investment Option over a specified period of time. This income is
annualized and shown as a percentage. Yields do not take into account
capital gains or losses.
(small solid bullet) The MONEY MARKET INVESTMENT OPTION may advertise
its CURRENT and EFFECTIVE YIELD. Current yield reflects the income
generated by an investment in the Investment Option over a 7 day
period. Effective yield is calculated in a similar manner except that
income earned is assumed to be reinvested. The INVESTMENT GRADE BOND
and the HIGH INCOME INVESTMENT OPTIONS may advertise a 30 DAY YIELD
which reflects the income generated by an investment in the Investment
Option over a 30 day period.
LITIGATION
Neither EFILI, the Variable Account, nor Fidelity Brokerage Services,
Inc. is a party to any material litigation.
APPENDIX - ILLUSTRATIONS OF VALUES
We have prepared the following tables to show how investment
performance affects your variable annuity income over time. In these
illustrations, we assume that you are the person who will receive the
variable annuity income, and that the Contract is a Non-qualified
Contract. The illustrations show variable annuity income amounts and
fixed annuity income amounts.
The variable annuity income amounts reflect three different
assumptions for a constant investment return after all expenses:
- -1.95%, the Benchmark Rate of Return, and 9.82%. These are
hypothetical rates of return and, of course, EFILI does not guarantee
that you will earn these returns for any one year or any sustained
period of time. The tables are for illustrative purposes only and do
not represent past or future investment returns.
Your variable income may be more or less than the income shown if the
actual returns of the Investment Options are different than those
illustrated. Since it is very likely that your investment returns will
fluctuate over time, you can expect that the amount of your annuity
income will also fluctuate. The total amount of annuity income
ultimately received will depend on how long you live and whether you
choose a guarantee period option.
Another factor which determines the amount of variable annuity income
is the Benchmark Rate of Return. You choose the Benchmark Rate of
Return from the options available. Income will increase from one
Annuity Income Date to the next if the annualized Total Return
during that time is greater than the Benchmark Rate of Return you
choose, and will decrease if the annualized Total Return is
less than the Benchmark Rate of Return.
Two tables follow. The first is based on a 3.5% Benchmark Rate of
Return, and the second is based on a 5% Benchmark Rate of Return.
The income amounts shown reflect the deduction of all fees and
expenses. Portfolio management fees and operating expenses are assumed
to be at an annual rate of .96% of their average daily net assets.
Actual fees and expenses under the Contract may be higher or lower,
will vary from year to year, and will depend on how you allocate among
the portfolios. The mortality and expense risk and administration
charge are assumed to be at an annual rate of 1% of the average daily
net assets.
Upon request we will furnish a customized illustration based on your
individual circumstances and choice of annuity options.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
INCOME ADVANTAGE ILLUSTRATION
ANNUITANT(S): JOHN DOE ANNUITY PURCHASE AMOUNT: $100,000
SEX: MALE CONTRACT DATE: 3/1/99
DATE OF BIRTH: 1/1/34 FIRST ANNUITY INCOME DATE: 4/1/99
PURCHASE PAYMENT ALLOCATION: 100% VARIABLE 0% FIXED
ANNUITY INCOME OPTION: SINGLE FREQUENCY OF ANNUITY INCOME: MONTHLY
LIFE ANNUITY
PREMIUM TAX FOR NEW YORK: 0%
</TABLE>
The amount of monthly variable annuity income shown in the table
below and the graph that follows assumes a constant annual investment
return. The amount of variable annuity income you actually receive
will depend on the investment performance of the portfolios you
select. Your variable income can go up or down and no minimum dollar
amount of variable income is guaranteed. The amounts shown are based
on a 3.5% Benchmark Rate of Return.
Annual rate of return after
all expenses: (1)
Annuity Income Date Age -1.95% 3.5% 9.82%
Apr. 1, 1999 65 $ 587 $ 590 $ 593
Apr. 1, 2000 66 $ 556 $ 590 $ 629
Apr. 1, 2001 67 $ 527 $ 590 $ 668
Apr. 1, 2002 68 $ 499 $ 590 $ 708
Apr. 1, 2003 69 $ 473 $ 590 $ 752
Apr. 1, 2008 74 $ 361 $ 590 $ 1,011
Apr. 1, 2013 79 $ 275 $ 590 $ 1,359
Apr. 1, 2018 84 $ 210 $ 590 $ 1,828
(1) The corresponding returns before annuity and investment expense
s are: 0%, 5.56%, and 12.00%
IF YOU APPLIED 100% OF YOUR PURCHASE PAYMENT TO FIXED ANNUITY
INCOME ON THE DATE OF THIS ILLUSTRATION, THE AMOUNT OF YOUR FIXED
ANNUITY INCOME WOULD BE $650.58.
Current Expenses: 0.96%
Updated 2/23/98
3.5% Benchmark
First Payment: $589.11
Net Returns
Year -1.95% 3.50% 9.82%
1 $587 $590 $593
2 $556 $590 $629
3 $527 $590 $668
4 $499 $590 $708
5 $473 $590 $752
6 $448 $590 $797
7 $424 $590 $846
8 $402 $590 $898
9 $381 $590 $953
10 $361 $590 $1,011
11 $342 $590 $1,073
12 $324 $590 $1,138
13 $307 $590 $1,208
14 $291 $590 $1,281
15 $275 $590 $1,359
16 $261 $590 $1,442
17 $247 $590 $1,531
18 $234 $590 $1,624
19 $222 $590 $1,723
20 $210 $590 $1,828
$5,000.00 of your annuity income is tax free each year until the
total amount of tax-free income equals the amount of your original
investment.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
INCOME ADVANTAGE ILLUSTRATION
ANNUITANT(S): JOHN DOE ANNUITY PURCHASE AMOUNT: $100,000
SEX: MALE CONTRACT DATE: 3/1/99
DATE OF BIRTH: 1/1/34 FIRST ANNUITY INCOME DATE: 4/1/99
PURCHASE PAYMENT ALLOCATION: 100% VARIABLE 0% FIXED
ANNUITY INCOME OPTION: SINGLE FREQUENCY OF ANNUITY INCOME: MONTHLY
LIFE ANNUITY
PREMIUM TAX FOR NEW YORK: 0%
</TABLE>
The amount of monthly variable annuity income shown in the table
below and the graph that follows assumes a constant annual investment
return. The amount of variable annuity income you actually receive
will depend on the investment performance of the portfolios you
select. Your variable income can go up or down and no minimum dollar
amount of variable income is guaranteed. The amounts shown are based
on a 5.0% Benchmark Rate of Return.
Annual rate of return after
all expenses: (1)
Annuity Income Date Age -1.95% 5% 9.82%
Apr. 1, 1999 65 $ 677 $ 681 $ 684
Apr. 1, 2000 66 $ 632 $ 681 $ 715
Apr. 1, 2001 67 $ 590 $ 681 $ 748
Apr. 1, 2002 68 $ 551 $ 681 $ 782
Apr. 1, 2003 69 $ 515 $ 681 $ 818
Apr. 1, 2008 74 $ 365 $ 681 $ 1,024
Apr. 1, 2013 79 $ 260 $ 681 $ 1,281
Apr. 1, 2018 84 $ 184 $ 681 $ 1,604
(1) The corresponding returns before annuity and investment
expenses are: 0%, 7.09%, and 12.00%
IF YOU APPLIED 100% OF YOUR PURCHASE PAYMENT TO FIXED ANNUITY
INCOME ON THE DATE OF THIS ILLUSTRATION, THE AMOUNT OF YOUR FIXED
ANNUITY INCOME WOULD BE $650.58.
Current Expenses: 0.96%
Male, Age 65, Life Only
5% Benchmark
First Payment: $679.55
Net Returns
Year -1.95% 5.00% 9.82%
1 $677 $681 $684
2 $632 $681 $715
3 $590 $681 $748
4 $551 $681 $782
5 $515 $681 $818
6 $481 $681 $855
7 $449 $681 $895
8 $419 $681 $936
9 $391 $681 $979
10 $365 $681 $1,024
11 $341 $681 $1,071
12 $319 $681 $1,120
13 $298 $681 $1,171
14 $278 $681 $1,225
15 $260 $681 $1,281
16 $242 $681 $1,340
17 $226 $681 $1,402
18 $211 $681 $1,466
19 $197 $681 $1,533
20 $184 $681 $1,604
$5,000.00 of your annuity income is tax free each year until the
total amount of tax-free income equals the amount of your original
investment.
TABLE OF CONTENTS OF THE
STATEMENT OF ADDITIONAL INFORMATION
Service Agreements
General Information
Performance
Safekeeping of Variable
Account Assets
Distribution of the Contracts
State Regulation
Legal Matters
Registration Statement
Independent Accountants
Financial Statements
INDIVIDUAL RETIREMENT ACCOUNT
DISCLOSURE STATEMENT
1. Internal Revenue Service Regulations require you be given this
Disclosure Statement to make certain that you fully understand the
nature of an Individual Retirement Annuity (IRA). For this reason, it
is important that you read this statement carefully.
REVOCATION
2. You are allowed to revoke or cancel your IRA within thirty (30)
days of the later of (1) the date of the application for the IRA; or
(2) the date you receive the IRA Contract. A revocation treats an IRA
as if it never existed. If you revoke within ten days of receiving the
Contract, EFILI will refund the greater of (1) your Purchase Payment
in full, neither crediting your Contract for earnings, nor charging it
with any administrative expenses; or (2) your Purchase Payment plus
the investment performance of the Money Market Investment Option. If
you revoke later during the Free Look Period, EFILI will refund your
Purchase Payment adjusted for investment performance.
You may revoke your IRA by mailing or delivering a notice of
revocation to:
Empire Fidelity Investments Life Insurance Company
Annuity Service Center
200 Liberty Street, Tower A
One World Financial Center
New York, New York 10281
A notice of revocation shall be deemed mailed on the date of the
postmark (or if sent by certified or registered mail, the date of
certification or registration) if it is deposited in the mail in the
United States in an envelope, or other appropriate wrapper, first
class postage prepaid, properly addressed.
Any question regarding this procedure may be directed to a Fidelity
Annuity Specialist at 1-800-544-2442.
CONTRIBUTIONS
3. You may establish an IRA for the purpose of rolling over all or a
portion of certain distributions from a qualified plan, tax sheltered
annuity, individual retirement account or other IRA within 60 days of
receipt of the distribution. The amount of your rollover IRA
contribution will not be included in your taxable income for the year
in which you receive the distribution.
4. Subsequent contributions will not be accepted.
5. No deduction is allowed for a rollover contribution.
INVESTMENTS
6. The assets in your IRA are nonforfeitable.
7. The IRA is not transferable and is established for the exclusive
benefit of you and your designated beneficiary or beneficiaries.
DISTRIBUTIONS
8. Distributions from your IRA generally will be included in your
gross income for Federal income tax purposes for the year in which you
receive them.
9. To the extent they are included in taxable income, distributions
from your IRA made before age 59 1/2 will be subject to a 10%
non-deductible penalty tax (in addition to being taxable as ordinary
income) unless the distribution is rolled over to another qualified
plan, tax sheltered annuity or IRA, or the distribution is made on
account of your death or disability, or the distribution is one of a
scheduled series of "substantially equal periodic payments" over your
life (or life expectancy) or the joint lives (or joint life
expectancies) of yourself and the second person designated by you.
10. You must begin receiving distributions of the assets in your IRAs
by April 1 of the calendar year following the calendar year in which
you reach age 70 1/2. Subsequent distributions must be made by
December 31 of each year.
11. Generally, you may select any of the annuity income options under
the Contract as the method of distribution for the assets of this IRA.
However, if you name a Joint Annuitant who is not your spouse, the
joint and survivor annuity income options from which you may select
may be limited, depending on the difference in ages between you and
the Joint Annuitant. Also, if you name a Joint Annuitant, all
distributions made while you are alive must be made to you.
Furthermore, if you choose a guarantee period, it generally may not be
longer than your life expectancy (or the joint life and last survivor
expectancy of you and the Joint Annuitant, if any).
12. Once distributions are required to begin, they must not be less
than the amount each year (determined by actuarial tables) which would
exhaust the value of all your IRAs over the required distribution
period, which is generally your life expectancy or the joint life and
last survivor expectancy of you and your spouse. You will be subject
to a 50% excise tax on the amount by which the distribution you
actually received in any year falls short of the minimum distribution
required for the year.
13. If you die before your entire interest is distributed, the
remaining interest, if any. will be distributed as follows:
(a) If you die after distribution of your interest has begun, the
remaining portion of such interest will continue to be distributed at
least as rapidly as under the method of distribution being used prior
to your death.
(b) If you die before distributions have begun, the entire remaining
interest must be distributed as follows:
(1) if there is no Joint Annuitant, by December 31st of the year
containing the fifth anniversary of your death, and usually within
seven days after we receive due proof of your death; or
(2) if there is a Joint Annuitant, in equal or substantially equal
payments over the life or the life with a period certain not exceeding
the life expectancy of the Joint Annuitant starting by December 31st
of the year following the year of your death.
14. You may rollover all or a portion of your IRA into another IRA or
individual retirement annuity and maintain the tax-deferred status of
these assets. Tax-free rollovers between IRAs may be made no more than
once every twelve months.
OTHER TAX CONSIDERATIONS
15. Distributions are taxed generally as ordinary income under Federal
income tax laws.
16. The tax treatment of single sum distributions under Section 402(d)
of the Code is not applicable to distributions from IRAs.
17. Reporting to the IRS will be required by you in the event that
special taxes or penalties described herein are due. You must file
Treasury Form 5329 with the IRS for each taxable year in which a
premature distribution takes place, excess distributions are made, or
less than the required minimum amount is distributed from your IRA.
The Tax Reform Act of 1986 also requires you to report the amount of
all distributions you received from your IRA and the aggregate balance
of all IRAs as of the end of the calendar year.
PROHIBITED TRANSACTIONS
18. If you or your designated beneficiary borrow any money under, or
by use of, all or a portion of your IRA, then the entire Contract will
lose its IRA classification, and you must include in gross income the
fair market value of the Contract as of the first day of the tax year.
If you are younger than age 59 1/2 at that time, you may have to pay
the 10% penalty tax on premature distributions.
FINANCIAL INFORMATION
19. The value of your investment will depend on how you allocate your
Purchase Payment between fixed and variable annuity income. The
portion of your Purchase Payment allocated to fixed annuity income
results in income that is the same from one Annuity Income Date to the
next unless you choose an annuity income option that calls for
decreasing annuity income upon your death or the death of the Joint
Annuitant. The annuity income from the portion of your Purchase
Payment allocated to the Investment Options will depend upon the
actual investment performance of the Investment Options you choose. No
minimum amount of variable annuity income is guaranteed. See your
prospectus for a more detailed description.
20. As further described in the prospectus, the following are all the
charges that EFILI currently makes:
(a) ADMINISTRATIVE CHARGE
EFILI deducts a daily charge from the assets of the Investment
Options equivalent to an effective annual rate of 0.25%. This charge
is not made against any portion of your Purchase Payment allocated to
the purchase of fixed annuity income.
(b) MORTALITY AND EXPENSE RISK CHARGE
EFILI deducts a daily charge from the assets of the Investment
Options equivalent to an effective annual rate of 0.75%. This charge
is not made against any portion of your Purchase Payment allocated to
the purchase of fixed annuity income.
(c) PORTFOLIO EXPENSES
The Portfolios associated with the Investment Options incur operating
expenses and pay monthly management fees to Fidelity Management &
Research Company. The level of expenses varies by Portfolio. These
charges do not apply to any portion of your Purchase Payment allocated
to the purchase of fixed annuity income.
PART B
INFORMATION REQUIRED IN A STATEMENT
OF ADDITIONAL INFORMATION
INCOME ADVANTAGE
STATEMENT OF ADDITIONAL INFORMATION
APRIL 30, 1999
This Statement of Additional Information supplements the information
found in the current Prospectus for the variable annuity contracts
("Contracts") offered by Empire Fidelity Investments Life Insurance
Company through its Variable Annuity Account A (the "Variable
Account"). You may obtain a copy of the Prospectus dated April 30,
1999 , without charge by calling 1- 800-544-2442.
THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS AND
SHOULD BE READ TOGETHER WITH THE PROSPECTUS FOR THE CONTRACT.
TABLE OF CONTENTS PAGE
Service Agreements 88
General Information 88
Performance 88
Safekeeping of Variable 93
Account Assets
Distribution of the Contracts 93
State Regulation 93
Legal Matters 93
Registration Statement 93
Independent Accountants 93
Financial Statements 94
SERVICE AGREEMENTS
We have entered into a service agreement with Fidelity Investments
Life Insurance Company ("FILI"), our parent. FILI may provide
accounting, underwriting, claims, actuarial and data processing
services.
GENERAL INFORMATION
We may advertise quotes of Owners, Annuitants, Joint Annuitants or
Beneficiaries discussing Empire Fidelity Income Advantage or services
provided by EFILI. In addition, we may from time to time use
statistics in advertising to support the growth of annuity sales.
Information to support these statistics may be obtained from the Life
Insurance Marketing Research Association, A.M. Best, American Council
of Life Insurance or the Variable Annuity Research and Data Service.
From time to time, we may reprint and use as advertising and sales
literature, articles or quotes from financial or business publications
and periodicals. In addition, we may reference or discuss the products
and services of other affiliated companies, which may include:
Fidelity funds; retirement investing; brokerage products and services;
saving for college; and charitable giving.
In addition, Empire Fidelity Investments Life may also provide
information to help individuals understand their investment goals and
explore various financial strategies. In communicating these
strategies, we may:
(solid bullet) compare the differences between tax deferred and
taxable investments;
(solid bullet) discuss factors to consider when purchasing the
contract;
(solid bullet) discuss the effects of probate when transferring the
contract to heirs;
(solid bullet) discuss traditional sources of retirement income and
products which may be used to supplement that income;
(solid bullet) discuss effects of inflation on fixed-income sources
and how the variable investment options may be used as a potential
hedge against inflation during the deferral and income periods;
(solid bullet) illustrate and compare the effects additional payments
have on a contract;
(solid bullet) discuss strategies of reducing risk through
diversification of purchase payments and providing hypothetical
investment mixes;
(solid bullet) discuss past returns of different classes of
investments, based on data supplied through various sources such as
Ibbotson Associates of Chicago, Illinois and;
(solid bullet) assist policyholders with inquiries regarding their
annuity.
This information may be obtained from various sources such as The U.S.
Department of the Treasury, U.S. Department of Labor, and Individual
Annuitant Mortality Table. We may present this information through
various methods such as charts, graphs, illustrations, and tables.
You may purchase the contract with proceeds from various sources such
as transactions qualifying for a tax-free exchange under Section 1035
of the Internal Revenue Code.
Investments by the Subaccounts in securities of foreign issuers may
result in a foreign investment tax credit which we will claim on our
federal income tax filings.
PERFORMANCE
Performance information for any Investment Option may be compared, in
reports and advertising to: (1) the Standard & Poor's 500 Composite
Stock Price Index ("S & P 500"), Dow Jones Industrial Average
("DJIA"), Donoghue's Money Market Institutional Averages; (2) other
variable annuity separate accounts or other investment products
tracked by Lipper Analytical Services, Morningstar, or the Variable
Annuity Research and Data Service, widely used independent research
firms which rank mutual funds and other investment companies by
overall performance, investment objectives, and assets; and (3) the
Consumer Price Index (measure for inflation) to assess the real rate
of return from an investment. Unmanaged indices may assume the
reinvestment of dividends but generally do not reflect deductions for
annuity charges and investment management costs.
Total returns, yields and other performance information may be quoted
numerically or in a table, graph, or similar illustration. Reports and
advertising may also contain other information including the ranking
of any Investment Option derived from rankings of variable annuity
separate accounts or other investment products tracked by Lipper
Analytical Services, rating services, companies, publications or other
persons who rank separate accounts or other investment products.
The tables below provide performance results for each Investment
Option through 12/31/9 8 . The performance information is based
on the historical investment experience of the Investment Options and
of the Portfolios. It does not indicate or represent future
performance.
TOTAL RETURN
Total returns quoted in advertising reflect all aspects of an
Investment Option's return, including the automatic reinvestment by
the separate account of all distributions and any change in the
Investment Option's value over the period. Average annual returns are
calculated by determining the growth or decline in value of a
hypothetical historical investment in the Investment Option over a
stated period, and then calculating the annually compounded percentage
rate that would have produced the same result if the rate of growth or
decline in value had been constant over the period. For example, a
cumulative return of 100% over ten years would produce an average
annual return of 7.18%, which is the steady rate that would equal 100%
growth on a compounded basis in ten years. While average annual
returns are a convenient means of comparing investment alternatives,
investors should realize that the Investment Option's performance is
not constant over time, but changes from year to year, and that
average annual returns represent averaged figures as opposed to the
actual year-to-year performance of an Investment Option.
Table 1 shows the average annual total return on a hypothetical
investment in the Investment Options for the last year, from the date
that the Portfolios began operations, and, for Portfolios in existence
for five years or more, for five years, through December 31,
199 8 . The returns reflect the risk and administrative charge
(1% on an annual basis).
Table 1: Average Annual Total Return for Period Ending on
12/31/9 8 .
Investment Option Start Date One Year Five Years Life of Fund
Fidelity
Asset Manager 9/6/89 13.90% 10.69% 11.85%
Money Market 4/1/82 4.41% 4.24% 4.62%*
Investment Grade Bond 12/5/88 7.76% 5.63% 7.27%*
Equity-Income 10/9/86 10.51% 17.59% 14.47%*
Growth 10/9/86 38.10% 20.52% 18.21%*
High Income 9/19/85 (5.29)% 7.71% 9.96%*
Overseas 1/28/87 11.62% 8.60% 7.50%
Index 500 8/27/92 27.04% 22.49% 19.95%
Asset Manager: Growth 1/3/95 16.39% N/A 20.21%
Contrafund 1/3/95 28.68% N/A 27.34%
Growth Opportunities 1/3/95 23.37% N/A 25.00%
Balanced 1/3/95 16.46% N/A 14.71%
Growth & Income 12/30/96 28.29% N/A 27.90%
Morgan Stanley Dean Witter
Emerging Markets Equity 10/1/96 (24.94)% N/A (12.94)%
Emerging Markets Debt 6/16/97 (29.10)% N/A (20.05)%
Global Equity 1/2/97 12.34% N/A 18.19%
International Magnum 1/2/97 7.88% N/A 7.67%
Strong
Discovery Fund II 5/8/92 6.19% 7.89% 10.22%
Opportunity Fund II 5/8/92 12.41% 15.84% 17.86%
Growth Fund II1 12/31/96 27.39% N/A 27.93%
Warburg Pincus
International Equity 6/30/95 4.29% N/A 4.65%
Small Company Growth 6/30/95 (3.82)% N/A 13.23%
Post-Venture Capital 9/30/95 5.44% N/A 6.48%
PBHG
Growth II 5/1/97 7.10% N/A 8.38%
Large Cap Value 10/29/97 36.58% N/A 34.84%
Select 20 9/26/97 60.89% N/A 45.63%
Small Cap Value 10/29/97 9.83% N/A 12.47%
Technology & Communications 5/1/92 30.88% N/A 19.87%
* 10 Years
Average Annual Total Return f rom the Separate Account inception
date, 7/15/91
Investment Option Life of Fund
Fidelity
Asset Manager 12.14%
Money Market 3.79%
Investment Grade Bond 7.12%
Equity-Income 17.33%
Growth 19.62%
High Income 11.90%
Overseas 9.19%
In addition to average annual returns, the Investment Options may
quote unaveraged or cumulative total returns reflecting the simple
change in value of an investment over a stated period.
Table 2 shows the cumulative total return on a hypothetical investment
in the Investment Options from the date the Portfolios began
operations through December 31, 199 8 . The returns reflect the
risk and administrative charge (1% on an annual basis).
Table 2: Cumulative Total Return for Period Ending on 12/31/9 8 .
Investment Option Start Date One Year Five Years Life of Fund
Fidelity
Asset Manager 9/6/89 13.90% 66.16% 184.11%
Money Market 4/1/82 4.41% 23.07% 57.04%*
Investment Grade Bond 12/5/88 7.76% 31.53% 101.82%*
Equity-Income 10/9/86 10.51% 124.80% 286.25%*
Growth 10/9/86 38.10% 154.29% 432.59%*
High Income 9/19/85 (5.29)% 44.95% 158.51%*
Overseas 1/28/87 11.62% 51.09% 136.29%*
Index 500 8/27/92 27.04% 175.71% 217.35%
Asset Manager: Growth 1/3/95 16.39% N/A 108.64%
Contrafund 1/3/95 28.68% N/A 162.59%
Growth Opportunities 1/3/95 23.37% N/A 143.86%
Balanced 1/3/95 16.46% N/A 73.02%
Growth & Income 12/30/96 28.29% N/A 63.59%
Morgan Stanley Dean Witter
Emerging Markets Debt 6/16/97 (29.10)% N/A (29.19)%
Emerging Markets Equity 10/1/96 (24.94)% N/A (26.79)%
Global Equity 1/2/97 12.34% N/A 39.56%
International Magnum 1/2/97 7.88% N/A 15.89%
Investment Option Start Date One Year Five Years Life of Fund
PBHG
Growth II 5/1/97 7.10% N/A 14.36%
Technology & Communications 5/1/92 30.88% N/A 35.31%
Large Cap Value 10/29/97 36.58% N/A 42.09%
Small Cap Value 10/29/97 9.83% N/A 14.81%
Select 20 9/26/97 60.89% N/A 60.94%
Strong
Discovery Fund II 5/8/92 6.19% 46.19% 91.02%
Growth Fund II1 12/31/96 27.39% N/A 63.67%
Opportunity Fund II 5/8/92 12.41% 108.58% 198.35%
Warburg Pincus
International Equity 6/30/95 4.29% N/A 17.30%
Small Company Growth 6/30/95 (3.82)% N/A 54.59%
Post-Venture Capital 6/30/95 5.44% N/A 15.19%
* 10 Years
1 Strong Growth Fund II is currently called Strong Mid Cap Growth
Fund II.
Cumulative Total Return from the Separate Account inception date,
7/15/91.
Investment Option Life of Fund
Fidelity
Asset Manager 135.28%
Money Market 32.01%
Investment Grade Bond 67.13%
Equity-Income 229.79%
Growth 281.18%
High Income 131.52%
Overseas 92.83%
YIELDS
Some Investment Options may also advertise yields. Yields quoted in
advertising reflect the change in value of a hypothetical investment
in the Investment Option over a stated period of time, not taking into
account capital gains or losses. Yields are annualized and stated as a
percentage. Yields quoted in advertising may be based on historical
seven day periods.
Current yield for the Money Market Investment Option reflects the
income generated by the Investment Option over a 7 day period. Current
yield is calculated by determining the change (net of management fees
and the 1% insurance charge) of a hypothetical account containing one
share of the underlying Portfolio exclusive of capital changes. This
change is divided by the value of the account at the beginning of the
base period to obtain the base period return. This base period return
is annualized by multiplying by (365/7). The resulting yield figure is
carried to the nearest hundredth of a percent. Effective yield is
obtained by compounding the base period return over a one year period.
Since the reinvestment of income is assumed in the calculation of the
effective yield, it will generally be higher than the current yield.
For the 7 day period ending on 12/31/9 8 , the Money Market
Investment Option had a current yield of 4.06% and an effective yield
of 4.14%.
A 30 day yield for bond Investment Options reflects the income
generated by an Investment Option over a 30 day period. Current yield
is calculated by determining the interest income (net of management
fees and the 1% insurance charge) of a hypothetical account containing
one share exclusive of capital changes. Yield will be computed by
dividing the net interest income during the period by the value of the
hypothetical account at the end of the period. Income is calculated
for purposes of yield quotations in accordance with standardized
methods applicable to all bond funds. In general, interest income is
reduced with respect to bonds trading at a premium over their par
value by subtracting a portion of premium from income on a daily basis
and is increased with respect to bonds trading at a discount by adding
a portion of the discount to daily income. Capital gains and losses
are generally excluded from the calculation. The 30 day yield for the
period ending on 12/31/9 8 was 4.56 % for the Investment
Grade Bond Investment Option, 9.36 % for the High Income
Investment Option and 11.94 % for Emerging Markets Debt
Investment Option.
ANNUITY INCOME
Periodic annuity income amounts may be illustrated using the
historical performance of the Investment Options, the Standard &
Poor's 500 Composite Stock Price Index or other recognized investment
benchmark portfolios. All illustrations will reflect the 1% annual
annuity charge and actual or assumed Portfolio expenses.
SAFEKEEPING OF VARIABLE ACCOUNT ASSETS
The assets of the Variable Account are held by EFILI. The assets of
the Variable Account are held apart from our general account assets
and any other separate accounts we may establish. We maintain records
of all purchases and redemptions of the shares of the Funds held by
the variable Investment Options. We maintain fidelity bond coverage
for the acts of our officers and employees.
DISTRIBUTION OF THE CONTRACTS
As explained in the Prospectus, the Contracts are distributed through
Fidelity Brokerage Services, Inc. and Fidelity Insurance Agency, Inc.,
which are affiliated with FMR Corp. and EFILI. The offering of the
contracts is continuous, and we do not anticipate discontinuing
offering the Contracts. However, we reserve the right to discontinue
offering the contracts.
STATE REGULATION
EFILI is subject to regulation by the Department of Insurance of the
State of New York, which periodically examines our financial condition
and operations. The Contract described in the Prospectus and Statement
of Additional Information has been filed with and, where required,
approved by, insurance officials in those jurisdictions where it is
sold.
We are required to submit annual statements of our operations,
including financial statements, to the insurance departments of the
various jurisdictions where we do business to determine solvency and
compliance with applicable insurance laws and regulations.
LEGAL MATTERS
The legal validity of the Contracts described in the Prospectus and
Statement of Additional Information has been passed on by David J.
Pearlman, General Counsel of EFILI. Jorden Burt Boros Cicchetti
Berenson & Johnson LLP of Washington, D.C. has passed on matters
relating to federal securities laws.
REGISTRATION STATEMENT
We have filed a Registration Statement under the Securities Act of
1933 with the SEC relating to the Contracts. The Prospectus and
Statement of Additional Information do not include all the information
in the Registration Statement. We have omitted certain portions
pursuant to SEC rules. You may obtain the omitted information from the
SEC's main office in Washington, D.C. by paying the SEC's prescribed
fees.
INDEPENDENT ACCOUNTANTS
The balance sheets of Empire Fidelity Investments Life
Insurance Company as of December 31, 1998 and 1997, an d the
related stat ements of income and comprehensive income, of
stockholder's equity, and of cash flows for each of the three years in
the period ended December 31, 1998 , and the statement of assets
and liabilities of the Empire Fidelity Investments V ariable
Annuity Account A as of December 31, 199 8 , and the related
statements of operations and changes in net assets for the years ended
December 31, 1 998 and 1997 included in this registration
statement have been included herein in reliance on the reports of
PricewaterhouseCoopers LLP , independent accountants, on the
authority of that firm as experts in accounting and auditing.
FINANCIAL STATEMENTS
The financial statements of EFILI included herein should be
distinguished from the financial statements of the Variable Account
and should be considered only as bearing upon our ability to meet our
obligations under the Contracts.
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Ultimate Subsidiary of FMR Corp.)
FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Ultimate Subsidiary of FMR Corp.)
FINANCIAL STATEMENTS
for the years ended December 31, 1998, 1997 and 1996
Page(s)
Report of Independent 1
Accountants
Balance Sheets 2
Statements of Income and 3
Comprehensive Income
Statements of Stockholder's 4
Equity
Statements of Cash Flows 5
Notes to Financial Statements 6-14
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Stockholder of
Empire Fidelity Investments Life Insurance Company:
In our opinion, the accompanying balance sheets and the related
Statements of income and comprehensive income, of stockholder's equity
and of cash flows present fairly, in all material respects, the
financial position of Empire Fidelity Investments Life Insurance
Company (a wholly-owned ultimate subsidiary of FMR Corp.) at December
31, 1998 and 1997, and the results of its operations and its cash
flows for each of the three years in the period ended December 31,
1998, in conformity with generally accepted accounting principles.
These financial statements are the responsibility of the Company's
management; our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of
these statements in accordance with generally accepted auditing
standards which require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits provide
a reasonable basis for the opinion expressed above.
PRICEWATERHOUSECOOPERS LLP
BOSTON, MASSACHUSETTS
January 25, 1999
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Ultimate Subsidiary of FMR Corp.)
BALANCE SHEETS
(in thousands, except share data)
December 31, 1998 and 1997
ASSETS 1998 1997
Debt securities available for $19,386 $19,176
sale
Cash and cash equivalents 2,363 629
Accrued investment income 331 325
Deferred policy acquisition 16,253 12,960
costs
Other assets 36 76
Separate account assets 1,018,128 793,336
Total assets $1,056,497 $826,502
LIABILITIES
Future contract and policy 4,919 7,183
benefits
Net deferred tax liability 3,508 2,663
Payable to parent and 1,903 1,021
affiliates
Other liabilities and accrued 200 148
expenses
Separate account liabilities 1,017,950 793,175
Total liabilities 1,028,480 804,190
Commitments and contingencies
(Note 8)
STOCKHOLDER'S EQUITY
Common stock, par value $10
per share
- - 200,000 shares authorized,
issued
- - and outstanding 2,000 2,000
Additional paid-in capital 12,500 11,500
Accumulated other 395 289
comprehensive income
Retained earnings 13,122 8,523
Total stockholder's equity 28,017 22,312
Total liabilities and $1,056,497 $826,502
stockholder's equity
The accompanying notes are an integral part of the financial
statements.
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Ultimate Subsidiary of FMR Corp.)
STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(in thousands)
for the years ended December 31, 1998, 1997 and 1996
1998 1997 1996
Revenues:
Fees charged to contractholders $7,461 $6,933 $5,324
Net investment income 1,007 1,131 948
Net realized gains (losses) 205 123 (1)
Premium revenue 19 - -
8,692 8,187 6,271
Benefits and expenses:
Contract and policy benefits
and
expenses 220 357 336
Underwriting, acquisition and
insurance expenses (1) 1,187 3,997 1,679
1,407 4,354 2,015
Income before provision for
income
taxes 7,285 3,833 4,256
Provision for income taxes 2,686 1,452 1,595
Net income 4,599 2,381 2,661
Other comprehensive income,
before tax:
Unrealized gains (losses) on
securities:
Unrealized holding gains
(losses) arising
during the period 369 285 (365)
Less: reclassification
adjustment for
(gains) losses included in (205) (123) (1)
net income
Benefit (provision) for
income taxes
related to items of other
comprehensive
income (58) (57) 128
Other comprehensive income, 106 105 (238)
net of tax
Comprehensive income $4,705 $2,486 $2,423
(1) Includes affiliated party transactions (Note 6)
The accompanying notes are an integral part of the financial
statements.
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Ultimate Subsidiary of FMR Corp.)
STATEMENTS OF STOCKHOLDER'S EQUITY
(in thousands)
for the years ended December 31, 1998, 1997 and 1996
<TABLE>
<CAPTION>
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Accumulated
Additional Other Total
Common Paid-In Comprehensive Retained Stockholder's
Stock Capital Income Earnings Equity
Balance at December
31, 1995 $2,000 $10,000 $422 $3,481 $15,903
Capital contribution
from parent 1,500 1,500
Comprehensive income:
Net income 2,661 2,661
Other comprehensive
income (238) (238)
Balance at December
31, 1996 2,000 11,500 184 6,142 19,826
Comprehensive income:
Net income 2,381 2,381
Other comprehensive
income 105 105
Balance at December
31, 1997 2,000 11,500 289 8,523 22,312
Capital contribution
from parent 1,000 1,000
Comprehensive income:
Net income 4,599 4,599
Other comprehensive
income 106 106
Balance at December
31, 1998 $2,000 $12,500 $395 $13,122 $28,017
</TABLE>
The accompanying notes are an integral part of the financial
statements.
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(A Wholly-Owned Ultimate Subsidiary of FMR Corp.)
STATEMENTS OF CASH FLOWS
(in thousands)
for the years ended December 31, 1998, 1997 and 1996
1998 1997 1996
Cash flows from operating
activities:
Net income $4,599 $2,381 $2,661
Adjustments to reconcile net
income
to net cash provided by
operating
activities:
Amortization of bond discount
and
Premium 124 116 101
Realized (gain) loss on (205) (123) 1
investments
Depreciation 6 8 10
Change in deferred taxes 787 (172) 590
Change in assets and
liabilities:
Accrued investment income (6) (60) (4)
Addition to deferred policy
acquisition costs, net of
amortization (3,293) (371) (2,949)
Transfer (to) from separate (17) 89 253
accounts
Increase in future contract and
policy benefits (2,264) 126 (575)
Payable to parent and 882 477 31
affiliates, net
Other assets and liabilities 86 (153) (123)
Net cash provided by operating
activities 699 2,318 (4)
Cash flows from investing
activities:
Purchase of investments (9,043) (15,707) (5,060)
Proceeds from disposal of 9,078 13,078 4,265
investments
Net cash used in investing 35 (2,629) (795)
activities
Cash flows from financing
activities:
Capital contribution from 1,000 - 1,500
parent
Net cash provided by financing
activities 1,000 - 1,500
Net increase (decrease) in
cash and
cash equivalents 1,734 (311) 701
Cash and cash equivalents:
Beginning of year 629 940 239
End of year $2,363 $629 $940
The accompanying notes are an integral part of the financial
statements
1.Organization:
Empire Fidelity Investments Life Insurance Company (the "Company") is
a wholly-owned subsidiary of Fidelity Investments Life Insurance
Company (FILI), which is a wholly-owned subsidiary of FMR Corp. The
Company operates exclusively in the State of New York.
The Company issues variable deferred and immediate annuity contracts.
Amounts invested in the fixed option of the contracts are allocated to
the general account of the Company. Amounts invested in the variable
option of the contracts are allocated to the Variable Annuity Account
A, a separate account of the Company. The assets of the Variable
Annuity Account A are invested in the portfolios of the Variable
Insurance Products Fund, the Variable Insurance Products Fund II and,
beginning in 1997, the Variable Insurance Products Fund III, the
Morgan Stanley Universal Funds, the PBGH Insurance Series Funds, the
Strong Variable Insurance Funds and the Warburg Pincus Trust Funds,
which are reported at the net asset value of such portfolios.
Beginning in 1998, the Company also offers a term life insurance
product with level premium paying periods of one, five, ten, fifteen
and twenty years.
2. Summary of Significant Accounting Policies:
Basis of Presentation
The accompanying financial statements of the Company have been
prepared on the basis of generally accepted accounting principles,
which vary in certain respects from reporting practices prescribed or
permitted by state insurance regulatory authorities.
Investments
Investments in debt securities available for sale are reported
at fair value. Fair values are derived from external market
quotations. Unrealized gains or losses on debt securities are
reported as other comprehensive income. The discount or premium on
debt securities, excluding loan-backed bonds and structured
securities, is amortized using the effective interest method.
Amortization of loan-backed bonds and structured securities includes
anticipated prepayments over the estimated economic life of the
security. When actual prepayments differ significantly from
anticipated prepayments, the effective yield is recalculated to
reflect actual payments to date and anticipated future payments and
any resulting adjustment is included in investment income.
Investment income is recognized on the accrual basis. Realized gains
or losses on investments sold are determined by the specific
identification method. Unrealized and realized gains or losses on the
Company's funds retained in the separate account are reflected in
income.
Cash Equivalents
The Company considers all highly liquid instruments purchased with an
original maturity date of three months or less to be cash equivalents.
Cash equivalents represent amounts in demand deposit accounts and
money market mutual funds and are reported at fair value.
Separate Account
Separate account assets represent funds held for the exclusive benefit
of variable annuity contractholders and are reported at fair value.
Since the contractholders receive the full benefit and bear the full
risk of the separate account investments, the income and realized and
unrealized gains and losses from such investments are offset by an
increase or decrease in the amount of liabilities related to the
separate account. The excess of separate account assets over separate
account liabilities represents funds of the Company retained in the
separate account.
Revenue Recognition
Fees charged to contractholders include mortality risk, expense risk,
administrative charges and surrender charges for variable annuity
contractholders. Premium revenues for term life insurance policies
are recognized as revenue over the premium-paying period.
Future Contract and Policy Benefits
Future contract and policy benefits are liabilities for fixed annuity
and life products. Such liabilities are established in amounts
adequate to meet the estimated future obligations of policies in
force. Future contract benefits for annuity products are computed
using interest rates ranging from 3.5% to 6.45% and approximate the
contractholder's account balance. The liabilities for future policy
benefits for traditional life insurance products are computed using
the natural reserve method and are based upon estimates as to future
investment yield, mortality and withdrawals that include provisions
for adverse deviation.
Deferred Policy Acquisition Costs
The costs of acquiring new business, principally first-year
commissions paid to Fidelity Insurance Agency, Inc. in accordance with
a contractual agreement as described in Note 6 and certain expenses
for traditional life policy issue and underwriting have been deferred.
These acquisition costs are being amortized in proportion to the
present value of expected future gross profits or expected future
policy premiums.
Income Taxes
The Company is included in the consolidated federal income tax return
filed by FILI. Under a tax sharing agreement, each company is Charged
or credited its share of taxes as determined on a separate-company
basis.
The liability method is used in accounting for income taxes. Under
this method, deferred tax assets and liabilities are determined based
on differences between financial reporting and tax bases of assets and
liabilities and are measured using the current enacted tax rates.
Fair Value of Financial Instruments
Statement of Financial Accounting Standards No. 107, "Disclosures
about Fair Value of Financial Instruments," requires disclosure of
fair value information about certain financial instruments (insurance
contracts, real estate, goodwill and taxes are excluded) for which it
is practicable to estimate such values, whether or not these
instruments are included in the balance sheet. The fair values and
methods used to estimate fair values of financial instruments are
disclosed throughout the notes to financial statements.
Use of Estimates
The preparation of the financial statements in accordance with
generally accepted accounting principles requires management to make
estimates and assumptions that affect the related amounts and
disclosures in the financial statements. Actual results could differ
from those estimates.
Reclassifications
Certain prior year balances have been reclassified to conform with the
current year presentation.
New Accounting Pronouncements
In June 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 130, "Reporting
Comprehensive Income" (Statement No. 130). Statement No. 130
establishes standards for the reporting and display of comprehensive
income and its components in a full set of general-purpose financial
statements. All items that are required to be recognized under
accounting standards as components of comprehensive income are to be
reported in a financial statement that is displayed with the same
prominence as other financial statements. This statement stipulates
that comprehensive income reflect the change in equity of an
enterprise during a period from transactions and other events and
circumstances from non-owner sources. The Company adopted Statement
No. 130 for 1998, which resulted in reporting unrealized gains and
losses on investments available for sale in comprehensive income.
In December 1997, the AICPA issued Statement of Position 97-3,
"Accounting by Insurance and Other Enterprises for Insurance-Related
Assessments" (SOP No. 97-3"). SOP No. 97-3 provides guidance on when
a liability should be recognized for guaranty fund and other
assessments and how to measure the liability. This statement allows
for the discounting of the liability if the amount and timing of the
cash payments are fixed and determinable. In addition, it provides
criteria for when an asset may be recognized for a portion or all of
the assessment liability or paid assessment that can be recovered
through premium tax offsets or policy surcharges. This statement is
effective for fiscal years beginning after December 15, 1998. The
Company believes that the adoption of this statement will not have a
material effect on the results of operations or financial position.
3. Investments:
The components of net investment income were as follows:
Years ended December 31,
1998 1997 1996
(in thousands)
Debt securities $1,182 $1,187 $1,029
Cash and cash equivalents 39 24 24
Investment in separate account 20 56 16
Total investment income 1,241 1,267 1,069
Investment expenses 234 136 121
Net investment income $1,007 $1,131 $ 948
Gross realized gains and losses from the sale of debt securities were
as follows:
Years ended December 31,
1998 1997 1996
(in thousands)
Gross realized gains $207 $131
Gross realized losses $ 2 $ 8 $1
The amortized cost and estimated fair value of debt securities, by
type of issuer, were as follows:
<TABLE>
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December 31, 1998
Gross Gross Estimated
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
(in thousands)
U.S. Treasury securities $ 6,092 $401 $ (7) $ 6,486
Corporate securities 11,531 194 (8) 11,717
Loan-backed bonds and
structured securities 1,153 30 - 1,183
Total debt securities $18,776 $625 $(15) $19,386
December 31, 1997
Gross Gross Estimated
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
(in thousands)
U.S. Treasury securities $ 7,188 $311 $ 7,499
Corporate securities 10,008 116 $(1) 10,123
Loan-backed bonds and
structured securities 1,534 20 - 1,554
Total debt securities $18,730 $447 $(1) $19,176
</TABLE>
The amortized cost and estimated fair value of debt securities at
December 31, 1998, by contractual maturity, are shown below. Expected
maturities may differ from contractual maturities because borrowers
may have the right to call or prepay obligations with or without call
or prepayment penalties.
Estimated
Amortized Fair
Cost Value
(in thousands)
Due in 1 year or less $ 1,875 $ 1,887
Due after 1 year through 5 9,850 10,024
years
Due after 5 years through 10 5,466 5,836
years
Due after 10 years 432 456
Subtotal 17,623 18,203
Loan-backed bonds and
structured securities 1,153 1,183
$18,776 $19,386
All debt securities are investment grade and there are no significant
concentrations by issuer or by industry, other than U.S. Treasury
securities.
4. Income Taxes:
The components of the provision for income taxes attributable to
operations were as follows:
Years ended December 31,
1998 1997 1996
(in thousands)
Current $1,899 $1,624 $1,005
Deferred 787 (172) 590
Provision for income taxes $2,686 $1,452 $1,595
Deferred income taxes reflect the net tax effects of temporary
differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for income tax
purposes. Significant components of the Company's deferred tax
liability were as follows:
Years ended December 31,
1998 1997
(in thousands)
Deferred income tax
liabilities:
Deferred policy $3,800 $2,813
acquisition costs
Unrealized gain on
securities
available for sale 214 156
Contractholder reserves (517) (325)
Other, net 11 19
Net deferred tax liability $3,508 $2,663
The Company paid FILI federal income taxes of $1,287,000, $1,136,000,
and $816,000 in 1998, 1997 and 1996, respectively, related to the
Company's separate-company basis net operating results for the year.
Payables to FILI of $392,000 and $427,000 have been recorded in 1998
and 1997, respectively. Intercompany tax balances are settled within
30 days of the actual tax payments. State premium taxes of $67,000,
$234,000, and $205,000 were paid in 1998, 1997, and 1996,
respectively. State income tax (payable) recoverable of ($85,000) and
$50,000 have been recorded in 1998 and 1997, respectively.
The effective tax rates approximate the statutory federal income tax
rates for the years ended 1998, 1997 and 1996.
5. Stockholder's Equity and Dividend Restrictions:
Generally, the net assets of the Company available for transfer to
FILI are limited to the excess of the Company's net assets, as
determined in accordance with statutory accounting practices, over
minimum statutory capital requirements; however, payments of such
amounts as dividends may be subject to approval by regulatory
authorities. Under the Insurance Code of the State of New York, the
Company may pay dividends only from profits arising from the business.
The Superintendent of Insurance must be notified 30 days prior to any
declaration of the dividend.
Net income and capital stock and surplus as determined in accordance
with statutory accounting practices were as follows:
Years ended December 31,
1998 1997 1996
(in thousands)
Statutory net income $ 1,933 $ 1,707 $ 305
Statutory capital stock
and surplus $14,276 $11,348 $9,641
6. Affiliated Company Transactions:
The Company's insurance contracts are distributed through Fidelity
Brokerage Services, Inc. (FBSI) and Fidelity Insurance Agency, Inc.
(FIA), both of which are affiliated with FMR Corp. The Company has an
agreement with FIA under which the Company pays FIA sales compensation
of 3% of payments received. The Company also pays FIA 37.5% of term
life insurance first-year premiums. The Company compensated FIA in
the amount of $2,888,000, $2,978,000 and $3,531,000 in 1998, 1997 and
1996, respectively.
The Company has administrative services agreements with FILI and FMR
Corp. and its subsidiaries whereby certain administrative and special
services are provided for the Company. The Company paid FILI and FMR
Corp. and its subsidiaries $961,000, $683,000 and $405,000 in 1998,
1997 and 1996, respectively, for such services.
FMR Corp. maintains a noncontributory trusteed defined benefit pension
plan covering substantially all eligible Company employees. The
benefits earned are based on years of service and the employees'
compensation during the last five years of employment. FMR Corp.'s
policy for the plan is to fund the maximum amount deductible for
income tax purposes, and to charge each subsidiary for its share of
such contributions. Pension costs of $24,000, $20,000 and $9,000 were
charged to the Company in 1998, 1997 and 1996, respectively.
FMR Corp sponsors a trusteed Profit-Sharing Plan and a contributory
401(k) Thrift Plan covering substantially all eligible Company
employees. Payments are made to the trustee by FMR Corp. annually for
the Profit-Sharing Plan and monthly for the 401(k) Thrift Plan. FMR
Corp.'s policy is to fund all costs accrued and to charge each
subsidiary for its share of the cost. The cost charged to the Company
for these plans amounted to $74,000, $63,000 and $47,000 in 1998, 1997
and 1996, respectively.
The Company participates in various FMR Corp. stock-based compensatory
plans. The compensation is based on the change in the net asset value
of FMR Corp. common stock, as defined. The aggregate expenses related
to these plans charged to the Company were $18,000 in 1998.
7. Underwriting, Acquisition and Insurance Expenses:
Underwriting, acquisition and insurance expenses were as follows:
Years ended December 31,
1998 1997 1996
(in thousands)
Commissions, gross $2,888 $2,978 $3,531
Capitalization of deferred
policy acquisition costs (2,903) (2,978) (3,531)
Amortization of deferred
policy acquisition costs (390) 2,607 582
Taxes, licenses and fees 41 31 168
General insurance expenses 1,551 1,359 929
$1,187 $3,997 $1,679
Amortization of deferred policy acquisition costs is adjusted
periodically when estimates of future gross profits are revised to
reflect actual experience. In 1998 and 1997, the Company adjusted
amortization by $(1,095,000) and $1,850,000, respectively, to reflect
actual experience for investment performance, persistency and
inflation assumptions. This adjustment has been reflected in
amortization expense.
8. Commitment and Contingencies:
Reinsurance
The Company reinsures certain of its life insurance products risks
with other companies. The Company retains a maximum coverage per
individual life of $25,000 plus 30% of the excess over $25,000; the
maximum initial retention not to exceed $100,000.
The Company has entered into agreements to reinsure certain guarantee
provisions and mortality losses on its annuity contracts. Premiums
and deposits ceded under these reinsurance contracts were not material
to the financial statements.
The Company is contingently liable for claims reinsured that the
assuming company is unable to pay.
The Company is, from time to time, involved in various legal actions
concerning policy benefits and certain other matters. Those actions
are considered by the Company in estimating policy reserves and other
liabilities. The Company believes that the resolution of those
actions
should not have a material adverse effect on stockholder's equity.
STATEMENT OF ASSETS AND LIABILITIES
EMPIRE FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT A
OF
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
ASSETS DECEMBER 31, 1998
Investments at current market
value:
Variable Insurance Products
Fund (VIP)
Money Market Portfolio - $ 60,823,021
60,823,021 shares (cost
$60,823,021)
High Income Portfolio - 25,486,247
2,210,429 shares (cost
$27,252,453)
Equity-Income Portfolio - 177,382,220
6,978,057 shares (cost
$130,450,090)
Growth Portfolio - 131,593,217
2,932,766 shares (cost
$90,335,204)
Overseas Portfolio - 25,641,874
1,278,896 shares (cost
$23,329,182)
Variable Insurance Products
Fund II (VIP II)
Investment Grade Bond 21,364,595
Portfolio - 1,648,503 shares
(cost $20,776,732)
Asset Manager Portfolio - 96,618,357
5,320,394 shares (cost
$81,938,604)
Index 500 Portfolio - 107,512,920
761,153 shares (cost
$81,401,449)
Asset Manager: Growth 32,946,100
Portfolio - 1,934,592 shares
(cost $27,563,473)
Contrafund Portfolio - 169,057,561
6,917,249 shares (cost
$109,536,191)
Variable Insurance Products
Fund III (VIP III)
Balanced Portfolio - 8,601,349
533,914 shares (cost
$7,858,475)
Growth & Income Portfolio - 69,111,358
4,279,341 shares (cost
$55,681,217)
Growth Opportunities 44,311,264
Portfolio - 1,936,681 shares
(cost $35,121,684)
Morgan Stanley Universal
Funds (MSUF)
Emerging Markets Equity 546,742
Portfolio - 76,898 shares
(cost $646,521)
Emerging Markets Debt 282,550
Portfolio - 46,320 shares
(cost $387,085)
Global Equity Portfolio - 1,999,162
152,143 shares (cost
$1,976,648)
International Magnum 912,330
Portfolio - 81,240 shares
(cost $1,007,344)
PBHG Insurance Series Funds
(PBHG)
Growth II Portfolio - 431,049
37,064 shares (cost $417,316)
Small Cap Value Portfolio - 2,937,388
253,005 shares (cost
$2,907,922)
Large Cap Value Portfolio - 2,347,270
164,490 shares (cost
$2,112,479)
Technology & Communications 2,932,095
Portfolio - 213,088 shares
(cost $2,507,953)
Select 20 Portfolio - 29,117,879
1,786,373 shares (cost
$24,291,775)
Strong Variable Insurance
Funds (SVIF)
Discovery Fund II Portfolio 279,046
- - 21,938 shares (cost
$278,044)
Growth Fund II Portfolio - 915,824
57,168 shares (cost $804,922)
Opportunity Fund II 3,225,067
Portfolio - 148,484 shares
(cost $3,295,369)
Warburg Pincus Trust (WPT)
Small Company Growth 953,257
Portfolio - 59,541 shares
(cost $1,002,111)
International Equity 301,996
Portfolio - 27,479 shares
(cost $337,693)
Post-Venture Capital 496,313
Portfolio - 42,132 shares
(cost $519,777)
Total Assets $ 1,018,128,051
NET ASSETS COMPRISED OF:
Variable Annuity Contracts $ 981,357,735
Annuity Reserves 36,592,039
Retained in Variable Account 178,277
by Empire Fidelity
Investments Life Insurance
Company
NET ASSETS $ 1,018,128,051
STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS
For the years ended December 31, 1998 and 1997
EMPIRE FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT A
OF
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
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SUBACCOUNTS INVESTING IN:
VIP - MONEY MARKET VIP - HIGH INCOME
12/31/98 12/31/97 12/31/98 12/31/97
INCOME:
Dividends $ 2,645,742 $ 2,313,764 $ 1,889,480 $ 1,511,599
EXPENSES:
Mortality risk, expense 399,788 421,031 215,198 226,931
risk and adminis-
trative charges
Net investment income (loss) 2,245,954 1,892,733 1,674,282 1,284,668
Realized gain (loss) on sale 0 0 357,137 525,904
of fund shares
Realized gain distributions 0 0 1,200,608 186,827
Unrealized appreciation 0 0 (4,611,108) 1,549,932
(depreciation)
Net increase (decrease) in 2,245,954 1,892,733 (1,379,081) 3,547,331
net assets from operations
Payments received from 24,969,171 23,195,744 3,637,653 3,390,097
contract owners
Transfers between sub- (2,491,417) (29,837,690) (2,092,976) (936,028)
accounts and the fixed
account, net
Transfers for contract (4,418,522) (3,370,058) (945,611) (646,453)
benefits and terminations
Other transfers (to) from (11,185) (14,328) (26,576) (8,290)
Empire Fidelity
Investments Life Insurance
Co., net
Net increase (decrease) in 18,048,047 (10,026,332) 572,490 1,799,326
net assets from contract
transactions
Retained in (returned from) 5,829 (18,302) 6 (6,399)
Variable Annuity Account
A, net
Total increase (decrease) 20,299,830 (8,151,901) (806,585) 5,340,258
in net assets
Net assets at beginning of 40,523,191 48,675,092 26,292,832 20,952,574
year
Net assets at end of year $ 60,823,021 $ 40,523,191 $ 25,486,247 $ 26,292,832
</TABLE>
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SUBACCOUNTS INVESTING IN:
VIP - EQUITY-INCOME VIP - GROWTH
12/31/98 12/31/97 12/31/98 12/31/97
INCOME:
Dividends $ 2,627,503 $ 2,564,769 $ 474,706 $ 585,360
EXPENSES:
Mortality risk, expense 1,522,723 1,644,530 849,776 884,156
risk and adminis-
trative charges
Net investment income (loss) 1,104,780 920,239 (375,070) (298,796)
Realized gain (loss) on sale 13,591,971 5,142,383 5,631,524 6,114,534
of fund shares
Realized gain distributions 9,350,819 12,895,090 12,417,303 2,620,184
Unrealized appreciation (6,201,694) 20,917,615 17,537,413 9,612,136
(depreciation)
Net increase (decrease) in 17,845,876 39,875,327 35,211,170 18,048,058
net assets from operations
Payments received from 6,486,521 10,018,315 3,501,089 3,969,223
contract owners
Transfers between sub- (29,920,538) (8,413,443) (1,451,810) (11,918,863)
accounts and the fixed
account, net
Transfers for contract (6,382,415) (3,514,413) (2,742,013) (1,865,313)
benefits and terminations
Other transfers (to) from (27,652) (51,098) (65,813) (27,180)
Empire Fidelity
Investments Life Insurance
Co., net
Net increase (decrease) in (29,844,084) (1,960,639) (758,547) (9,842,133)
net assets from contract
transactions
Retained in (returned from) 1,014 (35,093) 2,670 (14,603)
Variable Annuity Account
A, net
Total increase (decrease) (11,997,194) 37,879,595 34,455,293 8,191,322
in net assets
Net assets at beginning of 189,379,414 151,499,819 97,137,924 88,946,602
year
Net assets at end of year $ 177,382,220 $ 189,379,414 $ 131,593,217 $ 97,137,924
</TABLE>
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SUBACCOUNTS INVESTING IN:
VIP - OVERSEAS
12/31/98 12/31/97
INCOME:
Dividends $ 474,801 $ 426,309
EXPENSES:
Mortality risk, expense 211,685 260,337
risk and adminis-
trative charges
Net investment income (loss) 263,116 165,972
Realized gain (loss) on sale 1,010,697 1,113,127
of fund shares
Realized gain distributions 1,399,412 1,692,320
Unrealized appreciation (181,229) (306,443)
(depreciation)
Net increase (decrease) in 2,491,996 2,664,976
net assets from operations
Payments received from 693,445 1,594,379
contract owners
Transfers between sub- (1,856,247) (2,962,833)
accounts and the fixed
account, net
Transfers for contract (755,511) (875,577)
benefits and terminations
Other transfers (to) from (5,559) (7,253)
Empire Fidelity
Investments Life Insurance
Co., net
Net increase (decrease) in (1,923,872) (2,251,284)
net assets from contract
transactions
Retained in (returned from) 654 (7,153)
Variable Annuity Account
A, net
Total increase (decrease) 568,778 406,539
in net assets
Net assets at beginning of 25,073,096 24,666,557
year
Net assets at end of year $ 25,641,874 $ 25,073,096
</TABLE>
STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS CONTINUED
EMPIRE FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT A
OF
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
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SUBACCOUNTS INVESTING IN:
VIP II - INVESTMENT GRADE VIP II - ASSET MANAGER
BOND
12/31/98 12/31/97 12/31/98 12/31/97
INCOME:
Dividends $ 486,031 $ 398,252 $ 2,869,728 $ 2,832,588
EXPENSES:
Mortality risk, expense 112,172 68,030 745,573 843,527
risk and adminis-
trative charges
Net investment income (loss) 373,859 330,222 2,124,155 1,989,061
Realized gain (loss) on sale 246,114 59,791 2,157,446 1,851,291
of fund shares
Realized gain distributions 57,665 0 8,609,183 7,105,476
Unrealized appreciation 349,622 150,894 (655,336) 4,465,968
(depreciation)
Net increase (decrease) in 1,027,260 540,907 12,235,448 15,411,796
net assets from operations
Payments received from 1,728,629 547,746 2,409,672 2,619,931
contract owners
Transfers between sub- 10,779,615 939,267 (4,609,720) (5,488,171)
accounts and the fixed
account, net
Transfers for contract (693,541) (446,731) (5,190,564) (3,352,040)
benefits and terminations
Other transfers (to) from (2,636) (4,655) (46,825) (17,911)
Empire Fidelity
Investments Life Insurance
Co., net
Net increase (decrease) in 11,812,067 1,035,627 (7,437,437) (6,238,191)
net assets from contract
transactions
Retained in (returned from) 213 (2,182) 746 (18,089)
Variable Annuity Account
A, net
Total increase (decrease) 12,839,540 1,574,352 4,798,757 9,155,516
in net assets
Net assets at beginning of 8,525,055 6,950,703 91,819,600 82,664,084
year
Net assets at end of year $ 21,364,595 $ 8,525,055 $ 96,618,357 $ 91,819,600
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
VIP II - INDEX 500 VIP II - ASSET MANAGER:
GROWTH
12/31/98 12/31/97 12/31/98 12/31/97
INCOME:
Dividends $ 1,020,047 $ 487,160 $ 655,208 $ 0
EXPENSES:
Mortality risk, expense 786,442 591,939 258,975 254,365
risk and adminis-
trative charges
Net investment income (loss) 233,605 (104,779) 396,233 (254,365)
Realized gain (loss) on sale 10,983,929 2,915,326 2,050,502 505,357
of fund shares
Realized gain distributions 2,362,610 988,503 3,064,065 31,544
Unrealized appreciation 9,112,387 11,740,910 (667,729) 5,087,508
(depreciation)
Net increase (decrease) in 22,692,531 15,539,960 4,843,071 5,370,044
net assets from operations
Payments received from 7,795,761 9,783,621 2,687,915 4,997,152
contract owners
Transfers between sub- 5,150,893 16,761,121 (6,145,972) 5,149,974
accounts and the fixed
account, net
Transfers for contract (4,898,551) (2,103,893) (774,181) (364,345)
benefits and terminations
Other transfers (to) from (20,771) (19,321) (18,649) (8,770)
Empire Fidelity
Investments Life Insurance
Co., net
Net increase (decrease) in 8,027,332 24,421,528 (4,250,887) 9,774,011
net assets from contract
transactions
Retained in (returned from) 1,138 (1,164) 932 16,275
Variable Annuity Account
A, net
Total increase (decrease) 30,721,001 39,960,324 593,116 15,160,330
in net assets
Net assets at beginning of 76,791,919 36,831,595 32,352,984 17,192,654
year
Net assets at end of year $ 107,512,920 $ 76,791,919 $ 32,946,100 $ 32,352,984
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
SUBACCOUNTS INVESTING IN:
VIP II - CONTRAFUND
12/31/98 12/31/97
INCOME:
Dividends $ 921,708 $ 908,559
EXPENSES:
Mortality risk, expense 1,164,617 1,148,575
risk and adminis-
trative charges
Net investment income (loss) (242,909) (240,016)
Realized gain (loss) on sale 7,420,537 4,737,833
of fund shares
Realized gain distributions 6,781,142 2,401,192
Unrealized appreciation 23,314,910 16,812,677
(depreciation)
Net increase (decrease) in 37,273,680 23,711,686
net assets from operations
Payments received from 9,833,935 12,859,035
contract owners
Transfers between sub- (9,187,032) 430,459
accounts and the fixed
account, net
Transfers for contract (3,689,396) (2,031,744)
benefits and terminations
Other transfers (to) from (34,791) (35,583)
Empire Fidelity
Investments Life Insurance
Co., net
Net increase (decrease) in (3,077,284) 11,222,167
net assets from contract
transactions
Retained in (returned from) 1,591 (17,981)
Variable Annuity Account
A, net
Total increase (decrease) 34,197,987 34,915,872
in net assets
Net assets at beginning of 134,859,574 99,943,702
year
Net assets at end of year $ 169,057,561 $ 134,859,574
</TABLE>
STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS CONTINUED
EMPIRE FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT A
OF
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
VIP III - BALANCED VIP III - GROWTH &
INCOME
12/31/98 12/31/97* 12/31/98 12/31/97*
INCOME:
Dividends $ 118,737 $ 2,385 $ 0 $ 174,550
EXPENSES:
Mortality risk, expense 53,067 28,408 373,426 148,409
risk and adminis- trative
charges
Net investment income (loss) 65,670 (26,023) (373,426) 26,141
Realized gain (loss) on 450,249 171,319 1,665,467 139,286
sale of fund shares
Realized gain distributions 181,404 0 176,254 567,288
Unrealized appreciation 373,537 369,337 10,346,320 3,083,821
(depreciation)
Net increase (decrease) in 1,070,860 514,633 11,814,615 3,816,536
net assets from operations
Payments received from 1,250,792 1,763,874 14,497,348 10,522,938
contract owners
Transfers between sub- 1,823,584 2,425,981 15,938,572 14,682,913
accounts and the fixed
account, net
Transfers for contract (219,835) (27,898) (1,973,918) (163,575)
benefits and terminations
Other transfers (to) from (2,736) (2,344) (20,133) (10,836)
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 2,851,805 4,159,613 28,441,869 25,031,440
net assets from contract
transactions
Retained in (returned from) 847 3,591 1,729 5,169
Variable Annuity Account
A, net
Total increase (decrease) in 3,923,512 4,677,837 40,258,213 28,853,145
net assets
Net assets at beginning of 4,677,837 0 28,853,145 0
year
Net assets at end of year $ 8,601,349 $ 4,677,837 $ 69,111,358 $ 28,853,145
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
VIP III - GROWTH MSUF - EMERGING
OPPORTUNITIES MARKETS EQUITY
12/31/98 12/31/97* 12/31/98 12/31/97**
INCOME:
Dividends $ 380,494 $ 28,023 $ 2,945 $ 1,084
EXPENSES:
Mortality risk, expense 314,105 178,840 2,732 93
risk and adminis- trative
charges
Net investment income (loss) 66,389 (150,817) 213 991
Realized gain (loss) on 1,816,418 215,977 8,643 (41)
sale of fund shares
Realized gain distributions 1,322,669 39,232 0 4,793
Unrealized appreciation 4,981,718 4,207,862 (98,190) (1,589)
(depreciation)
Net increase (decrease) in 8,187,194 4,312,254 (89,334) 4,154
net assets from operations
Payments received from 6,213,014 12,056,601 113,147 113,615
contract owners
Transfers between sub- (1,374,459) 16,961,634 314,261 91,436
accounts and the fixed
account, net
Transfers for contract (1,936,492) (98,075) (399) 0
benefits and terminations
Other transfers (to) from (10,659) (6,260) (107) (30)
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 2,891,404 28,913,900 426,902 205,021
net assets from contract
transactions
Retained in (returned from) 1,458 5,054 (1) 0
Variable Annuity Account
A, net
Total increase (decrease) in 11,080,056 33,231,208 337,567 209,175
net assets
Net assets at beginning of 33,231,208 0 209,175 0
year
Net assets at end of year $ 44,311,264 $ 33,231,208 $ 546,742 $ 209,175
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
SUBACCOUNTS INVESTING IN:
MSUF - EMERGING
MARKETS DEBT
12/31/98 12/31/97**
INCOME:
Dividends $ 28,061 $ 8,109
EXPENSES:
Mortality risk, expense 1,769 167
risk and adminis- trative
charges
Net investment income (loss) 26,292 7,942
Realized gain (loss) on (5,315) (1,346)
sale of fund shares
Realized gain distributions 0 3,519
Unrealized appreciation (92,451) (12,084)
(depreciation)
Net increase (decrease) in (71,474) (1,969)
net assets from operations
Payments received from 87,141 13,063
contract owners
Transfers between sub- (69,071) 331,693
accounts and the fixed
account, net
Transfers for contract (606) (6,182)
benefits and terminations
Other transfers (to) from (46) (1)
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 17,418 338,573
net assets from contract
transactions
Retained in (returned from) 2 0
Variable Annuity Account
A, net
Total increase (decrease) in (54,054) 336,604
net assets
Net assets at beginning of 336,604 0
year
Net assets at end of year $ 282,550 $ 336,604
</TABLE>
* FOR THE PERIOD JANUARY 27, 1997 (COMMENCEMENT OF OPERATIONS)
THROUGH DECEMBER 31, 1997.
** FOR THE PERIOD NOVEMBER 24, 1997 (COMMENCEMENT OF OPERATIONS)
THROUGH DECEMBER 31, 1997.
STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS CONTINUED
EMPIRE FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT A
OF
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
MSUF - GLOBAL EQUITY MSUF - INTERNATIONAL
MAGNUM
12/31/98 12/31/97** 12/31/98 12/31/97**
INCOME:
Dividends $ 13,192 $ 1,780 $ 5,184 $ 4,724
EXPENSES:
Mortality risk, expense 10,616 129 6,535 86
risk and adminis- trative
charges
Net investment income (loss) 2,576 1,651 (1,351) 4,638
Realized gain (loss) on 61,905 1 48,096 25
sale of fund shares
Realized gain distributions 12,573 3,801 3,219 315
Unrealized appreciation 25,498 (2,984) (89,038) (5,976)
(depreciation)
Net increase (decrease) in 102,552 2,469 (39,074) (998)
net assets from operations
Payments received from 768,755 191,357 374,546 86,824
contract owners
Transfers between sub- 826,399 113,505 411,166 82,134
accounts and the fixed
account, net
Transfers for contract (5,584) 0 (2,657) 0
benefits and terminations
Other transfers (to) from (277) (15) 391 (1)
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 1,589,293 304,847 783,446 168,957
net assets from contract
transactions
Retained in (returned from) 1 0 (1) 0
Variable Annuity Account
A, net
Total increase (decrease) in 1,691,846 307,316 744,371 167,959
net assets
Net assets at beginning of 307,316 0 167,959 0
year
Net assets at end of year $ 1,999,162 $ 307,316 $ 912,330 $ 167,959
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
PBHG - GROWTH II PBHG - SMALL CAP VALUE
12/31/98 12/31/97** 12/31/98 12/31/97**
INCOME:
Dividends $ 0 $ 0 $ 523 $ 0
EXPENSES:
Mortality risk, expense 1,846 47 17,718 158
risk and adminis- trative
charges
Net investment income (loss) (1,846) (47) (17,195) (158)
Realized gain (loss) on 18,137 (115) 100,408 106
sale of fund shares
Realized gain distributions 0 0 3,159 0
Unrealized appreciation 13,190 543 20,879 8,587
(depreciation)
Net increase (decrease) in 29,481 381 107,251 8,535
net assets from operations
Payments received from 133,860 58,005 500,142 102,904
contract owners
Transfers between sub- 141,208 68,703 1,799,420 436,360
accounts and the fixed
account, net
Transfers for contract (609) 0 (17,248) 0
benefits and terminations
Other transfers (to) from 23 (3) 9 15
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 274,482 126,705 2,282,323 539,279
net assets from contract
transactions
Retained in (returned from) (2) 2 (5) 5
Variable Annuity Account
A, net
Total increase (decrease) in 303,961 127,088 2,389,569 547,819
net assets
Net assets at beginning of 127,088 0 547,819 0
year
Net assets at end of year $ 431,049 $ 127,088 $ 2,937,388 $ 547,819
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
SUBACCOUNTS INVESTING IN:
PBHG - LARGE CAP VALUE
12/31/98 12/31/97**
INCOME:
Dividends $ 5,924 $ 0
EXPENSES:
Mortality risk, expense 7,023 80
risk and adminis- trative
charges
Net investment income (loss) (1,099) (80)
Realized gain (loss) on 128,101 (61)
sale of fund shares
Realized gain distributions 12,521 0
Unrealized appreciation 232,358 2,433
(depreciation)
Net increase (decrease) in 371,881 2,292
net assets from operations
Payments received from 393,417 63,807
contract owners
Transfers between sub- 1,491,601 129,665
accounts and the fixed
account, net
Transfers for contract (103,177) 0
benefits and terminations
Other transfers (to) from (2,330) (2)
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 1,779,511 193,470
net assets from contract
transactions
Retained in (returned from) 113 3
Variable Annuity Account
A, net
Total increase (decrease) in 2,151,505 195,765
net assets
Net assets at beginning of 195,765 0
year
Net assets at end of year $ 2,347,270 $ 195,765
</TABLE>
* FOR THE PERIOD JANUARY 27, 1997 (COMMENCEMENT OF OPERATIONS)
THROUGH DECEMBER 31, 1997.
** FOR THE PERIOD NOVEMBER 24, 1997 (COMMENCEMENT OF OPERATIONS)
THROUGH DECEMBER 31, 1997.
STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS CONTINUED
EMPIRE FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT A
OF
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
PBHG - TECHNOLOGY & PBHG - SELECT 20
COMMUNICATIONS
12/31/98 12/31/97** 12/31/98 12/31/97**
INCOME:
Dividends $ 180 $ 0 $ 280 $ 0
EXPENSES:
Mortality risk, expense 9,548 144 76,660 202
risk and adminis- trative
charges
Net investment income (loss) (9,368) (144) (76,380) (202)
Realized gain (loss) on sale 60,345 (593) 837,116 1
of fund shares
Realized gain distributions 0 0 0 0
Unrealized appreciation 424,975 (833) 4,809,171 16,933
(depreciation)
Net increase (decrease) in 475,952 (1,570) 5,569,907 16,732
net assets from operations
Payments received from 505,953 138,324 4,096,805 115,860
contract owners
Transfers between sub- 1,590,028 228,607 19,231,620 437,871
accounts and the fixed
account, net
Transfers for contract (4,960) 0 (343,605) 0
benefits and terminations
Other transfers (to) from (208) (32) (7,357) (10)
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 2,090,813 366,899 22,977,463 553,721
net assets from contract
transactions
Retained in (returned from) (24) 25 57 (1)
Variable Annuity Account
A, net
Total increase (decrease) in 2,566,741 365,354 28,547,427 570,452
net assets
Net assets at beginning of 365,354 0 570,452 0
year
Net assets at end of year $ 2,932,095 $ 365,354 $ 29,117,879 $ 570,452
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
SVIF - DISCOVERY FUND II SVIF - GROWTH FUND II
12/31/98 12/31/97** 12/31/98 12/31/97**
INCOME:
Dividends $ 0 $ 0 $ 3 $ 1,828
EXPENSES:
Mortality risk, expense 1,761 48 4,395 66
risk and adminis- trative
charges
Net investment income (loss) (1,761) (48) (4,392) 1,762
Realized gain (loss) on sale 2,413 (44) 21,237 (79)
of fund shares
Realized gain distributions 3,035 0 0 3,930
Unrealized appreciation 2,341 (1,339) 112,638 (1,736)
(depreciation)
Net increase (decrease) in 6,028 (1,431) 129,483 3,877
net assets from operations
Payments received from 151,061 32,805 412,502 94,312
contract owners
Transfers between sub- 33,076 60,817 214,261 62,188
accounts and the fixed
account, net
Transfers for contract (2,353) 0 (1,040) 0
benefits and terminations
Other transfers (to) from (948) (10) 201 38
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 180,836 93,612 625,924 156,538
net assets from contract
transactions
Retained in (returned from) (9) 10 39 (37)
Variable Annuity Account
A, net
Total increase (decrease) in 186,855 92,191 755,446 160,378
net assets
Net assets at beginning of 92,191 0 160,378 0
year
Net assets at end of year $ 279,046 $ 92,191 $ 915,824 $ 160,378
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
SUBACCOUNTS INVESTING IN:
SVIF - OPPORTUNITY FUND
II
12/31/98 12/31/97**
INCOME:
Dividends $ 7,009 $ 324
EXPENSES:
Mortality risk, expense 17,744 156
risk and adminis- trative
charges
Net investment income (loss) (10,735) 168
Realized gain (loss) on sale (23,495) 0
of fund shares
Realized gain distributions 207,970 0
Unrealized appreciation (72,627) 2,325
(depreciation)
Net increase (decrease) in 101,113 2,493
net assets from operations
Payments received from 1,769,534 152,948
contract owners
Transfers between sub- 1,047,647 171,182
accounts and the fixed
account, net
Transfers for contract (19,037) 0
benefits and terminations
Other transfers (to) from (906) 87
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 2,797,238 324,217
net assets from contract
transactions
Retained in (returned from) (32) 38
Variable Annuity Account
A, net
Total increase (decrease) in 2,898,319 326,748
net assets
Net assets at beginning of 326,748 0
year
Net assets at end of year $ 3,225,067 $ 326,748
</TABLE>
** FOR THE PERIOD NOVEMBER 24, 1997 (COMMENCEMENT OF OPERATIONS)
THROUGH DECEMBER 31, 1997.
STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS CONTINUED
EMPIRE FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT A
OF
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SUBACCOUNTS INVESTING IN:
WPT - SMALL COMPANY WPT - INTERNATIONAL
GROWTH EQUITY
12/31/98 12/31/97** 12/31/98 12/31/97**
INCOME:
Dividends $ 0 $ 0 $ 1,849 $ 256
EXPENSES:
Mortality risk, expense 6,633 143 2,721 16
risk and adminis- trative
charges
Net investment income (loss) (6,633) (143) (872) 240
Realized gain (loss) on sale 24,269 305 21,892 0
of fund shares
Realized gain distributions 0 0 0 1,767
Unrealized appreciation (56,918) 8,064 (33,271) (2,426)
(depreciation)
Net increase (decrease) in (39,282) 8,226 (12,251) (419)
net assets from operations
Payments received from 331,697 74,156 181,100 11,805
contract owners
Transfers between sub- 353,786 230,810 103,508 20,304
accounts and the fixed
account, net
Transfers for contract (6,083) 0 (1,957) 0
benefits and terminations
Other transfers (to) from (69) 17 1,965 (2,059)
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 679,331 304,983 284,616 30,050
net assets from contract
transactions
Retained in (returned from) 16 (17) (2,058) 2,058
Variable Annuity Account
A, net
Total increase (decrease) in 640,065 313,192 270,307 31,689
net assets
Net assets at beginning of 313,192 0 31,689 0
year
Net assets at end of year $ 953,257 $ 313,192 $ 301,996 $ 31,689
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
WPT - POST-VENTURE TOTAL
CAPITAL
12/31/98 12/31/97** 12/31/98 12/31/97
INCOME:
Dividends $ 0 $ 8 $ 14,629,335 $ 12,251,431
EXPENSES:
Mortality risk, expense 2,960 44 7,178,208 6,700,657
risk and adminis- trative
charges
Net investment income (loss) (2,960) (36) 7,451,127 5,550,774
Realized gain (loss) on sale 21,703 (281) 48,707,446 23,490,006
of fund shares
Realized gain distributions 0 0 47,165,611 28,545,781
Unrealized appreciation (24,571) 1,107 58,872,795 77,703,242
(depreciation)
Net increase (decrease) in (5,828) 790 162,196,979 135,289,803
net assets from operations
Payments received from 337,029 18,680 95,861,634 98,587,121
contract owners
Transfers between sub- 119,403 47,306 2,170,806 306,902
accounts and the fixed
account, net
Transfers for contract (21,038) 0 (35,150,903) (18,866,297)
benefits and terminations
Other transfers (to) from (26) (3) (303,670) (215,838)
Empire Fidelity Investments
Life Insurance Co., net
Net increase (decrease) in 435,368 65,983 62,577,867 79,811,888
net assets from contract
transactions
Retained in (returned from) (5) 5 16,918 (88,786)
Variable Annuity Account
A, net
Total increase (decrease) in 429,535 66,778 224,791,764 215,012,905
net assets
Net assets at beginning of 66,778 0 793,336,287 578,323,382
year
Net assets at end of year $ 496,313 $ 66,778 $ 1,018,128,051 $ 793,336,287
</TABLE>
** FOR THE PERIOD NOVEMBER 24, 1997 (COMMENCEMENT OF OPERATIONS)
THROUGH DECEMBER 31, 1997.
NOTES TO FINANCIAL STATEMENTS
For the years ended December 31, 1998 and 1997
EMPIRE FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT A
OF
EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
15. ORGANIZATION
Empire Fidelity Investments Variable Annuity Account A (the
"Account"), a unit investment trust registered under the Investment
Company Act of 1940 as amended, was established by Empire Fidelity
Investments Life Insurance Company (EFILI) on July 15, 1991 and exists
in accordance with the regulations of the State of New York Insurance
Department. The Account is a funding vehicle for individual Retirement
Reserves and Income Advantage variable annuity contracts. EFILI is a
wholly-owned subsidiary of Fidelity Investments Life Insurance Company
which is a wholly-owned subsidiary of FMR Corp. Under applicable
insurance law, the assets and liabilities of the Account are clearly
identified and distinguished from other assets and liabilities of
EFILI. The Account cannot be charged with liabilities arising out of
any other business of EFILI.
In 1997, EFILI added eighteen new subaccounts to the Account; VIP III
- - Balanced, VIP III - Growth & Income, VIP III - Growth Opportunities,
MSUF - Emerging Markets Equity, MSUF - Emerging Markets Debt, MSUF -
Global Equity, MSUF - International Magnum, PBHG - Growth II, PBHG -
Small Cap Value, PBHG - Large Cap Value, PBHG - Technology &
Communications, PBHG - Select 20, SVIF - Discovery Fund II, SVIF -
Growth Fund II, SVIF - Opportunity Fund II, WPT - Small Company
Growth, WPT - International Equity, WPT - Post-Venture Capital.
In addition to the Account, a contractholder may also allocate funds
to the Fixed Account, which is part of EFILI's general account.
Because of exemptive and exclusionary provisions, interests in the
Fixed Account have not been registered under the Securities Act of
1933 and EFILI's general account has not been registered as an
investment company under the Investment Company Act of 1940.
16. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies followed
consistently by the Account in preparation of the financial statements
in conformity with generally accepted accounting principles.
INVESTMENT VALUATION
Investments are made in the subaccounts and are valued at the reported
net asset values of such subaccounts.
ACCOUNTING FOR INVESTMENTS
Investment transactions are recorded on the trade date. Income from
dividends is recorded on the ex-dividend date. Realized gains and
losses on the sales of investments are computed on the basis of the
identified cost of the investment sold.
ANNUITY RESERVES
Annuity reserves are computed for contracts in the income stage
according to the 1983 Individual Annuitant Mortality Table. The
assumed investment return is 3.5% unless the annuitant elects
otherwise, in which case the rate may vary from 3.5% to 7%, as
regulated by the laws of the State of New York. The mortality risk is
fully borne by EFILI and may result in additional amounts being
transferred into the Account by EFILI.
FEDERAL INCOME TAXES
The operations of the Account are included in the federal income tax
return of EFILI, which is taxed as a life insurance company under the
provisions of the Internal Revenue Code (the "Code").
Under the current provisions of the Code, EFILI does not expect to
incur federal income taxes on the earnings of the Account to the
extent the earnings are credited under the contracts. EFILI incurs
federal income taxes on the difference between the financial statement
carrying value of reserves for contracts in the income stage and those
reserves held for federal income tax purposes. The tax effect of this
temporary difference is expected to be recovered by EFILI. As such, no
charge is being made currently to the Account for federal income
taxes. EFILI will review periodically the status of such decision
based on changes in the tax law. Such a charge may be made in future
years for any federal income taxes that would be attributable to the
contracts.
ESTIMATES
The preparation of the statement of assets and liabilities and the
statements of operations and changes in net assets in accordance with
generally accepted accounting principles requires management to make
estimates and assumptions that affect the related amounts and
disclosures in the financial statements. Actual results could differ
from those estimates.
RECLASSIFICATIONS
Certain prior year balances have been reclassified to conform with the
current year presentation.
17. EXPENSES
EFILI deducts a daily charge from the net assets of the Account for
administrative expenses and for the assumption of mortality risk and
expense risk. Prior to November 1, 1997, the daily charge was
equivalent to an annual effective rate of 1% of net assets. On
November 1, 1997, EFILI reduced the daily charge on the Retirement
Reserves contracts to an annual effective rate of 0.8% of net assets.
EFILI also deducts an annual maintenance charge of $30 from the
Retirement Reserves contract value. The maintenance charge is waived
on certain contracts.
18. AFFILIATED COMPANY TRANSACTIONS
The contracts are distributed through Fidelity Brokerage Services,
Inc. (FBSI) and Fidelity Insurance Agency, Inc. (FIA), both of which
are affiliated with FMR Corp. FBSI and FIA are the distributors and
FBSI is the principal underwriter of the contracts. Fidelity
Management & Research Company, an affiliate of FMR Corp., acts as
investment advisor to the VIP, VIP II and VIP III portfolios. Fidelity
Investments Institutional Operations Company, Inc., an affiliate of
FMR Corp., is the transfer and shareholder servicing agent for the
VIP, VIP II and VIP III portfolios.
19. PURCHASES AND SALES OF INVESTMENTS
The following table shows aggregate cost of shares purchased and
proceeds from sales of each subaccount for the year ended December 31,
1998:
PURCHASES SALES
VIP - Money Market $ 76,265,550 $ 55,965,720
VIP - High Income 13,163,157 9,715,771
VIP - Equity-Income 17,832,276 37,219,747
VIP - Growth 25,775,182 14,488,826
VIP - Overseas 6,599,234 6,859,924
VIP II - Investment Grade Bond 18,791,983 6,548,179
VIP II - Asset Manager 16,434,342 13,137,695
VIP II - Index 500 40,667,222 30,042,537
VIP II - Asset Manager: Growth 8,260,163 9,049,820
VIP II - Contrafund 20,784,360 17,321,820
VIP III - Balanced 8,589,421 5,489,695
VIP III - Growth & Income 35,158,428 6,912,002
VIP III - Growth Opportunities 13,293,328 9,011,408
MSUF - Emerging Markets Equity 591,131 164,017
MSUF - Emerging Markets Debt 466,037 422,325
MSUF - Global Equity 2,259,900 655,457
MSUF - International Magnum 1,956,900 1,171,587
PBHG - Growth II 541,591 268,957
PBHG - Small Cap Value 3,795,436 1,527,154
PBHG - Large Cap Value 2,671,707 880,661
PBHG - Technology & 2,752,500 671,079
Communications
PBHG - Select 20 33,444,117 10,542,977
SVIF - Discovery Fund II 317,309 135,208
SVIF - Growth Fund II 964,942 343,371
SVIF - Opportunity Fund II 3,640,439 645,998
WPT - Small Company Growth 1,255,237 582,523
WPT - International Equity 866,700 585,014
WPT - Post-Venture Capital 873,109 440,706
20. UNIT VALUES
A summary of changes in accumulation units and ending unit and
contract values for variable annuity contracts at December 31, 1998
and 1997 are as follows:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
PAYMENTS
BEGINNING RECEIVED
BALANCE FROM TRANSFERS CONTRACT UNITS ENDING DOLLARS
UNITS CONTRACT BETWEEN TERMINATIONS BALANCE
OWNERS SUB- UNIT
ACCOUNTS, VALUE
NET
JANUARY 1, 1998 TO DECEMBER
31, 1998
VIP - Money Market 2,510,803 1,647,401 (220,944) (323,209) 3,614,051 $ 16.72 $ 60,421,297
VIP - High Income 868,993 133,979 (69,329) (79,486) 854,157 $ 27.53 23,511,486
VIP - Equity-Income 4,666,312 172,712 (732,658) (183,827) 3,922,539 $ 43.62 171,099,633
VIP - Growth 2,229,721 79,040 (61,187) (76,136) 2,171,438 $ 59.17 128,489,157
VIP - Overseas 1,059,560 32,658 (88,408) (36,606) 967,204 $ 26.31 25,446,085
VIP II - Investment Grade Bond 442,121 96,445 553,565 (105,199) 986,932 $ 20.24 19,978,293
VIP II - Asset Manager 3,604,315 100,308 (164,174) (234,500) 3,305,949 $ 28.30 93,567,756
VIP II - Index 500 3,001,334 296,359 206,144 (230,330) 3,273,507 $ 31.60 103,456,330
VIP II - Asset Manager: Growth 1,760,200 154,243 (337,931) (92,554) 1,483,958 $ 20.93 31,065,071
VIP II - Contrafund 6,419,636 443,789 (451,601) (200,304) 6,211,520 $ 26.40 163,982,487
VIP III - Balanced 371,377 100,999 145,380 (80,590) 537,166 $ 13.98 7,511,155
VIP III - Growth & Income 2,163,555 1,107,895 1,071,230 (368,438) 3,974,242 $ 16.29 64,760,113
VIP III - Growth Opportunities 2,558,459 468,112 (96,266) (238,946) 2,691,359 $ 15.62 42,029,696
MSUF - Emerging Markets Equity 20,806 12,500 39,057 (796) 71,567 $ 7.56 541,172
MSUF - Emerging Markets Debt 32,130 9,702 (3,800) (1,123) 36,909 $ 7.44 274,713
MSUF - Global Equity 29,979 70,359 75,573 (23,438) 152,473 $ 11.54 1,759,437
MSUF - International Magnum 17,042 35,893 36,135 (13,435) 75,635 $ 10.65 805,735
PBHG - Growth II 11,877 13,257 13,845 0 38,979 $ 10.90 424,700
PBHG - Small Cap Value 51,781 45,359 159,664 (8,023) 248,781 $ 11.48 2,855,455
PBHG - Large Cap Value 18,440 34,250 123,327 (21,049) 154,968 $ 14.05 2,177,563
PBHG - Technology & 34,037 46,836 143,175 (3,033) 221,015 $ 12.94 2,860,409
Communications
PBHG - Select 20 54,758 310,910 1,419,936 (93,852) 1,691,752 $ 16.80 28,413,465
SVIF - Discovery Fund II 8,046 16,676 3,995 (3,457) 25,260 $ 10.31 260,538
SVIF - Growth Fund II 15,649 36,533 18,029 (2,394) 67,817 $ 13.08 887,378
SVIF - Opportunity Fund II 31,571 165,753 90,042 (19,394) 267,972 $ 11.43 3,062,422
WPT - Small Company Growth 28,265 33,486 33,545 (1,824) 93,472 $ 9.82 917,883
WPT - International Equity 3,206 16,976 9,236 (189) 29,229 $ 10.33 301,996
WPT - Post-Venture Capital 6,514 30,180 11,079 (1,958) 45,815 $ 10.83 496,313
$ 981,357,735
</TABLE>
6. UNIT VALUES - CONTINUED
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
PAYMENTS
BEGINNING RECEIVED
BALANCE FROM TRANSFERS CONTRACT UNITS ENDING DOLLARS
UNITS CONTRACT BETWEEN TERMINATIONS BALANCE
OWNERS SUB- UNIT
ACCOUNTS, VALUE
NET
JANUARY 1, 1997 TO DECEMBER
31, 1997
VIP - Money Market 3,144,313 1,192,450 (1,961,731) 135,771 2,510,803 $ 15.98 $ 40,122,752
VIP - High Income 820,013 125,044 (36,435) (39,629) 868,993 $ 29.00 25,203,764
VIP - Equity-Income 4,755,212 283,630 (254,145) (118,385) 4,666,312 $ 39.39 183,811,551
VIP - Growth 2,503,391 102,300 (325,759) (50,211) 2,229,721 $ 42.76 95,348,269
VIP - Overseas 1,151,640 68,604 (123,259) (37,425) 1,059,560 $ 23.52 24,922,843
VIP II - Investment Grade Bond 382,801 18,247 64,575 (23,502) 442,121 $ 18.75 8,288,748
VIP II - Asset Manager 3,900,514 115,925 (240,287) (171,837) 3,604,315 $ 24.80 89,382,163
VIP II - Index 500 1,887,371 443,549 793,394 (122,980) 3,001,334 $ 24.83 74,512,753
VIP II - Asset Manager: Growth 1,163,007 308,312 331,850 (42,969) 1,760,200 $ 17.95 31,593,890
VIP II - Contrafund 5,882,023 702,932 (5,288) (160,031) 6,419,636 $ 20.47 131,438,645
VIP III - Balanced * 154,849 243,840 (27,312) 371,377 $ 11.98 4,449,837
VIP III - Growth & Income * 936,634 1,359,453 (132,532) 2,163,555 $ 12.68 27,424,348
VIP III - Growth 1,076,440 1,563,569 (81,550) 2,558,459 $ 12.63 32,320,770
Opportunities *
MSUF - Emerging Markets 11,511 9,298 (3) 20,806 $ 10.05 209,175
Equity **
MSUF - Emerging Markets Debt 1,251 31,482 (603) 32,130 $ 10.48 336,604
**
MSUF - Global Equity ** 18,774 11,206 (1) 29,979 $ 10.25 307,316
MSUF - International Magnum ** 8,767 8,275 0 17,042 $ 9.86 167,959
PBHG - Growth II ** 5,767 6,751 (641) 11,877 $ 10.15 120,577
PBHG - Small Cap Value ** 10,032 42,492 (743) 51,781 $ 10.43 540,062
PBHG - Large Cap Value ** 6,302 12,765 (627) 18,440 $ 10.27 189,335
PBHG - Technology & 14,091 22,932 (2,986) 34,037 $ 9.87 335,899
Communications **
PBHG - Select 20 ** 11,265 43,493 0 54,758 $ 10.42 570,453
SVIF - Discovery Fund II ** 3,308 6,202 (1,464) 8,046 $ 9.69 77,996
SVIF - Growth Fund II ** 9,503 6,146 0 15,649 $ 10.25 160,415
SVIF - Opportunity Fund II ** 15,195 17,006 (630) 31,571 $ 10.15 320,324
WPT - Small Company Growth ** 7,472 23,269 (2,476) 28,265 $ 10.19 288,010
WPT - International Equity ** 1,196 2,010 0 3,206 $ 9.24 29,631
WPT - Post-Venture Capital ** 1,875 4,639 0 6,514 $ 10.25 66,773
$ 772,540,862
* FOR THE PERIOD JANUARY 27,
1997 (COMMENCEMENT OF
OPERATIONS) THROUGH DECEMBER
31, 1997.
** FOR THE PERIOD NOVEMBER
24, 1997 (COMMENCEMENT OF
OPERATIONS) THROUGH DECEMBER
31, 1997.
</TABLE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Contract Owners of Empire Fidelity Investments Variable Annuity
Account A:
In our opinion, the accompanying statement of assets and liabilities
and the related statements of operations and changes in net assets
present fairly, in all material respects, the financial position of
Empire Fidelity Investments Variable Annuity Account A (comprised of
VIP - Money Market, VIP - High Income, VIP - Equity-Income, VIP -
Growth, VIP - Overseas, VIP II - Investment Grade Bond, VIP II - Asset
Manager, VIP II - Index 500, VIP II - Asset Manager: Growth, VIP II -
Contrafund, VIP III - Balanced, VIP III - Growth & Income, VIP III -
Growth Opportunities, MSUF - Emerging Markets Equity, MSUF - Emerging
Markets Debt, MSUF - Global Equity, MSUF - International Magnum, PBHG
- - Growth II, PBHG - Small Cap Value, PBHG - Large Cap Value, PBHG -
Technology & Communications, PBHG - Select 20, SVIF - Discovery Fund
II, SVIF - Growth Fund II, SVIF - Opportunity Fund II, WPT - Small
Company Growth, WPT - International Equity and WPT - Post-Venture
Capital) of Empire Fidelity Investments Life Insurance Company at
December 31, 1998, and the results of its operations and the changes
in its net assets for each of the periods indicated therein, in
conformity with generally accepted accounting principles. These
financial statements are the responsibility of Empire Fidelity
Investments Life Insurance Company's management; our responsibility is
to express an opinion on these financial statements based on our
audits. We conducted our audits of these statements in accordance with
generally accepted auditing standards which require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe
that our audits, which include confirmation of investments at December
31, 1998 by correspondence with the funds, provide a reasonable basis
for the opinion expressed above.
PricewaterhouseCoopers LLP
Boston, Massachusetts
January 25, 1999
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
a) Financial Statements included in Part B
The following financial statements of Empire Fidelity
Investments Life Insurance Company and of Empire Fidelity Investments
Variable Annuity Account A are filed in Part B.
Statement of Assets and Liabilities for Empire Fidelity
Investments Variable Annuity Account A as of December 31, 1998.
Statements of Operations and Changes in Net Assets for Empire
Fidelity Investments Variable Annuity Account I for year ended
December 31, 1998 and 1997.
Report of PricewaterhouseCoopers LLP on the Financial Statements
of Empire Fidelity Investments Variable Annuity Account A.
Balance Sheet of Empire Fidelity Investments Life Insurance
Company as of December 31, 1998 and 1997.
Statements of Income for Empire Fidelity Investments Life
Insurance Company for the Year Ended December 31, 1998 and 1997.
Statements of Changes in Stockholder's Equity for Empire
Fidelity Investments Life Insurance Company for the Year Ended
December 31, 1998 and 1997.
Statements of Cash Flows for Empire Fidelity Investments Life
Insurance Company for the Year Ended December 31, 1998 and 1997.
Report of PricewaterhouseCoopers LLP on Financial Statements of
Empire Fidelity Investments Life Insurance Company.
There are no financial statements included in Part A.
b) Exhibits
(1) Resolution of Board of Directors of Empire Fidelity
Investments Life Insurance Company establishing the Empire
Fidelity Investments Variable Annuity Account A. (Note 1).
(2) Not Applicable.
(3) (a) Distribution Agreement between Empire Fidelity Investments
Life and Fidelity Brokerage Services, Inc. (Note 1).
(4) (a) Specimen Variable Annuity Contract. (Note 4)
(c) Endorsement for Qualified Contracts. (Note 4)
(5) (a) Application for Variable Annuity Contract. (Note 4)
(6) (a) Charter of Empire Fidelity Investments Life. (Note 1)
(b) Bylaws of Empire Fidelity Investments Life. (Note 1)
(7) Not applicable.
(8) (a) Service Agreement between Empire Fidelity
Investments Life and Fidelity Investments Life. (Note 1)
(b) Service Agreement between Empire Fidelity
Investments Life and Fidelity Investments
Corporate Services. (Note 1)
(9) Opinion and consent of David J. Pearlman, as to the legality
of securities being issued. (Note 2)
(10) (a) Written consent of PricewaterhouseCoopers LLP. (Note 2)
(b) Written consent of Jorden Burt Boros Cicchetti Berenson &
Johnson LLP (Note 2)
(11) Not Applicable
(12) Not Applicable
(13) Not Applicable
(14) (a) Form of Participation Agreement Between Empire Fidelity
Investments Life, Fidelity Distributors Corporation and
Variable Insurance Products Fund (Note 1)
(b) Form of Participation Agreement Between Empire Fidelity
Investments Life, Fidelity Distributors Corporation and
Variable Insurance Products Fund II (Note 1)
(c) Form of Participation Agreement between Empire Fidelity
Investments Life and Strong Variable Insurance Funds,
Inc. on behalf of the Portfolios, and Strong Opportunity
Fund II, Inc., Strong Capital Management, Inc. (the
"Adviser"), (Note 4)
(d) Form of Participation Agreement between Empire Fidelity
Investments Life and PBHG INSURANCE SERIES FUND, INC.
("FUND"), and PILGRIM BAXTER & ASSOCIATES, LTD.
("ADVISER"). (Note 4)
`
(e) Form of Participation Agreement between Empire Fidelity
Investments Life and MORGAN STANLEY UNIVERSAL FUNDS, INC.
(the "Fund"), and MORGAN STANLEY ASSET MANAGEMENT INC.
and MILLER ANDERSON & SHERRERD, LLP (the "Advisers").
(Note 4)
(f) Form of Participation Agreement between Empire Fidelity
Investments Life and Warburg, Pincus Trust, (the "Fund");
Warburg, Pincus Counsellors, Inc. (the "Adviser"); and
Counsellors Securities Inc. (Note 4)
(15) (a) Powers of Attorney (Note 3)
Power of Attorney for Lena G. Goldberg (Note 4)
Powers of Attorney for Stephen P. Jonas and Allan Brandon (Note 5)
___________________
(Note 1) Incorporated by reference from original registration
statement filed on Form N-4 on April 24, 1997, Reg. No. 33-42376, on
behalf of Empire Fidelity Investments Variable Annuity Account A.
(Note 2) Filed herein
(Note 3) Incorporated by reference from Post-Effective Amendment No. 3
to Registration Statement on Form N-4, Reg. No. 33-54924, on behalf of
Empire Fidelity Investments Variable Annuity Account A.
(Note 4) Incorporated by reference from Post-Effective Amendment No. 6
to Registration Statement No. 33-42376, filed on August 29, 1997, on
behalf of Empire Fidelity Investments Variable Annuity Account A.
(Note 5) Incorporated herein by reference from Post-Effective
Amendment No. 8 to this Registration Statement filed
on January 19, 1999.
Item 25. Directors and Officers of the Depositor
The directors and officers of Empire Fidelity Investments
Life are as follows:
Directors of Empire Fidelity Investments Life
J. GARY BURKHEAD, Director
JAMES C. CURVEY, Director
LENA G. GOLDBERG, Director
JOHN J. REMONDI, Director
RODNEY R. ROHDA, Director and Chairman
ALLAN BRANDON, Director
DAVID C. WEINSTEIN, Director
STEPHEN P. JONAS, Director
ROY BALLENTINE, Director
PETER JOHANNSEN, Director
JOSHUA BERMAN, Director
MALCOLM MACKAY, Director
FLOYD L. SMITH, Director
The addresses of Roy Ballentine, Joshua Berman, Peter Johannsen ,
Malcolm MacKay and Floyd L. Smith are 11 Depot Street, P.O.Box 1860,
Wolfboro, New Hampshire 03894; 919 Third Avenue, New York, New York
10022; One Post Office Square, Boston, Massachusetts 02109, and 4
Peter Cooper Road, #9G, New York, New York 10010 respectively. The
principal business address of Allan Brandon is One World Financial
Center, 200 Liberty Street, Tower A, New York, New York 10281. The
principal business address of each of the other above persons is 82
Devonshire Street, Boston, Massachusetts 02109.
Executive Officers Who Are not Directors
Executive officers of Empire Fidelity Investments Life who are not
directors are as follows.
MELANIE CALZETTI-SPAHR, Executive Vice President, Operations
DAVID J. PEARLMAN, Vice President, Secretary and General Counsel
JOSEPH L. KURTZER Jr., Treasurer
The principal business address of Melanie Calzetti-Spahr, David J.
Pearlman, and Joseph L. Kurtzer Jr. is 82 Devonshire Street, Boston,
Massachusetts 02109.
Item 26. Persons Controlled By or Under Common control with the Depositor
or Registrant.
See Exhibit 26 of the original registration statement filed
on Form N-4 on August 17, 1991, Reg. No.
33-42376, on behalf of Empire Fidelity Investments Variable Annuity
Account A.
Item 27. Number of Contract Owners.
As of December 31, 1998, there were 724 Qualified Contracts and
10,688 Non-qualified Contracts outstanding.
Item 28. Indemnification.
FMR Corp. and its subsidiaries own a directors' and officers'
liability reimbursement contract (the "Policy"), issued by National
Union Fire Insurance Company, that provides coverage for "Loss" (as
defined in the Policy) arising from any claim or claims by reason of
any breach of duty, neglect, error, misstatement, misleading
statement, omission or other act done or wrongfully attempted by a
person while he or she is acting in his or her capacity as a director
or officer. The coverage is provided to these insureds, including
Empire Fidelity Investments Life, to the extent required or permitted
by applicable law, common or statutory, or under their respective
charters or by-laws, to indemnify directors or officers for Loss
arising from the above-described matters. Coverage is also provided
to the individual directors or officers for such Loss, for which they
shall
not be indemnified, subject to relevant contract exclusions. Loss is
essentially the legal liability on claims against a director or
officer, including damages, judgements, settlements, costs, charges
and expenses (excluding salaries of officers or employees) incurred
in the defense of actions, suits or proceedings and appeals therefrom.
There are a number of exclusions from coverage. Among the matters
excluded are Losses arising as a result of (1) fines or penalties
imposed by law or other matters that may be deemed uninsurable under
the law pursuant to which Policy is construed, (2) claims brought
about or contributed to by the fraudulent, dishonest, or criminal acts
of a director or officer, (3) any claim made against the directors or
officers for violation of any of the responsibilities, obligations, or
duties imposed upon fiduciaries by the Employee Retirement Income
Security Act of 1974 or amendments thereto, (4) professional errors or
omission, and (5) claims for an accounting or profits in fact made
from the purchase or sale by a director or officer of any securities
of the insured corporations within the meaning of section 16(b) of the
Securities Exchange Act of 1934 and amendments thereto or similar
provisions of any state law.
The limit of coverage of the Policy is $10 million, as an annual
aggregate limit, with 95% co-insurance for the first $1 million of
coverage, and with a deductible of $500,000 in the event that Empire
Fidelity Investments Life indemnifies the director or officer (with a
maximum aggregate per loss deductible of $25,000) if Empire Fidelity
Investments Life does not indemnify the director or officer.
New York law (N.Y. Bus. Corp. 722) provides, in part, that a
corporation may indemnify a director, officer, employee or agent
against liability if he acted in good faith and in a manner he
reasonably believed to be in the best interests of the corporation
and, in respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful.
The text of Article VI of Empire Fidelity Investment Life's By-Laws,
which relates to indemnification of the directors and officers, is as
follows:
Section 6.1. Indemnification of Directors, Officers, Employees and
Agents. Any person who was or is a party or is threatened to be made
a party to any threatened, pending or completed action, suit or
proceeding, whether civil, criminal, administrative or investigative
(including any action or suit by or in the right of the Corporation to
procure a judgement in its favor) by reason of the fact that he is or
was a director, officer, employee or agent of the Corporation as a
director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise, shall be
indemnified to the extent permitted by the laws of the State of New
York, against expenses (including attorney's fees), judgements, fines
and amounts paid in settlement actually and reasonably incurred by him
in connection with the defense of settlement of such action, suit or
proceeding. The indemnification expressly provided by statute in a
specific case shall not be deemed entitled under any lawful agreement,
vote of stockholders or disinterested directors or otherwise, both as
to action in his official capacity and as to action in another
capacity while holding such office, and shall continue as a person who
has ceased to be a director, officer, employee or agent and shall
inure to the benefit of the heirs, executors and administrators of
such person.
The Board of Directors may purchase and maintain insurance on behalf
on any person who is or was a director, officer, employee of agent of
the Corporation as a director, officer, employee or agent of another
corporation, partnership, joint venture or trust or other enterprise
against any liability incurred by him in any such capacity or arising
out of his status as such, whether or not the Corporation would have
the power to indemnify against such liability.
Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers, and controlling
persons of the Registrant pursuant to the foregoing provisions, or
otherwise, the Registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against
public policy as expressed in the Act and is, therefore,
unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer, or controlling person in
connection with the securities being registered), the Registrant will,
unless in the opinion of is counsel the matter has been settled by
controlling precedent, submit to a court of appropriate jurisdiction
the question whether such indemnification by its against is against
public policy as expressed in the Act and will be governed by the
final adjudication of such issue.
Item 29. Principal Underwriters.
(a) Fidelity Brokerage Services, Inc. acts as distributor for
other variable life and variable annuity
contracts registered by separate accounts of EFILI, Fidelity
Investments Life Insurance Company, Monarch Life
Insurance Company, and PFL Life Insurance Company.
(b)
Name and Principal Positions and Offices with Underwriter
Business Address
Roger T. Servison Director
Robert P. Mazzarella Director and President
Rodney R. Rohda Director
Edward L. McCartney Executive Vice President
J. Peter Benzie Executive Vice President
Bruce MacAlpine Vice President
Kenneth Klipper Treasurer
Gary Greenstein Assistant Treasurer
Jeffrey R. Larsen Legal Counsel & Clerk
Linda Holland Compliance Officer
Richard Blades Compliance Registered Options Principal
Jay Freedman Assistant Clerk
Thomas G. McNichols Vice President, Operations
Lawrence G. Smith Vice President
(c) Commissions and other compensation was received by the principal
underwriter.
See Item 24 (b) (3). No compensation was received by the
principal underwriter from the registrant or depositor during the
registrant's or depositor's last fiscal year.
The address for each person named in Item 29 is 82 Devonshire
Street, Boston, Massachusetts 02109.
Item 30. Location of Accounts and Records
The records regarding the Account required to be maintained
by Section 31(a) of the Investment Company Act of 1940, and Rules
31a-1 to 31a-3 promulgated thereunder, are maintained at Empire
Fidelity Investments Life Insurance Company at One World Financial
Center New York, New York 10281.
Item 31. Management Services
The contracts for management-related services between (a)
Fidelity Investments Life and Empire Fidelity Investments Life is
summarized in Part B. Payments under these contracts for 1998, 1997
and 1996 were $607,200, $514,800 and $343,376, respectively.
Item 32. Undertakings
(a) Registrant undertakes to file a post-effective amendment
to this Registration Statement as frequently as is necessary to ensure
that the audited financial statements in the Registration Statement
are never than 16 months old for so long as payments under the
variable annuity contracts may be accepted.
(b) Registrant undertakes to include either (1) as part of any
application to purchase a contract offered by the prospectus, a space
that an applicant can check to request a Statement of Additional
Information, or (2) a post card or similar written communication
affixed to or included in a prospectus that the applicant can remove
to send for a Statement of Additional Information.
(c) Registrant undertakes to deliver any Statement of
Additional Information and any financial statements required to be
made available under this Form promptly upon written or oral request.
(d) Registrant represents that it meets the definition of a
"separate account" under the federal securities laws.
(e) Empire Fidelity Investment Life Insurance Company hereby
represents that the aggregate charges under the variable annuity
policy ("the contract") offered by Empire Fidelity Investment Life
Insurance Company are reasonable in relation to services rendered, the
expenses expected to be incurred, and the risks assumed by Empire
Fidelity Investment Life Insurance Company
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Registrant, Empire Fidelity Investments Variable
Annuity Account A, certifies that it meets the requirements of the
Securities Act Rule 485(b) for effectiveness of this Registration
Statement and has caused this Post-Effective Amendment No. 7 to the
Registration Statement to be signed on its behalf in the city of
Boston and the Commonwealth of Massachusetts, on this 15th day of
April, 1999.
EMPIRE FIDELITY INVESTMENTS VARIABLE ANNUITY ACCOUNT A
(Registrant)
By: EMPIRE FIDELITY INVESTMENTS LIFE INSURANCE COMPANY
(Depositor)
By: __/s/ Rodney R. Rohda_ Attest:_/s/ David J. Pearlman_
Rodney R. Rohda, David J. Pearlman,
President Chairman Secretary
Chief Executive OFficer
and Chief Operating Officer
As required by the Securities Act of 1933, this Registration Statement
has been signed below by the following persons in the capacities
indicated on this 15th day of April, 1999.
<TABLE>
<CAPTION>
<S> <C> <C>
Signature Title
_/s/ Rodney R. Rohda__ President, Chairman and
Director
Rodney R. Rohda (Chief Executive Officer)
(Chief Operating Officer)
)
_______________ )
Joseph L. Kurtzer Jr. Treasurer )
)
________________ )
J. Gary Burkhead Director )
)
________________ )
James C. Curvey Director )
) By:__/s/ David J. Pearlman_
) David J. Pearlman
________________ ) (Attorney-in-Fact)
John J. Remondi Director )
)
________________ )
Lena G. Goldberg Director )
)
_______________ )
Roy Ballentine Director )
)
_______________ )
Peter Johannsen Director )
_______________ )
Stephen P. Jonas Director )
)
_______________ )
Malcolm MacKay Director )
)
_______________ )
Joshua Berman Director )
) By: __/s/ David J. Pearlman_
_______________ ) David J. Pearlman
Allan Brandon Director ) (Attorney-in-Fact)
)
_______________ )
Floyd L. Smith Director )
)
_______________ )
David Weinstein Director )
</TABLE>
EXHIBIT INDEX
Exhibit
(9) Opinion and consent of David J. Pearlman, as to
the legality of securities being issued
(10)(a) Written consent of PricewaterhouseCoopers LLP.
(10)(b) Written consent of Jorden Burt Boros Cicchetti Berenson & Johnson LLP
.
FIDELITY (LOGO) FMR Corp. 82 Devonshire
INVESTMENTS(registered Street Boston MA 02109-3614
trademark) 617 563 7000
April 15, 1999
Board of Directors
Empire Fidelity Investments Life Insurance Company
200 Liberty Street
One World Financial Center
New York, N.Y. 10281
Ladies and Gentlemen:
In my capacity as Associate General Counsel of FMR Corp., I have
provided legal advice to Empire Fidelity Investments Life Insurance
Company ("Empire Fidelity Life") with respect to the establishment of
Empire Fidelity Investments Variable Annuity Account A (the "Account")
pursuant to section 4240 of the New York Insurance Law. The
Account was established by Empire Fidelity Life on July 15, 1991 for
the investment of assets held under certain variable annuity contracts
(the "Contracts"). I have participated in the preparation and review
of Post-Effective Amendment No. 7 to the Registration Statement on
Form N-4 for the registration of the Contracts with the Securities and
Exchange Commission under the Securities Act of 1933, Reg. No.
33-54924 and the registration of the Account under the Investment
Company Act of 1940.
I am of the following opinion:
(1) Empire Fidelity Life is duly organized and validly existing under
the laws of the State of New York.
(2) The Account is duly created and validly existing as a separate
account of Empire Fidelity Life under the laws of New York.
(3) The portion of the assets to be held in the Account equal to the
reserve and other liabilities for variable benefits under the
Contracts is not chargeable with liabilities arising out of any other
business Empire Fidelity Life may conduct.
(4) The Contracts, when issued as set forth in the Registration
Statement, will be legal and binding obligations of Empire Fidelity
Life in accordance with their terms.
In arriving at the foregoing opinion, I have made such examination of
law and examined such records and other documents as I judged to be
necessary or appropriate.
I hereby consent to the filing of this opinion as an Exhibit to the
Registration Statement, and to the reference to my name under the
heading "Legal Matters" in the Statement of Additional Information.
Very truly yours,
/s/ David J. Pearlman
David J. Pearlman
April 12, 1999
Empire Fidelity Investments Life Insurance Company
Empire Fidelity Investments Variable Annuity Account A
82 Devonshire Street
Boston, Massachusetts 02109
Re: Registration No. 33-54924
Ladies and Gentlemen:
We hereby consent to the reference to our name under the caption
"Legal Matters" in the Statement of Additional Information contained
in Post-Effective Amendment No. 7 to the Registration Statement on
Form N-4 (File No. 33-54924) for Empire Fidelity Investments Variable
Annuity Account A filed by the Account with the Securities and
Exchange Commission pursuant to the Securities Act of 1933.
Very truly yours,
JORDEN BURT BOROS CICCETTI BERENSON & JOHNSON LLP
By: /s/Michael Berenson
Michael Berenson
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the use in the Statement of Additional
Information constituting part of this Post-Effective Amendment No. 7
to the registration statement on Form N-4 of our reports dated January
25, 1999, relating to the consolidated financial statements of Empire
Fidelity Investments Life Insurance Company and the financial
statements of Empire Fidelity Investments Variable Annuity Account A,
both of which appear in such Statement of Additional Information. We
also consent to the reference to us under the heading "Independent
Accountants" in such Statement of Additional Information.
/s/ PRICEWATERHOUSECOOPERS LLP
PRICEWATERHOUSECOOPERS LLP
Boston, Massachusetts
April 13, 1999
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000878467
<NAME> Empire Fidelity Investments Variable Annuity Account A
<SERIES>
<NUMBER> 1
<NAME> Empire Fidelity Investments Variable Annuity Account A
<MULTIPLIER> 1,000
<S>
<C>
<PERIOD-TYPE> year
<FISCAL-YEAR-END> dec-31-1998
<PERIOD-END> dec-31-1998
<INVESTMENTS-AT-COST> 794,561
<INVESTMENTS-AT-VALUE> 1,018,128
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 1,018,128
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
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<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 1,018,128
<DIVIDEND-INCOME> 14,629
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 7,178
<NET-INVESTMENT-INCOME> 7,451
<REALIZED-GAINS-CURRENT> 75,873
<APPREC-INCREASE-CURRENT> 58,873
<NET-CHANGE-FROM-OPS> 162,197
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
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<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 224,792
<ACCUMULATED-NII-PRIOR> 0
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<OVERDISTRIB-NII-PRIOR> 0
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<GROSS-ADVISORY-FEES> 0
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<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
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<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
