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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
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FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
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Securities and Exchange Commission File No. 333-31491
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
(Exact name of registrant as specified in its charter)
NEW YORK
(State or other jurisdiction of incorporation or organization)
22-2265014
(I.R.S. Employer Identification No.)
555 Theodore Fremd Avenue
Rye, New York 10580
(Address of principal executive offices)
(914) 921-1020
(Registrant's telephone number, including area code)
---------------------
Indicated by check market whether the registrant (1) has filed reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
[ X ] Yes [ ] No
APPLICABLE ONLY TO CORPORATE ISSUERS:
The number of shares outstanding of the issuer's sole class of common stock, as
of March 31, 1999 was 2,000,000.
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THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
Quarterly Report on Form 10-Q
For the period ended March 31, 1999
Table of Contents
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<TABLE>
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Page
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Part I Financial Information
Item 1. Financial Statements
Balance Sheets as of March 31, 1999 and December 31, 1998 3
Statements of Income for the three months ended March 31, 1999 and 1998 4
Statement of Changes in Shareholder's Equity as of March 31, 1999 5
Statements of Cash Flows for the three months ended March 31, 1999 and 1998 6
Notes to Financial Statements 7
Item 2. Management Discussion and Analysis of Results of Operations and Financial Condition 9
Part II Other Information
Item 1 Legal Proceedings 14
Item 2 Change in Securities 14
Item 3 Default upon Senior Securities 14
Item 4 Submission of matters to a vote of Security Holders 14
Item 5 Other Information 14
Item 6A Exhibits 14
Item 6B Reports on Form 8-K 16
</TABLE>
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THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
BALANCE SHEETS
<TABLE>
<CAPTION>
AS AT AS AT
MARCH 31 DECEMBER 31
ASSETS ($ thousands) 1999 1998
- -------------------- ---- ----
(UNAUDITED)
<S> <C> <C>
INVESTMENTS:
Fixed maturity securities available-for-sale, at fair value
(amortized cost: 1999 $119,141; 1998 $120,902) $ 120,717 $ 125,088
Investment in unconsolidated affiliate 175 175
Policy loans 559 552
Short-term investments - 10,032
-------------- --------------
TOTAL INVESTMENTS $ 121,451 $ 135,847
-------------- --------------
Cash and cash equivalents $ 13,758 $ 5,946
Accrued investment income 3,209 3,073
Deferred acquisition costs 39,743 36,831
Receivable for undelivered securities 10,992 -
Other assets 158 1,834
Separate account assets 868,351 833,693
-------------- --------------
TOTAL ASSETS $ 1,057,662 $ 1,017,224
============== ==============
LIABILITIES AND SHAREHOLDER'S EQUITY ($ thousands)
LIABILITIES:
Policyholder liabilities and accruals $ 102,565 $ 94,492
Payable to affiliates 1,508 4,114
Deferred income taxes 3,342 3,615
Other liabilities 2,417 1,943
Separate account liabilities 868,351 833,693
-------------- --------------
TOTAL LIABILITIES $ 978,183 $ 937,857
-------------- --------------
SHAREHOLDER'S EQUITY:
Common stock $ 2,000 $ 2,000
Additional paid-in capital 72,706 72,706
Retained earnings 4,247 3,209
Accumulated other comprehensive income 526 1,452
-------------- --------------
TOTAL SHAREHOLDER'S EQUITY $ 79,479 $ 79,367
-------------- --------------
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY $ 1,057,662 $ 1,017,224
============== ==============
</TABLE>
See accompanying notes.
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THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
STATEMENTS OF INCOME (UNAUDITED)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED MARCH 31
($ thousands) 1999 1998
------------- ---- ----
<S> <C> <C>
REVENUES:
Premiums $ 9 $ -
Fees from separate accounts and policyholder liabilities 3,275 2,299
Net investment income 3,886 2,259
Net realized investment gains 203 77
------------- -------------
TOTAL REVENUE $ 7,373 $ 4,635
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BENEFITS AND EXPENSES:
Policyholder benefits and claims $ 1,315 $ 1,272
Amortization of deferred acquisition costs 1,564 196
Other insurance expenses 2,898 1,435
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TOTAL BENEFITS AND EXPENSES $ 5,777 $ 2,903
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INCOME BEFORE INCOME TAXES $ 1,596 $ 1,732
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INCOME TAXES $ 558 $ 606
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NET INCOME $ 1,038 $ 1,126
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</TABLE>
See accompanying notes.
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THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY (UNAUDITED)
<TABLE>
<CAPTION>
ACCUMULATED
OTHER TOTAL
COMMON ADDITIONAL RETAINED COMPREHENSIVE SHAREHOLDER'S
($ thousands) STOCK PAID-IN CAPITAL EARNINGS INCOME EQUITY
- ------------- ----- --------------- -------- ------ ------
<S> <C> <C> <C> <C> <C>
Balance at January 1, 1999 $ 2,000 $ 72,706 $ 3,209 $ 1,452 $ 79,367
Capital contribution
Comprehensive income (note 2) 1,038 (926) 112
-------- --------- -------- -------- ---------
BALANCE, MARCH 31, 1999 $ 2,000 $ 72,706 $ 4,247 $ 526 $ 79,479
======== ========= ======== ======== =========
</TABLE>
See accompanying notes.
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THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31
($ thousands) 1999 1998
- ------------- ---- ----
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 1,038 $ 1,126
Adjustments to reconcile net income to net cash used in
operating activities:
Amortization of bond discount and premium 133 92
Net realized investment gain (197) (77)
Deferred income tax provision(benefit) 227 513
Amortization of deferred policy acquisition costs 1,564 193
Policy acquisition costs deferred (3,292) (2,823)
Return credited to policyholders and other benefits 1,315 1,273
Changes in assets and liabilities:
Accrued investment income (136) 109
Other assets 1,676 92
Payable to affiliates (2,606) (2,274)
Other liabilities 474 552
-------- --------
Net cash used in operating activities $ 196 $ (1,224)
-------- --------
INVESTING ACTIVITIES:
Purchase of fixed maturity securities $(13,826) $ -
Proceeds from fixed maturity securities sold, matured or repaid 15,651 9,648
Net change in short-term investments 10,032 (5,989)
Net change in policy loans (7) 18
Net change in receivable for undelivered securities (10,992) -
-------- --------
Net cash (used in) provided by investing activities $ 858 $ 3,677
-------- --------
FINANCING ACTIVITIES:
Receipts credited to policyholder funds $ 10,443 $ 1,091
Return of policyholder funds (3,685) (4,022)
-------- --------
Net cash (used in) provided by financing activities $ 6,758 $ (2,931)
-------- --------
Increase (decrease) in cash and cash equivalents during the period $ 7,812 $ (478)
Cash and cash equivalents at beginning of year 5,946 1,431
-------- --------
BALANCE, END OF PERIOD $ 13,758 $ 953
======== ========
</TABLE>
See accompanying notes.
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THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1999
(UNAUDITED)
(IN THOUSANDS OF DOLLARS)
1. BASIS OF PRESENTATION
The accompanying unaudited financial statements of the Company have been
prepared in accordance with generally accepted accounting principles
("GAAP"), except that they do not contain complete notes. However, in the
opinion of management, these statements include all normal recurring
adjustments necessary for a fair presentation of the results. These
financial statements should be read in conjunction with the financial
statements and the related notes included in the Company's annual report on
form 10-K for the year ended December 31, 1998. Operating results for the
three months ended March 31, 1999 are not necessarily indicative of the
results that may be expected for the full year ending December 31, 1999.
2. COMPREHENSIVE INCOME
Total comprehensive income was as follows:
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED MARCH 31
($ thousands) 1999 1998
------------- ---- ----
<S> <C> <C>
NET INCOME $ 1,038 $ 1,126
-------- --------
OTHER COMPREHENSIVE INCOME, NET OF TAX:
Unrealized holding gains (losses) arising during the year (794) 159
Less:
Reclassification adjustment for realized gains included in net (132) (50)
Income
-------- --------
Other comprehensive income (loss) (926) 109
-------- --------
COMPREHENSIVE INCOME (LOSS) $ 112 $ 1,235
-------- --------
</TABLE>
Other comprehensive income (loss) is reported net of taxes of $499 and $59
for the three months ended March 31 1999 and 1998, respectively.
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3. SEGMENT DISCLOSURES
The Company reports three business segments: Annuities, Savings and
Retirement Services, and Life Insurance. The Annuities segment consists of
annuity contracts that provide the customer with the opportunity to invest
in mutual funds managed by independent investment managers and the Company
or in the general account of the Company, with investment returns
accumulating on a tax-deferred basis. The Savings and Retirement Services
segment offers 401(k) products to customers in the State of New York. The
Individual Life Insurance segment offers traditional non-participating life
insurance to the New York market. The Savings and Retirement Services
segment was launched in 1998 and the Individual Life Insurance segment was
launched in late 1997. Both these segments are considered to be in the
start-up phase. No significant assets or revenues have been generated to
date in these two segments. The following is a summary of the contribution
to net income of the three business segments:
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED MARCH 31
($ thousands) 1999 1998
------------- ---- ----
<S> <C> <C>
Annuities $ 1,147 $ 1,393
Savings and Retirement Services (246) (9)
Life Insurance 137 (258)
--------- ---------
NET INCOME (LOSS) $ 1,038 $ 1,126
========= =========
</TABLE>
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Item 2. Management's Discussion And Analysis of Results of Operations And
Financial Condition
OVERVIEW
The following analysis of the results of operations and financial condition of
the Manufacturers Life Insurance Company of New York (hereinafter referred to as
"MNY" or the "Company") should be read in conjunction with the Financial
Statements and the related Notes to Financial Statements.
CORPORATE STRUCTURE AND OVERVIEW
The Company is a wholly-owned subsidiary of The Manufacturers Life Insurance
Company of North America ("MNA"), which is in turn a wholly-owned subsidiary of
Manulife-Wood Logan Holding Co., Inc. ("MWL"). MWL is 62.5% owned by The
Manufacturers Life Insurance Company (USA) ("ManUSA"), 22.5% by MRL Holding, LLC
("MRL") and 15% by minority interest shareholders. ManUSA and MRL are indirectly
wholly-owned subsidiaries of The Manufacturers Life Insurance Company ("Manulife
Financial"), a federally chartered Canadian mutual life insurance company. The
Company is licensed to sell fixed and variable annuities, life insurance and
accident and health insurance in New York only.
Manufacturers Securities Services, LLC ("MSS"), a majority-owned subsidiary of
MNA, acts as investment adviser to the Manufacturers Investment Trust ("MIT"), a
no-load, open-end investment management company organized as a Massachusetts
business trust and is the principal underwriter of the Company's variable
insurance products and the exclusive distributor of the Company's insurance
products. MSS is a broker-dealer registered under the Securities Exchange Act of
1934 and a member of the National Association of Securities Dealers, Inc. MSS is
the successor to NASL Financial Services, Inc. ("NASL Financial"), a broker
dealer that conducted operations until September 30, 1997, when it was
reorganized into MSS. Prior to October 1, 1997, NASL Financial also acted as
investment adviser to North American Funds (NAF), a no-load, open-end investment
management company organized as a Massachusetts business trust.
The Company, along with its ultimate parent company Manulife Financial, enjoys
strong financial ratings that enhance its ability to attract new sales and
retain assets. Distributors and consumers of variable and fixed annuity products
have begun to utilize the relative financial strength ratings as a criteria in
choosing an annuity carrier. The Company has received financial strength ratings
of A++ (Superior) by A.M. Best and AA+ (Very Strong) by Standards and Poor's
("S&P"). The Company is rated AAA (Highest) by Duff & Phelps in terms of the
Company's ability to meet its contractual obligations to its policyholders.
On January 20, 1998, the Board of Directors of Manulife Financial announced that
it had asked the management of Manulife Financial to prepare a plan for
conversion from a mutual life insurance company to an investor-owned,
publicly-traded stock company. Any demutualization plan for Manulife Financial
is subject to the approval of its Board of Directors and policyholders, as well
as regulatory approval.
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In 1998 and 1997, pursuant to an expanded plan of operations, the Company
entered the Savings and Retirement Services and Life Insurance segments. As a
result, the Company now reports three segments: Annuities; Savings and
Retirement Services; and Life Insurance. Because two of the Company's segments
are in the development phase, the assets, revenues and operations of those
segments are not material to the Company's first quarter 1999 financial position
or, aside from the effect of operating expenses, results of operations. Refer to
Note 3 of the Financial Statements for additional segmented information. As a
result, the remainder of this discussion will be limited to the Annuities
segment except as noted.
The Company's primary source of earnings from the annuities segment are fees
assessed against policyholder account balances held in the Company's separate
accounts including: mortality and expense risk charges, surrender charges and an
annual administrative charge. In addition, the segment earns a spread between
the advisory fees charged to manage the separate account assets invested in MIT
and the subadvisory fees paid to external managers of those assets. A key factor
in the Company's profitability is sustained growth in the underlying assets
through market performance coupled with the ability to acquire and retain
variable annuity deposits.
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REVIEW OF OPERATING RESULTS
The discussion that follows compares results for the three months ended March
31, 1999 to those for the three months ended March 31, 1998.
1999 Compared to 1998
The Company recorded net income of $1.0 million in 1999 versus net income of
$1.1 million in 1998, a decrease of $0.1 million or 9%. Revenues grew by 59% to
$7.4 million as a result of growth in fee income earned on additional separate
account assets, investment income from higher general account assets and
distributions from MSS associated with the 10% interest in the members' equity
transferred to the Company on October 31, 1998. Separate account assets at March
31, 1999 compared to March 31, 1998 were higher by $180.9 million or 26%. The
asset growth is attributed to increased variable annuity sales, strong equity
market performance, favorable contract persistency and the introduction of the
Company's pension products during 1998. Total fees generated from separate
accounts and policyholder liabilities increased by $1.0 million or 42% in 1999.
Net investment income grew by $1.6 million or 72% related to the first quarter
distribution from MSS of net advisory profits associated with the Company's
assets held in MIT and other excess cash flow items due the Company.
The Company incurred total benefits and expenses in 1999 of $5.8 million, an
increase of $2.9 million, or 100% compared to 1998. The additional expenses
reflect an increase in non-capitalized acquisition expenses and other increased
operating costs. Higher deferred acquisition costs (DAC) balances at March 31,
1999 contributed to an increase in the amortization of DAC. In addition, the
Company's investment performance in the first quarter of 1999 (approximately
1.2%) was significantly lower than the first quarter of 1998 (approximately 10%)
which resulted in additional amortization of the Company's DAC asset during the
first quarter of 1999. The effect of these two items contributed an additional
$1.4 million of DAC amortization during the first quarter of 1999.
FINANCIAL POSITION
1999 Compared to 1998
Total assets increased from $1,017 million at December 31, 1998 to $1,058
million at March 31, 1999, an increase of $41 million or 4%. Separate account
assets increased by 4% over the first quarter of 1999 and represent 82% of total
assets as the Company continues to focus on its variable option annuity and
pension products. The Company continues to own high quality investment grade
fixed maturity investments to support its general account liabilities and
shareholder's equity. The Company's DAC asset grew by 8% as the Company
experienced increased annuity sales volumes during the first quarter of 1999.
The Company deferred the related costs, net of current amortization, associated
with those sales. On March 31, 1999, all the Company's short-term investments
where recorded as a receivable for undelivered securities.
Total liabilities have increased proportionately with the growth in the related
assets, primarily in the Company's Separate accounts.
The growth in retained earnings is primarily due to net income from operations
of $1.0 million. The Company's shareholder's equity decreased by $0.9 million
due to lower market values associated with invested assets at March 31, 1999.
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MARKET RISK
Market risk is the risk that the Company will incur losses due to adverse
changes in market rates and prices. The primary market risk exposure for the
Company is the impact of lower than expected equity market performance on its
asset-related fee revenue. The Company also has certain exposures to changes in
interest rates.
The Company earns asset based fees based on the asset levels invested in the
separate accounts. As a result, the Company is subject to equity risk and the
effect changes in equity market levels will have on the amounts invested in the
separate accounts.
Interest rate risk is the risk that the Company will incur economic losses due
to adverse changes in interest rates. This risk arises from the issuance of
certain interest sensitive annuity products and the investing of those proceeds
in fixed rate investments. The Company manages its interest rate risk through an
asset/liability management program. The Company has established a target
portfolio mix which takes into account the risk attributes of the liabilities
supported by the assets, expectations of market performance, and a generally
conservative investment philosophy. Preservation of capital and maintenance of
income flows are key objectives of this program. In addition, the Company has
diversified its product portfolio offerings to include products that contain
features that will protect it against fluctuations in interest rates. Those
features include adjustable crediting rates, policy surrender charges, and
market value adjustments on liquidations.
Based on the Company's overall exposure to interest rate and equity price risks,
the Company believes that changes in market rates would not materially affect
the consolidated near-term financial position, results of operations or
cashflows of the Company as of March 31, 1999. Refer to the Company's Annual
Report on form 10-K for a more detailed discussion of market risks.
IMPACT OF YEAR 2000
The Company makes extensive use of information systems in the operations of its
various businesses, including for the exchange of financial data and other
information with customers, suppliers and other counterparties. The Company also
uses software and information systems provided by third parties in its
accounting, business and investment systems.
The Year 2000 risk, as it is commonly known, is the result of computer programs
being written using two digits, rather than four, to define the applicable year.
Any of the Company's computer programs that have date-sensitive software may
recognize a date using "00" as the year 1900 rather than the year 2000. This
could result in systems failures or miscalculations causing disruptions of
operations, including among other things, a temporary inability to process
transactions, send premium billing notices, make claims payments or engage in
other normal business activities.
The systems used by the Company have been assessed as part of a comprehensive
written plan conducted by the Company's ultimate parent company, The
Manufacturers Life Insurance Company (collectively with its subsidiaries
"Manulife Financial"), to ensure that computer systems and processes of Manulife
Financial will continue to perform through the end of this century and into the
next.
In 1996, in order to make Manulife Financial's systems Year 2000 compliant, a
program was instituted to modify or replace both Manulife Financial's
information technology systems ("IT systems") and embedded technology systems
("Non-IT systems"). The phases of this program include (i) an inventory and
assessment of all systems to determine which are critical, (ii) planning and
designing the required modifications and replacements, (iii) making these
modifications and replacements, (iv) testing modified or replaced systems, (v)
redeploying modified or replaced systems and (vi) final management review and
certification. For most IT and non-IT systems identified as critical, the
Company has completed certification. Of those systems classified as critical,
management believes that over 99% were Year 2000 compliant at the end of 1998.
Management continues to focus attention on the remaining 1% of critical
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systems. Those that affect the Company are expected to be compliant by the end
of the second quarter in 1999. The Company's non-critical systems were Year 2000
compliant as of the first quarter 1999.
In addition to efforts directed at Manulife Financial's own systems, Manulife
Financial is presently consulting vendors, customers, and other third parties
with which it deals in an effort to ensure that no material aspect of Manulife
Financial's operations will be hindered by Year 2000 problems of these third
parties. This process includes providing third parties with questionnaires
regarding the state of their Year 2000 readiness and, where possible or where
appropriate, conducting further due diligence activities.
Manulife Financial recognizes the importance of preparing for the change to the
Year 2000 and, in January 1999, commenced preparation of contingency plans, in
the event that Manulife Financial's Year 2000 program has not fully resolved its
Year 2000 issues. The Year 2000 Project Management Office for Manulife
Financial's U.S. Division is coordinating the preparation of the Year 2000
contingency plan on behalf of U.S. Division affiliates and subsidiaries,
including the Company. A contingency plan concerning the Company was prepared as
of the end of the first quarter of 1999, and will be presented to the Board of
Directors for final approval in May 1999.
Management currently believes that, with modifications to existing software and
conversions to new software, the Year 2000 risk will not pose significant
operational problems for Manulife Financial's computer systems. As part of the
Year 2000 program, critical systems were "time-shift" tested in the Year 2000
and beyond to confirm that they will continue to function properly before,
during and after the change to the Year 2000. However, there can be no assurance
that Manulife Financial's Year 2000 program, including consulting third parties
and its contingency planning, will avoid any material adverse effect on the
Company's operations, customer relations or financial condition. Manulife
Financial estimates the total cost of its Year 2000 program will be
approximately $59.9 million*, of which $48.6 million* has been incurred through
December 31, 1998; however, there can be no assurance that the actual cost
incurred will not be materially higher than such estimate. Manulife Financial's
Year 2000 costs were $3.9 million* for the first three months of 1999 and $7.1
million* for the first three months of 1998. Most costs will be expensed as
incurred; however, those costs attributed to the purchase of new software and
hardware will generally be capitalized. A proportional amount of the total cost
will be allocated to the Company and is not expected to have a material effect
on the Company's net operating income.
* All dollar values converted from Canadian dollars using the exchange rate
of 1.512 in effect March 31, 1999.
FORWARD-LOOKING STATEMENTS
Certain information included herein is forward-looking within the meaning of the
Private Securities Litigation Reform Act of 1995, including, but not limited to,
statements concerning anticipated operating results, financial resources, growth
in existing markets and the impact of the year 2000. Such forward-looking
information involves important risks and uncertainties that could significantly
affect actual results and cause them to differ materially from expectations
expressed herein. These risks and uncertainties include changes in general
economic conditions, the effect of regulatory, tax and competitive changes in
the environment in which the Company operates, fluctuations in interest rates,
performance of financial markets and the Company's ability to achieve
anticipated levels of earnings.
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PART II - OTHER INFORMATION
Item 1 - Legal Proceedings
No reportable events
Item 2 - Changes In Securities
No reportable events
Items 3 - Defaults Upon Senior Securities
No reportable events
Item 4 - Submission Of Matters To A Vote Of Security Holders
No reportable events
Item 5 - Other Information
No reportable events
Item 6A - Exhibits
(3) Exhibits (the Registrant is also referred to as the "Company")
<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
1(a) Underwriting and Distribution Agreement between The
Manufacturers Life Insurance Company of New York (the
"Company") and Manufacturers Securities Services, LLC.
(Underwriter) -- Incorporated by reference to Exhibit (b)(3)(a)
to post effective amendment no. 7 on Form N-4, file number
33-46217, filed March 25, 1998.
1(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 post
effective amendment no. 7 on Form N-4, file number 33-46217,
filed March 25, 1998.
2 Not Applicable
3(i)(a) Declaration of Intention and Charter of the Company
Incorporated by reference to Exhibit (b)(6)(a)(i) to post
effective amendment no. 7 on Form N-4 filed March 25, 1998.
3(i)(b) Certificate of amendment of the Declaration of Intention and
Charter of the Company Incorporated by reference to Exhibit
(b)(6)(a)(ii) to post effective amendment no. 7 on Form N-4,
file number 33-46217, filed March 25, 1998.
3(i)(c) Certificate of amendment of the Declaration of Intention and
Charter of the Company Incorporated by reference to Exhibit
(b)(6)(a)(iii) to post effective amendment no. 7 on Form N-4,
file number 33-46217, filed March 25, 1998.
3(ii) By-laws of the Company Incorporated by reference to Exhibit
(b)(6)(b) to post effective amendment no. 7 on Form N-4, file
number 33-46217, filed March 25, 1998
4(i) Form of Individual Single Payment Deferred Fixed Annuity
Non-Participating Contract -- Previously filed as Exhibit 4(i)
to pre-effective amendment no. 1 to Form S-1 filed July 17,
1997.
4(ii) Individual Retirement Annuity Endorsement -- Previously filed
as Exhibit 4(ii) to pre-effective amendment no. 1 to Form S-1
filed July 17, 1997.
</TABLE>
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<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
4(iii) ERISA Tax-Sheltered Annuity Endorsement -- Previously filed as
Exhibit 4(iii) to pre-effective amendment no. 1 to Form S-1
filed July 17, 1997.
4(iv) Tax-Sheltered Annuity Endorsement -- Previously filed as
Exhibit 4(iv) to pre-effective amendment no. 1 to Form S-1
filed July 17, 1997.
4(v) Section 401 Plans Endorsement -- Previously filed as Exhibit
4(vi) to pre-effective amendment no. 1 to Form S-1 filed July
17, 1997.
4(vi) Roth Individual Retirement Annuity Endorsement- - Previously
filed as exhibit 4(vi) to Form 10K, file number 333-31491,
filed August 14, 1998 on behalf of The Manufacturers Life
Insurance Company of New York
4(vii) Unisex Benefits and Payments Endorsement- - Previously filed as
exhibit 4(vii) to Form 10K, file number 333-31491, filed August
14, 1998 on behalf of The Manufacturers Life Insurance Company
of New York
5 Not Applicable
6 Not Applicable
7 Not Applicable
8 Not Applicable
9 Not Applicable
10 Form of broker-dealer agreement between the Company, NASL
Financial Services, Inc. (Underwriter), Wood Logan Associates,
Inc. (Promotional Agent) and broker-dealers -- Previously filed
as Exhibit 10 to pre-effective amendment no. 1 to Form S-1
filed July 17, 1997.
11 Not Applicable
12 Not Applicable
13 Not Applicable
14 Not Applicable
15 Not Applicable
16 Not Applicable
17 Not Applicable
18 Not Applicable
19 Not Applicable
20 Not Applicable
21 Not Applicable
22 Not Applicable
</TABLE>
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<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
23(i) Not Applicable
23(ii) Not Applicable
24(i) Power of Attorney -- Power of Attorney - The Manufacturers Life
Insurance Company of New York Directors Incorporated by
reference to Exhibit 7 to pre-effective amendment no. 1 on Form
S-6, file number 333-33351, filed March 16, 1998.
24(ii) Power of Attorney, James O'Malley and Thomas Borshoff -
Incorporated by reference to Exhibit 14 to post-effective
amendment no. 6 on Form N-4, file number 33-79112, filed March
2, 1999.
25 Not Applicable
26 Not Applicable
27 Financial Data Schedule -- Filed herewith.
28 Not Applicable
</TABLE>
ITEM 6B - REPORTS ON FORM 8-K
No reports on Form 8-K were filed during the quarter.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NEW YORK
(Registrant)
By: /s/ David W. Libbey
______________________________________
David W. Libbey, Treasurer
(Principal Financial Officer and Duly Authorized Officer)
Date: May 17, 1999
17
<PAGE> 18
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
27 Financial data schedule for quarter ended March 31, 1999
</TABLE>
18
<TABLE> <S> <C>
<ARTICLE> 7
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<DEBT-HELD-FOR-SALE> 120,717
<DEBT-CARRYING-VALUE> 0
<DEBT-MARKET-VALUE> 0
<EQUITIES> 0
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 121,451
<CASH> 13,758
<RECOVER-REINSURE> 0
<DEFERRED-ACQUISITION> 39,743
<TOTAL-ASSETS> 1,057,662
<POLICY-LOSSES> 102,565
<UNEARNED-PREMIUMS> 0
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 868,351
<NOTES-PAYABLE> 0
<COMMON> 2,000
0
0
<OTHER-SE> 77,479
<TOTAL-LIABILITY-AND-EQUITY> 1,057,662
9
<INVESTMENT-INCOME> 3,886
<INVESTMENT-GAINS> 203
<OTHER-INCOME> 7,161
<BENEFITS> 1,315
<UNDERWRITING-AMORTIZATION> 1,564
<UNDERWRITING-OTHER> 2,898
<INCOME-PRETAX> 1,596
<INCOME-TAX> 558
<INCOME-CONTINUING> 1,038
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,038
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<RESERVE-OPEN> 0
<PROVISION-CURRENT> 0
<PROVISION-PRIOR> 0
<PAYMENTS-CURRENT> 0
<PAYMENTS-PRIOR> 0
<RESERVE-CLOSE> 0
<CUMULATIVE-DEFICIENCY> 0
</TABLE>
