<PAGE> 1
As filed with the Securities and Exchange Commission on August 12, 1998.
Registration No. 33-
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
SEPARATE ACCOUNT A
(Exact name of Registrant)
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
(Name of Depositor)
Corporate Center at Rye
555 Theodore Fremd Avenue
Rye, New York 10580
(Address of Depositor's Principal Executive Offices)
(914) 921-1020
(Depositor's Telephone Number Including Area Code)
A. Scott Logan, President Copy to:
The Manufacturers Life Insurance J. Sumner Jones, Esq.
Company of New York Jones & Blouch, LLP
555 Theodore Fremd Avenue 1025 Thomas Jefferson Street, N.W.
Rye, New York 10580 Washington, DC 20007
(914) 921-1020
(Name and Address of Agent for Service)
Approximate Date of Proposed Public Offering: As soon as practicable after the
effective date of this registration statement.
The Registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall file
a further amendment which specifically states that this Registration Statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
<PAGE> 2
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
CROSS REFERENCE TO ITEMS REQUIRED BY FORM N-4
<TABLE>
<CAPTION>
N-4 Item
Part A Caption in Prospectus
- ------ ---------------------
<S> <C>
1...................................Cover Page
2...................................Special Terms
3...................................Summary
4...................................Performance Data; Financial Statements
5...................................General Information about The Manufacturers Life Insurance Company of
New York, The Manufacturers Life Insurance Company of New York Separate
Account A and Manufacturers Investment Trust
6...................................Charges and Deductions; Administration Fees; Distribution Fee; Mortality
and Expense Risk Charge; Taxes; Appendix A; Appendix B
7...................................Accumulation Provisions; Company Approval; Purchase Payments;
Accumulation Units; Net Investment Factor; Transfers Among Investment
Options; Telephone Transactions; Special Transfer Services - Dollar Cost
Averaging; Asset Rebalancing Program; Withdrawals; Special Withdrawal
Services - Systematic Withdrawal Plan; Contract Owner Inquiries; Other
Contract Provisions; Ownership; Beneficiary; Modification
8...................................Annuity Provisions; General; Annuity Options; Determination of Amount of
the First Variable Annuity Payment; Annuity Units and the Determination
of Subsequent Variable Annuity Payments; Transfers After Maturity Date
9...................................Accumulation Provisions; Death Benefit Before Maturity Date; Annuity
Provisions; Death Benefit on or After Maturity Date
10..................................Accumulation Provisions; Purchase Payments; Accumulation Units; Value of
Accumulation Units; Net Investment Factor; Distribution of Contracts
11..................................Withdrawals; Restrictions under the Texas Optional Retirement Program;
Accumulation Provisions; Purchase Payments; Other Contract Provisions;
Ten Day Right to Review
12..................................Federal Tax Matters; Introduction; The Company's Tax Status; Taxation of
Annuities in General; Diversification Requirements; Qualified Retirement
Plans
13..................................Legal Proceedings
14..................................Statement of Additional Information - Table of Contents
</TABLE>
<TABLE>
<CAPTION>
Caption in Statement of
Part B Additional Information
- ------ ----------------------
<S> <C>
15..................................Cover Page
16..................................Table of Contents
17..................................General History and Information
18..................................Services-Accountants; Services-Servicing Agent
19..................................Not Applicable
20..................................Services - Principal Underwriter
21..................................Performance Data
22..................................Not Applicable
23..................................Financial Statements
</TABLE>
<PAGE> 3
PART A
INFORMATION REQUIRED IN A PROSPECTUS
<PAGE> 4
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
Annuity Service Office and Mailing Address
Corporate Center at Rye
555 Theodore Fremd Avenue
Rye, New York 10580
THE MANUFACTURERS LIFE INSURANCE COMPANY
OF NEW YORK SEPARATE ACCOUNT A
SINGLE PAYMENT INDIVIDUAL DEFERRED
COMBINATION FIXED AND VARIABLE ANNUITY CONTRACT
NON-PARTICIPATING
This Prospectus describes a single payment individual deferred
combination fixed and variable annuity contract (the "contract") issued by The
Manufacturers Life Insurance Company of New York, formerly First North American
Life Assurance Company (the "Company"), a stock life insurance company the
ultimate parent of which is The Manufacturers Life Insurance Company
("Manulife"). The contract is designed for use in connection with retirement
plans which may or may not qualify for special Federal income tax treatment.
The contract provides for the accumulation of contract values and the
payment of annuity benefits on a variable and/or fixed basis. The contract
offers thirty-seven investment options: thirty-five variable and two fixed
accounts. The contract value during the accumulation period and annuity
payments, if selected on a variable basis, will vary according to the investment
performance of the sub-accounts of The Manufacturers Life Insurance Company of
New York Separate Account A, formerly FNAL Variable Account (the "Variable
Account"). The Variable Account is a separate account established by the
Company. Purchase payments and earnings on those purchase payments may be
allocated to and transferred among one or more of thirty-five sub-accounts of
the Variable Account. The assets of each sub-account are invested in shares of
Manufacturers Investment Trust, formerly NASL Series Trust (the "Trust"), a
mutual fund having an investment portfolio for each sub-account of the Variable
Account (see the accompanying Prospectus of the Trust). Fixed contract values
may be accumulated under the one year fixed account investment option or a
dollar cost averaging fixed account investment option. Except as specifically
noted herein and as set forth under the caption "FIXED ACCOUNT INVESTMENT
OPTIONS" below, this Prospectus describes only the variable portion of the
contract.
SHARES OF THE TRUST ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED
OR ENDORSED BY, ANY BANK, AND THE SHARES ARE NOT FEDERALLY INSURED BY THE
FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER
AGENCY.
Additional information about the contract and the Variable Account is
contained in a Statement of Additional Information, dated the same date as this
Prospectus, which has been filed with the Securities and Exchange Commission
(the "SEC") and is incorporated herein by reference. The Statement of Additional
Information is available without charge upon request by writing the Company at
the above address or telephoning (914) 921-1020. In addition, the SEC maintains
a Web site (http://www.sec.gov) that contains the Statement of Additional
Information, material incorporated by reference, and other information regarding
registrants that file electronically with the SEC. The table of contents for the
Statement of Additional Information is included on page 33 of this Prospectus.
PLEASE READ THIS PROSPECTUS CAREFULLY AND KEEP IT FOR FUTURE REFERENCE. IT
CONTAINS INFORMATION ABOUT THE VARIABLE ACCOUNT AND THE VARIABLE PORTION OF THE
CONTRACT THAT A PROSPECTIVE PURCHASER SHOULD KNOW BEFORE INVESTING.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SEC NOR HAS THE
SEC PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
TO THE CONTRARY IS A CRIMINAL OFFENSE.
VIS27.PRO__98 The date of this Prospectus is _______, 1998
<PAGE> 5
TABLE OF CONTENTS
SPECIAL TERMS .............................................. 3
SUMMARY..................................................... 5
GENERAL INFORMATION ABOUT THE MANUFACTURERS LIFE
INSURANCE COMPANY OF NEW YORK, THE MANUFACTURERS LIFE
INSURANCE COMPANY OF NEW YORK SEPARATE ACCOUNT A AND
MANUFACTURERS INVESTMENT TRUST ............................. 9
The Manufacturers Life Insurance Company of New York .. 9
The Manufacturers Life Insurance Company of New York
Separate Account A .................................... 9
Manufacturers Investment Trust......................... 10
DESCRIPTION OF THE CONTRACT ................................ 14
ACCUMULATION PROVISIONS ................................. 14
Purchase Payments ..................................... 14
Accumulation Units .................................... 14
Value of Accumulation Units ........................... 15
Net Investment Factor ................................. 15
Transfers Among Investment Options .................... 15
Maximum Number of Investment Options................... 15
Special Transfer Services - Dollar Cost Averaging...... 16
Asset Rebalancing Program.............................. 16
Withdrawals............................................ 16
Special Withdrawal Services - Systematic
Withdrawal Plan ..................................... 17
Loans.................................................. 17
Death Benefit Before Maturity Date..................... 18
ANNUITY PROVISIONS ...................................... 19
General ............................................... 19
Annuity Options ....................................... 19
Determination of Amount of the First Variable
Annuity Payment...................................... 20
Annuity Units and the Determination of
Subsequent Variable Annuity Payments ................ 20
Transfers After Maturity Date ......................... 21
Death Benefit on or After Maturity Date................ 21
OTHER CONTRACT PROVISIONS ............................... 21
Ten Day Right to Review ............................... 21
Ownership ............................................. 21
Annuitant ............................................. 22
Beneficiary ........................................... 22
Modification .......................................... 22
Company Approval ...................................... 22
Misstatement and Proof of Age, Sex or Survival......... 22
FIXED ACCOUNT INVESTMENT OPTIONS......................... 22
CHARGES AND DEDUCTIONS ..................................... 24
Administration Fees.................................... 24
Distribution Fee....................................... 24
Mortality and Expense Risk Charge ..................... 24
Taxes ................................................. 25
FEDERAL TAX MATTERS ........................................ 25
INTRODUCTION ............................................ 25
THE COMPANY'S TAX STATUS ................................ 25
TAXATION OF ANNUITIES IN GENERAL ........................ 25
Tax Deferral During Accumulation Period ............... 25
Taxation of Partial and Full Withdrawals .............. 27
Taxation of Annuity Payments .......................... 27
Taxation of Death Benefit Proceeds .................... 27
Penalty Tax on Premature Distributions ................ 28
Aggregation of Contracts .............................. 28
QUALIFIED RETIREMENT PLANS .............................. 28
Qualified Plan Types .................................. 29
Direct Rollovers ...................................... 31
FEDERAL INCOME TAX WITHHOLDING........................... 31
GENERAL MATTERS............................................. 31
Tax Deferral........................................... 31
Performance Data....................................... 31
Financial Statements................................... 32
Asset Allocation and Timing Services................... 32
Distribution of Contracts ............................. 32
Contract Owner Inquiries............................... 32
Confirmation Statements................................ 32
Legal Proceedings ..................................... 32
Other Information ..................................... 33
Impact of Year 2000 ................................... 33
STATEMENT OF ADDITIONAL INFORMATION-
TABLE OF CONTENTS........................................ 33
2
<PAGE> 6
SPECIAL TERMS
The following terms as used in this Prospectus have the indicated
meanings:
Accumulation Unit - A unit of measure that is used to calculate the
value of the variable portion of the contract before the maturity date.
Annuitant - Any natural person or persons whose life is used to
determine the duration of annuity payments involving life contingencies. If the
contract owner names more than one person as an "annuitant," the second person
named shall be referred to as "co-annuitant." The "annuitant" and "co-annuitant"
will be referred to collectively as "annuitant." The "annuitant" is as
designated on the contract specification page or in the application, unless
changed.
Annuity Option - The method selected by the contract owner or as
specified in the contract if no selection is made for annuity payments made by
the Company.
Annuity Service Office - The service office of the Company is Corporate
Center at Rye, 555 Theodore Fremd Avenue, Rye, New York 10580.
Annuity Unit - A unit of measure that is used after the maturity date
to calculate variable annuity payments.
Beneficiary - The person, persons or entity entitled to the death
benefit under the contract upon the death of a contract owner or, in certain
circumstances, an annuitant. The beneficiary is as specified in the application,
unless changed. If there is a surviving contract owner, that person will be
deemed the beneficiary.
Contingent Beneficiary - The person, persons or entity to become the
beneficiary if the beneficiary is not alive. The contingent beneficiary is as
specified in the application, unless changed.
Contract Anniversary - The anniversary of the contract date.
Contract Date - The date of issue of the contract.
Contract Value - The total of the investment account values and, if
applicable, any amount in the loan account attributable to the contract.
Contract Year - The period of twelve consecutive months beginning on
the contract date or any anniversary thereof.
Debt - Any amounts in the loan account attributable to the contract
plus any accrued loan interest. The loan provision is applicable to certain
qualified contracts only.
Designated Beneficiary - For purposes of Section 72(s) of the Internal
Revenue Code of 1986, as amended, the "designated beneficiary" under the
contract shall be the individual who is entitled to receive the amounts payable
on death, or if any contract owner is not an individual, on any change in (or
death of) the annuitant or co-annuitant.
Due Proof of Death - Due Proof of Death is required upon the death of
the contract owner or annuitant, as applicable. One of the following must be
received at the Annuity Service Office within one year of the date of death:
(a) A certified copy of a death certificate;
(b) A certified copy of a decree of a court of competent jurisdiction
as to the finding of death; or
(c) Any other proof satisfactory to us.
Death Benefits will be paid within 7 days of receipt of due proof of death and
all required claim forms by the Company's Annuity Service Office.
Fixed Annuity - An annuity option with payments which are predetermined
and guaranteed as to dollar amount.
General Account - All the assets of the Company other than assets in
separate accounts.
Investment Account - An account established by the Company which
represents a contract owner's interest in an investment option prior to the
maturity date.
Investment Account Value - The value of a contract owner's investment
in an investment account.
3
<PAGE> 7
Investment Options - The investment choices available to contract
owners. Currently, there are thirty-five variable and two fixed account
investment options under the contract.
Loan Account - The portion of the general account that is used for
collateral when a loan is taken.
Maturity Date - The date on which annuity benefits commence. The
maturity date is the date specified on the contract specifications page and is
generally the first day of the month following the annuitant's 90th birthday.
Net Purchase Payment - The purchase payment less the amount of premium
tax, if any.
Non-Qualified Contracts - Contracts which are not issued under
qualified plans.
Owner or Contract Owner - The person, persons (co-owner) or entity
entitled to all of the ownership rights under the contract. The owner has the
legal right to make all changes in contractual designations where specifically
permitted by the contract. The owner is as specified in the application, unless
changed.
Portfolio or Trust Portfolio - A separate investment portfolio of the
Trust, a mutual fund in which the Variable Account invests, or of any successor
mutual fund.
Purchase Payment - An amount paid by a contract owner to the Company as
consideration for the benefits provided by the contract.
Qualified Contracts - Contracts issued under qualified plans.
Qualified Plans - Retirement plans which receive favorable tax
treatment under Section 401, 403, 408, 408A, or 457 of the Internal Revenue Code
of 1986, as amended.
Separate Account - A segregated account of the Company that is not
commingled with the Company's general assets and obligations.
Sub-Account(s) - One or more of the sub-accounts of the Variable
Account. Each sub-account is invested in shares of a different Trust portfolio.
Successor Owner - The person, persons, or entity to become the contract
owner if the contract owner dies prior to the maturity date. The successor owner
is specified in the application, unless changed. If no successor owner is
designated, or the successor owner dies before the contract owner, the contract
owner's estate is the successor owner (see also "Beneficiary").
Valuation Date - Any date on which the New York Stock Exchange is open
for business and the net asset value of a Trust Portfolio is determined.
Valuation Period - Any period from one valuation date to the next,
measured from the time on each such date that the net asset value of each
portfolio is determined.
Variable Account - The Variable Account, which is a separate account of
the Company.
Variable Annuity - An annuity option with payments which: (1) are not
predetermined or guaranteed as to dollar amount, and (2) vary in relation to the
investment experience of one or more specified sub-accounts.
4
<PAGE> 8
SUMMARY
The Contract. The contract offered by this Prospectus is a single
payment individual deferred combination fixed and variable annuity contract. The
contract provides for the accumulation of contract values and the payment of
annuity benefits on a variable and/or fixed basis.
Retirement Plans. The contract may be issued pursuant to either
non-qualified retirement plans or plans qualifying for special income tax
treatment under the Internal Revenue Code of 1986, as amended (the "Code"), such
as individual retirement accounts and annuities, including Roth IRAs, pension
and profit-sharing plans for corporations and sole proprietorships/partnerships
("H.R. 10" and "Keogh" plans), tax-sheltered annuities, and state and local
government deferred compensation plans (see "QUALIFIED RETIREMENT PLANS").
Purchase Payments. A contract may be issued upon the making of a single
payment of $25,000 or more. Additional purchase payments are not permitted.
Purchase payments in excess of $1,000,000 will be accepted only with the prior
approval of the Company (see "PURCHASE PAYMENTS").
Investment Options. Purchase payments may be allocated among the
thirty-seven investment options currently available under the contract:
thirty-five variable account investment options and two fixed account investment
options. Due to current administrative capabilities, a contract owner is limited
to a maximum of seventeen investment options (including all fixed account
investment options) during the period prior to the maturity date of the
contract. The thirty-five investment options are the thirty-five sub-accounts of
the Variable Account, a separate account established by the Company. The
sub-accounts invest in corresponding portfolios of the Trust: the Pacific Rim
Emerging Markets Trust, the Science & Technology Trust, the International Small
Cap Trust, the Emerging Growth Trust, the Pilgrim Baxter Growth Trust, the
Small/Mid Cap Trust, the International Stock Trust, the Worldwide Growth Trust,
the Global Equity Trust, the Small Company Value Trust, the Equity Trust, the
Growth Trust, the Quantitative Equity Trust, the Blue Chip Growth Trust, the
Real Estate Securities Trust, the Value Trust, the International Growth and
Income Trust, the Growth and Income Trust, the Equity-Income Trust, the Balanced
Trust, the Aggressive Asset Allocation Trust, the High Yield Trust, the Moderate
Asset Allocation Trust, the Conservative Asset Allocation Trust, the Strategic
Bond Trust, the Global Government Bond Trust, the Capital Growth Bond Trust, the
Investment Quality Bond Trust, the U.S. Government Securities Trust, the Money
Market Trust, the Lifestyle Aggressive 1000 Trust, the Lifestyle Growth 820
Trust, the Lifestyle Balanced 640 Trust, the Lifestyle Moderate 460 Trust and
the Lifestyle Conservative 280 Trust (see the accompanying Prospectus of the
Trust). The contract value during the accumulation period and monthly annuity
payments, if selected on a variable basis, will reflect the investment
performance of the sub-accounts selected (see "THE MANUFACTURERS LIFE INSURANCE
COMPANY OF NEW YORK SEPARATE ACCOUNT A"). Purchase payments may also be
allocated to the one year fixed account investment option or a dollar cost
averaging fixed account investment option. Under the fixed account investment
options, the Company guarantees the principal value of purchase payments and the
rate of interest credited to the investment account for the term of the
guarantee period. The portion of the contract value in the fixed account
investment options and monthly annuity payments, if selected on a fixed basis,
will reflect such interest and principal guarantees (see "FIXED ACCOUNT
INVESTMENT OPTION"). Subject to certain regulatory limitations, the Company may
elect to add, subtract or substitute investment options.
Transfers. Prior to the maturity date, amounts may be transferred among
the investment options. After the maturity date, amounts may be transferred from
one sub-account to another. After the maturity date, transfers are not permitted
from variable annuity options to fixed annuity options or from fixed annuity
options to variable annuity options. There is no transaction charge for
transfers. Transfers from any investment account must be at least $300 or, if
less, the entire balance in the investment account. If, after the transfer the
amount remaining in the investment account of the contract from which the
transfer is made is less than $100, then the Company will transfer the entire
amount instead of the requested amount. The Company may impose certain
additional limitations on transfers (see "TRANSFERS AMONG INVESTMENT OPTIONS"
and "TRANSFERS AFTER MATURITY DATE"). Transfer privileges may also be used under
a special service offered by the Company to dollar cost average an investment in
the contract (see "SPECIAL TRANSFER SERVICES - DOLLAR COST AVERAGING").
Withdrawals. Prior to the earlier of the maturity date or the death of
the contract owner, the owner may withdraw all or a portion of the contract
value. The amount withdrawn from any investment account must be at least $300
or, if less, the entire balance of the investment account. If a partial
withdrawal would reduce the contract value to less than $300, the withdrawal
request will be treated as a request to withdraw the entire contract value. An
administration fee may be imposed (see "WITHDRAWALS"). A withdrawal may be
subject to income tax and a 10% penalty tax (see "FEDERAL TAX MATTERS").
Withdrawal privileges may also be exercised pursuant to the Company's systematic
withdrawal plan service (see "SPECIAL WITHDRAWAL SERVICES - THE INCOME PLAN").
5
<PAGE> 9
Loans. The Company offers a loan privilege to owners of contracts
issued in connection with Section 403(b) qualified plans that are not subject to
Title I of ERISA. Owners of such contracts may obtain loans using the contract
as the only security for the loan. The effective cost of a contract loan is 2%
per year of the amount borrowed (see "LOANS").
Confirmation Statements. Owners will be sent confirmation statements
for certain transactions in their account. Owners should carefully review these
statements to verify their accuracy. Any mistakes should immediately be reported
to the Company's Annuity Service Office. If the owner fails to notify the
Company's Annuity Service Office of any mistake within 60 days of the mailing of
the confirmation statement, the owner will be deemed to have ratified the
transaction.
Death Benefits. The Company will pay the death benefit described below
(which, as defined, is net of any debt) to the beneficiary if any contract owner
dies before the maturity date. If there is a surviving contract owner, that
contract owner will be deemed to be the beneficiary. No death benefit is payable
on the death of any annuitant, except that if any contract owner is not a
natural person, the death of any annuitant will be treated as the death of an
owner. The death benefit will be determined as of the date on which written
notice and proof of death and all required claim forms are received at the
Company's Annuity Service Office.
If any contract owner dies and the oldest owner had an attained age of
less than 81 years on the contract date, the death benefit will be determined as
follows: During the first contract year, the death benefit will be the greater
of: (a) the contract value or (b) the purchase payment, less any amounts
deducted in connection with partial withdrawals. During any subsequent contract
year, the death benefit will be the greater of: (a) the contract value or (b)
the death benefit on the last day of the previous contract year, less any
amounts deducted in connection with partial withdrawals since then. If any
contract owner dies on or after his or her 81st birthday, the death benefit will
be the greater of (a) contract value or (b) the death benefit on the last day of
the contract year ending just prior to the owner's 81st birthday, less amounts
deducted in connection with partial withdrawals.
If any contract owner dies and the oldest owner had an attained age of
81 years or greater on the contract date, the death benefit will be the greater
of: (a) the contract value or (b) the excess of (i) the purchase payment over
(ii) the sum of any amounts deducted in connection with partial withdrawals.
Annuity Payments. The Company offers a variety of fixed and variable
annuity options. Periodic annuity payments will begin on the maturity date. The
contract owner selects the maturity date, frequency of payment and annuity
option (see "ANNUITY PROVISIONS").
Ten Day Review. Within 10 days of receipt of a contract, the contract
owner may cancel the contract by returning it to the Company (see "TEN DAY RIGHT
TO REVIEW").
Charges and Deductions. The following table and Example are designed to
assist contract owners in understanding the various costs and expenses that
contract owners bear directly and indirectly. The table reflects expenses of the
separate account and the underlying portfolio company. In addition to the items
listed in the following table, premium taxes may be applicable to certain
contracts and the Company reserves the right to impose an annual $30 per
contract administration fee on contracts where the contract value is less than
$10,000 as a result of a partial withdrawal. The items listed under "Separate
Account Annual Expenses" are more completely described in this Prospectus (see
"CHARGES AND DEDUCTIONS"). The items listed under "Trust Annual Expenses" are
described in detail in the accompanying Trust Prospectus to which reference
should be made.
CONTRACT OWNER TRANSACTION EXPENSES
Deferred sales load (withdrawal charge as percentage of purchase payments) None
SEPARATE ACCOUNT ANNUAL EXPENSES
(as a percentage of average account value)
<TABLE>
<S> <C>
Mortality and expense risk fees...................................... 1.25%
Administration fee .................................................. 0.25%
Distribution fee..................................................... 0.15%
Total Separate Account Annual Expenses............................... 1.65%
</TABLE>
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TRUST ANNUAL EXPENSES
(as a percentage of Trust average net assets)
<TABLE>
<CAPTION>
OTHER EXPENSES
MANAGEMENT (AFTER EXPENSE TOTAL TRUST
TRUST PORTFOLIO FEES REIMBURSEMENT)* ANNUAL EXPENSES
- ------------------------------------ -------------- -------------- ---------------
<S> <C> <C> <C>
Pacific Rim Emerging Markets........ 0.850% 0.570% 1.420%
Science & Technology................ 1.100% 0.160% 1.260%
International Small Cap............. 1.100% 0.210% 1.310%
Emerging Growth..................... 1.050% 0.060% 1.110%
Pilgrim Baxter Growth............... 1.050% 0.130% 1.180%
Small/Mid Cap....................... 1.000% 0.050% 1.050%
International Stock................. 1.050% 0.330% 1.380%
Worldwide Growth.................... 1.000% 0.320% 1.320%
Global Equity....................... 0.900% 0.110% 1.010%
Small Company Value................. 1.050% 0.100%** 1.150%
Equity.............................. 0.750% 0.050% 0.800%
Growth.............................. 0.850% 0.100% 0.950%
Quantitative Equity................. 0.700% 0.070% 0.770%*
Blue Chip Growth.................... 0.925% 0.050% 0.975%
Real Estate Securities.............. 0.700% 0.070% 0.770%*
Value............................... 0.800% 0.160% 0.960%
International Growth and Income..... 0.950% 0.170% 1.120%
Growth and Income................... 0.750% 0.040% 0.790%
Equity-Income....................... 0.800% 0.050% 0.850%
Balanced............................ 0.800% 0.080% 0.880%
Aggressive Asset Allocation......... 0.750% 0.150% 0.900%
High Yield.......................... 0.775% 0.110% 0.885%
Moderate Asset Allocation........... 0.750% 0.100% 0.850%
Conservative Asset Allocation....... 0.750% 0.140% 0.890%
Strategic Bond...................... 0.775% 0.100% 0.875%
Global Government Bond.............. 0.800% 0.130% 0.930%
Capital Growth Bond................. 0.650% 0.080% 0.730%*
Investment Quality Bond............. 0.650% 0.090% 0.740%
U.S. Government Securities.......... 0.650% 0.070% 0.720%
Money Market........................ 0.500% 0.040% 0.540%
Lifestyle Aggressive 1000#.......... 0% 1.116%*** 1.116%
Lifestyle Growth 820#............... 0% 1.048%*** 1.048%
Lifestyle Balanced 640#............. 0% 0.944%*** 0.944%
Lifestyle Moderate 460#............. 0% 0.850%*** 0.850%
Lifestyle Conservative 280#......... 0% 0.708%*** 0.708%
</TABLE>
* During the one year period ended December 31, 1997, Manufacturers Securities
Services, LLC voluntarily waived fees payable to it and/or reimbursed expenses
to the extent necessary to prevent "Total Trust Annual Expenses" for the
Quantitative Equity, Real Estate Securities and Capital Growth Bond Trusts from
exceeding .50% of the Trust's average net assets. This voluntary fee waiver was
terminated effective January 1, 1998. Expenses shown in the table for these
three Trusts do not reflect the fee waiver.
** Based on estimates of payments to be made during the current fiscal year.
7
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*** Reflects expenses of the Underlying Portfolios. Manufacturers Securities
Services, LLC has voluntarily agreed to pay the expenses of each Lifestyle Trust
(excluding the expenses of the Underlying Portfolios). This voluntary expense
reimbursement may be terminated at any time. If such expense reimbursement was
not in effect, Total Trust Annual Expenses would be .04% higher (based on
expenses of the Lifestyle Trusts for the fiscal year ended December 31, 1997) as
noted in the chart below:
<TABLE>
<CAPTION>
MANAGEMENT OTHER TOTAL TRUST
TRUST PORTFOLIO FEES EXPENSES ANNUAL EXPENSES
- -----------------------------------------------------------------------------------------
<S> <C> <C> <C>
Lifestyle Aggressive 1000........... 0% 1.156% 1.156%
Lifestyle Growth 820................ 0% 1.088% 1.088%
Lifestyle Balanced 640.............. 0% 0.984% 0.984%
Lifestyle Moderate 460.............. 0% 0.890% 0.890%
Lifestyle Conservative 280.......... 0% 0.748% 0.748%
</TABLE>
# Each Lifestyle Trust will invest in shares of the Underlying Portfolios.
Therefore, each Lifestyle Trust will bear its pro rata share of the fees and
expenses incurred by the Underlying Portfolios and the investment return of each
Lifestyle Trust will be net of the Underlying Portfolio expenses. Each Lifestyle
Portfolio must bear its own expenses. However, the Advisor is currently paying
these expenses as described in footnote (***) above.
EXAMPLE
A contract owner would pay the following expenses on a $1,000 investment,
assuming 5% annual return on assets, regardless of whether the contract owner
annuitizes as provided in the contract, surrenders the contract at the end of
the applicable time period or does not surrender the contract at the end of the
applicable time period:
<TABLE>
<CAPTION>
TRUST PORTFOLIO 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Pacific Rim Emerging Markets........ $31 $95 $161 $338
Science & Technology................ 29 90 153 323
International Small Cap............. 30 92 156 328
Emerging Growth..................... 28 86 146 309
Pilgrim Baxter Growth............... 29 88 149 316
Small/Mid Cap....................... 27 84 143 303
International Stock................. 31 94 159 335
Worldwide Growth.................... 30 92 156 329
Global Equity....................... 27 83 141 299
Small Company Value*................ 28 87
Equity.............................. 25 76 131 279
Growth.............................. 26 81 138 293
Quantitative Equity................. 25 75 129 276
Blue Chip Growth.................... 27 82 139 296
Real Estate Securities.............. 25 75 129 276
Value............................... 26 81 139 294
International Growth and Income..... 28 86 146 310
Growth and Income................... 25 76 130 278
Equity-Income....................... 25 78 133 284
Balanced............................ 26 79 135 287
Aggressive Asset Allocation......... 26 79 136 289
High Yield.......................... 26 79 135 287
Moderate Asset Allocation........... 25 78 133 284
Conservative Asset Allocation....... 26 79 135 288
Strategic Bond...................... 26 79 134 286
Global Government Bond.............. 26 80 137 291
Capital Growth Bond................. 24 74 127 272
Investment Quality Bond............. 24 75 128 273
U.S. Government Securities.......... 24 74 127 271
</TABLE>
8
<PAGE> 12
<TABLE>
<CAPTION>
TRUST PORTFOLIO 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Money Market........................ 22 69 117 252
Lifestyle Aggressive 1000........... 28 86 146 310
Lifestyle Growth 820................ 27 84 143 303
Lifestyle Balanced 640.............. 26 81 138 293
Lifestyle Moderate 460.............. 25 78 133 284
Lifestyle Conservative 280.......... 24 74 126 269
</TABLE>
* The Example of Expenses for the Small Company Value Trust contains figures for
only one and three years since it is a newly created Trust.
For purposes of presenting the foregoing Example, the Company has made
certain assumptions mandated by the SEC. The Company has assumed that there are
no transfers or other transactions and that the "Other Expenses" line item under
"Trust Annual Expenses" will remain the same. Such assumptions, which are
mandated by the SEC in an attempt to provide prospective investors with
standardized data with which to compare various annuity contracts, do not take
into account certain features of the contract and prospective changes in the
size of the Trust which may operate to change the expenses borne by contract
owners. Consequently, the amounts listed in the Example above should not be
considered a representation of past or future expenses and actual expenses borne
by contract owners may be greater or lesser than those shown.
The above summary is qualified in its entirety by the detailed
information appearing elsewhere in this Prospectus and Statement of Additional
Information and the accompanying Prospectus and Statement of Additional
Information for the Trust, to which reference should be made. This Prospectus
generally describes only the variable aspects of the contract, except where
fixed aspects are specifically mentioned.
GENERAL INFORMATION ABOUT THE MANUFACTURERS LIFE INSURANCE COMPANY
OF NEW YORK, THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
SEPARATE ACCOUNT A AND MANUFACTURERS INVESTMENT TRUST
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
The Manufacturers Life Insurance Company of New York (the "Company"),
is a stock life insurance company organized under the laws of the State of New
York in 1992. The Company's principal office is located at Corporate Center at
Rye, 555 Theodore Fremd Avenue, Rye, New York 10580.
The Company is a wholly-owned subsidiary of The Manufacturers Life
Insurance Company of North America ("Manulife North America"). Manulife North
America is a stock life insurance company organized under the laws of Delaware
in 1979 with its principal office located at 116 Huntington Avenue, Boston,
Massachusetts 02116. Manulife North America's principal business is offering
variable annuity contracts, similar to those offered by the Company in New York,
in 49 other states, the District of Columbia and Puerto Rico.
The ultimate parent of Manulife North America is The Manufacturers Life
Insurance Company ("Manulife"), a Canadian mutual life insurance company based
in Toronto, Ontario, Canada. Prior to January 1, 1996, Manulife North America
was a wholly owned subsidiary of North American Life Assurance Company, ("NAL"),
a Canadian mutual life insurance company. On January 1, 1996, NAL and Manulife
merged with the combined company retaining the name Manulife.
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK SEPARATE ACCOUNT A
The Company established the Variable Account on March 4, 1992 as a
separate account under New York law. The income, gains and losses, whether or
not realized, from assets of the Variable Account are, in accordance with the
contracts, credited to or charged against the Variable Account without regard to
other income, gains or losses of the Company. Nevertheless, all obligations
arising under the contracts are general corporate obligations of the Company.
Assets of the Variable Account may not be charged with liabilities arising out
of any other business of the Company.
The Variable Account is registered with the SEC under the Investment
Company Act of 1940, as amended (the "1940 Act") as a unit investment trust. A
unit investment trust is a type of investment company which invests its assets
in specified securities, such
9
<PAGE> 13
as the shares of one or more investment companies. Registration under the 1940
Act does not involve supervision by the SEC of the management or investment
policies or practices of the Variable Account. If deemed by the Company to be in
the best interests of persons having voting rights under the contracts, the
Variable Account may be operated as a management company under the 1940 Act or
it may be deregistered under such Act in the event such registration is no
longer required.
There are currently thirty-five sub-accounts within the Variable
Account. The Company reserves the right, subject to compliance with applicable
law, to add other sub-accounts, eliminate existing sub-accounts, combine
sub-accounts or transfer assets in one sub-account to another sub-account
established by the Company or an affiliated company. The Company will not
eliminate existing sub-accounts or combine sub-accounts without the prior
approval of the appropriate state or Federal regulatory authorities.
MANUFACTURERS INVESTMENT TRUST
The assets of each sub-account of the Variable Account are invested in
shares of a corresponding portfolio of the Trust. A description of each
portfolio is set forth below. The Trust is registered under the 1940 Act as an
open-end management investment company. Each of the portfolios is diversified
for purposes of the 1940 Act, except for the Global Government Bond Trust,
Emerging Growth Trust and the five Lifestyle Trusts which are non-diversified.
The Trust receives investment advisory services from Manufacturers Securities
Services, LLC, the successor to NASL Financial Services, Inc. ("MSS").
The Trust currently has fifteen subadvisers who manage all of the
portfolios:
SUBADVISER SUBADVISER TO
- ---------- -------------
Fidelity Management Trust Company Equity Trust
Conservative Asset Allocation Trust
Moderate Asset Allocation Trust
Aggressive Asset Allocation Trust
Founders Asset Management LLC Growth Trust
Worldwide Growth Trust
Balanced Trust
International Small Cap Trust
Fred Alger Management, Inc. Small/Mid Cap Trust
J.P. Morgan Investment Management Inc. International Growth and Income Trust
Manufacturers Adviser Corporation Pacific Rim Emerging Markets Trust
Quantitative Equity Trust
Real Estate Securities Trust
Capital Growth Bond Trust
Money Market Trust
Lifestyle Trusts
Miller Anderson & Sherrerd, LLP Value Trust
High Yield Trust
Morgan Stanley Asset Management Inc. Global Equity Trust
Oechsle International Advisors, LLC Global Government Bond Trust
Pilgrim Baxter & Associates, Ltd. Pilgrim Baxter Growth Trust
Rosenberg Institutional Equity Management Small Company Value Trust
Rowe Price-Fleming International, Inc. International Stock Trust
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<PAGE> 14
SUBADVISER SUBADVISER TO
Salomon Brothers Asset Management Inc U.S. Government Securities Trust
Strategic Bond Trust
T. Rowe Price Associates, Inc. Science & Technology Trust
Blue Chip Growth Trust
Equity-Income Trust
Warburg Pincus Asset Management, Inc. Emerging Growth Trust
Wellington Management Company LLP Growth and Income Trust
Investment Quality Bond Trust
The following is a brief description of each portfolio:
The PACIFIC RIM EMERGING MARKETS TRUST seeks long-term growth of
capital by investing in a diversified portfolio that is comprised primarily of
common stocks and equity-related securities of corporations domiciled in
countries in the Pacific Rim region.
The SCIENCE & TECHNOLOGY TRUST seeks long-term growth of capital.
Current income is incidental to the portfolio's objective.
The INTERNATIONAL SMALL CAP TRUST seeks capital appreciation by
investing primarily in securities issued by foreign companies which have total
market capitalization or annual revenues of $1 billion or less. These securities
may represent companies in both established and emerging economies throughout
the world.
The EMERGING GROWTH TRUST seeks maximum capital appreciation by
investing primarily in a portfolio of equity securities of domestic companies.
The Emerging Growth Trust ordinarily will invest at least 65% of its total
assets in common stocks or warrants of emerging growth companies that represent
attractive opportunities for maximum capital appreciation.
The PILGRIM BAXTER GROWTH TRUST seeks capital appreciation by investing
in companies believed by the subadviser to have an outlook for strong earnings
growth and the potential for significant capital appreciation.
The SMALL/MID CAP TRUST seeks long-term capital appreciation by
investing at least 65% of its total assets (except during temporary defensive
periods) in small/mid cap equity securities. As used herein small/mid cap equity
securities are equity securities of companies that, at the time of purchase,
have total market capitalization between $500 million and $5 billion.
The INTERNATIONAL STOCK TRUST seeks long-term growth of capital by
investing primarily in common stocks of established, non-U.S. companies.
The WORLDWIDE GROWTH TRUST seeks long-term growth of capital by
normally investing at least 65% of its total assets in equity securities of
growth companies in a variety of markets throughout the world.
The GLOBAL EQUITY TRUST seeks long-term capital appreciation by
investing primarily in equity securities throughout the world, including United
States issuers and emerging markets.
The SMALL COMPANY VALUE TRUST seeks long term growth of capital by
investing in equity securities of smaller companies which are traded principally
in the markets of the United States.
The EQUITY TRUST seeks growth of capital by investing primarily in
common stocks of United States issuers and securities convertible into or
carrying the right to buy common stocks.
The GROWTH TRUST seeks long-term growth of capital by investing at
least 65% of the portfolio's total assets in the common stocks of
well-established, high-quality growth companies that the subadviser believes
have the potential to increase earnings faster than the rest of the market.
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<PAGE> 15
The QUANTITATIVE EQUITY TRUST seeks to achieve intermediate and
long-term growth through capital appreciation and current income by investing in
common stocks and other equity securities of well established companies with
promising prospects for providing an above average rate of return.
The BLUE CHIP GROWTH TRUST seeks to achieve long-term growth of capital
(current income is a secondary objective) and many of the stocks in the
portfolio are expected to pay dividends.
The REAL ESTATE SECURITIES TRUST seeks to achieve a combination of
long-term capital appreciation and satisfactory current income by investing in
real estate related equity and debt securities.
The VALUE TRUST seeks to realize an above-average total return over a
market cycle of three to five years, consistent with reasonable risk, by
investing primarily in common and preferred stocks, convertible securities,
rights and warrants to purchase common stocks, ADRs and other equity securities
of companies with equity capitalizations usually greater than $300 million.
The INTERNATIONAL GROWTH AND INCOME TRUST seeks long-term growth of
capital and income by investing, under normal circumstances, at least 65% of its
total assets in equity securities of foreign issuers. The Portfolio may also
invest in debt securities of corporate or sovereign issuers rated A or higher by
Moody's Investor Services, Inc. or Standard & Poor's Corporation or, if unrated,
of equivalent credit quality as determined by the subadviser.
The GROWTH AND INCOME TRUST seeks long-term growth of capital and
income, consistent with prudent investment risk, by investing primarily in a
diversified portfolio of common stocks of United States issuers which the
subadviser believes are of high quality.
The EQUITY-INCOME TRUST seeks to provide substantial dividend income
and also long-term capital appreciation by investing primarily in
dividend-paying common stocks, particularly of established companies with
favorable prospects for both increasing dividends and capital appreciation.
The BALANCED TRUST seeks current income and capital appreciation by
investing in a balanced portfolio of common stocks, U.S. and foreign government
obligations and a variety of corporate fixed-income securities.
The HIGH YIELD TRUST seeks to realize an above-average total return
over a market cycle of three to five years, consistent with reasonable risk, by
investing primarily in high yield debt securities, including corporate bonds and
other fixed-income securities.
The AUTOMATIC ASSET ALLOCATION TRUSTS seek the highest potential total
return consistent with a specified level of risk tolerance -- conservative,
moderate or aggressive -- by investing primarily in the kinds of securities in
which the Equity, Investment Quality Bond, U.S. Government Securities and Money
Market Trusts may invest.
- The AGGRESSIVE ASSET ALLOCATION TRUST seeks the highest
total return consistent with an aggressive level of risk tolerance.
This Trust attempts to limit the decline in portfolio value in very
adverse market conditions to 15% over any three year period.
- The MODERATE ASSET ALLOCATION TRUST seeks the highest total
return consistent with a moderate level of risk tolerance. This Trust
attempts to limit the decline in portfolio value in very adverse market
conditions to 10% over any three year period.
- The CONSERVATIVE ASSET ALLOCATION TRUST seeks the highest
total return consistent with a conservative level of risk tolerance.
This Trust attempts to limit the decline in portfolio value in very
adverse market conditions to 5% over any three year period.
The STRATEGIC BOND TRUST seeks a high level of total return consistent
with preservation of capital by giving its subadviser broad discretion to deploy
the portfolio's assets among certain segments of the fixed-income market as the
subadviser believes will best contribute to achievement of the portfolio's
investment objective.
The GLOBAL GOVERNMENT BOND TRUST seeks a high level of total return by
placing primary emphasis on high current income and the preservation of capital
by investing primarily in a global portfolio of high-quality, fixed-income
securities of foreign and United States governmental entities and supranational
issuers.
12
<PAGE> 16
The CAPITAL GROWTH BOND TRUST seeks to achieve growth of capital by
investing in medium-grade or better debt securities, with income as a secondary
consideration. The Capital Growth Bond Trust differs from most "bond" funds in
that its primary objective is capital appreciation, not income.
The INVESTMENT QUALITY BOND TRUST seeks a high level of current income
consistent with the maintenance of principal and liquidity, by investing
primarily in a diversified portfolio of investment grade corporate bonds and
U.S. Government bonds with intermediate to longer term maturities. The portfolio
may also invest up to 20% of its assets in non-investment grade fixed income
securities.
The U.S. GOVERNMENT SECURITIES TRUST seeks a high level of current
income consistent with preservation of capital and maintenance of liquidity, by
investing in debt obligations and mortgage-backed securities issued or
guaranteed by the U.S. Government, its agencies or instrumentalities and
derivative securities such as collateralized mortgage obligations backed by such
securities.
The MONEY MARKET TRUST seeks maximum current income consistent with
preservation of principal and liquidity by investing in high quality money
market instruments with maturities of 397 days or less issued primarily by
United States entities.
The LIFESTYLE AGGRESSIVE 1000 TRUST seeks to provide long-term growth
of capital (current income is not a consideration) by investing 100% of the
Lifestyle Trust's assets in other portfolios of the Trust ("Underlying
Portfolios") which invest primarily in equity securities.
The LIFESTYLE GROWTH 820 TRUST seeks to provide long-term growth of
capital with consideration also given to current income by investing
approximately 20% of the Lifestyle Trust's assets in Underlying Portfolios which
invest primarily in fixed income securities and approximately 80% of its assets
in Underlying Portfolios which invest primarily in equity securities.
The LIFESTYLE BALANCED 640 TRUST seeks to provide a balance between a
high level of current income and growth of capital with a greater emphasis given
to capital growth by investing approximately 40% of the Lifestyle Trust's assets
in Underlying Portfolios which invest primarily in fixed income securities and
approximately 60% of its assets in Underlying Portfolios which invest primarily
in equity securities.
The LIFESTYLE MODERATE 460 TRUST seeks to provide a balance between a
high level of current income and growth of capital with a greater emphasis given
to high income by investing approximately 60% of the Lifestyle Trust's assets in
Underlying Portfolios which invest primarily in fixed income securities and
approximately 40% of its assets in Underlying Portfolios which invest primarily
in equity securities.
The LIFESTYLE CONSERVATIVE 280 TRUST seeks to provide a high level of
current income with some consideration also given to growth of capital by
investing approximately 80% of the Lifestyle Trust's assets in Underlying
Portfolios which invest primarily in fixed income securities and approximately
20% of its assets in Underlying Portfolios which invest primarily in equity
securities.
In pursuing the Strategic Bond, High Yield and Investment Quality Bond
Trusts' investment objective, each portfolio expects to invest a portion of its
assets in high yield securities, commonly known as "junk bonds" which also
present a high degree of risk. The risks of these securities include price
volatility and risk of default in the payment of interest and principle. See
"Risk Factors Relating to High Yield Securities" contained in the Trust
Prospectus before investing in any of these Trusts.
In pursuing the International Stock, International Small Cap, Global
Equity, Strategic Bond, International Growth and Income, High Yield and Global
Government Bond Trusts' investment objective, each portfolio may invest up to
100% of its assets in foreign securities which may present additional risks. See
"Foreign Securities" in the Trust Prospectus before investing in any of these
Trusts.
If the shares of a Trust portfolio are no longer available for
investment or in the Company's judgment investment in a Trust portfolio becomes
inappropriate in view of the purposes of the Variable Account, the Company may
eliminate the shares of a portfolio and substitute shares of another portfolio
of the Trust or another open-end registered investment company. Substitution may
be made with respect to both existing investments and the investment of future
purchase payments. However, no such substitution will be made without notice to
the contract owner and prior approval of the SEC to the extent required by the
1940 Act.
13
<PAGE> 17
The Company will vote shares of the Trust Portfolios held in the
Variable Account at meetings of shareholders of the Trust in accordance with
voting instructions received from the persons having the voting interest under
the contracts. The number of portfolio shares for which voting instructions may
be given will be determined by the Company in the manner described below, not
more than 90 days prior to the meeting of the Trust. Trust proxy material will
be distributed to each person having the voting interest under the contract
together with appropriate forms for giving voting instructions. Portfolio shares
held in the Variable Account that are attributable to contract owners and as to
which no timely instructions are received and portfolio shares held in the
Variable Account that are beneficially owned by the Company will be voted by the
Company in proportion to the instructions received.
Prior to the maturity date, the person having the voting interest under
a contract is the contract owner and the number of votes as to each portfolio
for which voting instructions may be given is determined by dividing the value
of the investment account corresponding to the sub-account in which such
portfolio shares are held by the net asset value per share of that portfolio.
After the maturity date, the person having the voting interest under a contract
is the annuitant and the number of votes as to each portfolio for which voting
instructions may be given is determined by dividing the reserve for the contract
allocated to the sub-account in which such portfolio shares are held by the net
asset value per share of that portfolio. Generally, the number of votes tends to
decrease as annuity payments progress since the amount of reserves attributable
to a contract will usually decrease after commencement of annuity payments. The
Company reserves the right to make any changes in the voting rights described
above that may be permitted by the Federal securities laws or regulations or
interpretations of these laws or regulations.
A full description of the Trust, including the investment objectives,
policies and restrictions of each of the Portfolios is contained in the
Prospectus for the Trust which accompanies this Prospectus and should be read by
a prospective purchaser before investing.
DESCRIPTION OF THE CONTRACT
ACCUMULATION PROVISIONS
PURCHASE PAYMENTS
Purchase payments are paid to the Company at its Annuity Service
Office. The minimum purchase payment is $25,000. Subsequent purchase payments
are not permitted. Purchase payments of $1,000,000 or more will be accepted only
with the prior approval of the Company.
The single purchase payment is allocated among the investment options
in accordance with the percentages designated by the contract owner in the
application.
ACCUMULATION UNITS
The Company will establish an investment account for the contract owner
for each investment option to which such contract owner allocates the purchase
payment. Purchase payments are credited to such investment accounts in the form
of accumulation units. The following discussion of accumulation units, the value
of accumulation units and the net investment factor formula pertains only to the
accumulation in the variable account investment options. The parallel discussion
regarding accumulations in the fixed account investment options appears
elsewhere in this Prospectus (see "FIXED ACCOUNT INVESTMENT OPTIONS"). The
number of accumulation units to be credited to each investment account is
determined by dividing the net purchase payment allocated to that investment
account by the value of an accumulation unit for that investment account for the
valuation period during which the purchase payment is credited to the contract
pursuant to the procedures described below.
A purchase payment received by mail will usually be credited in the
valuation period during which received at the Annuity Service Office, and in any
event not later than two business days after receipt of all information
necessary for processing issuance of the contract. The applicant will be
informed of any deficiencies preventing processing if the contract cannot be
issued and the purchase payment credited within two business days after receipt.
If the deficiencies are not remedied within five business days after receipt,
the purchase payment will be returned promptly to the applicant, unless the
applicant specifically consents to the Company's retaining the purchase payment
until all necessary information is received. A purchase payment received by wire
transfer from broker-dealers will be credited in the valuation period during
which received where such broker-dealers have made special arrangements with the
Company.
14
<PAGE> 18
VALUE OF ACCUMULATION UNITS
The value of accumulation units will vary from one valuation period to
the next depending upon the investment results of the particular sub-accounts to
which purchase payments are allocated. The value of an accumulation unit for
each sub-account was arbitrarily set at $10 or $12.50 for the first valuation
period under other contracts issued by the Company. The value of an accumulation
unit for any subsequent valuation period is determined by multiplying the value
of an accumulation unit for the immediately preceding valuation period by the
net investment factor for such sub-account (described below) for the valuation
period for which the value is being determined.
NET INVESTMENT FACTOR
The net investment factor is an index used to measure the investment
performance of a sub-account from one valuation period to the next. The net
investment factor for each sub-account for any valuation period is determined by
dividing (a) by (b) and subtracting (c) from the result:
Where (a) is:
(1) the net asset value per share of a portfolio share held in
the sub-account determined at the end of the current valuation period,
plus
(2) the per share amount of any dividend or capital gain
distributions made by the portfolio on shares held in the sub-account
if the "ex-dividend" date occurs during the current valuation period.
Where (b) is:
the net asset value per share of a portfolio share held in the
sub-account determined as of the end of the immediately preceding
valuation period.
Where (c) is:
a factor representing the charges deducted from the
sub-account on a daily basis for administrative expenses, a portion of
the distribution expenses, and mortality and expense risks. Such factor
is equal on an annual basis to 1.65% (0.25% for administrative
expenses, 0.15% for distribution expenses and 1.25% for mortality and
expense risks). The charges deducted from the sub-account reduced the
value of the accumulation units for the sub-account.
The net investment factor may be greater or less than or equal to one;
therefore, the value of an accumulation unit may increase, decrease or remain
the same.
TRANSFERS AMONG INVESTMENT OPTIONS
Before the maturity date the contract owner may transfer amounts among
the investment options at any time and without charge upon written notice to the
Company. Accumulation units will be canceled from the investment account from
which amounts are transferred and credited to the investment account to which
amounts are transferred. The Company will effect such transfers so that the
contract value on the date of the transfer will not be affected by the transfer.
The contract owner must transfer at least $300 or, if less, the entire value of
the investment account. If after the transfer the amount remaining in the
investment account is less than $100, then the Company will transfer the entire
amount instead of the requested amount. The Company reserves the right to limit,
upon notice, the maximum number of transfers a contract owner may make to one
per month or six at any time within a contract year. In addition, the Company
reserves the right to defer the transfer privilege at any time that the Company
is unable to purchase or redeem shares of the Trust portfolios. The Company also
reserves the right to modify or terminate the transfer privilege at any time.
MAXIMUM NUMBER OF INVESTMENT OPTIONS
Due to current administrative capabilities, a contract owner is limited
to a maximum of seventeen investment options (including the one year fixed
account investment option and the DCA fixed account investment option) during
the period prior to the maturity date of the contract (the "Contract Period").
In calculating this limit for each contract owner, investment options to which
the contract owner has allocated purchase payments at any time during the
Contract Period will be counted toward the seventeen maximum even if the
contract owner no longer has contract value allocated to the investment option.
15
<PAGE> 19
SPECIAL TRANSFER SERVICES - DOLLAR COST AVERAGING
The Company administers a Dollar Cost Averaging ("DCA") program which
enables an owner to pre-authorize a periodic exercise of the contractual
transfer rights described above. Owners entering into a DCA agreement instruct
the Company to transfer monthly a predetermined dollar amount from any
sub-account or the one year fixed account investment option to other
sub-accounts until the amount in the sub-account from which the transfer is made
or one year fixed account investment option is exhausted. In states where
approved by the state insurance department, a DCA fixed account investment
option may be established under the DCA program to make automatic transfers.
Only the initial purchase payment may be allocated to the DCA fixed account
investment option. The DCA program is generally suitable for owners making a
substantial deposit and who desire to control the risk of investing at the top
of a market cycle. The DCA program allows such investments to be made in equal
installments over time in an effort to reduce such risk. Owners interested in
the DCA program may elect to participate in the program on the application or by
separate application. Owners may obtain a separate application and full
information concerning the program and its restrictions from their securities
dealer or the Annuity Service Office. There is no charge for participation in
the DCA program.
ASSET REBALANCING PROGRAM
The Company administers an Asset Rebalancing Program which enables a
contract owner to indicate to the Company the percentage levels he or she would
like to maintain in particular portfolios. The contract owner's contract value
will be automatically rebalanced pursuant to the schedule described below to
maintain the indicated percentages by transfers among the portfolios. (The Fixed
Account Investment Options are not eligible for participation in the Asset
Rebalancing Program.) The entire value of the variable investment accounts must
be included in the Asset Rebalancing Program. Other investment programs, such as
the DCA program, or other transfers or withdrawals may not work in concert with
the Asset Rebalancing Program. Therefore, contract owners should monitor their
use of these other programs and any other transfers or withdrawals while the
Asset Rebalancing Program is being used. Contract owners interested in the Asset
Rebalancing Program may obtain a separate application and full information
concerning the program and its restrictions from their securities dealer or the
Annuity Service Office. There is no charge for participation in the Asset
Rebalancing Program.
Asset rebalancing will only be permitted on the following time
schedules:
(i) quarterly on the 25th day of the last month of the quarter (or the
next business day if the 25th is not a business day);
(ii) semi-annually on June 25th or December 26th (or the next business
day if these dates are not business days); or
(iii)annually on December 26th (or the next business day if December
26th is not a business day).
WITHDRAWALS
Prior to the earlier of the maturity date or the death of the contract
owner, the owner may withdraw all or a portion of the contract value upon
written request, complete with all necessary information to the Company's
Annuity Service Office. For certain qualified contracts, exercise of the
withdrawal right may require the consent of the qualified plan participant's
spouse under the Code and regulations promulgated by the Treasury Department. In
the case of a total withdrawal, the Company will pay the contract value as of
the date of receipt of the request at its Annuity Service Office, less the
annual $30 administration fee if applicable, and the contract will be canceled.
In the case of a partial withdrawal, the Company will pay the amount requested
and cancel that number of accumulation units credited to each investment account
necessary to equal the amount withdrawn from each investment account deducted
from such investment account (see "CHARGES AND DEDUCTIONS").
When making a partial withdrawal, the contract owner should specify the
investment options from which the withdrawal is to be made. The amount requested
from an investment option may not exceed the value of that investment option. If
the contract owner does not specify the investment options from which a partial
withdrawal is to be taken, the withdrawal will be taken from the variable
account investment options until exhausted and then from the fixed account
investment option. If the partial withdrawal is less than the total value in the
variable account investment options, the withdrawal will be taken pro rata from
the variable account investment options: taking from each such variable account
investment option an amount which bears the same relationship to the total
amount withdrawn as the value of such variable account investment option bears
to the value of all the contract owner's investments in variable account
investment options. For rules governing the order and manner of withdrawals from
the fixed account investment options (see "FIXED ACCOUNT INVESTMENT OPTIONS").
There is no limit on the frequency of partial withdrawals; however, the
amount withdrawn must be at least $300 or, if less, the entire balance in the
investment option. If after the withdrawal the amount remaining in the
investment option is less than $100,
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the Company will treat the partial withdrawal as a withdrawal of the entire
amount held in the investment option. If a partial withdrawal would reduce the
contract value to less than $300, the Company will treat the partial withdrawal
as a total withdrawal of the contract value.
The amount of any withdrawal from the variable account investment
options will be paid promptly, and in any event within seven days of receipt of
the request, complete with all necessary information at the Company's Annuity
Service Office, except that the Company reserves the right to defer the right of
withdrawal or postpone payments for any period when: (1) the New York Stock
Exchange is closed (other than customary weekend and holiday closings), (2)
trading on the New York Stock Exchange is restricted, (3) an emergency exists as
a result of which disposal of securities held in the Variable Account is not
reasonably practicable or it is not reasonably practicable to determine the
value of the Variable Account's net assets, or (4) the SEC, by order, so permits
for the protection of security holders; provided that applicable rules and
regulations of the SEC shall govern as to whether the conditions described in
(2) and (3) exist.
Withdrawals from the contract may be subject to income tax and a 10%
penalty tax. Withdrawals are permitted from contracts issued in connection with
Section 403(b) qualified plans only under limited circumstances (see "FEDERAL
TAX MATTERS").
SPECIAL WITHDRAWAL SERVICES - SYSTEMATIC WITHDRAWAL PLAN
The Company administers a Systematic Withdrawal Plan ("SWP") which
enables a contract owner to pre-authorize a periodic exercise of the contractual
withdrawal rights described above. Contract owners entering into a SWP agreement
instruct the Company to withdraw a level dollar amount from specified investment
options on a periodic basis. The total of SWP withdrawals in a contract year is
limited to not more than 20% of the purchase payment made. If an additional
withdrawal is made from a contract participating in SWP, the SWP will terminate
automatically and may be reinstated only on or after the next contract
anniversary pursuant to a new application. SWP is not available to contracts
participating in the dollar cost averaging program. SWP withdrawals may be
subject to income tax and a 10% penalty tax (see "FEDERAL TAX MATTERS").
Contract owners interested in SWP may elect to participate in this program on
the contract application or by separate application. Contract owners may obtain
a separate application and full information concerning the program and its
restrictions from their securities dealer or the Annuity Service Office. There
is no fee charged for participation in the SWP service.
LOANS
The Company offers a loan privilege only to owners of contracts issued
in connection with Section 403(b) qualified plans that are not subject to Title
I of ERISA. Owners of such contracts may obtain loans using the contract as the
only security for the loan. Loans are subject to provisions of the Code and to
applicable retirement program rules (collectively, "loan rules"). Tax advisors
and retirement plan fiduciaries should be consulted prior to exercising loan
privileges.
Under the terms of the contract, the maximum loan value is equal to 80%
of the contract value, although loan rules may serve to reduce such maximum loan
value in some cases. The amount available for a loan at any given time is the
loan value less any outstanding debt. Debt equals the amount of any loans plus
accrued interest. Loans will be made only upon written request from the owner.
The Company will make loans within seven days of receiving a properly completed
loan application (applications are available from the Annuity Service Office),
subject to postponement under the same circumstances that payment of withdrawals
may be postponed (see "WITHDRAWALS").
When an owner requests a loan, the Company will reduce the owner's
investment in the investment accounts and transfer the amount of the loan to the
loan account, a part of the Company's general account. The owner may designate
the investment accounts from which the loan is to be withdrawn. Absent such a
designation, the amount of the loan will be withdrawn from the investment
accounts in accordance with the rules for making partial withdrawals (see
"WITHDRAWALS"). The contract provides that owners may repay contract debt at any
time. Under applicable loan rules, loans generally must be repaid within five
years, repayments must be made at least quarterly and repayments must be made in
substantially equal amounts. When a loan is repaid, the amount of the repayment
will be transferred from the loan account to the investment accounts. The owner
may designate the investment accounts to which a repayment is to be allocated.
Otherwise, the repayment will be allocated in the same manner as the owner's
most recent purchase payment. On each contract anniversary, the Company will
transfer from the investment accounts to the loan account the amount by which
the debt on the contract exceeds the balance in the loan account.
The Company charges interest of 6% per year on contract loans. Loan
interest is payable in arrears and, unless paid in cash, the accrued loan
interest is added to the amount of the debt and bears interest at 6% as well.
The Company credits interest with respect to amounts held in the loan account at
a rate of 3% per year. Consequently, the net cost of loans under the contract is
2%. If
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on any date debt under a contract exceeds the contract value, the contract will
be in default. In such case the owner will receive a notice indicating the
payment needed to bring the contract out of default and will have a thirty-one
day grace period within which to pay the default amount. If the required payment
is not made within the grace period, the contract may be foreclosed (terminated
without value).
The amount of any debt will be deducted from the death benefit
otherwise payable under the contract (see "DEATH BENEFIT BEFORE MATURITY DATE").
In addition, debt, whether or not repaid, will have a permanent effect on the
contract value because the investment results of the investment accounts will
apply only to the unborrowed portion of the contract value. The longer debt is
outstanding, the greater the effect is likely to be. The effect could be
favorable or unfavorable. If the investment results are greater than the rate
being credited on amounts held in the loan account while the debt is
outstanding, the contract value will not increase as rapidly as it would have if
no debt were outstanding. If investment results are below that rate, the
contract value will be higher than it would have been had no debt been
outstanding.
DEATH BENEFIT BEFORE MATURITY DATE
In General. The following discussion applies principally to contracts
that are not issued in connection with qualified plans, i.e., a "non-qualified
contract." The requirements of the tax law applicable to qualified plans, and
the tax treatment of amounts held and distributed under such plans, are quite
complex. Accordingly, a prospective purchaser of the contract to be used in
connection with a qualified plan should seek competent legal and tax advice
regarding the suitability of the contract for the situation involved and the
requirements governing the distribution of benefits, including death benefits,
from a contract used in the plan. In particular, a prospective purchaser who
intends to use the contract in connection with a qualified plan should consider
that the contract provides a death benefit (described below) that could be
characterized as an incidental death benefit. There are limits on the amount of
incidental benefits that may be provided under certain qualified plans and the
provision of such benefits may result in currently taxable income to plan
participants (see "FEDERAL TAX MATTERS").
Amount of Death Benefit. If any contract owner dies and the oldest
owner had an attained age of less than 81 years on the contract date, the death
benefit will be determined as follows: During the first contract year, the death
benefit will be the greater of: (a) the contract value or (b) the purchase
payment made, less any amounts deducted in connection with partial withdrawals.
During any subsequent contract year, the death benefit will be the greater of:
(a) the contract value or (b) the death benefit on the last day of the previous
contract year, less any amounts deducted in connection with partial withdrawals
since then. If any contract owner dies on or after his or her 81st birthday, the
death benefit will be the greater of (a) contract value or (b) the death benefit
on the last day of the contract year ending just prior to the owner's 81st
birthday, less amounts deducted in connection with partial withdrawals.
If any contract owner dies and the oldest owner had an attained age of
81 years or greater on the contract date, the death benefit will be the greater
of: (a) the contract value or (b) the excess of (i) the purchase payment over
(ii) the sum of any amounts deducted in connection with partial withdrawals.
The determination of the death benefit will be made on the date written
notice and proof of death, as well as all required claim forms, are received at
the Company's Annuity Service Office. No person is entitled to the death benefit
until this time. In addition, partial withdrawals include amounts applied under
an annuity option under the contract. If there is any debt under the contract,
the death benefit equals the death benefit, as described above, less such debt.
Payment of Death Benefit. The Company will pay the death benefit
(which, as defined above, is net of any debt) to the beneficiary if any contract
owner dies before the maturity date. If there is a surviving contract owner,
that contract owner will be deemed to be the beneficiary. No death benefit is
payable on the death of any annuitant, except that if any contract owner is not
a natural person, the death of any annuitant will be treated as the death of an
owner. On the death of the last surviving annuitant, the contract owner, if a
natural person, will become the annuitant unless the contract owner designates
another person as the annuitant.
The death benefit may be taken in the form of a lump sum immediately.
If not taken immediately, the contract will continue subject to the following:
(1) The beneficiary will become the contract owner. (2) Any excess of the death
benefit over the contract value will be allocated to the owner's investment
accounts in proportion to their relative values on the date of the Company's
receipt at its Annuity Service Office of due proof of the owner's death. (3) If
the beneficiary is not the deceased's owner spouse, distribution of the contract
owner's entire interest in the contract must be made within five years of the
owner's death, or alternatively, distribution may be made as an annuity, under
one of the annuity options described below, which begins within one year of the
owner's death and is payable over the life of the beneficiary or over a period
not extending beyond the life expectancy of the beneficiary. Upon the death of
the beneficiary, the death benefit will equal the contract value which must be
distributed immediately in a single sum. (4) If
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the owner's spouse is the beneficiary, the spouse continues the contract as the
new owner. In such a case, the distribution rules described in "(3)" applicable
when a contract owner dies will apply when the spouse, as the owner, dies.
If any annuitant is changed and any contract owner is not a natural
person, the entire interest in the contract must be distributed to the contract
owner within five years.
A substitution or addition of any contract owner may result in
resetting the death benefit to an amount equal to the contract value as of the
date of the change. For purposes of subsequent calculations of the death benefit
prior to the maturity date, the contract value on the date of the change will be
treated as an initial purchase payment made on that date. In addition, all
payments made and all amounts deducted in connection with partial withdrawals
prior to the date of the change will not be considered in the determination of
the death benefit. No such change in death benefit will be made if the
individual whose death will cause the death benefit to be paid is the same after
the change in ownership or if ownership is transferred to the owner's spouse.
Death benefits will be paid within seven days of the date the amount of
the death benefit is determined, as described above, subject to postponement
under the same circumstances that payment of withdrawals may be postponed (see
"WITHDRAWALS").
ANNUITY PROVISIONS
GENERAL
The proceeds of the contract payable on death, withdrawal or the
contract maturity date may be applied to the annuity options described below,
subject to the distribution of death benefit provisions (see "DEATH BENEFIT
BEFORE MATURITY DATE").
Generally, annuity benefits under the contract will begin on the
maturity date. The maturity date is the date specified on the contract
specifications page, unless changed. If no date is specified, the maturity date
is the maximum maturity date described below. The maximum maturity date is the
first day of the month following the 90th birthday of the annuitant. The
contract owner may specify a different maturity date at any time by written
request at least one month before both the previously specified and the new
maturity date. The new maturity date must be the first day of a month no later
than the first day of the month following the 90th birthday of the annuitant
(see "FEDERAL TAX MATTERS --Taxation of Annuities in General-- Delayed Maturity
Dates"). Distributions from qualified contracts may be required before the
maturity date (see "FEDERAL TAX MATTERS--Qualified Retirement Plans").
The contract owner may select the frequency of annuity payments.
However, if the contract value at the maturity date is such that a monthly
payment would be less than $20, the Company may pay the contract value, less any
debt, in one lump sum to the annuitant on the maturity date.
ANNUITY OPTIONS
Annuity benefits are available under the contract on a fixed or
variable basis, or any combination of fixed and variable bases. Upon purchase of
the contract, and on or before the maturity date, the contract owner may select
one or more of the annuity options described below on a fixed and/or variable
basis (except Option 5 which is available on a fixed basis only) or choose an
alternate form of settlement acceptable to the Company. If an annuity option is
not selected, the Company will provide as a default option variable annuity
payments in proportion to the Investment Account Value of each investment option
at the maturity date, such payments to be made for a period certain of 10 years
and continuing thereafter during the lifetime of the annuitant. Treasury
Department regulations may preclude the availability of certain annuity options
in connection with certain qualified contracts.
The following annuity options are guaranteed in the contract.
Option 1(a): Non-Refund Life Annuity - An annuity with payments during
the lifetime of the annuitant. No payments are due after the death of
the annuitant. Since there is no guarantee that any minimum number of
payments will be made, an annuitant may receive only one payment if the
annuitant dies prior to the date the second payment is due.
Option 1(b): Life Annuity with Payments Guaranteed for 10 Years - An
annuity with payments guaranteed for 10 years and continuing thereafter
during the lifetime of the annuitant. Since payments are guaranteed for
10 years, annuity payments will be made to the end of such period if
the annuitant dies prior to the end of the tenth year.
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Option 2(a): Joint & Survivor Non-Refund Life Annuity - An annuity with
payments during the lifetimes of the annuitant and a designated
co-annuitant. No payments are due after the death of the last survivor
of the annuitant and co-annuitant. Since there is no guarantee that any
minimum number of payments will be made, an annuitant or co-annuitant
may receive only one payment if the annuitant and co-annuitant die
prior to the date the second payment is due.
Option 2(b): Joint & Survivor Life Annuity with Payments Guaranteed for
10 Years - An annuity with payments guaranteed for 10 years and
continuing thereafter during the lifetimes of the annuitant and a
designated co-annuitant. Since payments are guaranteed for 10 years,
annuity payments will be made to the end of such period if both the
annuitant and the co-annuitant die prior to the end of the tenth year.
In addition to the foregoing annuity options which the Company is
contractually obligated to offer at all times, the Company currently offers the
following annuity options. The Company may cease offering the following annuity
options at any time and may offer other annuity options in the future.
Option 3: Life Annuity with Payments Guaranteed for 5, 15 or 20 Years -
An annuity with payments guaranteed for 5, 15 or 20 years and
continuing thereafter during the lifetime of the annuitant. Since
payments are guaranteed for the specific number of years, annuity
payments will be made to the end of the last year of the 5, 15 or 20
year period.
Option 4: Joint & Two-Thirds Survivor Non-Refund Life Annuity - An
annuity with full payments during the joint lifetime of the annuitant
and a designated co-annuitant and two-thirds payments during the
lifetime of the survivor. Since there is no guarantee that any minimum
number of payments will be made, an annuitant or co-annuitant may
receive only one payment if the annuitant and co-annuitant die prior to
the date the second payment is due.
Option 5: Period Certain Only Annuity for 5, 10, 15 or 20 years - An
annuity with payments for a 5, 10, 15 or 20 year period and no payments
thereafter.
DETERMINATION OF AMOUNT OF THE FIRST VARIABLE ANNUITY PAYMENT
The first variable annuity payment is determined by applying that
portion of the contract value used to purchase a variable annuity, measured as
of a date not more than ten business days prior to the maturity date (minus any
applicable premium taxes), to the annuity tables contained in the contract. (The
amount of the first and all subsequent fixed annuity payments is determined on
the same basis using the portion of the contract value used to purchase a fixed
annuity.) The rates contained in such tables depend upon the annuitant's sex and
age (as adjusted depending on the annuitant's year of birth) and the annuity
option selected, except for contracts issued in connection with certain employer
sponsored plans where sex-based tables may not be used. Under such tables, the
longer the life expectancy of the annuitant under any life annuity option or the
duration of any period for which payments are guaranteed under the option, the
smaller will be the amount of the first monthly variable annuity payment. The
rates are based on the 1983 Table A projected at Scale G, assume births in year
1942 and reflect an assumed interest rate of 3% per year.
ANNUITY UNITS AND THE DETERMINATION OF SUBSEQUENT VARIABLE ANNUITY PAYMENTS
Variable annuity payments subsequent to the first will be based on the
investment performance of the sub-accounts selected. The amount of such
subsequent payments is determined by dividing the amount of the first annuity
payment from each sub-account by the annuity unit value of such sub-account (as
of the same date the contract value to effect the annuity was determined) to
establish the number of annuity units which will thereafter be used to determine
payments. This number of annuity units for each sub-account is then multiplied
by the appropriate annuity unit value as of a uniformly applied date not more
than ten business days before the annuity payment is due, and the resulting
amounts for each sub-account are then totaled to arrive at the amount of the
payment to be made. The number of annuity units remains constant during the
annuity payment period.
The value of an annuity unit for each sub-account for any valuation
period is determined by multiplying the annuity unit value for the immediately
preceding valuation period by the net investment factor for that sub-account
(see "NET INVESTMENT FACTOR") for the valuation period for which the annuity
unit value is being calculated and by a factor to neutralize the assumed
interest rate.
A 3% assumed interest rate is built into the annuity tables in the
contract used to determine the first variable annuity payment. A higher
assumption would mean a larger first annuity payment, but more slowly rising
subsequent payments when actual investment performance exceeds the assumed rate,
and more rapidly falling subsequent payments when actual investment performance
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is less than the assumed rate. A lower assumption would have the opposite
effect. If the actual net investment performance is 3% annually, annuity
payments will be level.
TRANSFERS AFTER MATURITY DATE
Once variable annuity payments have begun, the contract owner may
transfer all or part of the investment upon which such payments are based from
one sub-account to another. Transfers will be made upon notice to the Company at
least 30 days before the due date of the first annuity payment to which the
change will apply. Transfers after the maturity date will be made by converting
the number of annuity units being transferred to the number of annuity units of
the sub-account to which the transfer is made, so that the next annuity payment
if it were made at that time would be the same amount that it would have been
without the transfer. Thereafter, annuity payments will reflect changes in the
value of the new annuity units. The Company reserves the right to limit, upon
notice, the maximum number of transfers a contract owner may make per contract
year to four. Once annuity payments have commenced, no transfers may be made
from a fixed annuity option to a variable annuity option or from a variable
annuity option to a fixed annuity option. In addition, the Company reserves the
right to defer the transfer privilege at any time that the Company is unable to
purchase or redeem shares of the Trust portfolios. The Company also reserves the
right to modify or terminate the transfer privilege at any time in accordance
with New York law.
DEATH BENEFIT ON OR AFTER MATURITY DATE
If annuity payments have been selected based on an annuity option
providing for payments for a guaranteed period, and the annuitant dies on or
after the maturity date, the Company will make the remaining guaranteed payments
to the beneficiary. Any remaining payments will be made as rapidly as under the
method of distribution being used as of the date of the annuitant's death. If no
beneficiary is living, the Company will commute any unpaid guaranteed payments
to a single sum (on the basis of the interest rate used in determining the
payments) and pay that single sum to the estate of the last to die of the
annuitant and the beneficiary.
OTHER CONTRACT PROVISIONS
TEN DAY RIGHT TO REVIEW
The contract owner may cancel the contract by returning it to the
Company's Annuity Service Office or agent at any time within 10 days after
receipt of the contract. Within 7 days of receipt of the contract by the
Company, the Company will pay the contract value, less any debt, computed at the
end of the valuation period during which the contract is received by the
Company, to the contract owner.
When the contract is issued as an individual retirement annuity under
Sections 408 or 408A of the Code, during the first 7 days of the 10 day period,
the Company will return the purchase payment if it is greater than the amount
otherwise payable.
OWNERSHIP
The contract owner is the person entitled to exercise all rights under
the contract. Prior to the maturity date, the contract owner is the person
designated in the contract specifications page or as subsequently named. On and
after the maturity date, the annuitant is the contract owner. If amounts become
payable to any beneficiary under the contract, the beneficiary is the contract
owner.
In the case of non-qualified contracts, ownership of the contract may
be changed or the contract may be collaterally assigned at any time prior to the
maturity date, subject to the rights of any irrevocable beneficiary. Assigning a
contract, or changing the ownership of a contract, may be treated as a
distribution of the contract value for Federal tax purposes (see "FEDERAL TAX
MATTERS"). A change of any contract owner may result in resetting the death
benefit to an amount equal to the contract value as of the date of the change
and treating such value as a purchase payment made on that date for purposes of
computing the amount of the death benefit (see "DEATH BENEFIT BEFORE MATURITY
DATE").
Any change of ownership or assignment must be made in writing. Any
change must be approved by the Company. Any assignment and any change, if
approved, will be effective as of the date the Company receives the request at
its Annuity Service Office. The Company assumes no liability for any payments
made or actions taken before a change is approved or an assignment is accepted
or responsibility for the validity or sufficiency of any assignment. An absolute
assignment will revoke the interest of any revocable beneficiary.
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In the case of qualified contracts, ownership of the contract generally
may not be transferred except by the trustee of an exempt employees' trust which
is part of a retirement plan qualified under Section 401 of the Code or as
otherwise permitted by applicable Internal Revenue Service ("IRS") regulations.
Subject to the foregoing, a qualified contract may not be sold, assigned,
transferred, discounted or pledged as collateral for a loan or as security for
the performance of an obligation or for any other purpose to any person other
than the Company.
ANNUITANT
The annuitant is any natural person or persons whose life is used to
determine the duration of annuity payments involving life contingencies. If the
contract owner names more than one person as an "annuitant," the second person
named shall be referred to as "co-annuitant." The annuitant is as designated on
the contract specifications page or in the application, unless changed.
On the death of the annuitant, the co-annuitant, if living, becomes the
annuitant. If there is no living co-annuitant, the owner becomes the annuitant.
In the case of certain qualified contracts, there are limitations on the ability
to designate and change the annuitant and the co-annuitant.
BENEFICIARY
The beneficiary is the person, persons or entity designated in the
contract specifications page or as subsequently named. However, if there is a
surviving contract owner, that person will be treated as the beneficiary. The
beneficiary may be changed subject to the rights of any irrevocable beneficiary.
Any change must be made in writing, approved by the Company and if approved,
will be effective as of the date on which written. The Company assumes no
liability for any payments made or actions taken before the change is approved.
If no beneficiary is living, the contingent beneficiary will be the beneficiary.
The interest of any beneficiary is subject to that of any assignee. If no
beneficiary or contingent beneficiary is living, the beneficiary is the estate
of the deceased contract owner. In the case of certain qualified contracts,
regulations promulgated by the Treasury Department prescribe certain limitations
on the designation of a beneficiary.
MODIFICATION
The contract may not be modified by the Company without the consent of
the contract owner, except as may be required to make it conform to any law or
regulation or ruling issued by a governmental agency. The provisions of the
contract shall be interpreted so as to comply with the requirements of Section
72(s) of the Code.
COMPANY APPROVAL
The Company reserves the right to accept or reject any contract
application at its sole discretion.
MISSTATEMENT AND PROOF OF AGE, SEX OR SURVIVAL
The Company may require proof of age, sex or survival of any person
upon whose age, sex or survival any payment depends. If the age or sex of the
annuitant has been misstated, the benefits will be those that would have been
provided for the annuitant's correct age and sex. If the Company has made
incorrect annuity payments, the amount of any underpayment will be paid
immediately and the amount of any overpayment will be deducted from future
annuity payments.
FIXED ACCOUNT INVESTMENT OPTIONS
Securities Registration. Due to certain exemptive and exclusionary
provisions, interests in the fixed account investment options are not registered
under the Securities Act of 1933, as amended, (the "1933 Act") and the Company's
general account is not registered as an investment company under the 1940 Act.
Accordingly, neither interests in the fixed account investment options nor the
general account are subject to the provisions or restrictions of the 1933 Act or
the 1940 Act and the staff of the SEC has not reviewed the disclosures in the
Prospectus relating thereto. Disclosures relating to interests in the fixed
account investment options and the general account, however, may be subject to
certain generally applicable provisions of the Federal securities laws relating
to the accuracy of statements made in a registration statement.
Investment Options. A one year fixed account investment option is
available under the contract. In addition, a DCA fixed account investment option
may be established under the DCA program to make automatic transfers to one or
more variable investment options (see "SPECIAL TRANSFER SERVICES-DOLLAR COST
AVERAGING" for details). Under the fixed account investment
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options, the Company guarantees the principal value of purchase payments and the
rate of interest credited to the investment account for the term of the
guarantee period. The portion of the contract value in a fixed account
investment option and monthly annuity payments if selected on a fixed basis,
will reflect such interest and principal guarantees. The guaranteed interest
rates on new amounts allocated or transferred to a fixed investment account are
determined from time-to-time by the Company in accordance with market
conditions. In no event will the guaranteed rate of interest be less than 3%.
Once an interest rate is guaranteed for a fixed investment account, it is
guaranteed for the duration of the guarantee period and may not be changed by
the Company.
Investment Accounts. Contract owners may allocate purchase payments, or
make transfers from the variable investment options, to the one year fixed
account investment option at any time prior to the maturity date. The Company
establishes a separate investment account each time the contract owner allocates
or transfers amounts to the one year fixed account investment option. Amounts
may not be allocated to a fixed account investment option that would extend the
guarantee period beyond the maturity date.
Renewals. At the end of a guarantee period, the contract owner may
establish a new investment account with a one year guarantee period at the then
current interest rate or transfer the amounts to a variable account investment
option, all without the imposition of any charge. In the case of renewals within
one year of the maturity date, the only fixed account investment option
available is to have interest accrued up to the maturity date at the then
current interest rate for one year guarantee periods.
If the contract owner does not specify the renewal option desired, the
Company will select the one year fixed account investment option. In the case of
a renewal within one year of the maturity date, the Company will credit interest
up to the maturity date at the then current interest rate for one year guarantee
periods.
Transfers. Prior to the maturity date, the contract owner may transfer
amounts from the fixed account investment options to the variable account
investment options at the end of the guaranteed period; however, amounts may be
transferred prior to the end of the guarantee period pursuant to the DCA
program.
Where there are multiple investment accounts within the one year fixed
account investment option, amounts must be transferred from the one year fixed
account investment option on a first-in-first-out basis.
Withdrawals. The contract owner may make total and partial withdrawals
of amounts held in the fixed account investment options at any time prior to the
maturity date or his or her death. Withdrawals from the fixed account investment
options will be made in the same manner and be subject to the same limitations
as set forth under "WITHDRAWALS" plus the following provisions also apply to
withdrawals from the fixed account investment options: (1) the Company reserves
the right to defer payment of amounts withdrawn from the fixed account
investment options for up to six months from the date it receives the written
withdrawal request (if a withdrawal is deferred for more than 10 days pursuant
to this right, the Company will pay interest on the amount deferred at a rate
not less than 3% per year (or such higher rate as may be required by the
applicable state or jurisdiction)); and (2) if there are multiple investment
accounts under the fixed account investment options, amounts must be withdrawn
from such accounts on a first-in-first-out basis.
If the contract owner does not specify the investment options from
which a partial withdrawal is to be taken, a partial withdrawal will be taken
from the variable account investment options until exhausted and then from the
fixed account investment options. Such withdrawals will be made from the
investment options beginning with the shortest guarantee period. Within such
sequence, where there are multiple investment accounts within a fixed account
investment option, withdrawals will be made on a first-in-first out basis. For
this purpose, the DCA fixed account investment option is considered to have a
shorter guarantee period than the one year fixed account investment option.
Withdrawals from the contract may be subject to income tax and a 10%
penalty tax. Withdrawals are permitted from contracts issued in connection with
Section 403(b) qualified plans only under limited circumstances (see "FEDERAL
TAX MATTERS" below).
Loans. The Company offers a loan privilege only to owners of contracts
issued in connection with Section 403(b) qualified plans that are not subject to
Title I of ERISA. Owners of such contracts may obtain loans using the contract
as the only security for the loan. Owners of such contracts may borrow amounts
allocated to the fixed investment account in the same manner and subject to the
same limitations as set forth under "LOANS" above.
Fixed Annuity Options. Subject to the distribution of death benefits
provisions (see "DEATH BENEFIT BEFORE MATURITY DATE" above), on death,
withdrawal or the maturity date of the contract, the proceeds may be applied to
a fixed annuity option (see "ANNUITY OPTIONS" above). The amount of each fixed
annuity payment is determined by applying the portion of the proceeds (less any
applicable premium taxes) applied to purchase the fixed annuity to the
appropriate table in the contract. If the table in use by the
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Company is more favorable to the contract owner, the Company will substitute
that table. The Company guarantees the dollar amount of fixed annuity payments.
In any case, the amount of the fixed annuity payment will not be less than that
provided by the application of the portion of the contract value used to effect
a fixed annuity, measured as of a date not more than 10 business days prior to
the maturity date (minus any applicable premium taxes), to purchase any single
premium immediate annuity that may be offered by the Company at the time to this
class of annuitants.
CHARGES AND DEDUCTIONS
Charges and deductions under the contracts are assessed against the
purchase payment, contract value or annuity payments. Currently, there are no
deductions made from the purchase payment. In addition, there are deductions
from and expenses paid out of the assets of the Trust Portfolios that are
described in the accompanying Prospectus of the Trust.
ADMINISTRATION FEES
A daily fee in an amount equal to 0.25% of the value of each variable
investment account on an annual basis is deducted from each sub-account as an
administration fee. The fee is designed to compensate the Company for the cost
of providing administrative services attributable to the contracts and the
operations of the Variable Account and the Company in connection with the
contracts. This asset based administration fee will not be deducted from the
fixed account investment option. The fee will be reflected in the contract value
as a proportionate reduction in the value of each variable investment account.
Because the administration fee is a percentage of assets rather than a flat
amount, larger contracts will in effect pay a higher proportion of the
administrative expenses than smaller contracts.
Also, if the contract value falls below $10,000 as a result of a
partial withdrawal, the Company may deduct an annual administration fee of $30
as partial compensation for administrative expenses. The fee will be deducted on
the last day of each contract year. It will be withdrawn from each investment
option in the same proportion that the value of such investment option bears to
the contract value. If the entire contract value is withdrawn on other than the
last day of any contract year, the fee will be deducted from the amount paid.
The Company does not expect to recover from the administration fees any
amount in excess of its accumulated administrative expenses. Even though
administrative expenses may increase, the Company guarantees that it will not
increase the amount of the administration fees.
DISTRIBUTION FEE
A daily fee in an amount equal to 0.15% of the value of each variable
investment account on an annual basis is deducted from each sub-account as a
distribution fee. The fee is designed to compensate the Company for a portion of
the sales expenses it incurs with respect to the contracts. This asset based
distribution fee will not be deducted from the fixed account investment option.
The fee will be reflected in the contract value as a proportionate reduction in
the value of each variable investment account. Because the distribution fee is a
percentage of assets rather than a flat amount, larger contracts will in effect
pay a higher proportion of sales expenses than smaller contracts.
MORTALITY AND EXPENSE RISK CHARGE
The mortality risk assumed by the Company is the risk that annuitants
may live for a longer period of time than estimated. The Company assumes this
mortality risk by virtue of annuity rates incorporated into the contract which
cannot be changed. This assures each annuitant that his longevity will not have
an adverse effect on the amount of annuity payments. Also, the Company
guarantees that if the contract owner dies before the maturity date, it will pay
a death benefit (see "DEATH BENEFIT BEFORE MATURITY DATE"). The expense risk
assumed by the Company is the risk that the administration charges or withdrawal
charge may be insufficient to cover actual expenses.
To compensate it for assuming these risks, the Company deducts from
each of the sub-accounts a daily charge in an amount equal to 1.25% of the value
of the variable investment accounts on an annual basis, consisting of .8% for
the mortality risk and .45% for the expense risk. The charge will be reflected
in the contract value as a proportionate reduction in the value of each variable
investment account. The rate of the mortality and expense risk charge cannot be
increased. If the charge is insufficient to cover the actual cost of the
mortality and expense risks undertaken, the Company will bear the loss.
Conversely, if the charge proves more than sufficient, the excess will be profit
to the Company and will be available for any proper corporate purpose including,
among other things, payment of distribution expenses. The mortality and expense
risk charge is not assessed against the fixed account investment option.
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TAXES
The Company reserves the right to charge, or provide for, certain taxes
against the purchase payment, contract value or annuity payments. Such taxes may
include premium taxes or other taxes levied by any government entity which the
Company determines to have resulted from the (i) establishment or maintenance of
the Variable Account, (ii) receipt by the Company of purchase payments, (iii)
issuance of the contacts, or (iv) commencement or continuance of annuity
payments under the contracts. The State of New York does not currently assess a
premium tax. In the event New York does impose a premium tax, the Company
reserves the right to pass-through such tax to contract owners. For a discussion
of premium taxes which may be applicable to non-New York residents, see "STATE
PREMIUM TAXES" in the Statement of Additional Information. The Company will
withhold taxes to the extent required by applicable law.
FEDERAL TAX MATTERS
INTRODUCTION
The following discussion of the Federal income tax treatment of the
contract is not exhaustive, does not purport to cover all situations, and is not
intended as tax advice. A qualified tax advisor should always be consulted with
regard to the application of law to individual circumstances. 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 state or local tax consequences
associated with the purchase of a contract. In addition, THE COMPANY MAKES NO
GUARANTEE REGARDING ANY TAX TREATMENT -- FEDERAL, STATE, OR LOCAL -- OF ANY
CONTRACT OR OF ANY TRANSACTION INVOLVING A CONTRACT.
THE COMPANY'S TAX STATUS
The Company is taxed as a life insurance company under the Code. Since
the operations of the Variable Account are a part of, and are taxed with, the
operations of the Company, the Variable Account is not separately taxed as a
"regulated investment company" under 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 under a contract. The Company does not anticipate
that it will incur any Federal income tax liability attributable to such income
and gains of the Variable Account, and therefore the Company does not intend to
make provision for any such taxes. If the Company is taxed on investment income
or capital gains of the Variable Account, then the Company may impose a charge
against the Variable Account in order to make provision for such taxes.
TAXATION OF ANNUITIES IN GENERAL
TAX DEFERRAL DURING ACCUMULATION PERIOD
Under existing provisions of the Code, except as described below, any
increase in the contract value is generally not taxable to the contract owner or
annuitant until received, either in the form of annuity payments, as
contemplated by the contract, or in some other form of distribution. However,
certain requirements must be satisfied in order for this general rule to apply,
including: (1) the contract must be owned by an individual (or treated as owned
by an individual), (2) the investments of the Variable Account must be
"adequately diversified" in accordance with Treasury Department regulations, (3)
the Company, rather than the owner, must be considered the owner of the assets
of the Variable Account for Federal tax purposes, and (4) the contract must
provide for appropriate amortization, through annuity payments, of the
contract's purchase payment and earnings, e.g., the maturity date must not occur
at too advanced an age.
Non-Natural Owners. As a general rule, deferred annuity contracts held
by "non-natural persons" such as a corporation, trust or other similar entity,
as opposed to a natural person, are not treated as annuity contracts for Federal
income tax purposes. The investment income on such contracts is taxed as
ordinary income that is received or accrued by the owner of the contract during
the taxable year. There are several exceptions to this general rule for
non-natural contract owners. First, contracts will generally be treated as held
by a natural person if the nominal owner is a trust or other entity which holds
the contract as an agent for a natural person. However, this special exception
will not apply in the case of any employer who is the nominal owner of an
annuity contract under a non-qualified deferred compensation arrangement for its
employees.
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In addition, exceptions to the general rule for non-natural contract
owners will apply with respect to (1) contracts acquired by an estate of a
decedent by reason of the death of the decedent, (2) certain qualified
contracts, (3) certain contracts purchased by employers upon the termination of
certain qualified plans, (4) certain contracts used in connection with
structured settlement agreements, and (5) contracts purchased with a single
premium when the annuity starting date (as defined in the tax law) is no later
than a year from purchase of the annuity and substantially equal periodic
payments are made, not less frequently than annually, during the annuity period.
Loss of Interest Deduction Where Contracts are Held by or for the
Benefit of Certain Non-Natural Persons. In the case of contracts issued after
June 8, 1997 to a non-natural taxpayer (such as a corporation or a trust), or
held for the benefit of such an entity, recent changes in the tax law may result
in otherwise deductible interest no longer being deductible by the entity,
regardless of whether the interest relates to debt which is used to purchase or
carry the contract. However, this interest deduction disallowance does not
affect contracts where the income on such contracts is treated as ordinary
income that is received or accrued by the owner during the taxable year.
Entities that are considering purchasing the contract, or entities that will be
beneficiaries under a contract, should consult a tax advisor.
Diversification Requirements. For a contract to be treated as an
annuity for Federal income tax purposes, the investments of the Variable Account
must be "adequately diversified" in accordance with Treasury Department
Regulations. The Secretary of the Treasury 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, a contract would not be treated as an
annuity contract for Federal income tax purposes and the contract owner would
generally be taxable currently on the excess of the contract value over the
premiums paid for the contract.
Although the Company does not control the investments of the Trust, it
expects that the Trust will comply with such regulations so that the Variable
Account will be considered "adequately diversified."
Ownership Treatment. In certain circumstances, a variable annuity
contract owner may be considered the owner, for Federal income tax purposes, of
the assets of the separate account used to support his or her contract. In those
circumstances, income and gains from such separate account assets would be
includible in the contract owner's gross income. The IRS has 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. In addition,
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 this contract are similar to, but different
in certain respects from, those described by the IRS in rulings in which it was
determined that contract owners were not owners of separate account assets. For
example, the owner of this contract has the choice of many more investment
options to which to allocate purchase payment and contract values, and may be
able to transfer among investment options more frequently than in such rulings.
These differences could result in the contract owner being treated as the owner
of the assets of the Variable Account and thus subject to current taxation on
the income and gains from those assets. In addition, the Company does not know
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
contract owner from being considered the owner of the assets of the Variable
Account.
Delayed Maturity Dates. If the contract's maturity date occurs (or is
scheduled to occur) at a time when the annuitant has reached an advanced age,
e.g., past age 85, it is possible that the contract would not be treated as an
annuity for Federal income tax purposes. In that event, the income and gains
under the contract could be currently includible in the owner's income.
The remainder of this discussion assumes that the contract will be
treated as an annuity contract for Federal income tax purposes and that the
Company will be treated as the owner of the Variable Account assets.
TAXATION OF PARTIAL AND FULL WITHDRAWALS
In the case of a partial withdrawal, amounts received are includible in
income to the extent the contract value before the withdrawal exceeds the
"investment in the contract." In the case of a full withdrawal, amounts received
are includible in income to
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the extent they exceed the "investment in the contract." For these purposes the
investment in the contract at any time equals the purchase payment made under
the contract to that time (to the extent such payment was neither deductible
when made nor excludible from income as, for example, in the case of certain
employer contributions to qualified plans) less any amounts previously received
from the contract which were not included in income.
Other than in the case of certain qualified contracts, any amount
received as a loan under a contract, and any assignment or pledge (or agreement
to assign or pledge) any portion of the contract value, is treated as a
withdrawal of such amount or portion. (Loans, assignments and pledges are
permitted only in limited circumstances under qualified contracts.) The
investment in the contract is increased by the amount includible in income with
respect to such assignment or pledge, though it is not affected by any other
aspect of the assignment or pledge (including its release). If an individual
transfers his or her interest in an annuity contract without adequate
consideration to a person other than the owner's spouse (or to a former spouse
incident to divorce), the owner will be taxed on the difference between the
"contract value" and the "investment in the contract" at the time of transfer.
In such case, the transferee's investment in the contract will be increased to
reflect the increase in the transferor's income.
The contract provides a death benefit that in certain circumstances may
exceed the greater of the purchase payment and the contract value. As described
elsewhere in this Prospectus, the Company imposes certain charges with respect
to the death benefit. It is possible that those charges (or some portion
thereof) could be treated for Federal income tax purposes as a partial
withdrawal from the contract.
There may be special income tax issues present in situations where the
owner and the annuitant are not the same person and are not married to one
another. A tax advisor should be consulted in those situations.
TAXATION OF ANNUITY PAYMENTS
Normally, the portion of each annuity payment taxable as ordinary
income is equal to the excess of the payment over the exclusion amount. In the
case of variable annuity payments, the exclusion amount is the "investment in
the contract" (defined above) allocated to the variable annuity option, adjusted
for any period certain or refund feature, when payments begin to be made divided
by the number of payments expected to be made (determined by Treasury Department
regulations which take into account the annuitant's life expectancy and the form
of annuity benefit selected). In the case of fixed annuity payments, the
exclusion amount is the amount determined by multiplying (1) the payment by (2)
the ratio of the investment in the contract allocated to the fixed annuity
option, adjusted for any period certain or refund feature, to the total expected
value of annuity payments for the term of the contract (determined under
Treasury Department regulations). A simplified method of determining the taxable
portion of annuity payments applies to contracts issued in connection with
certain qualified plans other than IRAs.
Once the total amount of the investment in the contract is excluded
using these ratios, annuity payments will be fully taxable. If annuity payments
cease because of the death of the annuitant and before the total amount of the
investment in the contract is recovered, the unrecovered amount generally will
be allowed as a deduction to the annuitant in his or her last taxable year.
TAXATION OF DEATH BENEFIT PROCEEDS
Amounts may be distributed from a contract because of the death of an
owner or the annuitant. Prior to the maturity date, such death benefit proceeds
are includible in income as follows: (1) if distributed in a lump sum, they are
taxed in the same manner as a full withdrawal, as described above, or (2) if
distributed under an annuity option, they are taxed in the same manner as
annuity payments, as described above. After the maturity date, where a
guaranteed period exists under an annuity option and the annuitant dies before
the end of that period, payments 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 includible in income to the extent that they exceed the unrecovered
investment in the contract at that time, or (2) if distributed in accordance
with the existing annuity option selected, they are fully excludable from income
until the remaining investment in the contract is deemed to be recovered, and
all annuity payments thereafter are fully includible in income.
PENALTY TAX ON PREMATURE DISTRIBUTIONS
There is a 10% penalty tax on the taxable amount of any payment from a
non-qualified contract unless the payment is: (a) received on or after the
contract owner reaches age 59-1/2; (b) attributable to the contract owner
becoming disabled (as defined in the tax law); (c) made to a beneficiary on or
after the death of the contract owner or, if the contract owner is not an
individual, on or after the death of the primary annuitant (as defined in the
tax law); (d) made as a series of substantially equal periodic payments (not
less frequently than annually) for the life (or life expectancy) of the
annuitant or for the joint lives (or joint life expectancies) of the
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annuitant and designated beneficiary (as defined in the tax law); (e) made under
an annuity contract purchased with a single premium when the annuity starting
date (as defined in the tax law) is no later than a year from purchase of the
annuity and substantially equal periodic payments are made, not less frequently
than annually, during the annuity period; or (f) made with respect to certain
annuities issued in connection with structured settlement agreements. (A similar
penalty tax, applicable to distributions from certain qualified contracts, is
discussed below.)
AGGREGATION OF CONTRACTS
In certain circumstances, the amount of an annuity payment or a
withdrawal from a contract that is includible in income may be determined by
combining some or all of the non-qualified contracts owned by an individual. For
example, if a person purchases a contract offered by this Prospectus and also
purchases at approximately the same time an immediate annuity, the IRS may treat
the two contracts as one contract. In addition, if a person purchases two or
more deferred annuity contracts from the same insurance company (or its
affiliates) during any calendar year, all such contracts will be treated as one
contract. The effects of such aggregation are not clear; however, it could
affect the amount of a withdrawal or an annuity payment that is taxable and the
amount which might be subject to the penalty tax described above.
QUALIFIED RETIREMENT PLANS
The contracts are also designed for use in connection with certain
types of retirement plans which receive favorable treatment under the Code.
Numerous special tax rules apply to the participants in such qualified plans and
to the contracts used in connection with such qualified plans. Therefore, no
attempt is made in this Prospectus to provide more than general information
about use of the contract with the various types of qualified plans.
The tax rules applicable to qualified plans vary according to the type
of plan and the terms and conditions of the plan itself. For example, for both
withdrawals and annuity payments under certain qualified contracts, there may be
no "investment in the contract" and the total amount received may be taxable.
Also, loans from qualified contracts, where allowed, are subject to a variety of
limitations, including restrictions as to the amount that may be borrowed, the
duration of the loan, and the manner in which the loan must be repaid. (Owners
should always consult their tax advisors and retirement plan fiduciaries prior
to exercising their loan privileges.) Both the amount of the contribution that
may be made, and the tax deduction or exclusion that the owner may claim for
such contribution, are limited under qualified plans. Those who are considering
the purchase of a contract in connection with a qualified plan should consider,
in evaluating the suitability of the contract, that the contract requires a
minimum initial purchase payment of $25,000 and that additional purchase
payments are not allowed. If this contract is used in connection with a
qualified plan, the owner and annuitant must be the same individual. If a
co-annuitant is named, all distributions made while the annuitant is alive must
be made to the annuitant. Also, if a co-annuitant is named who is not the
annuitant's spouse, the annuity options which are available may be limited,
depending on the difference in ages between the annuitant and co-annuitant.
Furthermore, the length of any guarantee period may be limited in some
circumstances to satisfy certain minimum distribution requirements under the
Code.
In addition, special rules apply to the time at which distributions
must commence and the form in which the distributions must be paid. For example,
failure to comply with minimum distribution requirements applicable to qualified
plans will result in the imposition of an excise tax. This excise tax generally
equals 50% of the amount by which a minimum required distribution exceeds the
actual distribution from the qualified plan. In the case of IRAs (other than
Roth IRAs), distributions of minimum amounts (as specified in the tax law) must
generally commence by April 1 of the calendar year following the calendar year
in which the owner attains age 70-1/2. In the case of certain other qualified
plans, distributions of such minimum amounts must generally commence by the
later of this date or April 1 of the calendar year following the calendar year
in which the employee retires.
There is also a 10% penalty tax on the taxable amount of any payment
from certain qualified contracts (but not Section 457 plans). (The amount of the
penalty tax is 25% of the taxable amount of any payment received from a "SIMPLE
retirement account" during the 2-year period beginning on the date the
individual first participated in any qualified salary reduction arrangement (as
defined in the tax law) maintained by the individual's employer.) There are
exceptions to this penalty tax which vary depending on the type of qualified
plan. In the case of an "Individual Retirement Annuity" or an "IRA," including a
"SIMPLE IRA," exceptions provide that the penalty tax does not apply to a
payment (a) received on or after the contract owner reaches age 59-1/2, (b)
received on or after the owner's death or because of the owner's disability (as
defined in the tax law), or (c) made as a series of substantially equal periodic
payments (not less frequently than annually) for the life (or life expectancy)
of the owner or for the joint lives (or joint life expectancies) of the owner
and designated beneficiary (as defined in the tax law). These exceptions, as
well as certain others not described herein, generally apply to taxable
distributions from other qualified plans (although, in the case of plans
qualified under Sections 401 and 403, exception "c" above for substantially
equal periodic payments applies only if the owner has separated from service).
In addition, the penalty tax does not apply to certain distributions from IRAs
taken after December 31, 1997 which are used
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for qualified first time home purchases or for higher education expenses.
Special conditions must be met to quality for these two exceptions to the
penalty tax. Owners wishing to take a distribution from an IRA for these
purposes should consult their tax advisor.
When issued in connection with a qualified plan, a contract will be
amended as generally necessary to conform to the requirements of the plan.
However, contract owners, annuitants, and beneficiaries are cautioned that the
rights of any person to any benefits under qualified plans may be subject to the
terms and conditions of the plans themselves, regardless of the terms and
conditions of the contract. In addition, the Company shall not be bound by terms
and conditions of qualified plans to the extent such terms and conditions
contradict the contract, unless the Company consents.
QUALIFIED PLAN TYPES
Following are brief descriptions of various types of qualified plans in
connection with which the Company may issue a contract.
Individual Retirement Annuities. Section 408 of the Code permits
eligible individuals to contribute to an individual retirement program known as
an "Individual Retirement Annuity" or "IRA." IRAs are subject to limits on the
amounts that may be contributed, the persons who may be eligible and on the time
when distributions may commence. Also, distributions from certain other types of
qualified retirement plans may be "rolled over" on a tax-deferred basis into an
IRA. The contract may not, however be used in connection with an "Education IRA"
under Section 530 of the Code.
IRAs generally may not provide life insurance coverage, but they may
provide a death benefit that equals the greater of the premiums paid and the
contract value. The contract provides a death benefit that in certain
circumstances may exceed the greater of the purchase payments and the contract
value. It is possible that the contract's death benefit could be viewed as
providing life insurance coverage with the result that the contract would not be
viewed as satisfying the requirements of an IRA.
Simplified Employee Pensions (SEP-IRAs). Section 408(k) of the Code
allows employers to establish simplified employee pension plans for their
employees, using the employees' IRAs for such purposes, if certain criteria are
met. Under these plans the employer may, within specified limits, make
deductible contributions on behalf of the employees to IRAs. As discussed above
(see Individual Retirement Annuities), there is some uncertainty regarding the
treatment of the contract's death benefit for purposes of the tax rules
governing IRAs (which would include SEP-IRAs). Employers intending to use the
contract in connection with such plans should seek competent advice.
SIMPLE IRAs. Section 408(p) of the Code permits certain small employers
to establish "SIMPLE retirement accounts," including SIMPLE IRAs, for their
employees. Under SIMPLE IRAs, certain deductible contributions are made by both
employees and employers. SIMPLE IRAs are subject to various requirements,
including limits on the amounts that may be contributed, the persons who may be
eligible, and the time when distributions may commence. As discussed above (see
"Individual Retirement Annuities"), there is some uncertainty regarding the
proper characterization of the contract's death benefit for purposes of the tax
rules governing IRAs (which would include SIMPLE IRAs). Employers intending to
use the contract in connection with such plans should seek competent advice.
Corporate and Self-Employed ("H.R. 10" and "Keogh") Pension and
Profit-Sharing Plans. Sections 401(a) and 403(a) of the Code permit corporate
employers to establish various types of tax-favored retirement plans for
employees. The Self-Employed Individuals' Tax Retirement Act of 1962, as
amended, commonly referred to as "H.R. 10" or "Keogh," permits self-employed
individuals also to establish such tax-favored retirement plans for themselves
and their employees. Such retirement plans may permit the purchase of the
contracts in order to provide benefits under the plans. The contract provides a
death benefit that in certain circumstances may exceed the greater of the
purchase payments and the contract value. It is possible that such death benefit
could be characterized as an incidental death benefit. There are limitations on
the amount of incidental benefits that may be provided under pension and profit
sharing plans. In addition, the provision of such benefits may result in current
taxable income to participants. Employers intending to use the contract in
connection with such plans should seek competent advice.
Tax-Sheltered Annuities. 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 annuity contracts for them and, subject to certain
limitations, to exclude the amount of purchase payments from gross income for
tax purposes. These annuity contracts are commonly referred to as "tax-sheltered
annuities". Purchasers of the contracts for such purposes should seek competent
advice as to eligibility, limitations on permissible amounts of purchase
payments and other tax consequences associated with the contracts. In
particular, purchasers should consider that the contract provides a death
benefit that in certain circumstances may exceed the greater of the purchase
payments and the contract value. It is possible that such death benefit
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could be characterized as an incidental death benefit. If the death benefit were
so characterized, this could result in currently taxable income to purchasers.
In addition, there are limitations on the amount of incidental benefits that may
be provided under a tax-sheltered annuity. Even if the death benefit under the
contract were characterized as an incidental death benefit, it is unlikely to
violate those limits unless the purchaser also purchases a life insurance
contract as part of his or her tax-sheltered annuity plan.
Tax-sheltered annuity contracts must contain restrictions on
withdrawals of (i) contributions made pursuant to a salary reduction agreement
in years beginning after December 31, 1988, (ii) earnings on those
contributions, and (iii) earnings after 1988 on amounts attributable to salary
reduction contributions (and earnings on those contributions) held as of the
last day of the year beginning before January 1, 1989. These amounts can be paid
only if the employee has reached age 59-1/2, separated from service, died, or
become disabled (within the meaning of the tax law), or in the case of hardship
(within the meaning of the tax law). Amounts permitted to be distributed in the
event of hardship are limited to actual contributions; earnings thereon cannot
be distributed on account of hardship. Amounts subject to the withdrawal
restrictions applicable to Section 403(b)(7) custodial accounts may be subject
to more stringent restrictions. (These limitations on withdrawals do not apply
to the extent the Company is directed to transfer some or all of the contract
value to the issuer of another tax-sheltered annuity or into a Section 403(b)(7)
custodial account.)
Deferred Compensation Plans of State and Local Governments and
Tax-Exempt Organizations. Section 457 of the Code permits employees of state and
local governments and tax-exempt organizations to defer a portion of their
compensation without paying current taxes. The employees must be participants in
an eligible deferred compensation plan. Generally, a contract purchased by a
state or local government or a tax-exempt organization will not be treated as an
annuity contract for Federal income tax purposes. Those who intend to use the
contracts in connection with such plans should seek competent advice.
Roth IRAs. Recently enacted Section 408A of the Code permits eligible
individuals to contribute to a type of IRA known as a "Roth IRA." Roth IRAs
differ from other IRAs in several respects. Among the differences is that,
although contributions to a Roth IRA are not deductible, "qualified
distributions" from a Roth IRA will be excludable from income. Additionally, the
eligibility and mandatory distribution requirements for Roth IRAs differ from
non-Roth IRAs. Furthermore, a rollover may be made to a Roth IRA only if it is a
"qualified rollover contribution." A "qualified rollover contribution" is a
rollover contribution to a Roth IRA from another Roth IRA or from a non-Roth
IRA, but only if such rollover contribution meets the rollover requirements for
IRAs under Section 408(d)(3) of the Code. In the case of a qualified rollover
contribution or a transfer from a non-Roth IRA to a Roth IRA, any portion of the
amount rolled over which would be includible in gross income were it not part of
a qualified rollover contribution or a nontaxable transfer will be includible in
gross income. However, the 10 percent penalty tax on premature distributions
generally will not apply.
All or part of amounts in a non-Roth IRA may be converted into a Roth
IRA. Such a conversion can be made without taking an actual distribution from
the IRA. For example, an individual may make a conversion by notifying the IRA
issuer or trustee, whichever is applicable. The conversion of an IRA to a Roth
IRA is a special type of qualified rollover distribution. Hence, the IRA
participant must be eligible to make a qualified rollover distribution in order
to convert an IRA to a Roth IRA. A conversion typically will result in the
inclusion of some or all of the IRA value in gross income, as described above.
Persons with adjusted gross incomes in excess of $100,000 or who are married and
file a separate return are not eligible to make a qualified rollover
contribution or a transfer in a taxable year from a non-Roth IRA to a Roth IRA.
Any "qualified distribution" from a Roth IRA is excludible from gross
income. A "qualified distribution" is a payment or distribution which satisfies
two requirements. First, the payment or distribution must be (a) made after the
owner attains age 59-1/2, (b) made after the owner's death, (c) attributable to
the owner being disabled, or (d) a qualified first-time homebuyer distribution
within the meaning of Section 72(t)(2)(F) of the Code. Second, the payment or
distribution must be made in a taxable year that is at least five years after
(a) the first taxable year for which a contribution was made to any Roth IRA
established for the owner, or (b) in the case of a payment or distribution
properly allocable to a qualified rollover contribution from a non-Roth IRA (or
income allocable thereto), the taxable year in which the rollover contribution
was made. A distribution from a Roth IRA which is not a qualified distribution
is generally taxed in the same manner as a distribution from non-Roth IRAs.
Distributions from a Roth IRA need not commence at age 70-1/2.
As described above (see "Individual Retirement Annuities"), there is
some uncertainty regarding the proper characterization of the contract's death
benefit for purposes of the tax rules governing IRAs (which include Roth IRAs).
Persons intending to use the contract in connection with a Roth IRA should seek
competent advice.
The state income tax treatment of a Roth IRA may differ from the
Federal income tax treatment of a Roth IRA. A tax advisor should be consulted
regarding the state law treatment of a Roth IRA.
30
<PAGE> 34
DIRECT ROLLOVERS
If the contract is used in connection with a retirement plan that is
qualified under Sections 401(a), 403(a), or 403(b) of the Code, any "eligible
rollover distribution" from the contract will be subject to "direct rollover"
and mandatory withholding requirements. An eligible rollover distribution
generally is any taxable distribution from such qualified plans, excluding
certain amounts such as (i) minimum distributions required under Section
401(a)(9) of the Code, and (ii) certain distributions for life, life expectancy,
or for 10 years or more which are part of a "series of substantially equal
periodic payments."
Under these requirements, Federal income tax equal to 20% of the
eligible rollover distribution will be withheld from the amount of the
distribution. Unlike withholding on certain other amounts distributed from the
contract, discussed below, the owner cannot elect out of withholding with
respect to an eligible rollover distribution. However, this 20% withholding will
not apply if, instead of receiving the eligible rollover distribution, the
distributee elects to have it directly transferred to certain qualified plans.
Prior to receiving an eligible rollover distribution, a notice will be provided
explaining generally the direct rollover and mandatory withholding requirements
and how to avoid the 20% withholding by electing a direct rollover.
FEDERAL INCOME TAX WITHHOLDING
The Company will withhold and remit to the U.S. Government a part of
the taxable portion of each distribution made under a contract unless the
distributee notifies the Company at or before the time of the distribution that
he or she elects not to have any amounts withheld. In certain circumstances, the
Company may be required to withhold tax. The withholding rates applicable to the
taxable portion of periodic annuity payments are the same as the withholding
rates generally applicable to payments of wages. In addition, the withholding
rate applicable to the taxable portion of non-periodic payments (including
withdrawals prior to the maturity date and rollovers from non-Roth IRAs to Roth
IRAs) is 10%. As discussed above, the withholding rate applicable to eligible
rollover distributions is 20%.
GENERAL MATTERS
TAX DEFERRAL
The status of the contract as an annuity generally allows all earnings
on the underlying investments to be tax-deferred until withdrawn or until
annuity payments begin (see "FEDERAL TAX MATTERS"). This tax deferred treatment
may be beneficial to contract owners in building assets in a long-term
investment program.
PERFORMANCE DATA
Each of the sub-accounts may in its advertising and sales materials
quote total return figures. The sub-accounts may advertise both "standardized"
and "non-standardized" total return figures, although standardized figures will
always accompany non-standardized figures. Non-standardized total return figures
may be quoted assuming both (i) redemption at the end of the time period and
(ii) not assuming redemption at the end of the time period. Standardized figures
include total return figures from: (i) the inception date of the sub-account of
the Variable Account which invests in the portfolio or (ii) ten years, whichever
period is shorter. Non-standardized figures include total return numbers from:
(i) inception date of the portfolio or (ii) ten year, whichever period is
shorter. Such figures will always include the average annual total return for
recent one year and, when applicable, five and ten year periods and, where less
than ten years, the inception date of the sub-account, in the case of
standardized returns, and the inception date of the portfolio, in the case of
non-standardized returns. Where the period since inception is less than one
year, the total return quoted will be the aggregate return for the period. The
average annual total return is the average annual compounded rate of return that
equates a purchase payment to the market value of such purchase payment on the
last day of the period for which such return is calculated. The aggregate total
return is the percentage change (not annualized) that equates a purchase payment
to the market value of such purchase payment on the last day of the period for
which such return is calculated. For purposes of the calculations it is assumed
that an initial payment of $1,000 is made on the first day of the period for
which the return is calculated. For total return figures quoted for periods
prior to the commencement of the offering of the contract, standardized
performance data will be the historical performance of the Trust portfolio from
the date the applicable sub-account of the Variable Account first became
available for investment under other contracts offered by the Company, adjusted
to reflect current contract charges. In the case of non-standardized
performance, performance figures will be the historical performance of the Trust
portfolio from the inception date of the portfolio (or in the case of the Trust
portfolios created in connection with the merger of Manulife Series Fund, Inc.
into the Trust, the inception date of the applicable predecessor Manulife Series
Fund, Inc. portfolio), adjusted to reflect current contract charges. Past
performance figures quoted are not intended to indicate future performance of
any sub-account. More detailed information on the computations is set forth in
the Statement of Additional Information.
31
<PAGE> 35
FINANCIAL STATEMENTS
Financial Statements for the Variable Account and the Company are
contained in the Statement of Additional Information.
ASSET ALLOCATION AND TIMING SERVICES
The Company is aware that certain third parties are offering asset
allocation and timing services in connection with the contracts. In certain
cases the Company has agreed to honor transfer instructions from such asset
allocation and timing services where it has received powers of attorney, in a
form acceptable to it, from the contract owners participating in the service.
The COMPANY DOES NOT ENDORSE, APPROVE OR RECOMMEND SUCH SERVICES IN ANY WAY AND
CONTRACT OWNERS SHOULD BE AWARE THAT FEES PAID FOR SUCH SERVICES ARE SEPARATE
AND IN ADDITION TO FEES PAID UNDER The CONTRACTS.
DISTRIBUTION OF CONTRACTS
Manufacturers Securities Services, LLC ("MSS"), a Delaware limited
liability company organized on October 1, 1997, whose principal offices are
located at 73 Tremont Street, Boston, Massachusetts 02108, acts as the principal
underwriter of, and continuously offer, the contracts pursuant to an
Underwriting and Distribution Agreement with the Company in addition to
providing advisory services to the Trust. MSS is a subsidiary of Manulife North
America, the ultimate parent of which is Manulife, a Canadian mutual life
insurance company. MSS is registered as a broker-dealer under the Securities
Exchange Act of 1934, is a member of the National Association of Securities
Dealers and is duly appointed and licensed as an insurance agent of the Company.
The contracts will be sold by registered representatives of
broker-dealers having distribution agreements with MSS and the Company who are
also licensed by the New York State Insurance Department and appointed with the
Company. MSS will pay distribution compensation to selling brokers in varying
amounts which under normal circumstances are not expected to exceed 1% of
purchase payment plus 1.00% of the contract value per year commencing one year
after the purchase payment.
CONTRACT OWNER INQUIRIES
All contract owner inquiries should be directed to the Company's
Annuity Service Office at Corporate Center at Rye, 555 Theodore Fremd Avenue,
Suite C-209, Rye, New York 10580.
CONFIRMATION STATEMENTS
Owners will be sent confirmation statements for certain transactions in
their account. Owners should carefully review these statements to verify their
accuracy. Any mistakes should immediately be reported to the Company's Annuity
Service Office. If the owner fails to notify the Company's Annuity Service
Office of any mistake within 60 days of the mailing of the confirmation
statement, the owner will be deemed to have ratified the transaction.
LEGAL PROCEEDINGS
There are no legal proceedings to which the Variable Account is a party
or to which the assets of the Variable Account are subject. Neither the Company
nor MSS are involved in any litigation that is of material importance in
relation to their total assets or that relates to the Variable Account.
OTHER INFORMATION
A registration statement has been filed with the SEC under the 1933 Act
with respect to the contracts described in this Prospectus. Not all the
information set forth in the registration statement, amendments and exhibits
thereto has been included in this Prospectus. Statements contained in this
Prospectus or the Statement of Additional Information concerning the content of
the contracts and other legal instruments are only summaries. For a complete
statement of the terms of these documents, reference should be made to the
instruments filed with the SEC.
IMPACT OF YEAR 2000
Preparing computer systems to deal with the Year 2000 risk has become a
major issue for businesses throughout the world. Within the Manulife group, a
group-wide program has been underway since 1996 to make all critical systems
compliant by the end of 1998 and other systems compliant by the end of 1999.
Included in this program are all systems applicable to and shared by the Company
with Manulife. Based on a detailed assessment, Manulife determined that a
portion of its software needs to be modified or replaced so that its computer
systems will function properly into the Year 2000 and beyond. Like most
companies, the Year 2000 issue represents a significant challenge for Manulife
and extensive resources have been dedicated to modifying existing software and
to converting to new software. However, there can be no assurances that
Manulife's systems, nor those of other companies on which Manulife relies, will
be fully converted on a timely basis and therefore that all adverse effect on
the Company due to the Year 2000 risk will be avoided. Manulife is presently
consulting with vendors, customers, subsidiaries, third-parties and other
businesses with which it deals to ensure that no material aspect of its, or the
Company's, operations will be hindered by the Year 2000 risk.
The costs of the project and the date on which Manulife plans to
complete the modifications are based on management's best estimates and are
subject to some uncertainty. Manulife is using both internal and external
resources to reprogram, or replace, and test the software for Year 2000
modifications. The total cost of this program to Manulife is estimated to be $64
million, comprised of $55 million for specifically budgeted programs and $9
million for general contingencies. Manulife has incurred $15 million as at
December 31, 1997 of which the Company will receive an allocation due to its
shared systems. The costs allocated are not expected to have a material effect
on the net operating income of the Company.
32
<PAGE> 36
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
General Information and History........................................ 3
Performance Data....................................................... 3
State Premium Taxes....................................................
Service
Independent Auditors............................................ 16
Servicing Agent................................................. 17
Principal Underwriter........................................... 17
Appendix A: State Premium Taxes........................................ 18
Financial Statements................................................... 19
33
<PAGE> 37
PART B
INFORMATION REQUIRED IN A
STATEMENT OF ADDITIONAL INFORMATION
<PAGE> 38
STATEMENT OF ADDITIONAL INFORMATION
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK SEPARATE ACCOUNT A
of
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
SINGLE PAYMENT INDIVIDUAL DEFERRED
COMBINATION FIXED AND VARIABLE ANNUITY CONTRACT
NON-PARTICIPATING
This Statement of Additional Information is not a Prospectus. It contains
information in addition to that described in the Prospectus and should be read
in conjunction with the Prospectus dated the same date as this Statement of
Additional Information. The Prospectus may be obtained by writing The
Manufacturers Life Insurance Company of New York, at the Annuity Service Office,
Corporate Center at Rye, 555 Theodore Fremd Avenue, Suite C-209, Rye, New York
10580-9966 or by telephoning (914) 921-1020.
The date of this Statement of Additional Information is __________, 1998.
V1S27.SA1_98
1
<PAGE> 39
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
Page
General Information and History...........................................3
Performance Data..........................................................3
State Premium Taxes.......................................................9
Services..................................................................9
Independent Auditors.............................................9
Servicing Agent..................................................10
Principal Underwriter............................................10
Appendix A - State Premium Taxes..........................................11
Financial Statements......................................................12
2
<PAGE> 40
GENERAL INFORMATION AND HISTORY
The Manufacturers Life Insurance Company of New York Separate Account A
("Variable Account") is a separate investment account of The Manufacturers Life
Insurance Company of New York, formerly First North American Life Assurance
Company (the "Company"), a stock life insurance company organized under the laws
of New York in 1992. The Company is a wholly-owned subsidiary of The
Manufacturers Life Insurance Company of North America, formerly North American
Security Life Insurance Company ("Manulife North America"), a stock life
insurance company established in 1979 in Delaware. The ultimate parent of
Manulife North America is The Manufacturers Life Insurance Company ("Manulife"),
a Canadian mutual life insurance company based in Toronto, Ontario, Canada.
Prior to January 1, 1996, Manulife North America was a wholly owned subsidiary
of North American Life Assurance Company ("NAL"), a Canadian mutual life
insurance company. On January 1, 1996, NAL and Manulife merged with the combined
company retaining the name Manulife.
PERFORMANCE DATA
Each of the sub-accounts may in its advertising and sales materials
quote total return figures. The sub-accounts may advertise both "standardized"
and "non-standardized" total return figures, although standardized figures will
always accompany non-standardized figures. Non-standardized total return figures
may be quoted assuming both (i) redemption at the end of the time period and
(ii) not assuming redemption at the end of the time period. Standardized figures
include total return figures from: (i) the inception date of the sub-account of
the Variable Account which invests in the portfolio or (ii) inception date of
the portfolio or (ii) ten years, whichever period is shorter. Such figures will
always include the average annual total return for recent one year and, when
applicable, five and ten year periods and, where less than ten years, the
inception date of the sub-account, in the case of standardized returns, and the
inception date of the portfolio, in the case of non-standardized returns. Where
the period since inception is less than one year, the total return quoted will
be the aggregate return for the period. The average annual total return is the
average annual compounded rate of return that equates a purchase payment to the
market value of such purchase payment on the last day of the period for which
such return is calculated. The aggregate total return is the percentage change
(not annualized) that equates a purchase payment to the market value of such
purchase payment on the last day of the period for which such return is
calculated. For purposes of the calculations it is assumed that an initial
payment of $1,000 is made on the first day of the period for which the return is
calculated.
In calculating standardized return figures, all recurring charges (all
asset charges (mortality and expense risk fees and administrative fees)) are
reflected and the asset charges are reflected in changes in unit values.
Standardized total return figures will be quoted assuming redemption at the end
of the period. Non-standardized total return figures reflecting redemption at
the end of the time period are calculated on the same basis as the standardized
returns. Non-standardized total return figures not reflecting redemption at the
end of the time period are calculated on the same basis as the standardized
returns except that the calculations assume no redemption at the end of the
period and do not reflect deduction of the annual contract fee. The Company
believes such non-standardized figures not reflecting redemptions at the end of
the time period are useful to contract owners who wish to assess the performance
of an ongoing contract of the size that is meaningful to the individual contract
owner.
For total return figures quoted for periods prior to the commencement
of the offering of this contract, October 31, 1992, standardized performance
data will be the historical performance of the Trust portfolio from the date the
applicable sub-account of the Variable Account first became available for
investment under other contracts offered by the Company; adjusted to reflect
current contract charges. In the case of non-standardized performance,
performance figures will be the historical performance of the Trust portfolio
from the inception date of the portfolio (or in the case of the Trust portfolios
created in connection with the merger of Manulife Series Fund, Inc. into the
Trust, the inception date of the applicable predecessor. Manulife Series Fund,
Inc. portfolio), adjusted to reflect current contract charges.
3
<PAGE> 41
STANDARDIZED AVERAGE ANNUAL TOTAL RETURN FIGURES
CALCULATED AS OF DECEMBER 31, 1997
<TABLE>
<CAPTION>
TRUST PORTFOLIO 1 YEAR 5 YEAR SINCE INCEPTION OR INCEPTION
10 YEARS, DATE*
WHICHEVER SHORTER
<S> <C> <C> <C> <C>
Pacific Rim Emerging Markets 1/1/97
Science & Technology 1/1/97
International Small Cap 3/4/96
Emerging Growth 1/1/97
Pilgrim Baxter Growth 1/1/97
Small/Mid Cap 3/4/96
International Stock 1/1/97
Worldwide Growth 1/1/97
Global Equity 10/31/92
Equity 10/31/92
Growth 7/15/96
Quantitative Equity 1/1/97
Blue Chip Growth 12/11/92
Real Estate Securities 1/1/97
Value 1/1/97
International Growth and Income 1/9/95
Growth and Income 10/31/92
Equity-Income 2/19/93
Balanced 1/1/97
Aggressive Asset Allocation 10/31/92
High Yield 1/1/97
Moderate Asset Allocation 10/31/92
Conservative Asset Allocation 10/31/92
Strategic Bond 2/19/93
Global Government Bond 10/31/92
Capital Growth Bond 1/1/97
Investment Quality Bond 10/31/92
</TABLE>
4
<PAGE> 42
<TABLE>
<CAPTION>
TRUST PORTFOLIO 1 YEAR 5 YEAR SINCE INCEPTION OR INCEPTION
10 YEARS, DATE*
WHICHEVER SHORTER
<S> <C> <C> <C> <C>
U.S. Government Securities 10/31/92
Money Market 10/31/92
Lifestyle Aggressive 1000 1/7/97
Lifestyle Growth 820 1/7/97
Lifestyle Balanced 640 1/7/97
Lifestyle Moderate 460 1/7/97
Lifestyle Conservative 280 1/7/97
</TABLE>
* Inception date of the sub-account of the Variable Account which invests in the
portfolio.
5
<PAGE> 43
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURN FIGURES
(ASSUMING REDEMPTION AT THE END OF THE TIME PERIOD)
CALCULATED AS OF DECEMBER 31, 1997
<TABLE>
<CAPTION>
TRUST PORTFOLIO 1 YEAR 5 YEAR SINCE INCEPTION INCEPTION DATE
OR 10 YEARS, OF PORTFOLIO
WHICHEVER SHORTER
<S> <C> <C> <C> <C>
Pacific Rim Emerging Markets* 10/4/94
Science & Technology 1/1/97
International Small Cap 3/4/96
Emerging Growth 1/1/97
Pilgrim Baxter Growth 1/1/97
Small/Mid Cap 3/4/96
International Stock 1/1/97
Worldwide Growth 1/1/97
Global Equity 3/18/88
Equity 6/18/85
Growth 7/15/96
Quantitative Equity* 4/30/87
Blue Chip Growth 12/11/92
Real Estate Securities* 4/30/87
Value 1/1/97
International Growth and Income 1/9/95
Growth and Income 4/23/91
Equity-Income 2/19/93
Balanced 1/1/97
Aggressive Asset Allocation 8/3/89
High Yield 1/1/97
Moderate Asset Allocation 8/3/89
Conservative Asset Allocation 8/3/89
Strategic Bond 2/19/93
Global Government Bond 3/18/88
</TABLE>
6
<PAGE> 44
<TABLE>
<CAPTION>
TRUST PORTFOLIO 1 YEAR 5 YEAR SINCE INCEPTION INCEPTION DATE
OR 10 YEARS, OF PORTFOLIO
WHICHEVER SHORTER
<S> <C> <C> <C> <C>
Capital Growth Bond* + 6/26/84
Investment Quality Bond % 6/18/85
U.S. Government Securities 3/18/88
Money Market 6/18/85
Lifestyle Aggressive 1000 1/7/97
Lifestyle Growth 820 1/7/97
Lifestyle Balanced 640 1/7/97
Lifestyle Moderate 460 1/7/97
Lifestyle Conservative 280 1/7/97
</TABLE>
+ Ten year average annual return.
*Performance for each of these sub-accounts is based upon the historical
performance of the portfolio, adjusted to reflect current contract charges. On
December 31, 1996, Manulife Series Fund, Inc. merged with the Trust. Performance
for each of these sub-accounts is based on the historical performance of the
respective predecessor Manulife Series Fund, Inc. portfolio for periods prior to
December 31, 1996.
7
<PAGE> 45
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURN FIGURES
(ASSUMING NO REDEMPTION AT THE END OF THE TIME PERIOD)
CALCULATED AS OF DECEMBER 31, 1997
<TABLE>
<CAPTION>
TRUST PORTFOLIO 1 YEAR 5 YEAR SINCE INCEPTION INCEPTION DATE
OR 10 YEARS, OF PORTFOLIO
WHICHEVER SHORTER
<S> <C> <C> <C> <C>
Pacific Rim Emerging Markets* - 10/4/94
Science & Technology 1/1/97
International Small Cap 3/4/96
Emerging Growth 1/1/97
Pilgrim Baxter Growth 1/1/97
Small/Mid Cap 3/4/96
International Stock 1/1/97
Worldwide Growth 1/1/97
Global Equity 3/18/88
Equity 6/18/85
Growth 7/15/96
Quantitative Equity* 4/30/87
Blue Chip Growth 12/11/92
Real Estate Securities* 4/30/87
Value 1/1/97
International Growth and Income - 1/9/95
Growth and Income 4/23/91
Equity-Income 2/19/93
Balanced 1/1/97
Aggressive Asset Allocation 8/3/89
High Yield 1/1/97
Moderate Asset Allocation 8/3/89
Conservative Asset Allocation 8/3/89
Strategic Bond 2/19/93
Global Government Bond 3/18/88
</TABLE>
8
<PAGE> 46
<TABLE>
<CAPTION>
TRUST PORTFOLIO 1 YEAR 5 YEAR SINCE INCEPTION INCEPTION DATE
OR 10 YEARS, OF PORTFOLIO
WHICHEVER SHORTER
<S> <C> <C> <C> <C>
Capital Growth Bond* 6/26/84
Investment Quality Bond 6/18/85
U.S. Government Securities 3/18/88
Money Market 6/18/85
Lifestyle Aggressive 1000 1/7/97
Lifestyle Growth 820 1/7/97
Lifestyle Balanced 640 1/7/97
Lifestyle Moderate 460 1/7/97
Lifestyle Conservative 280 1/7/97
</TABLE>
+ Ten year average annual return.
*Performance for each of these sub-accounts is based upon the historical
performance of the portfolio, adjusted to reflect current contract charges. On
December 31, 1996, Manulife Series Fund, Inc. merged with the Trust. Performance
for each of these sub-accounts is based on the historical performance of the
respective predecessor Manulife Series Fund, Inc. portfolio for periods prior to
December 31, 1996.
* * * * *
In addition to the non-standardized returns quoted above, each of the
sub-accounts may from time to time quote aggregate non-standardized total
returns calculated in the same manner as set forth above for other time periods.
From time to time the Trust may include in its advertising and sales literature
general discussions of economic theories, including but not limited to,
discussions on how demographic and political trends can affect the financial
markets. Further, the Trust may also include in its advertising and sales
literature specific information on each of the Trust's subadvisers, including
but not limited to, research capabilities of a subadviser, assets under
management, information relating to other clients of a subadviser, and other
generalized information.
STATE PREMIUM TAXES
New York does not currently assess a premium tax. In the event New York
does impose a premium tax, the Company reserves the right to pass-through such
tax to contract owners.
SERVICES
INDEPENDENT AUDITORS
The financial statements of the Company and the Variable Account at
December 31, 1997 and 1996 and for the years then ended appearing in this
Statement of Additional Information have been audited by Ernst & Young LLP,
independent auditors, as set forth in their reports thereon appearing elsewhere
herein, and are included in reliance upon such reports given upon the authority
of such firm as experts in accounting and auditing.
9
<PAGE> 47
The consolidated statements of income, changes in shareholder's equity
and cash flows of the Company for the year ended December 31, 1995, appearing in
this Statement of Additional Information have been included elsewhere herein in
reliance on the report of Coopers & Lybrand L.L.P., independent accountants,
given on the authority of that firm as experts in accounting and auditing.
The financial statements of the Company which are included in the
Statement of Additional Information should be considered only as bearing on the
ability of the Company to meet its obligations under the contracts. They should
not be considered as bearing on the investment performance of the assets held in
the Variable Account.
SERVICING AGENT
Computer Sciences Corporation Financial Services Group ("CSC FSG")
provides to the Company a computerized data processing recordkeeping system for
variable annuity administration. Vantage provides various daily, semimonthly,
monthly, semiannual and annual reports including: daily updates on accumulation
unit values, variable annuity participants and transactions, and agent
production and commissions; semimonthly commission statements; monthly summaries
of agent production and daily transaction reports; semiannual statements for
contract owners; and annual contract owner tax reports. CSC FSG receives
approximately $7.50 per policy per year, plus certain other fees paid by the
Company for the services provided.
PRINCIPAL UNDERWRITER
Manufacturers Securities Services, LLC, ("MSS") the successor to NASL
Financial Services, Inc., a Delaware limited liability company controlled by the
parent of the Company, serves as principal underwriter of the contracts.
Contracts are offered on a continuous basis. The aggregate dollar amount of
underwriting commissions paid to MSS in 1997 was $3,222,530. The aggregate
dollar amount of underwriting commissions paid to NASL Financial Services, Inc.
in 1997, 1996 and 1995 respectively were $8,439,218, $7,049,687, $5,659,896. MSS
and NASL Financial Services, Inc. did not retain any of these amounts during
such periods.
10
<PAGE> 48
APPENDIX A
STATE PREMIUM TAXES
Premium taxes vary according to the state and are subject to change. In
many jurisdictions there is no tax at all. For current information, a tax
advisor should be consulted.
<TABLE>
<CAPTION>
TAX RATE
-------------------------------------
QUALIFIED NON-QUALIFIED
STATE CONTRACTS CONTRACTS
- ----- --------- -------------
<S> <C> <C>
CALIFORNIA .50% 2.35%
DISTRICT OF COLUMBIA 2.25% 2.25%
KENTUCKY 2.00% 2.00%
MAINE .00 2.00%
NEVADA .00 3.50%
PUERTO RICO 1.00% 1.00%
SOUTH DAKOTA* .00 1.25%
WEST VIRGINIA 1.00% 1.00%
WYOMING .00 1.00%
</TABLE>
* Premium tax paid upon receipt of premium (no tax at annuitization if tax paid
on premium at issue).
11
<PAGE> 49
FINANCIAL STATEMENTS
[to be filed by amendment]
12
<PAGE> 50
PART C
OTHER INFORMATION
<PAGE> 51
Item 24. Financial Statements and Exhibits
(a) Financial Statements
(1) Financial Statements of the Registrant, The
Manufacturers Life Insurance Company of New York
Separate Account A (Part B of the registration
statement) - To be filed by amendment.
(2) Financial Statements of the Depositor, The
Manufacturers Life Insurance Company of New York
(Part B of the registration statement) - To be filed
by amendment.
(b) Exhibits
(1) (a) Resolution of the Board of Directors of First
North American Life Assurance Company establishing
the FNAL Variable Account - Incorporated by reference
to Exhibit (b)(1)(a) to Form N-4, file number
33-46217, filed February 25, 1998.
(b) Resolution of the Board of Directors of First North
American Life Assurance Company establishing the
Fixed Separate Account - Incorporated by reference to
Exhibit (b)(1)(b) to Form N-4, file number 33-46217,
filed February 25, 1998.
(c) Resolution of the Board of Directors of First North
American Life Assurance Company establishing The
Manufacturers Life Insurance Company of New York
Separate Account D and The Manufacturers Life
Insurance Company of New York Separate Account E
Incorporated by reference to Exhibit (b)(1)(c) to
Form N-4, file number 33-46217, filed February 25,
1998.
(2) Agreements for custody of securities and similar investments
- Not Applicable.
(3) (a) Underwriting Agreement between Manufacturers Life
Insurance Company of New York (Depositor) and
Manufacturers Securities Services, LLC (Underwriter)
- Incorporated by reference to Exhibit (b)(3)(a) to
Form N-4, file number 33-46217, filed February 25,
1998.
(b) Selling Agreement between The Manufacturers Life
Insurance Company of New York, Manufactures
Securities Services, LLC (Underwriter), Selling
Broker Dealers, and General Agent - Incorporated by
reference to Exhibit (b)(3)(b) to Form N-4, file
number 33-46217, filed February 25, 1998.
(4) (a) Specimen Single Purchase Payment Individual Deferred
Combination Fixed and Variable Annuity Contract,
Non-Participating - Filed herewith.
(b) Specimen Endorsements to Contract: (i) ERISA Tax
Sheltered Annuity Endorsement; (ii) Tax-sheltered
Annuity Endorsement; (iii) Qualified Plan Endorsement
Section 401 Plans, (iv) Simple Individual Retirement
Annuity Endorsement; (v) Unisex Benefits and Payments
Endorsement; (vi) Individual Retirement Annuity
Endorsement - Filed herewith.
(5) Specimen Application for Single Purchase Payment Individual
Deferred Combination Fixed and Variable Annuity Contract,
Non-Participating - Filed herewith.
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<PAGE> 52
(6) (a)(i) Declaration of Intention and Charter of First
North American Life Assurance Company Incorporated by
reference to Exhibit (b)(6)(a)(i) to Form N-4, file
number 33-46217, filed February 25, 1998.
(a)(ii) Certificate of amendment of the Declaration of
Intention and Charter of First North American Life
Assurance Company - Incorporated by reference to
Exhibit (b)(6)(a)(ii) to Form N-4, file number
33-46217, filed February 25, 1998.
(a)(iii) Certificate of amendment of the Declaration of
Intention and Charter of The Manufacturers Life
Insurance Company of New York - Incorporated by
reference to Exhibit (b)(6)(a)(iii) to Form N-4, file
number 33-46217, filed February 25, 1998 .
(b) By-laws of The Manufacturers Life Insurance Company
of New York - Incorporated by reference to Exhibit
(b)(6)(b) to Form N-4, file number 33-46217, filed
February 25, 1998.
(7) Contract of reinsurance in connection with the variable
annuity contracts being offered - Not Applicable.
(8) Other material contracts not made in the ordinary course of
business which are to be performed in whole or in part on or
after the date the registration statement is filed:
(a) Administrative Agreement between The Manufacturers
Life Insurance Company of New York and The
Manufacturers Life Insurance Company - Incorporated
by reference to Exhibit (b)(8)(a) to Form N-4, file
number 33-46217, filed February 25, 1998.
(b) Investment Services Agreement between The
Manufacturers Life Insurance Company of New York and
The Manufacturers Life Insurance Company -
Incorporated by reference to Exhibit 1(A)(8)(c) to
Form S-6, file number 333-33351, filed March 16,
1998.
(c) License and Service Agreement between North American
Security Life Insurance Company, First North American
Life Assurance Company, and Mentap Systems, Inc. -
Incorporated by reference to Exhibit (b)(8)(v) to
Form N-4, file number 33-46217, filed April 28, 1995.
(9) Opinion of Counsel and consent to its use as to the legality
of the securities being registered - To be filed by amendment.
(10) (a) Written consent of Ernst & Young LLP, independent
auditors - To be filed by amendment.
(b) Written consent of Coopers & Lybrand L.L.P.,
independent accountants - To be filed by amendment.
2
<PAGE> 53
(11) All financial statements omitted from Item 23, Financial
Statements - Not Applicable.
(12) Agreements in consideration for providing initial capital
between or among Registrant, Depositor, Underwriter or initial
contract owners - Not Applicable.
(13) Schedule for computation of each performance quotation
provided in the Registration Statement in response to Item 21
- To be filed by amendment.
(14) Power of Attorney - The Manufacturers Life Insurance Company
of New York Directors Incorporated by reference to Exhibit (7)
to Form S-6, file number 333-33351, filed March 16, 1998.
(21) Financial Data Schedule - To be filed by amendment.
Item 25. Directors and Officers of the Depositor.
Officers and Directors of THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
NAME AND PRINCIPAL POSITION WITH THE MANUFACTURERS LIFE
BUSINESS ADDRESS INSURANCE COMPANY OF NEW YORK
John Richardson Director and Chairman
200 Bloor Street East
North Tower 11
Toronto, Ontario
Canada M4W-1E5
A. Scott Logan Director & President
1455 East Putnam Avenue
Old Greenwich, CT 06870
Bruce R. Gordon Director
200 Bloor Street East
North Tower 10
Toronto, Ontario
Canada M4W-1E5
Theodore Kilkuskie Director
73 Tremont Street
Boston, MA 02108
John D. DesPrez III Director
73 Tremont Street
Boston, MA 02108
3
<PAGE> 54
NAME AND PRINCIPAL POSITION WITH THE MANUFACTURERS LIFE
BUSINESS ADDRESS INSURANCE COMPANY OF NEW YORK
Robert C. Perez Director
715 North Avenue
New Rochelle, NY 01801
James K. Robinson Director
7 Summit Drive
Rochester, New York 14620-3127
Neil M. Merkl Esq. Director
35-35 161st Street
Flushing, New York 11358
Bruce Avedon Director
6601 Hitching Post Lane
Cincinnati, OH 45230
Ruth Ann Fleming Director
205 Highland Avenue
Short Hills, NJ 07078
Tracy Anne Kane Secretary and Counsel
73 Tremont Street
Boston, MA 02108
David W. Libbey Treasurer
73 Tremont Street
Boston, MA 02108
Stephanie Elliman Vice President & Chief Administrative
Corporate Center at Rye Officer
555 Theodore Fremd Avenue
Rye, New York 10580
Item 26. Persons Controlled by or Under Common Control with Depositor or
Registrant.
THE MANUFACTURERS LIFE INSURANCE COMPANY
Manulife Corporate Organization as at December 31, 1997
The Manufacturers Life Insurance Company (Canada)
1. Cantay Holdings Inc. - Ontario (100%)
2. 484551 Ontario Limited - Ontario (100%)
a. 911164 Ontario Inc. - Ontario (100%)
3. Churchill Lifestyles Corp. (100%)
4
<PAGE> 55
4. 495603 Ontario Limited - Ontario (100%)
5. 1198183 Ontario Limited - Ontario (100%)
6. 1198184 Ontario Limited - Ontario (100%)
7. 1235434 Ontario Limited - Ontario (100%)
8. 576986 Ontario Inc. - Ontario (100%)
9. Balmoral Developments Inc. - Ontario (100%)
10. Manulife Bank of Canada - Canada (100%)
11. Manulife Securities International Ltd. - Canada (100%)
12. Family Realty First Corp. - Ontario (100%)
13. NAL Resources Limited - Alberta (100%)
14. Manulife International Capital Corporation Limited - Ontario (100%)
a. Regional Power Inc. - Ontario (100%)
i. La Regionale Power (Port Cartier) Inc. - Ontario
(100%)
ii. La Regionale Power Angliers Inc. - Ontario (100%)
iii. Addalam Power Corporation - Philippines (100%)
15. Peel-de Maisonneuve Investments Ltd. - Canada (100%)
a. 2932121 Canada Inc. - Canada (100%)
16. FNA Financial Inc. - Canada (100%)
a. NAL Trustco Inc. - Ontario (100%)
b. First North American Insurance Company - Canada (100%)
c. Elliott & Page Limited - Ontario (100%)
d. Seamark Asset Management Ltd. - Canada (67.86%)
e. NAL Resources Management Limited - Canada (100%)
i. NAL Energy Inc. - Alberta (100%)
17. ManuCab Ltd. - Canada (100%)
a. Plazcab Service Limited - Newfoundland (100%)
18. Manufacturers Life Capital Corporation Inc. - Canada (100%)
19. The North American Group Inc. - Ontario (100%)
20. 994744 Ontario Inc. - Ontario (100%)
21. 1268337 Ontario Inc. - Ontario (100%)
22. 3426505 Canada Inc. - Canada (100%)
23. The Manufacturers Investment Corporation - Michigan (100%)
a. Manulife Reinsurance Corporation (U.S.A.) - Michigan (100%)
i. The Manufacturers Life Insurance Company (U.S.A.) -
Michigan (100%)
(1) Dover Leasing Investments, LLC - Delaware
(99%)
(2) The Manufacturers Life Insurance Company of
America - Michigan (100%)
(a) Manulife Holding Corporation -
Delaware (100%)
(i) Manufacturers Adviser
Corporation -
Colorado (100%)
(ii) Succession Planning
International, Inc. -
Wisconsin (100%)
(iii) ManEquity, Inc. - Colorado
(100%)
(iv) Manulife Property
Management of Washington,
D.C. Inc. -
Washington, D.C. (100%)
(v) ManuLife Service
Corporation - Colorado
(100%)
(vi) Manulife Leasing Company,
LLC - Delaware (80%)
5
<PAGE> 56
(3) Capitol Bankers Life Insurance Company -
Michigan (100%)
(4) Ennal, Inc. - Ohio (100%)
(5) Manulife-Wood Logan Holding Co. Inc. -
Delaware (62.5%)
(a) Wood Logan Associates, Inc. -
Connecticut (100%)
(i) Wood Logan Distributors,
Inc. - Connecticut (100%)
(b) The Manufacturers Life Insurance
Company of North America - Delaware
(100%)
(i) Manufacturers Securities
Services, LLC -
Massachusetts (100%)
(ii) The Manufacturers Life
Insurance Company of New
York - New York (100%)
ii. Manulife Reinsurance Limited - Bermuda (100%)
(1) MRL Holding, LLC - Delaware (99%)
(a) Manulife-Wood Logan Holding Co. Inc.
- Delaware (22.5%)
iii. MRL Holding, LLC - Delaware (1%)
24. Manulife International Investment Management Limited - U.K. (100%)
a. Manulife International Fund Management Limited - U.K. (100%)
25. WT(SW) Properties Ltd. - U.K. (100%)
26. Manulife Europe Ruckversicherungs-Aktiengesellschaft - Germany (100%)
27. Manulife International Holdings Limited - Bermuda (100%)
a. Manulife (International) Limited - Bermuda (100%)
i. Zhong Hong Life Insurance Co., Ltd. - China (51%)
ii. The Manufacturers (Pacific Asia) Insurance Company
Limited - H.K. (100%)
iii. Newtime Consultants Limited - H.K. (100%)
28. Manulife (International) Reinsurance Limited - Bermuda (100%)
a. Manulife (International) P & C Limited - Bermuda (100%)
b. Manufacturers P & C Limited - Barbados (100%)
c. Manufacturers Life Reinsurance Limited - Barbados (100%)
29. Chinfon-Manulife Insurance Company Limited - Bermuda (100%)
30. Manulife (Malaysia) SDN. BHD. - Malaysia (100%)
31. Manulife (Thailand) Ltd. - Thailand (100%)
32. Young Poong Manulife Insurance Company - Korea (100%)
33. Manulife Data Services Inc. - Barbados (100%)
a. Manulife Funds Direct (Barbados) Limited - Barbados (100%)
i. Manulife Funds Direct (Hong Kong) Limited - H.K.
(100%)
34. OUB Manulife Pte. Ltd. - Singapore (100%)
35. Manulife Holdings (Hong Kong) Limited - H.K. (100%)
36. ManuLife Financial Systems (Hong Kong) Limited - H.K. (100%)
37. P.T. Asuransi Jiwa Dhamala ManuLife - Indonesia (51%)
a. P.T. AMP Panin Life - Indonesia (100%)
Item 27. Number of Contract Owners.
There were no contracts issued as of the date of this filing.
6
<PAGE> 57
Item 28. Indemnification.
Article 10 of the Charter of the Company provides as follows:
TENTH: No director of the Corporation shall be personally liable to the
Corporation or any of its shareholders for damages for any breach of duty as a
director; provided, however, the foregoing provision shall not eliminate or
limit (i) the liability of a director if a judgment or other final adjudication
adverse to such director established his or her such acts or omissions were in
bad faith or involved intentional misconduct or were acts or omissions (a) which
he or she knew or reasonably should have known violated the New York Insurance
Law or (b) which violated a specific standard of care imposed on directors
directly, and not by reference, by a provision of the New York Insurance Law (or
any regulations promulgated thereunder) or (c) which constituted a knowing
violation of any other law, or establishes that the director personally gained
in fact a financial profit or other advantage to which the director was not
legally entitled or (ii) the liability of a director for any act or omission
prior to the adoption of this Article by the shareholders of the Corporation.
Any repeal or modification of this Article by the shareholders of the
Corporation shall be prospective only, and shall not adversely affect any
limitation on the personal liability of a director of the Corporation existing
at the time of such repeal or modification.
Article VII of the By-laws of the Company provides as follows:
Section VII.1. Indemnification of Directors and Officers. The Corporation may
indemnify any person made, or threatened to be made, a party to an action by or
in the right of the corporation to procure a judgment in its favor by reason of
the fact that he or she, his or her testator, testatrix or intestate, is or was
a director or officer of the Corporation, or is or was serving at the request of
the Corporation as a director or officer of any other corporation of any type or
kind, domestic or foreign, of any partnership, joint venture, trust, employee
benefit plan or other enterprise, against amounts paid in settlement and
reasonable expenses, including attorneys' fees, actually and necessarily
incurred by him or her in connection with the defense or settlement of such
action, or in connection with an appeal therein, if such director or officer
acted, in good faith, for a purpose which he or she reasonably believed to be
in, or, in the case of service for any other corporation or any partnership,
joint venture, trust, employee benefit plan or other enterprise, not opposed to,
the best interests of the Corporation, except that no indemnification under this
Section shall be made in respect of (1) a threatened action, or a pending action
which is settled or is otherwise disposed of, or (2) any claim, issue or matter
as to which such person shall have been adjudged to be liable to the
Corporation, unless and only to the extent that the court in which the action
was brought, or , if no action was brought, any court of competent jurisdiction,
determines upon application that, in view of all the circumstances of the case,
the person is fairly and reasonably entitled to indemnity for such portion of
the settlement amount and expenses as the court deems proper.
The Corporation may indemnify any person made, or threatened to be made, a party
to an action or proceeding (other than one by or in the right of the Corporation
to procure a judgment in its favor), whether civil or criminal, including an
action by or in the right of any other corporation of any type or kind, domestic
or foreign, or any partnership, joint venture, trust, employee benefit plan or
other enterprise, which any director or officer of the Corporation served in any
capacity at the request of the Corporation, by reason of the fact that he or
she, his or her testator, testatrix or intestate, was a director or officer of
the Corporation, or served such other corporation, partnership, joint venture,
trust, employee
7
<PAGE> 58
benefit plan or other enterprise in any capacity, against judgments, fines,
amounts paid in settlement and reasonable expenses, including attorneys' fees
actually and necessarily incurred as a result of such action or proceeding, or
any appeal therein, if such director or officer acted, in good faith, for a
purpose which he or she reasonably believed to be in, or, in the case of service
for any other corporation or any partnership, joint venture, trust, employee
benefit plan or other enterprise, not opposed to, the best interests of the
Corporation and, in criminal actions or proceedings, in addition, had no
reasonable cause to believe that his or her conduct was unlawful.
The termination of any such civil or criminal action or proceeding by judgment,
settlement, conviction or upon a plea of nolo contendere, of its equivalent,
shall not in itself create a presumption that any such director or officer did
not act, in good faith, for a purpose which he or she reasonably believed to be
in, or, in the case of service for any other corporation or any partnership,
joint venture, trust, employee benefit plan or other enterprise, not opposed to,
the best interest of the Corporation or that he or she had reasonable cause to
believe that his or her conduct was unlawful.
Notwithstanding the foregoing, Registrant hereby makes the following undertaking
pursuant to Rule 484 under the Securities Act of 1933:
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 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 of the registrant in the
successful defense of any action, suit or proceeding) is asserted by
such director, officer or controlling person in connection with the
securities being registered, the registrant will, unless in the opinion
of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.
Notwithstanding the foregoing, Registrant hereby makes the following undertaking
pursuant to Rule 484 under the Securities Act of 1933:
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 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 of the registrant in the
successful defense of any action, suit or proceeding) is asserted by
such director, officer or controlling person in connection with the
securities being registered, the registrant will, unless in the opinion
of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.
8
<PAGE> 59
Item 29. Principal Underwriters.
a. NAME OF INVESTMENT COMPANY CAPACITY IN WHICH ACTING
Manufacturers Investment Trust Investment Adviser
The Manufacturers Life Insurance Principal Underwriter
Company of North America Separate
Account A
The Manufacturers Life Insurance Principal Underwriter
Company of North America Separate
Account B
The Manufacturers Life Insurance Principal Underwriter
Company of New York Separate
Account A
The Manufacturers Life Insurance Principal Underwriter
Company of New York Separate
Account B
b. The Manufacturers Life Insurance Company of North America is the
managing member of Manufacturers Securities Services, LLC and has sole power to
act on behalf of Manufacturers Securities Services, LLC. The officers and
directors of The Manufacturers Life Insurance Company of North America are set
forth below.
NAME AND PRINCIPAL POSITION WITH THE MANUFACTURERS LIFE INSURANCE
BUSINESS ADDRESS COMPANY OF NORTH AMERICA
John D. Richardson Director and Chairman of the Board of
200 Bloor Street East Directors
North Tower, 11th Floor
Toronto, Ontario
Canada M4W-1E5
Peter S. Hutchison Director
200 Bloor Street East
North Tower, 7th Floor
Toronto, Ontario
Canada M4W-1E5
John D. DesPrez III President & Director
73 Tremont Street
Boston, MA 02108
9
<PAGE> 60
NAME AND PRINCIPAL POSITION WITH THE MANUFACTURERS LIFE INSURANCE
BUSINESS ADDRESS COMPANY OF NORTH AMERICA
Robert Boyda Vice President, Investment Management Services
73 Tremont Street
Boston, MA 01208
James Boyle Vice President, Institutional Markets
116 Huntington Avenue
Boston, MA 02116
James D. Gallagher Vice President, Secretary and General Counsel
73 Tremont Street
Boston, MA 02108
Bill Hayward Vice President, Administration
116 Huntington Avenue
Boston, MA 02116
David W. Libbey Vice President, Treasurer & Chief
73 Tremont Street Financial Officer
Boston, MA 02108
Hugh McHaffie Vice President, U.S. Annuities and Product
73 Tremont Street Development
Boston, MA 02108
Janet Sweeney Vice President, Corporate Services
73 Tremont Street
Boston, MA 02108
John G. Vrysen Vice President & Chief Actuary
73 Tremont Street
Boston, MA 02108
c. None.
Item 30. Location of Accounts and Records.
All books and records are maintained at Corporate Center at Rye, 555 Theodore
Fremd Avenue, Rye, New York 10580.
Item 31. Management Services.
The Company has entered into an Administrative Services Agreement with The
Manufacturers Life Insurance Company ("Manulife"). This Agreement provides that
under the general supervision of the
10
<PAGE> 61
Board of Directors of the Company, and subject to initiation, preparation and
verification by the Chief Administrative Officer of the Company, Manulife shall
provide accounting services related to the provision of a payroll support
system, general ledger, accounts payable, tax and auditing services.
Item 32. Undertakings.
a. The Manufacturers Life Insurance Company of New York Separate Account A
undertakes (a) to file a post-effective amendment to this registration
statement as frequently as is necessary to ensure that the audited
financial statements in the registration statement are never more than
16 months old for so long as payments under the variable annuity
contracts may be accepted, (b) to include either (1) as part of any
application to purchase a contract offered by the prospectus, a space
that an applicant can check to request a Statement of Additional
Information, or (2) a post card or similar written communication
affixed to or included in the prospectus that the applicant can remove
to send for a Statement of Additional Information and (c) 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.
b. Representation of Insurer pursuant to Section 26 of the Investment
Company Act of 1940.
The Manufacturers Life Insurance Company of New York (the "Company")
hereby represents that the fees and charges deducted under the
Contracts issued pursuant to this registration statement, in the
aggregate, are reasonable in relation to the services rendered, the
expenses expected to be incurred and the risks assumed by the Company.
11
<PAGE> 62
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant, THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
SEPARATE ACCOUNT A, has caused this Registration Statement to be signed on its
behalf, in the City of Boston, and Commonwealth of Massachusetts on this 11th
day of August, 1998.
THE MANUFACTURERS LIFE INSURANCE COMPANY
OF NEW YORK SEPARATE ACCOUNT A
(Registrant)
By: THE MANUFACTURERS LIFE INSURANCE
COMPANY OF NEW YORK
(Depositor)
By: /s/ A. SCOTT LOGAN
_________________________
A. Scott Logan
President
Attest
/s/ TRACY A. KANE
___________________
Tracy A. Kane
Secretary
Pursuant to the requirements of the Securities Act of 1933, the Depositor has
duly caused this Registration Statement to be signed on its behalf by the
undersigned on the 11th day of August, 1998 in the City of Boston,
and Commonwealth of Massachusetts.
THE MANUFACTURERS LIFE INSURANCE COMPANY
OF NEW YORK SEPARATE ACCOUNT A
(Registrant)
By: THE MANUFACTURERS LIFE INSURANCE
COMPANY OF NEW YORK
(Depositor)
By: /s/ A. SCOTT LOGAN
___________________________
A. Scott Logan
President
Attest
/s/ TRACY A. KANE
_______________________
Tracy A. Kane
Secretary
<PAGE> 63
As required by the Securities Act of 1933, this Registration Statement has been
signed by the following persons in the capacities with the Depositor on this
11th day of August, 1998.
SIGNATURE TITLE
/s/ A. SCOTT LOGAN Director and President
_____________________ (Principal Executive
A. Scott Logan Officer)
*____________________ Chairman of the Board
John D. Richardson of Directors
*_____________________ Director
John D. DesPrez, III
*_____________________ Director
Ruth Ann Flemming
*_____________________ Director
Neil M. Merkl
*_____________________ Director
Robert C. Perez
*_____________________ Director
James K. Robinson
*_____________________ Director
Theodore Kilkuskie
*_____________________ Director
Bruce Avedon
*_____________________ Director
Bruce Gordon
/s/ David W. LIBBEY Treasurer (Principal
______________________ Financial and Accounting
David W. Libbey Officer)
*By: /s/ TRACY A. KANE
________________________
Tracy A. Kane
Attorney-in-Fact Pursuant
to Powers of Attorney
<PAGE> 64
EXHIBIT INDEX
Exhibit No. Description
(4)(a) Specimen Single Purchase Payment Individual Deferred
Combination Fixed and Variable Annuity Contract,
Non-Participating
(4)(b) Specimen Endorsements to Contract: (i) ERISA Tax Sheltered
Annuity Endorsement; (ii) Tax-sheltered Annuity Endorsement;
(iii) Qualified Plan Endorsement Section 401 Plans, (iv)
Simple Individual Retirement Annuity Endorsement; (v) Unisex
Benefits and Payments Endorsement; (vi) Individual Retirement
Annuity Endorsement.
(5) Specimen Application for Single Purchase Payment Individual
Deferred Combination Fixed and Variable Annuity Contract,
Non-Participating
<PAGE> 1
THE MANUFACTURERS LIFE INSURANCE [MANULIFE LOGO]
COMPANY OF NEW YORK MANULIFE FINANCIAL
- --------------------------------------------------------------------------------
HOME OFFICE/
ANNUITY SERVICE OFFICE:
Corporate Center at Rye
555 Theodore Fremd Avenue
Rye, N.Y. 10580
THIS IS A LEGAL CONTRACT - READ IT CAREFULLY.
WE AGREE to pay the benefits of this Contract in accordance with its terms.
THIS CONTRACT is issued in consideration of the Payments.
TEN DAY RIGHT TO REVIEW
The Contract Owner may cancel the Contract by returning it to our Annuity
Service Office or agent at any time within 10 days after receipt of the
Contract. Within 7 days of receipt of the Contract by us, we will pay the
Contract Value, computed at the end of the Valuation Period during which the
Contract is received by us, to the Contract Owner.
When the Contract is issued as an individual retirement annuity, during the
first 7 days of this 10 day period, we will return the greater of the value of
(i) the Contract Value on the date of surrender, or (ii) all Payments.
The smallest annual rate of investment return which is required to be earned on
the assets of the separate account so that the dollar amount of variable annuity
payments will not decrease is 4.72%. Explicit annual charges against the assets
of the separate account are as follows:
Asset Fee Charge: Not greater than 1.65%
SIGNED FOR THE COMPANY at its Executive Office, Rye, New York,
on the Contract Date.
NOTICE:
DETAILS OF VARIABLE ACCOUNT PROVISIONS ON PAGE 7
DETAILS OF FIXED ACCOUNT PROVISIONS ON PAGE 8
/s/ A. Scott Logan /s/ Tracy A. Kane
- ---------------------------- ---------------------------
A. Scott Logan Tracy A. Kane
President Secretary
Single Payment Deferred Combination Fixed and Variable Annuity
Non-Participating
ANNUITY PAYMENTS, DEATH BENEFITS, SURRENDER VALUES, AND OTHER CONTRACT VALUES
PROVIDED BY THIS CONTRACT, WHEN BASED ON THE INVESTMENT EXPERIENCE OF A SEPARATE
ACCOUNT, ARE VARIABLE, MAY INCREASE OR DECREASE IN ACCORDANCE WITH THE
FLUCTUATIONS IN THE NET INVESTMENT FACTOR, AS APPLICABLE, AND ARE NOT GUARANTEED
AS TO FIXED-DOLLAR AMOUNT, UNLESS OTHERWISE SPECIFIED.
VISION.002
<PAGE> 2
INTRODUCTION
This is a single payment deferred variable annuity. This annuity provides that
the Contract Value will accumulate on either a fixed or variable basis or a
combination of both. After the Maturity Date, annuity payments may be either
fixed or variable, or a combination of fixed and variable.
The Contract Value will vary with the investment performance of the Variable
Account. The fixed portion of the Contract will accumulate based on interest
rates guaranteed by the Company for the period selected.
If you select annuity payments on a variable basis, the payment amount will vary
with the investment performance of the Variable Account.
You must allocate your Payment among one or more Investment Options. The
Investment Options are identified on the Contract Specifications Page.
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
Contract Specifications Page Page
PART 1 - DEFINITIONS ..................................................... 1
PART 2 - GENERAL PROVISIONS .............................................. 2
PART 3 - OWNERSHIP ....................................................... 4
PART 4 - BENEFITS ........................................................ 5
PART 5 - PAYMENTS ........................................................ 7
PART 6 - VARIABLE ACCOUNT PROVISIONS ..................................... 7
PART 7 - FIXED ACCOUNT PROVISIONS ........................................ 8
PART 8 - ANNUITY PROVISIONS .............................................. 9
PART 9 - TRANSFERS ....................................................... 10
PART 10 - WITHDRAWAL PROVISIONS ........................................... 11
PART 11 - FEES AND DEDUCTIONS ............................................. 12
PART 12 - LOAN PROVISION .................................................. 12
PART 13 - PAYMENT OF CONTRACT BENEFITS .................................... 12
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PART 1 DEFINITIONS
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WE AND YOU "We", "us", and "our" means The Manufacturers Life
Insurance Company of New York. "You" or "your" means the
Owner of this Contract.
ACCUMULATION UNIT A unit of measure that is used to calculate the value of
the variable portion of your Contract before the
Maturity Date.
ANNUITANT Any individual person or persons whose life is used to
determine the duration of annuity payments involving
life contingencies. The Annuitant is as designated on
the Contract Specification Page and application, unless
changed.
ANNUITY OPTION The method selected by you for annuity payments made by
us.
ANNUITY SERVICE OFFICE Corporate Center at Rye, 555 Theodore Fremd Avenue, Rye,
New York 10580.
ANNUITY UNIT A unit of measure that is used after the Maturity Date
to calculate Variable Annuity payments.
BENEFICIARY The person, persons, or entity to whom certain benefits
are payable following the death of an Owner, or in
certain circumstances, an Annuitant.
CONTINGENT BENEFICIARY The person, persons or entity who becomes the
Beneficiary if the Beneficiary is not alive.
CONTRACT ANNIVERSARY The anniversary of the Contract Date.
CONTRACT DATE The date of issue of the Contract as specified on the
Contract Specifications Page.
CONTRACT VALUE The total of the Investment Account Values and, if
applicable, any amount in the Loan Account attributable
to the Contract.
CONTRACT YEAR The period of twelve consecutive months beginning on the
Contract Date or any anniversary thereafter.
DEBT Any amounts in the Loan Account attributable to the
Contract plus any accrued loan interest. The loan
provision is applicable to certain Qualified Contracts
only.
DESIGNATED BENEFICIARY For purposes of section 72(s) of the Internal Revenue
Code of 1986, the "designated beneficiary" under the
contract shall be the individual who is entitled to
receive the amounts payable on death, or if any Owner is
not an individual, on any change in (or death of) the
Annuitant or Co-Annuitant.
FIXED ANNUITY An Annuity Option with payments which are predetermined
and guaranteed as to dollar amount.
GENERAL ACCOUNT All the assets of The Manufacturers Life Insurance
Company of New York other than assets in separate
accounts.
INTERNAL REVENUE CODE The Internal Revenue Code of 1986, as amended from time
(IRC) to time, and any successor statute of similar purposes.
INVESTMENT ACCOUNT An account established by us which represents your
interest in an Investment Option prior to the Maturity
Date.
INVESTMENT ACCOUNT The value of your investment in an Investment Account.
VALUE
INVESTMENT OPTIONS The Investment Options made available under this
Contract are the Sub-Accounts of the Variable Account
and the fixed interest rate options as shown on the
Contract Specifications Page and application.
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LOAN ACCOUNT The portion of the General Account that is used for
collateral when a loan is taken.
MATURITY DATE The date on which annuity benefits commence. It is the
date specified on the Contract Specifications Page,
unless changed.
NET PAYMENT The Payment less the amount of premium tax, if any,
deducted from the Payment.
NON-QUALIFIED CONTRACTS Contracts which are not issued under Qualified Plans.
OWNER OR CONTRACT OWNER The person, persons or entity entitled to the ownership
rights under this Contract. The Owner is as designated
on the Contract Specifications Page and application,
unless changed.
PORTFOLIO OR TRUST A separate portfolio of Manufacturers Investment Trust,
PORTFOLIO a mutual fund in which the Variable Account invests, or
any successor mutual fund.
PAYMENT An amount paid to us by you as consideration for the
benefits provided by the Contract.
QUALIFIED CONTRACTS Contracts issued under Qualified Plans.
QUALIFIED PLANS Retirement plans which receive favorable tax treatment
under section 401, 403, 408 or 457, of the Internal
Revenue Code of 1986, as amended.
SEPARATE ACCOUNT A segregated account of The Manufacturers Life Insurance
Company of New York that is not commingled with our
general assets and obligations.
SUB-ACCOUNT(S) One or more of the Sub-Accounts of the Variable Account.
Each Sub-Account is invested in shares of a different
Trust Portfolio.
SUCCESSOR OWNER The person, persons, or entity to become the Owner if
the Owner dies prior to the Maturity Date. The Successor
Owner is as specified in the Application, unless
changed. If no Successor Owner is designated, or the
Successor Owner dies before the Owner, the Owner's
estate is the Successor Owner (see also "Beneficiary").
VALUATION DATE Any date on which the New York Stock Exchange is open
for business and the net asset value of a Trust
Portfolio is determined.
VALUATION PERIOD Any period from one Valuation Date to the next, measured
from the time on each such date that the net asset value
of each Portfolio is determined.
VARIABLE ACCOUNT The Manufacturers Life Insurance Company of New York
Separate Account A, which is a separate account of The
Manufacturers Life Insurance Company of New York.
VARIABLE ANNUITY An Annuity Option with payments which: (1) are not
predetermined or guaranteed as to dollar amount, and (2)
vary in relation to the investment experience of one or
more specified Sub-Accounts.
PART 2 GENERAL PROVISIONS
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ENTIRE CONTRACT The entire contract consists of this Contract, any
Contract endorsements, and a copy of the application.
Only our President, Vice-President or Secretary may
agree to change or waive any provisions of the Contract.
The change or waiver must be in writing.
We will not change or modify this Contract without your
consent.
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<PAGE> 5
The benefits and values available under this Contract
are not less than the minimum required by any statute of
the state in which the Contract is delivered. We have
filed a detailed statement of the method used to
calculate the benefits and values with the Department of
Insurance in the state in which the Contract is issued,
if required by law.
BENEFICIARY The Beneficiary is as designated in the Contract
Specifications Page and application, unless changed.
However, if there is a surviving Owner, that person will
be treated as the Beneficiary. If no such Beneficiary is
living, the Beneficiary is the "Contingent Beneficiary".
If no Beneficiary or Contingent Beneficiary is living,
the Beneficiary is the estate of the deceased Owner.
CHANGE OF MATURITY DATE Prior to the Maturity Date, you may change the Maturity
Date by written request at least one month before both
the previously specified Maturity Date and the new
Maturity Date. After the election, the new Maturity Date
will become the Maturity Date. The maximum Maturity Date
will be the later of the first of the month following
the Annuitant's eighty-fifth birthday or 10 years from
the Contract Date. Any extension of the maximum Maturity
Date will be allowed only with our prior approval. In no
event will the Maturity Date exceed age 90.
ASSIGNMENT You may assign this Contract at any time prior to the
Maturity Date. No assignment will be binding on us
unless it is written in a form acceptable to us and
received at our Annuity Service Office. We will not be
liable for any payments made or actions we take before
the assignment is accepted by us. An absolute assignment
will revoke the interest of any revocable Beneficiary.
We will not be responsible for the validity of any
assignment.
CLAIMS OF CREDITORS To the extent permitted by law, no benefits payable
under this Contract will be subject to the claims of
your, the Beneficiary's or the Annuitant's creditors.
MISSTATEMENT AND PROOF We may require proof of age, sex or survival of any
OF AGE, SEX OR SURVIVAL person upon whose age, sex or survival any payments
depend. If the age or sex of the Annuitant has been
misstated, the benefits will be those which the
Payments would have provided for the correct age and
sex. If we have made incorrect annuity payments, the
amount of any underpayment, adjusted with interest at
3% per annum, will be paid immediately. The amount of
any overpayment will be deducted from future annuity
payments.
ADDITION, DELETION OR We reserve the right, subject to compliance with
SUBSTITUTION OF applicable law, to make additions to, deletions from, or
INVESTMENT substitutions for the Portfolio shares that are held by
OPTIONS the Variable Account or that the Variable Account may
purchase. We reserve the right to eliminate the shares
of any of the eligible Portfolios and to substitute
shares of another Portfolio of the Trust, or of another
open-end registered investment company, if the shares of
any eligible Portfolio are no longer available for
investment, or if in our judgment further investment in
any eligible Portfolio should become inappropriate in
view of the purposes of the Variable Account. We will
not substitute any shares attributable to your interest
in a Sub- Account without notice to you and prior
approval of the Securities and Exchange Commission to
the extent required by the Investment Company Act of
1940. Nothing contained herein shall prevent the
Variable Account from purchasing other securities for
other series or classes of contracts, or from effecting
a conversion between shares of another open-end
investment company.
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<PAGE> 6
We reserve the right, subject to compliance with
applicable law, to establish additional Sub-Accounts
which would invest in shares of a new Portfolio of the
Trust or in shares of another open-end investment
company. We also reserve the right, subject to
compliance with applicable law, to eliminate existing
Sub-Accounts, to combine Sub-Accounts or to transfer
assets in a Sub-Account to another Separate Account
established by us or an affiliated company. In the event
of any such substitutions or changes, we may, by
appropriate endorsement, make such changes in this and
other Contracts as may be necessary or appropriate to
reflect such substitutions or changes. If deemed by us
to be in the best interests of persons having voting
rights under the Contracts, the Variable Account may be
operated as a management company under the Investment
Company Act of 1940 or it may be deregistered under such
Act in the event such registration is no longer
required.
NON-PARTICIPATING Your Contract is non-participating and will not share in
our profits or surplus earnings. We will pay no
dividends on your Contract.
REPORTS At least once each year we will send you a report
containing information required by the Investment
Company Act of 1940 and applicable state law.
INSULATION The portion of the assets of the Variable Account equal
to the reserves and other contract liabilities with
respect to such account are not chargeable with
liabilities arising out of any other business we may
conduct. Moreover, the income, gains and losses,
realized or unrealized, from assets allocated to the
Variable Account shall be credited to or charged against
such account without regard to our other income, gains
or losses.
CURRENCY AND PLACE OF All payments made to or by us shall be made in the
PAYMENTS lawful currency of the United States of America at the
Annuity Service Office or elsewhere if we consent.
NOTICES AND ELECTIONS To be effective, all notices and elections you make
under this Contract must be in writing, signed by you
and received by us at our Annuity Service Office. Unless
otherwise provided in this Contract, all notices,
requests and elections will be effective when received
by us, complete with all necessary information and your
signature, at our Annuity Service Office.
GOVERNING LAW This Contract will be governed by the laws of the
jurisdiction indicated on the Contract Specifications
Page.
SECTION 72(s) The provisions of the Contract shall be interpreted so
as to comply with the requirements of Section 72(s) of
the Internal Revenue Code.
PART 3 OWNERSHIP
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GENERAL Before the Maturity Date, the Owner of this Contract
shall be the person, persons, or entity designated on
the Contract Specifications Page and application or the
latest change filed with us. On the Maturity Date, the
Annuitant becomes the Owner of the Contract. If amounts
become payable to the Beneficiary under the Contract,
the Beneficiary becomes the Owner of the Contract.
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<PAGE> 7
CHANGE OF OWNER, Subject to the rights of an irrevocable Beneficiary, you
ANNUITANT, BENEFICIARY may change the Owner, Annuitant, or Beneficiary by
written request in a form acceptable to us and which is
received at our Annuity Service Office. The Annuitant
may not be changed after the Maturity Date. You need not
send us the Contract unless we request it. Any change
must be approved by us. If approved, any change in
Beneficiary will take effect on the date you signed the
request. If approved, any change in Owner or Annuitant
will take effect on the date we received the request at
the Annuity Service Office. We will not be liable for
any payments or actions we take before the change is
approved.
The substitution or addition of any Owner may result in
the resetting of the Death Benefit to an amount equal to
the Contract Value as of the date of such change. For
purposes of subsequent calculations of the Death
Benefit, described in Part 4, Benefits, Death Benefit
Before Maturity Date, the Contract Value on the date of
the change will be treated as a Payment made on that
date. In addition, all Payments made and all amounts
deducted in connection with Partial Withdrawals prior to
the date of the change of Owner will not be considered
in the determination of the Death Benefit. This
paragraph will not apply if (a) the individual whose
death will cause the Death Benefit to be paid is the
same after the change of Owner, or (b) if Ownership is
transferred to your spouse.
If any Annuitant is changed and any Owner is not an
individual, the entire interest in the Contract must be
distributed to the Owner within five years of the
change.
PART 4 BENEFITS
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ANNUITY BENEFITS We will pay a monthly income to the Annuitant, if
living, on the Maturity Date. Payments can be fixed or
variable, or a combination of fixed and variable.
Annuity benefits will commence on the Maturity Date and
continue for the period of time provided for under the
Annuity Option selected.
We may pay the Contract Value, less Debt, on the
Maturity Date in one lump sum if the monthly income is
less than $20.
On or before the Maturity Date you must select how the
Contract Value will be used to provide the monthly
income. You may select a Fixed or Variable Annuity.
Unless you indicate otherwise, we will provide variable
annuity payments in proportion to the Investment Account
Value of each Investment Option at the Maturity Date.
Annuity Payments will continue for 10 years or the
lifetime of the Annuitant, if longer.
If a Variable Annuity is used, the amount of the first
monthly annuity payment will be obtained from the
appropriate option table under the "Payment of Contract
Benefits" section. Subsequent monthly annuity payments
will vary based on the investment experience of the
Sub-Account(s) used to effect the annuity. The method
used to calculate the amount of the initial and
subsequent payments is described under the "Variable
Annuity Payments" Section of Part 7.
If a Fixed Annuity is used, the portion of the Contract
Value used to effect a Fixed Annuity will be applied to
the appropriate table contained in this Contract. If the
table in use by us on the Maturity Date is more
favorable to you, we will use that table. We guarantee
the dollar amount of fixed annuity payments.
DEATH BENEFIT BEFORE A Death Benefit will be determined as of the date on
MATURITY DATE which written notice and proof of death and all required
claim forms are received at the Company's Annuity
Service Office as follows:
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1. If any Owner dies and the oldest Owner had an attained age
of less than 81 years on the Contract Date, the Death
Benefit will be determined as follows:
(a) During the first Contract Year, the Death Benefit
will be the greater of:
(i) the Contract Value, or
(ii) the sum of all Payments made, less any amount
deducted in connection with partial
withdrawals.
(b) During any subsequent Contract Year, the Death
Benefit will be the greater of:
(i) the Contract Value, or
(ii) the Death Benefit on the last day of the
previous Contract Year, plus any Payments
made and less any amounts deducted in
connection with partial withdrawals, since
then.
If any Owner dies on or after their 81st birthday,
(b)(ii) is the Death Benefit on the last day of the
Contract Year ending just prior to the Owner's 81st
birthday, plus any Payments made and less any amounts
deducted in connection with partial withdrawals, since
then.
2. If any Owner dies and the oldest Owner had an attained age
of 81 or greater on the Contract Date, the Death Benefit
will be determined as the greater of:
(a) the Contract Value, or
(b) the excess of (i) over (ii) where:
(i) equals the sum of all Payments.
(ii) equals the sum of any amounts deducted in
connection with partial withdrawals.
If there is any Debt, the Death Benefit equals the amount
described above less the Debt under the Contract.
DEATH OF ANNUITANT: On the death of the last surviving
Annuitant, the Owner becomes the new Annuitant, if the
Owner is an individual. If any Owner is not an individual
the death of any Annuitant is treated as the death of an
Owner and the Death Benefit will be determined by
substituting the Annuitant for the Owner as described
below.
DEATH OF OWNER: We will pay the Death Benefit to the
Beneficiary if any Owner dies prior to the Maturity Date.
The Death Benefit may be taken in one sum immediately, in
which case the Contract will terminate. If the Death
Benefit is not taken in one sum immediately, the Contract
will continue subject to the following provisions:
(a) The Beneficiary becomes the Contract Owner.
(b) The excess, if any, of the Death Benefit over the
Contract Value will be allocated to and among the
Investment Accounts in proportion to their values as
of the date on which the Death Benefit is
determined.
(c) No additional Payments may be applied to the
Contract.
(d) If the Beneficiary is not the deceased Owner's
spouse, the entire interest in the Contract must be
distributed under one of the following options:
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(i) The entire interest in the Contract must be
distributed over the life of the Beneficiary,
or over a period not extending beyond the
life expectancy of the Beneficiary, with
distributions beginning within one year of
the Owner's death; or
(ii) the entire interest in the Contract must be
distributed within 5 years of the Owner's
Death.
If the Beneficiary dies before the distributions
required by (i) or (ii) are complete, the entire
remaining Contract Value must be distributed in a
lump sum immediately.
(e) If the Beneficiary is the deceased Owner's spouse,
the Contract will continue with the surviving spouse
as the new Owner. The surviving spouse may name a
new Beneficiary (and, if no Beneficiary is so named,
the surviving spouse's estate will be the
Beneficiary). Upon the death of the surviving
spouse, a second Death Benefit will be paid and the
entire interest in the Contract must be distributed
to the new Beneficiary in accordance with the
provisions of (d) (i) or (d) (ii) above. For
purposes of calculating the Death Benefit payable
upon the death of the surviving spouse, the Death
Benefit paid upon the first Owner's death will be
treated as a Payment to the Contract. In addition,
the Death Benefit on the last day of the previous
Contract Year (or the last day of the Contract Year
just prior to the Owner's 81st birthday, if
applicable) shall be set to zero as of the date of
the first Owner's death.
If there is more than one Beneficiary, the foregoing
provisions will independently apply to each Beneficiary.
PART 5 PAYMENTS
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GENERAL All Payments under this Contract are payable at our Annuity
Service Office or such other place as we may designate.
The minimum initial Payment is $25,000. No initial Payment
of $1,000,000 or more will be accepted without our
approval.
ALLOCATION OF NET When we receive the Payment, the Net Payment will be
PAYMENTS allocated among Investment Options in accordance with the
allocation percentages shown on the Contract Specifications
Page.
PART 6 VARIABLE ACCOUNT PROVISIONS
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INVESTMENT ACCOUNT We will establish a separate Investment Account for you for
each Variable Investment Option to which you allocate
amounts. The Investment Account represents the number of
your Accumulation Units in an Investment Option.
INVESTMENT ACCOUNT The Investment Account Value of an Investment Account is
VALUE determined by (a) times (b) where:
(a) equals the number of Accumulation Units credited to
the Investment Account, and
(b) equals the value of the appropriate Accumulation
Unit.
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ACCUMULATION UNITS We will credit Net Payments to your Investment Accounts in
the form of Accumulation Units. The number of Accumulation
Units to be credited to each Investment Account of the
Contract will be determined by dividing the Net Payment
allocated to that Investment Account by the Accumulation
Unit value for that Investment Account.
Accumulation Units will be adjusted for any transfers and
will be canceled on payment of a Death Benefit, withdrawal,
maturity or assessment of certain charges based on their
value for the Valuation Period in which such transaction
occurs.
VALUE OF The Accumulation Unit value for any Valuation Period is
ACCUMULATION determined by UNIT multiplying the Accumulation Unit value
for the immediately preceding Valuation Period by the "net
investment factor" for the Investment Account for the
Valuation Period for which the value is being determined.
The value of an Accumulation Unit may increase, decrease
or remain the same from one Valuation Period to the next.
NET INVESTMENT The net investment factor for an Investment Account is an
FACTOR index that measures the investment performance of a
Sub-Account from one Valuation Period to the next. The net
investment factor for any Valuation Period is determined by
dividing (a) by (b) and subtracting (c) from the result
where:
(a) is the net result of:
(1) the net asset value per share of a Portfolio
share held in the Sub-Account determined as
of the end of the current Valuation Period,
plus
(2) The per share amount of any dividend or
capital gain distributions made by the
Portfolio on shares held in the Sub-Account
if the "ex-dividend" date occurs during the
current Valuation Period, and
(b) is the net asset value per share of a Portfolio
share held in the Sub-Account determined as of the
end of the immediately preceding Valuation Period,
and
(c) is the Asset Fee as defined in Part 11, Fees and
Deductions.
The net investment factor may be greater or less than or
equal to one.
PART 7 FIXED ACCOUNT PROVISIONS
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INVESTMENT ACCOUNT We will establish a separate Investment Account for you
each time you allocate amounts to a fixed Investment
Option. Amounts invested in these Investment Accounts will
earn interest at the guaranteed rate in effect on the date
the amounts are allocated for the duration of the guarantee
period.
We will determine the guaranteed rate from time to time for
Net Payments, renewal amounts and amounts transferred to a
fixed Investment Option. In no event will the minimum
guaranteed rate under a fixed Investment Account be less
than 3%.
GUARANTEE PERIODS The guarantee period will be the duration of the fixed
Investment Option measured from the date the amount is
allocated to the Investment Account. Amounts cannot be
allocated to a fixed Investment Option that would extend
the guarantee period beyond the Maturity Date.
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<PAGE> 11
RENEWALS The renewal amount is the Investment Account Value at the
end of the particular guarantee period. The renewal amount
will be automatically renewed in the fixed Investment
Option at the end of the guarantee period, unless you
specify otherwise. If renewal in the fixed Investment
Option would result in the guarantee period for the fixed
Investment Account extending beyond the Maturity Date, the
renewal amount may not be renewed in the fixed Investment
Option.
1-YEAR DOLLAR COST The 1-Year DCA Investment Option may be elected by the
AVERAGING (DCA) Owner to make automatic monthly transfers from a 1-Year
fixed Investment Account to one or more variable Investment
Options. Only initial and subsequent Net Payments may be
allocated to the 1-Year DCA Investment Option. Amounts may
not be transferred from other Investment Options to the
1-Year DCA Investment Option.
The automatic monthly transfer amount, "DCA amount", is
determined as follows:
(a) In the first 11 months, the DCA amount will be equal
to 1/11 of the amount allocated to the 1-Year DCA
Investment Option.
(b) At the end of the 12th month, the DCA amount will be
equal to the remaining balance in the Investment
Account.
INVESTMENT ACCOUNT The amount in the Investment Accounts will accumulate at a
VALUE rate of interest determined by us and in effect on the date
the amount is allocated to the Investment Account. The
Investment Account Value is the accumulated value of the
amount invested in the Investment Account reduced by any
withdrawals, loans, transfers or charges taken from the
Investment Account.
PART 8 ANNUITY PROVISIONS
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VARIABLE ANNUITY The amount of the first variable annuity payment is
PAYMENTS determined by applying the portion of the Contract Value
used to effect a Variable Annuity, measured as of a date
not more than 10 business days prior to the Maturity Date
(minus any applicable premium taxes), to the appropriate
tables(s) contained in this Contract. If the table in use
by us on the Maturity Date is more favorable to you, we
will use that table. Subsequent payments will be based on
the investment performance of one or more Sub-Accounts as
you select. The amount of such payments is determined by
the number of Annuity Units credited for each Sub-Account.
Such number is determined by dividing the portion of the
first payment allocated to that Sub-Account by the Annuity
Unit value for that Sub-Account determined as of the same
date that the Contract Value to effect annuity payments was
determined. This number of Annuity Units for each
Sub-Account is then multiplied by the appropriate Annuity
Unit value for each subsequent determination date, which is
a uniformly applied date not more than 10 business days
before the payment is due.
MORTALITY AND We guarantee that the dollar amount of each variable
EXPENSE GUARANTEE annuity payment will not be affected by changes in
mortality and expense experience.
ANNUITY UNIT VALUE The value of an Annuity Unit for each Sub-Account for any
Valuation Period is determined as follows:
(a) The net investment factor for the Sub-Account for
the Valuation Period for which the Annuity Unit
value is being calculated is multiplied by the value
of the Annuity Unit for the preceding Valuation
Period; and
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<PAGE> 12
(b) The result is adjusted to compensate for the
interest rate assumed in the tables used to
determine the first variable annuity payment.
The dollar value of Annuity Units may increase, decrease or
remain the same from one Valuation Period to the next.
FIXED ANNUITY The amount of each fixed annuity payment is determined by
PAYMENTS applying the portion of the Contract Value used to effect a
Fixed Annuity measured as of a date not more than 10
business days prior to the Maturity Date (minus any
applicable premium taxes) to the appropriate table
contained in this Contract. If the table in use by us on
the Maturity Date is more favorable to you, we will use
that table. In any case, the amount of the fixed annuity
payment will not be less than that provided by the
application of the portion of the Contract Value used to
effect a Fixed Annuity, measured as of a date not more than
10 business days prior to the Maturity Date (minus any
applicable premium taxes), to purchase any single premium
immediate annuity that may be offered by us at the time to
this class of annuitants.
We guarantee the dollar amount of fixed annuity payments.
PART 9 TRANSFERS
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TRANSFERS Before the Maturity Date you may transfer amounts among
Investment Accounts of the Contract. There is no
transaction charge for transfers. Amounts will be canceled
from the Investment Account from which amounts are
transferred and credited to the Investment Account to which
amounts are transferred. We will effect such transfers so
that the Contract Value on the date of transfer will not be
affected by the transfer. We reserve the right to limit,
upon notice, the maximum number of transfers you may make
per Contract Year to one per month or six at any time
within a Contract Year. You must transfer at least $300 or,
if less, the entire amount in the Investment Account each
time you make a transfer. If, after the transfer, the
amount remaining in the Investment Account
Account from which the transfer is made is less than $100,
then we will transfer the entire amount instead of the
requested amount.
We reserve the right to defer the transfer privilege at any
time that we are unable to purchase or redeem shares of the
Trust Portfolios. In addition, in accordance with
applicable law, the Company reserves the right to modify or
terminate the transfer privilege at any time.
Amounts may not be transferred from a fixed Investment
Account unless those amounts have been in the fixed
Investment Account for at least one year.
Once variable annuity payments have begun, you may transfer
all or part of the investment upon which your variable
annuity payments are based from one Sub-Account to
another. To do this, we will convert the number of variable
Annuity Units you hold in the Sub-Account from which you
are transferring to a number of variable Annuity Units of
the Sub-Account to which you are transferring so that the
amount of a variable annuity payment, if it were made at
that time, would not be affected by the transfer. After
that, your variable annuity payments will reflect changes
in the values of your new variable Annuity Units. You must
give us notice at least 30 days before the due date of the
first variable annuity payment to which the transfer will
apply. We reserve the right to limit, upon notice, the
maximum number of transfers you may make, per Contract Year
after variable annuity payments have begun, to four.
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After the Maturity Date, transfers will not be allowed from
a fixed to a variable Annuity Option, or from a variable to
a fixed Annuity Option.
PART 10 WITHDRAWAL PROVISIONS
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CONTRACT VALUE Your Contract Value is equal to the total of the Investment
Account Values and, if applicable, any amount in the Loan
Account attributable to the Contract.
PAYMENTS OF You may withdraw part or all of the Contract Value, less
WITHDRAWALS any Debt, at any time before the earlier of your death or
the Maturity Date by sending us a written request. We will
pay all withdrawals within seven days of receipt at the
Annuity Service Office subject to postponement in certain
circumstances, as specified below.
SUSPENSION OF We may defer the right of withdrawal, or postpone the date
PAYMENTS of payment, from the Investment Accounts for any period
when: (1) the New York Stock Exchange is closed (other than
customary weekend and holiday closings); (2) trading on the
New York Stock Exchange is restricted; (3) an emergency
exists as a result of which disposal of securities held in
the Variable Account is not reasonably practicable or it is
not reasonably practicable to determine the value of the
Variable Account's net assets; or (4) the Securities and
Exchange Commission, by order, so permits for the
protection of security holders; provided that applicable
rules and regulations of the Securities and Exchange
Commission shall govern as to whether the conditions
described in (2) and (3) exist.
We may defer the right of withdrawal from the fixed
Investment Accounts for not more than six months from the
day we receive written request and the Contract, if
required. If such payments are deferred 10 days or more,
the amount deferred will earn interest at a rate not less
than 3% per year.
TOTAL WITHDRAWAL Upon receipt of your request to withdraw all of your
Contract Value, we will terminate the Contract and pay you
the Contract Value less, any applicable Debt and the Annual
Administration Fee. The amount available upon Total
Withdrawal will be provided upon the Contract Owner's
request.
PARTIAL WITHDRAWAL If you are withdrawing part of the Contract Value, you
should specify the amount that should be withdrawn from
each Investment Option of the Contract. If you do not
specify, the requested amount will be withdrawn from the
Investment Accounts on a pro rata basis.
If there are multiple Investment Accounts under a fixed
Investment Option, the requested amount from that
Investment Option must be withdrawn from those Investment
Accounts on a first-in-first-out basis. If you do not
specify, the requested amount will be withdrawn in the
following order:
(a) Variable Investment Accounts on a pro rata basis,
(b) Fixed Investment Option on a first-in-first-out
basis.
FREQUENCY AND AMOUNT You may make as many partial withdrawals as you wish. Any
OF PARTIAL withdrawal from an Investment Account of the Contract must
WITHDRAWAL be at least $300 or the entire balance of the Investment
Account, if less. If after the withdrawal, the amount
remaining in the Investment Account is less than $100, then
we will consider the withdrawal request to be a request for
withdrawal of the entire amount held in the Investment
Account. If a partial withdrawal would reduce the Contract
Value to less than $300, then we will treat the partial
withdrawal request as a total withdrawal of the Contract
Value.
11
VISION.002
<PAGE> 14
PART 11 FEES AND DEDUCTIONS
- --------------------------------------------------------------------------------
ASSET FEE To compensate us for assuming mortality and expense risks,
and certain administration expenses, we deduct from each
Sub-Account a fee each Valuation Period at an annual rate
of 1.65%. A portion of this Asset Fee may also be used to
reimburse us for distribution expenses. This fee is
reflected in the Net Investment Factor used to determine
the value of Accumulation Units and Annuity Units of the
Contract.
ANNUAL We reserve the right to impose a $30 Annual Administration
ADMINISTRATION FEE Fee on each Contract Anniversary prior to the Maturity
Date any time the Contract Value is less than $10,000 as a
result of a partial withdrawal. The Annual Administration
Fee will be withdrawn from each Investment Option in the
same proportion that the value of the Investment Accounts
of each Investment Option bears to the Contract Value. If
the Contract Value is totally withdrawn on any date other
than the Contract Anniversary, we will deduct the full
amount of the $30 Annual Administration Fee from the amount
paid.
TAXES We reserve the right to charge certain taxes against your
Payments (either at the time of payment or liquidation),
Contract Value, payment of Death Benefits or annuity
payments, as appropriate. Such taxes may include any
premium taxes or other taxes levied by any government
entity which we, in our sole discretion, determine have
resulted from the establishment or maintenance of the
Variable Account, or from the receipt by us of Payments, or
from the issuance of this Contract, or from the
commencement or continuance of annuity payments under this
Contract.
PART 12 LOAN PROVISION (CERTAIN QUALIFIED CONTRACTS ONLY)
- --------------------------------------------------------------------------------
GENERAL This loan provision applies only to certain Qualified
Contracts. All provisions and terms of a loan are included
in the Qualified Plan Endorsement, if attached.
PART 13 PAYMENT OF CONTRACT BENEFITS
- --------------------------------------------------------------------------------
GENERAL Benefits payable under this Contract may be applied in
accordance with one or more of the Annuity Options
described below, subject to any restrictions of Internal
Revenue Code section 72(s).
ALTERNATE ANNUITY Instead of settlement in accordance with the Annuity
OPTIONS Options described below, you may choose an alternate form
of settlement acceptable to us.
DESCRIPTION OF Option 1: Life Annuity
ANNUITY OPTIONS
(a) Life Non-Refund. We will make payments during the
lifetime of the Annuitant. No payments are due after
the death of the Annuitant.
(b) Life 10-Year Certain. We will make payments for 10
years and after that during the lifetime of the
Annuitant. No payments are due after the death of
the Annuitant or, if later, the end of the 10-year
period certain.
Option 2: Joint and Survivor Life Annuity
12
VISION.002
<PAGE> 15
The second Annuitant named shall be referred to as the
Co-Annuitant.
(a) Joint and Survivor Non-Refund. We will make payments
during the joint lifetime of the Annuitant and
Co-Annuitant. Payments will then continue during the
remaining lifetime of the survivor. No payments are
due after the death of the last survivor of the
Annuitant and Co-Annuitant.
(b) Joint and Survivor with 10-Year Certain. We will
make payments for 10 years and after that during the
joint lifetime of the Annuitant and Co-Annuitant.
Payments will then continue during the remaining
lifetime of the survivor. No payments are due after
the death of the survivor of the Annuitant and
Co-Annuitant or, if later, the end of the 10-year
period certain.
ANNUITY PAYMENT The annuity payment rates on the attached tables show, for
RATES each $1,000 applied, the dollar amount of both (a) the
first monthly variable annuity payment based on the assumed
interest rate of 3% and (b) the monthly fixed annuity
payment, when this payment is based on the minimum
guaranteed interest rate of 3% per year. The annuity
payment rates for payments made on a less frequent basis
(quarterly, semiannual or annual) will be quoted by us upon
request.
The annuity payment rates are based on interest at the rate
of 3% per annum and the 1983 Table A projected at Scale G,
assuming births in year 1942. The amount of each annuity
payment will depend upon the sex and adjusted age of the
Annuitant, the Co-Annuitant, if any, or other payee. The
actual age is determined based on the actual age nearest
birthday at the time the first monthly anunuity payment is
due. The adjusted age is determined by adjusting the actual
age in accordance with the following table:
<TABLE>
<CAPTION>
Calendar Year of Birth Adjustment to Actual Age
---------------------- ------------------------
<S> <C>
1899 - 1905 +6
1906 - 1911 +5
1912 - 1918 +4
1919 - 1925 +3
1926 - 1932 +2
1933 - 1938 +1
1939 - 1945 +0
1946 - 1951 -1
1952 - 1958 -2
1959 - 1965 -3
1966 - 1972 -4
1973 - 1979 -5
1980 - 1986 -6
1987+ -7
</TABLE>
The dollar amount of annuity payment for any age or
combination of ages not shown following or for any other
form of Annuity Option agreed to by us will be quoted on
request.
13
VISION.002
<PAGE> 16
AMOUNT OF FIRST MONTHLY PAYMENT
PER $1000 OF CONTRACT VALUE
OPTION 1: LIFE ANNUITY
<TABLE>
<CAPTION>
Option 1(A): Non-Refund Option 1(B): 10-Year Certain
- --------------------------------- -----------------------------------
Adjusted Age Adjusted Age
of Annuitant Male Female of Annuitant Male Female
- --------------------------------- -----------------------------------
<S> <C> <C> <C> <C> <C>
55 4.23 3.83 55 4.19 3.82
60 4.64 4.15 60 4.57 4.12
65 5.20 4.57 65 5.05 4.51
70 5.94 5.13 70 5.65 5.02
75 6.91 5.91 75 6.35 5.67
80 8.21 6.98 80 7.13 6.45
85 9.94 8.47 85 7.90 7.29
<CAPTION>
OPTION 2: JOINT AND SURVIVOR LIFE ANNUITY
Option 2(A): Non-Refund
Age of Co-Annuitant
- ----------- ----------------------------------------------------------------
Adjusted
Age of Male 10 Years 5 Years Same 5 Years 10 Years
Annuitant Younger Younger Age Older Older
- ----------- ----------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
55 3.24 3.38 3.53 3.69 3.83
60 3.40 3.58 3.78 3.98 4.16
65 3.61 3.85 4.10 4.36 4.61
70 3.88 4.19 4.53 4.88 5.20
75 4.23 4.64 5.10 5.57 6.00
80 4.70 5.26 5.88 6.51 7.06
85 5.34 6.09 6.94 7.76 8.43
<CAPTION>
Option 2(B): 10 Year Certain
Age of Co-Annuitant
- ----------- ----------------------------------------------------------------
Adjusted
Age of Male 10 Years 5 Years Same 5 Years 10 Years
Annuitant Younger Younger Age Older Older
- ----------- ----------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
55 3.24 3.38 3.53 3.69 3.83
60 3.40 3.58 3.78 3.98 4.16
65 3.61 3.85 4.10 4.36 4.59
70 3.88 4.18 4.52 4.86 5.16
75 4.23 4.63 5.07 5.50 5.86
80 4.68 5.21 5.78 6.30 6.69
85 5.27 5.95 6.62 7.18 7.56
- --------------------------------------------------------------------------------
</TABLE>
Monthly installments for ages not shown will be furnished on request
14
VISION.002
<PAGE> 17
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<PAGE> 18
- --------------------------------------------------------------------------------
THE MANUFACTURERS LIFE INSURANCE [MANULIFE LOGO]
COMPANY OF NEW YORK MANULIFE FINANCIAL
- --------------------------------------------------------------------------------
<PAGE> 1
ERISA TAX-SHELTERED ANNUITY ENDORSEMENT
Notwithstanding any provision contained therein to the contrary, the Contract to
which this Endorsement is attached is amended as follows:
OWNER AND ANNUITANT
1. The Owner must be either an organization described in IRC Section
403(b)(1)(A) or an Employee of such an organization. If the Owner is an
organization described in IRC Section 403(b)(1)(A), the term "Employee"
as used in this Endorsement shall mean the individual Employee for
whose benefit the organization has established an annuity plan under
IRC Section 403(b). Such Employee shall be the Annuitant. If the Owner
is an Employee of an organization described in IRC Section
403(b)(1)(A), the Annuitant must be the same Employee.
If this Contract is used as a funding mechanism for a rollover under
IRC Sections 403(b) or 408(d)(3), the Owner must be one individual,
that same individual must be the Annuitant, and the term "Employee"
shall mean that individual.
The Annuitant cannot be changed. Prior to the Maturity Date, the
Co-Annuitant can be changed, but such change shall not require any
distributions to be made under the Contract.
NONTRANSFERABLE
2. The interest of the Employee in this Contract is non-transferable
within the meaning of IRC Section 401(g) and applicable regulations and
is nonforfeitable. In particular, the Contract may not be sold,
assigned, discounted, or pledged as collateral for a loan or as
security for the performance of any obligation or for any other
purpose, to any person other than Us.
PAYMENTS
3. Payments must be made by an organization described in IRC Section
403(b)(1)(A), except in the case of rollover contributions under IRC
Sections 403(b)(8) and 408(d)(3). The Employee must be an Employee of
such organization.
Payments made pursuant to a salary reduction agreement shall be limited
to the extent provided in IRC Section 402(g). Payments shall not exceed
the amount allowed by IRC Section 415.
REQUIRED BEGINNING DATE
4. The Employee's entire interest in this Contract shall be distributed as
required under IRC Section 403(b)(10) and applicable regulations.
Except as otherwise provided by law, for years beginning after December
31, 1996, the term "required beginning date" means April 1 of the
calendar year following the later of (1) the calendar year in which the
Employee attains age 70 1/2, or (2) the calendar year in which the
Employee retires. However, to the extent required by law, the required
beginning date means April 1 of the calendar year following the
calendar year in which the Employee attains age 70 1/2 for an Employee
who:
(a) is a 5-percent owner (as defined in IRC Section 416) of the
organization described in Section 1 of this Endorsement with
respect to the plan year ending in the calendar year in which
the Employee attains age 70 1/2; and
(b) is not in a governmental plan or a church plan (as defined in
IRC Section 401(a)(9)(C)).
1
ENDORSEMENT.018
<PAGE> 2
DISTRIBUTIONS DURING EMPLOYEE'S LIFE
5. The Employee's entire interest shall be distributed no later than the
required beginning date, or shall be distributed, beginning no later
than the required beginning date, over (a) the life of the Employee or
the joint lives of the Employee and an individual who is his or her
designated beneficiary (within the meaning of IRC Section 401(a)(9)),
or (b) a period not extending beyond the life expectancy of the
Employee, or the joint life and last survivor expectancy of the
Employee and the designated beneficiary.
If the Employee's interest is to be distributed over a period greater
than one year, then the amount to be distributed by December 31 of each
year (including the year in which the required beginning date occurs)
shall be made in accordance with the requirements of IRC Section
401(a)(9), including the incidental death benefit requirements of IRC
Section 401(a)(9)(G), and the regulations thereunder, including the
minimum distribution incidental benefit requirement of Proposed
Treasury Regulation Section 1.401(a)(9)-2.
DEATH BENEFIT
6. If, in the event of the Employee's death prior to the Maturity Date,
the Death Benefit is not paid to the employer plan, it shall be paid to
(1) the surviving spouse of the Employee in the form required by
section 205 of the Employee Retirement Income Security Act of 1974
(ERISA), unless the spouse elects otherwise in accordance with the
requirements of such section 205 or applicable regulations; or (2) if
there is no surviving spouse, or if the surviving spouse has consented
in the manner required by section 205 of ERISA, or if the applicable
regulations otherwise permit, to the Beneficiary under the Contract.
In the "Death Benefit Before Maturity Date" section of part 4 of the
Contract, the first sentence of the paragraph "Death of Annuitant" is
deleted, and the second sentence is modified to read as follows: "If
any Owner is not an individual, the death of the Annuitant (but not of
the Co-Annuitant) is treated as the death of an Owner."
DISTRIBUTIONS AFTER EMPLOYEE'S DEATH
7. If an Employee dies on or after the required beginning date (or if
distributions have begun before the required beginning date as
irrevocable annuity payments), the remaining portion of the Employee's
interest (if any) shall be distributed at least as rapidly as under the
method of distribution in effect as of the Employee's death.
If the Employee dies before the required beginning date and an
irrevocable annuity distribution has not begun, the entire interest
shall be distributed by December 31 of the calendar year containing the
fifth anniversary of the Employee's death, except that
(a) if the interest is payable to an individual who is
the Employee's designated beneficiary, the designated
beneficiary may elect to receive the entire interest over the
life of the designated beneficiary or over a period not
extending beyond the life expectancy of the designated
beneficiary, commencing on or before December 31 of the
calendar year immediately following the calendar year in which
the Employee died; or
(b) if the designated beneficiary is the Employee's
surviving spouse, the surviving spouse may elect to receive
the entire interest over the life of the surviving spouse or
over a period not extending beyond the life expectancy of the
surviving spouse, commencing at any date prior to the later of
(i) December 31 of the calendar year immediately
following the calendar year in which the Employee
died, and
(ii) December 31 of the calendar year in which
the Employee would have attained age 70 1/2.
If the surviving spouse dies before distributions
begin, the limitations of this section shall be
applied as if the surviving spouse were the Employee.
An irrevocable election of the method of distribution
by a designated beneficiary who is the surviving
spouse must be made no later than the earlier of
December 31 of the calendar year containing the fifth
anniversary of the Employee's death or the date
distributions are required to begin
2
ENDORSEMENT.018
<PAGE> 3
pursuant to this provision (b). If no election is
made, the entire interest will be distributed in
accordance with the method of distribution in this
provision (b).
An irrevocable election of the method of distribution by a
designated beneficiary who is not the surviving spouse must be
made within one year of the Employee's death. If no election
is made, the entire interest will be distributed by December
31 of the calendar year containing the fifth anniversary of
the Employee's death.
In the "Death of Owner" section of the "Death Benefit Before Maturity
Date" part of the Contract, the distribution requirements of provisions
"(d)" and "(e)" are deleted. If, after the Employee's death, the
designated beneficiary dies before the Maturity Date, no Death Benefit
is payable.
LIFE EXPECTANCY CALCULATIONS
8. Life expectancy is computed by use of the expected return multiples in
Tables V and VI of Section 1.72-9 of the Income Tax Regulations.
If benefits under the Contract are payable in accordance with an
Annuity Option provided under the Contract, life expectancy shall not
be recalculated. If benefits are payable under an alternate form
acceptable to Us, life expectancies shall not be recalculated unless
annual recalculations are elected at the time distributions are
required to begin (a) by the Employee, or (b) for purposes of
distributions beginning after the Employee's death, by the surviving
spouse. Such an election shall be irrevocable as to the Employee or the
surviving spouse, and shall apply to all subsequent years. Where life
expectancy is not recalculated, benefit payments may cease before the
death of the individual whose life expectancy is used to determine
benefit payments (since such individual may live longer than his or her
life expectancy, determined at the time benefit payments are
calculated).
The life expectancy of a non-spouse designated beneficiary (a) may not
be recalculated, and (b) shall be calculated using the attained age of
such designated beneficiary during the calendar year in which
distributions are required to begin pursuant to this Endorsement.
Payments for any subsequent calendar year shall be calculated based on
such life expectancy reduced by one for each calendar year which has
elapsed since the calendar year life in which expectancy was first
calculated.
ANNUITY OPTIONS
9. Except to the extent Treasury regulations allow us to offer different
Annuity Options that are agreed to by Us, only Annuity Options 1 and 2
shall be available to an Employee. All Annuity Options must meet the
requirements of IRC Section 403(b)(10), including the requirement that
payments to persons other than Employees are incidental.
Annuity Option 1(b) is not available for an Employee whose life
expectancy is less than 10 years. Under Annuity Options 2(a) and 2(b),
the designated Co-Annuitant must be the Employee's spouse. Annuity
Option 2(b) is not available for an Employee and his or her spouse
where the life expectancy of the Employee and such spouse is less than
10 years.
Except as hereinafter provided, only Annuity Option 2(a) is available
to a married Employee. A married Employee may elect another Annuity
Option, provided his or her spouse consents in accordance with the
requirements of section 205 of ERISA (and applicable regulations), or
provided such election is otherwise permitted under such applicable
regulations. An unmarried Employee will be deemed to have elected
annuity Option 1(a) unless he or she makes a different election in the
manner required under section 205 of ERISA (and applicable
regulations).
ELECTIONS AND CONSENTS
10. Elections and consents required by ERISA may be revoked in the form,
time, and manner prescribed in section 205 of ERISA (and applicable
regulations). All elections and consents required by ERISA shall adhere
to the requirements of the applicable regulations interpreting section
205 of ERISA (or any other applicable law), including the requirements
as to the timing of any elections or consents.
If a withdrawal is permitted by the employer's plan, no withdrawal,
partial or total, may be made without consent of the Employee and the
Employee's spouse in the manner required by section 205 of ERISA (and
applicable
3
ENDORSEMENT.018
<PAGE> 4
regulations), except to the extent that such consent is not required
under such applicable regulations. Any withdrawal made must be made in
the form required under section 205 of ERISA (and applicable
regulations), unless the Employee (and spouse, if applicable) makes an
election in the form and manner permitted under such regulations, to
receive the benefit in another form.
WITHDRAWAL OF SALARY REDUCTION CONTRIBUTIONS
11. Withdrawals and other distributions attributable to contributions made
pursuant to a salary reduction agreement after December 31, 1988, and
the earnings on such contributions and on amounts held as of December
31, 1988, shall not be paid unless the Employee has reached age 59 1/2,
separated from service, died, become disabled or incurred a hardship as
determined by the organization described in Section 3 of this
Endorsement; provided, that amounts permitted to be distributed in the
event of hardship shall be limited to actual salary deferral
contributions (excluding earnings thereon); and provided further that
amounts may be distributed pursuant to a qualified domestic relations
order to the extent permitted by IRC Section 414(p). Within the meaning
of IRC Section 72(m)(7), disability means the inability to engage in
any substantial gainful activity by reason of any medically
determinable physical or mental impairment which can be expected to
result in death or to be of long-continued and indefinite duration. The
permanence and degree of such impairment shall be supported by medical
evidence.
WITHDRAWAL OF CUSTODIAL ACCOUNT CONTRIBUTIONS
12. Payments made by a nontaxable transfer from a custodial account
qualifying under IRC Section 403(b)(7), and earnings of such amounts,
shall not be paid or made available before the Employee dies, attains
age 59 1/2, separates from service, becomes disabled or in the case of
such amounts attributable to contributions made under the custodial
account pursuant to a salary reduction agreement, encounters financial
hardship; provided, that such amounts permitted to be paid or made
available in the event of financial hardship shall be limited to
amounts attributable to actual salary deferral contributions made under
the custodial account (excluding earnings thereon); and provided
further that amounts may be distributed pursuant to a qualified
domestic relations order to the extent permitted by IRC Section 414(p).
Within the meaning of IRC Section 72(m)(7), disability means the
inability to engage in any substantial gainful activity by reason of
any medically determinable physical or mental impairment which can be
expected to result in death or to be of long-continued and indefinite
duration. The permanence and degree of such impairment shall be
supported by medical evidence.
MATURITY VALUE
13. If the Employee's Contract Value is greater than $3,500, as determined
on the first day of the month preceding the Maturity Date, in
accordance with section 205 of ERISA (and applicable regulations), we
will not exercise our right to pay the Contract Value to an Employee on
the Maturity Date in one lump sum in lieu of annuity benefits.
DIRECT ROLLOVERS
14. This Section 14 applies to distributions made on or after January 1,
1993. A distributee may elect, at the time and in the manner prescribed
by Us, to have any portion of an eligible rollover distribution paid
directly to an eligible retirement plan specified by the distributee in
a direct rollover.
An eligible rollover distribution is any distribution of all or any
portion of the balance to the credit of the distributee, except that an
eligible rollover distribution does not include (1) any distribution
that is one of a series of substantially equal periodic payments (not
less frequently than annually) made for the life (or life expectancy)
of the distributee or the joint lives (or joint life expectancies) of
the distributee and the distributee's designated beneficiary, or for a
specified period of ten years or more; (2) any distribution to the
extent such distribution is required under IRC Section 401(a)(9); and
(3) the portion of any distribution that is not includible in gross
income (determined without regard to the exclusion for net unrealized
appreciation with respect to employer securities).
An eligible retirement plan is an annuity described in IRC Section
403(b), an individual retirement account described in IRC Section
408(a), or an individual retirement annuity described in IRC Section
408(b), that accepts the distributee's eligible rollover distribution.
However, in the case of an eligible rollover distribution to the
surviving spouse, an eligible retirement plan is an individual
retirement account or individual retirement annuity.
4
ENDORSEMENT.018
<PAGE> 5
A distributee includes an Employee or former Employee. In addition, the
Employee's or former Employee's surviving spouse and the Employee's or
former Employee's spouse or former spouse who is the alternative payee
under a qualified domestic relations order, as defined in IRC Section
414(p), are distributees with regard to the interest of the spouse or
former spouse.
A direct rollover is a payment by the plan administrator or Us to the
eligible retirement plan specified by the distributee.
IRC SECTION 72(S)
15. All references in the Contract to IRC Section 72(s) are deleted.
This endorsement may be amended by the Company as necessary to comply with any
changes in the Internal Revenue Code or other applicable law in order to
maintain the tax qualification of the contract. Any such amendment would be
subject to the New York Insurance Department's prior approval.
Endorsed on the Date of Issue of this Contract.
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
/s/ J.M. Scott
- ------------------------------
President
5
ENDORSEMENT.018
<PAGE> 6
TAX-SHELTERED ANNUITY ENDORSEMENT
Notwithstanding any provision contained therein to the contrary, the Contract to
which this Endorsement is attached is amended as follows:
OWNER AND ANNUITANT
1. The Owner must be either an organization described in IRC Section
403(b)(1)(A) or an Employee of such an organization. If the Owner is an
organization described in IRC Section 403(b)(1)(A), the term "Employee"
as used in this Endorsement shall mean the individual Employee for
whose benefit the organization has established an annuity plan under
IRC Section 403(b). Such Employee shall be the Annuitant. If the Owner
is an Employee of an organization described in IRC Section
403(b)(1)(A), the Annuitant must be the same Employee.
If this Contract is used as a funding mechanism for a rollover under
IRC Sections 403(b) or 408(d)(3), the Owner must be one individual,
that same individual must be the Annuitant, and the term "Employee"
shall mean that individual.
The Annuitant cannot be changed. Prior to the Maturity Date, the
Co-Annuitant can be changed, but such change shall not require any
distributions to be made under the Contract. In the "Death Benefit
Before Maturity Date" section of part 4 of the Contract, the first
sentence of the paragraph "Death of Annuitant" is deleted, and the
second sentence is modified to read as follows: "If any Owner is not an
individual, the death of the Annuitant (but not of the Co-Annuitant) is
treated as the death of an Owner."
NONTRANSFERABLE
2. The interest of the Employee in this Contract is non-transferable
within the meaning of IRC Section 401(g) and applicable regulations and
is nonforfeitable. In particular, the Contract may not be sold,
assigned, discounted, or pledged as collateral for a loan or as
security for the performance of any obligation or for any other
purpose, to any person other than Us.
PAYMENTS
3. Payments must be made by an organization described in IRC Section
403(b)(1)(A), except in the case of rollover contributions under IRC
Sections 403(b)(8) and 408(d)(3). The Employee must be an Employee of
such organization. Payments made pursuant to a salary reduction
agreement shall be limited to the extent provided in IRC Section
402(g). Payments shall not exceed the amount allowed by IRC Section
415.
REQUIRED BEGINNING DATE
4. The Employee's entire interest in this Contract shall be distributed as
required under IRC Section 403(b)(10) and applicable regulations.
Except as otherwise provided by law, for years beginning after
December 31, 1996, the term "required beginning date" means
April 1 of the calendar year following the later of (1) the
calendar year in which the Employee attains age 70 1/2, or (2)
the calendar year in which the Employee retires. However, to
the extent required by law, the required beginning date means
April 1 of the calendar year following the calendar year in
which the Employee attains age 70 1/2 for an Employee who:
(a) is a 5-percent owner (as defined in IRC Section 416) of the
organization described in Section 1 of this Endorsement with
respect to the plan year ending in the calendar year in which
the Employee attains age 70 1/2; and
(b) is not in a governmental plan or a church plan (as defined in
IRC Section 401(a)(9)(C)).
DISTRIBUTIONS DURING EMPLOYEE'S LIFE
1
ENDORSEMENT.019
<PAGE> 7
5. The Employee's entire interest shall be distributed no later than the
required beginning date, or shall be distributed, beginning no later
than the required beginning date, over (a) the life of the Employee or
the joint lives of the Employee and an individual who is his or her
designated beneficiary (within the meaning of IRC Section 401(a)(9)),
or (b) a period not extending beyond the life expectancy of the
Employee, or the joint life and last survivor expectancy of the
Employee and the designated beneficiary.
If the Employee's interest is to be distributed over a period greater
than one year, then the amount to be distributed by December 31 of each
year (including the year in which the required beginning date occurs)
shall be made in accordance with the requirements of IRC Section
401(a)(9), including the incidental death benefit requirements of IRC
Section 401(a)(9)(G), and the regulations thereunder, including the
minimum distribution incidental benefit requirement of Proposed
Treasury Regulation Section 1.401(a)(9)-2.
DISTRIBUTIONS AFTER EMPLOYEE'S DEATH
6. If an Employee dies on or after the required beginning date (or if
distributions have begun before the required beginning date as
irrevocable annuity payments), the remaining portion of the Employee's
interest (if any) shall be distributed at least as rapidly as under the
method of distribution in effect as of the Employee's death.
If the Employee dies before the required beginning date and an
irrevocable annuity distribution has not begun, the entire interest
shall be distributed by December 31 of the calendar year containing the
fifth anniversary of the Employee's death, except that
(a) if the interest is payable to an individual who is
the Employee's designated beneficiary, the designated
beneficiary may elect to receive the entire interest over the
life of the designated beneficiary or over a period not
extending beyond the life expectancy of the designated
beneficiary, commencing on or before December 31 of the
calendar year immediately following the calendar year in which
the Employee died; or
(b) if the designated beneficiary is the Employee's
surviving spouse, the surviving spouse may elect to receive
the entire interest over the life of the surviving spouse or
over a period not extending beyond the life expectancy of the
surviving spouse, commencing at any date prior to the later of
(i) December 31 of the calendar year immediately
following the calendar year in which the Employee
died, and
(ii) December 31 of the calendar year in which
the Employee would have attained age 70 1/2.
If the surviving spouse dies before distributions
begin, the limitations of this section shall be
applied as if the surviving spouse were the Employee.
An irrevocable election of the method of distribution
by a designated beneficiary who is the surviving
spouse must be made no later than the earlier of
December 31 of the calendar year containing the fifth
anniversary of the Employee's death or the date
distributions are required to begin pursuant to this
provision (b). If no election is made, the entire
interest will be distributed in accordance with the
method of distribution in this provision (b).
An irrevocable election of the method of distribution by a
designated beneficiary who is not the surviving spouse must be
made within one year of the Employee's death. If no election
is made, the entire interest will be distributed by December
31 of the calendar year containing the fifth anniversary of
the Employee's death.
In the "Death of Owner" section of the "Death Benefit Before Maturity
Date" part of the Contract, the distribution requirements of provisions
"(d)" and "(e)" are deleted. If, after the Employee's death, the
designated beneficiary dies before the Maturity Date, no Death Benefit
is payable.
LIFE EXPECTANCY CALCULATIONS
2
ENDORSEMENT.019
<PAGE> 8
7. Life expectancy is computed by use of the expected return multiples in
Tables V and VI of Section 1.72-9 of the Income Tax Regulations.
If benefits under the Contract are payable in accordance with an
Annuity Option provided under the Contract, life expectancy shall not
be recalculated. If benefits are payable under an alternate form
acceptable to Us, life expectancies shall not be recalculated unless
annual recalculations are elected at the time distributions are
required to begin (a) by the Employee, or (b) for purposes of
distributions beginning after the Employee's death, by the surviving
spouse. Such an election shall be irrevocable as to the Employee or the
surviving spouse, and shall apply to all subsequent years. Where life
expectancy is not recalculated, benefit payments may cease before the
death of the individual whose life expectancy is used to determine
benefit payments (since such individual may live longer than his or her
life expectancy, determined at the time benefit payments are
calculated).
The life expectancy of a non-spouse designated beneficiary (a) may not
be recalculated, and (b) shall be calculated using the attained age of
such designated beneficiary during the calendar year in which
distributions are required to begin pursuant to this Endorsement.
Payments for any subsequent calendar year shall be calculated based on
such life expectancy reduced by one for each calendar year which has
elapsed since the calendar year life in which expectancy was first
calculated.
ANNUITY OPTIONS
8. Except to the extent Treasury regulations allow us to offer different
Annuity Options that are agreed to by Us, only Annuity Options 1 and 2
shall be available to an Employee. All Annuity Options must meet the
requirements of IRC Section 403(b)(10), including the requirement that
payments to persons other than Employees are incidental.
Annuity Option 1(b) is not available for an Employee whose life
expectancy is less than 10 years. Under Annuity Options 2(a) and 2(b),
the designated Co-Annuitant must be the Employee's spouse. Annuity
Option 2(b) is not available for an Employee and his or her spouse
where the life expectancy of the Employee and such spouse is less than
10 years.
WITHDRAWAL OF SALARY REDUCTION CONTRIBUTIONS
9. Withdrawals and other distributions attributable to contributions made
pursuant to a salary reduction agreement after December 31, 1988, and
the earnings on such contributions and on amounts held as of December
31, 1988, shall not be paid unless the Employee has reached age 59 1/2,
separated from service, died, become disabled or incurred a hardship as
determined by the organization described in Section 3 of this
Endorsement; provided, that amounts permitted to be distributed in the
event of hardship shall be limited to actual salary deferral
contributions (excluding earnings thereon); and provided further that
amounts may be distributed pursuant to a qualified domestic relations
order to the extent permitted by IRC Section 414(p). Within the meaning
of IRC Section 72(m)(7)), disibility means the inability to engage in
any substantial gainful activity by reason of any medically
determinable phsyical or mental impairment which can be expected to
result in death or to be of long-contintued and indefinite duration.
The permanence and degree of such impairment shall be supported by
medical evidence.
WITHDRAWAL OF CUSTODIAL ACCOUNT CONTRIBUTIONS
10. Payments made by a nontaxable transfer from a custodial account
qualifying under IRC Section 403(b)(7), and earnings of such amounts,
shall not be paid or made available before the Employee dies, attains
age 59 1/2, separates from service, becomes disabled (within the
meaning of IRC Section 72(m)(7)) or in the case of such amounts
attributable to contributions made under the custodial account pursuant
to a salary reduction agreement, encounters financial hardship;
provided, that such amounts permitted to be paid or made available in
the event of financial hardship shall be limited to amounts
attributable to actual salary deferral contributions made under the
custodial account (excluding earnings thereon); and provided further
that amounts may be distributed pursuant to a qualified domestic
relations order to the extent permitted by IRC Section 414(p). Within
the meaning of IRC Section 72(m)(7)), disibility means the inability to
engage in any substantial gainful activity by reason of any medically
determinable phsyical or mental impairment which can be expected to
result
3
ENDORSEMENT.019
<PAGE> 9
in death or to be of long-contintued and indefinite duration. The
permanence and degree of such impairment shall be supported by medical
evidence.
LOANS
11. While this Contract is in force, an Employee may borrow using his or
her interest in this Contract as the sole security for the loan. We
will usually make a loan within seven days after We receive the
request, subject to suspension of payment as set forth in part 10 of
the Contract.
The maximum loan value is 80% of the Contract Value for an Employee. An
Employee may borrow an amount up to the lesser of:
a. the maximum loan value less any existing Debt, or
b. An amount which, when added to any existing Debt, does not
exceed the lesser of:
i. $50,000 (reduced by any excess of the highest
outstanding Debt during the one year period ending on
the day before the date on which the current loan is
made, over the outstanding Debt on the date the
current loan is made), or
ii. $10,000 or, if greater, one-half of the Contract
Value.
An Employee's investment in each Investment Account will be reduced by
the amount withdrawn from that Investment Account in connection with
the loan and such amount will be transferred to the Loan Account.
Unless requested otherwise, We will withdraw the amount of the loan
from each Investment Account in the same manner as partial withdrawals.
If We withdraw part of the loan from an Employee's fixed Investment
Account, a Market Value Charge may be applied. On each Contract
Anniversary, the excess of the Debt over the amount in the Loan Account
will be transferred from the Investment Accounts to the Loan Account.
Any amounts in the Loan Account will earn interest at 4% per annum.
Since the amount of a loan is removed from the Investment Accounts, a
loan will have a permanent effect on the Contract Value. The longer the
loan is outstanding, the greater the effect is likely to be.
The loan interest rate will be 6% per annum. Interest will be payable
in arrears on each Contract Anniversary. Any interest not paid when due
will be added to the Debt and bear Interest in the same manner.
An Employee may repay any Debt in whole or in part while the Contract
is in force. An amount equal to the amount of the loan repayment will
be transferred from the Loan Account to the Investment Accounts in the
same proportion as Purchase Payments are currently allocated, unless
the Employee requests otherwise. Loans must be repaid within 5 years,
except for loans to acquire a principal residence for the Employee.
Repayment must be in level amounts made at least quarterly.
If, on any date, the Debt exceeds the Contract Value, then the Contract
will be in default. In such case We will send the Employee a notice of
default and tell him what payment is needed to cure the default. The
Employee will have a 31-day grace period from the date of mailing of
such notice during which to pay the default amount. If the required
payment is not paid within the grace period, the Contract may be
foreclosed (terminate without value).
DIRECT ROLLOVERS
12. This Section 12 applies to distributions made on or after January 1,
1993. A distributee may elect, at the time and in the manner prescribed
by Us, to have any portion of an eligible rollover distribution paid
directly to an eligible retirement plan specified by the distributee in
a direct rollover.
An eligible rollover distribution is any distribution of all or any
portion of the balance to the credit of the distributee, except that
an eligible rollover distribution does not include (1) any distribution
that is one of a series of substantially equal periodic payments (not
less frequently than annually) made for the life (or life expectancy)
of the distributee or the joint lives (or joint life expectancies) of
the distributee and the distributee's designated
4
ENDORSEMENT.019
<PAGE> 10
beneficiary, or for a specified period of ten years or more; (2) any
distribution to the extent such distribution is required under IRC
Section 401(a)(9); and (3) the portion of any distribution that is not
includible in gross income (determined without regard to the exclusion
for net unrealized appreciation with respect to employer securities).
An eligible retirement plan is an annuity described in IRC Section
403(b), an individual retirement account described in IRC Section
408(a), or an individual retirement annuity described in IRC Section
408(b), that accepts the distributee's eligible rollover distribution.
However, in the case of an eligible rollover distribution to the
surviving spouse, an eligible retirement plan is an individual
retirement account or individual retirement annuity.
A distributee includes an Employee or former Employee. In addition, the
Employee's or former Employee's surviving spouse and the Employee's or
former Employee's spouse or former spouse who is the alternative payee
under a qualified domestic relations order, as defined in IRC Section
414(p), are distributees with regard to the interest of the spouse or
former spouse.
A direct rollover is a payment by the plan administrator or Us to the
eligible retirement plan specified by the distributee.
IRC SECTION 72(S)
13. All references in the Contract to IRC Section 72(s) are deleted.
This endorsement may be amended by the Company as necessary to comply with any
changes in the Internal Revenue Code or other applicable law in order to
maintain the tax qualification of the Contract. Any such amendment would be
subject to the New York Insurance Department's prior approval.
Endorsed on the Date of Issue of this Contract.
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
/s/ J.M. Scott
- ------------------------------
President
5
ENDORSEMENT.019
<PAGE> 11
QUALIFIED PLAN ENDORSEMENT SECTION 401 PLANS
Notwithstanding any provision contained therein to the contrary, the Contract to
which this Endorsement is attached is amended as follows:
OWNER AND ANNUITANT
1. The Owner of the Contract must be either a trustee of a qualified
retirement plan under IRC Sections 401(a) or 403(a) or an employee
covered by such a plan. If the Owner is a trustee, the term
"Participant" as used in this Endorsement shall mean the individual
employee for whose benefit the employer has established the plan. If
the Owner is an employee, the term "Participant" shall mean the
employee.
In all cases, the Annuitant shall be the Participant and the Annuitant
cannot be changed. Prior to the Maturity Date, the Co-Annuitant can be
changed, but such change shall not require any distributions under the
Contract.
NONTRANSFERABLE
2. Ownership of this Contract may not be transferred except: (1) to the
Participant; (2) to a trustee or successor trustee of a retirement plan
qualified under IRC Sections 401(a) or 403(a); or (3) as otherwise
permitted by applicable regulations of the Internal Revenue Service.
If the Contract is transferred to the Participant, the Participant
becomes the Owner of the Contract and thereafter may not assign, sell,
transfer, or discount the Contract, or pledge it as collateral for a
loan or as security for the performance of an obligation or for any
other purpose, other than to Us.
REQUIRED BEGINNING DATE
3. The Participant's entire interest in the Contract shall be distributed
as required by IRC Section 401(a)(9), and the regulations thereunder,
including the minimum distribution incidental benefit requirement of
Prop. Treas. Reg. Section 1.401(a)(9)-2.
Except as otherwise provided by law, for years beginning after December
31, 1996, the term "required beginning date" means April 1 of the
calendar year following the later of (1) the calendar year in which the
Employee attains age 70 1/2, or (2) the calendar year in which the
Employee retires. However, to the extent required by law, the required
beginning date means April 1 of the calendar year following the
calendar year in which the Employee attains age 70 1/2 for an Employee
who:
(a) is a 5-percent owner (as defined in IRC Section 416) of the
organization described in Section 1 of this Endorsement with
respect to the plan year ending in the calendar year in which
the Employee attains age 70 1/2; and
(b) is not in a governmental plan or a church plan (as defined in
IRC Section 401(a)(9)(C)).
The requirements of Sections 3,4, and 6 of this Endorsement do not
apply with respect to a benefit to which a proper designation is in
effect under section 242(b)(2) of the Tax Equity and Fiscal
Responsibility Act of 1982.
DISTRIBUTIONS DURING PARTICIPANT'S LIFE
4. The Participant's entire interest shall be distributed no later than
the required beginning date, or shall be distributed, beginning no
later than the required beginning date over (a) the life of the
Participant or the joint lives of the Participant and an individual who
is his or her designated beneficiary (within the meaning of IRC Section
401(a)(9)), or (b) a period not extending beyond the life expectancy of
the Participant, or the joint life and last survivor expectancy of the
Participant and the designated beneficiary.
If the Participant's interest is to be distributed over a period
greater than one year, then the amount to be distributed by December 31
of each year (including the year in which the required beginning date
occurs) shall
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ENDORSEMENT.020
<PAGE> 12
be determined in accordance with the requirements of IRC Section
401(a)(9), including the incidental death benefit requirements of IRC
Section 401(a)(9)(G), and the regulations thereunder, including the
minimum distribution incidental benefit requirements of Proposed
Treasury Regulation Section 1.401(a)(9)-2.
DEATH BENEFIT
5. If, in the event of the Participant's death prior to the Maturity Date,
the Death Benefit is not paid to the trustee of a retirement plan
qualified under IRC Sections 401(a) or 403(a), it shall be paid to (1)
the surviving spouse of the Participant in the form required by IRC
Section 417(c), unless the spouse elects otherwise in accordance with
the requirements of IRC Section 417 or regulations promulgated
thereunder, or (2) if there is no surviving spouse, or if the surviving
spouse has consented in the manner required by IRC Section 417, or if
regulations promulgated by the Treasury Department under IRC Section
417 otherwise permit, to the Beneficiary under the Contract.
In the "Death Benefit Before Maturity Date" section of part 4 of the
Contract, the first sentence of the paragraph "Death of Annuitant" is
deleted, and the second sentence is modified to read as follows: "If
any Owner is not an individual, the death of the Annuitant (but not of
the Co-Annuitant) is treated as the death of an Owner."
DISTRIBUTIONS AFTER PARTICIPANT'S DEATH
6. If the Participant dies on or after the required beginning date (or if
distributions have begun before the required beginning date as
irrevocable annuity payments), the remaining portion of the
Participant's interest (if any) shall be distributed at least as
rapidly as under the method of distribution in effect as of the
Participant's death.
If the Participant dies before the required beginning date and an
irrevocable annuity distribution has not begun, the entire interest
shall be distributed by December 31 of the calendar year containing the
fifth anniversary of the Participant's death, except that
(a) if the interest is payable to an individual who is
the Participant's designated beneficiary, the designated
beneficiary may elect to receive the entire interest over the
life of the designated beneficiary or over a period not
extending beyond the life expectancy of the designated
beneficiary, commencing on or before December 31 of the
calendar year immediately following the calendar year in which
the Participant died; or
(b) if the designated beneficiary is the Participant's
surviving spouse, the surviving spouse may elect to receive
the entire interest over the life of the surviving spouse or
over a period not extending beyond the life expectancy of the
surviving spouse, commencing at any date prior to the later of
(i) December 31 of the calendar year immediately
following the calendar year in which the Participant
died, and
(ii) December 31 of the calendar year in which
the Participant would have attained age 70 1/2.
If the surviving spouse dies before distributions
begin, the limitations of this section shall be
applied as if the surviving spouse were the
Participant.
An irrevocable election of the method of distribution
by a designated beneficiary who is the surviving
spouse must be made no later than the earlier of
December 31 of the calendar year containing the fifth
anniversary of the Participant's death or the date
distributions are required to begin pursuant to this
provision (b). If no election is made, the entire
interest will be distributed in accordance with the
method of distribution in this provision (b).
An irrevocable election of the method of distribution by a
designated beneficiary who is not the surviving spouse must be
made within one year of the Participant's death. If no
election is made, the entire interest will be distributed by
December 31 of the calendar year containing the fifth
anniversary of the Participant's death.
In the "Death of Owner" section of the "Death Benefit Before Maturity
Date" part of the Contract, the
2
ENDORSEMENT.020
<PAGE> 13
distribution requirements of provisions "(d)" and "(e)" are deleted.
If, after the Participant's death, the designated beneficiary dies
before the Maturity Date, no Death Benefit is payable.
LIFE EXPECTANCY CALCULATIONS
7. Life expectancy is computed by use of the expected return multiples in
Tables V and VI of Section 1.72-9 of the Income Tax Regulations.
If benefits under the Contract are payable in accordance with an
Annuity Option provided under the Contract, life expectancy shall not
be recalculated. If benefits are payable under an alternate form
acceptable to Us, life expectancies shall not be recalculated unless
annual recalculations are elected at the time distributions are
required to begin (a) by the Participant, or (b) for purposes of
distributions beginning after the Participant's death, by the surviving
spouse. Such an election shall be irrevocable as to the Participant or
the surviving spouse, and shall apply to all subsequent years. Where
life expectancy is not recalculated, benefit payments may cease before
the death of the individual whose life expectancy is used to determine
benefit payments (since such individual may live longer than his or her
life expectancy, determined at the time benefit payments are
calculated).
The life expectancy of a non-spouse designated beneficiary (a) may not
be recalculated, and (b) shall be calculated using the attained age of
such designated beneficiary during the calendar year in which
distributions are required to begin pursuant to this Endorsement.
Payments for any subsequent calendar year shall be calculated based on
such life expectancy reduced by one for each calendar year which has
elapsed since the calendar year life in which expectancy was first
calculated.
ANNUITY OPTIONS
8. Except to the extent Treasury regulations allow us to offer different
Annuity Options that are agreed to by Us and are stated in the
employer's plan, only Annuity Options 1 and 2 shall be available to the
Participant. All Annuity Options must meet the requirements of IRC
Section 401(a)(9), including the requirement of IRC Section
401(a)(9)(G) that payments to persons other than Participants are
incidental.
Annuity Option 1(b) is not available for a Participant whose life
expectancy is less than 10 years. Under Annuity Option 2(a) and 2(b)
the designated Co-Annuitant must be the Participant's spouse. Annuity
Option 2(b) is not available for a Participant and his or her spouse
where the joint life expectancy of the Participant and such spouse is
less than 10 years.
Except as hereinafter provided, only Annuity Option 2(a) is available
to a married Participant. A married Participant may elect another
Annuity Option, provided his or her spouse consents in accordance with
the requirements of IRC Section 417 or provided such election is
otherwise permitted under Treasury Regulations. An unmarried
Participant will be deemed to have elected Annuity Option 1(a) unless
he or she makes a different election in the manner required under IRC
Section 417 (and applicable regulations).
ELECTIONS AND CONSENTS
9. Elections and consents made pursuant to this Contract may be revoked in
the form, time, and manner prescribed in IRC Section 417 (and
applicable regulations). All elections and consents required by this
Contract shall adhere to the requirements of the applicable regulations
interpreting IRC Section 417 (or any other applicable law), including
the requirements as to the timing of any elections or consents. No
amount may be paid from the Contract in a lump sum unless such payment
is allowed under both the retirement plan with regard to which the
Contract is purchased and the Internal Revenue Code and related
regulations. A Participant who is married must have the consent of his
or her spouse to withdraw all or part of the Contract Value.
MATURITY VALUE
10. If the Contract Value is greater than $3,500, as determined on the
first day of the month preceding the Maturity Date, in accordance with
the requirements of IRC Sections 411(a)(11) and 417 (and applicable
regulations), we
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ENDORSEMENT.020
<PAGE> 14
will not exercise our right to pay the Contract Value on the Maturity
Date in one lump sum in lieu of annuity benefits.
DIRECT ROLLOVERS
11. This Section 11 applies to distributions made on or after January 1,
1993. Notwithstanding any provision of the Contract to the contrary
that would otherwise limit a distributee's election under this Section
11, a distributee may elect, at the time and in the manner prescribed
by Us, to have any portion of an eligible rollover distribution paid
directly to an eligible retirement plan specified by the distributee in
a direct rollover.
An eligible rollover distribution is any distribution of all or any
portion of the balance to the credit of the distributee, except that an
eligible rollover distribution does not include: any distribution that
is one of a series of substantially equal periodic payments (not less
frequently than annually) made for the life (or life expectancy) of the
distributee or the joint lives (or joint life expectancies) of the
distributee and the distributee's designated beneficiary, or for a
specified period of ten years or more; any distribution to the extent
such distribution is required under IRC Section 401(a)(9); and the
portion of any distribution that is not includible in gross income
(determined without regard to the exclusion for net unrealized
appreciation with respect to employer securities).
An eligible retirement plan is an individual retirement account
described in IRC Section 408(a), an individual retirement annuity
described in IRC Section 408(b), an annuity plan described in IRC
Section 403(a), or a qualified trust described in IRC Section 401(a),
that accepts the distributee's eligible rollover distribution. However,
in the case of an eligible rollover distribution to the surviving
spouse, an eligible retirement plan is an individual retirement account
or individual retirement annuity.
A distributee includes a Participant. In addition, the Participant's
surviving spouse and the Participants's spouse or former spouse who is
the alternate payee under a qualified domestic relations order, as
defined in IRC Section 414(p), are distributees with regard to the
interest of the spouse or former spouse.
A direct rollover is a payment by us to the eligible retirement plan
specified by the distributee.
IRC SECTION 72(S)
12. All references in the Contract to IRC Section 72(s) are deleted from
the Contract.
This endorsement may be amended by the Company as necessary to comply with any
changes in the Internal Revenue Code or other applicable law in order to
maintain the tax qualification of the Contract. Any such amendment would be
subject to the New York Insurance Department's prior approval.
Endorsed on the Date of issue of this Contract.
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
/s/ J.M. Scott
- -----------------------------
President
4
ENDORSEMENT.020
<PAGE> 15
SIMPLE INDIVIDUAL RETIREMENT ANNUITY ENDORSEMENT
The Contract to which this Endorsement is attached is issued to fund a savings
incentive match plan for employees individual retirement annuity ("SIMPLE IRA")
under Sections 408(b) and 408(p) of the Internal Revenue Code ("IRC").
Notwithstanding any provision contained therein to the contrary, the Contract to
which this Endorsement is attached is amended as follows:
OWNER AND ANNUITANT
1. The Owner must be one individual and the Annuitant. Neither the Owner
nor the Annuitant can be changed.
NONFORFEITABLE
2. The Contract is established for the exclusive benefit of the Owner or
his or her Beneficiaries and the interest of the Owner is
nonforfeitable.
NONTRANSFERABLE
3. The Owner may not assign, sell, transfer, discount or pledge this
Contract as collateral for a loan or as security for the performance of
any obligation or for any other purpose (other than a transfer incident
to a divorce or separation instrument in accordance with IRC Section
408(d)(6)) to any person other than us.
CONTRIBUTIONS
4. No contributions may be made to this Contract other than (1) cash
contributions under a qualified salary reduction arrangement (within
the meaning of IRC Sections 408(p)(1) and (2)), including matching or
nonelective employer contributions; and (2) transfers or rollovers from
other SIMPLE retirement accounts (within the meaning of IRC Section
408(p)(1)) of the Owner.
In all events, the maximum annual Payments shall not exceed amounts
permitted by IRC Section 408(p)(2).
To the extent necessary to preserve qualification under the Internal
Revenue Code, We may refund Payments. Any refund of Payments (other
than those attributable to excess contributions) will be applied,
before the close of the calendar year following the refund, toward
future Payments or the purchase of additional benefits.
DISTRIBUTIONS DURING OWNER'S LIFE
5. The Owner's entire interest in the Contract shall be distributed as
required under IRC Section 408(b)(3) and applicable regulations. Unless
deferral is otherwise permitted under applicable regulations, the
Owner's entire interest shall be distributed no later than the
"required beginning date," or shall be distributed beginning no later
than the "required beginning date" over (a) the life of the Owner or
the joint lives of the Owner and an individual who is his or her
designated beneficiary (within the meaning of IRC Section 401(a)(9)),
or (b) a period not extending beyond the life expectancy of the Owner,
or joint life and last survivor expectancy of the Owner and the
designated beneficiary.
The "required beginning date" shall mean April 1 of the calendar year
following the calendar year in which the Owner attains age 70 1/2.
If the Owner's interest is to be distributed over a period greater than
one year, then the amount to be distributed by December 31 of each year
(including the year in which the required beginning date occurs) shall
be determined in accordance with the requirements of IRC Section
401(a)(9), including the incidental death benefit requirements of IRC
Section 401(a)(9)(G), and the regulations thereunder, including the
minimum distribution incidental benefit requirement of Proposed
Treasury Regulation Section 1.401(a)(9)-2.
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ENDORSEMENT.021
<PAGE> 16
ANNUITY OPTIONS
6. Only Annuity Options 1 and 2 shall be offered unless We consent to the
use of an additional option. Annuity Option 1(b) is not available for
an Owner whose life expectancy is less than 10 years. Under Annuity
Options 2(a) and 2(b) the designated Co-Annuitant must be the Owner's
spouse. Annuity Option 2(b) is not available for an Owner and his or
her spouse where the life expectancy of the Owner and such spouse is
less than 10 years.
DISTRIBUTIONS AFTER OWNER'S DEATH
7. If an Owner dies on or after the required beginning date after
distribution of the Owner's interest has begun (or if distributions
have begun before the required beginning date as irrevocable annuity
payments), the remaining portion of such interest (if any) shall be
distributed at least as rapidly as under the method of distribution in
effect as of the Owner's death.
If the Owner dies before the required beginning date and an irrevocable
annuity distribution has not begun, the entire interest shall be
distributed by December 31 of the calendar year containing the fifth
anniversary of the Owner's death, except that
(a) if the interest is payable to an individual who is
the Owner's designated beneficiary, the designated
beneficiary may elect to receive the entire interest
over the life of the designated beneficiary or over a
period not extending beyond the life expectancy of
the designated beneficiary, commencing on or before
December 31 of the calendar year immediately
following the calendar year in which the Owner died;
or
(b) if the designated beneficiary is the Owner's
surviving spouse, the surviving spouse may elect to
receive the entire interest over the life of the
surviving spouse or over a period not extending
beyond the life expectancy of the surviving spouse,
commencing at any date prior to the later of
(i) December 31 of the calendar year immediately
following the calendar year in which the
Owner died, and
(ii) December 31 of the calendar year in which
the Owner would have attained age 70 1/2.
If the surviving spouse dies before distributions begin, the
limitations of this section shall be applied as if the surviving spouse
were the Owner.
An irrevocable election of the method of distribution by a designated
beneficiary who is the surviving spouse must be made no later than the
earlier of December 31 of the calendar year containing the fifth
anniversary of the Owner's death or the date distributions are required
to begin pursuant to this provision (b).
If the designated beneficiary is the Owner's surviving spouse, the
spouse may irrevocably elect to treat the Contract as his or her own
individual retirement arrangement (IRA). This election will be deemed
to have been made if such surviving spouse (i) fails to elect that his
or her interest will be distributed in accordance with one of the
preceding provisions, or (ii) makes a rollover from the Contract.
An irrevocable election of the method of distribution by a designated
beneficiary who is not the surviving spouse must be made within one
year of the Owner's death, and if no election is made, the entire
interest will be distributed by December 31 of the calendar year
containing the fifth anniversary of the Owner's death.
In the "Death Benefit Before Maturity Date" section of part 4 of the
Contract, (a) the provision entitled "Death of Annuitant" is deleted;
and (b) in the "Death of Owner" provision, the distribution
requirements of provisions "(d)" and "(e)" are deleted. If, after the
Owner's death, the designated beneficiary dies before the Maturity
Date, no Death Benefit is payable.
2
ENDORSEMENT.021
<PAGE> 17
LIFE EXPECTANCY CALCULATIONS
8. Life expectancy is computed by use of the expected return multiples in
Tables V and VI of Section 1.72-9 of the Income Tax Regulations.
If benefits under the Contract are payable in accordance with an
Annuity Option provided under the Contract, life expectancy shall not
be recalculated. If benefits are payable under an alternate form
acceptable to us, life expectancies shall not be recalculated unless
annual recalculations are elected at the time distributions are
required to begin (a) by the Owner, or (b) for purposes of
distributions beginning after the Owner's death, by the surviving
spouse. Such an election shall be irrevocable as to the Owner or the
surviving spouse, and shall apply to all subsequent years.
The life expectancy of a non-spouse designated beneficiary (a) may not
be recalculated, and (b) shall be calculated using the attained age of
such designated beneficiary during the calendar year in which
distributions are required to begin pursuant to this Endorsement.
Payments for any subsequent calendar year shall be calculated based on
such life expectancy reduced by one for each calendar year which has
elapsed since the calendar year life expectancy was first calculated.
CANCELLATION FOR NONPAYMENT
9. We may cancel the Contract for nonpayment of Payments and pay you the
Contract Value (measured as of the Valuation Period during which the
cancellation occurs), less the Administration Fee (if applicable), if
(a) prior to the Maturity Date, no Payments are made for two
consecutive Contract Years; (b) the total Payments made, less any
partial withdrawals, are less than $2,000; (c) the Contract Value at
the end of such two-year period is less than $2,000; and (d) the
paid-up annuity benefit at the Maturity Date at the end of such
two-year period would be less than $20 per month.
IRC SECTION 72(S)
10. All references in the Contract to IRC Section 72(s) are deleted.
SUMMARY DESCRIPTION
11. We agree to provide the Owner's employer the summary description
described in IRC Section 408(I)(2) unless this SIMPLE IRA is a transfer
SIMPLE IRA.
Endorsed on the Date of Issue of this Contract.
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
/s/ J.M. Scott
- ----------------------------
President
3
ENDORSEMENT.021
<PAGE> 18
UNISEX BENEFITS AND PAYMENTS
ENDORSEMENTS
The Contract to which this Endorsement is attached is amended as follows:
1. The sex of the annuitant, Co-Annuitant or other payee shall have no
affect on the benefits or any payments under this Contract, Any
reference to this Contract to the sex of the Annuitant, Co-Annuitant or
other payee is deleted by this Endorsement.
Endorsed on the Date of Issue of this Contract.
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
/s/ R. Hirtle
- ------------------------------
President
ENDORSEMENT.023
<PAGE> 19
AMOUNT OF FIRST MONTHLY PAYMENT
PER $1000 OF CONTRACT VALUE
OPTION 1: LIFE ANNUITY
<TABLE>
<CAPTION>
Option 1(A): Non-Refund Option 1(B): 10-Year Certain
- ------------------------------ -----------------------------------
Adjusted Age Adjusted Age
of Annuitant Annuitant of Annuitant Annuitant
- ------------------------------ -----------------------------------
<S> <C> <C> <C>
55 4.23 55 4.19
60 4.64 60 4.57
65 5.20 65 5.05
70 5.94 70 5.65
75 6.91 75 6.35
80 8.21 80 7.13
85 9.94 85 7.90
<CAPTION>
OPTION 2: JOINT AND SURVIVOR LIFE ANNUITY
Option 2(A): Non-Refund
Age of Co-Annuitant
- --------------------------------------------------------------------------------
Adjusted
Age of 10 Years 5 Years Same 5 Years 10 Years
Annuitant Younger Younger Age Older Older
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
55 3.24 3.38 3.53 3.69 3.83
60 3.40 3.58 3.78 3.98 4.16
65 3.61 3.85 4.10 4.36 4.61
70 3.88 4.19 4.53 4.88 5.20
75 4.23 4.64 5.10 5.57 6.00
80 4.70 5.26 5.88 6.51 7.06
85 5.34 6.09 6.94 7.76 8.43
<CAPTION>
Option 2(B): 10 Year Certain
Age of Co-Annuitant
- --------------------------------------------------------------------------------
Adjusted
Age of 10 Years 5 Years Same 5 Years 10 Years
Annuitant Younger Younger Age Older Older
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
55 3.24 3.38 3.53 3.69 3.83
60 3.40 3.58 3.78 3.98 4.16
65 3.61 3.85 4.10 4.36 4.59
70 3.88 4.18 4.52 4.86 5.16
75 4.23 4.63 5.07 5.50 5.86
80 4.68 5.21 5.78 6.30 6.69
85 5.27 5.95 6.62 7.18 7.56
- --------------------------------------------------------------------------------
</TABLE>
Monthly installments for ages not shown will be furnished on request.
ENDORSEMENT.023
<PAGE> 20
INDIVIDUAL RETIREMENT ANNUITY ENDORSEMENT
Notwithstanding any provision contained therein to the contrary, the Contract to
which this Endorsement is attached is amended as follows:
OWNER AND ANNUITANT
1. The Owner must be one individual and the Annuitant. Neither the Owner
nor the Annuitant can be changed.
NONFORFEITABLE
2. The Contract is established for the exclusive benefit of the Owner or
his or her Beneficiaries and the interest of the Owner is
nonforfeitable.
NONTRANSFERABLE
3. The Owner may not assign, sell, transfer, discount or pledge this
Contract as collateral for a loan or as security for the performance of
any obligation or for any other purpose (other than a transfer incident
to a divorce or separation instrument in accordance with IRC Section
408(d)(6)) to any person other than Us.
MAXIMUM PAYMENTS
4. The maximum annual Payments shall not exceed the lesser of $2,000 or
100% of compensation unless (a) such Payment qualifies as a rollover
contribution described in IRC Sections 408(d)(3), 402(c), 403(a)(4) or
403(b)(8); or (b) such Payment qualifies as a contribution made in
accordance with a Simplified Employee Pension Program as described in
IRC Section 408(k).
To the extent necessary to preserve qualification under the Internal
Revenue Code, We may refund Payments. Any refund of Payments (other
than those attributable to excess contributions) will be applied,
before the close of the calendar year following the refund, toward
future Payments or the purchase of additional benefits.
DISTRIBUTIONS DURING OWNER'S LIFE
5. The Owner's entire interest in the Contract shall be distributed as
required under IRC Section 408(b)(3) and applicable regulations. Unless
deferral is otherwise permitted under applicable regulations, the
Owner's entire interest shall be distributed no later than the
"required beginning date," or shall be distributed beginning no later
than the "required beginning date" over (a) the life of the Owner or
the joint lives of the Owner and an individual who is his or her
designated beneficiary (within the meaning of IRC Section 401(a)(9)),
or (b) a period not extending beyond the life expectancy of the Owner,
or joint life and last survivor expectancy of the Owner and the
designated beneficiary.
The "required beginning date" shall mean April 1 of the calendar year
following the calendar year in which the Owner attains age 70 1/2.
If the Owner's interest is to be distributed over a period greater than
one year, then the amount to be distributed by December 31 of each year
(including the year in which the required beginning date occurs) shall
be determined in accordance with the requirements of IRC Section
401(a)(9), including the incidental death benefit requirements of IRC
Section 401(a)(9)(G), and the regulations thereunder, including the
minimum distribution incidental benefit requirement of Proposed
Treasury Regulation Section 1.401(a)(9)-2.
ANNUITY OPTIONS
6. Only Annuity Options 1 and 2 shall be offered unless We consent to the
use of an additional option. Annuity Option 1(b) is not available for
an Owner whose life expectancy is less than 10 years. Under Annuity
Options 2(a) and 2(b) the designated Co-Annuitant must be the Owner's
spouse. Annuity Option 2(b) is not available for an Owner and his or
her spouse where the life expectancy of the Owner and such spouse is
less than 10 years.
1
ENDORSEMENT.024
<PAGE> 21
DISTRIBUTIONS AFTER OWNER'S DEATH
7. If an Owner dies on or after the required beginning date (or if
distributions have begun before the required beginning date as
irrevocable annuity payments), the remaining portion of the Owner's
interest (if any) shall be distributed at least as rapidly as under the
method of distribution in effect as of the Owner's death.
If the Owner dies before the required beginning date and an irrevocable
annuity distribution has not begun, the entire interest shall be
distributed by December 31 of the calendar year containing the fifth
anniversary of the Owner's death, except that
(a) if the interest is payable to an individual who is
the Owner's designated beneficiary, the designated beneficiary
may elect to receive the entire interest over the life of the
designated beneficiary or over a period not extending beyond
the life expectancy of the designated beneficiary, commencing
on or before December 31 of the calendar year immediately
following the calendar year in which the Owner died; or
(b) if the designated beneficiary is the Owner's
surviving spouse, the surviving spouse may elect to receive
the entire interest over the life of the surviving spouse or
over a period not extending beyond the life expectancy of the
surviving spouse, commencing at any date prior to the later of
(i) December 31 of the calendar year immediately
following the calendar year in which the Owner died,
and
(ii) December 31 of the calendar year in which
the Owner would have attained age 70 1/2.
If the surviving spouse dies before distributions
begin, the limitations of this section shall be
applied as if the surviving spouse were the Owner. An
irrevocable election of the method of distribution by
a designated beneficiary who is the surviving spouse
must be made no later than the earlier of December 31
of the calendar year containing the fifth anniversary
of the Owner's death or the date distributions are
required to begin pursuant to this provision (b).
If the designated beneficiary is the Owner's
surviving spouse, the spouse may irrevocably elect to
treat the Contract as his or her own individual
retirement arrangement (IRA). This election will be
deemed to have been made if such surviving spouse (i)
fails to elect that his or her interest will be
distributed in accordance with one of the preceding
provisions, or (ii) makes a rollover from the
Contract.
An irrevocable election of the method of distribution by a
designated beneficiary who is not the surviving spouse must be
made within one year of the Owner's death, and if no election
is made, the entire interest will be distributed by December
31 of the calendar year containing the fifth anniversary of
the Owner's death.
In the "Death Benefit Before Maturity Date" section of part 4 of the
Contract, (a) the provision entitled "Death of Annuitant" is deleted;
and (b) in the "Death of Owner" provision, the distribution
requirements of provisions "(d)" and "(e)" are deleted. If, after the
Owner's death, the designated beneficiary dies before the Maturity
Date, no Death Benefit is payable.
LIFE EXPECTANCY CALCULATIONS
8. Life expectancy is computed by use of the expected return multiples in
Tables V and VI of Section 1.72-9 of the Income Tax Regulations.
If benefits under the Contract are payable in accordance with an
Annuity Option provided under the Contract, life expectancy shall not
be recalculated. If benefits are payable under an alternate form
acceptable to Us, life expectancies shall not be recalculated unless
annual recalculations are elected at the time distributions are
required to begin (a) by the Owner, or (b) for purposes of
distributions beginning after the Owner's death, by the surviving
spouse. Such an election shall be irrevocable as to the Owner or the
surviving spouse, and shall apply to all subsequent years. Where life
expectancy is not recalculated, benefit payments may cease before the
death of the
2
ENDORSEMENT.024
<PAGE> 22
individual whose life expectancy is used to determine benefit payments
(since such individual may live longer than his or her life expectancy,
determined at the time benefit payments are calculated).
The life expectancy of a non-spouse designated beneficiary (a) may not
be recalculated, and (b) shall be calculated using the attained age of
such designated beneficiary during the calendar year in which
distributions are required to begin pursuant to this Endorsement.
Payments for any subsequent calendar year shall be calculated based on
such life expectancy reduced by one for each calendar year which has
elapsed since the calendar year life expectancy was first calculated.
CANCELLATION FOR NONPAYMENT
9. We may cancel the Contract for nonpayment of Payments and pay you the
Contract Value (measured as of the Valuation Period during which the
cancellation occurs), less the Administration Fee (if applicable), if
(a) prior to the Maturity Date, no Payments are made for three
consecutive Contract Years; (b) the total Payments made, less any
partial withdrawals, are less than $2,000; (c) the Contract Value at
the end of such three-year period is less than $2,000; and (d) the
paid-up annuity benefit at the Maturity Date at the end of such
three-year period would be less than $20 per month.
IRC SECTION 72(S)
10. All references in the Contract to IRC Section 72(s) are deleted.
This endorsement may be amended by the Company as necessary to comply with any
changes in the Internal Revenue Code or other applicable law in order to
maintain the tax qualification of the Contract. Any such amendment would be
subject to the New York Insurance Department's prior approval.
Endorsed on the Date of Issue of this Contract.
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
/s/ J.M. Scott
- ----------------------------
President
3
ENDORSEMENT.024
<PAGE> 1
<TABLE>
<S> <C>
Please Print
====================================================================================================================================
Single Payment Deferred Variable Annuity Application. Payment (or original of exchange/transfer request) must accompany
Application. Please make check payable to THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK (the "Company") and address to:
CORPORATE CENTER AT RYE, 555 THEODORE FREMD AVENUE, SUITE C-209, RYE, NEW YORK 10580
- -----------------------------------------------------------------|------------------------------------------------------------------
1. OWNERS (APPLICANTS) | 4. MY INVESTMENT
- -----------------------------------------------------------------|------------------------------------------------------------------
|
Name* | Allocate payment with application of $______________
________________________________________________________________ | as indicated below. (Minimum Investment of$25,000.
First Middle Last |
| Allocation percentages must total 100%):
Address |
________________________________________________________________ | ______% Manufacturers Adviser Pac Rim Emerg ing Mkts (038)
Street |
| ______% T.Rowe Price Science & Tech (046)
________________________________________________________________ |
City State Zip | ______% Founders Int'l Small Cap (036)
|
Sex [ ] M [ ] F Date of Birth: _______|_______|_______| | ______% Warburg Pincus Emerging Growth (050)
Month Day Year |
| ______% Pilgrim Baxter Growth (052)
Daytime Phone Number: (______)_________________________________ |
| ______% Fred Alger Small/Mid Cap (041)
__|__|__|__|__|__|__|__|__ __|__|__|__|__|__|__|__|__ |
Social Security Number or Tax ID Number | ______% Rowe Price-Fleming Int'l Stock (054)
|
Client Brokerage Acct.# (If applicable): _______________________ | ______% Founders Worldwide Growth (056)
|
- -----------------------------------------------------------------| ______% Morgan Stanley Global Equity (039)
CO-OWNER (OPTIONAL) |
- -----------------------------------------------------------------| ______% Rosenberg Small Company Value (121)
|
Name* | ______% Fidelity Equity (031)
________________________________________________________________ |
First Middle Last | ______% Founders Growth (035)
|
Sex [ ] M [ ] F Date of Birth: _______|_______|_______| | ______% Manufacturers Adviser Quant Equity (053)
Month Day Year |
| ______% T.Rowe Price Blue Chip Growth (042)
__|__|__|__|__|__|__|__|__ __|__|__|__|__|__|__|__|__ |
Social Security Number or Tax ID Number | ______% Manufacturers Adviser Real Estate Securities (057)
|
- -----------------------------------------------------------------| ______% Miller Anderson Value (055)
2. ANNUITANTS (IFDIFFERENT FROM OWNER) |
- -----------------------------------------------------------------| ______% J.P.Morgan Int'l Growth & Income (043)
|
Name* | ______% Wellington Management Growth & Income (047)
________________________________________________________________ |
First Middle Last | ______% T.Rowe Price Equity-Income (037)
|
Address | ______% Founders Balanced (058)
________________________________________________________________ |
Street | ______% Fidelity Aggr Asset Allocation (034)
|
________________________________________________________________ | ______% Miller Anderson High Yield (059)
City State Zip |
| ______% Fidelity Mod Asset Allocation (033)
Sex [ ] M [ ] F Date of Birth: _______|_______|_______| |
Month Day Year | ______% Fidelity Cons Asset Allocation (032)
|
Daytime Phone Number: (______)_________________________________ | ______% Salomon Brothers Strategic Bond (045)
|
__|__|__|__|__|__|__|__|__ | ______% Oechsle Global Gov't Bond (040)
Social Security Number |
| ______% Manufacturers Adviser C apital Growth Bond (060)
- -----------------------------------------------------------------|
CO-ANNUITANT (OPTIONAL) | ______% Wel lington Management Inv Quality Bond (048)
- -----------------------------------------------------------------|
| ______% Salomon Brothers U.S.Gov't Securities (044)
Name* |
________________________________________________________________ | ______% Manufacturers Adviser Money Market (049)
First Middle Last |
|
Sex [ ] M [ ] F Date of Birth: _______|_______|_______| | Fixed Account
Month Day Year | ______% 1 Year (051)
|
__|__|__|__|__|__|__|__|__ |
Social Security Number | Lifestyle Portfolios
|
- -----------------------------------------------------------------| ______% 1 Year (051)
3. BENEFICIARIES |
- -----------------------------------------------------------------|
(Enclose signed letter ifmore information is required.) | Lifestyle Portfolios
|
Name* | ______% Cons 280 (184)
________________________________________________________________ |
First Middle Last Relationship | ______% Mod 460 (185)
|
Date of Birth: _____|_____|_____| __|__|__|__|__|__|__|__|__ | ______% Bal 640 (186)
Month Day Year Social Security Number |
| ______% Grwth 820 (187)
Name* |
________________________________________________________________ | ______% Aggr 1000 (188)
First Middle Last Relationship |
|
Date of Birth: _____|_____|_____| __|__|__|__|__|__|__|__|__ |------------------------------------------------------------------
Month Day Year Social Security Number | REMARKS
|------------------------------------------------------------------
|
- -----------------------------------------------------------------|
CONTINGENT BENEFICIARY |
- -----------------------------------------------------------------|
|
Name* |
________________________________________________________________ |
First Middle Last Relationship |
|
Date of Birth: _____|_____|_____| __|__|__|__|__|__|__|__|__ |
Month Day Year Social Security Number |
|
- ------------------------------------------------------------------------------------------------------------------------------------
VISION.APP.002 *Unless subsequently changed in accordance with terms of Contract issued. NY 07/98
</TABLE>
<PAGE> 2
<TABLE>
<CAPTION>
<S> <C> <C> <C>
- ------------------------------------------------------------------------------------------------------------------------
5. TYPE OF PLAN (MUST BE COMPLETED)
- ------------------------------------------------------------------------------------------------------------------------
[ ] Non-Qualified or [ ] IRA Rollover [ ] IRA Transfer [ ] IRA Tax Year _______
[ ] Profit Sharing [ ] 401(k) [ ] SEP IRA Tax Year _______
[ ] Money Purchase [ ] Keogh (HR-10) [ ] 403(b) If ERISA [ ]
[ ] Defined Benefit [ ] 457 Other [ ] Other __________________
- ------------------------------------------------------------------------------------------------------------------------
REPLACEMENT
Will this Annuity replace or change any other insurance or annuity? [ ] No [ ] Yes
(State company and contract number in Remarks, and attach replacement forms.)
- ------------------------------------------------------------------------------------------------------------------------
6. SIGNATURES
- ------------------------------------------------------------------------------------------------------------------------
(Irrevocable Beneficiary, if designated, must also sign application.)
STATEMENT OF APPLICANT: I/We agree that the Contract I/we have applied for shall not take effect until the later of:
(1) the issuance of the Contract, or (2) receipt by the Company at its Annuity Service Office of the first payment
required under the Contract. The information above is true and complete to the best of my/our knowledge and belief and
is correctly recorded. I/We agree to be bound by the representations made in this application and acknowledge the
receipt of an effective Prospectus describing the Contract applied for. The Contract I/we have applied for is suitable
for my/our insurance investment objectives, financial situation and needs. When utilizing Check Plus or the Income
Plan, I/we agree that if any debit/transfer is erroneously received by the bank indicated on the enclosed voided
check, or is not honored upon presentation, any accumulation units may be canceled, and agree to hold the Company
harmless from any loss due to such electronic debits/transfers. I/We understand that unless I/we elect otherwise in
the remarks section, the Maturity Date will be the later of the Annuitant's 85th birthday, or 10 years from the
Contract Date. In no event will the Maturity Date exceed age 90.
I/WE UNDERSTAND THAT ANNUITY PAYMENTS AND OTHER VALUES PROVIDED BY THE CONTRACT APPLIED FOR, WHEN BASED ON THE
INVESTMENT EXPERIENCE OF A SEPARATE ACCOUNT, ARE VARIABLE AND NOT GUARANTEED AS TO FIXED DOLLAR AMOUNT.
_______________________________________________________________________________________________________________________
Signed in (State) Date Signed Signature of Owner/Applicant Signature of Co-Owner
_______________________________________________________________________________________________________________________
Signature of Annuitant Signature of Co-Annuitant Signature of Irrevocable Beneficiary
(if different from Owner) (if different from Owner) (if designated)
STATEMENT OF AGENT: Will this contract replace or change any existing life insurance or annuity in this or any other
company? [ ] Yes [ ] No If yes, please explain under Remarks. I certify that I am authorized and qualified to discuss
the Contract herein applied for.
_______________________________________________________________________________________________________________________
Signature of Agent Print Full Name Name ofFirm
_______________________________________________________________________________________________________________________
Agent Number Agent Phone Number State License ID Number
- ------------------------------------------------------------------------------------------------------------------------
VISION.APP.002 NY 07/98
</TABLE>
<PAGE> 3
<TABLE>
<CAPTION>
<S> <C> <C>
====================================================================================================================
Indicate below each VENTURE VISION service option you wish to elect.
- --------------------------------------------------------------------------------------------------------------------
7. CHECK PLUS -- AUTOMATIC PURCHASE*
- --------------------------------------------------------------------------------------------------------------------
OWNER PLEASE INITIAL HERE _____________
I authorize the Company to collect $___________ (minimum $30) starting the month of ____________________ by
initiating electronic debit entries to my account with the following frequency:
[ ] MONTHLY: [ ] 5th or [ ] 20th
[ ] QUARTERLY (20th of Jan., April, July and Oct.)
(Please Attach a Voided Check.)
- --------------------------------------------------------------------------------------------------------------------
8. DOLLAR COST AVERAGING* (MINIMUM $6,000)
- --------------------------------------------------------------------------------------------------------------------
OWNER PLEASE INITIAL HERE _____________
I authorize the Company to transfer an amount (minimum $100) each month as indicated below.Transfers are available
from all variable and the one-year fixed investment options.A maximum of10% from the one-year fixed investment
option may be transferred monthly.
Please make my first transfer on: ________/________/________.
Month Day Year
Source Fund Destination Fund Amount
____________________________________________ ____________________________________________ _____________________
____________________________________________ ____________________________________________ _____________________
____________________________________________ ____________________________________________ _____________________
____________________________________________ ____________________________________________ _____________________
____________________________________________ ____________________________________________ _____________________
- --------------------------------------------------------------------------------------------------------------------
9. INCOME PLAN* (MINIMUM $12,000)
- --------------------------------------------------------------------------------------------------------------------
OWNER PLEASE INITIAL HERE _____________
I authorize withdrawals (minimum $100) from my Contract Value to commence as indicated below.A maximum of 20%
ofpayments may be withdrawn annually.When utilizing the Income Plan,I agree that ifany debit/transfer is erroneously
received by the bank indicated on the enclosed voided check,or is not honored upon presentation,any accumulation
units may be canceled,and agree to hold the Company harmless from any loss due to such electronic debits/transfers.
From:______________________________________________________________________ $________________________
From:______________________________________________________________________ $________________________
From:______________________________________________________________________ $________________________
From:______________________________________________________________________ $________________________
From:______________________________________________________________________ $________________________
Please indicate frequency: [ ] Monthly or [ ] Quarterly (January, April, July and October) on the [ ] 7th
[ ] 16th or [ ] 26th.
Please [ ] Withhold [ ] Do not withhold federal income taxes
[ ] I wish to utilize Electronic Funds Transfer in the processing ofmy Income Plan.
Please attach a voided check or,ifdifferent from owner,make check payable to:
___________________________________________________________________________________________________________________
First Middle Last
___________________________________________________________________________________________________________________
Street City State Zip
(Please allow 7 business days for receipt ofcheck.)
- --------------------------------------------------------------------------------------------------------------------
VISION.APP.002 *Unless indicated, Service Options will commence on the earliest possible business day. NY 07/98
</TABLE>
<PAGE> 4
<TABLE>
<CAPTION>
<S> <C> <C>
=====================================================================================
Indicate below each VENTURE VISIONservice option you wish to elect.
- -------------------------------------------------------------------------------------
10. AUTOMATIC REBALANCING OWNER PLEASE INITIAL HERE
- -------------------------------------------------------------------------------------
OWNER PLEASE INITIAL HERE _____________
If marked, the policyholder's contract value, excluding amounts in the fixed
account investment options, will be automatically rebalanced to maintain the
rebalancing percentage levels in the variable portfolios as selected below,
based on the current total value of the eligible portfolios on the day of
rebalancing.
You may change the rebalancing percentages or terminate your participation in
the program by providing the Company with a completed Automatic Rebalancing
Authorization form or by providing instructions via telephone to an authorized
Company representative prior to the day the rebalancing will occur.
If a policyholder elects to participate in Automatic Rebalancing, the total
value of the variable portfolios must be included in the program. Therefore,
subsequent payments received and applied to portfolios in percentages different
from the current rebalancing allocation will be rebalanced at the next date of
rebalancing unless the subsequent payments are allocated to the fixed account
investment options.
Rebalancing will occur on the 25th of the month (or next business day),
please indicate frequency:
[ ] Quarterly [ ] Semi-Annually (June & December) [ ]Annually (December)
ASSET ALLOCATIONS (MUST TOTAL 100%): LIFESTYLE PORTFOLIOS
______% Manufacturers Adviser Pac Rim Emerg ing Mkts (038) ______% Cons 280 (184)
______% T.Rowe Price Science & Tech (046) ______% Mod 460 (185)
______% Founders Int'l Small Cap (036) ______% Bal 640 (186)
______% Warburg Pincus Emerging Growth (050) ______% Grwth 820 (187)
______% Pilgrim Baxter Growth (052) ______% Aggr 1000 (188)
______% Fred Alger Small/Mid Cap (041)
______% Rowe Price-Fleming Int'l Stock (054)
______% Founders Worldwide Growth (056)
______% Morgan Stanley Global Equity (039)
______% Rosenberg Small Company Value (121)
______% Fidelity Equity (031)
______% Founders Growth (035)
______% Manufacturers Adviser Quant Equity (053)
______% T.Rowe Price Blue Chip Growth (042)
______% Manufacturers Adviser Real Estate Securities (057)
______% Miller Anderson Value (055)
______% J.P.Morgan Int'l Growth & Income (043)
______% Wellington Management Growth & Income (047)
______% T.Rowe Price Equity-Income (037)
______% Founders Balanced (058)
______% Fidelity Aggr Asset Allocation (034)
______% Miller Anderson High Yield (059)
______% Fidelity Mod Asset Allocation (033)
______% Fidelity Cons Asset Allocation (032)
______% Salomon Brothers Strategic Bond (045)
______% Oechsle Global Gov't Bond (040)
______% Manufacturers Adviser C apital Growth Bond (060)
______% Wel lington Management Inv Quality Bond (048)
______% Salomon Brothers U.S.Gov't Securities (044)
______% Manufacturers Adviser Money Market (049)
- -------------------------------------------------------------------------------------
VISION.APP.002 NY 07/98
</TABLE>
