<PAGE> 1
As filed with the Securities and Exchange Commission on August 1, 1995
Registration No. 33-48550
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 5
TO
FORM S-6
FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT
TRUSTS REGISTERED ON FORM N-8B-2
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
(Exact Name of Registrant)
GENERAL AMERICAN LIFE INSURANCE COMPANY
700 Market Street
St. Louis, MO 63101
(Name and Address of principal executive office of depositor)
Matthew P. McCauley, Esquire
General American Life Insurance Company
700 Market Street
St. Louis, MO 63101
(Name and Address of Agent for Service of Process)
Copy to:
Stephen E. Roth, Esquire
Sutherland, Asbill & Brennan
1275 Pennsylvania Ave., N.W.
Washington, D.C. 20004-2404
It is proposed that this filing will become effective:
immediately upon filing pursuant to paragraph (b)
- -------------
on (Date) pursuant to paragraph (b)
- -------------
- ------x------60 days after filing pursuant to paragraph (a)(1)
- -------------on (Date) pursuant to paragraphs (a)(1) and (a)(3)
of rule 485
Pursuant to Rule 24f-2 under the Investment Company Act of 1940, Registrant
has registered an indefinite amount of securities under the Securities Act of
1933. The Notice required by Rule 24f-2 for l994 was filed on 20 February
1995.
<PAGE> 2
<TABLE>
RECONCILIATION AND TIE BETWEEN ITEMS
IN FORM N-8B-2 AND THE PROSPECTUS
<CAPTION>
Item No. of
Form N-8B-2 Caption in Prospectus
----------- ---------------------
<S> <C>
1. Cover Page
2. Cover Page
3. Not Applicable
4. Distribution of the Policies
5. The Company and the Separate Account
6. The Separate Account
7. Not Required
8. Not Required
9. Legal Proceedings
10. Summary; General American Capital Company;
Charges and Deductions; Policy Benefits;
Policy Rights; Voting Rights; General Matters
11. Summary; General American Capital Company
12. Summary; General American Capital Company
13. Summary; Charges and Deductions; General
American Capital Company
14. Summary; Payment and Allocation of Premiums
15. Payment and Allocation of Premiums
16. Payment and Allocation of Premiums;
General American Capital Company
17. Summary; Charges and Deductions; Policy
Rights; General American Capital Company
18. General American Capital Company; Payment
and Allocation of Premiums
19. General Matters; Voting Rights
20. Not Applicable
21. Policy Rights; General Matters
22. Not Applicable
23. Safekeeping of the Separate Account's Assets
24. General Matters
25. The Company and the Separate Account
26. Not Applicable
27. The Company and the Separate Account
28. Management of the Company
29. The Company and the Separate Account
30. Not Applicable
31. Not Applicable
32. Not Applicable
33. Not Applicable
34. Not Applicable
35. The Company and the Separate Account
36. Not Required
37. Not Applicable
38. Summary; Distribution of the Policies
39. Summary; Distribution of the Policies
</TABLE>
-i-
<PAGE> 3
<TABLE>
<CAPTION>
Item No. of
Form N-8B-2 Caption in Prospectus
----------- ---------------------
<S> <C>
40. Distribution of the Policies
41. The Company and the Separate Account;
Distribution of the Policies
42. Not Applicable
43. Not Applicable
44. Payment and Allocation of Premiums
45. Not Applicable
46. Policy Rights
47. General American Capital Company
48. Not Applicable
49. Not Applicable
50. The Separate Account
51. Cover Page; Summary; Charges and Deductions;
Policy Rights; Policy Benefits; Payment
and Allocation of Premiums
52. General American Capital Company
53. Federal Tax Matters
54. Not Applicable
55. Not Applicable
56. Not Required
57. Not Required
58. Not Required
59. Not Required
</TABLE>
-ii-
<PAGE> 4
Post-effective amendment number 5 is being filed to add a second prospectus to
the registration statement. The second prospectus describes a variable life
insurance policy to be issued by the depositor and the registrant that is
substantially identical to a policy currently being issued by the depositor
and the registrant described in a prospectus (the "original prospectus")
previously included in the registration statement. The second prospectus
included herein is substantially identical to the original prospectus, except
that the policy described in the second prospectus makes available to policy
owners different investment divisions of the registrant than does the policy
described in the original prospectus. The registrant intends in the future to
include both prospectuses in the registration statement. The registrant
incorporates the original prospectus herein by reference to post-effective
amendment number 4 to the registration statement, filed with the Commission
on April 27, 1995.
-iii-
<PAGE> 5
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY
ISSUED BY
GENERAL AMERICAN LIFE INSURANCE COMPANY
700 MARKET STREET
ST. LOUIS, MO 63101
(314) 231-1700
This Prospectus describes an individual flexible premium variable life
insurance Policy ("the Policy") offered by General American Life Insurance
Company ("General American" or "the Company"). The Policy is designed to
provide lifetime insurance protection to age 100 and at the same time provide
maximum flexibility to vary premium payments and change the level of death
benefits payable under the Policy. This flexibility allows an Owner to provide
for changing insurance needs under a single insurance policy. An Owner also
has the opportunity to allocate Net Premiums among several investment
portfolios with different investment objectives.
The Policy provides for: (1) a Cash Surrender Value that can be obtained
by surrendering the Policy; (2) Policy Loans; and (3) a death benefit payable
at the Insured's death. As long as a Policy remains in force, the death
benefit will not be less than the current Face Amount of the Policy. A Policy
will remain in force so long as its Cash Surrender Value is sufficient to pay
certain monthly charges imposed in connection with the Policy.
After the end of the "Right to Examine Policy" period, Net Premiums may be
allocated to one or more of the Divisions of General American Separate Account
Eleven ("the Separate Account") or in certain contracts to General American's
General Account. If Net Premiums are allocated to the Separate Account, the
amount of the Cash Value will vary to reflect the investment performance of
the investment Divisions selected by the Owner, the Policy may lapse, and,
depending on the death benefit option elected, the amount of the death benefit
above the minimum may also vary with that investment performance. The Owner
bears the entire investment risk for all amounts allocated to the Separate
Account; there is no minimum guaranteed Cash Value.
Divisions of the Separate Account invest in corresponding Funds from the
following open-end, diversified management investment companies:
RUSSELL INSURANCE FUNDS, INC. GENERAL AMERICAN CAPITAL COMPANY
Multi-Style Equity Fund Money Market Fund
Aggressive Equity Fund
Non-U.S. Fund
Core Bond Fund
A full description of the Funds, including the investment policies,
restrictions, risks, and charges is contained in the prospectus of each Fund.
It may not be advantageous to purchase a Policy as a replacement for
another type of life insurance or as a means to obtain additional insurance
protection if the purchaser already owns another flexible premium variable
life insurance policy.
This Prospectus must be accompanied by current prospectuses for Russell
Insurance Funds, Inc. and General American Capital Company.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION NOR HAS THE COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Please read this Prospectus carefully and retain it for future reference.
The date of this Prospectus is .
The Policy is not available in all states.
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN
WHICH SUCH OFFERING MAY NOT BE LAWFULLY MADE. NO DEALER, SALESMAN, OR OTHER
PERSON IS AUTHORIZED TO GIVE ANY INFORMATION OR MAKE ANY REPRESENTATIONS IN
CONNECTION WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS,
AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE
RELIED UPON.
<PAGE> 6
<TABLE>
TABLE OF CONTENTS
<CAPTION>
Page
<S> <C>
DEFINITIONS 1
SUMMARY 2
THE COMPANY AND THE SEPARATE ACCOUNT 6
The Company 6
The Separate Account 6
Russell Insurance Funds, Inc. 6
General American Capital Company 7
POLICY BENEFITS 8
Death Benefit 8
Cash Value 10
POLICY RIGHTS 11
Loans 11
Surrender, Partial Withdrawals and Pro Rata Surrender 13
Transfers 15
Dollar Cost Averaging 15
Right to Examine Policy 16
Payment of Benefits at Maturity 16
PAYMENT AND ALLOCATION OF PREMIUMS 17
Issuance of a Policy 17
Premiums 17
Allocation of Net Premiums and Cash Value 18
Policy Lapse and Reinstatement 18
CHARGES AND DEDUCTIONS 19
Premium Expense Charges 19
Monthly Deduction 20
Contingent Deferred Sales Charge 21
Separate Account Charges 22
DIVIDENDS 22
THE GENERAL ACCOUNT 23
GENERAL MATTERS 25
DISTRIBUTION OF THE POLICIES 28
FEDERAL TAX MATTERS 28
UNISEX REQUIREMENTS UNDER MONTANA LAW 31
SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS 31
VOTING RIGHTS 31
STATE REGULATION OF THE COMPANY 32
MANAGEMENT OF THE COMPANY 33
LEGAL MATTERS 35
LEGAL PROCEEDINGS 35
EXPERTS 35
ADDITIONAL INFORMATION 35
FINANCIAL STATEMENTS 35
APPENDIX A A-1
APPENDIX B B-1
</TABLE>
<PAGE> 7
DEFINITIONS
Attained Age - The Issue Age of the Insured plus the number of completed
Policy Years.
Beneficiary - the person(s) named in the application or by later
designation to receive Policy proceeds in the event of the Insured's death. A
Beneficiary may be changed as set forth in the Policy and this Prospectus.
Cash Value - The total amount that a Policy provides for investment at any
time. It is equal to the total of the amounts credited to the Owner in the
Separate Account, the Loan Account, and in certain contracts, the General
Account.
Cash Surrender Value - The Cash Value of a Policy on the date of
surrender, less any Indebtedness, and less any surrender charges.
Division - A subaccount of the Separate Account which invests exclusively
in the shares of a corresponding Fund of Russell Insurance Funds, Inc.
("Russell Insurance Funds") or General American Capital Company.
Effective Date - The date as of which insurance coverage begins under a
policy.
Face Amount - The minimum death benefit under the Policy so long as the
Policy remains in force.
Fund - A separate investment portfolio of Russell Insurance Funds or
General American Capital Company.
General Account -The assets of the Company other than those allocated to
the Separate Account or any other separate account. The Loan Account is part
of the General Account.
Home Office - The service office of General American Life Insurance
Company, the mailing address of which is P.O. Box 14490, St. Louis, Missouri
63178.
Indebtedness - The sum of all unpaid Policy Loans and accrued interest on
loans.
Insured - The person whose life is insured under the Policy.
Investment Start Date -The date the initial premium is applied to the
General Account and/or the Divisions of the Separate Account. This date is the
later of the Issue Date or the date the initial premium is received at General
American's Home Office.
Issue Age - The Insured's age at his or her nearest birthday as of the
date the Policy is issued.
Issue Date - The date from which Policy Anniversaries, Policy Years, and
Policy Months are measured.
Loan Account - The account of the Company to which amounts securing Policy
Loans are allocated. The Loan Account is part of General American's General
Account.
Loan Subaccount - A Loan Subaccount exists for the General Account and for
each Division of the Separate Account. Any Cash Value transferred to the Loan
Account will be allocated to the appropriate Loan Subaccount to reflect the
origin of the Cash Value. At any point in time, the Loan Account will equal
the sum of all the Loan Subaccounts.
Maturity Date - The Policy Anniversary on which the Insured reaches
Attained Age 100.
Monthly Anniversary - The same date in each succeeding month as the Issue
Date except that whenever the Monthly Anniversary falls on a date other than a
Valuation Date, the Monthly Anniversary will be deemed the next Valuation
Date. If any Monthly Anniversary would be the 29th, 30th, or 31st day of a
month that does not have that number of days, then the Monthly Anniversary
will be the last day of that month.
Net Premium - The premium less the premium expense charges (consisting of
the sales charge and the premium tax charge).
1
<PAGE> 8
Owner - The Owner of a Policy, as designated in the application or as
subsequently changed.
Policy - The flexible premium variable life insurance Policy offered by
the Company and described in this Prospectus.
Policy Anniversary - The same date each year as the Issue Date.
Policy Month - A month beginning on the Monthly Anniversary.
Policy Year - A period beginning on a Policy Anniversary and ending on the
day immediately preceding the next Policy Anniversary.
SEC - The United States Securities and Exchange Commission.
Separate Account - General American Separate Account Eleven, a separate
investment account established by the Company to receive and invest the Net
Premiums paid under the Policy, and certain other variable life policies, and
allocated by the Owner to provide variable benefits.
Valuation Date - Each day that the New York Stock Exchange is open for
trading and the Company is open for business. The Company is not open for
business the day after Thanksgiving.
Valuation Period - The period between two successive Valuation Dates,
commencing at 4:00 p.m. (Eastern Standard Time) on a Valuation Date and ending
4:00 p.m. on the next succeeding Valuation Date.
SUMMARY
The following summary of Prospectus information should be read in
conjunction with the detailed information appearing elsewhere in this
Prospectus. Unless otherwise indicated, the description of the Policies
contained in this Prospectus assumes that a Policy is in force and that there
is no outstanding Indebtedness.
The Policy. Under the flexible premium variable life insurance Policy
described in this Prospectus, the Owner may, subject to certain limitations,
make premium payments in any amount and at any frequency. The Policy is a
life insurance contract with death benefits, Cash Value, surrender rights,
Policy Loan privileges, and other features traditionally associated with life
insurance. It is a "flexible premium" Policy because, unlike traditional
insurance policies, there is no fixed schedule for premium payments. Although
the Owner may establish a schedule of premium payments ("planned premium
payments"), failure to make the planned premium payments will not necessarily
cause a Policy to lapse nor will making the planned premium payments guarantee
that a Policy will remain in force to maturity. Thus, an Owner may, but is
not required to, pay additional premiums. This flexibility permits an Owner
to provide for changing insurance needs within a single insurance policy.
The Policy is a "variable" Policy because, unlike the fixed benefits under
an ordinary life insurance contract, to the extent that Net Premiums are
allocated to the Separate Account, the Cash Value and, under certain
circumstances, the death benefit under a Policy may increase or decrease
depending upon the investment performance of the Divisions of the Separate
Account to which the Owner has allocated Net Premium payments. However, so
long as a Policy's Cash Surrender Value continues to be sufficient to pay the
monthly deductions, an Owner is guaranteed a minimum death benefit equal to
the Face Amount of his or her Policy, less any outstanding Indebtedness.
A Policy will lapse (and terminate without value) when the Cash Surrender
Value is insufficient to pay the next monthly deduction and a grace period of
62 days expires without an adequate payment being made by the Owner. (See
Payment and Allocation of Premiums - Policy Lapse and Reinstatement.)
The Separate Account. After the end of the "Right to Examine Policy"
period, the Owner may allocate the Net Premiums to the Separate Account and,
if it is available, to the General Account. Amounts allocated to the Separate
Account are further allocated to one or more Divisions. Assets of each
Division are invested at net asset value in shares of a corresponding Fund.
(See The Company and the Separate Account.) An Owner may change future
allocations of Net Premiums at any time.
2
<PAGE> 9
The option offered in connection with the Policies to allocate Net
Premiums or to transfer Cash Value to the General Account may not be made
available, at the Company's discretion, under all Policies. Further, the
option may be limited with respect to some Policies. The Company may, from
time to time, adjust the extent to which future premiums may be allocated to
the General Account in regard to any or all outstanding Policies. Such
adjustments may not be uniform as to all Policies.
Until the end of the "Right to Examine Policy" period (See Policy Rights -
Right to Examine Policy), all Net Premiums automatically will be allocated to
the Division that invests in the Money Market Fund. (See Payment and
Allocation of Premiums - Allocation of Net Premiums and Cash Value.)
To the extent Net Premiums are allocated to the Divisions of the Separate
Account, the Cash Value will, and the death benefit may, vary with the
investment performance of the chosen Division. To the extent Net Premiums are
allocated to the General Account, the Cash Value will accrue interest at a
guaranteed minimum rate. (See The General Account.) Thus, depending upon the
allocation of Net Premiums, investment risk over the life of a Policy may be
borne by the Owner, by the Company, or by both.
Subject to certain restrictions, an Owner may transfer Cash Values among
the Divisions of the Separate Account or, if available, between the Separate
Account and the General Account. Currently, no charge is assessed for
transfers. The Company reserves the right to revoke or modify the transfer
privilege. (See Policy Rights - Transfers.)
Charges and Deductions. A premium expense charge will be deducted from
each premium payment prior to allocation. The premium expense charge consists
of a sales charge and a charge to cover premium taxes. The sales charge will
never exceed 5.0% and is currently 5.0% in Policy years one through ten and
2.25% in Policy years past Policy year ten. The charge to cover premium taxes
is 2.5%. (See Charges and Deductions - Premium Expense Charges.)
A Contingent Deferred Sales Charge to compensate for sales expenses will
also be assessed against the Cash Value under a Policy upon a surrender, a
lapse, a partial withdrawal, or pro rata surrender. The Contingent Deferred
Sales Charge will never exceed 4% of premiums paid. (See Policy Rights -
Surrender, Partial Withdrawals, and Pro Rata Surrender; Policy Benefits -
Death Benefit; and Charges and Deductions - Contingent Deferred Sales
Charge.) Reductions in the Contingent Deferred Sales Charge are available in
some situations. (See Reduction of Charges.)
On each Monthly Anniversary, the Cash Value will be reduced by a monthly
deduction. The monthly deduction includes an administrative charge of $4 per
month for each Policy Month. (See Charges and Deductions - Monthly Deduction.)
A monthly charge is also made for the cost of insurance, and the cost of any
additional benefits provided by rider. (See Charges and Deductions - Monthly
Deduction.)
A daily charge based on an effective annual charge of .70% of the net
assets of each Division of the Separate Account will be imposed for the
Company's assumption of certain mortality and expense risks incurred in
connection with the Policies. (See Charges and Deductions - Separate Account
Charges.)
The Company may make a charge for any taxes or economic burden resulting
from the application of the tax laws that it determines to be properly
attributable to the Separate Account or to the Policy. (See Federal Tax
Matters.)
The operating expenses of the Separate Account are paid by General
American. Investment management and advisory fees and other operating
expenses of the Funds are paid by the Funds and are reflected in the value of
the assets of the corresponding Division of the Separate Account. For a
description of these charges, see Charges and Deductions--Separate Account
Charges.
Currently, there are no transaction charges to cover the administrative
costs of processing partial withdrawals or transfers of Cash Value between
Divisions of the Separate Account. In contracts with the General Account
option, there are no transaction charges to cover the administrative costs of
processing transfers of Cash Value between the Separate and General Accounts.
However, the Company reserves the right to impose such charges in the future.
In addition, transfers and withdrawals are subject to restrictions relative to
amount and frequency. (See Payment and Allocation of Premiums - Allocation of
Net Premiums and Cash Value; Policy Rights - Surrender, Partial Withdrawals,
and Pro Rata Surrender; and The General Account.)
Premiums. An Owner has considerable flexibility concerning the amount and
frequency of premium payments. A Policy will not become effective until the
Owner has paid an initial premium equal to one-twelfth (1/12) of the "Minimum
3
<PAGE> 10
Premium" for the Policy. This amount will be different for each Policy.
Thereafter, an Owner may, subject to certain restrictions, make premium
payments in any amount and at any frequency. The Owner may also determine a
planned premium payment schedule. The schedule will provide for a premium
payment of a level amount at a fixed interval over a specified period of time.
An Owner need not, however, adhere to the planned premium payment schedule.
For policies issued as a result of a term conversion from certain General
American term policies, the Company requires the Owner to pay an initial
premium, which combined with conversion credits given, will equal one full
"Minimum Premium" for the Policy. (See Payment and Allocation of Premiums.)
A Policy will lapse only when the Cash Surrender Value is insufficient to
pay the next monthly deduction (See Charges and Deductions - Monthly
Deduction.) and a grace period expires without a sufficient payment by the
Owner. (See Payment and Allocation of Premiums - Policy Lapse and
Reinstatement.)
Death Benefit. A death benefit is payable to the named Beneficiary when
the Insured under a Policy dies. Three death benefit options are available.
Under Death Benefit Option A, the death benefit is the Face Amount of the
Policy or, if greater, the applicable percentage of Cash Value. Under Death
Benefit Option B, the death benefit is the Face Amount of the Policy plus the
Cash Value or, if greater, the applicable percentage of Cash Value. Under
Death Benefit Option C, the death benefit is the Face Amount of the Policy or,
if greater, the Cash Value multiplied by the Attained Age factor. So long as
the Policy remains in force, the minimum death benefit under any death benefit
option will be at least the current Face Amount. The death benefit will be
increased by any unpaid dividends determined prior to the Insured's death and
by the amount of the cost of insurance for the portion of the month from the
date of death to the end of the month, and reduced by any outstanding
Indebtedness. The death benefit will be paid according to the settlement
options available at the time of death. (See Policy Benefits - Death Benefit.)
The minimum Face Amount at issue is $50,000 under the Company's current
rules. Subject to certain restrictions, the Owner may change the Face Amount
and the death benefit option. In certain cases evidence of insurability may be
required. (See Change in Death Benefit Option, and Change In Face Amount.)
Additional insurance benefits offered under the Policy include a waiver of
specified premium rider, a waiver of monthly deduction rider, and an
increasing benefit option. (See General Matters - Additional Insurance
Benefits.) The cost of these additional insurance benefits will be deducted
from the Cash Value as part of the monthly deduction. (See Charges and
Deductions - Monthly Deduction.)
Cash Value. The Policy provides for a Cash Value equal to the total of the
amounts credited to the Owner in the Separate Account, the Loan Account
(securing Policy Loans) and in certain contracts, the General Account. A
Policy's Cash Value will reflect the amount and frequency of Net Premium
payments, the investment performance of any selected Divisions of the Separate
Account, any Policy Loans, any partial withdrawals, and the charges imposed in
connection with the Policy. (See Policy Benefits - Cash Value.) There is no
minimum guaranteed Cash Value.
Policy Loans. After the first Policy Anniversary, an Owner may borrow
against the Cash Value of a Policy. The maximum amount that may be borrowed
under a Policy ("the Loan Value") is the Cash Value of the Policy on the date
the loan request is received, less loan interest to the next Policy
Anniversary, less any outstanding Indebtedness, less any surrender charges to
the next Policy Anniversary, and less monthly deductions to the next loan
interest due date. Loan interest is payable on each Policy Anniversary and all
outstanding Indebtedness will be deducted from proceeds payable at the
Insured's death, upon maturity, upon the exercise of a settlement option, or
upon surrender.
A Policy loan will be allocated among the General Account (if available)
and the various Divisions of the Separate Account. When a loan is allocated to
the Divisions of the Separate Account, a portion of the Policy's Cash Value in
the Divisions of the Separate Account sufficient to secure the loan will be
transferred to the Loan Account as security for the loan. Therefore, a loan
may have impact on the Policy's Cash Value even if it is repaid. A Policy Loan
may be repaid in whole or in part at any time while the Policy is in force.
(See Policy Rights - Loans.) Loans taken from, or secured by, a Policy may
have Federal income tax consequences. (See Federal Tax Matters.)
Surrender, Partial Withdrawals, and Pro Rata Surrender. At any time that
a Policy is in force, an Owner may elect to surrender the Policy and receive
its Cash Surrender Value plus the value of any dividends determined prior to
the surrender. After the first year, an Owner may also request a partial
withdrawal of the Cash Surrender Value of the Policy. When the death benefit
is not based on an applicable percentage of the Cash Value, a partial
withdrawal reduces the death benefit payable under the Policy by an amount
equal to the reduction in the Policy's Cash Value. An Owner may also
4
<PAGE> 11
request a pro rata surrender of the Policy. (See Policy Rights - Surrender,
Partial Withdrawals, and Pro Rata Surrender.) A surrender, partial withdrawal,
or pro rata surrender may have Federal income tax consequences. (See Federal
Tax Matters.)
Right to Examine Policy. The Owner has a limited right to return a Policy
for cancellation within 20 days after receiving it (30 days if the Owner is a
resident of California and is age 60 or older), or within 45 days after the
application is signed, whichever is later. If a Policy is canceled within this
time period, a refund will be paid which will equal all premiums paid under
the Policy except in Kansas. The Owner also has a similar right to cancel a
requested increase in Face Amount. Upon cancellation of an increase, the
additional charges deducted in connection with the increase will be added to
the Cash Value. (See Policy Rights - Right to Examine Policy.)
Illustrations of Death Benefits and Cash Surrender Values. Illustrations
on pages A-2 to A-10 in Appendix A show how death benefits and Cash Surrender
Values may vary based on certain rate of return assumptions and how these
benefits compare with amounts which would accumulate if premiums were invested
to earn interest at 5% compounded annually. If a Policy is surrendered in the
early Policy Years the Cash Surrender Value payable will be low as compared
to premiums accumulated at interest, and consequently the insurance protection
provided prior to surrender will be costly. You may make a written request for
a projection of illustrated future Cash Values and death benefits for a
nominal fee not to exceed $25.00.
Tax Consequences of the Policy. If a Policy is issued on the basis of a
standard premium class or on a guaranteed or simplified issue basis, while
limited guidance exists, the Company believes that the Policy should qualify
as a life insurance contract for Federal income tax purposes. However, if a
Policy is issued on a substandard basis, it is unclear whether or not such a
Policy would qualify as a life insurance contract for Federal income tax
purposes. Assuming that the Policy qualifies as a life insurance contract for
Federal income tax purposes, the Company believes the Cash Value of the Policy
should be subject to the same Federal income tax treatment as the Cash Value
of a conventional fixed-benefit contract. If so, the Owner is not considered
to be in constructive receipt of the Cash Value under the Policy until there
is a distribution. A change of Owners, a surrender, a partial withdrawal, a
pro rata surrender, a lapse with outstanding Indebtedness, or an exchange may
have tax consequences, such as making the Policy a modified endowment
contract, depending on the particular circumstances. (See Federal Tax
Matters.)
A Policy may be treated as a "modified endowment contract" depending upon
the amount of premiums paid in relation to the death benefit. If the Policy is
a modified endowment contract, then all pre-death distributions, including
Policy Loans and due but unpaid loan interest, will be treated first as a
distribution of taxable income and then as a return of basis or investment in
the contract. In addition, prior to age 59 1/2 taxable income from such
distributions generally will be subject to a 10% additional tax. A
prospective Owner should contact a competent tax advisor before purchasing a
Policy to determine the circumstances under which the Policy would be a
modified endowment contract, and before paying any additional premiums or
making any other change to, including an exchange of, a Policy to determine
whether such premium or change would cause the Policy (or the new Policy in
the case of an exchange) to be treated as a modified endowment contract.
If the Policy is not a modified endowment contract, distributions
generally will be treated first as a return of basis or investment in the
contract and then as disbursing taxable income. Moreover, loans will not be
treated as distributions. Finally, neither distributions nor loans from a
Policy that is not a modified endowment contract are subject to the 10.0%
additional tax. (See Federal Tax Matters.)
Dividends. While a Policy is in force, it may share in the divisible
surplus of the Company. Each year the Company will determine the share of
divisible surplus accruing to a Policy and will distribute the surplus as
dividend. The Company is not obligated to pay dividends on the Policies. (See
Dividends.)
This Prospectus describes only those aspects of the Policy that relate to
the Separate Account, except where General Account matters are specifically
mentioned. For a brief summary of the aspects of the Policy relating to the
General Account, see The General Account.
5
<PAGE> 12
THE COMPANY AND THE SEPARATE ACCOUNT
THE COMPANY
General American Life Insurance Company ("General American" or "the
Company") is a mutual life insurance company originally incorporated as a
stock company under the laws of Missouri in 1933, and which began operations
as a mutual company in 1936. General American is principally engaged in
issuing individual and group life and health insurance policies and annuity
contracts. As of December 31,1994, it had assets of more than $9.6 billion. It
is admitted to do business in 49 states, the District of Columbia, and in ten
Canadian provinces. The principal offices of General American are at 700
Market Street, St. Louis, Missouri 63101. The mailing address of General
American's service center ("the Home Office") is P.O. Box 14490, St. Louis,
Missouri 63178.
THE SEPARATE ACCOUNT
General American Life Insurance Company Separate Account Eleven ("the
Separate Account") was established by General American as a separate
investment account on January 24, 1985 under Missouri law. The Separate
Account will receive and invest the Net Premiums paid under this Policy and
allocated to it. In addition, the Separate Account currently receives and
invests Net Premiums for other classes of flexible premium variable life
insurance policies and might do so for additional classes in the future.
The Separate Account has been registered with the SEC as a unit investment
trust under the Investment Company Act of 1940 ("the 1940 Act") and meets the
definition of a "separate account" under Federal securities laws. Registration
with the SEC does not involve supervision of the management or investment
practices or policies of the Separate Account or General American by the SEC.
The Separate Account currently is divided into eighteen divisions. The
Divisions which are available under the Policy are four Divisions which invest
in corresponding Funds from Russell Insurance Funds and one Division which
invests in a corresponding Fund from General American Capital Company.
Income and both realized and unrealized gains or losses from the assets
of each Division of the Separate Account are credited to or charged against
that Division without regard to income, gains, or losses from any other
Division of the Separate Account or arising out of any other business General
American may conduct.
Although the assets of the Separate Account are the property of General
American, the assets in the Separate Account equal to the reserves and other
liabilities of the Separate Account are not chargeable with liabilities
arising out of any other business which General American may conduct. The
assets of the Separate Account are available to cover the general liabilities
of General American only to the extent that the Separate Account's assets
exceed its liabilities arising under the Policies. From time to time, the
Company may transfer to its General Account any assets of the Separate Account
that exceed the reserves and the Policy liabilities of the Separate Account
(which will always be at least equal to the aggregate Policy value allocated
to the Separate Account under the Policies). Before making any such transfers,
General American will consider any possible adverse impact the transfer may
have on the Separate Account.
RUSSELL INSURANCE FUNDS
Russell Insurance Funds ("the Investment Company") is an open-end,
diversified management investment company which was incorporated in Maryland
on October 8, 1987. The assets of each Fund of the Investment Company are
managed by one or more investment advisory organizations (each, a "Money
Manager") researched and recommended by Frank Russell Company ("FRC"),
consultant to the Investment Company. FRC's wholly owned subsidiary, Frank
Russell Investment Management Company ("the Management Company"), provides
general management of the Investment Company. The Management Company
continuously monitors and evaluates the Money Managers and recommends their
engagement, replacement, or termination to the board of the Investment Company
based upon the consultation and advice of FRC.
The investment objectives and policies of each Fund are summarized below:
Multi-Style Equity Fund: The investment objective of the Fund is to
provide income and capital growth by investing principally in equity
securities.
6
<PAGE> 13
Aggressive Equity Fund: The investment objective of the Fund is to
maximize total return primarily through capital appreciation and by assuming
a higher level of volatility than is ordinarily expected from the Multi-
Style Equity Fund, by investing in equity securities.
Non-U.S. Fund: The investment objectives of the Fund are to provide
favorable total return and additional diversification for United States
investors by investing primarily in equity and fixed-income securities of
non-United States companies and securities issued by non-United States
governments.
Core Bond Fund: The investment objectives of the Fund are to
provide effective diversification against equities and a stable level of
cash flow by investing in fixed-income securities.
GENERAL AMERICAN CAPITAL COMPANY
General American Capital Company (the "Capital Company") is an open-end,
diversified management investment company which was incorporated in Maryland
on November 15, 1985, and commenced operations on October 1, 1987. Only the
Capital Company Fund described in this section of the Prospectus is currently
available as an investment choice for this Policy even though additional Funds
may be described in the prospectus for Capital Company. Shares of Capital
Company are currently offered to separate accounts established by General
American Life Insurance Company and affiliates. The Capital Company's
Investment Advisor is General American Investment Management Company ("the
Advisor"), a wholly-owned subsidiary of General American Holding Company
which, in turn is wholly owned by General American. The Advisor selects
investments for the Fund.
The investment objectives and policies of the Fund are summarized
below:
The Money Market Fund: The investment objective of the Money Market
Fund is to obtain the highest level of current income which is consistent
with the preservation of capital and maintenance of liquidity. The Fund
invests primarily in high-quality, short-term money market instruments.
An investment in the Money Market Fund is neither insured nor guaranteed
by the U. S. Government.
There is no assurance that any of the Funds will achieve its stated
objective. A more detailed description of the Funds, their investment
policies, restrictions, risks, and charges is in the prospectuses for Russell
Insurance Funds and Capital Company, which must accompany or precede this
Prospectus and which should be read carefully.
ADDITION, DELETION, OR SUBSTITUTION OF INVESTMENTS
The Company reserves the right, subject to compliance with applicable law,
to make additions to, deletions from, or substitutions for the shares that are
held by the Separate Account or that the Separate Account may purchase. The
Company reserves the right to eliminate the shares of any of the Funds and to
substitute shares of another Fund of Russell Insurance Funds, Capital Company,
or of another registered open-end investment company if the shares of a Fund
are no longer available for investment or if in its judgment further
investment in any Fund becomes inappropriate in view of the purposes of the
Separate Account. The Company will not substitute any shares attributable to
an Owner's interest in a Division of the Separate Account without notice to
the Owner and prior approval of the SEC, to the extent required by the 1940
Act or other applicable law. Nothing contained in this Prospectus shall
prevent the Separate Account from purchasing other securities for other series
or classes of policies, or from permitting a conversion between series or
classes of policies on the basis of requests made by Owners.
The Company also reserves the right to establish additional Divisions of
the Separate Account, each of which would invest in a new Fund of Russell
Insurance Funds, Capital Company, or in shares of another investment company,
with a specified investment objective. New Divisions may be established when,
in the sole discretion of the Company, marketing needs or investment
conditions warrant. Any new Division will be made available to existing Owners
on a basis to be determined by the Company. To the extent approved by the SEC,
the Company may also eliminate or combine one or more Divisions, substitute
one Division for another Division, or transfer assets between Divisions if, in
its sole discretion, marketing, tax, or investment conditions warrant.
In the event of a substitution or change, the Company may, if it considers
it necessary, make such changes in the Policy by appropriate endorsement and
offer conversion options required by law, if any. The Company will notify all
Owners of any such changes.
7
<PAGE> 14
If deemed by the Company to be in the best interests of persons having
voting rights under the Policy, and to the extent any necessary SEC approvals
or Owner votes are obtained, the Separate Account may be: (a) operated as a
management company under the 1940 Act; (b) de-registered under that Act in the
event such registration is no longer required; or (c) combined with other
separate accounts of the Company. To the extent permitted by applicable law,
the Company may also transfer the assets of the Separate Account associated
with the Policy to another separate account.
POLICY BENEFITS
DEATH BENEFIT
As long as the Policy remains in force (See Payment and Allocation of
Premiums--Policy Lapse and Reinstatement), the Company will, upon receipt of
proof of the Insured's death at its Home Office, pay the death benefit in a
lump sum. The amount of the death benefit payable will be determined at the
end of the Valuation Period during which the Insured's death occurred. The
death benefit will be paid to the surviving Beneficiary or Beneficiaries
specified in the application or as subsequently changed.
The Policy provides three death benefit options: "Death Benefit Option
A," "Death Benefit Option B," and "Death Benefit Option C." The death benefit
under all options will never be less than the current Face Amount of the
Policy (less Indebtedness) as long as the Policy remains in force. (See
Payment and Allocation of Premiums - Policy Lapse and Reinstatement.) The
minimum Face Amount currently is $50,000.
Death Benefit Option A. Under Death Benefit Option A, the death benefit
is the current Face Amount of the Policy or, if greater, the applicable
percentage of Cash Value on the date of death. The applicable percentage is
250% for an Insured Attained Age 40 or below on the Policy Anniversary prior
to the date of death. For Insureds with an Attained Age over 40 on that
Policy Anniversary, the percentage is lower and declines with age as shown in
the Applicable Percentage of Cash Value Table shown below. Accordingly, under
Death Benefit Option A the death benefit will remain level at the Face Amount
unless the applicable percentage of Cash Value exceeds the current Face
Amount, in which case the amount of the death benefit will vary as the Cash
Value varies. (See Illustrations of Death Benefits and Cash Values, Appendix
A.)
Death Benefit Option B. Under Death Benefit Option B, the death benefit is
equal to the current Face Amount plus the Cash Value of the Policy on the date
of death or, if greater, the applicable percentage of the Cash Value on the
date of death. The applicable percentage is the same as under Death Benefit
Option A: 250% for an Insured Attained Age 40 or below on the Policy
Anniversary prior to the date of death, and for Insureds with an Attained Age
over 40 on that Policy Anniversary the percentage declines as shown in the
Applicable Percentage of Cash Value Table on the next page. Accordingly,
under Death Benefit Option B the amount of the death benefit will always vary
as the Cash Value varies (but will never be less than the Face Amount). (See
Illustrations of Death Benefits and Cash Values, Appendix A.)
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
APPLICABLE PERCENTAGE OF CASH VALUE TABLE <F*>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
INSURED 40 or 45 50 55 60 65 70 78 to 95 or
PERSON'S AGE under 90 older
- ----------------------------------------------------------------------------------------------------------
POLICY ACCOUNT 250% 215% 185% 150% 130% 120% 115% 105% 100%
PERCENTAGE MULTIPLE
- ----------------------------------------------------------------------------------------------------------
<FN>
<F*>For ages that are not shown on this table, the applicable percentage
multiples will decrease by a ratable portion for each full year.
</TABLE>
Death Benefit Option C. Under Death Benefit Option C, the death benefit
is equal to the current Face Amount of the Policy or, if greater, the Cash
Value on the date of death multiplied by the "Attained Age factor" (a list of
sample Attained Age factors is shown in the Sample Attained Age Factor Table
below). Accordingly, under Death Benefit Option C the death benefit will
remain level at the Face Amount unless the Cash Value multiplied by the
Attained Age factor exceeds the current Face Amount, in which case the amount
of the death benefit will vary as the Cash Value varies. (See Illustrations
of Death Benefits and Cash Values, Appendix A.)
8
<PAGE> 15
<TABLE>
<CAPTION>
DEATH BENEFIT OPTION C SAMPLE ATTAINED AGE FACTOR TABLE
- ----------------------------------------------------------------------------------------------
INSURED MALE FEMALE INSURED MALE FEMALE
ATTAINED LIVES LIVES ATTAINED LIVES LIVES
AGE FACTOR FACTOR AGE FACTOR FACTOR
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
20 6.39373 7.62992 60 1.87392 2.15766
- ----------------------------------------------------------------------------------------------
25 5.50505 6.48136 65 1.65835 1.87615
- ----------------------------------------------------------------------------------------------
30 4.68733 5.49185 70 1.48797 1.64736
- ----------------------------------------------------------------------------------------------
35 3.97255 4.64894 75 1.35451 1.46009
- ----------------------------------------------------------------------------------------------
40 3.37168 3.94230 80 1.25595 1.31875
- ----------------------------------------------------------------------------------------------
45 2.87784 3.36481 85 1.18113 1.21344
- ----------------------------------------------------------------------------------------------
50 2.47279 2.88712 90 1.12767 1.13972
- ----------------------------------------------------------------------------------------------
55 2.14116 2.49005 95 1.07472 1.07637
</TABLE>
Changes In Death Benefit Option. After the first Policy Anniversary, if
the Policy was issued with either Death Benefit Option A or Death Benefit
Option B, the death benefit option may be changed. The option may be changed
once each Policy Year, and a request for change must be made to the Company in
writing. The effective date of such a change will be the Monthly Anniversary
on or following the date the Company receives the change request. A change in
death benefit option may have Federal income tax consequences. (See Federal
Tax Matters.)
A Death Benefit Option A Policy may change its death benefit option to
Death Benefit Option B. The Face Amount will be decreased to equal the death
benefit less the Cash Value on the effective date of change. A Death Benefit
Option B Policy may change its death benefit option to Death Benefit Option A.
The Face Amount will be increased to equal the death benefit on the effective
date of change. A Policy issued under Death Benefit Option C may not change
to either Death Benefit Option A or Death Benefit Option B for the entire
lifetime of the Contract. Similarly, a Policy issued under either Death
Benefit Option A or B may not change to Death Benefit Option C for the
lifetime of the Policy.
Satisfactory evidence of insurability must be submitted to the Company in
connection with a request for a change from Death Benefit Option A to Death
Benefit Option B. A change may not be made if it would result in a Face
Amount of less than the minimum Face Amount.
A change in death benefit option will not in itself result in an immediate
change in the amount of a Policy's death benefit or Cash Value. In addition,
if, prior to or accompanying a change in the death benefit option, there has
been an increase in the Face Amount, the cost of insurance charge may be
different for the increased amount. (See Monthly Deduction - Cost of
Insurance.)
No change in death benefit option will be permitted that would result in a
Policy not satisfying the definition of life insurance under the Internal
Revenue Code of 1986 or any applicable successor provision thereto. (See
Federal Tax Matters.)
Change in Face Amount. Subject to certain limitations set forth below, an
Owner may increase or decrease the Face Amount of a Policy once each Policy
Year and not before the first Policy Anniversary. A written request is
required for a change in the Face Amount. A change in Face Amount may affect
the cost of insurance rate and the net amount at risk, both of which affect an
Owner's cost of insurance charge. (See Monthly Deduction - Cost of
Insurance.) A change in the Face Amount of a Policy may have Federal income
tax consequences, including conversion of the Policy into a modified endowment
contract. (See Federal Tax Matters.)
For an increase in the Face Amount, the Company requires that satisfactory
evidence of insurability be submitted. An application for an increase must be
received within 60 days prior to, or 30 days following, a Policy Anniversary.
If approved, the increase will become effective as of the Policy Anniversary.
In addition, the Insured must have an Attained Age of not greater than 80 on
the effective date of the increase. The increase may not be less than
$25,000. Although an increase need not necessarily be accompanied by an
additional premium, the Cash Surrender Value in effect immediately after the
increase must be sufficient to cover the next monthly deduction. To the
extent the Cash Surrender Value is not sufficient, an additional premium must
be paid. (See Charges and Deductions - Monthly Deduction.) An increase in
the Face Amount may result in certain additional charges. (See Charges and
Deductions - Monthly Deduction.)
9
<PAGE> 16
For the Owner's rights upon an increase in Face Amount, see Policy Rights
- - Right to Examine Policy. Owners should consult their sales representative
before deciding whether to increase coverage by increasing the Face Amount of
a Policy.
Any decrease in the Face Amount will become effective on the Monthly
Anniversary on or following receipt of the written request by the Company.
The amount of the requested decrease must be at least $5,000 and the Face
Amount remaining in force after any requested decrease may not be less than
minimum Face Amount. If following a decrease in Face Amount, the Policy would
not comply with the maximum premium limitations required by Federal tax law
(see Payment and Allocation of Premiums), the decrease may be limited or Cash
Value may be returned to the Owner (at the Owner's election), to the extent
necessary to meet these requirements. Decreases will be applied to prior
increases in the Face Amount, if any, in the reverse order in which such
increases occurred, and then to the original Face Amount. This order of
reduction will be used to determine the amount of subsequent cost of insurance
charges (See Monthly Deduction - Cost of Insurance; and Charges and Deductions
- - Contingent Deferred Sales Charge.)
Where one or more Policies are sold to a corporation or other entity or
group of individuals, special arrangements may be agreed upon to increase or
decrease the Face Amount, in accordance with criteria which the Company may
establish and modify from time to time in its discretion. Criteria that may
determine changes in Face Amount include, but shall not be limited to,
periodic adjustments to the Insured's level of compensation, the number of
Policies issued to a corporation or other entity, or the number of Policies
issued to any group of owners. Criteria established by the Company will not
unfairly discriminate against the interest of any Owner or Insured.
Payment of the Death Benefit. The death benefit under the Policy will
ordinarily be paid in a lump sum within seven days after the Company receives
all documentation required for such a payment. Payment may, however, be
postponed in certain circumstances. (See General Matters - Postponement of
Payment from the Separate Account.) The death benefit will be increased by
any unpaid dividends determined prior to the Insured's death, and by the
amount of the monthly cost of insurance for the portion of the month from the
date of death to the end of the month, and reduced by any outstanding
Indebtedness. (See General Matters - Additional Insurance Benefits,
Dividends, and Charges and Deductions.) The Company will pay interest on the
death benefit from the date of the Insured's death to the date of payment.
Interest will be at an annual rate determined by the Company, but will never
be less than the guaranteed rate of 4%. Provisions for settlement of proceeds
other than a lump sum payment may only be made upon written agreement with the
Company.
CASH VALUE
The Cash Value of the Policy is equal to the total of the amounts credited
to the Owner in the Separate Account, the Loan Account (securing Policy
Loans), and, in certain contracts, the General Account. The Policy's Cash
Value in the Separate Account will reflect the investment performance of the
chosen Divisions of the Separate Account as measured by each Division's Net
Investment Factor (defined on the next page), the frequency and amount of Net
Premiums paid, transfers, partial withdrawals, loans and the charges assessed
in connection with the Policy. An Owner may at any time surrender the Policy
and receive the Policy's Cash Surrender Value. (See Policy Rights -
Surrender, Partial Withdrawals, and Pro Rata Surrender.) The Policy's Cash
Value in the Separate Account equals the sum of the Policy's Cash Values in
each Division. There is no guaranteed minimum Cash Value.
Determination of Cash Value. Cash Value is determined on each Valuation
Date. On the Investment Start Date, the Cash Value in a Division will equal
the portion of any Net Premium allocated to the Division, reduced by the
portion allocated to that Division of the monthly deduction(s) due from the
Issue Date through the Investment Start Date. (See Payment and Allocation of
Premiums.) Thereafter, on each Valuation Date, the Cash Value in a Division of
the Separate Account will equal:
(1) The Cash Value in the Division on the preceding Valuation Date,
multiplied by the Division's Net Investment Factor (defined below) for the
current Valuation Period; plus
(2) Any Net Premium payments received during the current Valuation
Period which are allocated to the Division; plus
(3) Any loan repayments allocated to the Division during the
current Valuation Period; plus
10
<PAGE> 17
(4) Any amounts transferred to the Division from the General
Account or from another Division during the current Valuation Period; plus
(5) That portion of the interest credited on outstanding loans
which is allocated to the Division during the current Valuation Period;
minus
(6) Any amounts transferred from the Division to the General
Account, Loan Account, or to another Division during the current Valuation
Period (including any transfer charges); minus
(7) Any partial withdrawals from the Division during the current
Valuation Period; minus
(8) Any withdrawal due to a pro rata surrender from the Division
during the current Valuation Period; minus
(9) Any withdrawal or surrender charges incurred during the current
Valuation Period attributed to the Division in connection with a partial
withdrawal or pro rata surrender; minus
(10) If a Monthly Anniversary occurs during the current Valuation
Period, the portion of the monthly deduction allocated to the Division
during the current Valuation Period to cover the Policy Month which starts
during that Valuation Period. (See Charges and Deductions .)
Net Investment Factor: The Net Investment Factor measures the investment
performance of a Division during a Valuation Period. The Net Investment Factor
for each Division for a Valuation period is calculated as follows:
(1) The value of the assets at the end of the preceding Valuation
Period; plus
(2) The investment income and capital gains, realized or
unrealized, credited to the assets in the Valuation Period for which the
Net Investment Factor is being determined; minus
(3) The capital losses, realized or unrealized, charged against
those assets during the Valuation Period; minus
(4) Any amount charged against each Division for taxes, including
any tax or other economic burden resulting from the application of the tax
laws determined by the Company to be properly attributable to the Divisions
of the Separate Account, or any amount set aside during the Valuation
Period as a reserve for taxes attributable to the operation or maintenance
of each Division; minus
(5) A charge equal to .0019111% of the average net assets for each
day in the Valuation Period. This is equivalent to an effective annual
rate of 0.70% per year for mortality and expense risks; divided by
(6) The value of the assets at the end of the preceding Valuation
Period.
POLICY RIGHTS
LOANS
Loan Privileges. After the first Policy Anniversary, the Owner may, by
written request to General American, borrow an amount up to the Loan Value of
the Policy, with the Policy serving as sole security for such loan. A loan
taken from, or secured by, a Policy may have Federal income tax consequences.
(See Federal Tax Matters.)
The Loan Value is the Cash Value of the Policy on the date the loan
request is received, less interest to the next loan interest due date, less
anticipated monthly deductions to the next loan interest due date, less any
existing loan, and less any surrender charge. Policy Loan interest is payable
on each Policy Anniversary.
The minimum amount that may be borrowed is $500. The loan may be
completely or partially repaid at any time while the Insured is living. Any
amount due to an Owner under a Policy Loan ordinarily will be paid within
seven days after General American receives the loan request at its Home
Office, although payments may be postponed under certain circumstances. (See
General Matters-Postponement of Payments from the Separate Account.)
11
<PAGE> 18
When a Policy Loan is made, Cash Value equal to the amount of the loan
plus interest due will be transferred to the Loan Account as security for the
loan. A Loan Subaccount exists within the Loan Account for the General Account
and each Division of the Separate Account. Amounts transferred to the Loan
Account to secure Indebtedness are allocated to the appropriate Loan
Subaccount to reflect its origin. Unless the Owner requests a different
allocation, amounts will be transferred from the Divisions of the Separate
Account and the General Account in the same proportion that the Policy's Cash
Value in each Division and the General Account, if any, bears to the Policy's
total Cash Value, less the Cash Value in the Loan Account, at the end of the
Valuation Period during which the request for a Policy Loan is received. This
will reduce the Policy's Cash Value in the General Account and Separate
Account. These transactions will not be considered transfers for purposes of
the limitations on transfers between Divisions or to or from the General
Account.
Cash Value in the Loan Account is expected to earn interest at a rate
("the earnings rate") which is lower than the rate charged on the Policy Loan
("the borrowing rate"). Cash Value in the Loan Account will accrue interest
daily at an earnings rate which is the greater of (a) an annual rate of 4%
("the guaranteed earnings rate" or (b) a current rate determined by us ("the
discretionary earnings rate"). The Company may change the discretionary
earnings rate on Policy Loans at any time in its sole discretion. Currently
in Policy Years one through ten, we accrue interest at a discretionary
earnings rate which is .85% less than the borrowing rate we charge for Policy
Loan interest. Beginning in Policy Year eleven we accrue interest at a
discretionary earnings rate which is .50% less than the borrowing rate we
charge for Policy Loan interest. The difference between the rate of interest
earned and the borrowing rate is the "Loan Spread." The Loan Spreads
mentioned above are currently in effect and are not guaranteed.
Interest credited on the Cash Value held in the Loan Account will be
allocated on Policy Anniversaries to the General Account and the Divisions of
the Separate Account in the same proportion that the Cash Value in each Loan
Subaccount bears to the Cash Value in the Loan Account. The interest credited
will also be transferred: (1) when a new loan is made; (2) when a loan is
partially or fully repaid; and (3) when an amount is needed to meet a monthly
deduction.
Interest Charged. The borrowing rate we charge for Policy Loan interest
will be based on an index. The indexed borrowing rate will never be more than
the maximum loan rate permitted by law. More information on the borrowing rate
charged is provided below.
General American will inform the Owner of the current borrowing rate when
a Policy Loan is made. General American will also mail the Owner an advance
notice if there is to be a change in the borrowing rate applicable to any
outstanding Indebtedness.
Policy Loan interest is due and payable annually on each Policy
Anniversary. If the Owner does not pay the interest when it is due, the unpaid
loan interest will be added to the outstanding Indebtedness as of the due date
and will be charged interest at the same rate as the rest of the Indebtedness.
(See Effect of Policy Loans on the next page.) The amount of Policy Loan
interest which is transferred to the Loan Account will be deducted from the
Divisions of the Separate Account and from the General Account in the same
proportion that the portion of the Cash Value in each Division and in the
General Account, respectively, bears to the total Cash Value of the Policy
minus the Cash Value in the Loan Account.
We determine the borrowing rate at the beginning of each Policy Year. The
same rate applies to any outstanding Indebtedness and to any new Policy Loans
made during the year. The borrowing rate determined by General American for a
Policy Year may not exceed a Maximum Limit which is the greater of:
(a) The Published Monthly Average (defined below) for the calendar
month ending two months before the beginning of the month in which the
Policy Anniversary falls (example: for a Policy with a June Policy
Anniversary, the March Published Average); or
(b) Five Percent (5%).
The Published Monthly Average means:
(1) Moody's Corporate Bond Yield Average - Monthly Average
Corporate, as published by Moody's Investors Service, Inc. or any
successor to that service; or
(2) If that average is no longer published, a substantially similar
average, established by regulation issued by the insurance supervisory
official of the state in which this Policy is issued.
12
<PAGE> 19
If the Maximum Limit for a Policy Year, as determined in this manner, is
at least 0.50% higher than the borrowing rate determined by General American
for the previous Policy Year, General American may increase the borrowing rate
to not more than the Maximum Limit. Therefore the borrowing rate we charge
for Policy Loan interest will only change if the Published Monthly Average
differs from the previous rate by at least 0.50%.
Effect of Policy Loans. Whether or not a Policy Loan is repaid, it will
permanently affect the Cash Value of a Policy, and may permanently affect the
amount of the death benefit. The collateral for the loan (the amount held in
the Loan Account) does not participate in the performance of the Separate
Account while the loan is outstanding. If the Loan Account earnings rate is
less than the investment performance of the selected Division(s), the Cash
Value of the Policy will be lower as a result of the Policy Loan. Conversely,
if the Loan Account earnings rate is higher than the investment performance of
the Division(s), the Cash Value may be higher.
In addition, if the Indebtedness (See Definitions) exceeds the Cash Value
minus the surrender charge on any Monthly Anniversary, the Policy will lapse,
subject to a grace period. (See Payment and Allocation of Premiums - Policy
Lapse and Reinstatement.) A sufficient payment must be made within the later
of the grace period of 62 days from the Monthly Anniversary immediately before
the date Indebtedness exceeds the Cash Value less any surrender charges, or 31
days after notice that a Policy will terminate unless a sufficient payment has
been mailed, or the Policy will lapse and terminate without value. A lapsed
Policy, however, may later be reinstated subject to certain limitations. (See
Payment and Allocation of Premiums - Policy Lapse and Reinstatement.)
Any outstanding Indebtedness will be deducted from the proceeds payable
upon the death of the Insured, surrender, or the maturity of the Policy.
Repayment of Indebtedness. A Policy Loan may be repaid in whole or in
part at any time prior to the death of the Insured and as long as a Policy is
in force. When a loan repayment is made, an amount securing the Indebtedness
in the Loan Account equal to the loan repayment will be transferred to the
Divisions of the Separate Account and the General Account in the same
proportion that the Cash Value in each Loan Subaccount bears to Cash Value in
the Loan Account. Amounts paid while a Policy Loan is outstanding will be
treated as premiums unless the Owner requests in writing that they be treated
as repayment of Indebtedness.
SURRENDER, PARTIAL WITHDRAWALS AND PRO RATA SURRENDER
At any time during the lifetime of the Insured and while a Policy is in
force, the Owner may surrender the Policy by sending a written request to the
Company. After the first Policy Year, an Owner may make a partial withdrawal
by sending a written request to the Company. The amount available for
surrender is the Cash Surrender Value at the end of the Valuation Period
during which the surrender request is received at the Company's Home Office.
Amounts payable from the Separate Account upon surrender, partial withdrawal,
or a pro rata surrender will ordinarily be paid within seven days of receipt
of the written request. (See General Matters - Postponement of Payments from
the Separate Account.)
Surrenders. To effect a surrender, either the Policy itself must be
returned to the Company along with the request, or the request must be
accompanied by a completed affidavit of loss, which is available from the
Company. Upon surrender, the Company will pay the Cash Surrender Value plus
any unpaid dividends determined prior to surrender (See Dividends) to the
Owner in a single sum. The Cash Surrender Value equals the Cash Value on the
date of surrender, less any Indebtedness, and less any surrender charge. (See
Charges and Deductions - Contingent Deferred Sales Charge.) The Company will
determine the Cash Surrender Value as of the date that an Owner's written
request is received at the Company's Home Office. If the request is received
on a Monthly Anniversary, the monthly deduction otherwise deductible will be
included in the amount paid. Coverage under a Policy will terminate as of the
date of surrender. The Insured must be living at the time of a surrender. A
surrender may have Federal income tax consequences. (See Federal Tax Matters.)
Partial Withdrawals. After the first Policy Year, an Owner may make up to
one partial withdrawal each Policy Month from the Separate Account, and up to
four partial withdrawals and transfers in any Policy Year from the General
Account. A partial withdrawal may have Federal income tax consequences. (See
Federal Tax Matters.)
The minimum amount of a partial withdrawal request, net of any applicable
surrender charges, is the lesser of a) $500 from a Division of the Separate
Account, or b) the Policy's Cash Value in a Division. (See Charges and
Deductions - Contingent Deferred Sales Charge.) Partial withdrawals made
during a Policy Year may not exceed the following limits. The maximum amount
that may be withdrawn from a Division of the Separate Account is the Policy's
Cash Value net of any applicable surrender charges in that Division. The
total partial withdrawals and transfers from the General Account
13
<PAGE> 20
over the Policy Year may not exceed a maximum amount equal to the greatest of
the following: (1) 25% of the Cash Surrender Value in the General Account at
the beginning of the Policy Year, (2) $5,000, (3) the previous Policy Year's
maximum amount.
The Owner may allocate the amount withdrawn plus any applicable surrender
charge, subject to the above conditions, among the Divisions of the Separate
Account and the General Account. If no allocation is specified, then the
partial withdrawal will be allocated among the Divisions of the Separate
Account and the General Account in the same proportion that the Policy's Cash
Value in each Division and the General Account bears to the total Cash Value
of the Policy, less the Cash Value in the Loan Account, on the date the
request for the partial withdrawal is received. If the limitations on
withdrawals from the General Account will not permit this proportionate
allocation, the Owner will be requested to provide an alternate allocation.
(See The General Account.)
No amount may be withdrawn that would result in there being insufficient
Cash Value to meet any surrender charge that would be payable immediately
following the withdrawal upon the surrender of the remaining Cash Value.
The death benefit will be affected by a partial withdrawal. If Death
Benefit Option A or Death Benefit Option C is in effect and the death benefit
equals the Face Amount, then a partial withdrawal will decrease the Face
Amount by an amount equal to the partial withdrawal plus the applicable
surrender charge resulting from that partial withdrawal. If the death benefit
is based on a percentage of the Cash Value, then a partial withdrawal will
decrease the Face Amount by an amount by which the partial withdrawal plus the
applicable surrender charge exceeds the difference between the death benefit
and the Face Amount. If Death Benefit Option B is in effect, the Face Amount
will not change.
The Face Amount remaining in force after a partial withdrawal may not be
less than the minimum Face Amount. Any request for a partial withdrawal that
would reduce the Face Amount below this amount will not be implemented.
Partial withdrawals may affect the way in which the cost of insurance
charge is calculated and the amount of pure insurance protection afforded
under a Policy. (See Monthly Deduction - Cost of Insurance.) Partial
withdrawals will be applied first to reduce the initial Face Amount and then
to each increase in Face Amount in order, starting with the first increase.
The Company may change the minimum amount required for a partial withdrawal or
the number of times partial withdrawals may be made.
Pro Rata Surrender. After the first Policy Year, an Owner can make a pro
rata surrender of the Policy. The pro rata surrender will reduce the Face
Amount and the Cash Value by a percentage chosen by the Owner. This percentage
must be any whole number. A pro rata surrender may have Federal income tax
consequences. (See Federal Tax Matters.) The percentage will be applied to the
Face Amount and the Cash Value on the Monthly Anniversary on or following our
receipt of the request.
The Owner may allocate the amount of decrease in Cash Value plus any
applicable surrender charge among the Divisions of the Separate Account and
the General Account. (See Charges and Deductions - Contingent Deferred Sales
Charge.) If no allocation is specified, then the decrease in Cash Value and
any applicable surrender charge will be allocated among the Divisions of the
Separate Account and the General Account in the same proportion that the
Policy's Cash Value in each Division and the General Account bears to the
total Cash Value of the Policy, less the Cash Value in the Loan Account, on
the date the request for pro rata surrender is received.
A pro rata surrender can not be processed if it will reduce the Face
Amount below the minimum Face Amount of the Policy. No pro rata surrender will
be processed for more Cash Surrender Value than is available on the date of
the pro rata surrender. A cash payment will be made to the Owner for the
amount of Cash Value reduction less any applicable surrender charges.
Pro rata surrenders may affect the way in which the cost of insurance
charge is calculated and the amount of the pure insurance protection afforded
under the Policy. (See Monthly Deduction - Cost of Insurance.) Pro rata
surrenders will be applied to prior increases in the Face Amount, if any, in
the reverse order in which such increases occurred, and then to the original
Face Amount.
Charges on Surrender, Partial Withdrawals and Pro Rata Surrender. If a
Policy is surrendered within the first ten Policy Years, the Deferred
Contingent Sales Charge will apply. (See Contingent Deferred Sales Charge.)
14
<PAGE> 21
A partial withdrawal or pro rata surrender may also result in a charge.
The amount of the charge assessed is a portion of the Contingent Deferred
Sales Charge that would be deducted upon surrender or lapse. Charges are
described in more detail under Charges and Deductions - Contingent Deferred
Sales Charge.
While partial withdrawals and pro rata surrenders are each methods of
reducing a Policy's Cash Value, a pro rata surrender differs from a partial
withdrawal in that a partial withdrawal does not typically have a
proportionate effect on a Policy's death benefit by reducing the Policy's Face
Amount, while a pro rata surrender does. Assuming that a Policy's death
benefit is not a percentage of the Policy's Cash Value, a pro rata surrender
will reduce the Policy's death benefit in the same proportion that the
Policy's Cash Value is reduced, while a partial withdrawal will reduce the
death benefit by one dollar for each dollar of Cash Value withdrawn. Partial
Withdrawals and Pro Rata Surrenders will also result in there being different
cost of insurance charges subsequently deducted. (See Monthly Deduction - Cost
of Insurance; Surrender, Partial Withdrawals and Pro Rata Surrender - Partial
Withdrawals; and Surrenders, Partial Withdrawals, and Pro Rata Surrenders-Pro
Rata Surrender.)
TRANSFERS
Under General American's current practices, a Policy's Cash Value, except
amounts credited to the Loan Account, may be transferred among the Divisions
of the Separate Account and for certain contracts, between the General Account
and the Divisions. Transfers to and from the General Account are subject to
restrictions (See The General Account). Requests for transfers from or among
Divisions of the Separate Account may be made in writing or by telephone.
Transfers from or among the Divisions of the Separate Account may be made once
each Policy Month and must be in amounts of at least $500 or, if smaller, the
Policy's Cash Value in a Division. General American ordinarily will effectuate
transfers and determine all values in connection with transfers as of the end
of the Valuation Period during which the transfer request is received.
Requests may be made by telephone if the Owner has chosen to use General
American's telephone transfer program. To elect this program the Owner must
complete a form provided by General American. General American reserves the
right to cancel the telephone transfer program upon 30 days written notice.
All requests received on the same Valuation Day will be considered a
single transfer request. Each transfer must meet the minimum requirement of
$500 or the entire Cash Value in a Division whichever is smaller. Where a
single transfer request calls for more than one transfer, and not all of the
transfers would meet the minimum requirements, General American will
effectuate those transfers that do meet the requirements. Transfers resulting
from Policy Loans will not be counted for purposes of the limitations on the
amount or frequency of transfers allowed in each Policy Month or Policy Year.
Although General American currently intends to continue to permit
transfers for the foreseeable future, the Policy provides that General
American may at any time revoke, modify, or limit the transfer privilege,
including the minimum amount transferable, the maximum General Account
allocation percent, and the frequency of such transfers. General American may
in the future impose a charge of no more than $25 per transfer request.
DOLLAR COST AVERAGING
The Owner may direct the Company to transfer amounts on a monthly basis
from the Money Market Fund to any other Division of the Separate Account. This
service is intended to allow the Owner to utilize "dollar cost averaging"
("DCA"), a long-term investment technique which provides for regular, level
investments over time. The Company makes no guarantee that DCA will result in
a profit or protect against loss.
The following rules and restrictions apply to DCA transfers:
(1) The minimum DCA transfer amount is $100.
(2) A written election of the DCA service, on a form provided by the
Company, must be completed by the Owner and on file with the Company in order
to begin DCA transfers.
(3) In the written election of the DCA service, the Owner indicates how
DCA transfers are to be allocated among the Divisions of the Separate Account.
For any Division chosen to receive DCA transfers, the minimum percentage that
may be allocated to a Division is 5% of the DCA transfer amount, and
fractional percentages may not be used.
15
<PAGE> 22
(4) DCA transfers can only be made from the Money Market Fund, and DCA
transfers will not be allowed to the General Account.
(5) The DCA transfers will not count against the Policy's normal transfer
restrictions. (See Policy Rights-- Transfers.)
(6) The DCA transfer percentages may differ from the allocation
percentages the Owner specifies for the allocation of Net Premiums. (See
Payment and Allocation of Premiums -- Allocation of Net Premiums and Cash
Values.)
(7) Once elected, DCA transfers from the Money Market Fund will be
processed monthly until either the value in the Money Market Fund is
completely depleted or the Owner instructs the Company in writing to cancel
the DCA service.
(8) Transfers as a result of a Policy Loan or repayment, or in exercise
of the conversion privilege, are not subject to the DCA rules and
restrictions. The DCA service terminates at the time the conversion privilege
is exercised, when any outstanding amount in any Division of the Separate
Account is immediately transferred to the General Account. (See Policy Rights
- - Loans, and Policy Rights - Conversion Privilege.)
(9) DCA transfers will not be made until the Right to Examine Policy
period has expired (See Policy Rights - Right to Examine Policy).
No fee is currently charged for DCA, but the Company reserves the right to
assess a processing fee for the DCA service. The Company reserves the right to
discontinue offering DCA upon 30 days' written notice to Owners. However, any
such discontinuation will not affect DCA services already commenced. The
Company reserves the right to impose a minimum total Cash Value, less
outstanding Indebtedness, in order to qualify for DCA service. Also, the
Company reserves the right to change the minimum necessary Cash Value and the
minimum required DCA transfer amount.
RIGHT TO EXAMINE POLICY
The Owner may cancel a Policy within 20 days after receiving it (30 days
if the Owner is a resident of California and is age 60 or older) or within 45
days after the application was signed, whichever is later. If a Policy is
canceled within this time period, a refund will be paid. Where required by
state law, the refund will equal all premiums paid under the Policy. Where
required by state law, General American will refund an amount equal to the
greater of premiums paid or (1) plus (2) where (1) is the difference between
the premiums paid, including any policy fees or other charges, and the amounts
allocated to the Separate Account under the Policy and (2) is the value of the
amounts allocated to the Separate Account under the Policy on the date the
returned Policy is received by General American or its agent.
To cancel the Policy, the Owner should mail or deliver the Policy to
either General American or the agent who sold it. A refund of premiums paid by
check may be delayed until the Owner's check has cleared the bank upon which
it was drawn. (See General Matters - Postponement of Payments from the
Separate Account.)
A request for an increase in Face Amount (see Policy Benefits - Death
Benefit) may also be canceled. The request for cancellation must be made
within the later of 20 days from the date the Owner received the new Policy
specifications page for the increase, or 45 days after the application for the
increase was signed.
PAYMENT OF BENEFITS AT MATURITY
If the Insured is living and the Policy is in force, the Company will pay
in a lump sum the Cash Surrender Value of the Policy on the Maturity Date,
plus any unpaid dividends determined prior to maturity. Amounts payable on the
Maturity Date ordinarily will be paid in a lump sum within seven days of that
date, although payments may be postponed under certain circumstances. (See
General Matters - Postponements of Payments from the Separate Account.) A
Policy will mature if and when the Insured reaches Attained Age 100.
Settlement options other than a lump sum payment may only be made upon written
agreement with the Company.
16
<PAGE> 23
PAYMENT AND ALLOCATION OF PREMIUMS
ISSUANCE OF A POLICY
Individuals wishing to purchase a Policy must complete an application and
submit it to an authorized registered agent of General American or to General
American's Home Office. A Policy will generally be issued to Insureds of
Issue Ages 0 through 80 for regularly underwritten contracts and to Insureds
of Issue Ages 0 through 70 for simplified issue and to Insureds of Issue Ages
20 through 70 for guaranteed issue contracts. General American may, in its
sole discretion, issue Policies to individuals falling outside of those Issue
Ages. Acceptance of an application is subject to General American's
underwriting rules and General American reserves the right to reject an
application for any reason.
The Issue Date is determined by General American in accordance with its
standard underwriting procedures for variable life insurance policies. The
Issue Date is used to determine Policy Anniversaries, Policy Years, and Policy
Months. Insurance coverages under a Policy will not take effect until the
Policy has been delivered and the initial premium has been paid prior to the
Insured's death and prior to any change in health as shown in the application.
PREMIUMS
The initial premium is due on the Issue Date, and may be paid to an
authorized registered agent of General American or to General American at its
Home Office. General American currently requires that the initial premium for
a Policy be at least equal to one-twelfth (1/12) of the Minimum Premium for
the Policy. The Minimum Premium is the amount specified for each Policy based
on the requested initial Face Amount and the charges under the Policy which
vary according to the Issue Age, sex, underwriting risk class, and smoker
status of the Insured. (See Charges and Deductions.) For policies issued as a
result of a term conversion from certain General American term policies, the
Company requires the Owner to pay an initial premium, which combined with
conversion credits given, will equal one full "Minimum Premium" for the
Policy. Following the initial premium, subject to the limitations described
below, premiums may be paid in any amount and at any interval. Premiums after
the first premium payment must be paid to General American at its Home Office.
An Owner may establish a schedule of planned premiums which will be billed by
the Company at regular intervals. Failure to pay planned premiums, however,
will not itself cause the Policy to lapse. (See Policy Lapse and
Reinstatement.) Premium receipts will be furnished upon request.
An Owner may make unscheduled premium payments at any time in any amount,
or skip planned premium payments, subject to the minimum and maximum premium
limitations described below.
If a Policy is in the intended Owner's possession but the initial premium
has not been paid, the Policy is not in force. The intended Owner is deemed to
have the Policy for inspection only.
Premium Limitations. Every premium payment must be at least $10. In no
event may the total of all premiums paid in any Policy Year exceed the current
maximum premium limitations for that Policy Year. Maximum premium limits for
the Policy Year will be shown in an Owner's annual report.
In general, for policies issued with Death Benefit Option A or Death
Benefit Option B, the maximum premium limit for a Policy Year is the largest
amount of premium that can be paid in that Policy Year such that the sum of
the premiums paid under the Policy will not at any time exceed the guideline
premium limitations needed to comply with the tax definition of life
insurance. For policies issued with Death Benefit Option C, the company
reserves the right to impose other restrictions upon the amount of premium
that may be paid into the Policy. If at any time a premium is paid which would
result in total premiums exceeding the current maximum premium limitations,
the Company will only accept that portion of the premium which will make total
premiums equal the maximum. Any part of the premium in excess of that amount
will be returned or applied as otherwise agreed, and no further premiums will
be accepted until allowed under the current maximum premium limitations.
In addition to the foregoing tax definitional limits on premiums, for
purposes of determining whether distributions (including loans) are a return
of income first, the Company monitors the Policy to detect whether the "seven
pay limit" has been exceeded. If the seven pay limit is exceeded, the Policy
becomes a "Modified Endowment". The Company has adopted administrative steps
designed to notify an Owner when it is believed that a premium payment will
cause a Policy to become a modified endowment contract. The Owner will be
given a limited amount of time to request that the premium be reversed in
order to avoid the Policy's being classified as a modified endowment contract.
(See Federal Tax Matters.)
17
<PAGE> 24
If the Company receives a premium payment which would cause the death
benefit to increase by an amount that exceeds the Net Premium portion of the
payment, then the Company reserves the right to (1) refuse that premium
payment, or (2) require additional evidence of insurability before it accepts
the premium.
ALLOCATION OF NET PREMIUMS AND CASH VALUE
Allocation of Net Premiums. In the application for a Policy, the Owner
indicates how Net Premiums are to be allocated among the Divisions of the
Separate Account, to the General Account (if available), or both. For each
Division chosen, the minimum percentage that may be allocated to a Division is
5% of the Net Premium, and fractional percentages may not be used. Certain
other restrictions apply to allocations made to the General Account (see
General Account). For policies issued with an allowable percentage to the
General Account of more than 5%, the minimum percentage is 5%, and fractional
percentages may not be used.
The allocation for future Net Premiums may be changed without charge at
any time by providing notice to the Company. Any change in allocation will
take effect immediately upon receipt by the Company of written notice. No
charge is imposed for changing the allocations of future premiums. The
initial allocation will be shown on the application which is attached to the
Policy. The Company may at any time modify the maximum percentage of future
Net Premiums that may be allocated to the General Account.
During the period from the Issue Date to the end of the Right to Examine
Policy Period (See Policy Rights - Right to Examine Policy), Net Premiums will
automatically be allocated to the Division that invests in the Money Market
Fund of Capital Company. When this period expires, the Policy's Cash Value in
that Division will be transferred to the Divisions of the Separate Account and
to the General Account (if available) in accordance with the allocation
requested in the application for the Policy, or any allocation instructions
received subsequent to receipt of the application. Net Premiums received after
the Right to Examine Policy Period will be allocated according to the
allocation instructions most recently received by the Company unless otherwise
instructed for that particular premium receipt.
The Policy's Cash Value may also be transferred between Divisions of the
Separate Account, and, if the General Account is available under the Policy,
between those Divisions and the General Account. (See Policy Rights -
Transfers.)
The value of amounts allocated to Divisions of the Separate Account will
vary with the investment performance of the chosen Divisions and the Owner
bears the entire investment risk. This will affect the Policy's Cash Value,
and may affect the death benefit as well. Owners should periodically review
their allocations of Net Premiums and the Policy's Cash Value in light of
market conditions and their overall financial planning requirements.
POLICY LAPSE AND REINSTATEMENT
Lapse. Unlike conventional whole life insurance policies, the failure to
make a premium payment following the initial premium will not itself cause a
Policy to lapse. Lapse will occur when the Cash Surrender Value is
insufficient to cover the monthly deduction, and a grace period expires
without a sufficient payment being made.
The grace period, which is 62 days, begins on the Monthly Anniversary on
which the Cash Surrender Value becomes insufficient to meet the next monthly
deduction. The Company will notify the Owner at the beginning of the grace
period by mail addressed to the last known address on file with the Company.
The notice to the Owner will indicate the amount of additional premium that
must be paid. The amount of the premium required to keep the Policy in force
will be the amount to cover the outstanding monthly deductions and premium
expense charges. (See Charges and Deductions - Monthly Deduction.) If the
Company does not receive the required amount within the grace period, the
Policy will lapse and terminate without Cash Value.
If the Insured dies during the grace period, any overdue monthly
deductions will be deducted from the death benefit otherwise payable.
Reinstatement. The Owner may reinstate a lapsed Policy by written
application any time within five years after the date of lapse and before the
Maturity Date. Reinstatement is subject to the following conditions:
1. Evidence of the insurability of the Insured satisfactory to the
Company (including evidence of insurability of any person covered by a
rider to reinstate the rider).
18
<PAGE> 25
2. Payment of a premium that, after the deduction of premium
expense charges, is large enough to cover: (a) the monthly deductions due
at the time of lapse, and (b) two times the monthly deduction due at the
time of reinstatement.
3. Payment or reinstatement of any Indebtedness. Any Indebtedness
reinstated will cause Cash Value of an equal amount also to be reinstated.
Any loan interest due and unpaid on the Policy Anniversary prior to
reinstatement must be repaid at the time of reinstatement. Any loan paid
at the time of reinstatement will cause an increase in Cash Value equal to
the amount to be reinstated.
The Policy cannot be reinstated if it has been surrendered.
The amount of Cash Value on the date of reinstatement will be equal to the
amount of any Policy Loan reinstated, increased by the Net Premiums paid at
reinstatement, any Policy Loan paid at the time of reinstatement, and the
amount of any surrender charge paid at the time of lapse. The Insured must be
alive on the date the Company approves the application for reinstatement. If
the Insured is not then alive, such approval is void and of no effect.
The effective date of reinstatement will be the date the Company approves
the application for reinstatement. There will be a full monthly deduction for
the Policy Month which includes that date. (See Charges and Deductions-Monthly
Deduction.)
The surrender charge in effect at the time of reinstatement will equal the
surrender charge in effect at the time of lapse.
CHARGES AND DEDUCTIONS
Charges will be deducted in connection with the Policy to compensate the
Company for providing the insurance benefits set forth in the Policy and any
additional benefits added by rider, administering the Policies, incurring
expenses in distributing the Policies, and assuming certain risks in
connection with the Policy.
PREMIUM EXPENSE CHARGES
Prior to allocation of Net Premiums, premium payments will be reduced by
premium expense charges consisting of a sales charge and a charge for premium
taxes. The premium payment less the premium expense charge equals the Net
Premium.
Sales Charge. A sales charge not to exceed 5% of each premium payment will
be deducted from each premium payment to partially compensate the Company for
expenses incurred in distributing the Policy and any additional benefits
provided by riders. The Company currently intends to deduct a sales charge of
5% in Policy Years one through ten and 2.25% in Policy Years past Policy Year
ten. The expenses covered by the sales charge include agent sales commissions,
the cost of printing Prospectuses and sales literature, and any advertising
costs. Where Policies are issued to Insureds with higher mortality risks or to
Insureds who have selected additional insurance benefits, a portion of the
amount deducted for sales charge is used to pay distribution expenses and
other costs associated with these additional coverages. No increase in this
sales charge will occur that would result in an increase in the sales charge
percentage deducted in any previous Policy year.
A Contingent Deferred Sales Charge is also imposed under certain
circumstances for expenses incurred in distributing the Policies. That charge
is discussed below.
To the extent that sales expenses are not recovered from the sales charge
and the surrender charge, those expenses may be recovered from other sources,
including the mortality and expense risk charge described below.
Premium Taxes. Various states and subdivisions impose a tax on premiums
received by insurance companies. Premium taxes vary from state to state and
range from 0.75% to 3.50%. A deduction of 2.5% of the premium is taken from
each premium payment for these taxes. The deduction represents an amount the
Company considers necessary to pay the premium taxes imposed by the states and
any subdivisions thereof.
19
<PAGE> 26
MONTHLY DEDUCTION
Charges will be deducted monthly from the Cash Value of each Policy ("the
monthly deduction") to compensate the Company for (a) certain administrative
costs; (b) the cost of insurance; and (c) the cost of optional benefits added
by rider. The monthly deduction will be taken on the Investment Start Date and
on each Monthly Anniversary. It will be allocated among the General Account
and each Division of the Separate Account in the same proportion that a
Policy's Cash Value in the General Account and the Policy's Cash Value in
each Division bear to the total Cash Value of the Policy, less the Cash Value
in the Loan Account, on the date the deduction is taken. Because portions of
the monthly deduction, such as the cost of insurance, can vary from month to
month, the monthly deduction itself can vary in amount from month to month.
Monthly Administrative Charge. The Company has responsibility for the
administration of the Policies and the Separate Account. Administrative
expenses include premium billing and collection, record keeping, processing
death benefit claims, cash surrenders, partial withdrawals, Policy changes,
and reporting and overhead costs, processing applications, and establishing
Policy records. As reimbursement for administrative expenses related to the
maintenance of each Policy and the Separate Account, the Company assesses a
monthly administration charge from each Policy. This charge is $4 per month
for all Policy Months. These charges are guaranteed not to increase while the
Policy is in force. The Company does not anticipate that it will make any
profit on the monthly administrative charge.
The Company may administer the Policy itself, or the Company may purchase
administrative services from such sources (including affiliates) as may be
available. Such services will be acquired on a basis which, in the Company's
sole discretion, affords the best services at the lowest cost. The Company
reserves the right to select a company to provide services which the Company
deems, in its sole discretion, is the best able to perform such services in a
satisfactory manner even though the costs for such services may be higher than
would prevail elsewhere.
Cost of Insurance. The cost of insurance is deducted on each Monthly
Anniversary for the following Policy Month. Because the cost of insurance
depends upon a number of variables, the cost will vary for each Policy Month.
The cost of insurance is determined separately for the initial Face Amount and
for any subsequent increases in Face Amount. The Company will determine the
cost of insurance charge by multiplying the applicable cost of insurance rate
or rates by the net amount at risk (defined below) for each Policy Month.
The cost of insurance rates are determined at the beginning of each Policy
Year for the initial Face Amount and each increase in Face Amount. The rates
will be based on the Attained Age, duration, rate class, and sex (except for
Policies sold in Montana, (See Unisex Requirements Under Montana Law) of the
Insured at issue or the date of an increase in Face Amount. The cost of
insurance rates generally increase as the Insured's Attained Age increases.
The rate class of an Insured also will affect the cost of insurance rate. For
the initial Face Amount, the Company will use the rate class on the Issue
Date. For each increase in Face Amount, other than one caused by a change in
the death benefit option, the Company will use the rate class applicable to
that increase. If the death benefit equals a percentage of Cash Value, an
increase in Cash Value will cause an automatic increase in the death benefit.
The rate class for such increase will be the same as that used for the most
recent increase that required proof of insurability.
The Company currently places Insureds into a preferred rate class, a
standard rate class, or into rate classes involving a higher mortality risk.
The degree of underwriting imposed may vary from full underwriting, to
simplified issue underwriting, and to guaranteed issue underwriting.
Actual cost of insurance rates may change, and the actual monthly cost of
insurance rates will be determined by the Company based on its expectations as
to future mortality experience. However, the actual cost of insurance rates
will not be greater than the guaranteed cost of insurance rates set forth in
the Policy.
The Company issues Policies on three underwriting bases: a full
underwriting basis, a simplified underwriting basis, and a guaranteed
underwriting basis. Policies receiving a full underwriting basis are issued
in six rate classes: preferred non-smoker, preferred smoker, standard
non-smoker, standard smoker, substandard non-smoker and substandard smoker.
Policies underwritten on a simplified issue basis are issued in standard
smoker/non-smoker rate classes and substandard smoker/non-smoker rate classes.
Policies underwritten on a guaranteed issue basis are only issued in
guaranteed issue smoker and guaranteed issue non-smoker rate classes. All
other things being equal, Policies issued on a guaranteed issue basis will
have higher cost of insurance rates than Policies issued on a simplified issue
or fully underwritten basis. Generally, Policies underwritten on a simplified
issue basis will have the same cost of insurance rates as those subject to
full underwriting (except to the extent that a Policy underwritten on a
simplified issue basis may have
20
<PAGE> 27
received a preferred rate class had it been fully underwritten). Similarly,
for Policies issued on the same underwriting basis, all other things being
equal, standard rate classes pay a higher cost of insurance rate than
preferred rate classes and substandard rate classes pay a higher cost of
insurance rate than standard rate classes.
For Policies fully underwritten or underwritten on a simplified issue
basis that receive a standard rate class, the guaranteed cost of insurance
rates are equal to 100% of the rates set forth in the male/female 1980 CSO
Mortality Tables (1980 CSO Table A and 1980 CSO Table G), age nearest
birthday. For Policies issued on a guaranteed issue basis, the guaranteed
cost of insurance rates are equal to 125% of the rates set forth in the
smoker/ non-smoker 1980 CSO Mortality Tables (1980 CSO Table SB and 1980 CSO
Table NB), age nearest birthday.
The net amount at risk for a Policy Month is (a) the death benefit at the
beginning of the Policy Month divided by 1.0032737 (which reduces the net
amount at risk, solely for purposes of computing the cost of insurance, by
taking into account assumed monthly earnings at an annual rate of 4%), less
(b) the Cash Value at the beginning of the Policy Month. If there is an
increase in the Face Amount, a net amount at risk will be calculated
separately for the initial Face Amount and for each increase in Face Amount.
If Death Benefit Option A or Death Option C is in effect, for purposes of
determining the net amounts at risk for the initial Face Amount and for each
increase in Face Amount, Cash Value will first be considered a part of the
initial Face Amount. If the Cash Value is greater than the initial Face
Amount, the excess Cash Value will then be considered a part of each increase
in order, starting with the first increase. If Death Benefit Option B is in
effect, the net amount at risk will be determined separately for the initial
Face Amount and for each increase in Face Amount. In calculating the cost of
insurance charges, the cost of insurance rate for a Face Amount is applied to
the net amount at risk for that Face Amount.
Additional Insurance Benefits. The monthly deduction will include charges
for any additional benefits provided by rider. (See General Matters -
Additional Insurance Benefits.)
CONTINGENT DEFERRED SALES CHARGE
For a period of up to ten years after the Issue Date, the Company will
impose a CDSC upon surrender or lapse of the Policy, upon a partial
withdrawal, or upon a pro rata surrender. The amount of the charge assessed
will depend upon a number of factors, including the type of event ( a full
surrender, lapse, or partial withdrawal), the amount of any premium payments
made under the Policy prior to the event, and the number of Policy Years
having elapsed since the Policy was issued.
The Contingent Deferred Sales Charge compensates the Company for expenses
relating to the distribution of the Policy, including agents' commissions,
advertising, and the printing of the Prospectus and sales literature.
Calculation of Charge. If a Policy is surrendered, the charge will be the
Contingent Deferred Sales Charge Percentage multiplied by 4.0% of premiums
paid since issue.
The Contingent Deferred Sales Charge Percentage is shown in the table on
the next page.
<TABLE>
CONTINGENT DEFERRED SALES CHARGE PERCENTAGE TABLE
<CAPTION>
IF SURRENDER OR LAPSE THE FOLLOWING PERCENTAGE
OCCURS IN THE LAST MONTH OF THE 4% SURRENDER CHARGE
OF POLICY YEAR:<F*> WILL BE PAYABLE:<F**>
<S> <C>
1 through 5 100%
6 80%
7 60%
8 40%
9 20%
10 and later 0%
------------------
<FN>
<F*> In addition, the percentages reduce equally for each Policy Month
during the years shown. For example, during the seventh year, the
percentage reduces equally each month from 80% at the end of the sixth
Year to 60% at the end of the seventh Year.
21
<PAGE> 28
<F**> For male issue ages 75 through 80 and female issue ages 77 through 80,
the Contingent Deferred Sales Charge Percentage grades to 0% in less
than ten years.
</TABLE>
Charge Assessed Upon Partial Withdrawals or Pro Rata Surrender. The amount
of the Contingent Deferred Sales Charge deducted upon a partial withdrawal or
pro rata surrender will equal a fraction of the charge that would be deducted
if the Policy were surrendered at that time. The fraction will be determined
by dividing the amount of the withdrawal of cash by the Cash Value before the
withdrawal and multiplying the result by the charge. Immediately after a
withdrawal, the Policy's remaining surrender charge will equal the amount of
the surrender charge immediately before the withdrawal less the amount
deducted in connection with the withdrawal.
Reduction of Charges. The Policy is available for purchase by
individuals, corporations, and other institutions. For certain individuals
and certain corporate or other group or sponsored arrangements purchasing one
or more Policies, General American may waive or reduce the amount of the Sales
Charge, Contingent Deferred Sales Charge, monthly administrative charge, or
other charges where the expenses associated with the sale of the Policy or
Policies or the underwriting or other administrative costs associated with the
Policy or Policies are reduced.
Sales, underwriting, or other administrative expenses may be reduced for
reasons such as expected economies resulting from a corporate purchase or a
group or sponsored arrangement; from the amount of the initial premium payment
or payments; or from the amount of projected premium payments. General
American will determine in its discretion if, and in what amount, a reduction
is appropriate. The Company may modify its criteria for qualification for
reduction of charges as experience is gained, subject to the limitation that
such reductions will not be unfairly discriminatory against the interests of
any Owner.
SEPARATE ACCOUNT CHARGES
Mortality and Expense Risk Charge. General American will deduct a daily
charge from the Separate Account at the rate of .0019111% of the average net
assets of each Division of the Separate Account which equals an effective
annual rate of .70% of those net assets. This deduction is guaranteed not to
increase while the Policy is in force. General American may realize a profit
from this charge.
The mortality risk assumed by General American is that Insureds may die
sooner than anticipated and that therefore General American will pay an
aggregate amount of death benefits greater than anticipated. The expense risk
assumed is that expenses incurred in issuing and administering the Policy will
exceed the amounts realized from the administrative charges assessed against
the Policy.
Expenses of Russell Insurance Funds and General American Capital Company.
The value of the net assets of the Separate Account will reflect the
investment management and advisory fees and other expenses incurred by these
investment companies. See the prospectuses for the respective Funds for a
description of investment management and advisory fees and other expenses
incurred by Russell Insurance Funds and the Capital Company.
No charges are currently made to the Separate Account for Federal, state,
or local taxes that the Company incurs which may be attributable to such
Separate Account or to the Policy. The Company may make such a charge for any
such taxes or economic burden resulting from the application of the tax laws
that it determines to be properly attributable to the Separate Account or to
the Policy. (See Federal Tax Matters.)
DIVIDENDS
The Policy is a participating Policy which is entitled to a share, if any,
of the divisible surplus of the Company as determined each year and
apportioned to it. This surplus will be distributed as a dividend payable
annually on the January Monthly Anniversary. If the Insured dies after the
dividend has been determined, the Company will pay any unpaid dividend to the
Beneficiary. Because investment results are credited directly through changes
in the Policy's cash value, the Company expects little or no divisible surplus
to be credited to a Policy.
Dividends under participating policies may be described as refunds of
premiums which adjust the cost of a Policy to the actual level of costs
emerging over time after the issue of the Policies. Both Federal and state
law recognize that dividends are generally considered to be a refund of a
portion of the premium paid and therefore are not treated as income for
Federal or state income tax purposes. However, depending on the dividend
payment option chosen (see below),
22
<PAGE> 29
dividends may have tax consequences to Owners. Counsel or other competent tax
advisors should be consulted for more complete information.
Dividend illustrations published at the time of issue of a Policy reflect
the actual recent experience of the issuing insurance company with respect to
factors such as interest, mortality, and expenses. State law generally
prohibits a company from projecting or estimating future results. State law
also requires that dividends must be based on surplus, after setting aside
certain necessary amounts, and that such surplus must be apportioned equitably
among participating policies. In other words, in principle and by statute,
dividends must be based on actual experience and cannot be guaranteed at issue
of a Policy.
Each year the Company's actuary analyzes the current and recent past
experience and compares it to the assumptions used in determining the premium
rates at the time of issue. Some of the more important data studied includes
mortality and lapse rates, investment yield in the General Account, and actual
expenses incurred in administering the Policy. Such data is then allocated to
each dividend class, e.g., by year of issue, age and plan. The actuary then
determines what dividends can be equitably apportioned to each Policy class
and makes a recommendation to the Company's Board of Directors ("the Board").
The Board, which has the ultimate authority to declare dividends, will vote
the amount of surplus to be apportioned to each Policy class, thereby,
authorizing the distribution of the annual dividend.
An Owner may choose one of the following dividend options. Dividends will
be credited under the chosen option until the Owner changes it. If the Owner
does not choose an option, the Company will credit the dividend under Dividend
Option B until such time as the Owner requests in writing a different option.
Dividend Option A: Cash. The amount of the dividend will be paid in cash.
Dividend Option B: Increase Cash Value. The amount of the dividend will be
added to the Policy's Cash Value on the date of the dividend payment. The Cash
Value will be increased by the amount of the dividend. The dividend will be
allocated to the General Account (if available) and the Divisions of the
Separate Account according to the current allocation of the Net Premium.
THE GENERAL ACCOUNT
Because of exemptive and exclusionary provisions, interests in the General
Account have not been registered under the Securities Act of 1933 and the
General Account has not been registered as an investment company under the
1940 Act. Accordingly, neither the General Account nor any interests therein
are subject to the provisions of these Acts and, as a result, the staff of the
SEC has not reviewed the disclosure in this Prospectus relating to the General
Account. The disclosure regarding the General Account may, however, be subject
to certain generally applicable provisions of the Federal securities laws
relating to the accuracy and completeness of statements made in prospectuses.
GENERAL DESCRIPTION
The General Account consists of all assets owned by General American other
than those in the Separate Account and other separate accounts. Subject to
applicable law, General American has sole discretion over the investment of
the assets of the General Account.
At issue, General American will determine the maximum percentage of the
non-borrowed Cash Value that may be allocated, either initially or by
transfer, to the General Account. The ability to allocate Net Premiums or to
transfer Cash Value to the General Account may not be made available, in the
Company's discretion, under certain Policies. Further, the option may be
limited with respect to some Policies. The Company may, from time to time,
adjust the extent to which premiums or Cash Value may be allocated to the
General Account (the "maximum allocation percentage"). Such adjustments may
not be uniform as to all Policies. General American may at any time modify the
General Account maximum allocation percent. Subject to this maximum, an Owner
may elect to allocate Net Premiums to the General Account, the Separate
Account, or both. Subject to this maximum, the Owner may also transfer Cash
Value from the Divisions of the Separate Account to the General Account, or
from the General Account to the Divisions of the Separate Account. The
allocation of Net Premiums or the transfer of Cash Value to the General
Account does not entitle an Owner to share in the investment experience of the
General Account. Instead, General American guarantees that Cash Value
allocated to the General Account will accrue interest at a rate of at least
4%, compounded annually, independent of the actual investment experience of
the General Account.
23
<PAGE> 30
The Loan Account is part of the General Account.
THE POLICY
This Prospectus describes a flexible premium variable life insurance
policy. This Prospectus is generally intended to serve as a disclosure
document only for the aspects of the Policy relating to the Separate Account.
For complete details regarding the General Account, see the Policy itself.
GENERAL ACCOUNT BENEFITS
If the Owner allocates all Net Premiums only to the General Account and
makes no transfers, partial withdrawals, pro rata surrenders, or Policy Loans,
the entire investment risk will be borne by General American, and General
American guarantees that it will pay at least a minimum specified death
benefit. The Owner may select Death Benefit Option A, B or C under the Policy
and may change the Policy's Face Amount subject to satisfactory evidence of
insurability.
GENERAL ACCOUNT CASH VALUE
Net Premiums allocated to the General Account are credited to the Cash
Value. General American bears the full investment risk for these amounts and
guarantees that interest will be credited to each Owner's Cash Value in the
General Account at a rate of no less than 4% per year, compounded annually.
General American may, AT ITS SOLE DISCRETION, credit a higher rate of
interest, although it is not obligated to credit interest in excess of 4% per
year, and might not do so. ANY INTEREST CREDITED ON THE POLICY'S CASH VALUE IN
THE GENERAL ACCOUNT IN EXCESS OF THE GUARANTEED MINIMUM RATE OF 4% PER YEAR
WILL BE DETERMINED IN THE SOLE DISCRETION OF GENERAL AMERICAN. THE POLICY
OWNER ASSUMES THE RISK THAT INTEREST CREDITED MAY NOT EXCEED THE GUARANTEED
MINIMUM RATE OF 4% PER YEAR. If excess interest is credited, a different rate
of interest may be applied to the Cash Value in the Loan Account. The Cash
Value in the General Account will be calculated on each Monthly Anniversary of
the Policy.
General American guarantees that, on each Valuation Date, the Cash Value
in the General Account will be the amount of the Net Premiums allocated or
Cash Value transferred to the General Account, plus interest at the rate of 4%
per year, plus any excess interest which General American credits and any
amounts transferred into the General Account, less the sum of all Policy
charges allocable to the General Account and any amounts deducted from the
General Account in connection with partial withdrawals, pro rata surrenders,
surrender charges or transfers to the Separate Account.
TRANSFERS, SURRENDERS, PARTIAL WITHDRAWALS AND POLICY LOANS
After the first Policy Year and prior to the Maturity Date, a portion of
Cash Value may be withdrawn from the General Account or transferred from the
General Account to the Separate Account. A maximum total of four partial
withdrawals and transfers from the General Account is permitted in a Policy
Year. A partial withdrawal, net of any applicable surrender charges, and any
transfer must be at least $500 or, the Policy's entire Cash Value in the
General Account if less than $500. No amount may be withdrawn from the General
Account that would result in there being insufficient Cash Value to meet any
surrender charges that would be payable immediately following the withdrawal
upon the surrender of the remaining Cash Value of the Policy. The total amount
of transfers and withdrawals in a Policy Year may not exceed a Maximum Amount
equal to the greater of (a) 25% of a Policy's Cash Surrender Value in the
General Account at the beginning of the Policy Year, (b) $5,000, or (c) the
previous Policy Year's Maximum Amount (not to exceed the total Cash Surrender
Value of the Policy).
Transfers to the General Account are limited by the maximum allocation
percentage (described below) in effect for a Policy at the time a transfer
request is made.
Policy Loans may also be made from the Policy's Cash Value in the General
Account.
Loans and withdrawals from the General Account may have Federal income tax
consequences. (See Federal Tax Matters.)
No transfer charge currently is imposed on transfers to or from the
General Account. However, such a charge may be imposed in the future. General
American may revoke or modify the privilege of transferring amounts to or from
the
24
<PAGE> 31
General Account at any time. Partial withdrawals and pro rata surrenders
will result in the imposition of the applicable surrender charge.
Transfers, surrenders, partial withdrawals and pro rata surrenders payable
from the General Account and the payment of Policy Loans allocated to the
General Account may, subject to certain limitations, be delayed for up to six
months. However, if payment is deferred for 30 days or more, General American
will pay interest at the rate of 2.5% per year for the period of the
deferment. Amounts from the General Account used to pay premiums on policies
with General American will not be delayed.
GENERAL MATTERS
POSTPONEMENT OF PAYMENTS FROM THE SEPARATE ACCOUNT
The Company usually pays amounts payable on partial withdrawal, pro rata
surrender, surrender, or Policy Loan allocated to the Separate Account
Divisions within seven days after written notice is received. Payment of any
amount payable from the Divisions of the Separate Account upon surrender,
partial withdrawals, pro rata surrender, death of Insured, or the Maturity
Date, as well as payments of a Policy Loan and transfers, may be postponed
whenever: (1) the New York Stock Exchange is closed other than customary
weekend and holiday closings, or trading on the New York Stock Exchange is
restricted as determined by the SEC; (2) the SEC by order permits postponement
for the protection of Owners; or (3) an emergency exists, as determined by the
SEC, as a result of which disposal of securities is not reasonably practicable
or it is not reasonably practicable to determine the value of the Separate
Account's net assets. The Company may defer payment of the portion of any
Policy Loan from the General Account for not more than six months.
Payments under the Policy of any amounts derived from premiums paid by
check may be delayed until the Owner's check has cleared the bank upon which
it was drawn.
THE CONTRACT
The Policy, the attached application, any riders, endorsements, any
application for an increase in Face Amount, and any application for
reinstatement constitute the entire contract. All statements made by the
Insured in the application and any supplemental applications can be used to
contest a claim or the validity of the Policy. Any change to the Policy must
be in writing and approved by the President, a Vice President, or the
Secretary of the Company. No agent has the authority to alter or modify any of
the terms, conditions, or agreements of the Policy or to waive any of its
provisions.
CONTROL OF POLICY
The Insured is the Owner of the Policy unless another person is shown as
the Owner in the application. Ownership may be changed, however, as described
below. The Owner is entitled to all rights provided by the Policy, prior to
its Maturity Date. After the Maturity Date, the Owner cannot change the payee
nor the mode of payment, unless otherwise provided in the Policy. Any person
whose rights of ownership depend upon some future event does not possess any
present rights of ownership. If there is more than one Owner at a given time,
all Owners must exercise the rights of ownership by joint action. If the Owner
dies, and the Owner is not the Insured, the Owner's interest in the Policy
becomes the property of his or her estate unless otherwise provided. Unless
otherwise provided, the Policy is jointly owned by all Owners named in the
Policy or by the survivors of those joint Owners. Unless otherwise stated in
the Policy, the final Owner is the estate of the last joint Owner to die. The
Company may rely on the written request of any trustee of a trust which is the
Owner of the Policy, and the Company is not responsible for the proper
administration of any such trust.
BENEFICIARY
The Beneficiary(ies) is (are) the person(s) specified in the application
or by later designation. Unless otherwise stated in the Policy, the
Beneficiary has no rights in a Policy before the death of the Insured. If
there is more than one Beneficiary at the death of the Insured, each
Beneficiary will receive equal payments unless otherwise provided by the
Owner. If no Beneficiary is living at the death of the Insured, the proceeds
will be payable to the Owner or, if the Owner is not living, to the Owner's
estate.
The Company permits the designation of various types of trusts as
Beneficiary(ies), including trusts for minor beneficiaries, trusts under a
will, and trusts under a separate written agreement. An Owner is also
permitted to designate several types of beneficiaries, including business
beneficiaries.
25
<PAGE> 32
CHANGE OF OWNER OR BENEFICIARY
The Owner may change the ownership and/or Beneficiary designation by
written request in a form acceptable to the Company at any time during the
Insured's lifetime subject to any restrictions stated in the Policy and this
Prospectus. The Company may require that the Policy be returned for
endorsement of any change. If acceptable to us, the change will take effect as
of the date the request is signed, whether or not the Insured is living when
the request is received at the Company's Home Office. The Company is not
liable for any payment made or action taken before the Company received the
written request for change. If the Owner is also a Beneficiary of the Policy
at the time of the Insured's death, the Owner may, within sixty days of the
Insured's death, designate another person to receive the Policy proceeds. Any
change will be subject to any assignment of the Policy or any other legal
restrictions.
POLICY CHANGES
The Company reserves the right to limit the number of changes to a Policy
to one per Policy Year and to restrict changes in the first Policy Year.
Currently, only one change is permitted during any Policy Year and no change
may be made during the first Policy Year. For this purpose, changes include
increases or decreases in Face Amount and changes in the death benefit option.
No change will be permitted that would result in a Policy not satisfying the
definition of life insurance under the Internal Revenue Code of 1986 or any
applicable successor provision thereto.
CONFORMITY WITH STATUTES
If any provision in a Policy is in conflict with the laws of the state
governing the Policy, the provision will be deemed to be amended to conform to
such laws. In addition, the Company reserves the right to change the Policy if
it determines that a change is necessary to cause this Policy to comply with,
or give the Owner the benefit of any Federal or state statute, rule, or
regulation, including, but not limited to, requirements of the Internal
Revenue Code, or its regulations or published rulings.
CLAIMS OF CREDITORS
To the extent permitted by law, neither the Policy nor any payment under
it will be subject to the claims of creditors or to any legal process.
INCONTESTABILITY
The Policy is incontestable after it has been in force for two years from
the Issue Date during the lifetime of the Insured. An increase in Face Amount
or addition of a rider after the Issue Date is incontestable after such
increase or addition has been in force for two years from its effective date
during the lifetime of the Insured. Any reinstatement of a Policy is
incontestable only after it has been in force during the lifetime of the
Insured for two years after the effective date of the reinstatement.
ASSIGNMENT
The Company will be bound by an assignment of a Policy only if: (a) the
assignment is in writing; (b) the original assignment instrument or a
certified copy thereof is filed with the Company at its Home Office; and (c)
the Company returns an acknowledged copy of the assignment instrument to the
Owner. The Company is not responsible for determining the validity of any
assignment. Payment of Policy proceeds is subject to the rights of any
assignee of record. If a claim is based on an assignment, the Company may
require proof of the interest of the claimant. A valid assignment will take
precedence over the claim of any Beneficiary.
SUICIDE
Suicide within two years of the Issue Date is not covered by the Policy.
If the Insured dies by suicide, while sane or insane, within two years from
the Issue Date (or within the maximum period permitted by the laws of the
state in which the Policy was delivered, if less than two years), the amount
payable will be limited to premiums paid, less any partial withdrawals and
outstanding Indebtedness subject to certain limitations, if the Insured, while
sane or insane, dies by suicide within two years after the effective date of
an increase in Face Amount, the death benefit for that increase will be
limited to the amount of the monthly deductions for the increase.
26
<PAGE> 33
If the Insured is a Missouri citizen when the Policy is issued, this
provision does not apply on the Issue Date of the Policy, or on the effective
date of any increase in Face Amount, unless the Insured intended suicide when
the Policy, or the increase in Face Amount, was applied for.
MISSTATEMENT OF AGE OR SEX AND CORRECTIONS
If the age or sex (except any Policies sold in Montana; see Unisex
Requirements Under Montana Law) of the Insured has been misstated in the
application, the amount of the death benefit will be that which the most
recent cost of insurance charge would have purchased for the correct age and
sex.
Any payment or Policy changes made by the Company in good faith, relying
on its records or evidence supplied with respect to such payment, will fully
discharge the Company's duty. The Company reserves the right to correct any
errors in the Policy.
CHANGE IN RATE CLASS
Sixty days prior to the Policy Anniversary on which the Insured attains
age 20, a letter will be sent to the Owner notifying the Owner of the
opportunity to apply for a change in the Insured's Rate Class from Smoker to
Non-Smoker. Upon receipt of the forms requested for a Non-Smoker risk
classification and proof satisfactory to the Company, the Rate Class will be
Non-Smoker. If the Owner does not apply for a Rate Class change, the Rate
Class will remain Smoker.
ADDITIONAL INSURANCE BENEFITS
Subject to certain requirements, one or more of the following additional
insurance benefits may be added to a Policy by rider. The descriptions below
are intended to be general; the terms of the Policy riders providing the
additional benefits may vary from state to state, and the Policy should be
consulted. The cost of any additional insurance benefits which require
additional charges will be deducted as part of the monthly deduction from the
Policy's Cash Value. (See Charges and Deductions - Monthly Deduction.) Certain
restrictions may apply and are described in the applicable rider. An
insurance agent authorized to sell the Policy can describe these extra
benefits further. Samples of the provisions are available from General
American upon written request.
Waiver of Monthly Deduction Rider. Provides for the waiver of the monthly
deductions while the Insured is totally disabled, subject to certain
limitations described in the rider. The Insured must have become disabled
after age 5 and before age 65.
Waiver of Specified Premium Rider. Provides for crediting the Policy's
Cash Value with a specified monthly premium while the Insured is totally
disabled. The monthly premium selected at issue is not guaranteed to keep the
Policy in force. The Insured must have become disabled after age 5 and before
age 65.
Increasing Benefit Rider. Allows the Owner to increase the Face
Amount of the Policy without evidence of insurability. The increase is made on
each Policy Anniversary.
RECORDS AND REPORTS
The Company will maintain all records relating to the Separate Account and
will mail to the Owner once each Policy Year, at the last known address of
record, a report which shows the current Policy values, premiums paid,
deductions made since the last report, and any outstanding Policy Loans. The
Owner will also be sent a periodic report for Russell Insurance Funds and the
Capital Company and a list of the securities held in each Fund. Receipt of
premium payments, transfers, partial withdrawals, pro rata surrenders, Policy
Loans, loan repayments, changes in death benefit options, increases or
decreases in Face Amount, surrenders and reinstatements will be confirmed
promptly following each transaction.
An Owner may request in writing a projection of illustrated future Cash
Surrender Values and death benefits. This projection will be furnished by the
Company for a nominal fee which will not exceed $25.
27
<PAGE> 34
DISTRIBUTION OF THE POLICY
The Policy will be sold by individuals who, in addition to being licensed
as life insurance agents for the Company, are also registered representatives
of Walnut Street Securities, Inc. ("Walnut Street"), the principal underwriter
of the Policy, or of broker-dealers who have entered into written sales
agreements with Walnut Street. Walnut Street was incorporated under the laws
of Missouri in 1984 and is a wholly-owned subsidiary of General American
Holding Company, which is, in turn, a wholly-owned subsidiary of the Company.
Walnut Street is registered with the SEC under the Securities Exchange Act of
1934 as a broker-dealer and is a member of the National Association of
Securities Dealers, Inc. No director or officer of Walnut Street owns any
units in the Separate Account.
Writing agents will receive commissions based on a commission schedule and
rules. Currently, agent first-year commissions equal 7.50% of target premiums
paid in Policy Year 1. In renewal years, the agent commissions equal 4.0% of
premiums paid in years 2 through 10. A 2.50% of premium service fee is paid
after Policy year 10. For Policy years after Policy Year 1, a commission of
.20% of the average monthly Cash Value for each Policy Year is paid. These are
maximum commissions, and reductions may be possible under the circumstances
outlined in the section entitled Reduction of Charges. General Agents receive
compensation which may be in part based on the level of agent commissions in
their agencies. The general agent commission schedules and rules differ for
different types of agency contracts. Walnut Street receives no administrative
fees, management fees, or other fees from sales of the Policy.
FEDERAL TAX MATTERS
INTRODUCTION
The following summary provides a general description of the Federal income
tax considerations associated with the Policy and does not purport to be
complete or to cover all situations. This discussion is not intended as tax
advice. Counsel or other competent tax advisors should be consulted for more
complete information. This discussion is based upon General American's
understanding of the present Federal income tax laws as they are currently
interpreted by the Internal Revenue Service. No representation is made as to
the likelihood of continuation of the present Federal income tax laws or of
the current interpretations by the Internal Revenue Service.
TAX STATUS OF THE POLICY
Section 7702 of the Internal Revenue Code of 1986, as amended (the "Code")
includes a definition of a life insurance contract for Federal tax purposes.
The Secretary of the Treasury (the "Treasury") issued proposed regulations
which specify what will be considered reasonable mortality charges under
Section 7702. Guidance as to how Section 7702 is to be applied is, however,
limited. If a Policy were determined not to be a life insurance contract for
purposes of Section 7702, such Policy would not provide most of the tax
advantages normally provided by a life insurance policy.
With respect to a Policy issued on a basis of a standard premium class or
on a guaranteed or simplified issue basis, while there is some uncertainty due
to the limited guidance under Section 7702, the Company believes that such a
Policy should meet the Section 7702 definition of a life insurance contract.
However, with respect to a Policy issued on a substandard basis (i.e., a
premium class involving higher than standard mortality risk), it is not clear
whether such a Policy would satisfy Section 7702, particularly if the Owner
pays the full amount of premiums permitted under the Policy.
If it is subsequently determined that a Policy does not satisfy Section
7702, the Company will take whatever steps are appropriate and necessary to
attempt to cause such a Policy to comply with Section 7702, including possibly
refunding any premiums paid that exceed the limitations allowable under
Section 7702 (together with interest or other earnings on any such premiums
refunded as required by law). For these reasons, the Company reserves the
right to modify the Policy as necessary to attempt to qualify it as a life
insurance contract under Section 7702.
Section 817(h) of the Code authorizes the Treasury to set standards by
regulation or otherwise for the investments of the Separate Account to be
"adequately diversified" in order for the Policy to be treated as a life
insurance contract for Federal tax purposes. The Separate Account intends to
comply with the diversification requirements prescribed by the Treasury in
Regulation Section 1.817-5, which affect how assets may be invested. Although
General American does not control Russell Insurance Funds or the Capital
Company it has entered into agreements, which require these investment
companies to be operated in compliance with the requirements prescribed by the
Treasury.
28
<PAGE> 35
The Treasury announced that the regulations regarding diversification of
investments do not provide guidance concerning the tax consequences of the
extent to which Owners may direct their investments to the divisions of a
separate account. It is not clear whether additional guidance in this regard
will be provided or whether, if provided, it will be applied on a prospective
basis only. It is possible that if additional guidance on this issue is
promulgated, the Policy may need to be modified to comply with such guidance.
For these reasons, the Company reserves the right to modify the Policy as
necessary to attempt to prevent the Owner from being considered the owner of
the assets of the Separate Account or otherwise to qualify the Policy for
favorable tax treatment.
The following discussion assumes that the Policy will qualify as a life
insurance contract for Federal income tax purposes.
1. Tax Treatment of Policy Benefits. In general, the Company believes
that the proceeds and Cash Value increases of a Policy should be treated in a
manner consistent with a fixed-benefit life insurance policy for Federal
income tax purposes. Thus, the death benefit under the Policy should be
excludable from the gross income of the Beneficiary under Section 101(a)(1) of
the Code, unless a transfer for value (generally a sale of the policy) has
occurred.
Many changes or transactions involving a Policy may have tax consequences,
depending on the circumstances. Such changes include, but are not limited to,
the exchange of the Policy, a change of the Policy's Face Amount, a Policy
Loan, an additional premium payment, a Policy lapse with an outstanding Policy
Loan, a partial withdrawal, or a surrender of the Policy. In addition, Federal
estate and state and local estate, inheritance, and other tax consequences of
ownership or receipt of Policy proceeds depend upon the circumstances of each
Owner or Beneficiary. A competent tax advisor should be consulted for further
information.
Generally, the Owner will not be deemed to be in constructive receipt of
the Policy's Cash Value, including increments thereof, under the Policy until
there is a distribution. The tax consequences of distributions from, and
Policy Loans taken from or secured by, a Policy depend upon whether the Policy
is classified as a "modified endowment contract." However, upon a complete
surrender or lapse of any Policy, or when benefits are paid at such a Policy's
maturity date, if the amount received plus the amount of outstanding
Indebtedness exceeds the total investment in the Policy, the excess will
generally be treated as ordinary income subject to tax.
2. Modified Endowment Contracts. A policy may be treated as a modified
endowment contract depending upon the amount of premiums paid in relation to
the death benefit provided under such Policy. The premium limitation rules for
determining whether a Policy is a modified endowment contract are extremely
complex. In general, however, a Policy will be a modified endowment contract
if the accumulated premiums paid at any time during the first seven Policy
Years exceed the sum of the net level premiums which would have been paid on
or before such time if the Policy provided for paid-up future benefits after
the payment of seven level annual premiums.
In addition, if a Policy is "materially changed" it may cause such Policy
to be treated as a modified endowment contract. The material change rules for
determining whether a Policy is a modified endowment contract are also
extremely complex. In general, however, the determination of whether a Policy
will be a modified endowment contract after a material change generally
depends upon the relationship among the death benefit at the time of such
change, the Cash Value at the time of the change and the additional premiums
paid in the seven Policy Years starting with the date on which the material
change occurs.
Moreover, a life insurance contract received in exchange for a life
insurance contract classified as a modified endowment contract will also be
treated as a modified endowment contract.
Due to the Policy's flexibility, classification of a Policy as a modified
endowment contract will depend upon the circumstances of each Policy. The
Company has, however, adopted administrative steps designed to protect an
Owner against the possibility that the Policy might become a modified
endowment contract. The Company believes the safeguards are adequate for most
situations, but it cannot provide complete assurance that a Policy will not be
classified as a modified endowment contract. At the time a premium is credited
which would cause the Policy to become a modified endowment contract, the
Company will notify the Owner that unless a refund of the excess premium is
requested by the Owner, the Policy will become a modified endowment contract.
The Owner will have 30 days after receiving such notification to request the
refund. The excess premium paid with 4% required annual interest will be
returned to the Owner upon receipt by the Company of the refund request. The
amount to be refunded will be deducted from the Policy Cash Value in the
Divisions of the Separate Account and in the General Account in the same
proportion as the premium payment was allocated to such Divisions.
29
<PAGE> 36
Accordingly, a prospective Owner should contact a competent tax advisor
before purchasing a Policy to determine the circumstances under which the
Policy would be a modified endowment contract. In addition, an Owner should
contact a competent tax advisor before paying any additional premiums or
making any other change to, including an exchange of, a Policy to determine
whether such premium or change would cause the Policy (or the new Policy in
the case of an exchange) to be treated as a modified endowment contract.
3. Distributions from Policies Classified as Modified Endowment Contract.
Policies classified as modified endowment contracts will be subject to the
following tax rules: First, all distributions, including distributions upon
surrender and benefits paid at maturity, from such a Policy are treated as
ordinary income subject to tax up to the amount equal to the excess (if any)
of the Cash Value immediately before the distribution over the investment in
the Policy (described below) at such time. Second, Policy Loans taken from, or
secured by, such a Policy, as well as due but unpaid interest thereon, are
treated as distributions from such a Policy and taxed accordingly. Third, a 10
percent additional income tax is imposed on the portion of any distribution
from, or Policy Loan taken from or secured by, such a Policy that (a) is
included in income, except where the distribution or Policy Loan is made on or
after the Owner attains age 591/2, (b) is attributable to the Owner's becoming
disabled, or (c) is part of a series of substantially equal periodic payments
for the life (or life expectancy) of the Owner or the joint lives (or joint
life expectancies) of the Owner and the Owner's Beneficiary.
4. Distributions From Policies Not Classified as Modified Endowment
Contract. Distributions from Policies not classified as modified endowment
contracts are generally treated as first recovering the investment in the
Policy (described below) and then, only after the return of all such
investment in the Policy, as distributing taxable income. An exception to this
general rule occurs in the case of a decrease in the Policy's death benefit
(possibly including a partial withdrawal) or any other change that reduces
benefits under the Policy in the first 15 years after the Policy is issued and
that results in cash distribution to the Owner in order for the Policy to
continue complying with the Section 7702 definitional limits. Such a cash
distribution will be taxed in whole or in part as ordinary income (to the
extent of any gain in the Policy) under rules prescribed in Section 7702.
Policy Loans from, or secured by, a Policy that is not a modified
endowment contract are not treated as distributions. Instead. such loans are
treated as indebtedness of the Owner.
Upon a complete surrender or lapse of a Policy that is not a modified
endowment contract, or when benefits are paid at such a Policy's maturity
date, if the amount received plus the amount of indebtedness exceeds the total
investment in the Policy, the excess will generally be treated as ordinary
income subject to tax.
Neither distributions (including distributions upon surrender or lapse)
nor Policy Loans from, or secured by, a Policy that is not a modified
endowment contract are subject to the 10 percent additional income tax.
If a Policy which is not a modified endowment contract subsequently
becomes a modified endowment contract, then any distribution made from the
Policy within two years prior to the date of such change in status may become
taxable.
5. Policy Loan Interest. Generally, interest paid on any loan under a
Policy which is owned by an individual is not deductible. In addition,
interest on any loan under a Policy owned by a taxpayer and covering the life
of any individual who is an officer of or is financially interested in the
business carried on by that taxpayer, will not be tax deductible to the extent
the aggregate amount of such Policy Loans with respect to contracts covering
such individual exceeds $50,000. No amount of Policy Loan interest is,
however, deductible if the Policy is deemed for Federal tax purposes to be a
single premium life insurance contract. The Owner should consult a competent
tax advisor as to whether the Policy would be so deemed. There are other
limitations on the deductibility of Policy Loan interest, and an owner should
consult a competent tax advisor about these additional limitations before
deducting any Policy Loan interest.
6. Investment in the Policy. Investment in the Policy means (i) the
aggregate amount of any premiums or other consideration paid for a Policy,
minus (ii) the aggregate amount received under the Policy which is excluded
from gross income of the Owner (except that the amount of any Policy Loan
from, or secured by, a Policy that is a modified endowment contract, to the
extent such amount is excluded from gross income, will be disregarded), plus
(iii) the amount of any Policy Loan from, or secured by, a Policy that is a
modified endowment contract to the extent that such amount is included in the
gross income of the Owner.
30
<PAGE> 37
7. Multiple Policies. All modified endowment contracts that are issued by
the Company (or its affiliates) to the same Owner during any calendar year are
treated as one modified endowment contract for purposes of determining the
amount includible in gross income under Section 72(e) of the Code.
8. Possible Charge for Taxes. At the present time, the Company makes no
charge to the Separate Account for any Federal, state, or local taxes (as
opposed to Premium Tax Charges which are deducted from premium payments) that
it incurs which may be attributable to such Separate Account or to the
Policies. The Company, however, reserves the right in the future to make a
charge for any such tax or other economic burden resulting from the
application of the tax laws that it determines to be properly attributable to
the Separate Account or to the Policies.
UNISEX REQUIREMENTS UNDER MONTANA LAW
The State of Montana generally prohibits the use of actuarial tables that
distinguish between men and women in determining premiums and Policy benefits
for policies issued on the lives of their residents. Therefore, all Policies
offered by this Prospectus to insure residents of Montana will have premiums
and benefits which are based on actuarial tables that do not differentiate on
the basis of sex.
SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS
General American holds the assets of the Separate Account in a custodial
account in its name at the Bank of New York. The Company maintains records of
all purchases and redemptions of applicable Fund shares by each of the
Divisions. Additional protection for the assets of the Separate Account is
afforded by a blanket fidelity bond issued by Lloyd's Underwriters in the
amount of five million dollars, covering all officers and employees of the
Company who have access to the assets of the Separate Account.
VOTING RIGHTS
Based on its understanding of current applicable legal requirements, the
Company will vote the shares of the Funds held in the Separate Account at
regular and special shareholder meetings of the mutual funds in accordance
with the instructions received from persons having voting interests in the
corresponding Divisions of the Separate Account. If, however, the 1940 Act or
any regulation thereunder should be amended or if the present interpretation
thereof should change, and as a result the Company determines that it is
permitted to vote shares of the Fund in its own right, it may elect to do so.
No voting privileges apply to the Policies with respect to Cash Value removed
from the Separate Account as a result of a Policy Loan.
The number of votes which an Owner has the right to instruct will be
calculated separately for each Division. Voting rights reflect the dollar
value of the total number of units of each Division of the Separate Account
credited to the Owner at the record date, rather than the number of units
alone. Fractional shares will be counted. The number of votes of the Fund
which the Owner has the right to instruct will be determined as of the date
coincident with the date established by that Fund for determining shareholders
eligible. Voting instructions will be solicited by written communications
prior to such meeting in accordance with procedures established by the mutual
funds.
The company will vote shares of a Fund for which no timely instructions
are received in proportion to the voting instructions which are received with
respect to that Fund. The Company will also vote any shares of the Funds which
are not attributable to Policies in the same proportion.
Each person having a voting interest in a Division will receive any proxy
material, reports, and other materials relating to the appropriate Fund.
Disregard of Voting Instructions. The Company may, when required by state
insurance regulatory authorities, disregard voting instructions if the
instructions require that the shares be voted so as to cause a change in the
subclassification or investment objective of the Fund or to approve or
disapprove an investment advisory contract for a Fund. In addition, the
Company itself may disregard voting instructions in favor of changes initiated
by an Owner in the investment policy or the investment advisor or sub-advisor
of a Fund if the Company reasonably disapproves of such changes. A proposed
change would be disapproved only if the proposed change is contrary to state
law or prohibited by state regulatory authorities, or the Company determined
that the change would have an adverse effect on its General Account in that
the proposed investment policy for a Fund may result in overly speculative or
unsound investments. If the
31
<PAGE> 38
Company disregards voting instructions, a summary of that action and the
reasons for such action will be included in the next annual report to Owners.
STATE REGULATION OF THE COMPANY
The Company, a mutual life insurance company organized under the laws of
Missouri, and the Separate Account are subject to regulation by the Missouri
Department of Insurance. An annual statement is filed with the Director of
Insurance on or before March 1st of each year covering the operations and
reporting on the financial condition of the Company as of December 31 of the
preceding year. Periodically, the Director of Insurance examines the
liabilities and reserves of the Company and the Separate Account and certifies
their adequacy, and a full examination of the Company's operations is
conducted by the National Association of Insurance Commissioners at least once
every three years.
In addition, the Company is subject to the insurance laws and regulations
of other states within which it is licensed or may become licensed to operate.
Generally, the insurance departments of other states apply the laws of the
state of domicile in determining permissible investments.
32
<PAGE> 39
<TABLE>
MANAGEMENT OF THE COMPANY
<CAPTION>
PRINCIPAL OCCUPATION(S)
NAME DURING PAST FIVE YEARS
---- -----------------------
<S> <C>
PRINCIPAL OFFICERS<F*>
Robert J. Banstetter, Sr. Vice President, General Counsel, and Secretary.
John W. Barber Vice President and Controller.
O'Neil P. Boudreaux Vice President, Group Field Accounts.
Michael R. Hogan Executive Vice President, Group Life and Health.
E. Thomas Hughes Corporate Actuary and Treasurer. Formerly, Executive Vice President, Group
Pensions, March 1990 - September, 1994.
Michael P. Ingrassia Vice President, Group Executive Accounts. Formerly, Vice President, Group
Operations, May 1984-February 1992.
George T. Lacy Vice President, Group Field Sales.
Richard A. Liddy Chairman, President, and Chief Executive Officer. Formerly, President and
Chief Operating Officer, May 1988-May 1992.
Thomas R. McPherron Vice President, Individual Systems and Finance.
Leonard M. Rubenstein Executive Vice President, Investments. Formerly, Vice President and Treasurer,
Securities, December 1984-February 1991.
Bernard H. Wolzenski Executive Vice President, Individual Insurance. Formerly, Vice President,
Individual Life Products, June 1989 - November 1991.
A. Greig Woodring Executive Vice President, Reinsurance.
<FN>
<F*> The principal business address of Messrs. Banstetter, Hughes, Liddy,
and Rubenstein, is General American Life Insurance Company, 700
Market Street, St. Louis, Missouri 63101. The principal business
address for Messrs. Barber, Boudreaux, Hogan, Ingrassia, Lacy,
McPherron, and Wolzenski is 13045 Tesson Ferry Road, St. Louis,
Missouri 63128. The principal business address for Mr. Woodring is
660 Mason Ridge Center Drive, Suite 300, St. Louis, Missouri 63141.
</TABLE>
33
<PAGE> 40
<TABLE>
<CAPTION>
PRINCIPAL OCCUPATION(S)
NAME DURING PAST FIVE YEARS
---- -----------------------
<S> <C>
DIRECTORS
August A. Busch III Chairman of the Board and President, Anheuser-Busch Companies,
Anheuser-Busch Companies, Inc. Inc., (beer business).
One Busch Place
St. Louis, Missouri 63118
William E. Cornelius Retired Chairman and Chief Executive Officer, Union Electric
Union Electric Company Company (electric utility business). Prior to 1993, Chairman and
P.O. Box 149 Chief Executive Officer.
St. Louis, Missouri 63166
John C. Danforth Partner. Formerly, U. S. Senator, State of Missouri.
Bryan Cave
One Metropolitan Square
St. Louis, Missouri 63102
Bernard A. Edison Director Emeritus, Edison Brothers Stores, Inc. (retail
Edison Brothers Stores, Inc. specialty stores).
P.O. Box 14020
St. Louis, Missouri 63178
Donald E. Lasater Retired Chairman of the Board, Mercantile Bancorporation, Inc.
Room 313 (banking business).
7811 Carondelet Avenue
St. Louis, Missouri 63105
William E. Maritz Chairman and Chief Executive Officer, Maritz Inc. (motivation,
Maritz Inc. travel, communications, training and marketing research business).
1375 North Highway Drive
Fenton, Missouri 63099
Craig G. Schnuck Chairman and Chief Executive Officer, Schnuck Markets, Inc. (retail
Schnuck Markets, Inc. supermarket chain). Prior to 1991, President and Chief Executive
11420 Lackland Road Officer.
P.O. Box 46928
St. Louis, Missouri 63164
William P. Stiritz Chairman, Chief Executive Officer & President, Ralston Purina
Ralston Purina Company Company (pet food, batteries, and bread business); Chairman,
Checkerboard Square Ralcorp Holdings, Inc. (ready-to-eat cereal, baby food,
St. Louis, Missouri 63164 ski resorts business).
Andrew C. Taylor Chief Executive Officer and President, Enterprise Rent-A-Car (car
Enterprise Rent-A-Car leasing). Prior to May, 1991, President.
600 Corporate Park Drive
St. Louis, Missouri 63105
Robert L. Virgil, Jr. Principal, Edward D. Jones and Company (investments business).
Edward D. Jones and Company Prior to 1993, Dean, the John M. Olin School of Business,
12555 Manchester Road Washington University (business education).
St. Louis, Missouri 63139-3729
Virginia V. Weldon, M.D. Senior Vice President, Public Policy, Monsanto Company, (chemicals
Monsanto Company diversified industry, pharmaceuticals, life science products, and
800 North Lindbergh Boulevard food ingredients business). Prior to 1993, Vice President, Public Policy.
St. Louis, Missouri 63167
Ted C. Wetterau Retired Chairman and Chief Executive Officer, Wetterau Incorporated
Wetterau Associates, L.L.C. (retail and wholesale grocery, manufacturing business).
Suite 750
7700 Bonhomme
St. Louis, Missouri 63105
</TABLE>
Richard A. Liddy, listed as a Principal Officer, is also a Director of the
Company.
34
<PAGE> 41
LEGAL MATTERS
All matters of Missouri law pertaining to the Policy, including the
validity of the Policy and General American's right to issue the Policy under
Missouri insurance law, have been passed upon by Robert J. Banstetter, Vice
President, General Counsel, and Secretary of General American.
LEGAL PROCEEDINGS
There are no legal proceedings to which the Separate Account is a party or
to which the assets of the Separate Account are subject. General American is
not involved in any litigation that is of material importance in relation to
its total assets or that relates to the Separate Account.
EXPERTS
The audited financial statements of General American and the Separate
Account have been included in this Prospectus in reliance on the reports of
KPMG Peat Marwick LLP, independent certified public accountants, and on the
authority of said firm as experts in accounting and auditing.
The audited financial statements of General American have been prepared in
accordance with accounting practices prescribed or permitted by the Department
of Insurance of the State of Missouri, which are currently considered
generally accepted accounting principles for mutual life companies.
Additionally, as discussed in the notes to the General American financial
statements, General American changed its accounting policies with respect to
employees' accounting for postretirement benefits other than pensions and the
method of accounting for the undistributed equity in income of unconsolidated
subsidiaries in 1993.
Actuarial matters included in this Prospectus have been examined by
Shashikant Bhave, FSA, MAAA, Executive Director and Associate Actuary,
as stated in the opinion filed as an exhibit to the registration statement.
ADDITIONAL INFORMATION
A registration statement has been filed with the Securities and Exchange
Commission, under the Securities Act of 1933, as amended, with respect to the
Policy offered hereby. This Prospectus does not contain all the information
set forth in the registration statement and the amendments and exhibits to the
registration statement, to all of which reference is made for further
information concerning the Separate Account, General American and the Policy
offered hereby. Statements contained in this Prospectus as to the contents of
the Policy and other legal instruments are summaries. For a complete statement
of the terms thereof reference is made to such instruments as filed.
FINANCIAL STATEMENTS
The financial statements of General American which are included in this
Prospectus should be distinguished from the financial statements of the
Separate Account, and should be considered only as bearing on the ability of
General American to meet its obligations under the Policy. They should not be
considered as bearing on the investment performance of the assets held in the
Separate Account. Financial information is not provided for four of the
five Divisions of the Separate Account because those Divisions have only
recently been established, and therefore, no operating history exists for
those Divisions.
The most current financial statements of General American are those as of
the end of the fiscal year ended December 31, 1994. General American does not
prepare financial statements more often than annually and believes that any
incremental benefit to prospective policyholders that may result from
preparing and delivering more current financial statements, though unaudited,
does not justify the additional cost that would be incurred. In addition,
General American represents that there have been no adverse changes in the
financial condition or operations of General American between the end of the
most current fiscal year and the date of this Prospectus.
35
<PAGE> 42
APPENDIX A- ILLUSTRATIONS OF DEATH BENEFITS AND CASH VALUES
The following tables illustrate how the Cash Value, Cash Surrender Value,
and death benefit of a Policy change with the investment experience of a
Division of the Separate Account. The tables show how the Cash Value, Cash
Surrender Value, and death benefit of a Policy issued to an insured of a given
age and at a given premium would vary over time if the investment return on
the assets held in each Division of the Separate Account were a uniform,
gross, after-tax annual rate of 0%, 6%, or 12%. The tables on pages A-2
through A-10 illustrate a Policy issued to a Male, age 45 in a preferred
nonsmoker rate class. The tables on pages A-11 through A-19 illustrate a
Policy issued to an insured, age 45 in a guaranteed issue nonsmoker rate
class. If the insured falls into a smoker rate class, the Cash Values, Cash
Surrender Values, and death benefits would be lower than those shown in the
tables. In addition, the Cash Values, Cash Surrender Values, and death
benefits would be different from those shown if the gross annual investment
rates of return averaged 0%, 6%, and 12% over a period of years, but
fluctuated above and below those averages for individual Policy Years.
The Cash Value column under the "Guaranteed" heading shows the accumulated
value of the Net Premiums paid at the stated interest rate, reflecting
deduction of the monthly administrative charges and monthly charges for the
cost of insurance based on the maximum values allowed under the 1980
Commissioners Standard Ordinary Mortality Table. The Cash Surrender Value
column under the "Guaranteed" heading shows the projected Cash Surrender Value
of the Policy, which is calculated by taking the Cash Value under the
"Guaranteed" heading and deducting any appropriate Contingent Deferred Sales
Charge. The Cash value column under the "Current" heading shows the
accumulated value of the Net Premiums paid at the stated interest rate,
reflecting deduction of the monthly administrative charges and monthly charges
for the cost of insurance at their current level, which is less than or equal
to that allowed by the 1980 Commissioners Standard Ordinary Mortality Table.
The Cash Surrender Value column under the "Current" heading shows the
projected Cash Surrender Value of the Policy, which is calculated by taking
the Cash Value under the "Current" heading and deducting any appropriate
Contingent Deferred Sales Charge. The illustrations of death benefits reflect
the above assumptions. The death benefits also vary between tables depending
upon whether Death Benefit Options A or C (Level Type) or Death Benefit Option
B (Increasing Type) are illustrated.
The amounts shown for Cash Value, Cash Surrender Value, and death benefit
reflect the fact that the investment rate of return is lower than the gross
after-tax return on the assets held in a Division of the Separate Account.
The charges include a .70% charge for mortality and expense risk, the
investment management and advisory fees (.73% of aggregate average daily net
assets is assumed but the actual investment management and advisory fees
applicable to each Division is shown in the respective prospectuses of
Russell Insurance Funds and General American Capital Company),
and administrative expenses incurred (which are assumed to be .43%). After
deduction for these amounts, the illustrated gross annual investment rates of
return of 0%, 6%, and 12% correspond to approximate net annual rates of
- -1.86%, 4.14%, and 10.14%, respectively. The prospectuses for Russell
Insurance Funds and General American Capital Company should be consulted for
details about the nature and extent of their expenses. There is no
arrangement for reimbursing the expenses of Russell Insurance Funds and
General American Capital Company.
The hypothetical values shown in the tables do not reflect any charges for
Federal income taxes against the Separate Account (as opposed to Premium Tax
Charges which are deducted from premium payments), since General American is
not currently making any such charges. However, such charges may be made in
the future and, in that event, the gross annual investment rate of return of
the Divisions of the Separate Account would have to exceed 0%, 6%, and 12% by
an amount sufficient to cover the tax charges in order to produce the death
benefit and Cash Value illustration. (See Federal Tax Matters.)
The tables illustrate the Policy values that would result based upon the
investment rates of return if premiums are paid as indicated, if all Net
Premiums are allocated to the Separate Account and if no Policy Loans have
been made. The tables are also based on the assumptions that the Owner has not
requested an increase or decrease in the Face Amount, that no partial
withdrawals have been made, that no transfer charges were incurred, and that
no optional riders have been requested.
Upon request, General American will provide a comparable illustration
based upon the proposed Insured's age, sex, and rate class, the Face Amount or
premium requested, the proposed frequency of premium payments, and any
available riders requested.
A-1
<PAGE> 43
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT OPTION A ANNUAL PREMIUM $2,161.69
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 0% (NET RATE @ -1.86%)
-----------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
----------------------------- ---------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ------- ----- ------- --------- ------- ----------- -------- ------- --------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 2,270 $ 2,162 $ 1,787 $ 1,701 $ 100,000 $ 1,787 $ 1,701 $ 100,000
2 47 4,653 2,162 3,498 3,325 100,000 3,200 3,027 100,000
3 48 7,155 2,162 5,123 4,864 100,000 4,557 4,297 100,000
4 49 9,783 2,162 6,689 6,344 100,000 5,856 5,510 100,000
5 50 12,542 2,162 8,209 7,777 100,000 7,095 6,663 100,000
6 51 15,439 2,162 9,694 9,279 100,000 8,274 7,859 100,000
7 52 18,481 2,162 11,135 10,772 100,000 9,386 9,023 100,000
8 53 21,674 2,162 12,544 12,267 100,000 10,427 10,150 100,000
9 54 25,028 2,162 13,911 13,755 100,000 11,391 11,236 100,000
10 55 28,549 2,162 15,237 15,237 100,000 12,273 12,273 100,000
11 56 32,246 2,162 16,583 16,583 100,000 13,068 13,068 100,000
12 57 36,128 2,162 17,871 17,871 100,000 13,774 13,774 100,000
13 58 40,204 2,162 19,102 19,102 100,000 14,387 14,387 100,000
14 59 44,484 2,162 20,289 20,289 100,000 14,905 14,905 100,000
15 60 48,978 2,162 21,432 21,432 100,000 15,321 15,321 100,000
16 61 53,697 2,162 22,506 22,506 100,000 15,628 15,628 100,000
17 62 58,652 2,162 23,513 23,513 100,000 15,813 15,813 100,000
18 63 63,854 2,162 24,446 24,446 100,000 15,862 15,862 100,000
19 64 69,317 2,162 25,299 25,299 100,000 15,756 15,756 100,000
20 65 75,052 2,162 26,074 26,074 100,000 15,477 15,477 100,000
25 70 108,330 2,162 28,573 28,573 100,000 10,848 10,848 100,000
30 75 150,801 2,162 27,934 27,934 100,000 0 0 0
<FN>
<F*>These values reflect investment results using current cost of insurance
rates.
<F**>These values reflect investment results using guaranteed cost of
insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE
CASH VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE
DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE
SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT
AVERAGE FOR INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE
COMPANY, WALNUT STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY,
RUSSELL INSURANCE FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS
HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED
OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-2
<PAGE> 44
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT OPTION A ANNUAL PREMIUM $2,161.69
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 6% (NET RATE @ 4.14%)
-----------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
----------------------------- ---------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ------- ----- ------- --------- ------- ----------- -------- ------- --------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 2,270 $ 2,162 $ 1,901 $ 1,815 $ 100,000 $ 1,901 $ 1,815 $ 100,000
2 47 4,653 2,162 3,837 3,664 100,000 3,531 3,358 100,000
3 48 7,155 2,162 5,799 5,540 100,000 5,197 4,938 100,000
4 49 9,783 2,162 7,813 7,467 100,000 6,902 6,557 100,000
5 50 12,542 2,162 9,894 9,462 100,000 8,644 8,212 100,000
6 51 15,439 2,162 12,057 11,642 100,000 10,424 10,009 100,000
7 52 18,481 2,162 14,296 13,933 100,000 12,237 11,874 100,000
8 53 21,674 2,162 16,625 16,349 100,000 14,081 13,805 100,000
9 54 25,028 2,162 19,039 18,884 100,000 15,953 15,797 100,000
10 55 28,549 2,162 21,543 21,543 100,000 17,847 17,847 100,000
11 56 32,246 2,162 24,205 24,205 100,000 19,765 19,765 100,000
12 57 36,128 2,162 26,952 26,952 100,000 21,703 21,703 100,000
13 58 40,204 2,162 29,793 29,793 100,000 23,664 23,664 100,000
14 59 44,484 2,162 32,741 32,741 100,000 25,649 25,649 100,000
15 60 48,978 2,162 35,804 35,804 100,000 27,657 27,657 100,000
16 61 53,697 2,162 38,968 38,968 100,000 29,684 29,684 100,000
17 62 58,652 2,162 42,241 42,241 100,000 31,727 31,727 100,000
18 63 63,854 2,162 45,628 45,628 100,000 33,781 33,781 100,000
19 64 69,317 2,162 49,134 49,134 100,000 35,838 35,838 100,000
20 65 75,052 2,162 52,771 52,771 100,000 37,892 37,892 100,000
25 70 108,330 2,162 73,325 73,325 100,000 48,092 48,092 100,000
30 75 150,801 2,162 99,519 99,519 106,486 57,882 57,882 100,000
<FN>
<F*>These values reflect investment results using current cost of insurance
rates.
<F**>These values reflect investment results using guaranteed cost of
insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-3
<PAGE> 45
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT OPTION A ANNUAL PREMIUM $2,161.69
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 12% (NET RATE @ 10.14%)
-----------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
----------------------------- ---------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ------- ----- ------- --------- ------- ----------- -------- ------- --------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 2,270 $ 2,162 $ 2,016 $ 1,929 $ 100,000 $ 2,016 $ 1,929 $ 100,000
2 47 4,653 2,162 4,191 4,018 100,000 3,876 3,703 100,000
3 48 7,155 2,162 6,531 6,272 100,000 5,894 5,635 100,000
4 49 9,783 2,162 9,081 8,735 100,000 8,089 7,743 100,000
5 50 12,542 2,162 11,874 11,442 100,000 10,475 10,043 100,000
6 51 15,439 2,162 14,949 14,534 100,000 13,075 12,659 100,000
7 52 18,481 2,162 18,326 17,963 100,000 15,904 15,541 100,000
8 53 21,674 2,162 22,048 21,771 100,000 18,986 18,709 100,000
9 54 25,028 2,162 26,142 25,986 100,000 22,346 22,190 100,000
10 55 28,549 2,162 30,651 30,651 100,000 26,012 26,012 100,000
11 56 32,246 2,162 35,685 35,685 100,000 30,020 30,020 100,000
12 57 36,128 2,162 41,223 41,223 100,000 34,411 34,411 100,000
13 58 40,204 2,162 47,323 47,323 100,000 39,236 39,236 100,000
14 59 44,484 2,162 54,058 54,058 100,000 44,550 44,550 100,000
15 60 48,978 2,162 61,502 61,502 100,000 50,418 50,418 100,000
16 61 53,697 2,162 69,723 69,723 100,000 56,915 56,915 100,000
17 62 58,652 2,162 78,818 78,818 100,888 64,127 64,127 100,000
18 63 63,854 2,162 88,842 88,842 111,941 72,156 72,156 100,000
19 64 69,317 2,162 99,853 99,853 123,817 81,126 81,126 100,596
20 65 75,052 2,162 111,951 111,951 136,580 91,047 91,047 111,078
25 70 108,330 2,162 192,756 192,756 223,597 156,626 156,626 181,686
30 75 150,801 2,162 322,290 322,290 344,851 260,631 260,631 278,875
<FN>
<F*>These values reflect investment results using current cost of insurance
rates.
<F**>These values reflect investment results using guaranteed cost of
insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-4
<PAGE> 46
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT OPTION B ANNUAL PREMIUM $5,551.37
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 0% (NET RATE @ -1.86%)
-----------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
----------------------------- ---------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ------- ----- ------- --------- ------- ----------- -------- ------- --------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,829 $ 5,551 $ 4,862 $ 4,640 $ 104,862 $ 4,862 $ 4,640 $ 104,862
2 47 11,949 5,551 9,586 9,142 109,586 9,278 8,834 109,278
3 48 18,376 5,551 14,163 13,497 114,163 13,573 12,907 113,573
4 49 25,123 5,551 18,619 17,731 118,619 17,746 16,858 117,746
5 50 32,209 5,551 22,969 21,859 122,969 21,796 20,686 121,796
6 51 39,648 5,551 27,226 26,160 127,226 25,721 24,655 125,721
7 52 47,459 5,551 31,381 30,448 131,381 29,515 28,583 129,515
8 53 55,661 5,551 35,446 34,735 135,446 33,174 32,463 133,174
9 54 64,273 5,551 39,412 39,012 139,412 36,690 36,291 136,690
10 55 73,316 5,551 43,281 43,281 143,281 40,058 40,058 140,058
11 56 82,810 5,551 47,204 47,204 147,204 43,273 43,273 143,273
12 57 92,780 5,551 51,007 51,007 151,007 46,331 46,331 146,331
13 58 103,248 5,551 54,692 54,692 154,692 49,231 49,231 149,231
14 59 114,239 5,551 58,273 58,273 158,272 51,969 51,969 151,969
15 60 125,780 5,551 61,751 61,751 161,751 54,540 54,540 154,540
16 61 137,898 5,551 65,095 65,095 165,095 56,934 56,934 156,934
17 62 150,622 5,551 68,305 68,305 168,305 59,140 59,140 159,140
18 63 163,982 5,551 71,373 71,373 171,373 61,142 61,142 161,142
19 64 178,010 5,551 74,290 74,290 174,290 62,923 62,923 162,923
20 65 192,739 5,551 77,058 77,058 177,058 64,467 64,467 164,467
25 70 278,198 5,551 88,381 88,381 188,381 68,173 68,173 168,173
30 75 387,268 5,551 94,469 94,469 194,469 63,143 63,143 163,143
<FN>
<F*>These values reflect investment results using current cost of insurance
rates.
<F**>These values reflect investment results using guaranteed cost of
insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE
CASH VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE
DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE
SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT
AVERAGE FOR INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE
COMPANY, WALNUT STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY,
RUSSELL INSURANCE FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS
HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED
OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-5
<PAGE> 47
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT OPTION B ANNUAL PREMIUM $5,551.37
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 6% (NET RATE @ 4.14%)
-----------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
----------------------------- ---------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ------- ----- ------- --------- ------- ----------- -------- ------- --------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,829 $ 5,551 $ 5,164 $ 4,942 $ 105,164 $ 5,164 $ 4,942 $ 105,164
2 47 11,949 5,551 10,493 10,049 110,493 10,175 9,731 110,175
3 48 18,376 5,551 15,982 15,315 115,982 15,353 14,687 115,353
4 49 25,123 5,551 21,661 20,772 121,661 20,703 19,815 120,703
5 50 32,209 5,551 27,551 26,440 127,551 26,226 25,116 126,226
6 51 39,648 5,551 33,672 32,606 133,672 31,928 30,862 131,928
7 52 47,459 5,551 40,023 39,090 140,023 37,805 36,872 137,805
8 53 55,661 5,551 46,624 45,914 146,624 43,859 43,148 143,859
9 54 64,273 5,551 53,474 53,075 153,474 50,087 49,687 150,087
10 55 73,316 5,551 60,584 60,584 160,584 56,487 56,487 156,487
11 56 82,810 5,551 68,123 68,123 168,123 63,059 63,059 163,059
12 57 92,780 5,551 75,925 75,925 175,925 69,803 69,803 169,803
13 58 103,248 5,551 84,001 84,001 184,001 76,722 76,722 176,722
14 59 114,239 5,551 92,376 92,376 192,376 83,816 83,816 183,816
15 60 125,780 5,551 101,060 101,060 201,060 91,084 91,084 191,084
16 61 137,898 5,551 110,032 110,032 210,032 98,520 98,520 198,520
17 62 150,622 5,551 119,301 119,301 219,301 106,116 106,116 206,116
18 63 163,982 5,551 128,870 128,870 228,870 113,860 113,860 213,860
19 64 178,010 5,551 138,738 138,738 238,738 121,735 121,735 221,735
20 65 192,739 5,551 148,917 148,917 248,917 129,725 129,725 229,725
25 70 278,198 5,551 204,541 204,541 304,541 170,936 170,936 270,936
30 75 387,268 5,551 267,846 267,846 367,846 211,823 211,823 311,823
<FN>
<F*>These values reflect investment results using current cost of insurance
rates.
<F**>These values reflect investment results using guaranteed cost of
insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-6
<PAGE> 48
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT OPTION B ANNUAL PREMIUM $5,551.37
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 12% (NET RATE @ 10.14%)
-----------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
----------------------------- ---------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ------- ----- ------- --------- ------- ----------- -------- ------- --------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,829 $ 5,551 $ 5,466 $ 5,244 $ 105,466 $ 5,466 $ 5,244 $ 105,466
2 47 11,949 5,551 11,437 10,993 111,437 11,109 10,665 111,109
3 48 18,376 5,551 17,950 17,283 117,950 17,282 16,616 117,282
4 49 25,123 5,551 25,085 24,197 125,085 24,037 23,149 124,037
5 50 32,209 5,551 32,919 31,809 132,919 31,428 30,317 131,428
6 51 39,648 5,551 41,535 40,469 141,535 39,515 38,450 139,515
7 52 47,459 5,551 50,999 50,066 150,999 48,362 47,429 148,362
8 53 55,661 5,551 61,410 60,700 161,410 58,036 57,325 158,036
9 54 64,273 5,551 72,853 72,453 172,853 68,613 68,213 168,613
10 55 73,316 5,551 85,430 85,430 185,430 80,173 80,173 180,173
11 56 82,810 5,551 99,426 99,426 199,426 92,811 92,811 192,811
12 57 92,780 5,551 114,791 114,791 214,791 106,627 106,627 206,627
13 58 103,248 5,551 131,664 131,664 231,664 121,737 121,737 221,737
14 59 114,239 5,551 150,211 150,211 250,211 138,265 138,265 238,265
15 60 125,780 5,551 170,601 170,601 270,601 156,345 156,345 256,345
16 61 137,898 5,551 192,984 192,984 292,984 176,124 176,124 276,124
17 62 150,622 5,551 217,562 217,562 317,562 197,756 197,756 297,756
18 63 163,982 5,551 244,546 244,546 344,546 221,412 221,412 321,412
19 64 178,010 5,551 274,166 274,166 374,166 247,272 247,272 347,272
20 65 192,739 5,551 306,690 306,690 406,690 275,541 275,541 375,541
25 70 278,198 5,551 523,866 523,866 623,866 461,777 461,777 561,777
30 75 387,268 5,551 870,448 870,448 970,448 752,886 752,886 852,886
<FN>
<F*>These values reflect investment results using current cost of insurance
rates.
<F**>These values reflect investment results using guaranteed cost of
insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-7
<PAGE> 49
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT OPTION C ANNUAL PREMIUM $5,551.37
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 0% (NET RATE @ -1.86%)
-----------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
----------------------------- ---------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ------- ----- ------- --------- ------- ----------- -------- ------- --------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,829 $ 5,551 $ 4,868 $ 4,646 $ 100,000 $ 4,868 $ 4,646 $ 100,000
2 47 11,949 5,551 9,610 9,165 100,000 9,331 8,887 100,000
3 48 18,376 5,551 14,220 13,554 100,000 13,699 13,033 100,000
4 49 25,123 5,551 18,728 17,840 100,000 17,975 17,087 100,000
5 50 32,209 5,551 23,145 22,035 100,000 22,159 21,049 100,000
6 51 39,648 5,551 27,485 26,419 100,000 26,255 25,189 100,000
7 52 47,459 5,551 31,741 30,809 100,000 30,261 29,329 100,000
8 53 49,832 0 30,868 30,246 100,000 29,100 28,478 100,000
9 54 52,324 0 29,992 29,681 100,000 27,898 27,587 100,000
10 55 54,940 0 29,111 29,111 100,000 26,647 26,647 100,000
11 56 57,687 0 28,227 28,227 100,000 25,340 25,340 100,000
12 57 60,571 0 27,322 27,322 100,000 23,971 23,971 100,000
13 58 63,600 0 26,394 26,394 100,000 22,533 22,533 100,000
14 59 66,780 0 25,453 25,453 100,000 21,020 21,020 100,000
15 60 70,119 0 24,498 24,498 100,000 19,420 19,420 100,000
16 61 73,625 0 23,500 23,500 100,000 17,722 17,722 100,000
17 62 77,306 0 22,460 22,460 100,000 15,907 15,907 100,000
18 63 81,171 0 21,367 21,367 100,000 13,955 13,955 100,000
19 64 85,230 0 20,210 20,210 100,000 11,841 11,841 100,000
20 65 89,492 0 18,988 18,988 100,000 9,537 9,537 100,000
25 70 114,216 0 11,494 11,494 100,000 0 0 0
30 75 145,772 0 65 65 100,000 0 0 0
<FN>
<F*>These values reflect investment results using current cost of insurance
rates.
<F**>These values reflect investment results using guaranteed cost of
insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-8
<PAGE> 50
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT OPTION C ANNUAL PREMIUM $5,551.37
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 6% (NET RATE @ 4.14%)
-----------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
----------------------------- ---------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ------- ----- ------- --------- ------- ----------- -------- ------- --------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,829 $ 5,551 $ 5,171 $ 4,949 $ 100,000 $ 5,171 $ 4,949 $ 100,000
2 47 11,949 5,551 10,519 10,075 100,000 10,234 9,790 100,000
3 48 18,376 5,551 16,048 15,382 100,000 15,498 14,832 100,000
4 49 25,123 5,551 21,790 20,902 100,000 20,975 20,087 100,000
5 50 32,209 5,551 27,769 26,658 100,000 26,677 25,566 100,000
6 51 39,648 5,551 34,005 32,939 100,000 32,617 31,551 100,000
7 52 47,459 5,551 40,506 39,573 100,000 38,807 37,874 100,000
8 53 49,832 0 41,925 41,304 100,000 39,873 39,251 100,000
9 54 52,324 0 43,395 43,084 100,000 40,946 40,636 100,000
10 55 54,940 0 44,917 44,917 100,000 42,023 42,023 100,000
11 56 57,687 0 46,496 46,496 100,524 43,102 43,102 100,000
12 57 60,571 0 48,120 48,120 101,223 44,180 44,180 100,000
13 58 63,600 0 49,793 49,793 101,958 45,258 45,258 100,000
14 59 66,780 0 51,523 51,523 102,739 46,333 46,333 100,000
15 60 70,119 0 53,312 53,312 103,568 47,404 47,404 100,000
16 61 73,625 0 55,146 55,146 104,411 48,466 48,466 100,000
17 62 77,306 0 57,028 57,028 105,277 49,514 49,514 100,000
18 63 81,171 0 58,956 58,956 106,166 50,539 50,539 100,000
19 64 85,230 0 60,928 60,928 107,080 51,534 51,534 100,000
20 65 89,492 0 62,949 62,949 108,032 52,490 52,490 100,000
25 70 114,216 0 73,761 73,761 113,381 56,422 56,422 100,000
30 75 145,772 0 85,702 85,702 119,643 57,597 57,597 100,000
<FN>
<F*>These values reflect investment results using current cost of insurance
rates.
<F**>These values reflect investment results using guaranteed cost of
insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-9
<PAGE> 51
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 MALE PREFERRED NONSMOKER AGE 45
DEATH BENEFIT OPTION C ANNUAL PREMIUM $5,551.37
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 12% (NET RATE @ 10.14%)
-----------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
----------------------------- ---------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
- ------- ----- ------- --------- ------- ----------- -------- ------- --------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,829 $ 5,551 $ 5,474 $ 5,252 $ 100,000 $ 5,474 $ 5,252 $ 100,000
2 47 11,949 5,551 11,466 11,022 100,000 11,173 10,729 100,000
3 48 18,376 5,551 18,025 17,359 100,000 17,447 16,781 100,000
4 49 25,123 5,551 25,238 24,349 100,000 24,359 23,471 100,000
5 50 32,209 5,551 33,187 32,076 100,000 31,982 30,872 100,000
6 51 39,648 5,551 41,957 40,891 104,709 40,398 39,332 100,818
7 52 47,459 5,551 51,571 50,638 124,965 49,584 48,651 120,151
8 53 49,832 0 56,484 55,862 132,943 53,979 53,358 127,048
9 54 52,324 0 61,866 61,555 141,484 58,743 58,432 134,343
10 55 54,940 0 67,761 67,761 150,638 63,902 63,902 142,058
11 56 57,687 0 74,221 74,221 160,465 69,485 69,485 150,226
12 57 60,571 0 81,278 81,278 170,972 75,524 75,524 158,869
13 58 63,600 0 88,989 88,989 182,218 82,057 82,057 168,023
14 59 66,780 0 97,429 97,429 194,280 89,121 89,121 177,714
15 60 70,119 0 106,669 106,669 207,222 96,759 96,759 187,971
16 61 73,625 0 116,748 116,748 221,045 105,010 105,010 198,820
17 62 77,306 0 127,748 127,748 235,830 113,915 113,915 210,294
18 63 81,171 0 139,741 139,741 251,641 123,516 123,516 222,423
19 64 85,230 0 152,809 152,809 268,557 133,852 133,852 235,241
20 65 89,492 0 167,051 167,051 286,691 144,968 144,968 248,792
25 70 114,216 0 259,629 259,629 399,087 214,231 214,231 329,304
30 75 145,772 0 400,075 400,075 558,521 311,966 311,966 435,517
<FN>
<F*>These values reflect investment results using current cost of insurance
rates.
<F**>These values reflect investment results using guaranteed cost of
insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-10
<PAGE> 52
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 GUARANTEED ISSUE NONSMOKER AGE 45
DEATH BENEFIT OPTION A ANNUAL PREMIUM $1,921.52
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 0% (NET RATE @ -1.86%)
-------------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
------------------------------- ----------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------ ----- ------- --------- ------- --------- --------- ------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 2,018 $ 1,922 $ 1,324 $ 1,247 $ 100,000 $ 1,324 $ 1,247 $ 100,000
2 47 4,136 1,922 2,605 2,451 100,000 2,576 2,422 100,000
3 48 6,360 1,922 3,845 3,614 100,000 3,777 3,547 100,000
4 49 8,696 1,922 5,056 4,748 100,000 4,926 4,619 100,000
5 50 11,148 1,922 6,249 5,865 100,000 6,022 5,638 100,000
6 51 13,724 1,922 7,415 7,046 100,000 7,064 6,695 100,000
7 52 16,427 1,922 8,564 8,241 100,000 8,045 7,722 100,000
8 53 19,266 1,922 9,686 9,440 100,000 8,961 8,715 100,000
9 54 22,247 1,922 10,761 10,623 100,000 9,807 9,668 100,000
10 55 25,377 1,922 11,790 11,790 100,000 10,575 10,575 100,000
11 56 28,664 1,922 12,786 12,786 100,000 11,262 11,262 100,000
12 57 32,114 1,922 13,697 13,697 100,000 11,864 11,864 100,000
13 58 35,738 1,922 14,538 14,538 100,000 12,375 12,375 100,000
14 59 39,542 1,922 15,300 15,300 100,000 12,793 12,793 100,000
15 60 43,537 1,922 15,964 15,964 100,000 13,111 13,111 100,000
16 61 47,731 1,922 16,535 16,535 100,000 13,315 13,315 100,000
17 62 52,135 1,922 17,012 17,012 100,000 13,396 13,396 100,000
18 63 56,760 1,922 17,399 17,399 100,000 13,333 13,333 100,000
19 64 61,615 1,922 17,706 17,706 100,000 13,104 13,104 100,000
20 65 66,714 1,922 17,943 17,943 100,000 12,686 12,686 100,000
25 70 96,294 1,922 17,357 17,357 100,000 6,997 6,997 100,000
30 75 134,047 1,922 11,770 11,770 100,000 0 0 0
<FN>
<F*>These values reflect investment results using current cost of insurance rates.
<F**>These values reflect investment results using guaranteed cost of insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE
CASH VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE
DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE
SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT
AVERAGE FOR INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE
COMPANY, WALNUT STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY,
RUSSELL INSURANCE FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS
HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED
OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-11
<PAGE> 53
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 GUARANTEED ISSUE NONSMOKER AGE 45
DEATH BENEFIT OPTION A ANNUAL PREMIUM $1,921.52
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 6% (NET RATE @ 4.14%)
-------------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
------------------------------- ----------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------ ----- ------- --------- ------- --------- --------- ------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 2,018 $ 1,922 $ 1,417 $ 1,340 $ 100,000 $ 1,417 $ 1,340 $ 100,000
2 47 4,136 1,922 2,875 2,721 100,000 2,844 2,690 100,000
3 48 6,360 1,922 4,375 4,145 100,000 4,304 4,073 100,000
4 49 8,696 1,922 5,933 5,626 100,000 5,794 5,487 100,000
5 50 11,148 1,922 7,563 7,179 100,000 7,316 6,932 100,000
6 51 13,724 1,922 9,257 8,888 100,000 8,869 8,501 100,000
7 52 16,427 1,922 11,029 10,706 100,000 10,449 10,126 100,000
8 53 19,266 1,922 12,872 12,626 100,000 12,051 11,805 100,000
9 54 22,247 1,922 14,769 14,631 100,000 13,672 13,534 100,000
10 55 25,377 1,922 16,724 16,724 100,000 15,307 15,307 100,000
11 56 28,664 1,922 18,756 18,756 100,000 16,952 16,952 100,000
12 57 32,114 1,922 20,818 20,818 100,000 18,606 18,606 100,000
13 58 35,738 1,922 22,924 22,924 100,000 20,266 20,266 100,000
14 59 39,542 1,922 25,069 25,069 100,000 21,930 21,930 100,000
15 60 43,537 1,922 27,242 27,242 100,000 23,596 23,596 100,000
16 61 47,731 1,922 29,449 29,449 100,000 25,253 25,253 100,000
17 62 52,135 1,922 31,697 31,697 100,000 26,897 26,897 100,000
18 63 56,760 1,922 33,993 33,993 100,000 28,513 28,513 100,000
19 64 61,615 1,922 36,351 36,351 100,000 30,088 30,088 100,000
20 65 66,714 1,922 38,790 38,790 100,000 31,606 31,606 100,000
25 70 96,294 1,922 51,986 51,986 100,000 37,971 37,971 100,000
30 75 134,047 1,922 67,048 67,048 100,000 40,213 40,213 100,000
<FN>
<F*>These values reflect investment results using current cost of insurance rates.
<F**>These values reflect investment results using guaranteed cost of insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE
CASH VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE
DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE
SHOWN ABOVE OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT
AVERAGE FOR INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE
COMPANY, WALNUT STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY,
RUSSELL INSURANCE FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS
HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED
OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-12
<PAGE> 54
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 GUARANTEED ISSUE NONSMOKER AGE 45
DEATH BENEFIT OPTION A ANNUAL PREMIUM $1,921.52
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 12% (NET RATE @ 10.14%)
-------------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
------------------------------- ----------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------ ----- ------- --------- ------- --------- --------- ------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 2,018 $ 1,922 $ 1,510 $ 1,433 $ 100,000 $ 1,510 $ 1,433 $ 100,000
2 47 4,136 1,922 3,156 3,002 100,000 3,124 2,971 100,000
3 48 6,360 1,922 4,951 4,721 100,000 4,876 4,646 100,000
4 49 8,696 1,922 6,926 6,618 100,000 6,777 6,469 100,000
5 50 11,148 1,922 9,110 8,726 100,000 8,842 8,458 100,000
6 51 13,724 1,922 11,516 11,147 100,000 11,088 10,719 100,000
7 52 16,427 1,922 14,177 13,854 100,000 13,529 13,206 100,000
8 53 19,266 1,922 17,111 16,865 100,000 16,183 15,937 100,000
9 54 22,247 1,922 20,327 20,189 100,000 19,068 18,930 100,000
10 55 25,377 1,922 23,858 23,858 100,000 22,207 22,207 100,000
11 56 28,664 1,922 27,762 27,762 100,000 25,627 25,627 100,000
12 57 32,114 1,922 32,027 32,027 100,000 29,360 29,360 100,000
13 58 35,738 1,922 36,709 36,709 100,000 33,443 33,443 100,000
14 59 39,542 1,922 41,853 41,853 100,000 37,921 37,921 100,000
15 60 43,537 1,922 47,506 47,506 100,000 42,844 42,844 100,000
16 61 47,731 1,922 53,737 53,737 100,000 48,264 48,264 100,000
17 62 52,135 1,922 60,627 60,627 100,000 54,249 54,249 100,000
18 63 56,760 1,922 68,267 68,267 100,000 60,875 60,875 100,000
19 64 61,615 1,922 76,763 76,763 100,000 68,232 68,232 100,000
20 65 66,714 1,922 86,219 86,219 105,187 76,435 76,435 100,000
25 70 96,294 1,922 149,331 149,331 173,224 132,069 132,069 153,200
30 75 134,047 1,922 250,117 250,117 267,625 220,206 220,206 235,620
<FN>
<F*>These values reflect investment results using current cost of insurance rates.
<F**>These values reflect investment results using guaranteed cost of insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-13
<PAGE> 55
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 GUARANTEED ISSUE NONSMOKER AGE 45
DEATH BENEFIT OPTION B ANNUAL PREMIUM $5,112.14
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 0% (NET RATE @ -1.86%)
-------------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
------------------------------- ----------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------ ----- ------- --------- ------- --------- --------- ------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,368 $ 5,112 $ 4,214 $ 4,010 $ 104,214 $ 4,214 $ 4,010 $ 104,214
2 47 11,004 5,112 8,327 7,918 108,327 8,297 7,888 108,297
3 48 16,922 5,112 12,339 11,726 112,339 12,270 11,656 112,270
4 49 23,136 5,112 16,265 15,447 116,265 16,130 15,312 116,130
5 50 29,660 5,112 20,118 19,096 120,118 19,880 18,858 119,880
6 51 36,511 5,112 23,887 22,906 123,887 23,517 22,535 123,517
7 52 43,704 5,112 27,587 26,728 127,587 27,035 26,176 127,035
8 53 51,257 5,112 31,206 30,551 131,206 30,429 29,775 130,429
9 54 59,188 5,112 34,722 34,354 134,722 33,694 33,325 133,694
10 55 67,515 5,112 38,137 38,137 138,137 36,821 36,821 136,821
11 56 76,258 5,112 41,544 41,544 141,544 39,808 39,808 139,808
12 57 85,439 5,112 44,805 44,805 144,805 42,650 42,650 142,650
13 58 95,079 5,112 47,935 47,935 147,935 45,342 45,342 145,342
14 59 105,200 5,112 50,923 50,923 150,923 47,880 47,880 147,880
15 60 115,828 5,112 53,750 53,750 153,750 50,259 50,259 150,259
16 61 126,987 5,112 56,418 56,418 156,418 52,465 52,465 152,465
17 62 138,705 5,112 58,930 58,930 158,930 54,487 54,487 154,487
18 63 151,008 5,112 61,289 61,289 161,289 56,306 56,306 156,306
19 64 163,926 5,112 63,510 63,510 163,510 57,900 57,900 157,900
20 65 177,490 5,112 65,606 65,606 165,606 59,247 59,247 159,247
25 70 256,187 5,112 73,404 73,404 173,404 61,771 61,771 161,770
30 75 356,627 5,112 74,845 74,845 174,845 54,802 54,802 154,802
<FN>
<F*>These values reflect investment results using current cost of insurance rates.
<F**>These values reflect investment results using guaranteed cost of insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-14
<PAGE> 56
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 GUARANTEED ISSUE NONSMOKER AGE 45
DEATH BENEFIT OPTION B ANNUAL PREMIUM $5,112.14
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 6% (NET RATE @ 4.14%)
-------------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
------------------------------- ----------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------ ----- ------- --------- ------- --------- --------- ------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,368 $ 5,112 $ 4,484 $ 4,280 $ 104,484 $ 4,484 $ 4,280 $ 104,484
2 47 11,004 5,112 9,130 8,721 109,130 9,098 8,689 109,098
3 48 16,922 5,112 13,943 13,330 113,943 13,869 13,256 113,869
4 49 23,136 5,112 18,944 18,126 118,944 18,798 17,980 118,798
5 50 29,660 5,112 24,151 23,129 124,151 23,891 22,868 123,891
6 51 36,511 5,112 29,562 28,581 129,562 29,150 28,168 129,150
7 52 43,704 5,112 35,197 34,339 135,197 34,573 33,714 134,573
8 53 51,257 5,112 41,054 40,399 141,054 40,161 39,506 140,161
9 54 59,188 5,112 47,116 46,748 147,116 45,912 45,544 145,912
10 55 67,515 5,112 53,393 53,393 153,393 51,822 51,822 151,822
11 56 76,258 5,112 59,990 59,990 159,990 57,892 57,892 157,892
12 57 85,439 5,112 66,776 66,776 166,776 64,120 64,120 164,120
13 58 95,079 5,112 73,769 73,769 173,769 70,507 70,507 170,507
14 59 105,200 5,112 80,967 80,967 180,967 77,051 77,051 177,051
15 60 115,828 5,112 88,353 88,353 188,353 83,751 83,751 183,751
16 61 126,987 5,112 95,936 95,936 195,936 90,595 90,595 190,595
17 62 138,705 5,112 103,723 103,723 203,723 97,575 97,575 197,575
18 63 151,008 5,112 111,723 111,723 211,723 104,675 104,675 204,675
19 64 163,926 5,112 119,958 119,958 219,958 111,871 111,871 211,871
20 65 177,490 5,112 128,448 128,448 228,448 119,143 119,143 219,143
25 70 256,187 5,112 174,147 174,147 274,147 156,000 156,000 256,000
30 75 356,627 5,112 223,632 223,632 323,632 190,565 190,565 290,565
<FN>
<F*>These values reflect investment results using current cost of insurance rates.
<F**>These values reflect investment results using guaranteed cost of insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-15
<PAGE> 57
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 GUARANTEED ISSUE NONSMOKER AGE 45
DEATH BENEFIT OPTION B ANNUAL PREMIUM $5,112.14
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 12% (NET RATE @ 10.14%)
-------------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
------------------------------- ----------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------ ----- ------- --------- ------- --------- --------- ------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,368 $ 5,112 $ 4,754 $ 4,550 $ 104,754 $ 4,754 $ 4,550 $ 104,754
2 47 11,004 5,112 9,965 9,556 109,965 9,933 9,524 109,933
3 48 16,922 5,112 15,680 15,066 115,680 15,602 14,988 115,602
4 49 23,136 5,112 21,961 21,143 121,961 21,805 20,987 121,805
5 50 29,660 5,112 28,880 27,857 128,880 28,594 27,572 128,594
6 51 36,511 5,112 36,487 35,506 136,487 36,027 35,046 136,027
7 52 43,704 5,112 44,866 44,007 144,866 44,158 43,300 144,158
8 53 51,257 5,112 54,082 53,428 154,082 53,053 52,399 153,053
9 54 59,188 5,112 64,196 63,827 164,196 62,779 62,411 162,779
10 55 67,515 5,112 75,297 75,297 175,297 73,410 73,410 173,410
11 56 76,258 5,112 87,590 87,590 187,590 85,032 85,032 185,032
12 57 85,439 5,112 101,043 101,043 201,043 97,736 97,736 197,736
13 58 95,079 5,112 115,785 115,785 215,785 111,627 111,627 211,627
14 59 105,200 5,112 131,934 131,934 231,934 126,816 126,816 226,816
15 60 115,828 5,112 149,608 149,608 249,608 143,427 143,427 243,427
16 61 126,987 5,112 168,962 168,962 268,962 161,587 161,587 261,587
17 62 138,705 5,112 190,166 190,166 290,166 181,437 181,437 281,437
18 63 151,008 5,112 213,409 213,409 313,409 203,126 203,126 303,126
19 64 163,926 5,112 238,909 238,909 338,909 226,812 226,812 326,812
20 65 177,490 5,112 266,909 266,909 366,909 252,673 252,673 352,673
25 70 256,187 5,112 453,185 453,185 553,185 422,351 422,351 522,351
30 75 356,627 5,112 747,785 747,785 847,785 685,484 685,484 785,484
<FN>
<F*>These values reflect investment results using current cost of insurance rates.
<F**>These values reflect investment results using guaranteed cost of insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-16
<PAGE> 58
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 GUARANTEED ISSUE NONSMOKER AGE 45
DEATH BENEFIT OPTION C ANNUAL PREMIUM $5,112.14
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 0% (NET RATE @ -1.86%)
-------------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
------------------------------- ----------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------ ----- ------- --------- ------- --------- --------- ------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,368 $ 5,112 $ 4,231 $ 4,027 $ 100,000 $ 4,231 $ 4,027 $ 100,000
2 47 11,004 5,112 8,379 7,970 100,000 8,351 7,942 100,000
3 48 16,922 5,112 12,444 11,831 100,000 12,382 11,769 100,000
4 49 23,136 5,112 16,442 15,624 100,000 16,325 15,508 100,000
5 50 29,660 5,112 20,383 19,360 100,000 20,184 19,161 100,000
6 51 36,511 5,112 24,259 23,277 100,000 23,959 22,977 100,000
7 52 43,704 5,112 28,080 27,221 100,000 27,648 26,789 100,000
8 53 45,889 0 27,176 26,604 100,000 26,580 26,007 100,000
9 54 48,184 0 26,259 25,973 100,000 25,474 25,188 100,000
10 55 50,593 0 25,329 25,329 100,000 24,323 24,323 100,000
11 56 53,123 0 24,348 24,348 100,000 23,120 23,120 100,000
12 57 55,779 0 23,316 23,316 100,000 21,859 21,859 100,000
13 58 58,568 0 22,242 22,242 100,000 20,532 20,532 100,000
14 59 61,496 0 21,114 21,114 100,000 19,131 19,131 100,000
15 60 64,571 0 19,912 19,912 100,000 17,647 17,647 100,000
16 61 67,800 0 18,635 18,635 100,000 16,063 16,063 100,000
17 62 71,190 0 17,281 17,281 100,000 14,363 14,363 100,000
18 63 74,749 0 15,846 15,846 100,000 12,524 12,524 100,000
19 64 78,487 0 14,339 14,339 100,000 10,515 10,515 100,000
20 65 82,411 0 12,768 12,768 100,000 8,306 8,306 100,000
25 70 105,179 0 2,975 2,975 100,000 0 0 0
30 75 134,239 0 0 0 0 0 0 0
<FN>
<F*>These values reflect investment results using current cost of insurance rates.
<F**>These values reflect investment results using guaranteed cost of insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-17
<PAGE> 59
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 GUARANTEED ISSUE NONSMOKER AGE 45
DEATH BENEFIT OPTION C ANNUAL PREMIUM $5,112.14
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 4% (NET RATE @ 4.14%)
-------------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
------------------------------- ----------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------ ----- ------- --------- ------- --------- --------- ------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,368 $ 5,112 $ 4,502 $ 4,298 $ 100,000 $ 4,502 $ 4,298 $ 100,000
2 47 11,004 5,112 9,187 8,778 100,000 9,158 8,749 100,000
3 48 16,922 5,112 14,064 13,451 100,000 13,999 13,385 100,000
4 49 23,136 5,112 19,155 18,337 100,000 19,031 18,213 100,000
5 50 29,660 5,112 24,481 23,459 100,000 24,268 23,246 100,000
6 51 36,511 5,112 30,043 29,062 100,000 29,720 28,739 100,000
7 52 43,704 5,112 35,862 35,003 100,000 35,397 34,538 100,000
8 53 45,889 0 36,995 36,422 100,000 36,353 35,780 100,000
9 54 48,184 0 38,157 37,871 100,000 37,311 37,025 100,000
10 55 50,593 0 39,351 39,351 100,000 38,268 38,268 100,000
11 56 53,123 0 40,550 40,550 100,000 39,220 39,220 100,000
12 57 55,779 0 41,756 41,756 100,000 40,165 40,165 100,000
13 58 58,568 0 42,978 42,978 100,000 41,099 41,099 100,000
14 59 61,496 0 44,212 44,212 100,000 42,020 42,020 100,000
15 60 64,571 0 45,448 45,448 100,000 42,924 42,924 100,000
16 61 67,800 0 46,688 46,688 100,000 43,802 43,802 100,000
17 62 71,190 0 47,935 47,935 100,000 44,648 44,648 100,000
18 63 74,749 0 49,192 49,192 100,000 45,448 45,448 100,000
19 64 78,487 0 50,469 50,469 100,000 46,188 46,188 100,000
20 65 82,411 0 51,776 51,776 100,000 46,854 46,854 100,000
25 70 105,179 0 58,464 58,464 100,000 48,571 48,571 100,000
30 75 134,239 0 64,850 64,850 100,000 44,983 44,983 100,000
<FN>
<F*>These values reflect investment results using current cost of insurance rates.
<F**>These values reflect investment results using guaranteed cost of insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-18
<PAGE> 60
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
<CAPTION>
POLICY FACE AMOUNT $100,000 GUARANTEED ISSUE NONSMOKER AGE 45
DEATH BENEFIT OPTION C ANNUAL PREMIUM $5,112.14
FOR SEPARATE ACCOUNT ELEVEN A HYPOTHETICAL GROSS
ANNUAL RATE OF RETURN @ 12% (NET RATE @ 10.14%)
-------------------------------------------------------------------
CURRENT<F*> GUARANTEED<F**>
------------------------------- ----------------------------------
PREMS NET NET CASH NET NET NET CASH NET
ACCUM ANNUAL CASH SURRENDER DEATH CASH SURRENDER DEATH
YEAR AGE @ 5% PREMIUM VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------ ----- ------- --------- ------- --------- --------- ------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $ 5,368 $ 5,112 $ 4,773 $ 4,569 $ 100,000 $ 4,773 $ 4,569 $ 100,000
2 47 11,004 5,112 10,028 9,619 100,000 9,999 9,590 100,000
3 48 16,922 5,112 15,818 15,205 100,000 15,750 15,136 100,000
4 49 23,136 5,112 22,213 21,395 100,000 22,081 21,263 100,000
5 50 29,660 5,112 29,287 28,265 100,000 29,060 28,038 100,000
6 51 36,511 5,112 37,105 36,124 100,335 36,760 35,778 100,000
7 52 43,704 5,112 45,688 44,829 119,733 45,170 44,311 118,375
8 53 45,889 0 49,911 49,338 126,799 49,164 48,592 124,903
9 54 48,184 0 54,520 54,233 134,312 53,493 53,206 131,782
10 55 50,593 0 59,551 59,551 142,312 58,177 58,177 139,029
11 56 53,123 0 65,004 65,004 150,749 63,245 63,245 146,669
12 57 55,779 0 70,917 70,917 159,659 68,724 68,724 154,720
13 58 58,568 0 77,343 77,343 169,105 74,644 74,644 163,205
14 59 61,496 0 84,316 84,316 179,109 81,040 81,040 172,149
15 60 64,571 0 91,865 91,865 189,663 87,946 87,946 181,573
16 61 67,800 0 100,042 100,042 200,817 95,394 95,394 191,487
17 62 71,190 0 108,904 108,904 212,633 103,418 103,418 201,921
18 63 74,749 0 118,514 118,514 225,174 112,047 112,047 212,887
19 64 78,487 0 128,956 128,956 238,544 121,310 121,310 224,400
20 65 82,411 0 140,322 140,322 252,862 131,237 131,237 236,490
25 70 105,179 0 213,185 213,185 340,149 192,303 192,303 306,830
30 75 134,239 0 320,159 320,159 459,168 276,196 276,196 396,116
<FN>
<F*>These values reflect investment results using current cost of insurance rates.
<F**>These values reflect investment results using guaranteed cost of insurance rates.
</TABLE>
THE HYPOTHETICAL INVESTMENT RATE OF RETURN SHOWN ABOVE IS ILLUSTRATIVE ONLY,
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE RESULTS. ACTUAL
INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A
NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATION MADE BY THE POLICY
OWNER, AND THE INVESTMENT RESULTS FOR THE SERIES OF FUND PORTFOLIOS. THE CASH
VALUE, CASH SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED THE RATE SHOWN ABOVE
OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY THE COMPANY, WALNUT
STREET SECURITIES, INC., GENERAL AMERICAN CAPITAL COMPANY, RUSSELL INSURANCE
FUNDS, INC., OR ANY REPRESENTATIVE THEREOF, THAT THIS HYPOTHETICAL RATE OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED OVER ANY PERIOD OF TIME.
ILLUSTRATED VALUES SHOWN ABOVE ARE AS OF THE END OF THE POLICY YEARS
INDICATED AND ASSUME ANY ADDITIONAL PREMIUMS SHOWN ARE RECEIVED ON THE POLICY
ANNIVERSARIES. ILLUSTRATED VALUES ASSUME ALL PREMIUM TAXES ARE PAID BY THE
COMPANY.
A-19
<PAGE> 61
<TABLE>
APPENDIX B
TARGET PREMIUM FACTORS PER THOUSAND OF FACE AMOUNT
MALE POLICY
<CAPTION>
AGE FACTOR AGE FACTOR
- --- ------ --- ------
<S> <C> <C> <C>
0 14.29 45 57.77
1 14.18 46 59.67
2 14.58 47 61.62
3 15.01 48 63.62
4 15.46 49 65.70
5 15.94 50 67.83
6 16.44 51 70.04
7 16.96 52 72.31
8 17.52 53 74.64
9 18.11 54 77.04
10 18.73 55 79.50
11 19.38 56 82.02
12 20.05 57 84.61
13 20.74 58 87.28
14 21.44 59 90.03
15 22.14 60 92.89
16 22.84 61 95.86
17 23.55 62 98.94
18 24.25 63 102.14
19 24.97 64 105.44
20 25.71 65 108.86
21 26.46 66 112.39
22 27.25 67 116.07
23 28.08 68 119.93
24 28.94 69 124.02
25 29.84 70 128.38
26 30.79 71 133.05
27 31.79 72 138.03
28 32.83 73 143.31
29 33.93 74 148.87
30 35.06 75 154.68
31 36.25 76 160.76
32 37.48 77 167.16
33 38.75 78 173.98
34 40.08 79 181.36
35 41.45 80 189.45
36 42.87 81 198.36
37 44.34 82 208.15
38 45.85 83 218.81
39 47.41 84 230.23
40 49.02 85 242.34
41 50.68 86 255.11
42 52.38 87 268.60
43 54.13 88 282.97
44 55.92 89 298.61
90 316.23
</TABLE>
B-1
<PAGE> 62
<TABLE>
APPENDIX B
TARGET PREMIUM FACTORS PER THOUSAND OF FACE AMOUNT
FEMALE POLICY
<CAPTION>
AGE FACTOR AGE FACTOR
- --- ------ --- ------
<S> <C> <C> <C>
0 11.75 45 49.20
1 11.75 46 50.80
2 12.09 47 52.44
3 12.44 48 54.13
4 12.82 49 55.87
5 13.21 50 57.66
6 13.63 51 59.50
7 14.06 52 61.39
8 14.51 53 63.34
9 14.99 54 65.33
10 15.48 55 67.36
11 16.00 56 69.45
12 16.54 57 71.59
13 17.10 58 73.81
14 17.67 59 76.13
15 18.26 60 78.54
16 18.87 61 81.08
17 19.49 62 83.72
18 20.13 63 86.47
19 20.80 64 89.29
20 21.48 65 92.19
21 22.19 66 95.17
22 22.93 67 98.24
23 23.69 68 101.44
24 24.48 69 104.83
25 25.30 70 108.46
26 26.15 71 112.36
27 27.04 72 116.56
28 27.95 73 121.04
29 28.90 74 125.81
30 29.89 75 130.83
31 30.90 76 136.14
32 31.96 77 141.78
33 33.05 78 147.85
34 34.18 79 154.47
35 35.36 80 161.78
36 36.57 81 169.89
37 37.83 82 178.88
38 39.12 83 188.78
39 40.46 84 199.60
40 41.83 85 211.36
41 43.23 86 224.13
42 44.67 87 238.06
43 46.14 88 253.36
44 47.65 89 270.44
90 290.05
</TABLE>
B-2
<PAGE> 63
<TABLE>
APPENDIX B
TARGET PREMIUM FACTORS PER THOUSAND OF FACE AMOUNT
GUARANTEED ISSUE POLICY
<CAPTION>
AGE FACTOR AGE FACTOR
- --- ------ --- ------
<S> <C> <C> <C>
20 25.71 45 57.77
21 26.46 46 59.67
22 27.25 47 61.62
23 28.08 48 63.62
24 28.94 49 65.70
25 29.84 50 67.83
26 30.79 51 70.04
27 31.79 52 72.31
28 32.83 53 74.64
29 33.93 54 77.04
30 35.06 55 79.50
31 36.25 56 82.02
32 37.48 57 84.61
33 38.75 58 87.28
34 40.08 59 90.03
35 41.45 60 92.89
36 42.87 61 95.86
37 44.34 62 98.94
38 45.85 63 102.14
39 47.41 64 105.44
40 49.02 65 108.86
41 50.68 66 112.39
42 52.38 67 116.07
43 54.13 68 119.93
44 55.92 69 124.02
70 128.38
</TABLE>
B-3
<PAGE> 64
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Contractholders
General American Life Insurance Company:
We have audited the statements of assets and liabilities, including the
schedule of investments, of the S & P 500 Index, Money Market, Bond Index,
Managed Equity, Asset Allocation, International Equity, Special Equity,
Equity-Income, Growth, Overseas Fund Divisions of General American Separate
Account Eleven as of December 31, 1994, and the related statements of
operations and changes in net assets for each of the periods presented.
These financial statements are the responsibility of the Separate Account's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. The
investments owned at December 31, 1994 were verified by audit of the
statements of assets and liabilities of the underlying portfolios of General
American Capital Company and confirmation by correspondence with respect to
the Variable Insurance Products Fund sponsored by Fidelity Investments. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the S & P 500 Index, Money
Market, Bond Index, Managed Equity, Asset Allocation, International Equity,
Special Equity, Equity-Income, Growth, and Overseas Fund Divisions of General
American Separate Account Eleven as of December 31, 1994, and the results of
their operations and changes in their net assets for the periods presented, in
conformity with generally accepted accounting principles.
/s/ KPMG Peat Marwick LLP
KPMG Peat Marwick LLP
St. Louis, Missouri
February 14, 1995
<PAGE> 65
LEGAL COUNSEL
Stephen E. Roth
Sutherland, Asbill & Brennan, Washington, D.C.
INDEPENDENT AUDITORS
KPMG Peat Marwick LLP
If distributed to prospective investors, this report must be preceded or
accompanied by a current prospectus.
The prospectus is incomplete without reference to the financial data contained
in the annual report.
<PAGE> 66
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1994
<CAPTION>
S & P 500 MONEY BOND MANAGED ASSET
INDEX MARKET INDEX EQUITY ALLOCATION
FUND FUND FUND FUND FUND
DIVISION<F*> DIVISION DIVISION DIVISION DIVISION
------------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Assets:
Investments in General American
Capital Company, at market value
(see Schedule of Investments): $ 3,523,261 $ 1,849,623 $ 2,352,414 $ 1,837,209 $ 5,152,509
Investments in Variable Insurance
Products Fund, at market value
(see Schedule of Investments): 0 0 0 0 0
Receivable from General American
Life Insurance Company 0 29,299 0 0 0
----------- ----------- ----------- ----------- -----------
Total assets 3,523,261 1,878,922 2,352,414 1,837,209 5,152,509
----------- ----------- ----------- ----------- -----------
Liabilities:
Payable to General American Life
Insurance Company 1,070 0 1,269 1,133 3,979
----------- ----------- ----------- ----------- -----------
Total net assets $ 3,522,191 $ 1,878,922 $ 2,351,145 $ 1,836,076 $ 5,148,530
=========== =========== =========== =========== ===========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $ 3,183,219 $ 1,361,583 $ 2,338,228 $ 1,822,917 $ 4,376,330
Individual Variable General Select Plus
cash value invested in Separate Account 338,972 517,339 12,917 13,159 772,200
General American Life Insurance
Company seed money 0 0 0 0 0
----------- ----------- ----------- ----------- -----------
Total net assets $ 3,522,191 $ 1,878,922 $ 2,351,145 $ 1,836,076 $ 5,148,530
=========== =========== =========== =========== ===========
Total units held - VUL-95 193,698 93,606 144,143 124,409 258,432
Total units held - VGSP 32,073 49,116 1,303 1,297 77,111
Total units held - Seed Money 0 0 0 0 0
VUL-95 Net unit value $ 16.43 $ 14.55 $ 16.22 $ 14.65 $ 16.93
VGSP Net unit value $ 10.57 $ 10.53 $ 9.91 $ 10.14 $ 10.01
Cost of investments $ 3,533,329 $ 1,880,812 $ 2,665,920 $ 2,245,325 $ 5,917,932
<FN>
<F*> This fund was formerly known as the Equity Index Fund.
See accompanying notes to financial statements.
(continued)
</TABLE>
<PAGE> 67
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1994
<CAPTION>
INTERNATIONAL SPECIAL EQUITY-
EQUITY EQUITY INCOME GROWTH OVERSEAS
FUND FUND FUND FUND FUND
DIVISION DIVISION DIVISION DIVISION DIVISION
------------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Assets:
Investments in General American
Capital Company, at market value
(see Schedule of Investments): $ 4,241,850 $ 3,279,141 $ 0 $ 0 $ 0
Investments in Variable Insurance
Products Fund, at market value
(see Schedule of Investments): 0 0 2,231,507 3,666,950 2,064,438
Receivable from General American
Life Insurance Company 0 0 72,876 75,936 54,285
----------- ----------- ----------- ----------- -----------
Total assets 4,241,850 3,279,141 2,304,383 3,742,886 2,118,723
----------- ----------- ----------- ----------- -----------
Liabilities:
Payable to General American Life
Insurance Company 2,437 1,107 0 0 0
----------- ----------- ----------- ----------- -----------
Total net assets $ 4,239,413 $ 3,278,034 $ 2,304,383 $ 3,742,886 $ 2,118,723
=========== =========== =========== =========== ===========
Total net assets represented by:
Individual Variable Universal Life cash
value invested in Separate Account $ 1,233,666 $ 1,762,707 $ 1,776,469 $ 2,600,682 $ 1,526,113
Individual Variable General Select Plus
cash value invested in Separate Account 260,118 398,276 527,914 1,142,204 592,610
General American Life Insurance
Company seed money 2,745,629 1,117,051 0 0 0
----------- ----------- ----------- ----------- -----------
Total net assets $ 4,239,413 $ 3,278,034 $ 2,304,383 $ 3,742,886 $ 2,118,723
=========== =========== =========== =========== ===========
Total units held - VUL-95 90,942 161,304 153,903 225,783 119,136
Total units held - VGSP 22,269 36,585 45,831 105,456 51,919
Total units held - Seed Money 200,000 100,000 0 0 0
VUL-95 Net unit value $ 13.57 $ 10.93 $ 11.54 $ 11.52 $ 12.81
VGSP Net unit value $ 11.68 $ 10.89 $ 11.52 $ 10.83 $ 11.41
Cost of investments $ 4,043,543 $ 3,203,591 $ 2,214,022 $ 3,615,411 $ 2,100,483
See accompanying notes to financial statements.
</TABLE>
<PAGE> 68
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1994, 1993, AND 1992
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION<F*> FUND DIVISION
------------------------------------- ------------------------------------
1994 1993 1992 1994 1993 1992
---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 0 $ 0 $ 0 $ 0 $ 0 $ 0
Net realized gain and income from
allocation<F**> 113,854 76,317 72,529 64,413 49,742 91,454
---------- ---------- ---------- ---------- ---------- ----------
Investment income 113,854 76,317 72,529 64,413 49,742 91,454
---------- ---------- ---------- ---------- ---------- ----------
Expenses:
Mortality and expense charges - VUL-95 (25,046) (19,235) (9,297) (14,631) (14,659) (9,913)
Mortality and expense charges - VGSP (1,323) (51) 0 (2,628) (1,058) 0
Mortality and expense charges - Seed Money 0 0 0 0 0 0
---------- ---------- ---------- ---------- ---------- ----------
Expenses (26,369) (19,286) (9,297) (17,259) (15,717) (9,913)
---------- ---------- ---------- ---------- ---------- ----------
Net investment income 87,485 57,031 63,232 47,154 34,025 81,541
---------- ---------- ---------- ---------- ---------- ----------
Net realized gain on investments:
Proceeds from sales 686,069 535,381 279,192 4,456,652 4,428,583 1,299,413
Cost of investments sold 623,095 437,587 225,073 4,442,143 4,410,119 1,303,145
---------- ---------- ---------- ---------- ---------- ----------
Net realized gain (loss) from sales
of investments 62,974 97,794 54,119 14,509 18,464 (3,732)
---------- ---------- ---------- ---------- ---------- ----------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 133,360 103,836 133,041 (40,988) (29,471) 17,178
Unrealized gain (loss) on investments,
end of period (10,068) 133,360 103,836 (31,189) (40,988) (29,471)
---------- ---------- ---------- ---------- ---------- ----------
Net unrealized gain (loss) on investments (143,428) 29,524 (29,205) 9,799 (11,517) (46,649)
---------- ---------- ---------- ---------- ---------- ----------
Net gain (loss) on investments (80,454) 127,318 24,914 24,308 6,947 (50,381)
---------- ---------- ---------- ---------- ---------- ----------
Net increase (decrease) in net assets resulting
from operations $ 7,031 $ 184,349 $ 88,146 $ 71,462 $ 40,972 $ 31,160
========== ========== ========== ========== ========== ==========
<FN>
<F*>This fund was formerly known as the Equity Index Fund.
<F**>See Note 2C.
See accompanying notes to the financial statements.
(continued)
</TABLE>
<PAGE> 69
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1994, 1993, AND 1992
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------------------------ ----------------------------------
1994 1993 1992 1994 1993 1992
--------- -------- -------- --------- --------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 0 $ 0 $ 0 $ 0 $ 0 $ 0
Net realized gain and income from allocation<F**> 253,405 75,103 96,585 309,279 181,345 72,650
--------- -------- -------- --------- --------- --------
Investment income 253,405 75,103 96,585 309,279 181,345 72,650
--------- -------- -------- --------- --------- --------
Expenses:
Mortality and expense charges - VUL-95 (19,171) (13,970) (5,842) (16,186) (15,267) (9,830)
Mortality and expense charges - VGSP (19) (2) 0 (43) (2) 0
Mortality and expense charges - Seed Money 0 0 0 0 0 0
--------- -------- -------- --------- --------- --------
Expenses (19,190) (13,972) (5,842) (16,229) (15,269) (9,830)
--------- -------- -------- --------- --------- --------
Net investment income 234,215 61,131 90,743 293,050 166,076 62,820
--------- -------- -------- --------- --------- --------
Net realized gain on investments:
Proceeds from sales 445,177 318,801 213,824 404,690 507,147 105,106
Cost of investments sold 444,421 287,209 199,661 394,128 406,464 89,250
--------- -------- -------- --------- --------- --------
Net realized gain (loss) from sales
of investments 756 31,592 14,163 10,562 100,683 15,856
--------- -------- -------- --------- --------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period 32,498 (511) 66,487 (14,824) 114,850 120,294
Unrealized gain (loss) on investments,
end of period (313,506) 32,498 (511) (408,116) (14,824) 114,850
--------- -------- -------- --------- --------- --------
Net unrealized gain (loss) on investments (346,004) 33,009 (66,998) (393,292) (129,674) (5,444)
--------- -------- -------- --------- --------- --------
Net gain (loss) on investments (345,248) 64,601 (52,835) (382,730) (28,991) 10,412
--------- -------- -------- --------- --------- --------
Net increase (decrease) in net assets resulting
from operations $(111,033) $125,732 $ 37,908 $ (89,680) $ 137,085 $73,232
========= ======== ======== ========= ========= ========
<FN>
<F**>See Note 2C.
See accompanying notes to the financial statements.
(continued)
</TABLE>
<PAGE> 70
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1994, 1993, AND 1992
<CAPTION>
ASSET ALLOCATION INTERNATIONAL EQUITY SPECIAL EQUITY
FUND DIVISION FUND DIVISION FUND DIVISION
---------------------------------- -------------------- -------------------
1994 1993 1992 1994 1993<F*> 1994 1993<F*>
---------- ---------- -------- --------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0
Net realized gain and income from allocation<F**> 436,647 349,109 204,016 329,985 179,053 62,272 31,651
---------- ---------- -------- --------- -------- -------- --------
Investment income 436,647 349,109 204,016 329,985 179,053 62,272 31,651
---------- ---------- -------- --------- -------- -------- --------
Expenses:
Mortality and expense charges - VUL-95 (34,698) (30,407) (19,788) (8,440) (3,205) (9,881) (2,763)
Mortality and expense charges - VGSP (6,461) (567) 0 (1,125) (40) (1,556) (49)
Mortality and expense charges - Seed Money 0 0 0 (23,655) (17,769) (9,556) (7,854)
---------- ---------- -------- --------- -------- -------- --------
Expenses (41,159) (30,974) (19,788) (33,220) (21,014) (20,993) (10,666)
---------- ---------- -------- --------- -------- -------- --------
Net investment income 395,488 318,135 184,228 296,765 158,039 41,279 20,985
---------- ---------- -------- --------- -------- -------- --------
Net realized gain on investments:
Proceeds from sales 1,082,127 2,893,227 154,161 347,137 492,139 236,621 71,043
Cost of investments sold 1,102,883 2,516,265 130,184 275,614 384,275 220,583 67,792
---------- ---------- -------- --------- -------- -------- --------
Net realized gain (loss) from sales
of investments (20,756) 376,962 23,977 71,523 107,864 16,038 3,251
---------- ---------- -------- --------- -------- -------- --------
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
beginning of period (146,386) 234,887 281,414 400,379 0 165,807 0
Unrealized gain (loss) on investments,
end of period (765,423) (146,386) 234,887 198,307 400,379 75,550 165,807
---------- ---------- -------- --------- -------- -------- --------
Net unrealized gain (loss) on investments (619,037) (381,273) (46,527) (202,072) 400,379 (90,257) 165,807
---------- ---------- -------- --------- -------- -------- --------
Net gain (loss) on investments (639,793) (4,311) (22,550) (130,549) 508,243 (74,219) 169,058
---------- ---------- -------- --------- -------- -------- --------
Net increase (decrease) in net assets resulting
from operations $ (244,305) $ 313,824 $161,678 $ 166,216 $666,282 $(32,940) $190,043
========== ========== ======== ========= ======== ======== ========
<FN>
<F*>These funds began operations on February 16, 1993.
<F**>See Note 2C.
See accompanying notes to the financial statements.
(continued)
</TABLE>
<PAGE> 71
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1994 , AND 1993
<CAPTION>
EQUITY-INCOME GROWTH OVERSEAS
FUND DIVISION FUND DIVISION FUND DIVISION
---------------------- --------------------- --------------------
1994 1993<F*> 1994 1993<F*> 1994 1993<F*>
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividend income $ 67,978 $ 4,951 $ 73,822 $ 0 $ 3,448 $ 0
Net realized gain and income from allocation<F**> 0 0 0 0 0 0
-------- -------- -------- -------- -------- --------
Investment income 67,978 4,951 73,822 0 3,448 0
-------- -------- -------- -------- -------- --------
Expenses:
Mortality and expense charges - VUL-95 (9,487) (1,079) (13,498) (1,918) (8,858) (964)
Mortality and expense charges - VGSP (1,631) (191) (4,366) (670) (1,870) (38)
Mortality and expense charges - Seed Money 0 0 0 0 0 0
-------- -------- -------- -------- -------- --------
Expenses (11,118) (1,270) (17,864) (2,588) (10,728) (1,002)
-------- -------- -------- -------- -------- --------
Net investment income 56,860 3,681 55,958 (2,588) (7,280) (1,002)
-------- -------- -------- -------- -------- --------
Net realized gain (loss) on investments:
Proceeds from sales 307,356 5,054 347,508 13,415 320,673 19,380
Cost of investments sold 298,942 4,810 354,315 12,069 292,237 16,711
-------- -------- -------- -------- -------- --------
Net realized gain (loss) from sales
of investments 8,414 244 (6,807) 1,346 28,436 2,669
-------- -------- -------- -------- -------- --------
Net unrealized gain (loss) on investments:
Unrealized gain on investments,
beginning of period 12,226 0 40,113 0 23,986 0
Unrealized gain (loss) on investments,
end of period 17,485 12,226 51,539 40,113 (36,045) 23,986
-------- -------- -------- -------- -------- --------
Net unrealized gain (loss) on investments 5,259 12,226 11,426 40,113 (60,031) 23,986
-------- -------- -------- -------- -------- --------
Net gain (loss) on investments 13,673 12,470 4,619 41,459 (31,595) 26,655
-------- -------- -------- -------- -------- --------
Net increase (decrease) in net assets resulting
from operations $ 70,533 $ 16,151 $ 60,577 $ 38,871 $(38,875) $ 25,653
======== ======== ======== ======== ======== ========
<FN>
<F*>The Equity-Income Fund, Growth Fund, and Overseas Fund began operations on
March 18, March 4, and March 11, 1993, respectively.
<F**>See Note 2C.
See accompanying notes to the financial statements.
</TABLE>
<PAGE> 72
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1994, 1993, AND 1992
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION<F*> FUND DIVISION
------------------------------------- -----------------------------------
1994 1993 1992 1994 1993 1992
---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income $ 87,485 $ 57,031 $ 63,232 $ 47,154 $ 34,025 $ 81,541
Net realized gain on investments 62,974 97,794 54,119 14,509 18,464 (3,732)
Net unrealized gain (loss) on investments (143,428) 29,524 (29,205) 9,799 (11,517) (46,649)
---------- ---------- ---------- ---------- ---------- ----------
Net increase (decrease) in net assets
resulting from operations 7,031 184,349 88,146 71,462 40,972 31,160
Net deposits into Separate Account 571,671 1,313,941 526,642 177,261 104,218 799,143
---------- ---------- ---------- ---------- ---------- ----------
Increase in net assets 578,702 1,498,290 614,788 248,723 145,190 830,303
Net assets, beginning of period 2,943,489 1,445,199 830,411 1,630,199 1,485,009 654,706
---------- ---------- ---------- ---------- ---------- ----------
Net assets, end of period $3,522,191 $2,943,489 $1,445,199 $1,878,922 $1,630,199 $1,485,009
========== ========== ========== ========== ========== ==========
<FN>
<F*>This fund was formerly known as the Equity Index Fund.
See accompanying notes to the financial statements. (continued)
</TABLE>
<PAGE> 73
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1994, 1993, AND 1992
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
------------------------------------- -----------------------------------
1994 1993 1992 1994 1993 1992
---------- ---------- -------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income $ 234,215 $ 61,131 $ 90,743 $ 293,050 $ 166,076 $ 62,820
Net realized gain on investments 756 31,592 14,163 10,562 100,683 15,856
Net unrealized gain (loss) on investments (346,004) 33,009 (66,998) (393,292) (129,674) (5,444)
---------- ---------- -------- ---------- ---------- ----------
Net increase (decrease) in net assets
resulting from operations (111,033) 125,732 37,908 (89,680) 137,085 73,232
Net deposits into Separate Account 143,229 1,387,954 181,369 (55,715) 374,743 565,312
---------- ---------- -------- ---------- ---------- ----------
Increase in net assets 32,196 1,513,686 219,277 (145,395) 511,828 638,544
Net assets, beginning of period 2,318,949 805,263 585,986 1,981,471 1,469,643 831,099
---------- ---------- -------- ---------- ---------- ----------
Net assets, end of period $2,351,145 $2,318,949 $805,263 $1,836,076 $1,981,471 $1,469,643
========== ========== ======== ========== ========== ==========
See accompanying notes to the financial statements.
(continued)
</TABLE>
<PAGE> 74
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1994, 1993, AND 1992
<CAPTION>
ASSET ALLOCATION INTERNATIONAL EQUITY SPECIAL EQUITY
FUND DIVISION FUND DIVISION FUND DIVISION
------------------------------------ ----------------------- -----------------------
1994 1993 1992 1994 1993<F*> 1994 1993<F*>
---------- ---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income $ 395,488 $ 318,135 $ 184,228 $ 296,765 $ 158,039 $ 41,279 $ 20,985
Net realized gain on investments (20,756) 376,962 23,977 71,523 107,864 16,038 3,251
Net unrealized gain (loss) on investments (619,037) (381,273) (46,527) (202,072) 400,379 (90,257) 165,807
---------- ---------- ---------- ---------- ---------- ---------- ----------
Net increase (decrease in net assets
resulting from operations (244,305) 313,824 161,678 166,216 666,282 (32,940) 190,043
Net deposits into (deductions from)
Separate Account 649,032 159,169 2,307,737 775,500 2,631,415 1,309,438 1,811,493
---------- ---------- ---------- ---------- ---------- ---------- ----------
Increase (decrease) in net assets 404,727 472,993 2,469,415 941,716 3,297,697 1,276,498 2,001,536
Net assets, beginning of period 4,743,803 4,270,810 1,801,395 3,297,697 0 2,001,536 0
---------- ---------- ---------- ---------- ---------- ---------- ----------
Net assets, end of period $5,148,530 $4,743,803 $4,270,810 $4,239,413 $3,297,697 $3,278,034 $2,001,536
========== ========== ========== ========== ========== ========== ==========
<FN>
<F*>These funds began operations on February 16, 1993.
See accompanying notes to the financial statements.
(continued)
</TABLE>
<PAGE> 75
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
STATEMENTS OF CHANGES IN NET ASSETS
YEARS ENDED DECEMBER 31, 1994 AND 1993
<CAPTION>
EQUITY-INCOME GROWTH OVERSEAS
FUND DIVISION FUND DIVISION FUND DIVISION
------------------------ ----------------------- -----------------------
1994 1993<F*> 1994 1993<F*> 1994 1993<F*>
---------- -------- ---------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Operations:
Net investment income $ 56,860 $ 3,681 $ 55,958 $ (2,588) $ (7,280) $ (1,002)
Net realized gain (loss) on investments 8,414 244 (6,807) 1,346 28,436 2,669
Net unrealized gain (loss) on investments 5,259 12,226 11,426 40,113 (60,031) 23,986
---------- -------- ---------- ---------- ---------- --------
Net increase (decrease) in net assets
resulting from operations 70,533 16,151 60,577 38,871 (38,875) 25,653
Net deposits into Separate Account 1,686,138 531,561 2,588,073 1,055,365 1,672,381 459,564
---------- -------- ---------- ---------- ---------- --------
Increase in net assets 1,756,671 547,712 2,648,650 1,094,236 1,633,506 485,217
Net assets, beginning of period 547,712 0 1,094,236 0 485,217 0
---------- -------- ---------- ---------- ---------- --------
Net assets, end of period $2,304,383 $547,712 $3,742,886 $1,094,236 $2,118,723 $485,217
========== ======== ========== ========== ========== ========
<FN>
<F*>The Equity-Income Fund, Growth Fund, and Overseas Fund began operations on March 18, March 4, and March 11, 1993, respectively.
See accompanying notes to the financial statements.
</TABLE>
<PAGE> 76
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1994
NOTE 1 - ORGANIZATION
General American Separate Account Eleven (the Separate Account) commenced
operations on September 15, 1987 and is registered under the Investment
Company Act of 1940 (1940 Act) as a unit investment trust. The Separate
Account offers two products: Variable Universal Life (VUL-95) and Variable
General Select Plus (VGSP), that receive and invest net premiums for flexible
premium variable life insurance policies that are issued by General American
Life Insurance Company (General American). The Separate Account is divided
into ten Divisions. Each Division invests exclusively in shares of a single
Fund of either General American Capital Company or Variable Insurance Products
Fund, which are open-end, diversified management companies. The Funds of the
General American Capital Company, sponsored by General American, are the S & P
500 Index (formerly Equity Index), Money Market, Bond Index, Managed Equity,
Asset Allocation, International Equity, and the Special Equity Fund Divisions.
The funds of the Variable Insurance Products Fund, sponsored by Fidelity
Investments, are the Equity-Income, Growth, and Overseas Fund Divisions.
Policyholders have the option of directing their premium payments into one or
all of the Funds as well as into the general account of General American,
which is not generally subject to regulation under the Securities Act of 1933
or the 1940 Act.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies followed by the
Separate Account in the preparation of its financial statements. The policies
are in conformity with generally accepted accounting principles.
A. Investments
The Separate Accounts' investments in the ten Funds are valued daily based
on the net asset values of the respective Fund shares held as reported to
General American by General American Capital Company and Variable Insurance
Products. The specific identification method is used in determining the cost
of shares sold on withdrawals by the Separate Account. Share transactions
are recorded on the trade date, which is the same as the settlement date.
Income and realized and unrealized gains or losses on investments are
allocated to VUL-95 and VGSP products based upon their relative net assets.
B. Federal Income Taxes
Under current federal income tax law, capital gains from sales of
investments of the Separate Account are not taxable. Therefore, no federal
income tax expense has been provided.
C. Distribution of Income and Realized Capital Gains
The Capital Company follows the accounting practice known as consent
dividending, whereby substantially all of its net investment income and
realized gains are treated as being distributed daily to their shareholders
and are immediately reinvested in the Fund. During December of each year,
net investment income and net realized capital gains of the Funds are
allocated to the Separate Account. The Variable Insurance Products Funds
intends to pay out all of its net investment income and net realized capital
gains each year. Dividends from the funds are distributed at least annually
on a per share basis and are recorded on the ex dividend date. Normally,
net realized capital gains, if any, are distributed each year for each fund.
Such income and capital gain distributions are automatically reinvested in
additional shares of the funds.
<PAGE> 77
NOTE 3 - POLICY CHARGES
Charges are deducted from premiums and paid to General American for providing
the insurance benefits set forth in the contracts and any additional benefits
added by rider, administering the policies, reimbursement of expenses incurred
in distributing the policies, and assuming certain risks in connection with
the policies.
Prior to the allocation of net premiums among General American's general
account and the Fund Divisions of the Separate Account, premium payments are
reduced by premium expense charges, which consist of a sales charge and a
charge for premium taxes. The premium payment, less the premium expense
charge, equals the net premium.
Sales Charge: A sales charge equal to 6% is deducted from each VUL-95
-------------
premium paid. A sales charge of 5% in years one through ten and 2.25%
thereafter is deducted from each VGSP premium paid. This charge is
deducted to partially reimburse General American for expenses incurred in
distributing the policy and any additional benefits provided by rider.
Premium Taxes: Various state and political subdivisions impose a tax on
--------------
premiums received by insurance companies. Premium taxes vary from state to
state. A deduction of 2% of each VUL-95 premium and 2.5% of each VGSP
premium is made from each premium payment for these taxes.
Charges are deducted monthly from the cash value of each policy to compensate
General American for (a) certain administrative costs; (b) insurance
underwriting and acquisition expenses in connection with issuing a policy; (c)
the cost of insurance, and (d) the cost of optional benefits added by rider.
Administrative Charge: General American has responsibility for the
----------------------
administration of the policies and the Separate Account. As reimbursement
for administrative expenses related to the maintenance of each policy and
the Separate Account, General American assesses a monthly administrative
charge against each policy. This charge is $10 per month for a standard
policy and $12 per month for a pension policy during the first 12 policy
months and $4 (standard) and $6 (pension) per month for all policy months
beyond the 12th for VUL-95 contracts. The charge is $4 per month for VGSP
contracts.
Insurance Underwriting and Acquisition Expense Charge: An additional
------------------------------------------------------
administrative charge is deducted from policy cash value for VUL-95 as part
of the monthly deduction during the first 12 policy months and for the first
12 policy months following an increase in the face amount. The charge is
$0.08 per month multiplied by the face amount divided by 1,000.
Cost of Insurance: The cost of insurance is deducted on each monthly
------------------
anniversary date for the following policy month. Because of the cost of
insurance depends upon a number of variables, the cost varies for each
policy month. The cost of insurance is determined separately for the
initial face amount and for any subsequent increases in face amount.
General American determines the monthly cost of insurance charge by
multiplying the applicable cost of insurance rate or rates by the net amount
at risk for each policy month.
Optional Rider Benefits Charge: This monthly deduction includes charges
-------------------------------
for any additional benefits provided by rider.
Contingent Deferred Sales Charge: During the first ten policy years,
---------------------------------
General American also assesses a charge upon surrender or lapse of a Policy,
a requested decrease in face amount, or a partial withdrawal that causes the
face amount to decrease. The amount of the charge assessed depends on a
number of factors, including whether the event is a full surrender or lapse
or only a decrease in face amount, the amount of premiums received to date
by General American, and the policy year in which the surrender or other
event takes place.
<PAGE> 78
Mortality and Expense Charge: In addition to the above charges, a daily
-----------------------------
charge is made for the mortality and expense risks assumed by General
American. General American deducts a daily charge from the Separate Account
at the rate of .002319% for VUL-95 and .0019111% for VGSP of the net assets
of each division of the Separate Account, which equals an annual rate of
.85% and .70% for VUL-95 and VGSP, respectively. VUL-95 and VGSP mortality
and expense charges for 1994 were $193,107 and $21,022, respectively. The
mortality risk assumed by General American is the risk that those insured
may die sooner than anticipated and therefore, that General American will
pay an aggregate amount of death benefits greater than anticipated. The
expense risk assumed is that expenses incurred in issuing and administering
the policy will exceed the amounts realized from the administrative charges
assessed against the policy.
NOTE 4 - PURCHASES AND SALES OF SHARES
<TABLE>
During the year ended December 31, 1994, purchases including net realized gain
and income from distribution and proceeds from sales of General American
Capital Company shares were as follows:
<CAPTION>
S & P 500 MONEY BOND MANAGED
INDEX MARKET INDEX EQUITY
FUND FUND FUND FUND
---------- ---------- -------- --------
<S> <C> <C> <C> <C>
Purchases $1,346,250 $4,577,777 $817,690 $643,796
========== ========== ======== ========
Sales $ 686,069 $4,456,652 $445,177 $404,690
========== ========== ======== ========
</TABLE>
<TABLE>
<CAPTION>
ASSET INTERNATIONAL SPECIAL
ALLOCATION EQUITY EQUITY
FUND FUND FUND
---------- ------------- ----------
<S> <C> <C> <C>
Purchases $2,117,726 $ 1,425,001 $1,592,351
========== ============= ==========
Sales $1,082,127 $ 347,137 $ 236,621
========== ============= ==========
</TABLE>
<TABLE>
During the year ended December 31, 1994, purchases and proceeds from sales of
Variable Insurance Products Fund Shares were as follows:
<CAPTION>
EQUITY-INCOME GROWTH OVERSEAS
FUND FUND FUND
------------- ---------- ----------
<S> <C> <C> <C>
Purchases $ 1,978,539 $2,917,389 $1,944,601
============= ========== ==========
Sales $ 307,356 $ 347,508 $ 320,673
============= ========== ==========
</TABLE>
<PAGE> 79
NOTE 5 - ACCUMULATION UNIT ACTIVITY
<TABLE>
The following is a summary of the accumulation unit activity for the years
ended, December 31, 1994, 1993, and 1992:
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION<F*> FUND DIVISION
----------------------------------- ---------------------------------
1994 1993 1992 1994 1993 1992
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life:
Deposits 78,329 124,523 51,465 326,065 328,809 240,511
Withdrawals (61,101) (44,114) (14,213) (343,656) (325,426) (181,575)
Outstanding units, beginning of period 176,470 96,061 58,809 111,197 107,814 48,878
-------- -------- -------- -------- -------- --------
Outstanding units, end of period 193,698 176,470 96,061 93,606 111,197 107,814
======== ======== ======== ======== ======== ========
Variable General Select Plus:<F**>
Deposits 27,980 4,977 226,931 160,999
Withdrawals (843) (41) (184,184) (154,630)
Outstanding units, beginning of period 4,936 0 6,369 0
-------- -------- -------- --------
Outstanding units, end of period 32,073 4,936 49,116 6,369
======== ======== ======== ========
General American Life Insurance Company
seed money:
Deposits 0 0 0 0 0 0
Withdrawals 0 0 0 0 0 0
Outstanding units, beginning of period 0 0 0 0 0 0
-------- -------- -------- -------- -------- --------
Outstanding units, end of period 0 0 0 0 0 0
======== ======== ======== ======== ======== ========
<FN>
<F*> This fund was formerly known as the Equity Index Fund
<F**>The Variable General Select Plus product was introduced in 1993, and the
first deposit was received on March 31, 1993. (continued)
</TABLE>
<PAGE> 80
NOTE 5 - ACCUMULATION UNIT ACTIVITY (CONTINUED)
<TABLE>
The following is a summary of the accumulation unit activity for the years
ended, December 31, 1994, 1993, and 1992:
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
----------------------------------- ---------------------------------
1994 1993 1992 1994 1993 1992
-------- -------- ------ -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life:
Deposits 34,979 102,301 17,881 38,637 82,095 63,912
Withdrawals (26,804) (18,035) (5,934) (43,454) (56,377) (22,310)
Outstanding units, beginning of period 135,968 51,702 39,755 129,226 103,508 61,906
-------- -------- ------ -------- -------- --------
Outstanding units, end of period 144,143 135,968 51,702 124,409 129,226 103,508
======== ======== ====== ======== ======== ========
Variable General Select Plus:<F*>
Deposits 1,257 86 1,260 84
Withdrawals (35) (5) (43) (4)
Outstanding units, beginning of period 81 0 80 0
-------- -------- -------- --------
Outstanding units, end of period 1,303 81 1,297 80
======== ======== ======== ========
General American Life Insurance Company
seed money:
Deposits 0 0 0 0 0 0
Withdrawals 0 0 0 0 0 0
Outstanding units, beginning of period 0 0 0 0 0 0
-------- -------- ------ -------- -------- --------
Outstanding units, end of period 0 0 0 0 0 0
======== ======== ====== ======== ======== ========
<FN>
<F*>The Variable General Select Plus product was introduced in 1993, and the
first deposit was received on March 31, 1993. (continued)
</TABLE>
<PAGE> 81
NOTE 5 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
<TABLE>
The following is a summary of the accumulation unit activity for the years
ended, December 31, 1994, 1993, and 1992:
<CAPTION>
ASSET ALLOCATION INTERNATIONAL EQUITY SPECIAL EQUITY
FUND DIVISION FUND DIVISION FUND DIVISION
------------------------------ ------------------- -------------------
1994 1993 1992 1994 1993<F*> 1994 1993<F*>
-------- -------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 101,360 130,078 169,757 71,731 91,938 119,434 79,353
Withdrawals (49,338) (184,573) (25,240) (31,331) (41,396) (31,453) (6,030)
Outstanding units, beginning of period 206,410 260,905 116,388 50,542 0 73,323 0
-------- -------- -------- -------- -------- -------- --------
Outstanding units, end of period 258,432 206,410 260,905 90,942 50,542 161,304 73,323
======== ======== ======== ======== ======== ======== ========
Variable General Select Plus:<F**>
Deposits 18,605 106,273 18,803 4,246 33,038 4,632
Withdrawals (43,756) (4,011) (730) (50) (1,030) (55)
Outstanding units, beginning of period 102,262 0 4,196 0 4,577 0
-------- -------- -------- -------- -------- --------
Outstanding units, end of period 77,111 102,262 22,269 4,196 36,585 4,577
======== ======== ======== ======== ======== ========
General American Life Insurance Company
seed money:
Deposits 0 0 0 0 200,000 0 100,000
Withdrawals 0 0 0 0 0 0 0
Outstanding units, beginning of period 0 0 0 200,000 0 100,000 0
-------- -------- -------- -------- -------- -------- --------
Outstanding units, end of period 0 0 0 200,000 200,000 100,000 100,000
======== ======== ======== ======== ======== ======== ========
<FN>
<F*> These Funds began operations on February 16, 1993.
<F**>The Variable General Select Plus product was introduced in 1993, and the
first deposit was received on March 31, 1993. (continued)
</TABLE>
<PAGE> 82
NOTE 5 - ACCUMULATION UNIT ACTIVITY, (CONTINUED)
<TABLE>
The following is a summary of the accumulation unit activity for the years
ended, December 31, 1994, and 1993:
<CAPTION>
EQUITY-INCOME GROWTH OVERSEAS
FUND DIVISION FUND DIVISION FUND DIVISION
---------------------- --------------------- --------------------
1994 1993<F*> 1994 1993<F*> 1994 1993<F*>
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Variable Universal Life - 95:
Deposits 139,841 46,425 202,047 73,613 116,391 37,139
Withdrawals (28,685) (3,678) (42,320) (7,557) (31,173) (3,221)
Outstanding units, beginning of period 42,747 0 66,056 0 33,918 0
-------- -------- -------- -------- -------- --------
Outstanding units, end of period 153,903 42,747 225,783 66,056 119,136 33,918
======== ======== ======== ======== ======== ========
Variable General Select Plus:<F**>
Deposits 51,432 7,763 95,218 30,412 56,343 4,847
Withdrawals (13,273) (91) (19,705) (469) (9,246) (25)
Outstanding units, beginning of period 7,672 0 29,943 0 4,822 0
-------- -------- -------- -------- -------- --------
Outstanding units, end of period 45,831 7,672 105,456 29,943 51,919 4,822
======== ======== ======== ======== ======== ========
General American Life Insurance Company
seed money:
Deposits 0 0 0 0 0 0
Withdrawals 0 0 0 0 0 0
Outstanding units, beginning of period 0 0 0 0 0 0
-------- -------- -------- -------- -------- --------
Outstanding units, end of period 0 0 0 0 0 0
======== ======== ======== ======== ======== ========
<FN>
<F*> The Equity-Income Fund, the Growth Fund, and the Overseas Fund began
operations on March 18, March 4, and March 11, 1993, respectively.
<F**>The Variable General Select Plus product was introduced in 1993, and the
first deposit was received on March 31, 1993.
</TABLE>
<PAGE> 83
NOTE 6 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT
Deposits into the Separate Account are used to purchase shares in the Capital
Company or Variable Insurance Products Funds. Net deposits represent the
amounts available for investments in such shares after deduction of sales
charges, premium taxes, administrative costs, insurance, underwriting and
acquisition expense, cost of insurance, and cost of optional benefits by
rider. Realized and unrealized capital gains (losses) have been excluded from
net deposits into the Separate Account because they have been included in
increase (decrease) in net assets resulting from operations in the Statements
of Changes in Net Assets.
<TABLE>
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET
FUND DIVISION<F*> FUND DIVISION
------------------------------------ -------------------------------------
1994 1993 1992 1994 1993 1992
--------- ---------- -------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 712,059 $ 611,759 $410,045 $ 4,699,999 $ 4,656,095 $ 3,646,397
Tranfers between fund divisions and
General American (7,433) 990,439 322,632 (3,475,334) (3,470,485) (1,943,655)
Surrenders and withdrawals (162,056) (13,771) (16,904) (274,623) (7,137) (7,935)
--------- ---------- -------- ----------- ----------- -----------
Total gross deposits, transfers, and
surrenders between fund divisions 542,570 1,588,427 715,773 950,042 1,178,473 1,694,807
--------- ---------- -------- ----------- ----------- -----------
Deductions:
Sales charges & premium taxes 83,216 50,516 29,705 398,298 374,871 303,271
Administrative costs and other expense
charges 123,584 82,963 55,191 492,935 426,628 337,161
Cost of insurance and additional benefits 295,287 192,315 104,235 326,377 331,256 255,232
--------- ---------- -------- ----------- ----------- -----------
Total deductions 502,087 325,794 189,131 1,217,610 1,132,755 895,664
--------- ---------- -------- ----------- ----------- -----------
Net deposits into (deductions from)
Separate Account $ 40,483 $1,262,633 $526,642 $ (267,568) $ 45,718 $ 799,143
========= ========== ======== =========== =========== ===========
<FN>
<F*>This fund was formerly known as the Equity Index Fund. (continued)
</TABLE>
<PAGE> 84
NOTE 6 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT (CONTINUED)
<TABLE>
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
BOND INDEX MANAGED EQUITY
FUND DIVISION FUND DIVISION
-------------------------------- -------------------------------
1994 1993 1992 1994 1993 1992
-------- ---------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $496,821 $ 212,957 $ 81,088 $ 552,307 $689,307 $631,108
Tranfers between fund divisions and
General American (54,209) 1,316,365 162,931 (157,877) 135,951 264,955
Surrenders and withdrawals (64,076) (1,604) (1,058) (144,799) (69,915) (23,142)
-------- ---------- -------- --------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 378,536 1,527,718 242,961 249,631 755,343 872,921
-------- ---------- -------- --------- -------- --------
Deductions:
Sales charges & premium taxes 40,004 16,011 6,727 47,457 62,788 49,458
Administrative costs and other expense
charges 51,703 25,347 13,441 69,603 95,414 90,058
Cost of insurance and additional benefits 156,048 99,237 41,424 201,082 223,201 168,093
-------- ---------- -------- --------- -------- --------
Total deductions 247,755 140,595 61,592 318,142 381,403 307,609
-------- ---------- -------- --------- -------- --------
Net deposits into (deductions from)
Separate Account $130,781 $1,387,123 $181,369 $ (68,511) $373,940 $565,312
======== ========== ======== ========= ======== ========
(continued)
</TABLE>
<PAGE> 85
NOTE 6 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT (CONTINUED)
<TABLE>
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL EQUITY SPECIAL EQUITY
FUND DIVISION FUND DIVISION FUND DIVISION
------------------------------------- --------------------- -----------------------
1994 1993 1992 1994 1993<F*> 1994 1993<F*>
---------- ----------- ---------- -------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Total gross deposits $1,682,596 $ 1,052,209 $2,169,740 $608,033 $2,259,051 $ 746,886 $1,324,154
Transfers between fund divisions and
General American 83,984 (1,340,630) 798,383 246,711 413,861 562,587 551,090
Surrenders and withdrawals (186,438) (49,957) (67,867) (44,700) (695) (53,731) (702)
---------- ----------- ---------- -------- ---------- ---------- ----------
Total gross deposits, transfers, and
surrenders between fund divisions 1,580,142 (338,378) 2,900,256 810,044 2,672,217 1,255,742 1,874,542
---------- ----------- ---------- -------- ---------- ---------- ----------
Deductions:
Sales charges & premium taxes 130,253 85,090 171,076 48,119 20,276 62,347 25,935
Administrative costs and other expense
charges 155,847 119,804 185,034 73,520 25,104 87,848 36,101
Cost of insurance and additional benefits 448,764 365,674 236,409 124,406 40,778 143,671 49,754
---------- ----------- ---------- -------- ---------- ---------- ----------
Total deductions 734,864 570,568 592,519 246,045 86,158 293,866 111,790
---------- ----------- ---------- -------- ---------- ---------- ----------
Net deposits into (deductions from)
Separate Account $ 845,278 $ (908,946) $2,307,737 $563,999 $2,586,059 $ 961,876 $1,762,752
========== =========== ========== ======== ========== ========== ==========
<FN>
<F*>These funds began operations on February 16, 1993. (continued)
</TABLE>
<PAGE> 86
NOTE 6 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
<TABLE>
Variable Universal Life - 95:
- -----------------------------
<CAPTION>
EQUITY-INCOME GROWTH OVERSEAS
FUND DIVISION FUND DIVISION FUND DIVISION
------------------------ ----------------------- ----------------------
1994 1993<F*> 1994 1993<F*> 1994 1993<F*>
---------- -------- ---------- -------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 783,048 $135,825 $1,291,793 $299,560 $ 795,752 $135,955
Transfers between fund divisions and
General American 832,642 372,878 1,055,928 560,834 677,421 329,027
Surrenders and withdrawals (20,500) 0 (16,988) (711) (5,052) (706)
---------- -------- ---------- -------- ---------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 1,595,190 508,703 2,330,733 859,683 1,468,121 464,276
---------- -------- ---------- -------- ---------- --------
Deductions:
Sales charges & premium taxes 59,726 10,947 104,397 24,087 65,305 10,896
Administrative costs and other expense
charges 110,908 20,146 178,047 43,172 104,587 18,054
Cost of insurance and additional benefits 176,144 26,075 261,855 50,807 174,032 28,894
---------- -------- ---------- -------- ---------- --------
Total deductions 346,778 57,168 544,299 118,066 343,924 57,844
---------- -------- ---------- -------- ---------- --------
Net deposits into Separate Account $1,248,412 $451,535 $1,786,434 $741,617 $1,124,197 $406,432
========== ======== ========== ======== ========== ========
<FN>
<F*>The Equity-Income Fund, Growth Fund, and Overseas Fund began operations on
March 18, March 4, and March 11, 1993, respectively. (continued)
</TABLE>
<PAGE> 87
NOTE 6 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
<TABLE>
Variable General Select Plus:<F**>
- ------------------------------------
<CAPTION>
S & P 500 INDEX MONEY MARKET BOND INDEX MANAGED EQUITY
FUND DIVISION<F*> FUND DIVISION FUND DIVISION FUND DIVISION
------------------- ------------------------- ----------------- ------- ----
1994 1993 1994 1993 1994 1993 1994 1993
-------- ------- ----------- ----------- ------- ---- ------- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Total gross deposits $453,179 $32,784 $ 2,408,387 $ 1,900,807 $ 2,394 $713 $ 3,900 $716
Transfers between fund divisions
and General American 116,566 23,666 (1,573,558) (1,546,175) 10,690 272 9,776 234
Surrenders and withdrawals (1,470) 0 0 0 0 0 0 0
-------- ------- ----------- ----------- ------- ---- ------- ----
Total gross deposits, transfers, and
surrenders between fund divisions 568,275 56,450 834,829 354,632 13,084 985 13,676 950
-------- ------- ----------- ----------- ------- ---- ------- ----
Deductions:
Sales charges & premium taxes 15,406 2,452 181,024 142,444 152 54 226 54
Administrative costs and other
expense charges 14,773 2,310 170,179 132,319 213 57 259 55
Cost of insurance and additional
benefits 6,908 380 38,797 21,369 271 43 395 38
-------- ------- ----------- ----------- ------- ---- ------- ----
Total deductions 37,087 5,142 390,000 296,132 636 154 880 147
-------- ------- ----------- ----------- ------- ---- ------- ----
Net deposits into
Separate Account $531,188 $51,308 $ 444,829 $ 58,500 $12,448 $831 $12,796 $803
======== ======= =========== =========== ======= ==== ======= ====
<FN>
<F*> This fund was formerly known as the Equity Index Fund.
<F**>The Variable General Select Plus product was introduced in 1993, and the
first deposit was received on March 31, 1993. (continued)
</TABLE>
<PAGE> 88
NOTE 6 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
<TABLE>
Variable General Select Plus:<F**>
- ----------------------------------
<CAPTION>
ASSET ALLOCATION INTERNATIONAL EQUITY SPECIAL EQUITY
FUND DIVISION FUND DIVISION FUND DIVISION
----------------------- --------------------- --------------------
1994 1993 1994 1993<F*> 1994 1993<F*>
--------- ---------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $ 48,281 $ 435 $ 92,237 $ 11,318 $206,659 $ 26,654
Transfers between fund divisions and
General American (183,023) 1,068,765 141,207 36,203 181,915 26,500
Surrenders and withdrawals (22,704) 0 (489) 0 (1,182) 0
--------- ---------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions (157,446) 1,069,200 232,955 47,521 387,392 53,154
--------- ---------- -------- -------- -------- --------
Deductions:
Sales charges & premium taxes 1,704 49 6,884 848 15,456 1,991
Administrative costs and other expense
charges 3,794 69 6,913 842 14,899 1,887
Cost of insurance and additional benefits 33,302 967 7,657 475 9,475 535
--------- ---------- -------- -------- -------- --------
Total deductions 38,800 1,085 21,454 2,165 39,830 4,413
--------- ---------- -------- -------- -------- --------
Net deposits into (deductions
from) Separate Account $(196,246) $1,068,115 $211,501 $ 45,356 $347,562 $ 48,741
========= ========== ======== ======== ======== ========
<FN>
<F*> These funds began operations on February 16, 1993.
<F**>The Variable General Select Plus product was introduced in 1993, and the
first deposit was received on March 31, 1993. (continued)
</TABLE>
<PAGE> 89
NOTE 6 - SUMMARY OF GROSS AND NET DEPOSITS INTO SEPARATE ACCOUNT, (CONTINUED)
<TABLE>
Variable General Select Plus:<F**>
- ----------------------------------
<CAPTION>
EQUITY-INCOME GROWTH OVERSEAS
FUND DIVISION FUND DIVISION FUND DIVISION
--------------------- --------------------- --------------------
1994 1993<F*> 1994 1993<F*> 1994 1993<F*>
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Total gross deposits $170,100 $ 4,644 $372,501 $ 53,837 $191,494 $ 24,337
Transfers between fund divisions and
General American 312,672 76,984 514,277 273,042 399,196 32,594
Surrenders and withdrawals 0 0 (1,272) 0 (583) 0
-------- -------- -------- -------- -------- --------
Total gross deposits, transfers, and
surrenders between fund divisions 482,772 81,628 885,506 326,879 590,107 56,931
-------- -------- -------- -------- -------- --------
Deductions:
Sales charges & premium taxes 12,452 330 27,464 4,192 14,571 1,834
Administrative costs and other expense
charges 12,315 381 27,083 4,049 14,045 1,729
Cost of insurance and additional benefits 20,279 891 29,320 4,890 13,307 236
-------- -------- -------- -------- -------- --------
Total deductions 45,046 1,602 83,867 13,131 41,923 3,799
-------- -------- -------- -------- -------- --------
Net deposits into (deductions
from) Separate Account $437,726 $ 80,026 $801,639 $313,748 $548,184 $ 53,132
======== ======== ======== ======== ======== ========
<FN>
<F*> The Equity-Income Fund, Growth Fund, and Overseas Fund Divisions began
operations on March 18, March 4, and March 11, 1993 respectively.
<F**>The Variable General Select Plus product was introduced in 1993, and the
first deposit was received on March 31, 1993.
</TABLE>
<PAGE> 90
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
SCHEDULE OF INVESTMENTS
DECEMBER 31, 1994
<CAPTION>
No. of Shares Market Value
------------- ------------
<S> <C> <C>
S & P 500 Index Fund<F**>
General American Capital Company<F*> 199,737 $3,523,261
Money Market Fund
General American Capital Company<F*> 119,919 1,849,623
Bond Index Fund
General American Capital Company<F*> 135,973 2,352,414
Managed Equity Fund
General American Capital Company<F*> 117,082 1,837,209
Asset Allocation Fund
General American Capital Company<F*> 286,234 5,152,509
International Equity Fund
General American Capital Company<F*> 304,199 4,241,850
Special Equity Fund
General American Capital Company<F*> 288,923 3,279,141
Equity-Income Fund
Variable Insurance Products Fund 145,375 2,231,507
Growth Fund
Variable Insurance Products Fund 169,062 3,666,950
Overseas Fund
Variable Insurance Products Fund 131,745 2,064,438
<FN>
<F*> All dividends are distributed daily and immediately reinvested.
<F**>This fund was formerly known as the Equity Index Fund.
See accompanying notes to financial statements.
</TABLE>
<PAGE> 91
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
Statements of Assets and Liabilities
May 31, 1995
(Unaudited)
<CAPTION>
S & P 500 Money Bond Managed
Index Market Index Equity
Fund Fund Fund Fund
Division<F*> Division Division Division
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Assets:
Investments in General American Capital Company,
at market value (see Schedule of Investments): $ 4,598,959 $ 2,479,441 $ 2,676,607 $ 2,168,350
Investments in Variable Insurance Products Fund
at market value (see Schedule of Investments): 0 0 0 0
Receivable from General American Life
Insurance Company 0 0 0 0
-------------- -------------- -------------- --------------
Total assets 4,598,959 2,479,441 2,676,607 2,168,350
-------------- -------------- -------------- --------------
Liabilities:
Payable to General American Life
Insurance Company 2,677 7,454 1,062 7,546
-------------- -------------- -------------- --------------
Total net assets $ 4,596,282 $ 2,471,987 $ 2,675,545 $ 2,160,804
============== ============== ============== ==============
Total net assets represented by:
Individual Variable Universal Life
cash value invested in Separate Account $ 4,596,282 $ 2,471,987 $ 2,675,545 $ 2,160,804
General American Life Insurance Company
seed money 0 0 0 0
-------------- -------------- -------------- --------------
Total net assets $ 4,596,282 $ 2,471,987 $ 2,675,545 $ 2,160,804
============== ============== ============== ==============
Total units held - VUL-95 215,146 121,633 148,458 124,100
Total units held - VUL-100 0 0 0 0
Total units held - VGSP 38,330 61,795 1,642 1,591
Total units held - Seed Money 0 0 0 0
VUL-95 Net unit value $ 19.17 $ 14.86 $ 17.90 $ 17.26
VUL-100 Net unit value $ 11.66 $ 10.21 $ 11.03 $ 11.78
VGSP Net unit value $ 12.33 $ 10.76 $ 10.94 $ 11.96
Cost of investments $ 4,007,407 $ 2,446,591 $ 2,723,883 $ 2,221,725
<CAPTION>
Asset International Special
Allocation Equity Equity
Fund Fund Fund
Division Division Division
-------------- -------------- --------------
<S> <C> <C> <C>
Assets:
Investments in General American Capital Company,
at market value (see Schedule of Investments): $ 6,362,434 $ 4,761,841 $ 3,632,984
Investments in Variable Insurance Products Fund
at market value (see Schedule of Investments): 0 0 0
Receivable from General American Life
Insurance Company 0 16,736 0
-------------- -------------- --------------
Total assets 6,362,434 4,778,577 3,632,984
-------------- -------------- --------------
Liabilities:
Payable to General American Life
Insurance Company 44,053 0 20,286
-------------- -------------- --------------
Total net assets $ 6,318,381 $ 4,778,577 $ 3,612,698
============== ============== ==============
Total net assets represented by:
Individual Variable Universal Life
cash value invested in Separate Account $ 6,318,381 $ 1,938,518 $ 2,419,329
General American Life Insurance Company
seed money 0 2,840,059 1,193,369
-------------- -------------- --------------
Total net assets $ 6,318,381 $ 4,778,577 $ 3,612,698
============== ============== ==============
Total units held - VUL-95 285,452 115,123 162,788
Total units held - VUL-100 0 0 0
Total units held - VGSP 64,261 26,727 44,428
Total units held - Seed Money 0 200,000 100,000
VUL-95 Net unit value $ 19.53 $ 14.03 $ 11.68
VUL-100 Net unit value $ 11.53 $ 10.34 $ 10.69
VGSP Net unit value $ 11.56 $ 12.09 $ 11.65
Cost of investments $ 6,264,403 $ 4,395,683 $ 3,364,100
<FN>
<F*> This Fund formerly was known as the Equity Index Fund Division.
</TABLE>
<PAGE> 92
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
Statements of Assets and Liabilities
May 31, 1995
(Unaudited)
<CAPTION>
Equity-
Income Growth Overseas High Income
Fund Fund Fund Fund
Division Division Division Division
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Assets:
Investments in General American Capital Company,
at market value (see Schedule of Investments): $ 0 $ 0 $ 0 $ 0
Investments in Variable Insurance Products Fund
at market value (see Schedule of Investments): 3,615,903 5,445,486 2,842,285 3,014
Receivable from General American Life
Insurance Company 78,211 15,933 3,408 0
-------------- -------------- -------------- --------------
Total assets 3,694,114 5,461,419 2,845,693 3,014
-------------- -------------- -------------- --------------
Liabilities:
Payable to General American Life
Insurance Company 0 0 0 1
-------------- -------------- -------------- --------------
Total net assets $ 3,694,114 $ 5,461,419 $ 2,845,693 $ 3,013
============== ============== ============== ==============
Total net assets represented by:
Individual Variable Universal Life
cash value invested in Separate Account $ 3,694,114 $ 5,461,419 $ 2,845,693 $ 3,013
General American Life Insurance Company
seed money 0 0 0 0
-------------- -------------- -------------- --------------
Total net assets $ 3,694,114 $ 5,461,419 $ 2,845,693 $ 3,013
============== ============== ============== ==============
Total units held - VUL-95 208,770 284,335 154,087 0
Total units held - VUL-100 0 0 0 0
Total units held - VGSP 69,380 142,455 69,202 300
Total units held - Seed Money 0 0 0 0
VUL-95 Net unit value $ 13.29 $ 13.05 $ 13.19 $ 10.04
VUL-100 Net unit value $ 11.51 $ 11.33 $ 10.29 $ 10.04
VGSP Net unit value $ 13.27 $ 12.28 $ 11.76 $ 10.04
Cost of investments $ 3,323,865 $ 4,817,783 $ 2,797,940 $ 3,000
</TABLE>
<PAGE> 93
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
Statements of Operations
For the Five Months Ended May 31, 1995
(Unaudited)
<CAPTION>
S & P 500 Money Bond Managed
Index Market Index Equity
Fund Fund Fund Fund
Division<F*> Division Division Division
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Dividend income $ 0 $ 0 $ 0 $ 0
Net realized gain (loss) on investments:
Proceeds from sales 180,045 1,650,269 101,832 216,705
Cost of investments sold 155,567 1,656,090 110,373 235,339
-------------- -------------- -------------- --------------
Net realized gain (loss) on investments 24,478 (5,821) (8,541) (18,634)
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
December 31, 1994 (10,068) (31,189) (313,506) (408,116)
Unrealized gain (loss) on investments,
May 31, 1995 591,552 32,850 (47,276) (53,375)
-------------- -------------- -------------- --------------
Net unrealized gain (loss) on investments 601,620 64,039 266,230 354,741
-------------- -------------- -------------- --------------
Net gain (loss) on investments 626,098 58,218 257,689 336,107
Expenses:
Mortality and expense charge (13,630) (7,855) (8,762) (7,000)
-------------- -------------- -------------- --------------
Increase (decrease) in net assets resulting
from operations $ 612,468 $ 50,363 $ 248,927 $ 329,107
============== ============== ============== ==============
<CAPTION>
Asset International Special
Allocation Equity Equity
Fund Fund Fund
Division Division Division
-------------- -------------- --------------
<S> <C> <C> <C>
Dividend income $ 0 $ 0 $ 0
Net realized gain (loss) on investments:
Proceeds from sales 280,445 59,864 468,322
Cost of investments sold 291,121 50,455 421,372
-------------- -------------- --------------
Net realized gain (loss) on investments (10,676) 9,409 46,950
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
December 31, 1994 (765,423) 198,307 75,550
Unrealized gain (loss) on investments,
May 31, 1995 98,031 366,158 268,884
-------------- -------------- --------------
Net unrealized gain (loss) on investments 863,454 167,851 193,334
-------------- -------------- --------------
Net gain (loss) on investments 852,778 177,260 240,284
Expenses:
Mortality and expense charge (19,885) (15,210) (12,394)
-------------- -------------- --------------
Increase (decrease) in net assets resulting
from operations $ 832,893 $ 162,050 $ 227,890
============== ============== ==============
<FN>
<F*> This Fund formerly was known as the Equity Index Fund Division.
</TABLE>
<PAGE> 94
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
Statements of Operations
For the Five Months Ended May 31, 1995
(Unaudited)
<CAPTION>
Equity-
Income Growth Overseas High Income
Fund Fund Fund Fund
Division Division Division Division
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Dividend income $ 144,266 $ 21,772 $ 17,414 $ 0
Net realized gain (loss) on investments:
Proceeds from sales 11,606 168,081 43,395 0
Cost of investments sold 11,603 165,013 42,427 0
-------------- -------------- -------------- --------------
Net realized gain (loss) on investments 3 3,068 968 0
Net unrealized gain (loss) on investments:
Unrealized gain (loss) on investments,
December 31, 1994 17,485 51,539 (36,045) 0
Unrealized gain (loss) on investments,
May 31, 1995 292,038 627,703 44,345 14
-------------- -------------- -------------- --------------
Net unrealized gain (loss) on investments 274,553 576,164 80,390 14
-------------- -------------- -------------- --------------
Net gain (loss) on investments 418,822 601,004 98,772 14
Expenses:
Mortality and expense charge (9,729) (14,938) (8,084) (1)
-------------- -------------- -------------- --------------
Increase (decrease) in net assets resulting
from operations $ 409,093 $ 586,066 $ 90,688 $ 13
============== ============== ============== ==============
</TABLE>
<PAGE> 95
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
Statements of Changes in Net Assets
For the Five Months Ended May 31, 1995
(Unaudited)
<CAPTION>
S & P 500 Money Bond Managed
Index Market Index Equity
Fund Fund Fund Fund
Division<F*> Division Division Division
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Operations:
Dividend income $ 0 $ 0 $ 0 $ 0
Net realized gain (loss) on investments 24,478 (5,821) (8,541) (18,634)
Net unrealized gain (loss) on investments: 601,620 64,039 266,230 354,741
Net expenses (13,630) (7,855) (8,762) (7,000)
-------------- -------------- -------------- --------------
Increase (decrease) in net assets
resulting from operations 612,468 50,363 248,927 329,107
Net deposits (withdrawals) into
Separate Account 461,623 542,702 75,473 (4,379)
-------------- -------------- -------------- --------------
Increase (decrease) in net assets 1,074,091 593,065 324,400 324,728
Net assets, December 31, 1994 3,522,191 1,878,922 2,351,145 1,836,076
-------------- -------------- -------------- --------------
Net assets, May 31, 1995 $ 4,596,282 $ 2,471,987 $ 2,675,545 $ 2,160,804
============== ============== ============== ==============
<CAPTION>
Asset International Special
Allocation Equity Equity
Fund Fund Fund
Division Division Division
-------------- -------------- --------------
<S> <C> <C> <C>
Operations:
Dividend income $ 0 $ 0 $ 0
Net realized gain (loss) on investments (10,676) 9,409 46,950
Net unrealized gain (loss) on investments: 863,454 167,851 193,334
Net expenses (19,885) (15,210) (12,394)
-------------- -------------- --------------
Increase (decrease) in net assets
resulting from operations 832,893 162,050 227,890
Net deposits (withdrawals) into
Separate Account 336,958 377,114 106,774
-------------- -------------- --------------
Increase (decrease) in net assets 1,169,851 539,164 334,664
Net assets, December 31, 1994 5,148,530 4,239,413 3,278,034
-------------- -------------- --------------
Net assets, May 31, 1995 $ 6,318,381 $ 4,778,577 $ 3,612,698
============== ============== ==============
<FN>
<F*> This Fund formerly was known as the Equity Index Fund Division.
</TABLE>
<PAGE> 96
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
Statements of Changes in Net Assets
For the Five Months Ended May 31, 1995
(Unaudited)
<CAPTION>
Equity-
Income Growth Overseas High Income
Fund Fund Fund Fund
Division Division Division Division
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Operations:
Dividend income $ 144,266 $ 21,772 $ 17,414 $ 0
Net realized gain (loss) on investments 3 3,068 968 0
Net unrealized gain (loss) on investments: 274,553 576,164 80,390 14
Net expenses (9,729) (14,938) (8,084) (1)
-------------- -------------- -------------- --------------
Increase (decrease) in net assets
resulting from operations 409,093 586,066 90,688 13
Net deposits (withdrawals) into
Separate Account 980,638 1,132,467 636,282 3,000
-------------- -------------- -------------- --------------
Increase (decrease) in net assets 1,389,731 1,718,533 726,970 3,013
Net assets, December 31, 1994 2,304,383 3,742,886 2,118,723 0
-------------- -------------- -------------- --------------
Net assets, May 31, 1995 $ 3,694,114 $ 5,461,419 $ 2,845,693 $ 3,013
============== ============== ============== ==============
</TABLE>
<PAGE> 97
<TABLE>
GENERAL AMERICAN SEPARATE ACCOUNT ELEVEN
Schedule of Investments
May 31, 1995
(Unaudited)
<CAPTION>
No. of Shares Market Value
------------------ -----------------
<S> <C> <C>
S & P 500 Index Fund <F**>
General American Capital Company <F*> 222,793 $ 4,598,959
Money Market Fund
General American Capital Company <F*> 156,860 2,479,441
Bond Index Fund
General American Capital Company <F*> 139,717 2,676,607
Managed Equity Fund
General American Capital Company <F*> 116,926 2,168,350
Asset Allocation Fund
General American Capital Company <F*> 305,390 6,362,434
International Equity Fund
General American Capital Company <F*> 328,991 4,761,841
Special Equity Fund
General American Capital Company <F*> 298,380 3,632,984
Equity-Income Fund
Variable Insurance Products Fund <F*> 215,875 3,615,903
Growth Fund
Variable Insurance Products Fund <F*> 221,993 5,445,486
Overseas Fund
Variable Insurance Products Fund <F*> 176,979 2,842,285
High Income Fund
Variable Insurance Products Fund <F*> 270 3,014
<FN>
<F*> All dividends are distributed daily and immediately reinvested.
<F**> This Fund formerly was known as the Equity Index Fund Division.
</TABLE>
<PAGE> 98
GENERAL AMERICAN LIFE INSURANCE COMPANY
Financial Statements and Schedule
December 31, 1994 and 1993
(With Independent Auditors' Report Thereon)
<PAGE> 99
INDEPENDENT AUDITORS' REPORT
The Board of Directors
General American Life Insurance Company:
We have audited the accompanying balance sheets of General American Life
Insurance Company as of December 31, 1994 and 1993, and the related statements
of operations, policyholders' surplus, and contingency reserves and cash flows
for each of the years in the three-year period ended December 31, 1994. These
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of General American Life
Insurance Company as of December 31, 1994 and 1993, and the results of its
operations and its cash flows for each of the years in the three-year period
ended December 31, 1994, in conformity with generally accepted accounting
principles (see note 1 to the financial statements).
As discussed in note 7 to the financial statements, during 1993 the Company
changed its accounting policy related to employers' accounting for
postretirement benefits other than pensions. Also, as discussed in note 1 to
the financial statements, during 1993 the Company changed its method of
accounting for the undistributed equity in income of unconsolidated
subsidiaries to the statutory equity method.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information included
in the accompanying Schedule is presented for purposes of additional analysis
and is not a required part of the basic financial statements. Such
information has been subjected to the auditing procedures applied in the
audits of the basic financial statements and, in our opinion, is fairly stated
in all material respects in relation to the basic financial statements taken
as a whole.
/s/ KPMG Peat Marwick
March 10, 1995
1
<PAGE> 100
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
Balance Sheets
December 31, 1994 and 1993
(In thousands of dollars)
================================================================================================
<CAPTION>
ASSETS 1994 1993
- ------------------------------------------------------------------------------------------------
<S> <C> <C>
Invested assets:
Bonds $ 3,223,167 2,965,083
Mortgage loans 1,565,710 1,433,420
Real estate 231,554 262,811
Stocks 266,776 282,703
Market value appreciation of subsidiaries 285,340 268,887
Loans to policyholders 1,152,518 1,019,780
Short-term investments 4,912 10,298
Other invested assets 35,121 38,585
Cash and cash equivalents 57,991 59,859
- ------------------------------------------------------------------------------------------------
Total invested assets 6,823,089 6,341,426
Accrued investment income 91,169 81,062
Premiums deferred and uncollected 75,454 74,573
Other assets 106,455 95,081
Separate accounts 1,239,311 1,015,971
- ------------------------------------------------------------------------------------------------
Total assets $ 8,335,478 7,608,113
================================================================================================
================================================================================================
LIABILITIES, CONTINGENCY RESERVES, AND POLICYHOLDERS' SURPLUS
================================================================================================
Liabilities:
Policyholders' liabilities:
Policy reserves $ 4,662,012 4,339,969
Pension funds 1,018,588 768,349
Policy and contract claims 87,904 97,861
Dividends - accumulated, due and provided 201,334 175,223
Premiums received in advance and premium deposits 24,592 162,795
- ------------------------------------------------------------------------------------------------
Total policyholders' liabilities 5,994,430 5,544,197
Commissions, expenses, and taxes 90,590 75,455
Amounts due - reinsurance 42,690 30,758
Other 236,400 221,030
Separate accounts 1,219,124 1,012,916
- ------------------------------------------------------------------------------------------------
Total liabilities 7,583,234 6,884,356
- ------------------------------------------------------------------------------------------------
Contingency reserves:
Asset valuation reserve 235,351 243,444
Interest maintenance reserve 20,560 36,131
- ------------------------------------------------------------------------------------------------
Total contingency reserves 255,911 279,575
- ------------------------------------------------------------------------------------------------
Policyholders' surplus:
Reserve for group insurance 43,529 40,008
Surplus notes 107,000 -
Unassigned funds 345,804 404,174
- ------------------------------------------------------------------------------------------------
Total policyholders' surplus 496,333 444,182
- ------------------------------------------------------------------------------------------------
Total liabilities, contingency reserves, and policyholders'
surplus $ 8,335,478 7,608,113
================================================================================================
See accompanying notes to financial statements.
</TABLE>
2
<PAGE> 101
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
Statements of Operations, Policyholders' Surplus,
and Contingency Reserves
Years ended December 31, 1994, 1993, and 1992
(In thousands of dollars)
============================================================================================================
<CAPTION>
1994 1993 1992
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Revenue:
Premiums $ 1,485,704 1,040,403 1,383,409
Net investment income 501,863 485,705 482,601
Reinsurance ceded and other income 250,072 141,564 284,739
- ------------------------------------------------------------------------------------------------------------
Total revenue 2,237,639 1,667,672 2,150,749
- ------------------------------------------------------------------------------------------------------------
Benefits and expenses:
Benefits 1,203,506 1,059,584 1,139,769
Increase in reserves 425,976 6,490 468,191
Commissions 174,030 157,159 142,637
General and administrative expenses 246,890 255,024 218,730
- ------------------------------------------------------------------------------------------------------------
Total benefits and expenses 2,050,402 1,478,257 1,969,327
- ------------------------------------------------------------------------------------------------------------
Gain from operations 187,237 189,415 181,422
Dividends to policyholders 127,576 89,111 100,851
Provision for federal income tax 35,390 23,753 34,362
- ------------------------------------------------------------------------------------------------------------
Net gain from operations 24,271 76,551 46,209
Capital gains (losses), net of federal income tax (49,158) (21,552) 3,837
Net capital losses (gains) transferred to the interest maintenance
reserve 11,012 (13,330) (28,721)
- ------------------------------------------------------------------------------------------------------------
Net gain (loss) (13,875) 41,669 21,325
- ------------------------------------------------------------------------------------------------------------
Other policyholders' surplus changes:
Unrealized capital gains and losses, net (499) 215,479 83,394
Additions from (to) contingency reserves 23,664 (95,430) (89,743)
Repayment of nonrecourse transfer agreement (35,949) (13,000) (12,000)
Surplus notes 107,000 - -
Other items, net (28,190) 65 16,493
- ------------------------------------------------------------------------------------------------------------
66,026 107,114 (1,856)
- ------------------------------------------------------------------------------------------------------------
Increase in policyholders' surplus 52,151 148,783 19,469
Policyholders' surplus, beginning of year 444,182 295,399 275,930
- ------------------------------------------------------------------------------------------------------------
Policyholders' surplus, end of year $ 496,333 444,182 295,399
============================================================================================================
Contingency reserves:
Addition (to) from policyholders' surplus (23,664) 95,430 89,743
Contingency reserves, beginning of year 279,575 184,145 94,402
- ------------------------------------------------------------------------------------------------------------
Contingency reserves, end of year $ 255,911 279,575 184,145
============================================================================================================
3
<PAGE> 102
GENERAL AMERICAN LIFE INSURANCE COMPANY
See accompanying notes to financial statements.
</TABLE>
4
<PAGE> 103
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
Statements of Cash Flows
Years ended December 31, 1994, 1993, and 1992
(In thousands of dollars)
=========================================================================================================
<CAPTION>
1994 1993 1992
- ---------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Cash flows from operations:
Cash received:
Premiums $ 1,492,175 1,136,015 1,424,453
Net investment income 501,683 460,617 477,813
Reinsurance ceded and other income 137,201 123,004 255,663
- ---------------------------------------------------------------------------------------------------------
Total cash received from operations 2,131,059 1,719,636 2,157,929
- ---------------------------------------------------------------------------------------------------------
Benefits paid:
Life, accident, and health claims (437,729) (468,595) (429,545)
Benefits to policyholders (242,016) (505,911) (558,458)
Dividends to policyholders (100,038) (100,642) (107,614)
- ---------------------------------------------------------------------------------------------------------
Total benefits paid (779,783) (1,075,148) (1,095,617)
- ---------------------------------------------------------------------------------------------------------
Operating charges paid:
Commissions, expenses, and taxes (410,154) (424,545) (526,041)
Net transfers to separate accounts (321,268) (145,855) (83,913)
Federal income taxes (5,393) (23,415) (57,923)
- ---------------------------------------------------------------------------------------------------------
Total operating charges paid (736,815) (593,815) (667,877)
- ---------------------------------------------------------------------------------------------------------
Other, net 153,082 45,343 40,697
- ---------------------------------------------------------------------------------------------------------
Net cash provided by operations 767,543 96,016 435,132
- ---------------------------------------------------------------------------------------------------------
Cash flows from investments:
Proceeds from investments sold, matured, or repaid:
Bonds 751,219 1,258,702 1,311,059
Mortgage loans 135,503 102,050 122,659
Net decrease in loans to policyholders - 62,600 -
Other invested assets 100,609 116,693 45,637
- ---------------------------------------------------------------------------------------------------------
Total investment proceeds 987,331 1,540,045 1,479,355
- ---------------------------------------------------------------------------------------------------------
Cost of investments acquired:
Bonds (1,031,372) (1,440,513) (1,411,449)
Mortgage loans (309,433) (109,719) (74,823)
Net increase in loans to policyholders (132,739) - (228,706)
Other invested assets (390,198) (190,090) (129,880)
- ---------------------------------------------------------------------------------------------------------
Total investments acquired (1,863,742) (1,740,322) (1,844,858)
- ---------------------------------------------------------------------------------------------------------
Net cash used in investments (876,411) (200,277) (365,503)
- ---------------------------------------------------------------------------------------------------------
Cash flows from financing activities - issuance of surplus
notes 107,000 - -
- ---------------------------------------------------------------------------------------------------------
Net increase (decrease) in cash and cash equivalents (1,868) (104,261) 69,629
Cash and cash equivalents, beginning of year 59,859 164,120 94,491
- ---------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of year $ 57,991 59,859 164,120
=========================================================================================================
See accompanying notes to financial statements.
</TABLE>
5
<PAGE> 104
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
December 31, 1994, 1993, and 1992
================================================================================
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements of General American Life Insurance Company (the
Company or General American) include the Company and, on the equity method
of accounting, the following majority-owned unconsolidated subsidiaries:
Reinsurance Group of America, Incorporated (RGA); Paragon Life Insurance
Company; GenCare Health Systems, Inc. (GenCare); General American Holding
Company; Security Equity Life Insurance Company; and General Life
Insurance Company of America. The accompanying financial statements have
been prepared on the basis of accounting practices prescribed or permitted
by the Department of Insurance of the State of Missouri and in conformity
with the practices of the National Association of Insurance Commissioners
(NAIC) which are currently considered generally accepted accounting
principles for mutual life insurance companies. In April 1993, the
Financial Accounting Standards Board issued Interpretation No. 40,
"Applicability of Generally Accepted Accounting Principles to Mutual Life
Insurance and Other Enterprises," regarding the applicability of generally
accepted accounting principles (GAAP) to mutual life insurance companies.
This Interpretation requires mutual life insurance companies that have
traditionally issued statutory basis financial statements that have been
reported to be in conformity with generally accepted accounting
principles, to apply all authoritative accounting pronouncements in
preparing those statements, effective for periods beginning after December
15, 1994. In January 1995, the FASB issued Statement of Financial
Accounting Standards No. 120 (SFAS 120), "Accounting and Reporting by
Mutual Life Insurance Enterprises for Certain Long-Duration Participating
Contracts," and the American Institute of Certified Public Accountants
(AICPA) issued Statement of Position 95-1 (SOP 95-1), "Accounting for
Certain Insurance Activities of Mutual Life Insurance Enterprises," which
together define the GAAP model for mutual life insurance enterprises.
These pronouncements define the method of accounting for certain
participating life insurance contracts of mutual and stock life insurance
companies which meet the criteria defined in SOP 95-1. SFAS 120 also
defers implementation of Interpretation No. 40 to be concurrent with the
implementation of SFAS 120. SFAS 120 and SOP 95-1 are effective for
financial statements issued for fiscal years beginning after December 15,
1995. Management cannot presently determine the effects of implementation
of SFAS 120 and SOP 95-1 on the financial position or results of the
Company.
In accordance with Missouri State Insurance Law and Regulations, General
American's subsidiaries are not consolidated for regulatory filing
purposes.
VALUATION OF INVESTMENTS
Bonds and stocks are valued as prescribed by the NAIC. Bonds are
primarily carried at amortized cost, as it is generally the Company's
intent to hold such to maturity. However, the Company does liquidate some
bonds prior to maturity based on asset/liability and duration-matching
requirements associated with policies and contracts. Additionally,
nonredeemable preferred stocks are carried at cost, and common stocks at
fair value. The cost of investments sold is generally determined on a
first-in, first-out method and includes the effect of any related
amortization of premium or accretion of discount. Mortgage and policy
loans are stated at the outstanding principal balances. Real estate
acquired through foreclosure or held for investment is carried at the
lower of cost or market value. Accumulated depreciation and encumbrances
of $46.7 million and $45.0 million in 1994 and 1993, respectively, are
netted against the carrying value of the Company's real estate portfolio,
as are direct valuation allowances of $24.2 million and $34.7 million in
1994 and 1993, respectively.
(Continued)
6
<PAGE> 105
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================
In May 1993, the Financial Accounting Standards Board issued Statement of
Accounting Standards No. 115 (SFAS 115), "Accounting for Certain
Investments in Debt and Equity Securities." SFAS 115 requires debt and
equity securities to be classified into the categories of available for
sale, trading securities, or held to maturity. SFAS 115 expands the use
of fair value accounting for investments in debt and equity securities,
and allows debt securities to be classified as "held to maturity" and
reported in the balance sheet at amortized cost only if the reporting
entity has the positive intent and ability to hold the securities to
maturity. Furthermore, SFAS 115 clarifies that securities that might be
sold in response to changes in market interest rates, changes in the
security's prepayment risk, or other similar factors must be classified as
"available for sale" and carried at fair value. The effective date of SFAS
115 is for fiscal years beginning after December 15, 1993. The Company
plans to implement SFAS 115 in 1996 to coincide with the implementation of
SFAS 120. Had the Company implemented SFAS 115 in 1994, the impact at
December 31, 1994 would have reduced policyholders' surplus by
approximately $63 million, offset by approximately $22 million for the
establishment of a deferred tax asset in accordance with SFAS 109,
"Accounting for Income Taxes."
In accordance with practices prescribed by the NAIC, General American has
valued its ownership interest in two publicly traded subsidiaries based
upon current quoted market values. These ownership interests are 62% of
RGA and 72% of GenCare. The Company carried its investment in GenCare at
December 31, 1994 at $244.5 million based on net realized value since the
investment was sold on January 3, 1995 (see note 12), 85% of market value
at December 31, 1993, and 80% of market value at December 31, 1992. The
investment in RGA is carried at 89% of quoted market value. The extent to
which the carrying value of those investments differs from adjusted
historical cost creates asset appreciation or depreciation, with an
offsetting unrealized gain or loss reflected in contingency reserves and
policyholders' surplus.
Beginning in 1992, certain capital gains and losses realized on investment
sales that resulted from changes in the level of interest rates were
recorded in an Interest Maintenance Reserve (IMR), net of related income
taxes. The IMR is amortized into operating income over the approximate
remaining maturities of the investments sold. See note 8 for further
information. Certain other realized gains and losses from the sale or
decrease in valuation basis due to change in credit quality of invested
assets are presented separately from operating income, net of applicable
income taxes. Unrealized capital gains and losses are reflected as direct
credits and charges to policyholders' surplus.
The NAIC has established an asset valuation reserve (AVR) for potential
losses on investments. This reserve is maintained for the purpose of
stabilizing surplus against the effect of fluctuations in the value of
certain bond, stock, mortgage loan, and real estate investments. See note
8 for further information.
CASH AND CASH EQUIVALENTS
Cash equivalents include liquid investments with original or remaining
maturities at purchase of 90 days or less.
SEPARATE ACCOUNT BUSINESS
Separate account assets and liabilities represent segregated
funds administered and invested by the Company for the exclusive
benefit of pension and variable annuity contractholders. The
Company receives administrative and investment advisory
fees for services rendered on behalf of these funds.
(Continued)
7
<PAGE> 106
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================
The amount of the asset balance in excess of liabilities of $20.2 million
and $3.1 million at December 31, 1994 and 1993, respectively, represent
policy surrender charges which are permitted to be recorded to surplus
under statutory accounting practices.
POLICY RESERVES
Policy reserves for life insurance and annuities are based on statutory
mortality and interest assumptions without consideration for lapses and
withdrawals. Mortality assumptions are based on various mortality tables
including primarily: American Experience, 1941 Commissioners Standard
Ordinary (CSO), 1958 CSO, and 1980 CSO for life insurance; and 1937
Standard Annuity Table, 1971 Individual Annuity Mortality Table (IAM),
1983 IAM, and the Progressive Annuity Table for annuities. Interest
assumptions range from 2.0% to 6.0% for ordinary policy reserves and from
2.0% to 11.25% for group and annuity reserves.
Approximately 34% of the ordinary life reserves are calculated on a net
level reserve basis and 66% on a modified reserve basis. The use of a
modified reserve basis partially offsets the effect of immediately
expensing acquisition costs by providing a policy reserve increase in the
first policy year that is less than the reserve increase in renewal years.
REVENUES AND EXPENSES
Premiums are credited to revenue over the premium paying period of the
policies. Considerations on annuities and deposit contracts are
recognized as revenue when received. Expenses, including acquisition
costs related to acquiring new business, are charged to operations as
incurred. Investment income is recognized as earned.
FEDERAL INCOME TAXES
Federal income taxes are charged to operations based on income that is
currently taxable. Deferred taxes are not established for the tax effects
of temporary differences between financial reporting and tax basis of
assets and liabilities.
FOREIGN CURRENCY TRANSLATION
The functional currency for the Company's Canadian business operations is
the Canadian dollar. The translation of that foreign currency into U.S.
dollars is performed for the asset and liability portfolios using exchange
rates in effect at year-end. The income statement accounts are translated
using current exchange rates in effect for the years presented. The
Canadian dollars have been converted to U.S. dollars based on a conversion
rate of $.7133, $.7527, and $.7869 for each Canadian dollar as of December
31, 1994, 1993, and 1992, respectively. In accordance with statutory
accounting principles, the losses resulting from such translation are
included as a liability and an unrealized capital loss.
NONADMITTED ASSETS
Certain assets, designated under statutory reporting as "nonadmitted
assets," have been charged directly to policyholders' surplus.
(Continued)
8
<PAGE> 107
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================
CHANGE IN ACCOUNTING PRINCIPLE
Effective in 1993, the Company changed its method of accounting for
subsidiaries to the statutory equity method of accounting to include its
equity in the undistributed income of subsidiaries in net gain from
operations. Included in net interest income for 1994 and 1993,
respectively, is approximately $21.1 million and $33.8 million in equity
in the undistributed income of unconsolidated subsidiaries. Prior to
1993, the Company reflected undistributed income of subsidiaries as a
component of surplus. This accounting change has no impact on surplus.
RECLASSIFICATIONS
Certain 1993 and 1992 financial statement balances have been reclassified
to conform to the 1994 presentation.
(2) INVESTMENTS
<TABLE>
Major categories of net investment income consist of the following (in
thousands of dollars):
=============================================================================================================
<CAPTION>
Years ended December 31 1994 1993 1992
=============================================================================================================
<S> <C> <C> <C>
Bonds $ 249,906 239,161 253,858
Stocks 27,938 34,953 4,730
Mortgage loans 139,392 139,012 148,121
Real estate 41,498 34,473 28,725
Loans to policyholders 75,957 65,957 73,358
Short-term investments 7,113 4,656 7,536
Other 936 2,141 2,368
- -------------------------------------------------------------------------------------------------------------
Gross investment income 542,740 520,353 518,696
Amortization of interest maintenance reserve 4,559 4,336 1,585
Investment expense (45,436) (38,984) (37,680)
- -------------------------------------------------------------------------------------------------------------
Net investment income $ 501,863 485,705 482,601
=============================================================================================================
</TABLE>
<TABLE>
BONDS
The carrying and estimated fair values of the Company's bond investments
at December 31, 1994 and 1993, by category, are as follows (in thousands
of dollars):
================================================================================================================
<CAPTION>
GROSS GROSS ESTI-
UNREA- UNREA- MATED
CARRYING LIZED LIZED FAIR
1994 VALUE GAINS LOSSES VALUE
================================================================================================================
<S> <C> <C> <C> <C>
Government obligations (including obligations
guaranteed by the U.S. government) $ 47,602 274 3,880 43,996
Corporate securities 2,378,039 24,670 109,942 2,292,767
Mortgage-backed securities 739,601 7,630 37,091 710,140
Asset-backed securities 57,925 1,067 1,399 57,593
- ----------------------------------------------------------------------------------------------------------------
Total $ 3,223,167 33,641 152,312 3,104,496
================================================================================================================
(Continued)
</TABLE>
9
<PAGE> 108
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================================================
<CAPTION>
GROSS GROSS ESTI-
UNREA- UNREA- MATED
CARRYING LIZED LIZED FAIR
1993 VALUE GAINS LOSSES VALUE
================================================================================================================
<S> <C> <C> <C> <C>
Government obligations (including obligations
guaranteed by the U.S. government) $ 52,970 179 990 52,159
Corporate securities 2,122,139 23,078 3,262 2,141,955
Mortgage-backed securities 725,454 - - 725,454
Asset-backed securities 64,520 - - 64,520
- ----------------------------------------------------------------------------------------------------------------
Total $ 2,965,083 23,257 4,252 2,984,088
================================================================================================================
</TABLE>
The carrying and estimated fair values of the Company's bond investments
at December 31, 1994, by contractual maturity, are shown below (in
thousands of dollars). Actual maturities may differ from contractual
maturities because borrowers may have the right to call or prepay
obligations without call or prepayment penalties.
<TABLE>
================================================================================================================
<CAPTION>
ESTIMATED
CARRYING FAIR
VALUE VALUE
================================================================================================================
<S> <C> <C>
Due in one year or less $ 92,640 95,263
Due one year through five years 508,146 496,117
Due five years through ten years 1,164,822 1,118,617
Due after ten years 1,457,559 1,394,499
- ----------------------------------------------------------------------------------------------------------------
Total $ 3,223,167 3,104,496
================================================================================================================
</TABLE>
Proceeds from bond sales were $.8 billion, $1.3 billion, and $1.3 billion
in 1994, 1993, and 1992, respectively. Gross gains of $12.5 million,
$26.5 million, and $25.5 million and gross losses of $28.0 million, $5.0
million, and $.4 million were realized on these sales in 1994, 1993, and
1992, respectively. The cost of investments sold is generally determined
on a first-in, first-out method and includes the effects of any related
capital amortization of premium or accretion of discount.
STOCKS
The carrying value of preferred stock was $8.1 million and $3.0 million at
December 31, 1994 and 1993, respectively. The fair value of the preferred
stock was $8.2 million and $3.5 million at December 31, 1994 and 1993,
respectively. The cost of nonaffiliated common stocks held at December
31, 1994 and 1993 was $5.0 million and $31.3 million, respectively. The
fair value of nonaffiliated common stocks held at December 31, 1994 and
1993 was $5.0 million and $33.6 million, respectively.
(Continued)
10
<PAGE> 109
<TABLE>
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
===================================================================================================================
MORTGAGE LOANS
As of December 31, 1994 and 1993, the Company's mortgage loans were
distributed as follows (in thousands of dollars):
===================================================================================================================
<CAPTION>
1994 1993
- -------------------------------------------------------------------------------------------------------------------
BOOK PERCENT BOOK PERCENT
STATES VALUE OF TOTAL VALUE OF TOTAL
===================================================================================================================
<S> <C> <C> <C> <C>
Arizona $ 88,601 5.7% $ 78,260 5.5%
California 290,957 18.6 285,089 19.8
Colorado 188,929 12.0 160,098 11.2
Florida 186,405 11.9 195,144 13.6
Illinois 158,267 10.1 166,199 11.6
Maryland 71,274 4.6 68,296 4.8
Missouri 89,647 5.7 75,727 5.3
Nevada 55,661 3.6 41,101 2.9
Texas 156,910 10.0 165,440 11.5
Virginia 85,294 5.4 53,449 3.7
Other 193,765 12.4 144,617 10.1
- -------------------------------------------------------------------------------------------------------------------
Total $ 1,565,710 100.0% $ 1,433,420 100.0%
===================================================================================================================
<CAPTION>
1994 1993
- -------------------------------------------------------------------------------------------------------------------
BOOK PERCENT BOOK PERCENT
PROPERTY TYPE VALUE OF TOTAL VALUE OF TOTAL
===================================================================================================================
<S> <C> <C> <C> <C>
Apartment $ 83,656 5.3% $ 93,688 6.5%
Retail 591,098 37.8 540,934 37.8
Office building 405,048 25.9 327,446 22.8
Industrial 415,456 26.5 400,523 28.0
Other commercial 70,452 4.5 70,829 4.9
- -------------------------------------------------------------------------------------------------------------------
Total $ 1,565,710 100.0% $ 1,433,420 100.0%
===================================================================================================================
</TABLE>
The Company makes mortgage loans on income-producing properties, such as
apartments, retail and office buildings, light warehouses, and light
industrial facilities. Loan-to-value ratios at the time of loan approval
are 75% or less. The estimated fair value of the Company's mortgage loan
portfolio at December 31, 1994 and 1993 approximated $1,558.5 million and
$1,460.4 million, respectively.
The Company had outstanding commercial mortgage loan commitments as
of December 31, 1994 and 1993 of $166.3 million and $77.1 million,
respectively.
At December 31, 1994 and 1993, investments with carrying values of $211.9
million and $199.6 million, respectively, were on deposit with various
governmental agencies as required by law.
(Continued)
11
<PAGE> 110
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================
(3) FAIR VALUE OF FINANCIAL INSTRUMENTS
The following methods and assumptions were used by the Company in
estimating its fair value disclosures for financial instruments:
* Investment securities - Fair values for fixed maturity securities
---------------------
(including redeemable preferred stocks) are based on quoted market
prices, where available. For fixed maturity securities not actively
traded, fair values are estimated using values obtained from
independent pricing services or, in the case of private placements, are
estimated by discounting expected future cash flows using a current
market rate applicable to the yield, credit quality, and maturity of
the investments. The fair values for equity securities are based on
quoted market prices and are recognized in the balance sheet.
* Mortgage loans - The fair values for mortgage loans are estimated using
--------------
discounted cash flow analyses, which uses interest rates currently
being offered for similar loans to borrowers with similar credit
ratings. Loans with similar characteristics are aggregated for
purposes of the calculations.
* Policy loans - The carrying amount for policy loans reported in the
------------
balance sheet approximates the fair value. The majority of the loans
are indexed, with yield tied to a stated return.
* Cash and cash equivalents and short-term investments - The carrying
----------------------------------------------------
amounts reported in the balance sheets for these instruments
approximate the fair values.
* Investment contracts - Fair values for the Company's liabilities under
--------------------
investment-type insurance contracts are estimated using discounted cash
flow calculations based on interest rates currently being offered for
similar contracts with maturities consistent with those remaining for
the contracts being valued.
* Other policyholder funds - Other policyholder funds are supplementary
------------------------
contract reserves and dividend accumulations that represent deposits
that do not have defined maturities. The carrying value of these funds
is a reasonable estimate of fair value at December 31, 1994.
<TABLE>
The carrying amounts and estimated fair values of the Company's liabilities
for investment-type insurance contracts at December 31, 1994 and 1993 are as
follows (in thousands of dollars):
========================================================================================================================
<CAPTION>
1994 1993
========================================================================================================================
ESTIMATED ESTIMATED
CARRYING FAIR CARRYING FAIR
VALUE VALUE VALUE VALUE
========================================================================================================================
<S> <C> <C> <C> <C>
Guaranteed investment contracts $ 342,766 336,922 368,446 372,487
========================================================================================================================
Supplementary contract without
life contingencies $ 6,887 6,887 11,328 11,328
========================================================================================================================
Individual and group annuities $ 390,193 362,531 429,474 419,839
========================================================================================================================
</TABLE>
(Continued)
12
<PAGE> 111
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================
(4) LEASES
During 1986, the Company received $74.5 million for the sale of its home
office properties and executed a lease for the use of these properties.
On September 1, 1993, the Company repurchased the properties at the
initial sale price of $74.5 million. The fair value at that time, based
on an independent appraisal, was $55.7 million. The Company has recorded
as an admitted asset the depreciated appraised value at December 31, 1994
and 1993. The difference between the carrying value and purchase price
has been reflected as a direct charge to surplus.
<TABLE>
(5) REINSURANCE
The Company is a major reinsurer in the life and health industry. The
effect of reinsurance on premiums is as follows (in thousands of dollars):
===================================================================================================
<CAPTION>
1994 1993 1992
===================================================================================================
<S> <C> <C> <C>
Direct $ 1,687,391 1,604,310 1,361,166
Assumed 272,356 474,092 509,992
- ---------------------------------------------------------------------------------------------------
1,959,747 2,078,402 1,871,158
Ceded (474,043) (1,037,999) (487,749)
- ---------------------------------------------------------------------------------------------------
Net $ 1,485,704 1,040,403 1,383,409
===================================================================================================
</TABLE>
Reinsurance assumed represents approximately $38 billion, $69 billion, and
$110 billion of insurance in force for 1994, 1993, and 1992, respectively.
The amount of ceded insurance in force, including retrocessions, was
$54 billion, $81 billion, and $98 billion for 1994, 1993, and 1992,
respectively. Net reserve credits taken on reinsurance ceded and
retroceded for 1994, 1993, and 1992 were $258 million, $281 million, and
$249 million, respectively.
(Continued)
13
<PAGE> 112
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================
<TABLE>
(6) FEDERAL INCOME TAXES
The provision for federal income tax expense is based upon a consolidated
income tax provision for the Company and its subsidiaries. The provision
differs from that computed based on the federal statutory rate of 35% in
1994 and 1993, and 34% in 1992. The reasons for these differences are as
follows (in thousands of dollars):
=====================================================================================================================
<CAPTION>
1994 1993 1992
- ---------------------------------------------------------------------------------------------------------------------
PER- PER- PER-
CENT OF CENT OF CENT OF
PRETAX PRETAX PRETAX
AMOUNT INCOME AMOUNT INCOME AMOUNT INCOME
=====================================================================================================================
<S> <C> <C> <C> <C> <C> <C>
Federal income tax computed
on pretax income $ 20,881 35.0% $ 35,106 35.0% $ 27,394 34.0%
Deferred acquisition cost tax
on premiums 10,027 16.8 12,394 12.4 11,808 14.7
Surplus tax on mutual life
insurance companies 15,675 26.3 - - 4,082 5.1
Tax preferred investment income (8,787) (14.7) (1,659) (1.7) (2,019) (2.5)
Mortgage loan and real estate
differences 600 1.0 (5,291) (5.3) (2,497) (3.1)
Policy reserve, dividends, and
other product differences 2,911 4.9 (5,541) (5.5) (4,606) (5.7)
Equity in undistributed earnings
of subsidiaries (5,161) (8.7) (10,769) (10.7) - -
Other, net (756) (1.3) (487) (.5) 200 .2
- ---------------------------------------------------------------------------------------------------------------------
Provision for federal income tax $ 35,390 59.3% $ 23,753 23.7% $ 34,362 42.7%
=====================================================================================================================
</TABLE>
(7) ASSOCIATE BENEFIT PLANS AND POSTRETIREMENT BENEFITS
The Company has a defined benefit plan covering substantially all
associates. The benefits are based on years of service and each
associate's compensation level. The Company's funding policy is to
contribute annually the maximum amount deductible for federal income tax
purposes. Contributions provide for benefits attributed to service to
date and for those expected to be earned in the future.
The Company also has several nonqualified, defined benefit and defined
contribution plans for directors and management associates. The plans
are unfunded and are deductible for federal income tax purposes when the
benefits are paid.
(Continued)
14
<PAGE> 113
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================
<TABLE>
Net periodic defined benefit plan costs consist of the following (in
thousands of dollars):
====================================================================================================
<CAPTION>
1994 1993 1992
- ----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Service cost $ 3,285 2,824 3,221
Interest 4,523 4,128 5,004
Return on plan assets 3,068 (11,695) (8,013)
Amortization and deferral (13,840) 1,784 (893)
- ----------------------------------------------------------------------------------------------------
Pension credit $ (2,964) (2,959) (681)
====================================================================================================
</TABLE>
<TABLE>
The following table presents the plans' funded status and amounts
recognized in the Company's balance sheet at December 31, 1994 (in thousands
of dollars):
====================================================================================================
<CAPTION>
QUALIFIED OTHER
PLANS PLANS
====================================================================================================
<S> <C> <C>
Actuarial present value of benefit obligations:
Accumulated benefit obligation, including
vested benefits of $48,378 and $10,554 $ 48,872 17,275
====================================================================================================
Projected benefit obligation for service
rendered to date 59,684 20,093
Plan assets at fair value, primarily listed
stocks and bonds 95,325 -
- ----------------------------------------------------------------------------------------------------
Plan assets in excess of (less than) projected
benefit obligations 35,641 (20,093)
Unrecognized net transition (asset) obligation (657) 1,978
- ----------------------------------------------------------------------------------------------------
Pension cost funded in advance $ 34,984
====================================================================================================
Accrued pension liability $ 17,275
====================================================================================================
</TABLE>
Assumptions used for the projected benefit obligation included a 8.50%
current discount rate, a 5.50% increase rate for future compensation
levels, and a 9.25% projected return on plan assets.
The Board of Directors has adopted an associate incentive plan
applicable to full-time salaried associates with at least one year of
service. Contributions to the plan are determined yearly by the Board of
Directors and are based upon salaries of eligible associates. Full
vesting will occur after five years of continuous service. The
Company's contributions to the plan were $1.6 million, $7.1 million, and
$7.4 million for 1994, 1993, and 1992, respectively.
In addition to pension benefits, the Company provides certain health
care and life insurance benefits for retired employees. Substantially
all employees may become eligible for these benefits if they reach
retirement age while working for the Company. Alternatively, retirees
may elect certain prepaid health care benefit plans. Life insurance
benefits are generally set at a fixed amount.
(Continued)
15
<PAGE> 114
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================
In 1993, in accordance with the implementation of Statement of
Financial Accounting Standards No. 106, "Employers Accounting for
Postretirement Benefits Other Than Pensions," the Company changed its
method of accounting for the costs of its retiree benefit plans to the
accrual method and elected to amortize its transition obligation for
retirees and fully eligible or vested employees over 20 years. The
unamortized transition obligations were $20.1 million and $27.2 million
at December 31, 1994 and 1993, respectively.
Net postretirement benefit costs for the year ended December 31, 1994
and 1993 were $4.0 million and $4.6 million, respectively, and included
the expected cost of such benefits for newly eligible or vested
employees, interest cost, gains and losses arising from differences
between actuarial assumptions and actual experience, and amortization of
the transition obligation.
The discount rate used in determining the accumulated postretirement
benefit obligation was 7.75%, and the health care cost trend rates were
12%, 11%, and 8% for the Indemnity Plan, HMO Plan, and Dental Plan,
respectively, graded to 5.75% over 16 years. The health care cost trend
rate assumption has a significant effect on the amounts reported. To
illustrate, increasing the assumed health care cost trend rates by one
percentage point in each year would increase the accumulated
postretirement benefit obligation as of January 1, 1994 by $3.3 million
and the estimated eligibility cost and interest cost components of net
periodic postretirement benefit cost for 1994 by $.5 million.
<TABLE>
(8) CONTINGENCY RESERVES
INTEREST MAINTENANCE RESERVE
Effective in 1992, the NAIC established the IMR that excludes certain net
realized gains and losses from the net gain in the current year and
amortizes those gains and losses through net investment income over a
period of years. The net effect of the IMR is as follows (in thousands
of dollars):
==============================================================================================================
<CAPTION>
1994 1993 1992
- --------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Amount of realized capital gains (losses)
included in IMR $ (11,012) 13,330 28,721
Amount amortized and reflected in net investment
income (4,559) (4,335) (1,585)
- --------------------------------------------------------------------------------------------------------------
Excluded from net gain (loss) $ (15,571) 8,995 27,136
==============================================================================================================
</TABLE>
ASSET VALUATION RESERVE
Effective in 1992, the NAIC established an AVR, which is a formula
reserve for potential losses on investments. This reserve is recorded
as a direct charge to policyholders' surplus in accordance with
statutory accounting practices. This reserve is maintained for the
purpose of stabilizing surplus against the effect of fluctuations in the
value of certain bond, stock, mortgage loan, and real estate
investments. Changes in the market value of common stocks carried at
market value are applied to the common stock component of this reserve.
This treatment has the effect of insulating statutory surplus from
short-term market value fluctuations of common stock.
(Continued)
16
<PAGE> 115
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================
<TABLE>
The balance of the AVR component as of December 31, 1994 and 1993 is as
follows (in thousands of dollars):
===================================================================================================
<CAPTION>
1994 1993
- ---------------------------------------------------------------------------------------------------
<S> <C> <C>
Bonds, preferred stocks, and short-term
investments $ 39,859 39,584
Mortgage loans 48,543 47,500
Common stock 126,959 134,011
Real estate and other invested assets 19,990 22,349
- ---------------------------------------------------------------------------------------------------
$ 235,351 243,444
===================================================================================================
</TABLE>
Included in the mortgage loan component of the AVR at December 31, 1994
and 1993 was $42.9 million, representing an additional reserve for
potential credit losses inherent in the mortgage loan portfolio. At
December 31, 1994, the AVR is held at a level equal to 90.1% of the
maximum reserve level allowed by the NAIC.
(9) TRANSACTIONS WITH SUBSIDIARIES
General American has purchased insurance from, and also reinsured
business with, Saint Louis Reinsurance Company, a subsidiary of RGA, in
addition to the agreement wherein the former reinsurance division of
General American was transferred to Saint Louis Reinsurance Company.
The effect of this business was to increase premiums and other
considerations by $17.5 million in 1994 and $12.6 million in 1993 and to
increase policy benefits and other expenses by $17.1 million in 1994 and
$11.5 million in 1993. The Company also received $6.3 million, $4.3
million, and $3.0 million in dividends from subsidiaries in 1994, 1993,
and 1992, respectively.
In May 1993, the Company sold a portion of its reinsurance subsidiary,
RGA, to the public through an initial public offering of common stock.
RGA received net proceeds of approximately $160.0 million from the
offering. The transaction increased surplus and contingency reserves of
the Company by approximately $167.0 million. After the sale, the
Company owned 62% of the total shares outstanding of RGA common stock.
The publicly held stock of RGA trades on the New York Stock Exchange.
(10) POLICYHOLDERS' SURPLUS
During 1988, the Company entered into a nonrecourse transfer agreement
with an unaffiliated financial institution. Under this life insurance
policy premiums nonrecourse transfer agreement, the Company transferred
the right to the portion of premiums in excess of the net valuation
premium on certain policies for a limited period. The purchaser's right
to future premiums is limited to the portion above the amount necessary
to build policyholder reserves and, therefore, cannot interfere with, or
have priority over, the interests of the Company's policyholders. Risk
associated with policy lapses transfers to the purchaser while its
interest terminates if and when repayment of the amount advanced is
received.
(Continued)
17
<PAGE> 116
GENERAL AMERICAN LIFE INSURANCE COMPANY
Notes to Financial Statements
================================================================================
As of December 31, 1994, the Company has made full repayment of this
nonrecourse transfer agreement with a direct charge to surplus of $35.9
million. Repayment under the transfer agreement has been reflected as
direct charges against surplus during 1993 and 1992 in the amounts of
$13.0 million and $12.0 million, respectively.
(11) SURPLUS NOTES
On January 14, 1994, the Company issued surplus notes with a face amount
of $107.0 million bearing a 7-5/8% interest rate due in 2024. The notes
pay interest on January 15 and July 15 each year with the prior written
approval of the State of Missouri Department of Insurance. After costs
of the transaction and the establishment of a debt service account
reserve, the issuance of those notes increased total surplus by
approximately $97.0 million.
(12) SUBSEQUENT EVENTS
On January 3, 1995, the Company completed the sale of its 72% ownership
in GenCare Health Systems, Inc. to United HealthCare Corporation.
Proceeds received net of expenses were $365 million and the net realized
gain on sale was $191 million.
On January 19, 1995, the Company signed a definitive agreement with
Xerox Financial Services, Inc. to acquire three of its life insurance
subsidiaries. These companies market fixed and variable annuity
products. Final sale is subject to customary closing conditions and
regulatory approval.
18
<PAGE> 117
<TABLE>
Schedule
--------
GENERAL AMERICAN LIFE INSURANCE COMPANY
Schedule of Selected Financial Data from Annual Statement
Year ended December 31, 1994
=================================================================================================
- -------------------------------------------------------------------------------------------------
<S> <C>
Investment income earned:
Government bonds $ 22,170,631
Other bonds (unaffiliated) 226,730,616
Bonds of affiliates 1,004,718
Preferred stocks (unaffiliated) 304,921
Common stocks (unaffiliated) 239,505
Common stocks of affiliates 27,393,586
Mortgages loans 139,392,048
Real estate 41,497,511
Premium notes, policy loans and liens 75,957,137
Cash on hand and on deposit 64,944
Short-term investments 7,047,928
Other invested assets 39,651
Aggregate write-in for investment income 896,220
- -------------------------------------------------------------------------------------------------
Gross investment income $ 542,739,416
=================================================================================================
Real estate owned - book value less encumbrances $ 270,499,378
=================================================================================================
Mortgage loans - book value:
Residential mortgages $ 6,091,093
Commercial mortgages 1,559,618,812
- -------------------------------------------------------------------------------------------------
Total mortgage loans $ 1,565,709,905
=================================================================================================
Mortgage loans by standing - book value:
Good standing $ 1,382,919,489
Good standing with restructured terms 156,899,171
Interest overdue more than three months, not in foreclosure 5,948,205
Foreclosure in process 19,943,040
Other long-term assets - statement value 30,490,397
Collateral loans -
Bonds and stocks of parents, subsidiaries, and affiliates - book value:
Bonds 18,460,607
Preferred stocks 680,469
Common stocks 197,530,589
=================================================================================================
(Continued)
19
<PAGE> 118
Schedule, Cont.
---------------
GENERAL AMERICAN LIFE INSURANCE COMPANY
Schedule of Selected Financial Data from Annual Statement, Continued
=================================================================================================
- -------------------------------------------------------------------------------------------------
<S> <C>
Bonds and short-term investments by class and maturity:
Bonds by maturity - statement value:
Due within one year less $ 183,932,335
Over 1 year through 5 years 508,146,307
Over 5 years through 10 years 1,164,822,132
Over 10 years through 20 years 878,784,793
Over 20 years 578,773,989
- -------------------------------------------------------------------------------------------------
Total by maturity $ 3,314,459,556
=================================================================================================
Bonds by class - statement value:
Class 1 $ 2,198,017,118
Class 2 941,215,329
Class 3 109,109,537
Class 4 46,090,813
Class 5 14,025,151
Class 6 6,001,608
- -------------------------------------------------------------------------------------------------
Total by class 3,314,459,556
Total bonds publicly traded 2,037,313,947
- -------------------------------------------------------------------------------------------------
Total bonds privately placed $ 1,277,145,609
=================================================================================================
Preferred stocks - statement value $ 8,144,462
Common stocks - market value 543,971,197
Short-term investments - book value 91,292,338
Financial futures contracts open - current price 9,993,750
Cash on deposit (30,946,158)
Life insurance in force:
Ordinary 84,478,314
Group life 40,103,114
Amount of accidental death insurance in force under ordinary policies 832,989
Life insurance policies with disability provisions in force:
Ordinary 11,050,686
Group life 32,342,918
Supplementary contracts in force:
Ordinary - not involving life contingencies 569
Amount on deposit 5,289,697
Income payable 478,535
Ordinary - involving life contingencies 452
Income payable 338,378
Group - not involving life contingencies 341
Amount of deposit 2,375,369
Income payable 1,663,700
Income payable 320,964
=================================================================================================
(Continued)
20
<PAGE> 119
Schedule, Cont.
---------------
GENERAL AMERICAN LIFE INSURANCE COMPANY
Schedule of Selected Financial Data from Annual Statement, Continued
=================================================================================================
- -------------------------------------------------------------------------------------------------
<S> <C>
Annuities:
Ordinary:
Immediate - amount of income payable $ 3,755,765
Deferred - fully paid account balance 467,466
Deferred - not fully paid - account balance 957,022,564
Group:
Immediate - amount of income payable 30,276,774
Deferred - fully paid account balance 1,020,843
Deferred - not fully paid - account balance 1,199,351,776
Accident and health insurance - premiums in force:
Ordinary 32,043,984
Group 280,256,887
Credit -
Deposit funds and dividend accumulations:
Deposit funds - account balance 374,425,136
Dividend accumulations - account balance 80,618,219
Claim payments 1994:
Group accident and health - year ended December 31:
1994 138,935,146
1993 37,393,382
1992 -
Other accident and health:
1994 713,886
1993 2,569,972
1992 5,844,733
Other coverages that use developmental methods to calculate claims reserves:
1994 -
1993 -
1992 -
=================================================================================================
See accompanying notes to financial statements.
</TABLE>
21
<PAGE> 120
PART II
UNDERTAKING TO FILE REPORTS
Subject to the terms and conditions of Section 15(d) of the Securities and
Exchange Act of 1934, the undersigned registrant hereby undertakes to file
with the Securities and Exchange Commission such supplementary and periodic
information, documents, and reports as may be prescribed by any rule or
regulation of the Commission heretofore, or hereafter duly adopted pursuant to
authority conferred in that section.
RULE 484 UNDERTAKING
Section 351.355 of the Missouri General and Business Corporation Law, in
brief, allows a corporation to indemnify any person who is a party or is
threatened to be made a party to any threatened, pending, or completed action,
suit, or proceeding, whether civil, criminal, administrative, or investigative
by reason of the fact that he is or was a director, officer, employee, or
agent of the corporation, against expenses, including attorneys' fees,
judgments, fines, and amounts paid in settlement actually and reasonably
incurred by him in connection with such action if he acted in good faith and
in a manner he reasonably believed to be in or not opposed to the best
interests of the corporation. When any person was or is a party or is
threatened to be made a party in an action or suit by or in the right of the
corporation to procure a judgment in its favor by reason of the Fact that he
is or was a director, officer, employee, or agent of the corporation,
indemnification may be paid unless such person shall have been adjudged to be
liable for negligence or misconduct in the performance of his duty to the
corporation. In the event of such a determination indemnification is allowed
if a court determines that the person is fairly and reasonably entitled to
indemnity. A corporation has the power to give any further indemnity to any
person who is or was a director, officer, employee, or agent, provided for in
the articles of incorporation or as authorized by any by-law which has been
adopted by vote of the shareholders, provided that no such indemnity shall
indemnify any person's conduct which was finally adjudged to have been
knowingly fraudulent, deliberately dishonest, or willful misconduct.
In accordance with Missouri law, General American's Board of Directors, at
its meeting on 19 November 1987, and the policyholders of General American at
the annual meeting held on 26 January 1988, adopted the following resolutions:
"BE IT RESOLVED THAT
1. The company shall indemnify any person who is, or was a director,
officer, or employee of the company, or is or was serving at the request of
the company as a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise, against any and all
expenses
II-1
<PAGE> 121
(including attorneys' fees), judgments, fines, and amounts paid in
settlement, actually and reasonably incurred by him or her in connection with
any civil, criminal, administrative, or investigative action, proceeding, or
claim (including an action by or in the right of the company), by reason of
the fact that he or she was serving in such capacity if he or she acted in
good faith and in a manner he or she reasonably believed to be in or not
opposed to the best interests of the company; provided that such person's
conduct is not finally adjudged to have been knowingly fraudulent,
deliberately dishonest, or willful misconduct.
2. The indemnification provided herein shall not be deemed exclusive of any
other rights to which a director, officer, or employee may be entitled under
any agreement, vote of policyholders or disinterested directors, or
otherwise, both as to action in his or her official capacity and as to action
in another capacity which holding such office, and shall continue as to a
person who has ceased to be a director, officer, or employee and shall inure
to the benefit of the heirs, executors and administrators of such a person."
Insofar as indemnification for liability arising under the Securities Act of
1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person 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.
REPRESENTATIONS PURSUANT TO RULE 6E-3(T)
This filing is made pursuant to Rules 6c-3 and 6e-3(T) under the Investment
Company Act of 1940.
Registrant elects to be governed by Rule 6e-3(T)(b)(13)(i)(A) under the
Investment Company Act of 1940 with respect to the Policies described in the
Prospectuses.
Registrant makes the following representations:
(1) Section 6e-3(T)(b)(13)(iii)(F) has been relied upon.
II-2
<PAGE> 122
(2) The level of the mortality and expense risk charge is within the range of
of industry practice for comparable flexible premium variable life
insurance policies, and is reasonable in relation to the risks assumed
by the Company under the Policies.
(3) Registrant has concluded that there is a reasonable likelihood that the
distribution financing arrangement of the Separate Account will benefit
the Separate Account and Owners and will keep and make available to the
Commission on request a memorandum setting forth the basis for this
representation.
(4) The Separate Account will invest only in management investment companies
which have undertaken to have a board of directors, a majority of whom
are not interested persons of the company, formulate and approve any
plan under Rule 12b-1 to finance distribution expenses.
The methodology used to support the representation made in paragraph (2)
above is based on an analysis of the mortality and expense risk charges
contained in other flexible premium variable life insurance policies.
Registrant undertakes to keep and make available to the Commission on request
the documents used to support the representation in paragraph (2) above.
II-3
<PAGE> 123
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement comprises the following Papers and Documents:
The facing sheet.
VGSP Prospectus, consisting of 95 pages; FRC-VUL Prospectus,
consisting of ---- pages.
The undertaking to file reports required by Section 15 (d), 1934 Act.
The undertaking pursuant to Rule 484.
Representations pursuant to Rule 6e-3(T).
The signatures.
1. The following exhibits (which correspond in number to the numbers under
paragraph A of the instructions for exhibits to Form N-8B-2):
(1) Resolution of the Board of Directors of General
American authorizing establishment of the
Separate Account.<F1>
(2) Not applicable.
(3) (a) Principal Underwriting Agreement. <F1>
(b) Proposed form of Selling Agreement. <F1>
(c) Commission Schedule.<F1>
(4) Not applicable.
(5) (a) Revised form of VGSP Policy<F2>
(b) Form of VGSP Pension Policy and Policy Riders <F1>
(c) Waiver of monthly Deduction Rider<F1>
(d) Form of FRC-VUL Policy.
(e) Form of FRC-VUL Waiver of Monthly Deduction Rider.
(f) Form of FRC-VUL Waiver of Specified Premium Rider.
(g) Form of FRC-VUL Increasing Benefit Rider.
(6) (a) Amended Charter and Articles of Incorporation of General
American.<F2>
(b) Amended By-Laws of General American<F1>
(7) Not applicable.
II-4
<PAGE> 124
(8) (a) Form of Agreement to Purchase Shares of
General American Capital Company<F2>
(b) Form of Participation Agreement with Variable
Insurance Products Fund<F2>
(c) Form of Participation Agreement with Russell Insurance
Funds, Inc.
(9) Not applicable.
(10) (a) Form of Application for Standard VGSP Policy.<F2>
(b) Form of Application for Standard FRC-VUL Policy
(c) Form of Application for FRC-VUL Policy--Guaranteed
Issue
(d) Form of Master Application for FRC-VUL Policy
2. Revised Memorandum describing General American's issuance,
transfer, and redemption procedures for the Policies and
General American's procedure for conversion to a fixed benefit
policy.<F2>
3. The following exhibits are numbered to correspond to the numbers in the
instructions as to exhibits for Form S-6.
(1) See above.
(2) See Exhibit 1(5).
(3) (a) Opinion of Robert J. Banstetter, General Counsel
of General American as to VGSP Policy.<F1>
(b) Opinion of Matthew P. McCauley, Associate General
Counsel of General American as to FRC-VUL Policy.
(4) No financial statements are omitted from the VGSP
Prospectus pursuant to prospectus instructions 1(b) or (c).
(5) Not applicable.
4. (a) Opinion and Consent of Alan J. Hobbs, F.S.A., as to
VGSP Policy and Prospectus.<F3>
(b) Opinion and Consent of Shashikant Bhave, F.S.A.,
M.A.A.A., as to FRC-VUL Policy and Prospectus.
5. The consent of KPMG Peat Marwick LLP, Independent Certified Public
Accountants.
II-5
<PAGE> 125
6. Power of Attorney for John C.Danforth.<F4>
[FN]
- -----------------------
<F1> Incorporated by reference to the initial Registration Statement and
File No. 33-48550.
<F2> Incorporated by reference to Pre-Effective Amendment
No. 1 to the Registration Statement, File No. 33-48550.
<F3> Incorporated by reference to Post-Effective Amendment No. 3 to the
Registration Statement, File No. 33-48550.
<F4> Filed with Post-Effective Amendment 9 to File No. 33-10146.
II-6
<PAGE> 126
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, General American
Life Insurance Company and General American Separate Account Eleven certify
that they meet all of the requirements for effectiveness of this amended
Registration Statement pursuant to Rule 485(a) under the Securities Act of
1933 and have duly caused this Registration Statement to be signed on their
behalf by the undersigned thereunto duly authorized, and the seal of General
American Life Insurance Company to be hereunto affixed and attested, all in
the City of St. Louis, State of Missouri, on the 21st day of July, 1995.
GENERAL AMERICAN SEPARATE ACCOUNT
ELEVEN (Registrant)
(Seal) BY: GENERAL AMERICAN LIFE
INSURANCE COMPANY (for Registrant
and as Depositor)
/s/ Robert J. Banstetter, Sr. /s/ Richard A. Liddy
Attest: ----------------------------- By: ----------------------------
Robert J. Banstetter, Sr. Richard A. Liddy
Secretary President
General American Life
Insurance Company
Pursuant to the requirements of the Securities Act of 1933, this amended
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
- --------- ----- ----
<S> <C> <C>
/s/ Richard A. Liddy
- ------------------------- President 7/21/95
Richard A. Liddy (Principal Executive
Officer)
/s/ Leonard M. Rubenstein
- ------------------------- Executive Vice 7/21/95
Leonard M. Rubenstein President-Investments
(Principal Financial
Officer)
/s/ John W. Barber
- ------------------------- Vice President and 7/21/95
John W. Barber Controller
(Principal Accounting
Officer)
- ------------------------- Director -------------------
August A. Busch, III<F*>
</TABLE>
II-7
<PAGE> 127
<TABLE>
<CAPTION>
Signature Title Date
- --------- ----- ----
<S> <C> <C>
- ------------------------- Director -------------------
William E. Cornelius<F*>
- ------------------------- Director -------------------
John C. Danforth<F**>
- ------------------------- Director -------------------
Bernard A. Edison<F*>
- ------------------------- Director -------------------
Donald E. Lasater<F*>
/s/ Richard A. Liddy
- ------------------------- Director 7/21/95
Richard A. Liddy
- ------------------------- Director -------------------
William E. Maritz<F*>
- ------------------------- Director -------------------
Craig D. Schnuck<F*>
- ------------------------- Director -------------------
William P. Stiritz<F*>
- ------------------------- Director -------------------
Andrew C. Taylor<F*>
- ------------------------- Director -------------------
H. Edwin Trusheim<F*>
- ------------------------- Director -------------------
Robert L. Virgil, Jr.<F*>
- ------------------------- Director -------------------
Virginia V. Weldon<F*>
- ------------------------- Director -------------------
Ted C. Wetterau<F*>
/s/ Matthew P. McCauley
By -----------------------------
Matthew P. McCauley
<FN>
<F*> Original powers of attorney authorizing Matthew P. McCauley,
and Leonard M. Rubenstein, and each of them singly, to sign this
Registration Statement and Amendments thereto on behalf of the
Board of Directors of General American Life Insurance Company
are on file with the Securities and Exchange Commission.
<F**> An original power of attorney authorizing Matthew P. McCauley, Juanita M.
Thomas, and Leonard M. Rubenstein, and each of them singly to sign this
Registration Statement and Amendments thereto on behalf of John C. Danforth is
being filed with the Securities and Exchange Commission with the 1995
Post-Effective Amendment to file no. 33-10146.
</TABLE>
II-8
<PAGE> 128
<TABLE>
INDEX TO EXHIBITS
<CAPTION>
Source
Exhibit or Page
Number Description Number
- ------- ----------- -------
<C> <S>
1. (5) (d) Form of FRC-VUL Policy
(5) (e) Form of FRC-VUL Waiver of Monthly
Deduction Rider
(5) (f) Form of FRC-VUL Waiver of Specified
Premium Rider
(5) (g) Form of FRC-VUL Increasing Benefit
Rider
(8) (c) Form of Participation Agreement with
Russell Insurance Funds, Inc.
(10) (b) Form of Application for Standard
FRC-VUL Policy
(10) (c) Form of Application for FRC-VUL
Policy--Guaranteed Issue
(10) (d) Form of Master Application for
FRC-VUL Policy
3. (3) (b) Opinion of Matthew P. McCauley,
Associate General Counsel of General
American as to FRC-VUL Policy
4. (b) Opinion and Consent of Shashikant Bhave,
F.S.A., M.A.A.A., as to FRC-VUL Policy
and Prospectus
5. Consent of KPMG Peat Marwick, LLP, Independent
Certified Public Accountants
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-S&P 500 INDEX
<NUMBER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 4,007,407
<INVESTMENTS-AT-VALUE> 4,598,959
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 4,598,959
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 2,677
<TOTAL-LIABILITIES> 2,677
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 222,793
<SHARES-COMMON-PRIOR> 199,737
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 4,596,282
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (13,630)
<NET-INVESTMENT-INCOME> (13,630)
<REALIZED-GAINS-CURRENT> 24,478
<APPREC-INCREASE-CURRENT> 601,620
<NET-CHANGE-FROM-OPS> 612,468
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1,074,091
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-MONEY MARKET
<NUMBER> 2
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 2,446,591
<INVESTMENTS-AT-VALUE> 2,479,441
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2,479,441
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 7,454
<TOTAL-LIABILITIES> 7,454
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 156,860
<SHARES-COMMON-PRIOR> 119,919
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 2,471,987
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (7,855)
<NET-INVESTMENT-INCOME> (7,855)
<REALIZED-GAINS-CURRENT> (5,821)
<APPREC-INCREASE-CURRENT> 64,039
<NET-CHANGE-FROM-OPS> 50,363
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 593,065
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-BOND INDEX
<NUMBER> 3
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 2,723,883
<INVESTMENTS-AT-VALUE> 2,676,607
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2,676,607
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1,062
<TOTAL-LIABILITIES> 1,062
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 139,717
<SHARES-COMMON-PRIOR> 135,973
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 2,675,545
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (8,762)
<NET-INVESTMENT-INCOME> (8,762)
<REALIZED-GAINS-CURRENT> (8,541)
<APPREC-INCREASE-CURRENT> 266,230
<NET-CHANGE-FROM-OPS> 248,927
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 324,400
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-MANAGED EQUITY
<NUMBER> 4
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 221,725
<INVESTMENTS-AT-VALUE> 2,168,350
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2,168,350
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 7,546
<TOTAL-LIABILITIES> 7,546
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 116,926
<SHARES-COMMON-PRIOR> 117,082
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 2,160,804
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (7,000)
<NET-INVESTMENT-INCOME> (7,000)
<REALIZED-GAINS-CURRENT> (18,634)
<APPREC-INCREASE-CURRENT> 354,741
<NET-CHANGE-FROM-OPS> 329,107
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 324,728
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-ASSET ALLOCATION
<NUMBER> 5
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 6,264,403
<INVESTMENTS-AT-VALUE> 6,362,434
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 6,362,434
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 44,053
<TOTAL-LIABILITIES> 44,053
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 305,390
<SHARES-COMMON-PRIOR> 286,234
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 6,318,381
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (19,885)
<NET-INVESTMENT-INCOME> (19,885)
<REALIZED-GAINS-CURRENT> (10,676)
<APPREC-INCREASE-CURRENT> 863,454
<NET-CHANGE-FROM-OPS> 832,893
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1,169,851
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-INTERNATIONAL EQUITY
<NUMBER> 6
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 4,395,683
<INVESTMENTS-AT-VALUE> 4,761,841
<RECEIVABLES> 16,736
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 4,778,577
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 328,991
<SHARES-COMMON-PRIOR> 304,199
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 4,778,577
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (15,210)
<NET-INVESTMENT-INCOME> (15,210)
<REALIZED-GAINS-CURRENT> 9,409
<APPREC-INCREASE-CURRENT> 167,851
<NET-CHANGE-FROM-OPS> 162,050
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 539,164
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-SPECIAL EQUITY
<NUMBER> 7
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 3,364,100
<INVESTMENTS-AT-VALUE> 3,632,984
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3,632,984
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 20,286
<TOTAL-LIABILITIES> 20,286
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 298,380
<SHARES-COMMON-PRIOR> 288,923
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 3,612,698
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (12,394)
<NET-INVESTMENT-INCOME> (12,394)
<REALIZED-GAINS-CURRENT> 46,950
<APPREC-INCREASE-CURRENT> 193,334
<NET-CHANGE-FROM-OPS> 227,890
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 334,664
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-EQUITY-INCOME
<NUMBER> 8
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 3,323,865
<INVESTMENTS-AT-VALUE> 3,615,903
<RECEIVABLES> 78,211
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3,694,114
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 215,875
<SHARES-COMMON-PRIOR> 145,375
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 3,694,114
<DIVIDEND-INCOME> 144,266
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (9,729)
<NET-INVESTMENT-INCOME> 134,537
<REALIZED-GAINS-CURRENT> 3
<APPREC-INCREASE-CURRENT> 274,553
<NET-CHANGE-FROM-OPS> 409,093
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1,389,731
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-GROWTH
<NUMBER> 9
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 4,817,783
<INVESTMENTS-AT-VALUE> 5,445,486
<RECEIVABLES> 15,933
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 5,461,419
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 221,993
<SHARES-COMMON-PRIOR> 169,062
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 5,461,419
<DIVIDEND-INCOME> 21,772
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (14,938)
<NET-INVESTMENT-INCOME> 6,834
<REALIZED-GAINS-CURRENT> 3,068
<APPREC-INCREASE-CURRENT> 576,164
<NET-CHANGE-FROM-OPS> 586,066
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1,718,533
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-OVERSEAS
<NUMBER> 10
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 2,797,940
<INVESTMENTS-AT-VALUE> 2,842,285
<RECEIVABLES> 3,408
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2,845,693
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 176,979
<SHARES-COMMON-PRIOR> 131,745
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 2,845,693
<DIVIDEND-INCOME> 17,414
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (8,084)
<NET-INVESTMENT-INCOME> 9,330
<REALIZED-GAINS-CURRENT> 968
<APPREC-INCREASE-CURRENT> 80,390
<NET-CHANGE-FROM-OPS> 90,688
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 726,970
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NAME> SEP. ACCT. 11-HIGH INCOME
<NUMBER> 11
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-START> JAN-01-1995
<PERIOD-TYPE> 5-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 3,000
<INVESTMENTS-AT-VALUE> 3,014
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3,014
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1
<TOTAL-LIABILITIES> 1
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 270
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 3,013
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> (1)
<NET-INVESTMENT-INCOME> (1)
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 14
<NET-CHANGE-FROM-OPS> 13
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 3,013
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<PAGE> 1
Exhibit 1. (5) (d)
------------------
Form of FRC-VUL Policy
<PAGE> 2
GENERAL POLICY NUMBER:
AMERICAN 16,000,001
A MUTUAL LIFE
INSURANCE COMPANY
13045 TESSON FERRY RD. INSURED:
ST. LOUIS, MISSOURI 63128 John Doe
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE TO AGE 100
Flexible Premiums are payable during the lifetime of
the insured to the maturity date. The death benefit is payable
at the death of the insured prior to the maturity date and while
the policy is in force. Cash surrender value, if any, is
payable on the maturity date. Participating annual dividends
may be paid.
THE AMOUNT OF THE DEATH BENEFIT OR THE DURATION OF THE
DEATH BENEFIT MAY INCREASE OR DECREASE UNDER THE CONDITIONS
DESCRIBED ON PAGES 4.01 AND 4.02.
THE POLICY'S CASH VALUE IN EACH INVESTMENT DIVISION OF THE
SEPARATE ACCOUNT IS BASED ON THE INVESTMENT EXPERIENCE OF THAT
INVESTMENT DIVISION AND MAY INCREASE OR DECREASE DAILY. IT IS
NOT GUARANTEED AS TO DOLLAR AMOUNT. SEE THE SEPARATE ACCOUNT PROVISION.
THE POLICY'S CASH VALUE IN THE GENERAL ACCOUNT WILL BE CREDITED
WITH INTEREST AT A MINIMUM GUARANTEED RATE AS SHOWN ON THE
POLICY SPECIFICATIONS PAGE. WE MAY CREDIT ADDITIONAL INTEREST
IN EXCESS OF THE GUARANTEED RATE. SEE THE GENERAL ACCOUNT CASH
VALUE PROVISION.
RIGHT TO EXAMINE POLICY
Please read this policy. You may return this
policy to us or to the agent through whom it was purchased
within 20 days from the date you receive it or within 45 days
after the application is signed, whichever period ends later.
If you return it within this period, the policy will be void from
the beginning. We will refund any premium paid.
This policy is a legal contract between the policyowner and
General American. PLEASE READ YOUR CONTRACT CAREFULLY. This
cover sheet provides only a brief outline of some of the
important features of your policy. This cover sheet is not the
complete insurance contract and only the actual policy provisions
will control. The policy itself sets forth, in detail, the
rights and obligations of both you and your insurance
company. IT IS, THEREFORE, IMPORTANT THAT YOU READ YOUR POLICY.
Signed for the company at its Home Office, St. Louis, Missouri
63128. (1-800-638-9294)
/s/ Robert J. Banstetter /s/ Richard A. Liddy
V.P., GENERAL COUNSEL CHAIRMAN, PRESIDENT
AND SECRETARY AND CEO
100003
(10/95)
0.01
<PAGE> 3
<TABLE>
ALPHABETIC GUIDE TO YOUR CONTRACT
<CAPTION>
Page
<C> <S>
3.07 Addition, Deletion or Substitution
of Investments
4.03 Allocation of Net Premiums
3.04 Assignments
6.08 Basis of Computation
3.02 Beneficiary
6.06 Cash Surrender Value
6.03 Cash Values
4.02 Change in Contract Type
4.02 Change in Face Amount
3.04 Change of Owner or Beneficiary
3.04 Claims of Creditors
3.04 Conformity with Statutes
4.01 Death Benefit
3.01 Definitions
6.01 Dividends
6.01 Dividend Options
6.03 General Account Cash Value
6.03 General Account Interest Rate
4.04 Grace Period
3.05 Incontestability
7.01 Interest on Proceeds
3.01 Issue Age
6.05 Loan Account Cash Value
6.01 Loans
<CAPTION>
Page
<C> <S>
3.01 Maturity Date
3.05 Misstatement of Age or Sex and
Corrections
6.05 Monthly Cost of Insurance
6.06 Monthly Deduction
6.05 Monthly Policy Charge
6.04 Net Investment Factor
4.03 Net Premium
3.02 Owner
6.06 Partial Withdrawals
7.01 Payment of Policy Benefits
4.03 Payment of Premiums
4.02 Policy Changes
4.01 Policy Proceeds
6.08 Postponement of Payments
4.04 Reinstatement
3.04 Requests For Changes
and/or Information
6.04 Separate Account Cash Value
3.06 Separate Account Provisions
3.04 Statements in Application
3.05 Suicide Exclusion
6.06 Surrender
3.06 Transfers
</TABLE>
Additional Benefit Riders, Modifications and Amendments,
if any, and a Copy of the Application are found following
the final section.
NOTICE OF ANNUAL MEETING
Our annual meeting for the election of directors and the
transaction of other business is held each year at our
Home Office in St. Louis, Missouri. The meeting is at
9:00 a.m. on the fourth Tuesday in January. We are a
mutual company owned by our policyowners. Each
policyowner is entitled to vote at such elections and to
participate in such meetings.
100003
(10/95)
0.02
<PAGE> 4
POLICY SPECIFICATIONS
<TABLE>
GENERAL POLICY SPECIFICATIONS
<S> <C>
INSURED [JOHN DOE]
POLICY NUMBER [16,000,001]
ISSUE DATE [OCTOBER 1, 1995]
MATURITY DATE<F*> [OCTOBER 1, 2060]
FACE AMOUNT [$100,000]
CONTRACT TYPE [OPTION C]
INSURED AGE [35]
SEX [MALE]
SURRENDER CHARGE FACTOR [4%]
GENERAL ACCOUNT MAXIMUM
ALLOCATION PERCENT [100%]
RISK CLASSIFICATION [STANDARD SMOKER]
INITIAL ANNUAL
MINIMUM PREMIUM [$291.00]
PLANNED ANNUAL
PREMIUM [$466.00]
GENERAL ACCOUNT MAXIMUM
WITHDRAWAL PERCENTAGE LIMIT [25%]
MORTALITY AND EXPENSE RISK
PERCENTAGE [0.70%]
DAILY EXPENSE PERCENTAGE [.0019111%]
</TABLE>
FORM BENEFITS - AS SPECIFIED IN POLICY
NUMBERS AND IN ANY RIDER
POLICY PLAN: FLEXIBLE PREMIUM VARIABLE
LIFE INSURANCE TO AGE 100
100003
11162
11163
11164
11165
103000
10495
10692
00768
11162
1.01
<PAGE> 5
<TABLE>
2. POLICY SPECIFICATIONS
<S> <C>
MINIMUM FACE AMOUNT [$50,000]
MINIMUM FACE AMOUNT DECREASE [$5,000]
MINIMUM FACE AMOUNT INCREASE [$25,000]
MINIMUM PREMIUM PAYMENT [$10.00]
PERCENT OF PREMIUM CHARGE
YEARS 1-10 [7.50%]
PERCENT OF PREMIUM CHARGE-YEARS 11+ [4.75%]
MAXIMUM PERCENT OF PREMIUM CHARGE [7.50%]
MONTHLY POLICY CHARGE [$4.00]
GENERAL ACCOUNT
MAXIMUM NUMBER OF PARTIAL
WITHDRAWALS/TRANSFERS [4]
GENERAL ACCOUNT
FLAT WITHDRAWAL AMOUNT [$5,000]
MAXIMUM FEE FOR PROJECTION OF BENEFITS
AND VALUES [$25.00]
GUARANTEED INTEREST RATE ON
PROCEEDS [4.0%]
7702 TABLE [1980 CSO MORTALITY TABLE A,
AGE NEAREST BIRTHDAY]
MINIMUM CASH VALUE
MORTALITY TABLE [1980 CSO MORTALITY TABLE A,
AGE NEAREST BIRTHDAY]
MONTHLY COST OF
INSURANCE FACTOR [1.0032737]
GENERAL ACCOUNT CASH VALUE
GUARANTEED INTEREST RATE [4.0%]
<FN>
<F*>IF THE INITIAL PREMIUM PAID AND SUBSEQUENT PREMIUMS PROVE TO BE TOO LOW,
COVERAGE PROVIDED BY THIS POLICY MAY CEASE PRIOR TO THE MATURITY DATE.
</TABLE>
YOUR POLICY ALLOWS US TO ESTABLISH A NEW LOAN INTEREST RATE ONCE EACH YEAR,
SUBJECT TO A LEGAL MAXIMUM. PLEASE REFER TO THE INDEXED LOAN INTEREST
PROVISION ON PAGE 6.01.
11162
1.02
<PAGE> 6
SURRENDER CHARGE SCHEDULE
INSURED JOHN DOE POLICY NUMBER 16,000,001
AMOUNT OF INSURANCE $100,000 COVERAGE FPVL-100
EFFECTIVE DATE October 1, 1995
MATURITY DATE October 1, 2060
<TABLE>
<CAPTION>
POLICY MONTH SURRENDER CHARGE POLICY MONTH SURRENDER CHARGE
<C> <C> <C> <C>
1-61 100.00% 92 48.33%
62 98.33% 93 46.66%
63 96.66% 94 45.00%
64 95.00% 95 43.33%
65 93.33% 96 41.66%
66 91.66% 97 40.00%
67 90.33% 98 38.33%
68 88.33% 99 36.66%
69 86.66% 100 35.00%
70 85.00% 101 33.33%
71 83.33% 102 31.66%
72 81.66% 103 30.00%
73 80.00% 104 28.33%
74 78.33% 105 26.66%
75 76.66% 106 25.00%
76 75.00% 107 23.33%
77 73.33% 108 21.66%
78 71.66% 109 20.00%
79 70.00% 110 18.33%
80 68.33% 111 16.66%
81 66.66% 112 15.00%
82 65.00% 113 13.33%
83 63.33% 114 11.66%
84 61.66% 115 10.00%
85 60.00% 116 8.33%
86 58.33% 117 6.66%
87 56.66% 118 5.00%
88 55.00% 119 3.33%
89 53.33% 120 1.66%
90 51.66% 121 0.00%
91 50.00%
</TABLE>
If this amount of insurance is fully surrendered during the 120 months
following the effective date, the surrender charge is the appropriate percent
listed above times the surrender charge amount as defined in Section 9, Cash
Values. If a partial withdrawal of cash value occurs within 120 months of
issue, the amount of the surrender charge will be the previously defined
surrender charge times the percentage of the cash value withdrawn.
Immediately after a withdrawal, the policy's remaining surrender charge will
equal the amount of the surrender charge immediately before the withdrawal
less the amount deducted in connection with the withdrawal.
11163
<PAGE> 7
TABLE OF GUARANTEED MONTHLY COST OF INSURANCE RATES
RATES ARE PER $1,000
COVERAGE: FPVL-100 INSURED: JOHN DOE
MATURITY DATE: October 1, 2060 POLICY NUMBER: 16,.000,001
ISSUE DATE: October 1, 1995
<TABLE>
<CAPTION>
ATTAINED RATE ATTAINED RATE ATTAINED RATE
AGE AGE AGE
<C> <C> <C> <C> <C> <C>
35 0.17000 57 1.04083 79 7.58750
36 0.18666 58 1.13250 80 8.23666
37 0.20000 59 1.23083 81 8.95666
38 0.21499 60 1.34000 82 9.77083
39 0.23250 61 1.46166 83 10.68833
40 0.25166 62 1.59916 84 11.68750
41 0.27416 63 1.75500 85 12.74583
42 0.29666 64 1.92833 86 13.84083
43 0.32250 65 2.11833 87 14.96249
44 0.34916 66 2.32083 88 16.10583
45 0.37916 67 2.53666 89 17.27416
46 0.41000 68 2.76583 90 18.48083
47 0.44333 69 3.01416 91 19.74833
48 0.47833 70 3.29250 92 21.12083
49 0.51750 71 3.60833 93 22.67583
50 0.55916 72 3.97083 94 24.65833
51 0.60833 73 4.38666 95 27.49666
52 0.66333 74 4.84916 96 32.04583
53 0.72583 75 5.34916 97 40.01666
54 0.79666 76 5.87750 98 54.83166
55 0.87250 77 6.42666 99 83.33333
56 0.95499 78 6.99166
</TABLE>
These rates are for the base policy at issue. They are based on the 1980
Commissioners Standard Ordinary Mortality Table A.
11164
<PAGE> 8
DEATH BENEFIT OPTION C ATTAINED AGE FACTORS
COVERAGE FPVL-100 INSURED: JOHN DOE
MATURITY DATE: October 1, 2060 POLICY NUMBER: 16,000,001
ISSUE DATE May 1, 1995
<TABLE>
<CAPTION>
ATTAINED FACTOR ATTAINED FACTOR ATTAINED FACTOR
AGE AGE AGE
<C> <C> <C> <C> <C> <C>
35 4.00614 57 2.04765 79 1.29166
36 3.87518 58 1.99407 80 1.27403
37 3.74963 59 1.94267 81 1.25724
38 3.62870 60 1.89335 82 1.24132
39 3.51230 61 1.84606 83 1.22632
40 3.40038 62 1.80077 84 1.21233
41 3.29279 63 1.75748 85 1.19934
42 3.18951 64 1.71619 86 1.18728
43 3.09023 65 1.67686 87 1.17599
44 2.99490 66 1.63943 88 1.16532
45 2.90326 67 1.60375 89 1.15507
46 2.81524 68 1.56971 90 1.14503
47 2.73062 69 1.53715 91 1.13497
48 2.64924 70 1.50600 92 1.12464
49 2.57092 71 1.47627 93 1.11375
50 2.49562 72 1.44799 94 1.10200
51 2.42318 73 1.42122 95 1.08917
52 2.35364 74 1.39605 96 1.07519
53 2.28695 75 1.37246 97 1.06014
54 2.22308 76 1.35038 98 1.04417
55 2.16200 77 1.32968 99 1.02649
56 2.10356 78 1.31016
</TABLE>
11165
<PAGE> 9
1. DEFINITIONS IN THIS POLICY
WE, US AND OUR General American Life Insurance Company.
YOU AND YOUR The owner of this policy. The owner may be
someone other than the insured.
In the application the words "You" and "Your" refer to the
proposed insured person(s).
INSURED The person whose life is insured under this policy. See the
policy specifications page.
ISSUE AGE The insured's age at his or her nearest birthday as of the
issue date.
ATTAINED AGE The issue age plus the number of completed policy years.
ISSUE DATE The effective date of the coverage under this policy which is
the Issue Date shown on the Policy Specifications page. It is
also the date from which policy anniversaries, policy years,
and policy months are measured.
INVESTMENT The date the first premium is applied to the General Account
START DATE and/or the Divisions of Separate Account Eleven. This date
will be the later of:
- The issue date of the policy; or
- The date we receive the first premium at our home office.
MATURITY DATE The policy anniversary on which the insured attains age 100.
If the insured is living and the policy is in force on this
date, the cash surrender value plus any dividends due are
payable to you. It is possible that insurance coverage may
not continue to the maturity date even if planned premiums
are paid in a timely manner.
MONTHLY The same date in each succeeding month as the issue date
ANNIVERSARY except that whenever the monthly anniversary falls on a date
other than a valuation date, the monthly anniversary will be
deemed the next valuation date. If any monthly anniversary
would be the 29th, 30th, or 31st day of a month that does not
have that number of days, then the monthly anniversary will
be the last day of that month.
GENERAL ACCOUNT The assets held by us, excluding any loans, other than those
allocated to the Divisions of Separate Account Eleven or any
other separate account.
SEPARATE ACCOUNT Separate Account Eleven, a separate investment account
created by us to receive and invest net premiums received for
this policy or other policies.
LOAN ACCOUNT The account to which we will transfer from the General
Account and the Divisions of Separate Account Eleven the
amount of any policy loan.
LOAN SUBACCOUNT A Loan SubAccount exists for the General Account and each
Division of Separate Account Eleven. Any cash value
transferred to the Loan Account will be allocated to the
appropriate Loan SubAccount to reflect the origin of the cash
value. At any point in time, the Loan Account will equal the
sum of all the Loan SubAccounts.
VALUATION DATE Each day that the New York Stock Exchange is open for trading
and we are open for business.
SEC The United States Securities and Exchange Commission or any
successor agency.
103000
(10/95)
3.01
<PAGE> 10
2. PERSONS WITH AN INTEREST IN THE POLICY
OWNER Unless someone else is shown as owner in the application or
in any supplemental agreement attached to this policy, the
insured will be the owner of this policy. If there is more
than one owner at a given time, all must exercise the right
of ownership. Ownership may be changed in accordance with
the Change of Owner or Beneficiary provision.
You, as owner, are entitled to exercise all ownership rights
provided by this policy while it is in force. Any person
whose rights of ownership depend upon some future event will
not possess any present rights of ownership. If you should
die, and you are not the insured, your interest will go to
your estate unless otherwise provided.
1. OWNER'S RIGHTS. Unless otherwise provided, the
policy will be jointly owned by all owners named in a
class, or by the survivors of that class.
2. TRUSTEE OWNER. We may act in reliance upon the
written request of any trustee and we are not
responsible for proper administration of the trust.
3. FINAL OWNER. Unless otherwise provided, the final
owner will be the estate of the last owner to die.
BENEFICIARY The person named in the application or by later designation
to receive the proceeds in the event of the Insured's death.
You may change the beneficiary in accordance with the Change
of Owner or Beneficiary provision. Unless otherwise stated,
the beneficiary has no rights in this policy before the death
of the insured. If there is more than one beneficiary at the
death of the insured, each will receive equal payments unless
otherwise provided.
Unless you provide otherwise, if a beneficiary dies prior to
the insured's death, that beneficiary's share will be paid to
the living beneficiaries of that class. The deceased
beneficiary's share will be paid in the same proportion as
the living beneficiaries' shares. If there are no
beneficiaries living when the insured dies, or at the end of
any Common Disaster period, the proceeds (commuted if
required) will be payable to you, if you are living, or to
your estate.
Any payment we make will terminate our liability with respect
to such payment. If the insured designates specific amounts
to be paid to specific beneficiaries and the total of those
amounts is other than the amount of proceeds payable, the
proceeds payable will be adjusted and paid in the same
proportion as the specific amounts were to be paid.
1. "CHILDREN LEGALLY ADOPTED" means those adopted through
recognized statutory proceedings.
2. A CORPORATION includes its successors or assigns.
Any term used in the MASCULINE, FEMININE, SINGULAR OR
PLURAL, will include or be the opposite gender or number
where necessary.
If any beneficiary designation in the application includes
any of the following provisions, the terms of that provision
shown below will apply:
1. PER STIRPES. The share of a deceased beneficiary will
be paid to that beneficiary's surviving children,
equally.
2. COMMON DISASTER. We will not make payment until the
stated number of days after the insured's death. If
any beneficiary dies during this period, or if the
order of death of any beneficiary and the insured
cannot be determined, we will pay as though such
beneficiary died first.
3. TRUST FOR MINOR BENEFICIARY. The original or successor
trustee for a minor beneficiary will serve without bond
and exercise all rights and receive all proceeds for
the minor beneficiary. Such proceeds will be held in a
separate trust and used at the trustee's discretion for
such minor's education, support, care and general
welfare. The trust will terminate at the legal age of
majority or prior death of the minor beneficiary. Any
funds then held by the trustee will be paid in one sum
to such beneficiary or the beneficiary's estate. The
trust can be revoked by a change of beneficiary under
the policy. Payment to any trustee will discharge us
to the extent of such payment.
103000
(10/95)
3.02
<PAGE> 11
4. TRUST UNDER WILL. When we receive at our Home Office:
a) Certified copies of the Last Will and Testament of
the named testator; and
b) The order admitting the Will to probate; and if
such Will created a trust capable of receiving
proceeds;
then we will pay the proceeds to the trustee.
If, before we receive these documents, satisfactory
proof is furnished that:
a) the testator died intestate; or
b) the Will created no trust capable of receiving
proceeds; or
c) the testator was not the insured, but survived the
insured;
then we will pay the proceeds to you, unless otherwise
provided.
If we pay under any of these conditions, we will be
discharged to the extent of such payment. We are not
required to check into the validity, general terms or
proper administration of the trust. Such trustee
designation will not affect your rights under the
policy, including the right to change the beneficiary.
5. TRUST UNDER SEPARATE WRITTEN AGREEMENT. When we receive
at our Home Office a written statement from the trustee
named in the beneficiary designation that:
a) the trust agreement is in force; and
b) the agreement permits the trustee to receive the
proceeds;
then we will pay the proceeds to the trustee.
If, before we receive the trustee's statement,
satisfactory proof is furnished that:
a) the trust agreement is not in effect; or
b) the agreement does not permit the trustee to
receive the proceeds;
then we will pay the proceeds to you, unless otherwise
provided.
If we pay under any of these conditions, we will be
discharged to the extent of such payment. We are
entitled to rely on any statements or documents
furnished to us by the trustee and are not required to
check into the validity, general terms or proper
administration of the trust agreement. Such trustee
designation will not affect your rights under the
policy, including the right to change the beneficiary.
6. IRREVOCABLE BENEFICIARY. You cannot change an
irrevocable beneficiary without the written consent of
such beneficiary. Also, you cannot exercise any other
ownership rights without the consent of such
beneficiary, if the exercise of such rights will have
the effect of diminishing the rights and interest of
the irrevocable beneficiary.
7. CREDITOR BENEFICIARY. Proceeds payable to any creditor
beneficiary are limited to its provable interest. The
balance of any proceeds will be paid to any other named
beneficiary. If there is no other beneficiary living,
we will pay the proceeds to you, unless otherwise
provided. You cannot change a creditor beneficiary
without the written consent of the creditor or release
of its interest. Also, you cannot exercise any other
ownership rights without the consent of such
beneficiary, if the exercise of such rights will have
the effect of diminishing the rights and interest of
the creditor beneficiary.
8. BUSINESS BENEFICIARY. If any designation indicates the
existence of a business relationship between the
insured and the beneficiary, such designation may not
be changed without the consent of the business
beneficiary. Also, you cannot exercise any other
ownership rights without the written consent of such
beneficiary, if the exercise of such rights will have
the effect of diminishing the rights and interest of
the business beneficiary.
103000
(10/95)
3.03
<PAGE> 12
CHANGE OF During the lifetime of the Insured you may change the
OWNER OR ownership and beneficiary designations, subject to any
BENEFICIARY restrictions as stated in the Owner or Beneficiary
provisions. You must make the change in written form
satisfactory to us. If acceptable to us the change will take
effect as of the time you signed the request, whether or not
the insured is living when we receive your request at our
home office. The change will be subject to any assignment of
this policy or other legal restrictions. It will also be
subject to any payment we made or action we took before we
received your written notice of the change. We have the
right to require the policy for endorsement before we accept
the change.
If you are also the beneficiary of the policy at the time of
the insured's death, you may designate some other person to
receive the proceeds of the policy within 60 days after the
insured's death.
ASSIGNMENTS We will not be bound by an assignment of the policy or of any
interest in it unless:
1. The assignment is made as a written instrument,
2. You file the original instrument or a certified copy
with us at our home office, and
3. We send you an acknowledged copy.
We are not responsible for determining the validity of any
assignment.
If a claim is based on an assignment, we may require proof of
interest of the claimant. A valid assignment will take
precedence over any claim of a beneficiary.
REQUESTS FOR Submit all requests for change and/or information in writing
CHANGES AND/OR to our home office - General American Life Insurance Company,
INFORMATION P.O. Box 14490, St. Louis, MO 63178.
3. GENERAL PROVISIONS
THE CONTRACT We have issued this policy in consideration of the
application and payment of premiums. The policy, the
application for it, any riders and any application for an
increase in face amount constitute the entire contract and
are attached to and made a part of the policy when the
insurance applied for is accepted. A copy of any application
for reinstatement will be sent to you for attachment to this
policy and will become part of the contract of reinstatement
and of this policy. The policy may be changed by mutual
agreement. Any change must be in writing and approved by our
President, Vice-President or Secretary. Our agents have no
authority to alter or modify any terms, conditions, or
agreements of this policy, or to waive any of its provisions.
CONFORMITY WITH If any provision in this policy is in conflict with the laws
STATUTES of the state which govern this policy, the provision will be
deemed to be amended to conform with such laws. In addition,
we reserve the right to change this policy if we determine
that a change is necessary to cause this policy to comply
with, or give you the benefit of, any federal or state
statute, rule or regulation, including, but not limited to,
requirements for life insurance contracts under the Internal
Revenue Code, or its regulations or published rulings.
STATEMENTS IN All statements made by the insured or on his or her behalf,
APPLICATION or by the applicant, will be deemed representations and not
warranties, except in the case of fraud. Material
misstatements will not be used to void the policy, any rider
or any increase in face amount or deny a claim unless made in
the application for a policy, a rider or an increase in face
amount.
CLAIMS OF To the extent permitted by law, neither the policy nor any
CREDITORS payment under it will be subject to the claim of creditors or
to any legal process.
103000
(10/95)
3.04
<PAGE> 13
RIGHT TO You have the right to request us to cancel an increase in
EXAMINE INCREASE face amount and receive a refund. The request must be made no
IN FACE AMOUNT later than:
- 20 days from the date you received the new policy
specifications page for the increase; or
- 45 days after the date you signed the application for
the increase.
If you do request us to cancel the increase, the monthly
deductions associated with that increase will be restored to
the policy's cash value. This amount will be allocated to
the General Account and the Divisions of Separate Account
Eleven in the same manner as it was deducted.
MISSTATMENT OF If there is a misstatement of age or (in a non-unisex policy)
AGE OR SEX AND sex in the application, the amount of the death benefit will
CORRECTIONS be that which would be purchased by the most recent mortality
charge at the correct age or (in a non-unisex policy) sex.
If we make any payment or policy changes in good faith,
relying on our records, or evidence supplied to us, our duty
will be fully discharged. We reserve the right to correct
any errors in the policy.
CHANGE IN RISK If the insured's issue age is below 20, sixty days prior to
CLASSIFICATION the policy anniversary upon which the insured will attain age
20, we will notify you that a non-smoker risk classification
is available. This notification will include the forms
required to make the requested change. Upon receipt of the
forms requested for a non-smoker risk classification and
proof satisfactory to us, the risk class will be non-smoker.
If no request is received by us or if the insured does not
qualify as a non-smoker, the risk class will be smoker.
INCONTESTABILITY We cannot contest this policy after it has been in force
during the lifetime of the insured for two years from its
issue date. We cannot contest an increase in face amount with
regard to material misstatements made concerning such
increase after it has been in force during the lifetime of
the insured for two years from its effective date. We cannot
contest any reinstatement of this policy, with regard to
material misstatements made concerning such reinstatement,
after it has been in force during the lifetime of the insured
for a period of two years from the date we approve the
reinstatement. This provision will not apply to any rider
which contains its own incontestability clause.
SUICIDE EXCLUSION If the insured dies by suicide, while sane or insane, within
two years from the issue date (or within the maximum period
permitted by law of the state in which this policy was
delivered, if less than two years), the amount payable will
be limited to the amount of premiums paid, less any
outstanding policy loans with interest to the date of death,
and less any partial withdrawals.
If the insured, while sane or insane, commits suicide within
two years after the effective date of any increase in face
amount, the death benefit for that increase will be limited
to the monthly deductions for the increase.
If this policy is issued to a Missouri citizen, this
provision does not apply unless we prove the insured intended
suicide when this policy was applied for. If on the
effective date of any increase in face amount, the owner is a
Missouri citizen, this provision does not apply to that
increase unless the insured intended suicide when the
increase in face amount was applied for.
ANNUAL REPORT Each year a report will be sent to you which shows the
current policy values, premiums paid and deductions made
since the last report, and any outstanding policy loans.
PROJECTION OF You may make a written request to us for a projection of
BENEFITS AND illustrative future cash values and death benefits. This
VALUES projection will be furnished to you for a nominal fee which
will not exceed the Maximum Fee For Projection of Benefits
and Values amount indicated on the Policy Specifications
page.
103000
(10/95)
3.05
<PAGE> 14
4. SEPARATE ACCOUNT PROVISIONS
SEPARATE ACCOUNT The variable benefits under this policy are provided through
investments in Separate Account Eleven. This account is used
for flexible premium variable life insurance policies and, if
permitted by law, may be used for other policies or contracts
as well.
We hold the assets of Separate Account Eleven. These assets
are held separately from the assets held in the General
Account. Income, gains and losses---whether or not
realized---from assets allocated to Separate Account Eleven
will be credited to or charged against the account without
regard to our other income, gains or losses.
The portion of the assets held by Separate Account Eleven
equal to the reserves and other policy liabilities with
respect to Separate Account Eleven will not be charged with
liabilities that arise from any other business we may
conduct. We have the right to transfer to our General
Account any assets of Separate Account Eleven which are in
excess of the reserves and other policy liabilities of
Separate Account Eleven.
Separate Account Eleven is registered with the Securities and
Exchange Commission as a unit investment trust under the
Investment Company Act of 1940. Separate Account Eleven is
also subject to the laws of the State of Missouri, which
regulate the operations of insurance companies incorporated
in Missouri. The investment policy of Separate Account
Eleven will not be changed without the approval of the
Insurance Commissioner of the State of Missouri. The
approval process is on file with the Insurance Commissioner
of the state in which this policy was delivered.
DIVISIONS Separate Account Eleven has several Divisions. Each Division
invests in a corresponding investment portfolio from one or
more registered investment companies.
Income, gains and losses---whether or not realized---from the
assets of each Division of Separate Account Eleven are
credited to or charged against that Division without regard
to income, gains or losses in other Divisions of Separate
Account Eleven or in the General Account.
We will value the assets of each Division of Separate Account
Eleven at the end of each valuation period. A valuation
period is the period between two successive valuation dates.
A valuation date is any day that benefits vary and on which
the New York Stock Exchange and our home office are open for
business or any other day that may be required by any
applicable Securities and Exchange Commission Rules and
Regulations.
TRANSFERS You may transfer amounts as follows:
- Between the General Account and the Divisions of
Separate Account Eleven; or
- Among the Divisions of Separate Account Eleven.
These transfers will be subject to the following conditions:
- We must receive a written request for transfer.
- Transfers from or among the Divisions of Separate
Account Eleven may be made once each policy month and
must be at least $500.00 or the entire amount you have
in a Division, if smaller.
- Transfers or partial withdrawals from the General
Account to the Divisions of Separate Account Eleven may
be made up to the maximum number in any policy year
after the first and must be at least $500.00. The
General Account Maximum Number of Partial Withdrawals/
Transfers is shown on the Policy Specifications page.
The maximum amount of all transfers and partial
withdrawals from the General Account in any policy
year will be the greatest of (1), (2) or (3):
1. The cash surrender value of the General Account at
the beginning of that policy year multiplied by
the withdrawal percentage limit, as shown on the
Policy Specifications page.
2. The previous year's General Account maximum
withdrawal amount.
3. The General Account Flat Withdrawal Amount as
shown on the Policy Specifications page.
103000
(10/95)
3.06
<PAGE> 15
- The General Account Cash Value immediately after the
transfer cannot exceed 1., below, multiplied by 2.,
below:
1. The General Account Cash Value plus the Separate
Account Cash Value.
2. The General Account Maximum Allocation Percent as
shown on the Policy Specifications page.
We may revoke or modify the transfer privilege at any time,
including the minimum amount transferable, the General
Account Maximum Allocation Percent, and the transfer charge,
if any.
ADDITION, DELETION We reserve the right, subject to compliance with applicable
OR SUBSTITUTION law, to make additions to, deletions from, or substitutions
OF INVESTMENTS for the shares of a fund that are held by Separate Account
Eleven or that Separate Account Eleven may purchase. We
reserve the right to eliminate the shares of any of the funds
of this policy and to substitute shares of another fund of a
registered investment company, if the shares or funds are no
longer available for investment or if in our judgement,
further investment in any fund should become inappropriate in
view of the purpose of the policy. We will not substitute
any shares attributable to the owner's interest in a Division
of Separate Account Eleven without notice to the owner and
compliance with the Investment Company Act of 1940. This
will not prevent Separate Account Eleven from purchasing
other securities for other series or classes of policies, or
from permitting conversion between series or classes of
policies or contracts on the basis of requests made by
owners.
We reserve the right to establish additional Divisions of
Separate Account Eleven which would invest in shares of
registered investment companies and to make such Divisions
available to such class or series of policies as we deem
appropriate. We also reserve the right to eliminate or
combine existing Divisions of Separate Account Eleven or to
transfer assets between Divisions.
If we consider it to be in the best interest of persons
having voting rights under the policies, Separate Account
Eleven may be operated as a management company under the
Investment Company Act of 1940; it may be deregistered under
that Act in the event registration is no longer required; it
may be combined with other separate accounts; or its assets
may be transferred to other separate accounts.
103000
(10/95)
3.07
<PAGE> 16
5. POLICY BENEFITS
POLICY PROCEEDS The policy proceeds are:
1. The death benefit under the contract type then in
effect; plus
2. Any dividend due; plus
3. The monthly cost of insurance for the portion of the
policy month from the date of death to the end of the
policy month of death; minus
4. Any loan and loan interest due.
DEATH BENEFIT The death benefit depends upon the contract type in effect on
the date of the insured's death. The contract type in
effect is shown on the policy specifications page.
Option A Contract Type:
The death benefit is the greater of:
1. The face amount; or
2. The applicable percentage of the cash value on the date
of death as described in Section 7702(d) of the
Internal Revenue Code of 1986 or any applicable
successor provision thereto.
Option B Contract Type:
The death benefit is the greater of:
1. The face amount plus the cash value on the date of
death; or
2. The applicable percentage of the cash value on the date
of death as described in Section 7702(d) of the
Internal Revenue Code of 1986 or any applicable
successor provision thereto.
Option C Contract Type:
The death benefit is the greater of:
1. The face amount; or
2. The cash value on the date of death multiplied by the
applicable attained age factor as shown on the policy's
Death Benefit Option C Attained Age Factors page.
Notwithstanding anything in this policy, the death benefit
will in no case be less than the amount necessary to cause
the policy to meet the requirements for the definition of
life insurance under the Internal Revenue Code of 1986 or any
applicable successor provision thereto.
APPLICABLE The percentages as currently described in Section 7702(d) of
PERCENTAGE: the Internal Revenue Code of 1986 are as follows:
<TABLE>
<CAPTION>
In the case of an insured with an The applicable percentage
attained age as of the beginning will decrease by a ratable
of the contract year of: portion for each full year:
More than: But not more than: From: To:
<C> <C> <C> <C>
0 40 250 250
40 45 250 215
45 50 215 185
50 55 185 150
55 60 150 130
60 65 130 120
65 70 120 115
70 75 115 105
75 90 105 105
90 95 105 100
95 100 100 100
</TABLE>
10495
(10/95)
4.01
<PAGE> 17
POLICY CHANGES You may request policy changes at any time unless we
specifically indicate otherwise. We limit the number of
changes to one per policy year and we do not permit changes
in the first policy year. The types of changes allowed are
explained below.
No change will be permitted that would result in this policy
not satisfying the definition of life insurance under the
Internal Revenue Code of 1986 or any applicable successor
provision thereto.
CHANGE IN The face amount may be changed by sending us a written
FACE AMOUNT request.
Any decrease in face amount will be subject to the following
conditions:
1. The decrease will become effective on the monthly
anniversary on or following our receipt of the request.
2. The decrease will reduce the face amount in the
following order:
a. The face amount provided by the most recent
increase;
b. Face amounts provided by the next most recent
increases, successively; and
c. The face amount when the policy was issued.
3. The face amount remaining in force after any requested
decrease may not be less than the minimum face amount
shown on the policy specifications page.
4. Any decrease must be at least the Minimum Face Amount
Decrease as shown on the Policy Specifications page.
Any increase in face amount will be subject to the following
conditions:
1. Proof that the insured is insurable by our standards on
the date of the requested increase must be submitted.
2. Increases may be requested 60 days before or 30 days
after the policy anniversary. The increase will become
effective on that policy anniversary.
3. Any increase must be at least the Minimum Face Amount
Increase as shown on the Policy Specifications page.
4. The insured must have an attained age not greater than
age 80 on the policy anniversary that the increase will
become effective.
We will amend your policy to show the effective date of the
decrease or increase.
CHANGE IN If the contract type in effect is Option A or Option B, you
CONTRACT TYPE may change the contract type by sending us a written request.
The effective date of the change will be the monthly
anniversary on or following the date we receive your request.
On the effective date of this change the death benefit
payable does not change, but the face amount may change.
If the contract type in effect is Option B, you may change
it to Option A. The face amount will be increased to equal
the death benefit on the effective date of change. The
contract type can not be changed from Option B to Option C.
If the contract type in effect is Option A, you may change
it to Option B. Proof that the insured is insurable by our
standards on the date of the change must be submitted. The
face amount will be decreased to equal the death benefit less
the cash value on the effective date of change. This change
may not be made if it would result in a face amount which is
less than the minimum face amount shown on the policy
specifications page. The contract type can not be changed
from Option A to Option C.
If the contract type in effect is Option C, the contract type
can not be changed.
10495
(10/95)
4.02
<PAGE> 18
6. PREMIUMS AND GRACE PERIOD
PAYMENT OF Your first premium is due as of the issue date. While the
PREMIUMS insured is living, premiums after the first must be paid at
our home office. A premium receipt will be furnished upon
request. If this policy is in your possession and you have
not paid the first premium, it is not in force. It will be
considered that you have the policy for inspection only.
Premiums may be paid in any amount and at any interval
subject to the following conditions:
1. At issue, the initial premium payment must be greater
than or equal to the inital annual minimum premium
amount for the policy as shown on the policy
specifications page.
2. Any subsequent premium payment must be at least the
Minimum Premium Payment amount shown on the Policy
Specifications page.
3. Total premiums paid in any policy year for policies
issued with the Option A or B contract type may not
exceed an amount that would cause the policy to fail
the definition of life insurance as defined by Section
7702 of the Internal Revenue Code of 1986, or any
applicable successor provision thereto. The maximum
premium limit for the following policy year will be
shown on your annual report.
On any date that we receive a premium which causes the
Death Benefit to increase by an amount that exceeds
that premium received, we reserve the right to refuse
that premium payment. We may require additional
evidence of insurability before we accept the premium
payment.
NET PREMIUM The net premium is:
1. The premium paid; minus
2. The premium paid multiplied by the percent of premium
charge as shown on the Policy Specifications page.
PERCENT OF A charge will be deducted from each premium submitted. This
PREMIUM CHARGE maximum charge as a percent of the premium is shown on the
policy specifications page. This charge will never exceed
the maximum percent of premium charge shown on the Policy
Specifications page.
ALLOCATION OF You determine the allocation of net premiums among the
NET PREMIUMS General Account and the Divisions of Separate Account Eleven.
For any chosen allocation the minimum percentage that may be
allocated is 5% of the net premium. Percentages must be in
whole numbers. The General Account Cash Value immediately
after payment of the premium cannot exceed 1., below,
multiplied by 2., below:
1. The General Account Cash Value plus the Separate
Account Cash Value.
2. The General Account Maximum Allocation Percent as shown
on the policy specifications page.
We may modify the General Account Maximum Allocation Percent
at any time.
For any premium received during the "right to examine policy"
period, we will initially allocate the net premium to the
Division that invests exclusively in shares of a money market
fund unless prohibited by state law. When this period
expires, cash value in that Division will be transferred to
the General Account and the Divisions of Separate Account
Eleven according to the allocation percentages shown on the
application. For any premium received after the "right to
examine policy" period, the net premium will be allocated
according to the allocation percentages shown on the
application or your most recent allocation instructions
received by us.
10495
(10/95)
4.03
<PAGE> 19
YOUR RIGHT You may change the allocation of future net premiums among
TO CHANGE the General Account and/or the Divisions of Separate Account
ALLOCATION Eleven subject to the conditions outlined in the Allocation
of the Net Premiums Provision. The change in allocation
percentages will take effect immediately upon our receipt of
your written request.
GRACE PERIOD We will allow a grace period of 62 days. The grace period
will start on any monthly anniversary when the cash surrender
value is not large enough to cover the next monthly
deduction. (Monthly deduction is defined in the Cash Values
Section.) At that time, we will send you and any assignee of
record a notice.
If we do not receive a net premium payment large enough to
cover the monthly deduction by the end of the grace period,
your policy will lapse at the end of that 62 day period and
it will then terminate without cash value. If the insured
dies during the grace period, any past due monthly deductions
will be deducted from the death benefit.
REINSTATEMENT You may reinstate your lapsed policy within 5 years after the
date of lapse. This must be done before the insured's
attained age 100. To reinstate, you must submit the
following items:
1. A written request for reinstatement.
2. Proof satisfactory to us that the insured is insurable
by our standards.
3. A net premium payment large enough to cover:
a. The monthly deductions due at the time of lapse;
and
b. Two times the monthly deduction due at the time of
reinstatement.
4. A payment to cover any Loan Interest due and unpaid at
the time of lapse.
Upon receipt of the above payments, we will deduct any
monthly deductions and loan interest due and unpaid at the
time of lapse. The insured must be alive on the date we
approve the request for reinstatement. If the insured is not
alive, such approval is void and of no effect.
The reinstated policy will be in force from the date we
approve the reinstatement application. There will be a full
monthly deduction for the policy month which includes this
date. Any application for reinstatement becomes part of the
contract of reinstatement and of this policy.
Any loan may be paid or reinstated. Any loan reinstated will
cause a cash value of an equal amount to be reinstated.
Any loan repaid at the time of reinstatement will cause an
increase in cash value equal to the amount of the repaid
loan.
The surrender charge at the time of reinstatement will be the
surrender charge in effect at the time of lapse. The cash
value following reinstatement will be increased by the amount
of the surrender charge imposed at the time of lapse.
10495
(10/95)
4.04
<PAGE> 20
7. DIVIDENDS
ANNUAL DIVIDENDS While your policy is in force it may share in our divisible
surplus. Each year we will determine the share of divisible
surplus, if any, accruing to your policy. We will distribute
this surplus as a dividend.
DIVIDEND OPTIONS You may choose one of the following options. If you do not,
we will credit the dividend under Option 2 until such time as
you request in writing a different option. The option you
choose will remain in effect until you change it.
OPTION 1. Cash. Paid in cash.
OPTION 2. Increase Cash Value. Paid to the policy's cash
value on the date of dividend payment. The cash
value will increase by exactly the amount of the
dividend.
The dividend will be allocated to the General
Account and the Divisions of Separate Account
Eleven according to the current allocation of the
net premium.
8. LOANS
After the first policy anniversary, upon written request to
us, you may borrow an amount not in excess of the loan value
of your policy while it is in force. The minimum amount of
your net loan request at any one time must be at least $500.
Your policy will be the sole security for such loan. We have
the right to require your policy for endorsement.
The loan value is the cash value of your policy at the date
of the loan request, reduced by:
1. Any existing loans; and
2. Loan interest to the next loan interest due date; and
3. Every monthly deduction due to the next loan interest
due date; and
4. Any surrender charges.
You may allocate the policy loan among the General Account
and the Divisions of Separate Account Eleven. If you do not
specify the allocation, then the policy loan will be
allocated among the General Account and the Divisions of
Separate Account Eleven in the same proportion that the cash
value in the General Account, and the cash value in each
Division bears to the total cash value of the policy, minus
the cash value in the Loan Account, on the date of the policy
loan.
Cash value equal to the policy loan allocated to the General
Account and each Division of Separate Account Eleven will be
transferred to the Loan Account, reducing the cash value
accordingly. Any cash value transferred to the Loan Account
will be allocated to the appropriate Loan SubAccount.
LOAN INTEREST The accrued loan interest for the year will be due the
DUE DATE earliest of:
1. The next policy anniversary date.
2. The date of termination of the policy.
3. The date the loan is repaid in full.
4. The date the loan plus loan interest accrued exceeds
the cash value less any surrender charges.
10692
(10/95)
6.01
<PAGE> 21
Interest will be payable annually on each policy anniversary.
If you do not pay the interest when it is due on a policy
anniversary, an amount of cash value equal to the loan
interest will also be transferred to the Loan Account. We
will charge the same rate of interest on this amount as on
the policy loan. The amount transferred will be deducted from
the General Account and the Divisions of Separate Account
Eleven in the same proportion that the cash value in the
General Account and the cash value in each Division bears to
the total cash value of the policy minus the cash value in
the Loan Account.
INDEXED LOAN The loan interest is charged daily at a rate we set from time
INTEREST to time. This rate will never be more than the maximum
permitted by law. We will not change this rate more than once
a year. Any change will be effective on your policy
anniversary date.
The rate of interest we set for a policy year may not exceed
a maximum limit which is the higher of:
a. The Published Monthly Average for the calendar month
ending 2 policy months before the beginning of the
policy month in which the policy anniversary falls.
(Example: for a policy with a June anniversary, the
March Published Average.); or
b. The General Account Cash Value Guaranteed Interest Rate
shown on the Policy Specifications page, plus 1%.
The Published Monthly Average means:
a. Moody's Corporate Bond Yield Average-Monthly Average
Corporates, as published by Moody's Investors Service,
Inc. or any successor to that service; or
b. If that average is no longer published, a substantially
similar average, established by regulation issued by
the insurance supervisory official of the state in
which this policy is delivered.
If the maximum limit for a policy year increases by 1/2%, we
may increase the rate to that maximum limit. If the maximum
limit for a policy year decreases by 1/2%, we will decrease
the rate to that maximum limit.
We will tell you the current loan interest rate when a loan
is made. We will also mail you an advance notice if there is
to be a change in the loan interest rate applicable to any
existing loan balance.
LOAN All funds received will be credited to your policy as a
REPAYMENTS premium unless clearly marked for loan repayment.
You may repay your loan in whole or in part at any time
before the death of the insured while the policy is in force.
When a loan repayment is made, cash value securing the debt
in the Loan Account equal to the loan repayment will be
repaid to the General Account and the Divisions of Separate
Account Eleven in the same proportion that the cash value in
the Loan Account bears to the cash value in each Loan
SubAccount. Unpaid loans and loan interest will be deducted
from any settlement of your policy.
If you fail to make repayments when the total loan and loan
interest due would exceed the cash value, less any surrender
charges, your policy will terminate. We will allow you a
grace period for such payment of loans and loan interest due.
In such event the policy becomes void at the end of the grace
period. We will mail notice to your last known address, the
last known address of the insured, and that of any assignee
of record. This grace period will expire 62 days from the
monthly anniversary immediately before the date the total
loan and loan interest exceeds the cash value less any
surrender charges; or 31 days after such notice has been
mailed, if later.
10692
(10/95)
6.02
<PAGE> 22
9. CASH VALUES
CASH VALUE The cash value of your policy is equal to the total of:
- The cash value in the General Account; plus
- The cash value in the Divisions of Separate Account
Eleven; plus
- The cash value in the Loan Account.
GENERAL ACCOUNT The cash value in the General Account as of the Investment
CASH VALUE Start Date is equal to:
- The portion of the initial net premium received and
allocated to the General Account; minus
- The portion of the monthly deductions due from the
issue date through the Investment Start Date charged to
the General Account.
The cash value in the General Account on any day after the
Investment Start Date is equal to:
- The cash value on the preceding Valuation Date, with
interest on such value at the current rate; plus
- Any portion of net premium received and allocated to
the General Account on that day; plus
- Any amounts transferred to the General Account on that
day; plus
- Any loan repayments allocated to the General Account on
that day; plus
- That portion of any interest credited on outstanding
loans which is allocated to the General Account on
that day; minus
- Any amount transferred plus any transfer charge from
the General Account to the Divisions of Separate
Account Eleven on that day; minus
- Any partial withdrawal plus any withdrawal transaction
charge made from the General Account on that day; minus
- Any withdrawal due to a pro rata surrender plus any
withdrawal transaction charge made from the General
Account on that day; minus
- Any portion of the surrender charge incurred on that
day attributed to the General Account; minus
- Any amount transferred from the General Account to the
Loan Account on that day; minus
- IF THAT DAY IS A MONTHLY ANNIVERSARY, the portion of
the monthly deduction charged to the General Account,
to cover the policy month which starts on that day.
GENERAL ACCOUNT The interest credited to the General Account cash value for a
INTEREST RATE specific day will be at an effective annual rate not less
than the General Account cash value guaranteed interest rate
shown on the policy specifications page.
10692
(10/95)
6.03
<PAGE> 23
SEPARATE ACCOUNT The cash value in each Division of Separate Account Eleven on
CASH VALUE the Investment Start Date is equal to:
- The portion of the initial net premium received and
allocated to the Division; minus
- The portion of the monthly deductions due from the
issue date through the Investment Start Date charged
to the Division.
The cash value in each Division of Separate Account Eleven on
subsequent valuation dates is equal to:
- The cash value in the Division on the preceding
valuation date multiplied by that Division's net
investment factor for the current valuation period;
plus
- Any portion of net premium received and allocated to
the Division during the current valuation period; plus
- Any amounts transferred to the Division from the
General Account or from another Division during the
current valuation period; plus
- Any loan repayments allocated to the Division during
the current valuation period; plus
- That portion of any interest credited on outstanding
loans which is allocated to the Division during the
current valuation period; minus
- Any amounts transferred plus any transfer charge from
the Division during the current valuation period; minus
- Any partial withdrawal plus any withdrawal transaction
charge from the Division during the current valuation
period; minus
- Any withdrawal due to a pro rata surrender plus any
withdrawal transaction charge from the Division during
the current valuation period; minus
- Any portion of the surrender charge incurred during the
current valuation period attributed to the Division;
minus
- Any amount transferred from the Division to the Loan
Account during that valuation period; minus
- IF A MONTHLY ANNIVERSARY OCCURS DURING THE CURRENT
VALUATION PERIOD, the portion of the monthly deduction
charged to the Division during the current valuation
period to cover the policy month which starts during
that valuation period.
NET INVESTMENT The Net Investment Factor measures the investment performance
FACTOR of a Division during a valuation period. The Net Investment
Factor for each Division for a valuation period is calculated
as follows:
- The value of the assets at the end of the preceding
valuation period; plus
- The investment income and capital gains---realized or
unrealized---credited to the assets in the valuation
period for which the net investment factor is being
determined; minus
- The capital losses---realized or unrealized---charged
against those assets during the valuation period; minus
- Any amount charged against each Division for taxes,
including any tax or other economic burden resulting
from the application of tax laws that we determine to
be properly attributable to the Divisions of the
Separate Account, or any amount we set aside during the
valuation period as a reserve for taxes attributable to
the operation or maintenance of each Division; minus
- A charge not to exceed the Daily Expense Percentage
shown on the policy specifications page for each day in
the valuation period. This corresponds to an annual
expense percentage of the Mortality and Expense Risk
Percentage shown on the Policy Specifications page;
divided by
- The value of the assets at the end of the preceding
valuation period.
10692
(10/95)
6.04
<PAGE> 24
LOAN ACCOUNT The cash value of the Loan Account as of the Investment Start
CASH VALUE Date is zero.
The cash value of the Loan Account on any day after the
Investment Start Date is equal to:
- The cash value of the Loan Account on the preceding
Valuation Date, with interest; plus
- Any amount transferred to the Loan Account from the
General Account on that day; plus
- Any amount transferred to the Loan Account from the
Divisions of Separate Account Eleven on that day; minus
- Any loan repayments on that day; plus
- IF THAT DAY IS A POLICY ANNIVERSARY, an amount due to
cover the loan interest, if not paid by you.
Cash value held in the Loan Account for loan collateral will
earn interest daily at an annual rate of not less than the
General Account cash value guaranteed interest rate shown on
the Policy Specifications page. Interest credited on the
cash value held in the Loan Account will be allocated to the
General Account and the Divisions of Separate Account Eleven
in the same proportion that the cash value in each Loan
SubAccount bears to the cash value in the Loan Account.
MONTHLY COST The monthly cost of insurance for the following month is
OF INSURANCE deducted on the monthly anniversary date. The monthly cost of
insurance is 1, below, multiplied by the difference between 2
and 3 below:
1. The monthly cost of insurance rate.
2. The death benefit at the beginning of the policy month
divided by the monthly cost of insurance factor shown
on the policy specifications page.
3. The cash value at the beginning of the policy month,
before the deduction of the monthly cost of insurance.
If the contract type is Option A or Option C and if there has
been an increase in the face amount, then the cash value will
first be considered a part of the face amount when the policy
was issued. If the cash value is greater than the initial
face amount, the excess cash value will then be considered a
part of each increase in order, starting with the first
increase.
MONTHLY COST At the beginning of each policy year, the monthly cost of
OF INSURANCE insurance rate is determined for the initial face amount and
RATES each increase in face amount. The monthly cost of insurance
rate is based on the attained age, risk classification, sex
and completed policy years from the effective date of the
initial face amount and each increase in face amount. For
the initial face amount, we will use the risk classification
as of the issue date. For each increase, we will use the
risk classification applicable to the increase. If the death
benefit equals a percentage of the cash value, any increase
in cash value will cause an automatic increase in the death
benefit. The risk classification for such increase will be
the same as that used for the most recent increase that
required proof that the insured was insurable by our
standards.
The monthly cost of insurance rates will never exceed the
rates shown on the Table of Guaranteed Monthly Cost of
Insurance Rates page. Any change in the cost of insurance
rates will apply to all persons of the same age, sex, and
classification whose initial face amounts or increases in
face amount have been in force for the same length of time.
MONTHLY POLICY A policy charge will be deducted each policy month from the
CHARGE cash value. The amount of the monthly policy charge will
never exceed the amount shown on the Policy Specifications
page.
10692
(10/95)
6.05
<PAGE> 25
MONTHLY DEDUCTION The monthly deduction is:
1. The monthly cost of insurance; plus
2. The monthly cost, if any, for any rider included with
this policy; plus
3. The monthly policy charge.
The monthly deduction for a policy month will be allocated
among the General Account and the Divisions of Separate
Account Eleven in the same proportion that the cash value in
the General Account and the cash value in each Division bears
to the total cash value of the policy, minus the cash value
in Loan Account on the monthly anniversary.
CASH SURRENDER The cash surrender value of this policy is:
VALUE
1. The cash value at the time of surrender; minus
2. Any loan and loan interest accrued; minus
3. Any surrender charge.
SURRENDER You may surrender your policy for its cash surrender value
plus any dividend due at any time during the lifetime of the
insured. We will determine the cash surrender value as of
the date we receive your written request at our home office.
The cash surrender value will not be reduced by any monthly
deduction due on that date for a subsequent policy month.
PARTIAL After the first policy year, upon written request to us, you
WITHDRAWAL can make a partial withdrawal of cash subject to the
following conditions:
GENERAL ACCOUNT - You may make up to the maximum number of partial
PARTIAL withdrawals or transfers in any policy year, but not to
WITHDRAWAL exceed the maximum withdrawal amount. The General
Account Maximum Number of Partial Withdrawals/Transfers
is as shown on the Policy Specifications page.
- The minimum amount of your partial withdrawal request
at any one time must be at least $500 of your account.
- The maximum amount of all partial withdrawals and
transfers from the General Account in any policy year
will be the greatest of (1), (2), or (3):
1. The cash surrender value of the General Account at
the beginning of that policy year multiplied by
the withdrawal percentage limit, as shown on the
policy specifications page.
2. The previous year's General Account maximum
withdrawal amount.
3. The General Account flat withdrawal amount as
shown on the policy specifications page.
The maximum amount available for partial withdrawal
cannot exceed the cash surrender value of the policy at
the time of the partial withdrawal.
SEPARATE ACCOUNT - You may make up to one partial withdrawal each policy
PARTIAL month.
WITHDRAWALS
- The minimum amount of your partial withdrawal request
at any one time must be at least $500 of a Division or
your entire balance in that Division, if smaller.
- The maximum amount of your partial withdrawal from any
one of the Divisions of Separate Account Eleven in any
policy year will be the cash surrender value of that
Division.
ALLOCATION OF You may allocate the partial withdrawal plus any applicable
PARTIAL surrender charge, subject to the above conditions, among the
WITHDRAWALS General Account and the Divisions of Separate Account Eleven.
If you do not specify the allocation, then the partial
withdrawal will be allocated among the General Account and
the Divisions of Separate Account Eleven in the same
proportion that the cash value in the General Account and the
cash value in each Division bears to the total cash value of
the policy, minus the cash value in the Loan Account on the
date of the partial withdrawal. If the General Account
conditions will not allow this proportionate allocation, we
will request that you specify an acceptable allocation.
10692
(10/95)
6.06
<PAGE> 26
If the contract type is Option A or Option C and the death
benefit equals the face amount, then a partial withdrawal
will decrease the face amount by an amount equal to the
partial withdrawal plus the applicable surrender charge.
This surrender charge will be allocated among the General
Account and the Divisions of Separate Account Eleven in the
same proportion that the partial withdrawal was allocated
among the General Account and the Divisions of Separate
Account Eleven. If the death benefit equals a percentage of
the cash value then a partial withdrawal will decrease the
face amount by any amount by which the partial withdrawal
plus the applicable surrender charge exceeds the difference
between the death benefit and the face amount. The face
amount will be decreased in the following order:
1. The face amount at issue; and
2. Any increases in the same order in which they were
issued.
No partial withdrawal will be processed which will result in
the face amount being decreased below the minimum face amount
shown on the Policy Specifications page.
We reserve the right to change the minimum amount or the
number of times you may make a partial withdrawal. We also
may assess a transaction charge for a withdrawal.
PRO RATA After the first policy year, upon written request to us, you
SURRENDER can make a pro rata surrender of your policy. The pro rata
surrender can be any whole number percentage of your policy.
The pro rata surrender will reduce the face amount and the
cash value by the percentage chosen. The face amount
decrease will be subject to the following conditions:
1. The decrease will become effective on the monthly
anniversary on or following our receipt of the request.
2. The decrease will reduce the face amount in the
following order:
a. The face amount provided by the most recent
increase;
b. Face amounts provided by the next most recent
increases, successively; and
c. The face amount when the policy was issued.
3. You may allocate the decrease in cash value due to the
pro rata surrender plus any applicable surrender charge
among the General Account and the Divisions of Separate
Account Eleven. If you do not specify the allocation,
then the decrease in cash value plus any applicable
surrender charge will be allocated among the General
Account and the Divisions of Separate Account Eleven in
the same proportion that the cash value in the General
Account and the cash value in each Division bears to
the total cash value of the policy, minus the cash
value in the Loan Account on the date of the pro rata
surrender.
A pro rata surrender can not be processed if it will reduce
the face amount below the minimum face amount shown on the
policy specifications page. No pro rata surrender will be
processed for more cash surrender value than is available on
the date of the pro rata surrender. A cash payment will be
made to you for the amount of cash value reduction less any
applicable surrender charges.
SURRENDER CHARGE The surrender charge is 1. multiplied by 2. multiplied by 3.,
below:
1. The applicable percentage as shown on the Surrender
Charge Schedule page.
2. The Surrender Charge Factor as shown on the policy
specifications page.
3. The total premiums paid.
This amount will be used to determine the surrender charge
for any partial withdrawal, pro rata surrender or full cash
surrender in subsequent years.
A partial withdrawal or a pro rata surrender may cause a
surrender charge to be taken. The surrender charge will be
allocated among the General Account and the Divisions of
Separate Account Eleven in the same proportion that the cash
value in the General Account and the cash value in each
Division bears to the total cash value of the policy minus
the cash value in the Loan Account.
10692
(10/95)
6.07
<PAGE> 27
POSTPONEMENT We will usually pay any amounts payable on surrender, partial
OF PAYMENTS withdrawal, pro rata surrender or policy loan allocated to
OR TRANSFERS the Divisions of Separate Account Eleven within seven days
after written notice is received. We will usually pay any
death benefit proceeds within seven days after we receive due
proof of claim. Payment of any amount payable, from the
Divisions of Separate Account Eleven, on surrender, partial
withdrawal, pro rata surrender, policy loan or death may be
postponed whenever:
1. The New York Stock Exchange is closed (other than
customary weekend and holiday closing) or trading on
the New York Stock Exchange is restricted as determined
by the SEC;
2. The SEC, by order, permits postponement for the
protection of policy owners; or
3. An emergency exists as determined by the SEC, as
a result of which disposal of securities is not
reasonably practicable or it is not reasonably
practicable to determine the value of the net assets
of Separate Account Eleven.
We may defer payment of the portion of any amount payable
from the General Account on surrender, partial withdrawal or
pro rata surrender for not more than six months. If we defer
payment for 30 days or more, we will pay interest at the rate
of 2 1/2% per year for the period of deferment.
Transfers may also be postponed under the circumstances
listed above.
We may defer payment of the portion of any policy loan from
the General Account for not more than six months. No payment
from the General Account to pay premiums on policies will be
deferred.
CONTINUATION If all premium payments cease, the insurance provided under
OF INSURANCE this policy, including benefits provided by any rider
attached to this policy will continue in accordance with the
provisions of this policy for as long as the cash surrender
value is sufficient to cover the monthly deductions. Any
remaining cash surrender value plus any unpaid dividend
determined prior to maturity will be payable on the maturity
date.
BASIS OF The minimum cash values are based on 1) the Minimum Cash
COMPUTATION Value Mortality Table shown on the Policy Specifications
page; and 2) for amounts allocated to the General Account,
compound interest at an annual rate of not less than the
General Account Cash Value Guaranteed Interest Rate shown on
the Policy Specifications page. There is no minimum cash
value guaranteed interest rate for amounts allocated to the
Divisions of Separate Account Eleven.
Net single premiums are based on 1) the 7702 Table as shown
on the Policy Specifications page; and 2) the General Account
Cash Value Guaranteed Interest Rate as shown on the Policy
Specifications page.
All values are at least equal to those required by any
applicable law of the state that governs your policy. We
have filed a detailed statement of the method of calculating
cash values and reserves with the insurance supervisory
official of that state.
10692
(10/95)
6.08
<PAGE> 28
10. PAYMENT OF POLICY BENEFITS
PAYMENT Lump sum payment will be made as provided on the face page.
INTEREST ON We will pay interest on proceeds from the date of the
PROCEEDS insured's death to the date of payment. Interest will be
at an annual rate determined by us, but never less than the
Guaranteed Interest Rate on Proceeds.
EXTENDED Provisions for settlement of proceeds different from a lump
PROVISIONS sum payment may only be made upon written agreement with us.
00768
(10/95)
7.01
<PAGE> 29
- -------------------------------------------------------------------------------
PART I APPLICATION FOR FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE TO
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
- -------------------------------------------------------------------------------
GENERAL INFORMATION SECTION A
- -------------------------------------------------------------------------------
1. Amount (at least 1/12th of the annual premium) paid in cash in exchange for
the Temporary Insurance Agreement with the same number as this
application. $----------------
- -------------------------------------------------------------------------------
2. (a) Name of Proposed Insured (Print Last, First, Middle)
Doe, John
- -------------------------------------------------------------------------------
(b) /X/ Male
/ / Female
- -------------------------------------------------------------------------------
(c) Social Security #
123-45-6789
- -------------------------------------------------------------------------------
(d) Date of Mo. Day Yr.
Birth 4 15 58
- -------------------------------------------------------------------------------
(e) Age Nearest Birthday
35
- -------------------------------------------------------------------------------
(f) Birthplace
IL
- -------------------------------------------------------------------------------
(g) Special Policy Date
- -------------------------------------------------------------------------------
(h) Residence Address: Number and Street, or RFD City State Zip
13045 Tesson Ferry St. Louis, MO 63128
- -------------------------------------------------------------------------------
Home Phone #
(314) 843-8700
- -------------------------------------------------------------------------------
3. (a) Name of Employer
ABC Company
- -------------------------------------------------------------------------------
(b) Occupation and Duties
Accountant
- -------------------------------------------------------------------------------
(c) Business Address: Number and Street, or RFD City State Zip
230 New Halls Ferry St. Louis, MO 63136
- -------------------------------------------------------------------------------
Business Phone #
(314) 444-0700
- -------------------------------------------------------------------------------
4. (a) Annual Earned Income from Occupation:
$35,000
- -------------------------------------------------------------------------------
(b) Total Annual Income from all Sources (including 4(a)):
$35,000
- -------------------------------------------------------------------------------
(c) Approximate Net Worth:
$100,000
- -------------------------------------------------------------------------------
5. Send Premium Notices to: /X/ Residence / / Business / / Other-----------
- -------------------------------------------------------------------------------
6. Name and address of Premium Payor if other than Owner.
- -------------------------------------------------------------------------------
7. (a) Convenient time, place, and phone # to reach Proposed Insured
After 5:00 p.m. Home 314-843-8700
- -------------------------------------------------------------------------------
(b) Have we done a personal history or customer interview with you in the
past 12 months? / / Yes / / No
- -------------------------------------------------------------------------------
8. Beneficiary of death benefit. (MUST BE COMPLETED: Print full name,
address, telephone # and relationship of each to Proposed Insured)
(a) Primary Class (will receive payment first, if living and not
disqualified)
Insured's Estate
(b) Contingent Class (will receive payment only if living and not
disqualified and if no primary beneficiary receives payment)
- -------------------------------------------------------------------------------
9. Owner of Policy. (MUST BE COMPLETED: Print full name, address, telephone
#, date of birth, relationship of each to Proposed Insured and Social
Security Number or Tax Identification Number.)
(a) Original Owner/Class: /X/ Proposed Insured / / Other
(b) Contingent Owner/Class, if any, to become Owner only when no Original
Owner is living.
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 30
- -------------------------------------------------------------------------------
SECTION A - CONTINUED GENERAL INFORMATION
- -------------------------------------------------------------------------------
10. (a) Total Life Insurance now in force on Proposed Insured. (If none,
write "None".) None
- -------------------------------------------------------------------------------
Company Year of Personal Business Accidental Waiver of Prem.
Issue Ins. Amt. Ins. Amt. Death Amt. Yes No
- -------------------------------------------------------------------------------
/ / / /
- -------------------------------------------------------------------------------
/ / / /
- -------------------------------------------------------------------------------
/ / / /
- -------------------------------------------------------------------------------
/ / / /
- -------------------------------------------------------------------------------
/ / / /
- -------------------------------------------------------------------------------
TOTALS--------------------------------------------------------
(b) Are you currently applying for life insurance with any
other company? (If "Yes", give details in #12.) / / Yes /X/ No
(c) Will the insurance being applied for replace or change
any of the above or any in force annuities? If "Yes":
Circle coverage being terminated. (Complete and submit
required papers.) / / Yes /X/ No
- -------------------------------------------------------------------------------
11. Have you: (Provide details in #12 to any "Yes" answers.)
(a) Ever been declined, postponed, rated or offered a policy Yes No
different than that applied for? / / /X/
(b) Any intention to travel or reside outside the United
States? / / /X/
(c) Been a pilot, student pilot, or crew member during the
past 3 years or have any intention of becoming a pilot,
student pilot or crew member in any type of aircraft?
(If "Yes", complete Aviation Section.) / / /X/
(d) Ever had a traffic citation for driving while
intoxicated or driving under the influence of intoxicants
or drugs? / / /X/
(e) Within the past three years, had:
(i) any moving vehicle violation? / / /X/
(ii) a traffic accident? / / /X/
If either 11(d) and/or any question in 11(e) is
answered "Yes", then Driver's License
#----------------------------- State ------------
(f) Participated in, or do you contemplate participating in:
aeronautics, competitive racing, underwater or sky diving,
mountain climbing, or any other similar avocation? / / /X/
(If "Yes", complete Avocation Section.)
- -------------------------------------------------------------------------------
12. Details of Answers
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 31
- -------------------------------------------------------------------------------
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE APPLIED FOR SECTION B
- -------------------------------------------------------------------------------
13. (a) FLEXIBLE PREMIUM VARIABLE LIFE:
/X/ FPVL-100 (FRC-VUL) $100,000
--------
Contract Type / / Opt. A / / Opt. B /X/ Opt. C
-------------
Benefits:
---------
/ / Waiver of Monthly Deduction
/ / Waiver of Specified Premium
$----------------- (Monthly Benefit)
Riders:
-------
/ / IBR / / ------% / / CPI (Not available in
Alabama or Mississippi)
/ / FPVL-100 GI (FRC-VUL GI) $----------------
Contract Type / / Opt. A / / Opt. B / / Opt. C
-------------
Riders:
-------
/ / IBR / / -------% / / CPI (Not available in
Alabama or Mississippi)
- ---------------------------------------------------------------------
/ / OTHER (LIST) ---------------- $/# -------------------
---------------- $/# -------------------
Riders:
-------
/ / Other (List) ---------------- $/# -------------------
---------------- $/# -------------------
- -------------------------------------------------------------------------------
(b) Premiums:
Direct Billing: /X/ ANN / / SA / / QR / / Single Premium
List Billing: / / ANN / / SA / / QR / / MO (add to existing List
Billing #-------------)
Pre Auth Check: / / (add to existing PAC Billing #--------------)
Payroll Deduction: / / (add to existing Payroll Deduction #-----------)
Premium Amount $860.00 Make check payable to: General American Life
------- Insurance Co.
- -------------------------------------------------------------------------------
(c) Net Premium Allocation: (0 or minimum of 5%. Percentages must be in
whole numbers and total 100%.)
Russell Insurance Funds, Inc.:
/X/ Multi-Style Equity Fund 20% /X/ Money Market Fund 20%
----- ----
/X/ Aggressive Equity Fund 20% / / Other %
------ ------------ ----
/X/ Non-U.S. Fund 20% / / Other %
------ ------------ ----
/X/ Core Bond Fund 20% / / General Account %
------ ----
-----------------------------
-----------------------------
TOTAL ALLOCATION 100%
--------
- -------------------------------------------------------------------------------
(d) Suitability Information:
(a) Have you received a prospectus for the policy
applied for? /X/ Yes / / No
Date of prospectus --------------------
Date of any supplement --------------------
(b) Do you understand that:
1. The death benefit and cash surrender value will
increase or decrease depending on investment
experience, and
2. There is no guaranteed minimum death benefit
or cash surrender value? /X/ Yes / / No
(c) Do you believe that the policy applied for meets
your insurance needs and your anticipated financial
objectives? /X/ Yes / / No
/ / I REQUEST A COPY OF THE STATEMENT OF ADDITIONAL INFORMATION
REFERRED TO IN THE PROSPECTUS.
- -------------------------------------------------------------------------------
(e) Dividend Option (if eligible): /X/ Increasing Cash Value / / Cash
If no option is elected, the Automatic Option is Incr. Cash Value.
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 32
- -------------------------------------------------------------------------------
SECTION B (CONT'D) FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE APPLIED FOR
- -------------------------------------------------------------------------------
13. (f) / / Additional or / / Alternate Policy(ies) desired. (If benefits,
mode, beneficiary or ownership are different than original policy,
provide details.)
- -------------------------------------------------------------------------------
(g) Explanations or Additional Instructions:
- -------------------------------------------------------------------------------
(h) For Home Office Endorsement only. (Not applicable in Kentucky,
Maryland, Minnesota, New Hampshire, Pennsylvania, West Virginia,
Wisconsin)
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 33
- -------------------------------------------------------------------------------
PART II APPLICATION FOR FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE TO
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
- -------------------------------------------------------------------------------
MEDICAL DECLARATIONS SECTION C
- -------------------------------------------------------------------------------
14. (a) Name of Insured: John Doe
-------------------
(b) Height 6 ft. 0 in; Weight 200 lbs.
---- ----- -----
(c) Any change in weight in past year? (If yes, give details YES NO
below, including lbs.) / / /X/
- -------------------------------------------------------------------------------
15. (a) Name and address of your personal physician. If none, check /X/
Name----------------------------------------------- Phone #------------
Address----------------------------------------------------------------
(b) Date and reason last consulted? Date------------- Reason--------------
(c) What treatment was given or medication prescribed?---------------------
- -------------------------------------------------------------------------------
16. Within the last ten years, from the date of this application,
have you been treated for or had any known indication of:
(a) Dizziness, fainting, convulsions, epilepsy, headaches, YES NO
speech defects, paralysis, mental or nervous disorders? / / /X/
- -------------------------------------------------------------------------------
(b) Shortness of breath, bronchitis, asthma, emphysema,
tuberculosis, pneumonia, or chronic respiratory disease? / / /X/
- -------------------------------------------------------------------------------
(c) Chest pain, pulse irregularity, high blood pressure,
rheumatic fever, heart murmur, heart attack, stroke, or
other disorder of the heart, or circulatory system, anemia,
or other disorder of the blood? / / /X/
- -------------------------------------------------------------------------------
(d) Jaundice, intestinal bleeding, ulcer, diarrhea, colitis,
diverticulitis, or other disorder of the stomach,
intestines, liver or gallbladder? / / /X/
- -------------------------------------------------------------------------------
(e) Kidney stone or other disease of kidney; venereal disease;
disorder of the bladder, prostate, reproductive organs, or
breasts; sugar, albumin, blood or pus in the urine? / / /X/
- -------------------------------------------------------------------------------
(f) Diabetes; disorder of the thyroid or lymph glands, or other
endocrine disorders? / / /X/
- -------------------------------------------------------------------------------
(g) Arthritis, gout, collagen disease or other disorders of the
muscles, or bones including spine, back or joints? / / /X/
- -------------------------------------------------------------------------------
(h) Disorder of skin, cyst, tumor or cancer? / / /X/
- -------------------------------------------------------------------------------
17. Are you now under observation or taking medication or treatment? / / /X/
- -------------------------------------------------------------------------------
18. Do you have any doctor's visit or medical care scheduled? / / /X/
- -------------------------------------------------------------------------------
19. Have you ever been diagnosed by a member of the medical
profession as having AIDS or AIDS Related Complex? / / /X/
- -------------------------------------------------------------------------------
20. Have you ever received treatment from a member of the medical
profession for AIDS or AIDS Related Complex? / / /X/
- -------------------------------------------------------------------------------
DETAILS of "Yes" answers. (IDENTIFY QUESTION NUMBER, CIRCLE APPLICABLE ITEMS:
Include diagnoses, dates, duration and names and addresses of all attending
physicians and medical facilities.)
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 34
- -------------------------------------------------------------------------------
SECTION C - CONTINUED MEDICAL DECLARATIONS
- -------------------------------------------------------------------------------
21. Other than above, have you within the past 5 years:
(a) Had any psychiatric or psychological consultation not YES NO
listed above or any physical disorder not listed above? / / /X/
(b) Had a checkup, consultation, illness, injury, surgery? / / /X/
(c) Been a patient in a hospital, clinic, sanatorium, or other
medical facility? / / /X/
(d) Had electrocardiogram, X-ray, other diagnostic test? / / /X/
(e) Been advised to have any diagnostic test, hospitalization,
treatment, or surgery which was not completed? / / /X/
- -------------------------------------------------------------------------------
22. (a) Have you used (once or more) or do you now use barbiturates,
amphetamines, hallucinogenic drugs (including marijuana),
cocaine, heroin, narcotics, or any similar substances or
any prescription drug except in accordance with a
physician's instruction? / / /X/
(b) Have you ever received counseling, advice or treatment
regarding the use of alcohol or drugs? / / /X/
(c) Have you ever been a member of any self-help group such as
Alcoholics Anonymous or Narcotics Anonymous? / / /X/
- -------------------------------------------------------------------------------
23. Have you ever attempted suicide or made a suicidal gesture? / / /X/
- -------------------------------------------------------------------------------
24. (a) Do you currently use any form of tobacco? / / /X/
(b) Have you used any form of tobacco in the last 12 months? / / /X/
If either or both of these questions is answered "Yes",
complete the following:
(i) type used: / / Cigar / / Pipe / / Cigarettes
/ / Smokeless Tobacco
(ii) how often?--------------------------------
(iii) If you no longer smoke, when did you stop?
-------------- (mo) ------------ (yr)
- -------------------------------------------------------------------------------
25. Do you exercise regularly; i.e. Calisthenics, jogging, etc.? /X/ / /
If "Yes", how often? / / Daily /X/ Weekly / / Other
- -------------------------------------------------------------------------------
26. Are you now pregnant? / / /X/
If "Yes", what is estimated date of delivery? ---------------
- -------------------------------------------------------------------------------
27. Do you have any family history of tuberculosis, diabetes,
cancer, high blood pressure, heart or kidney disease,
mental illness or suicide? / / /X/
- -------------------------------------------------------------------------------
28. Age if Age at
Living Cause of Death Death
- -------------------------------------------------------------------------------
Father 60
- -------------------------------------------------------------------------------
Mother 60
- -------------------------------------------------------------------------------
Brothers and
Sisters
- -------------------------------------------------------------------------------
No. Living 3
- -----------------
No. Dead 0
- -------------------------------------------------------------------------------
DETAILS of "Yes" answers. (IDENTIFY QUESTION NUMBER, CIRCLE APPLICABLE ITEMS:
Include diagnoses, dates, duration and names and addresses of all attending
physicians and medical facilities.)
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 35
- -------------------------------------------------------------------------------
DECLARATIONS SECTION D
- -------------------------------------------------------------------------------
I agree that the statements and answers in this application are true and
complete to the best of my knowledge and belief. I also agree that:
(a) The statements and answers in this application, and any amendments
to it, or made to the medical examiner will be the basis of any
insurance issued and will be a part of any policy issued.
(b) Knowledge of the agent or medical examiner will not be imputed to the
Company unless stated in Part 1, or any of its supplements, Part II,
or medical reports received in the Home Office. No printed provision
of this application will be modified or waived except by an endorsement
signed by an officer at the Home Office. No agent or medical examiner
has the authority to make or alter any contract for the Company.
(c) The "date of issue" as shown in my policy will be the "anniversary
date". The due date of future premiums will be determined from that
date. The number of policy years and months for deciding policy
values will be determined from that date.
(d) My acceptance of any insurance policy means I agree to any changes
shown in # 13(h), where state law permits Home Office corrections
and additions.
(e) If a premium payment is given in exchange for a Temporary Insurance
Agreement (TIA), the Company will be liable only as set forth in that
Agreement.
(f) If a premium payment is not given at the same time as this application,
then insurance will take effect when all of the following are
satisfied:
(1) A policy is approved by the Company for issue as applied for; and
(2) The full first premium is paid; and
(3) The health and insurability of any person proposed for insurance
have not changed since the date of this application.
(g) If a policy is issued other than as applied for, coverage will take
effect under the policy only when all of the following have been
satisfied:
(1) A policy issued by the Company is delivered to and accepted by me;
and
(2) The full first premium is paid; and
(3) The health and insurability of any person proposed for insurance
have not changed since the date of this application.
(h) The undersigned applicant and agent certify that the applicant has
read, or had read to him the completed application and that he or she
realizes that any false statement or misrepresentation therein may
result in loss of coverage under the policy.
CERTIFICATION: UNDER PENALTIES OF PERJURY, I CERTIFY THAT:
(1) The number shown on this form is my correct Taxpayer Identification
Number (or, if no number is shown, I am waiting for a number to be
issued to me); and
(2) I am not subject to backup withholding either because I have not
been notified by the Internal Revenue Service (IRS) that I am
subject to backup withholding as a result of a failure to report
all interest or dividends, or the IRS has notified me that I am
no longer subject to backup withholding.
PLEASE NOTE: YOU MUST CROSS OUT AND INITIAL #2 ABOVE IF YOU HAVE BEEN
NOTIFIED BY THE IRS THAT YOU ARE CURRENTLY SUBJECT TO
BACK UP WITHHOLDING BECAUSE OF UNDER-REPORTING INTEREST
OR DIVIDENDS ON YOUR TAX RETURN.
Signed at St. Louis, MO X
---------------------------------- ----------------------------
(City, State) (Signature of Proposed
Insured - Parent or
Guardian if Proposed
Insured under age 15.)
This 15th day of August , 19 95
------- ----------------- --- ----------------------------
(*Signature of Applicant/
Owner)
- ------------------------------------------- ----------------------------
I certify that I have truly and accurately
recorded on all parts of this application ----------------------------
the information supplied by the applicant.
----------------------------
*Signature and address if
------------------------------------- other than Proposed Insured.
Signature of Licensed Agent If Owner is a Corporation,
(If not yet appointed, do not sign.) Partnership, or Trust, an
- ------------------------------------------- authorized officer, partner,
or trustee must sign and
state title.
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 36
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
Participating
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
100003
(10/95)
<PAGE> 1
Exhibit 1. (5) (e)
------------------
Form of FRC-VUL Waiver of Monthly Deduction Rider
<PAGE> 2
WAIVER OF MONTHLY DEDUCTION RIDER
If this rider is listed on the Policy Specifications page it is a part
of the policy. It is subject to all of the provisions of the policy which
are not inconsistent with the provisions of this rider.
WAIVER OF MONTHLY If you furnish us with due written proof that the
DEDUCTION BENEFIT insured is totally disabled, as defined in this
rider, we will waive the monthly deductions for this
policy. The insured must have become disabled after
age 5 and before age 65. The disability must have
continued without interruption for at least six months.
This rider must be in force. Monthly deductions for this
policy will be waived as follows:
Disability Beginning Before Age 60. If the insured's
disability begins before age 60, we will waive monthly
deductions which were due during the six months of
uninterrupted disability. We will continue to waive
monthly deductions after that. However, the insured
must continue to be totally disabled.
Disability Beginning Between Ages 60 and 65. If the
insured's disability begins on or after age 60 but
before age 65, we will waive monthly deductions which
were due during the six months of uninterrupted
disability. We will continue to waive monthly
deductions after that, but no later than age 65.
However, the insured must continue to be totally
disabled.
DEFINITION OF "Age 5," "age 60," and "age 65" begin on the policy
AGE 5, AGE 60, anniversaries nearest the Insured's 5th, 60th, and 65th
AND AGE 65 birthdays, respectively.
TOTAL DISABILITY "Total Disability" means the inability of the insured
to perform the substantial and material duties of his
regular occupation. Such disability must be the result
of an injury or a sickness. The injury or sickness
must originate after this rider became effective.
However, after this period of disability has continued
for 60 months, the insured will be considered to be
totally disabled only if he is unable to perform the
substantial and material duties of any occupation for
which he is reasonably fitted by education, training
or experience. Such disability must be the result of
an injury or a sickness.
If after this rider becomes effective, the insured
suffers the total and irrecoverable loss of sight in
both eyes, or of the use of both hands or both feet,
or of one hand and one foot, this will be considered
total disability as defined in this rider. On such a
loss the insured will still be considered disabled
even though working.
RECURRENT TOTAL If, while this policy is in force, the insured becomes
DISABILITY disabled again after having been totally disabled
before, the new disability will be considered a
continuation of the previous period unless:
1. It is due to an entirely different cause; or
2. The insured has performed the material and
substantial duties of a gainful occupation. These
duties must be performed for a continuous period
of 6 months or more between such periods of total
disability.
RISKS NOT We will not waive monthly deductions under this rider
ASSUMED if disability results from war or any act of war while
the insured is in the military, naval or air forces of
any country at war. We will also not waive monthly
deductions if the insured becomes disabled as a result
of war or any act of war while in a civilian
non-combatant unit serving with such forces. "War"
includes undeclared war and "any country" includes any
international organization or combination of countries.
TERMINATION You may terminate this rider as of any monthly
anniversary following a proper written request. If this
rider is not already terminated, it will terminate on
the date any of the following events first occurs:
1. When the insured attains age 65. This will be without
prejudice to any benefits granted for total
disability occurring before age 65; or
L-82-WMD
1
<PAGE> 3
2. The lapse of the policy; or
3. The surrender of the policy; or
4. The maturity of the policy; or
5. The date of death of the insured.
NOTICE OF Before we waive any monthly deduction, we must receive
CLAIM AND PROOF at our Home Office:
OF DISABILITY
1. Written notice of claim for this benefit during the
lifetime of the insured. This notice must be
submitted during the continuance of total disability.
This notice cannot be submitted later than six months
after age 65 of the insured; and
2. Written proof of total disability within six months
after we receive written notice of claim. In no
event shall this proof be submitted later than the
date when any of the following events first occurs:
a. One year after age 65 of the insured;
b. Prior maturity of the policy;
c. Surrender of the policy for its net cash value;
d. One year from the due date of the first unpaid
monthly deduction.
Failure to give such notice and proof within the time
allowed will not always invalidate a claim. We will
consider the claim if you show us that it was not
reasonably possible to file notice and proof on time.
However, you must file notice and proof as soon as is
reasonably possible. In no event will any monthly
deduction be waived or refunded if its due date was
more than one year before we received notice of claim at
our Home Office.
We will require no further proof of disability and we
will automatically waive all further monthly
deductions if:
1. The insured is totally disabled at age 65; and
2. All monthly deductions for at least the five years
preceding age 65 have been waived.
EXAMINATION We have the right to have the insured examined by our
OF THE INSURED appointed examiner. We will pay for this examination.
AND PROOF OF
CONTINUED We also have the right to receive written proof of
DISABILITY continuance of disability from the insured at the
following times:
1. After receipt of such notice of claim;
2. At any time within two years after we receive proof
of total disability;
3. Not more than once each year after the first two
years.
We will not waive any further monthly deductions if the
insured refuses to be medically examined. Nor will we
waive further monthly deductions if proof of continuance
of disability is not furnished when we request it.
INCONTESTABILITY We cannot contest this rider after a period of two years
from its date of issue if:
1. This rider shall have been in force during the
lifetime of the insured; and
2. The insured does not become totally disabled
within this period.
L-82-WMD
2
<PAGE> 4
COST OF The cost of insurance for the Waiver of Monthly
INSURANCE Deductions Rider is determined on a monthly basis. The
cost of insurance for a policy month is calculated as
(a) multiplied by (b) where:
a. is the cost of insurance rate for this rider; and
b. is the sum of items i, ii, iii and iv where:
i. is the cost of insurance for the basic policy
for the policy month
ii. is the first year monthly policy charge, where
applicable
iii. is the monthly expense charge, when applicable
iv. is any cost of insurance for the policy month
for any benefit provided by a supplemental
rider (other than Waiver of Monthly Deduction
Rider) made a part of the basic policy.
The cost of insurance rate for this benefit is based on
the attained age, sex and rate class of the insured. Cost
of insurance rates will be determined by us based on
expectations as to future experience. However, these
rates will not exceed those shown in the Guaranteed Cost
of Insurance Rates for Waiver of Monthly Deductions Rider.
Each monthly anniversary this rider is in force, the cost
of insurance for the rates (as determined above) will be
added to the monthly deduction as defined in the
Guaranteed Values section or the Cash Values section of
the basic policy. This increased monthly deduction will
be used to determine the cash value of the policy on
such monthly anniversary.
GENERAL We will pay dividends and all other amounts payable
PROVISIONS under the policy the same as if monthly deductions had
not been waived.
If the insured becomes disabled during the grace period
of the first monthly deduction in default, we will allow
this waiver of monthly deduction as if default had not
occurred. However, you will be liable for the monthly
deduction in default. Interest compounded at 6% per
year will be charged on this monthly deduction.
You may apply for reinstatement of this policy with or
without this rider. We have the right to decide whether
to approve the reinstatement of this policy with or
without this rider.
DATE OF ISSUE The date of issue of the rider is the same as the date
of issue of this policy unless another date of issue
is shown below.
- ----------------------
DATE
/s/ Robert J. Banstetter /s/ Richard A. Liddy
V.P., GENERAL COUNSEL CHAIRMAN, PRESIDENT
AND SECRETARY AND CEO
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
L-82-WMD
3
<PAGE> 1
Exhibit 1. (5) (f)
------------------
Form of FRC-VUL Waiver of Specified Premium Rider
<PAGE> 2
WAIVER OF SPECIFIED PREMIUM RIDER
The waiting period in the incontestability provision of this rider
is different from that in the policy and begins on the effective
date of this rider.
If we have approved this rider as a part of this policy and the
policy's minimum premium has been paid, this rider will become a
part of the policy. This rider is subject to all applicable terms
and provisions of the policy; except as modified herein. The Policy
Specifications page or, if this rider is added after issue, the request for
policy change shows the monthly premium that will be waived upon the
insured's total disability.
WAIVER OF We will credit, as a premium payment, the monthly premium
SPECIFIED waived to the policy's cash value if:
PREMIUM BENEFIT
1. You furnish us with written proof that the insured
is totally disabled, as defined in this rider; and
2. The insured becomes disabled after age 5 and before
age 65; and
3. Disability has continued without interruption for at
least 180 days; and
4. This rider is in force.
The monthly premium waived will be credited as
premium to the policy's cash value as long as the
policy remains in force as follows:
Disability Beginning Before Age 60. If the
insured's disability begins before age 60, we
will credit the monthly premiums waived which
were due during the 180 days of uninterrupted disability.
After that, we will continue to credit the
monthly premiums waived. However, the
insured must continue to be totally disabled.
Disability Beginning Between Ages 60 and 65. If
the insured's disability begins on or after age
60 but before age 65, we will credit the monthly
premiums waived which were due during the 180
days of uninterrupted disability. We will
continue to credit the monthly premiums waived
after that, but no later than age 65. However,
the insured must continue to be totally disabled.
If the credit to the policy's cash value for the
monthly premiums waived exceeds the maximum
premium allowed by the federal law that defines
life insurance, we will pay the monthly premium
waived to you.
POLICY LAPSE Crediting of the monthly premium waived to the
policy's cash value does not guarantee that the
policy will remain in force. If the cash
surrender value of the policy is insufficient to
cover the monthly deduction as described in the
basic policy, the policy will lapse as defined in
the grace period provision of the basic policy.
DEFINITION OF "Age 5," "age 60," and "age 65" begin on the
AGE 5, AGE 60 policy anniversary nearest the insured's 5th,
AND AGE 65 60th and 65th birthdays, respectively.
TOTAL DISABILITY "Total Disability" means the inability
of the insured to perform the substantial and
material duties of his or her regular occupation. Such
disability must be the result of an injury or a
sickness. The injury or sickness must first
manifest itself after the effective date of this rider.
1084400
(12/89)
1
<PAGE> 3
However, after this period of disability has
continued for 60 months, the insured will be
considered to be totally disabled only if he or she is
unable to perform the substantial and material
duties of any occupation for which he or she is
reasonably fitted by education, training or experience.
If, after this rider becomes effective, the insured
suffers the total and irrecoverable loss of:
1. sight in both eyes, or
2. the use of both hands or both feet, or
3. the use of one hand and one foot,
this will be considered total disability as
defined in this rider. With such a loss the
insured will still be considered disabled even
though working at an occupation.
RECURRENT TOTAL If, while this policy and rider are in force, the
DISABILITY insured becomes disabled again after having been
totally disabled before, the new disability will
be considered a continuation of the previous period
unless:
1. It is due to an entirely different cause; or
2. The insured has performed all of the material
and substantial duties of a gainful occupation
for a continuous period of 6 months or more
between such periods of total disability.
RISKS NOT We will not credit the monthly premium waived
ASSUMED under this rider to the policy's cash value if
disability results from war or any act of war
while the insured is in the military, naval or
air forces of any country at war. We will also
not credit the monthly premium waived if the
insured becomes disabled while in a civilian
non-combatant unit serving with such forces.
"War" includes undeclared war and "any country"
includes any international organization or
combination of countries.
TERMINATION You may terminate this rider as of any monthly
anniversary. To do this you must make a proper
written request. We may require the policy and
this rider for endorsement. If this rider is not
already terminated, it will terminate on the date
any of the following events first occurs:
1. When the insured attains age 65. This will be
without prejudice to any benefits granted for
total disability occurring before age 65; or
2. The date the policy lapses; or
3. The date the policy is surrendered; or
4. The maturity date of the policy; or
5. The date of death of the insured.
We will incur no liability for this rider if
premiums for it are paid beyond its termination
date. Any premiums paid beyond that date will be
returned with compound interest at 6% per year.
NOTICE OF Before we credit any monthly premium waived to the
CLAIM AND PROOF policy's cash value, we must receive at our home office:
OF DISABILITY
1. Written notice of claim for this benefit
during the lifetime of the insured. This notice
must be submitted during the continuance of total
disability. This notice must be submitted no later
than six months after this rider terminates.
1084400
(12/89)
2
<PAGE> 4
2. Written proof of total disability within six
months after we receive written notice of
claim. In no event should this proof be
submitted later than the date when any of the
following events first occurs:
a. One year after age 65 of the insured;
b. Maturity of the policy;
c. Surrender of the policy for its cash surrender
value;
d. One year from the due date of the first unpaid
monthly deduction.
Failure to give such notice and proof within the time
allowed will not void the claim. We will consider the
claim if you show us that it was not reasonably possible
to file notice and proof on time. However, you must
file notice and proof as soon as reasonably possible.
In no event will we credit any monthly premium waived if
its due date was more than one year before we received
notice of claim at our home office.
We will require no further proof of disability
and we will automatically credit further monthly
premiums waived if:
1. The insured is totally disabled at age 65; and
2. All monthly premiums waived for at least the
five years preceding age 65 have been credited.
EXAMINATION OF We have the right to have the insured examined by
THE INSURED our appointed examiner. Such exam will be at our
expense. We also have the right to require
written proof of continuance of disability from
the insured at the following times:
1. After receipt of notice of claim;
2. At reasonable intervals within two years after
we receive proof of total disability;
3. Not more than once each year after the first two
years.
We will not credit to the policy's cash value any
further monthly premiums waived if the insured
refuses to be medically examined. Nor will we credit
to the policy's cash value further monthly
premiums waived if proof of continuance of
disability is not furnished when we request it.
INCONTESTABILITY We cannot contest this rider after it has been in
force during the lifetime of the insured for a
period of two years from its issue date,
excluding any period the insured is totally
disabled. We cannot contest any reinstatement of
this rider after it has been in force during the
lifetime of the insured for a period of two years
from the date we approve a reinstatement.
REINSTATEMENT Within five years after the date this rider
terminated due to policy lapsing, you may apply
for reinstatement if:
1. The policy is also being reinstated; and
2. You submit proof satisfactory to us that the
insured is insurable by our standards; and
3. You meet the premium requirements as described
in the basic policy's reinstatement provision; and
4. The insured is alive on the date we
approve the request for reinstatement. If the
insured is not alive, such approval is void
and of no effect.
1084400
(12/89)
3
<PAGE> 5
You may apply for reinstatement of the policy
with or without this rider. We have the right to
decide whether to approve the reinstatement of
the policy with or without this rider.
COST OF The cost of insurance for the Waiver of
INSURANCE Specified Premium Rider is determined on a
monthly basis. The cost of insurance for a
policy month is calculated as (a) multiplied by (b) where:
a. is the cost of insurance rate for this rider; and
b. is the monthly premium waived.
The cost of insurance rate for this rider is
based on the attained age and rate class of the
insured. Cost of insurance rates will be
determined by us based on expectations as to
future experience. However, these rates will not
exceed those shown on the Guaranteed Cost of
Insurance Rates page for the Waiver of Specified
Premium Rider.
Each monthly anniversary this rider is in force,
the cost of insurance (as determined above)
will be added to the monthly deduction as defined
in the Cash Values Section of the basic policy.
This increased monthly deduction will be used to
determine the cash value of the policy on such
monthly anniversary.
GENERAL PROVISIONS If the insured becomes disabled during the grace
period of the first monthly deduction in default,
we will allow this Waiver of Specified Premium
as if default had not occurred. However,
you will be liable for the greater of:
1. the monthly premium waived; or
2. an amount sufficient to cover all charges, as
defined in the basic policy, due for that policy
month.
Interest at 6% per year will be charged on the amount due.
The date of issue and effective date of this rider and the policy
are the same unless another effective date of this rider is
shown below.
- ------------------------------
Date of Rider
/s/ Robert J. Banstetter /s/ Richard A. Liddy
V.P., GENERAL COUNSEL CHAIRMAN, PRESIDENT
AND SECRETARY AND CEO
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
1084400
(12/89)
4
<PAGE> 1
Exhibit 1. (5) (g)
------------------
Form of FRC-VUL Increasing Benefit Rider
<PAGE> 2
INCREASING BENEFIT RIDER
ISSUED BY GENERAL AMERICAN LIFE INSURANCE COMPANY
If this rider is offered and accepted, it will become a part of the policy.
This rider is subject to all applicable terms and provisions of the policy;
except as modified herein. The policy specifications page indicates the
rider and the applicable Increase Percentage Factor.
INCREASING While this rider is in force, each policy anniversary
BENEFIT DATES beginning with the first and ending with the policy
anniversary nearest the insured's 65th birthday, an
increase in the policy's face amount will occur.
INCREASE You may elect on the issue date of this rider one of
PERCENTAGE the following Increase Percentage Factors. The Increase
FACTORS Percentage Factor will apply to the policy's face amount
and to any supplemental coverage with an issue date the
same as this rider's issue date and to any Increasing
Benefit Amounts exercised on previous policy anniversaries.
1. A percentage no less than 2% and no greater than
7.5%. The percentage must be in .5% increments; or
2. Cost of Living Factor. The Cost of Living Factor
is the ratio to three decimal places, of (a) to (b),
but never less than zero, where:
(a) is the average of the Consumer Price Index for
All Urban Consumers for July, August and
September of the calendar year preceding the
year in which the factor is to be applied, and
(b) is the corresponding average Index of July,
August and September for the year before the
year used in (a).
The Consumer Price Index for All Urban Consumers
is published monthly by the Bureau of Labor Statistics
of the United States Department of Labor. If this Index
is discontinued or a new Index series is established on
a different basis, we may establish a new basis for
determining the Cost of Living Factor. You will be given
at least 90 days notice of any such change.
INCREASING The Increasing Benefit Amount will be equal to the face
BENEFIT AMOUNT amount on the anniversary multiplied by:
a) the percentage factor as shown on the policy
specifications page; or
b) the Cost of Living Factor;
whichever was elected at issue.
Each Increasing Benefit Amount will be applied to the base
policy and to any supplemental coverage in the same
proportion as the supplemental coverage was to the base
policy at issue.
Each Increasing Benefit Amount will be subject to the
following conditions:
1. It must increase the face amount at least $1,000.
If the Increasing Benefit Amount is less than $1,000,
no increase will occur.
2. If the increase is based on a specified percentage
factor, the Increasing Benefit Amount will not exceed
the smaller of:
a) the calculated increase; or
b) $100,000.
1088100
(1/95)
1
<PAGE> 3
3. If the increase is based on the Cost of Living Factor,
the Increasing Benefit Amount will not exceed the
smallest of:
a) the calculated increase; or
b) 20% of the face amount; or
c) $100,000.
4. The monthly cost of insurance for all increases will
be based on the attained age, risk classification and
(in a non-unisex policy) sex of the insured as of the
issue date of this rider.
5. The policy's face amount, including any supplemental
coverage, plus the total of all increases exercised
under this rider will be limited to the Aggregate
Limit shown on the policy specifications page.
FACE AMOUNT At the time the Increasing Benefit Amount is exercised, the
policy's new face amount will be equal to the policy's old
face amount plus the Increasing Benefit Amount.
DECREASE IN Any decreases in face amount will be processed in the
FACE AMOUNT following order:
Under the Change in Face Amount provision in the policy,
if a decrease in face amount is requested, any Increasing
Benefit Amounts will be decreased after:
1. the face amount(s) of any other rider(s) attached to
the policy.
2. any requested increase in the base policy's face
amount.
Under the Allocation of Partial Withdrawals provision
in the policy, if a partial withdrawal reduces the face
amount, any Increasing Benefit Amounts will be decreased
before:
1. the face amount(s) of any other rider(s) attached to
the policy.
2. any requested increase in the base policy's face
amount.
SELECTION AND The selection and issue expense charge for the
ISSUE EXPENSE Increasing Benefit Amount is a monthly charge which equals
CHARGES the applicable Increasing Benefit Amount times the
selection and issue expense charge rate divided by 1,000.
The selection and issue expense charge rate will never
exceed the rate shown on the Policy Specifications page.
REJECTION OF You will be notified of each Increasing Benefit Amount made
INCREASE under this rider. Each increase will be automatic. You
may reject any increase by notifying us in writing within
30 days after the policy anniversary on which the increase
is made. The rejection of any increase will result in the
termination of this rider.
1088100
(1/95)
2
<PAGE> 4
TERMINATION You may terminate this rider as of any monthly anniversary
following a written request to us. We may require the
policy and this rider for endorsement. This rider
will terminate when any of the following events first
occurs:
a) the anniversary nearest the insured's 65th birthday;
or
b) the rejection of an increase; or
c) the receipt of your request to decrease the face
amount; or
d) a decrease in face amount due to a partial withdrawal;
or
e) the lapse of the policy; or
f) the insured's date of death; or
g) surrender of the policy; or
h) the policy's face amount, including any supplemental
coverage, plus the total of all increases exercised
under this rider equals or exceeds the Aggregate Limit
shown on the policy specifications page.
The date of issue and effective date of this rider and the policy are the
same.
/s/ Robert J. Banstetter /s/ Richard A. Liddy
V.P., GENERAL COUNSEL CHAIRMAN, PRESIDENT
AND SECRETARY AND CEO
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
1088100
(1/95)
3
<PAGE> 1
Exhibit 1. (8) (c)
------------------
Form of Participation Agreement with Russell Insurance Funds, Inc.
<PAGE> 2
PARTICIPATION AGREEMENT
Among
RUSSELL INSURANCE FUNDS, INC.,
RUSSELL FUND DISTRIBUTOR, INC.
and
GENERAL AMERICAN LIFE INSURANCE COMPANY
THIS AGREEMENT is made and entered into as of this ---- day of
- ----------, 1995, by and among GENERAL AMERICAN LIFE INSURANCE COMPANY, a
Missouri corporation (hereinafter the "Company"), on its own behalf and on
behalf of each segregated asset account of the Company set forth on Schedule A
hereto as such schedule may be amended from time to time (each such account
hereinafter referred to as the "Account" and collectively as the "Accounts"),
and RUSSELL INSURANCE FUNDS, INC., a Maryland corporation (hereinafter the
"Investment Company"), and RUSSELL FUND DISTRIBUTORS, INC. a Washington
corporation (hereinafter the "Underwriter").
WHEREAS, Investment Company engages in business as a diversified
open-end management investment company and is available to act as the
investment vehicle for separate accounts established for variable life
insurance policies and variable annuity contracts (collectively, the "Variable
Insurance Products"); and
WHEREAS, the beneficial interest in the Investment Company is
divided into several series of shares, referred to individually as "Funds" and
representing the interest in a particular managed portfolio of securities and
other assets; and
WHEREAS, Investment Company is registered as an open-end
management investment company under the 1940 Act, and its shares are
registered under the Securities Act of 1933, as amended (hereinafter the "1933
Act"); and
WHEREAS, Frank Russell Investment Management Company (the
"Adviser") is registered as an investment adviser under the
<PAGE> 3
federal Investment Advisers Act of 1940 and any applicable state securities
law; and
WHEREAS, the Company has registered or will register certain
variable life contracts under the 1933 Act, and offers or will offer for sale
certain variable life contracts which are or will be exempt from registration;
and
WHEREAS, each Account is a duly organized, validly existing,
segregated asset account, established by resolution of the Board of Directors
of the Company, on the date shown for such Account on Schedule A hereto, to
set aside and invest assets attributable to one or more variable life
contracts; and
WHEREAS, the Company has registered or will register certain of
the Accounts as a unit investment trust under the 1940 Act and certain of the
Accounts are exempt from registration; and
WHEREAS, the Underwriter is registered as a broker/dealer with the
SEC under the Securities Exchange Act of 1934, as amended (hereinafter the
"1934 Act") and is a member in good standing of the National Association of
Securities Dealers, Inc. (hereinafter the "NASD"); and
WHEREAS, to the extent permitted by applicable insurance laws and
regulations, the Company intends to purchase shares in the Funds on behalf of
each Account to fund certain of the aforesaid variable life contracts, and the
Underwriter is authorized to sell such shares to unit investment trusts such
as each Account at net asset value.
NOW THEREFORE, in consideration of the premises and of the mutual
covenants herein contained and other good and valuable consideration the
receipt of which is hereby acknowledged, the parties hereto, intending to be
legally bound hereby, agree as follows:
ARTICLE I. Sale of Investment Company Shares
---------------------------------
1.1 The Underwriter agrees to sell to the Company those shares of
Investment Company which each Account orders, executing such orders on a daily
basis at the net asset value next computed after receipt by the Investment
Company or its designee of the order for the shares of the Investment Company.
For purposes of this Section 1.1, the Company shall be the designee of the
2
<PAGE> 4
Investment Company for receipt of such orders from each Account and receipt by
such designee shall constitute receipt by the Investment Company; provided
that the Investment Company receives notice of such order by 8:00 a.m. Pacific
time on the next following Business Day. "Business Day" shall mean any day on
which the New York Stock Exchange is open for trading and on which Investment
Company calculates its net asset value pursuant to the rules of the Securities
and Exchange Commission.
1.2 The Investment Company agrees to make its shares available
indefinitely for purchase at the applicable net asset value per share by the
Company and its Accounts on those days on which the Investment Company
calculates its net asset value pursuant to rules of the Securities and
Exchange Commission, and the Investment Company shall use reasonable efforts
to calculate such net asset value on each day which the New York Stock
Exchange is open for trading. Notwithstanding the foregoing, the Board of
Directors of the Investment Company (hereinafter the "Board") may refuse to
sell shares of any Fund, or suspend or terminate the offering of shares of any
Fund if such action is required by law or by regulatory authorities having
jurisdiction or is, in the sole discretion of the Board acting in good faith
and in light of their fiduciary duties under federal and any applicable state
laws, necessary in the best interests of the shareholders of such Fund.
1.3 The Investment Company and the Underwriter agree that no shares of
any Fund will be sold to the general public.
1.4 The Investment Company agrees to redeem for cash, on the Company's
request, any full or fractional shares of the Investment Company held by the
Company, executing such requests on a daily basis at the net asset value next
computed after receipt by the Investment Company or its designee of the
request for redemption. For purposes of this Section 1.4, the Company shall
be the designee of the Investment Company for receipt of requests for
redemption from each Account, and receipt by such designee shall constitute
receipt by the Investment Company; provided that the Investment Company
receives notice of such request for redemption by 8:00 a.m. Pacific time on
the next following Business Day.
1.5 The Company agrees to purchase and redeem the shares of selected
Funds offered by the then-current prospectus of the Investment Company and in
accordance with the provisions of such
3
<PAGE> 5
prospectus. The Company agrees that all net amounts available under the
variable life contracts with the form numbers(s) which are listed on Schedule
B attached hereto and incorporated herein by this reference, as such Schedule
B may be amended from time to time hereafter by mutual written agreement of
all the parties hereto (the "Contracts"), may be invested in the Investment
Company, in such other investment companies advised by the Adviser as may be
mutually agreed to in writing by the parties hereto, in the Company's general
account or in other separate accounts of the Company managed by the Company or
an affiliate, provided that such amounts may also be invested in an investment
company other than the Investment Company if (a) such other investment
company, or series thereof, has investment objectives or policies that are
substantially different from the investment objectives and policies of all the
Funds of the Investment Company; or (b) the Company gives the Investment
Company and the Underwriter 45 days written notice of its intention to make
such other investment company available as a funding vehicle for the
Contracts; or (c) such other investment company was available as a funding
vehicle for the Contracts prior to the date of this Agreement and the Company
so informs the Investment Company and Underwriter prior to their signing this
Agreement; or (d) the Investment Company or Underwriter consents to the use of
such other investment company.
1.6 The Company shall pay for Investment Company shares on the next
Business Day after an order to purchase Investment Company shares is made in
accordance with the provisions of Section 1.1 hereof. Payment shall be in
federal funds transmitted by wire.
1.7 Issuance and transfer of the Investment Company's shares will be
by book entry only. Stock certificates will not be issued to the Company or
any Account. Shares ordered from the Investment Company will be recorded in
an appropriate title for each Account or the appropriate subaccount of each
Account.
1.8 The Investment Company shall furnish same day notice (by wire or
telephone, followed by written confirmation) to the Company of any income
dividends or capital gain distributions payable on the Investment Company's
shares. The Company hereby elects to receive all such income dividends and
capital gain distributions as are payable on the Fund shares in additional
shares of that Fund. The Company reserves the right to revoke this election
and to receive all such income dividends and
4
<PAGE> 6
capital gain distributions in cash. Investment Company shall notify the
Company of the number of shares so issued as payment of such dividends and
distributions.
1.9 The Investment Company shall make the net asset value per share
for each Fund available to the Company on a daily basis as soon as reasonably
practical after the net asset value per share is calculated.
ARTICLE II. Representations and Warranties
------------------------------
2.1 The Company represents and warrants that the Contracts are
registered under the 1933 Act or are exempt from registration thereunder; that
the Contracts will be issued and sold in compliance in all material respects
with all applicable Federal and State laws and that the sale of the Contracts
shall comply in all material respects with state insurance suitability
requirements. The Company further represents and warrants that it is an
insurance company duly organized and in good standing under applicable law and
that it has legally and validly established each Account prior to any issuance
or sale thereof as a segregated asset account under Section 376.309 of the
Insurance Code of the State of Missouri and that each Account is or will be
registered as a unit investment trust in accordance with the provisions of the
1940 Act to serve as a segregated investment account for the Contracts or is
exempt from registration thereunder.
2.2 The Investment Company represents and warrants that Investment
Company shares sold pursuant to this Agreement shall be registered under the
1933 Act, duly authorized for issuance and sold in compliance with the laws of
the State of Missouri and all applicable federal and state securities laws and
that the Investment Company is and shall remain registered under the 1940 Act.
The Investment Company shall amend the Registration Statement for its shares
under the 1933 and the 1940 Act from time to time as required in order to
effect the continuous offering of its shares. The Investment Company shall
register and qualify the shares for sale in accordance with the laws of the
various states only if and to the extent deemed advisable by the Investment
Company or the Underwriter.
2.3 The Investment Company represents that it is currently qualified
as a Regulated Investment Company under Subchapter M of the Internal Revenue
Code of 1986, as amended, (the "Code) and
5
<PAGE> 7
that it will make every effort to maintain such qualification (under
Subchapter M or any successor or similar provision) and that it will notify
the Company immediately upon having a reasonable basis for believing that it
has ceased to so qualify or that it might not so qualify in the future.
2.4 The Company represents that the Contracts are currently treated as
endowment, annuity or life insurance contracts, under applicable provisions of
the Code and that it will make every effort to maintain such treatment and
that it will notify the Investment Company and the Underwriter immediately
upon having a reasonable basis for believing that the Contracts have ceased to
be so treated or that they might not be so treated in the future.
2.5 The Investment Company currently does not intend to make any
payments to finance distribution expenses pursuant to Rule 12b-1 under the
1940 Act or otherwise, although it may make such payments in the future. To
the extent that it decides to finance distribution expenses pursuant to Rule
12b-1, the Investment Company undertakes to have a board of directors, a
majority of whom are not interested persons of the Investment Company,
formulate and approve any plan under Rule 12b-1 to finance distribution
expenses.
2.6 The Investment Company makes no representation as to whether any
aspect of its operations (including, but not limited to, fees and expenses and
investment policies) complies with the insurance laws or regulations of the
various states except that the Investment Company represents that the
Investment Company's investment policies, fees and expenses are and shall at
all times remain in compliance with any applicable laws of the State of
Missouri, and the Investment Company and the Underwriter represent that their
respective operations are and shall at all times remain in material compliance
with any applicable laws of the State of Missouri to the extent required to
perform this Agreement. Schedule C, attached hereto and incorporated herein
by this reference, cites to the Missouri laws which are known, as of the date
of this Agreement, to be applicable to the activities of Investment Company,
Underwriter, and Adviser under this Agreement.
2.7 The Underwriter represents and warrants that it is a member in
good standing of the NASD and is registered as a broker-dealer with the SEC.
The Underwriter further represents that it will sell and distribute the
Investment Company shares in
6
<PAGE> 8
accordance with any applicable laws of the State of Missouri and all
applicable state and federal securities laws, including without limitation the
1933 Act, the 1934 Act, and the 1940 Act. Schedule C, attached hereto and
incorporated herein by this reference, cites to the Missouri laws which are
known, as of the date of this Agreement, to be applicable to the activities of
Investment Company, Underwriter, and Adviser under this Agreement.
2.8 The Investment Company represents that it is lawfully organized
and validly existing under the laws of the State of Maryland and that it does
and will comply in all material respects with the 1940 Act.
2.9 The Underwriter represents and warrants that the Adviser is and
shall remain duly registered in all material respects under all applicable
federal and state securities laws and that the Adviser shall perform its
obligations for the Investment Company compliance in all material respects
with any applicable laws of the State of Missouri and any applicable state and
federal securities laws. Schedule C, attached hereto and incorporated herein
by this reference, cites to the Missouri laws which are known, as of the date
of this Agreement, to be applicable to the activities of Investment Company,
Underwriter, and Adviser under this Agreement.
2.10 The Investment Company and Underwriter represent and warrant that
all of their directors, officers, employees, investment advisers, and other
individuals/entities dealing with the money or securities of the Investment
Company are and shall continue to be at all times covered by a blanket
fidelity bond or similar coverage for the benefit of the Investment Company in
an amount not less than the minimal coverage as required currently by Rule
17g-(1) of the 1940 Act or related provisions as may be promulgated from time
to time. The aforesaid Bond shall include coverage for larceny and
embezzlement and shall be issued by a reputable bonding company.
2.11 The Company represents and warrants that all of its directors,
officers, employees, investment advisers, and other entities dealing with the
money or securities of the Investment Company are and shall continue to be at
all times covered by a blanket fidelity bond or similar coverage for the
benefit of the
7
<PAGE> 9
Investment Company in an amount not less than five million dollars ($5
million). The aforesaid Bond shall include coverage for larceny and
embezzlement and shall be issued by a reputable bonding company.
ARTICLE III. Prospectuses and Proxy Statements; Voting
-----------------------------------------
3.1 The Underwriter shall provide the Company with as many printed
copies of the Investment Company's current prospectus and Statement of
Additional Information as the Company may reasonably request. If requested by
the Company in lieu thereof, the Investment Company shall provide camera-ready
film or computer diskettes containing the Investment Company's prospectus and
Statement of Additional Information and such other assistance as is reasonably
necessary in order for the Company once each year (or more frequently if the
prospectus and/or Statement of Additional Information for the Investment
Company is amended during the year) to have the prospectus for the Contracts
and the Investment Company's prospectus printed together in one document, and
to have the Statement of Additional Information for the Investment Company and
the Statement of Additional Information for the Contracts printed together in
one document. Alternatively, the Company may print the Investment Company's
prospectus and/or its Statement of Additional Information in combination with
other fund companies' prospectuses and statements of additional information.
Except as provided in the following three sentences, all expenses of printing
and distributing Investment Company prospectuses and Statements of Additional
Information shall be the expense of the Company. For Prospectuses and
Statements of Additional Information provided by the Company to its existing
owners of Contracts in order to update disclosure as required by the 1933 Act
and/or the 1940 Act, the cost of printing shall be borne by the Investment
Company. If the Company chooses to receive camera-ready film or computer
diskettes in lieu of receiving printed copies of the Investment Company's
prospectus, the Investment Company will reimburse the Company in an amount
equal to the product of A and B where A is the number of such prospectuses
distributed to owners of the Contracts, and B is the Investment Company's per
unit cost of typesetting and printing the Investment Company's prospectus.
The same procedures shall be followed with respect to the Investment Company's
Statement of Additional Information.
The Company agrees to provide the Investment Company or its designee
with such information as may be reasonably requested by
8
<PAGE> 10
the Investment Company to assure that the Investment Company's expenses do not
include the cost of printing any prospectuses or Statements of Additional
Information other than those actually distributed to existing owners of the
Contracts.
3.2 The Investment Company's prospectus shall state that the Statement
of Additional Information for the Investment Company is available from the
Underwriter or the Company (or in the Fund's discretion, the Prospectus shall
state that such Statement is available from the Investment Company).
3.3 The Investment Company, at its expense, shall provide the Company
with copies of its proxy statements, reports to shareholders, and other
required communications (except for prospectuses and Statements of Additional
Information, which are covered in Section 3.1) to shareholders in such
quantity as the Company shall reasonably require for distributing to Contract
owners.
3.4 If and to the extent required by law the Company shall:
(i) solicit voting instructions from Contract owners;
(ii) vote Investment Company shares in accordance with
instructions received from Contract owners: and
(iii) vote Investment Company shares for which no instructions
have been received in the same proportion as Investment
Company shares of such Fund for which instructions have
been received,
so long as and to the extent that the Securities and Exchange Commission
continues to interpret the 1940 Act to require pass-through voting privileges
for variable contract owners. The Company reserves the right to vote
Investment Company shares held in any segregated asset account in its own
right, to the extent permitted by law.
3.5 The Investment Company will comply with all provisions of the 1940
Act requiring voting by shareholders, and in particular the Investment Company
will either provide for annual or special meetings or comply with the
requirements of Section 16(c) of the 1940 Act (although the Investment Company
is not one of the trusts described in Section 16(c) of that Act) as well as
with Sections 16(a) and, if and when applicable, 16(b). Further, the
Investment Company will act in accordance with the SEC's interpretation of the
requirements of Section 16(a) with respect
9
<PAGE> 11
to periodic elections of directors and with whatever rules the SEC may
promulgate with respect thereto.
ARTICLE IV. Sales Material and Information
------------------------------
4.1 The Company shall furnish, or shall cause to be furnished, to the
Investment Company or its designee, each piece of sales literature or other
promotional material, or component thereof, in which the Investment Company,
the Adviser, or the Underwriter is named, at least fifteen Business Days prior
to its use. No such material shall be used if the Investment Company or its
designee object to such use within fifteen Business Days after receipt of such
material.
4.2 The Company shall not give any information or make any
representations or statements on behalf of the Investment Company or
concerning the Investment Company in connection with the sale of the Contracts
other than the information or representations contained in the registration
statement or prospectus for the Investment Company shares, as such
registration statement and prospectus may be amended or supplemented from time
to time, or in reports or proxy statements for the Investment Company, or in
sales literature or other promotional material approved by the Investment
Company or its designee or by the Underwriter, except with the permission of
the Investment Company or the Underwriter or the designee of either.
4.3 The Investment Company, the Underwriter, or their designees shall
furnish, or shall cause to be furnished, to the Company or its designee, each
piece of sales literature or other promotional material, or component thereof,
in which the Company or its separate Accounts are named at least fifteen
Business Days prior to its use. No such material shall be used if the Company
or its designee objects to such use within fifteen Business Days after receipt
of such material.
4.4 The Investment Company and the Underwriter shall not give any
information or make any representations on behalf of the Company or concerning
the Company, each Account, or the Contracts other than the information or
representations contained in a registration statement, prospectus or offering
materials for the Contracts, as such may be amended or supplemented from time
to time, or in published reports for each Account which are in the public
domain or approved by the Company for distribution to Contract owners, or in
sales literature or other promotional
10
<PAGE> 12
material approved by the Company or its designee, except with the permission
of the Company.
4.5 The Investment Company will provide to the Company at least one
complete copy of all registration statements, prospectuses, Statements of
Additional Information, reports, proxy statements, sales literature and other
promotional materials, applications for exemptions, requests for no-action
letters, and all amendments to any of the above, that relate to the Investment
Company or its shares, contemporaneously with the filing of such document with
the Securities and Exchange Commission or other regulatory authorities.
4.6 The Company will provide to the Investment Company at least one
complete copy of all registration statements, prospectuses, Statements of
Additional Information, reports, solicitations for voting instructions, sales
literature and other promotional materials, applications for exemptions,
requests for no-action letters, and all amendments to any of the above, that
relate to the Contracts or each Account, contemporaneously with the filing of
such document with the SEC or other regulatory authorities. In the case of
unregistered Contracts, in lieu of providing prospectuses and Statements of
Additional Information, the Company shall provide the Investment Company with
one complete copy of the offering materials for the Contracts.
4.7 For purposes of this Article IV, the phrase "sales literature or
other promotional material" includes, but is not limited to, advertisements
(such as material published, or designed for use in, a newspaper, magazine, or
other periodical, radio, television, telephone or tape recording, videotape
display, signs or billboards, motion pictures, electronic media, or other
public media), sales literature (i.e., any written communication distributed
----
or made generally available to customers or the public, including brochures,
circulars, research reports, market letters, form letters, seminar texts,
reprints or excerpts of any other advertisement, sales literature, or
published article), educational or training materials or other communications
distributed or made generally available to some or all agents or employees,
and registration statements, prospectuses, Statements of Additional
Information, shareholder reports, and proxy materials.
ARTICLE V. Fees and Expenses
-----------------
11
<PAGE> 13
5.1 The Investment Company and the Underwriter shall pay no fee or
other compensation to the Company under this Agreement, except that if the
Investment Company or any Fund adopts and implements a plan pursuant to Rule
12b-1 to finance distribution expenses, then the Underwriter may make payments
to the Company or to the underwriter for the Contracts if and in amounts
agreed to by the Underwriter in writing and such payments will be made out of
existing fees otherwise payable to the Underwriter, past profits of the
Underwriter, or other resources available to the Underwriter. No such
payments shall be made directly by the Investment Company. Currently, no such
payments are contemplated.
5.2 All expenses incident to performance by the Investment Company
under this Agreement shall be paid by the Investment Company. The Investment
Company shall see to it that all its shares are registered and authorized for
issuance in accordance with applicable federal law and, if and to the extent
deemed advisable by the Investment Company, in accordance with applicable
state laws prior to their sale. Schedule C, attached hereto and incorporated
herein by this reference, cites to the Missouri laws which are known, as of
the date of this Agreement, to be applicable to the activities of Investment
Company, Underwriter, and Adviser under this Agreement. The Investment
Company shall bear the expenses for the cost of registration and qualification
of the Investment Company's shares, preparation and filing of the Investment
Company's prospectus and registration statement, proxy materials and reports,
setting the prospectus in type, setting in type and printing the proxy
materials and reports to shareholders (including the costs of printing a
prospectus that constitutes an annual report), the preparation of all
statements and notices required by any federal or state law, all taxes on the
issuance or transfer of the Investment Company's shares.
5.3 The Company shall bear the expenses of distributing the Investment
Company's prospectus, proxy materials, and reports to owners of Contracts
issued by the Company.
ARTICLE VI. Diversification
---------------
6.1 The Investment Company will at all times invest money from the
Contracts in such a manner as to ensure that the Contracts will be treated as
variable contracts under the Internal Revenue Code and the regulations issued
thereunder.
12
<PAGE> 14
Without limiting the scope of the foregoing, the Investment
Company will at all times comply with Section 817(h) of the Code and Treasury
Regulation 1.817-5, relating to the diversification requirements for variable
annuity, endowment, or life insurance contracts and any amendments or other
modifications to such Section or Regulations.
ARTICLE VII. Indemnification
---------------
7.1. Indemnification By The Company
------------------------------
7.1(a). The Company agrees to indemnify and hold harmless the
Investment Company and each member of the Board and officers and each person,
if any, who controls the Investment Company within the meaning of Section 15
of the 1933 Act (collectively, the "Indemnified Parties" for purposes of this
Section 7.1) against any and all losses, claims, damages, liabilities
(including amounts paid in settlement with the written consent of the Company)
or litigation (including legal and other expenses), to which the Indemnified
Parties may become subject under any statute, regulation, at common law or
otherwise, insofar as such losses, claims, damages, liabilities or expenses
(or actions in respect thereof) or settlements are related to the sale or
acquisition of the Investment Company's shares or the Contracts and:
(i) arise out of or are based upon any untrue statements or
alleged untrue statements of any material fact contained in any
Registration Statement, prospectus or other offering materials for the
Contracts or contained in the Contracts or sales literature for the
Contracts (or any amendment or supplement to any of the foregoing), or
arise out of or are based upon the omission or the alleged omission to
state therein a material fact required to be stated therein or necessary
to make the statements therein not misleading, provided that this
agreement to indemnify shall not apply as to any Indemnified Party if
such statement or omission or such alleged statement or omission was
made in reliance upon and in conformity with information furnished to
the Company by or on behalf of the Investment Company for use in any
Registration Statement or prospectus for the Contracts or in the
Contracts or sales literature (or any amendment or supplement) or
otherwise for use in connection with the sale of the Contracts or
Investment Company's shares; or
13
<PAGE> 15
(ii) arise out of or as a result of statements or
representations (other than statements or representations contained in
the Registration Statement, prospectus or sales literature of the
Investment Company not supplied by the Company, or persons under its
control) or wrongful conduct of the Company or persons under its
control, with respect to the sale or distribution of the Contracts or
Investment Company shares; or
(iii) arise out of any untrue statement or alleged untrue
statement of a material fact contained in a Registration Statement,
prospectus, or sales literature of the Investment Company or any
amendment thereof or supplement thereto or the omission or alleged
omission to state therein a material fact required to be stated therein
or necessary to make the statements therein not misleading if such a
statement or omission was made in reliance upon information furnished to
the Investment Company by or on behalf of the Company; or
(iv) arise as a result of any failure by the Company to
provide the services and furnish the materials under the terms of this
Agreement; or
(v) arise out of a result from any material breach of any
representation or warranty made by the Company in this Agreement or arise
out of or result from any other material breach of this Agreement by the
Company, as limited by and in accordance with the provisions of Sections
7.1(b) and 7.1(c) hereof.
7.1(b). The Company shall not be liable under this indemnification
provision with respect to any losses, claims, damages, liabilities or
litigation incurred or assessed against an Indemnified Party as such may arise
from such Indemnified Party's willful misfeasance, bad faith, or gross
negligence in the performance of such Indemnified Party's duties or by reason
of such Indemnified Party's reckless disregard of obligations or duties under
this Agreement or to the Investment Company, whichever is applicable.
7.1(c). The Company shall not be liable under this indemnification
provision with respect to any claim made against an Indemnified Party unless
such Indemnified Party shall have
14
<PAGE> 16
notified the Company in writing within a reasonable time after the summons or
other first legal process giving information of the nature of the claim shall
have been served upon such Indemnified Party (or after such Indemnified Party
shall have received notice of such service on any designated agent), but
failure to notify the Company of any such claim shall not relieve the Company
from any liability which it may have to the Indemnified Party against whom
such action is brought otherwise than on account of this indemnification
provision. In case any such action is brought against the Indemnified
Parties, the Company shall be entitled to participate, at its own expense, in
the defense of such action. The Company also shall be entitled to assume the
defense thereof, with counsel satisfactory to the party named in the action.
After notice from the Company to such party of the Company's election to
assume the defense thereof, the Indemnified Party shall bear the fees and
expenses of any additional counsel retained by it, and the Company will not be
liable to such party under this Agreement for any legal or other expenses
subsequently incurred by such party independently in connection with the
defense thereof other than reasonable costs of investigation.
7.1(d). The Indemnified Parties will promptly notify the Company of the
commencement of any litigation or proceedings against them in connection with
the issuance or sale of the Investment Company shares or the Contracts or the
operation of the Investment Company.
7.2 Indemnification by the Underwriter
----------------------------------
7.2(a). The Underwriter agrees to indemnify and hold harmless the
Company and each of its directors and officers and each person, if any, who
controls the Company within the meaning of Section 15 of the 1933 Act
(collectively, the "Indemnified Parties" for purposes of this Section 7.2)
against any and all losses, claims, damages, liabilities (including amounts
paid in settlement with the written consent of the Underwriter) or litigation
(including legal and other expenses) to which the Indemnified Parties may
become subject under any statute, at common law or otherwise, insofar as such
losses, claims, damages, liabilities or expenses (or actions in respect
thereof) or settlements are related to the sale or acquisition of the
Investment Company's shares or the Contracts and:
15
<PAGE> 17
(i) arise out of or are based upon any untrue statement or
alleged untrue statement of any material fact contained in the
Registration Statement or prospectus or sales literature of the
Investment Company (or any amendment or supplement to any of the
foregoing), or arise out of or are based upon the omission or the
alleged omission to state therein a material fact required to be stated
therein or necessary to make the statements therein not misleading,
provided that this agreement to indemnify shall not apply as to any
Indemnified Party if such statement or omission or such alleged
statement or omission was made in reliance upon and in conformity with
information furnished to the Underwriter or Investment Company by or on
behalf of the Company for use in the Registration Statement or
prospectus for the Investment Company or in the sales literature (or any
amendment or supplement) or otherwise for use in connection with the
sale of the Contracts or Investment Company shares; or
(ii) arise out of or as a result of statements or
representations (other than statements or representations contained
in any Registration Statement, prospectus, other offering materials or
sales literature for the Contracts not supplied by the Underwriter or
persons under its control) or wrongful conduct of the Investment
Company, Adviser, or Underwriter or persons under their control, with
respect to the sale or distribution of the Contracts or Investment
Company shares; or
(iii) arise out of any untrue statement or alleged untrue
statement of a material fact contained in any Registration Statement,
prospectus, other offering materials or sales literature covering the
Contracts, or any amendment thereof or supplement thereto, or the
omission or alleged omission to state therein a material fact required
to be stated therein or necessary to make the statement or statements
therein not misleading, if such statement or omission was made in
reliance upon information furnished to the Company by or on behalf of
the Investment Company; or
(iv) arise as a result of any failure by the Investment
Company to provide the services and furnish the materials under the
terms of this Agreement (including a failure, whether unintentional or
in good faith or otherwise, to
16
<PAGE> 18
comply with the diversification requirements specified in Article VI of
this Agreement); or
(v) arise out of or result from any material breach of any
representation or warranty made by the Underwriter in this Agreement or
arise out of or result from any other material breach of this Agreement
by the Underwriter; as limited by and in accordance with the provisions
of Sections 7.2(b) and 7.2(c) hereof.
7.2(b). The Underwriter shall not be liable under this indemnification
provision with respect to any losses, claims, damages, liabilities or
litigation to which an Indemnified Party would otherwise be subject by reason
of such Indemnified Party's willful misfeasance, bad faith, or gross
negligence in the performance of such Indemnified Party's duties or by reason
of such Indemnified Party's reckless disregard of obligations and duties under
this Agreement or to the Company or each Account, whichever is applicable.
7.2(c). The Underwriter shall not be liable under this indemnification
provision with respect to any claim made against an Indemnified Party unless
such Indemnified Party shall have notified the Underwriter in writing within a
reasonable time after the summons or other first legal process giving
information of the nature of the claim shall have been served upon such
Indemnified Party (or after such Indemnified Party shall have received notice
of such service on any designated agent), but failure to notify the
Underwriter of any such claim shall not relieve the Underwriter from any
liability which it may have to the Indemnified Party against whom such action
is brought otherwise than on account of this indemnification provision. In
case any such action is brought against the Indemnified Parties, the
Underwriter will be entitled to participate, at its own expense, in the
defense thereof. The Underwriter also shall be entitled to assume the defense
thereof, with counsel satisfactory to the party named in the action. After
notice from the Underwriter to such party of the Underwriter's election to
assume the defense thereof, the Indemnified Party shall bear the fees and
expenses of any additional counsel retained by it, and the Underwriter will
not be liable to such party under this Agreement for any legal or other
expenses subsequently incurred by such party independently in connection with
the defense thereof other than reasonable costs of investigation.
17
<PAGE> 19
7.2(d). The Company agrees promptly to notify the Underwriter of the
commencement of any litigation or proceedings against it or any of its
officers or directors in connection with the issuance or sale of the Contracts
or the operation of any Account.
7.3 Indemnification By the Investment Company
-----------------------------------------
7.3(a). The Investment Company agrees to indemnify and hold harmless
the Company, and each of its directors and officers and each person, if any,
who controls the Company within the meaning of Section 15 of the 1933 Act
(collectively, the "Indemnified Parties" for purposes of this Section 7.3)
against any and all losses, claims, damages, liabilities (including amounts
paid in settlement with the written consent of the Investment Company) or
litigation (including legal and other expenses) to which the Indemnified
Parties may become subject under any statute, at common law or otherwise,
insofar as such losses, claims, damages, liabilities or expenses (or actions
in respect thereof) or settlements result from the gross negligence, bad faith
or willful misconduct of the Board or any member thereof, are related to the
operations of the Investment Company and:
(i) arise as a result of any failure by the Investment
Company to provide the services and furnish the materials under the
terms of this Agreement (including a failure to comply with the
diversification requirements specified in Article VI of this Agreement);
or
(ii) arise out of or result from any material breach
of any representation or warranty made by the Investment Company in this
Agreement or arise out of or result from any other material breach of
this Agreement by the Investment Company, as limited by and in
accordance with the provisions of Sections 7.3(b) and 7.3(c) hereof.
7.3(b). The Investment Company shall not be liable under this
indemnification provision with respect to any losses, claims, damages,
liabilities or litigation incurred or assessed against an Indemnified Party as
such may arise from such Indemnified Party's willful misfeasance, bad faith,
or gross negligence in the performance of such Indemnified Party's duties or
by reason of such Indemnified Party's reckless disregard of
18
<PAGE> 20
obligations and duties under this Agreement or to the Company, the Investment
Company, the Underwriter or any Account, whichever is applicable.
7.3(c). The Investment Company shall not be liable under this
indemnification provision with respect to any claim made against an
Indemnified Party unless such Indemnified Party shall have notified the
Investment Company in writing within a reasonable time after the summons or
other first legal process giving information of the nature of the claim shall
have been served upon such Indemnified Party (or after such Indemnified Party
shall have received notice of such service on any designated agent), but
failure to notify the Investment Company of any such claim shall not relieve
the Investment Company from any liability which it may have to the Indemnified
Party against whom such action is brought otherwise than on account of this
indemnification provision. In case any such action is brought against the
Indemnified Parties, the Investment Company will be entitled to participate,
at its own expense, in the defense thereof. The Investment Company also shall
be entitled to assume the defense thereof, with counsel satisfactory to the
party named in the action. After notice from the Investment Company to such
party of the Investment Company's election to assume the defense thereof, the
Indemnified Party shall bear the fees and expenses of any additional counsel
retained by it, and the Investment Company will not be liable to such party
under this Agreement for any legal or other expenses subsequently incurred by
such party independently in connection with the defense thereof other than
reasonable costs of investigation.
7.3(d). The Company and the Underwriter agree promptly to notify the
Investment Company of the commencement of any litigation or proceedings
against it or any of its respective officers or directors in connection with
this Agreement, the issuance or sale of the Contracts, with respect to the
operation of any Account, or the sale or acquisition of shares of the
Investment Company.
ARTICLE VIII. Applicable Law
--------------
8.1. This Agreement shall be construed and the provisions hereof
interpreted under and in accordance with the laws of the State of Missouri.
19
<PAGE> 21
8.2. To the extent they are applicable, this Agreement shall be subject
to the provisions of the 1933, 1934 and 1940 acts, and the rules and
regulations and rulings thereunder, including such exemptions from those
statutes, rules and regulations as the Securities and Exchange Commission may
grant and the terms hereof shall be interpreted and construed in accordance
therewith.
ARTICLE IX. Termination of Agreement
------------------------
9.1 This Agreement shall continue in full force and effect until the
first to occur of:
(a) termination by any party for any reason by sixty (60)
days advance written notice delivered to the other parties; or
(b) termination by the Company by written notice to the
Investment Company and the Underwriter with respect to any Fund based
upon the Company's determination that shares of such Fund are not
reasonably available to meet the requirements of the Contracts; or
(c) termination by the Company by written notice to the
Investment Company and the Underwriter with respect to any Fund in the
event any of the Fund's shares are not registered, issued, or sold in
accordance with applicable state or federal law (Schedule C, attached
hereto and incorporated herein by this reference, cites to the Missouri
laws which are known, as of the date of this Agreement, to be applicable
to the activities of Investment Company, Underwriter, and Adviser under
this Agreement) or such law precludes the use of such shares as the
underlying investment media of the Contracts issued or to be issued by
the Company; or
(d) termination by the Company by written notice to the
Investment Company and the Underwriter with respect to any Fund in the
event that such Fund ceases to qualify as a Regulated Investment Company
under Subchapter M of the Code or under any successor or similar
provision, or if the Company reasonably believes that the Investment
Company may fail to so qualify; or
20
<PAGE> 22
(e) termination by the Company by written notice to the
Investment Company and the Underwriter with respect to any Fund in the
event that such Fund fails to meet the diversification requirements
specified in Article VI hereof; or
(f) termination by either the Investment Company or the
Underwriter by written notice to the Company, if either one or both of
the Investment Company or the Underwriter respectively, shall determine,
in their sole judgment exercised in good faith, that the Company or its
affiliated companies has suffered a material adverse change in its
business, operations, financial condition, or prospects since the date
of this Agreement or is the subject of material adverse publicity; or
(g) termination by the Company by written notice to the
Investment Company and the Underwriter, if the Company shall determine, in
its sole judgment exercised in good faith, that either the Investment
Company or the Underwriter has suffered a material adverse change in its
business, operations, financial condition, or prospects since the date of
this Agreement or is the subject of material adverse publicity; or
(h) termination by the Investment Company or the
Underwriter by written notice to the Company if the Company gives the
Investment Company and the Underwriter the written notice specified
in Section 1.5 hereof and at the time such notice was given there was no
notice of termination outstanding under any other provision of this
Agreement; provided, however, any termination under this Section 9.1(b)
shall be effective forty-five (45) days after the notice specified in
Section 1.5 was given.
9.2 Notwithstanding any termination of this Agreement, the Investment
Company and the Underwriter shall at the option of the Company, continue to
make available additional shares of the Investment Company pursuant to the
terms and conditions of this Agreement, for all Contracts in effect on the
effective date of termination of this Agreement (hereinafter referred to as
"Existing Contracts"). Specifically, without limitation, the owners of the
Existing Contracts shall be permitted to reallocate investment in the
Investment Company, redeem investments in the Investment Company, or invest in
the Investment Company upon the
21
<PAGE> 23
making of additional purchase payments under the Existing Contracts.
9.3 The Company shall not redeem Investment Company shares
attributable to the Contracts (as opposed to Investment Company shares
attributable to the Company's assets held in any of the Accounts) except (i)
as necessary to implement Contract Owner initiated transactions, or (ii) as
required by state or federal laws or regulations or judicial or other legal
precedent of general application (hereinafter referred to as a "Legally
Required Redemption"). Upon request, the Company will promptly furnish to the
Investment Company and the Underwriter the opinion of counsel for the Company
(which counsel shall be reasonably satisfactory to the Investment Company and
the Underwriter) to the effect that any redemption pursuant to clause (ii)
above is a Legally Required Redemption. Furthermore, except in cases where
permitted under the terms of the Contracts, the Company shall not prevent
Contract Owners from allocating payments to a Fund that was otherwise
available under the Contracts without first giving the Investment Company or
the Underwriter ninety (90) days notice of its intention to do so.
ARTICLE X. Notices
-------
Any notice shall be sufficiently given when sent by registered or
certified mail to the other party at the address of such party set forth below
or at such other address as such party may from time to time specify in
writing to the other party.
If to the Investment Company:
909 A Street
Tacoma, Washington 98402
Attention: Karl J. Ege, Esq.
If to the Company:
13045 Tesson Ferry Road
St. Louis, Missouri 63128
Attention: Kimberly Shaw Elliott, Esq.
If to the Underwriter:
909 A Street
Tacoma, Washington 98402
Attention: Karl J. Ege, Esq.
22
<PAGE> 24
ARTICLE XI. Miscellaneous
-------------
11.1. All persons dealing with the Investment Company must look solely
to the property of the Investment Company for the enforcement of any claims
against the Investment Company as neither the Board, officers, agents or
shareholders assume any personal liability for obligations entered into on
behalf of the Investment Company.
11.2. Subject to the requirements of legal process and regulatory
authority, each party hereto shall treat as confidential the names and
addresses of the owners of the Contracts and all information reasonably
identified as confidential in writing by any other party hereto and, except as
permitted by this Agreement, shall not disclose, disseminate or utilize such
names and addresses and other confidential information until such time as it
may come into the public domain without the express written consent of the
affected party.
11.3. The captions in this Agreement are included for convenience of
reference only and in no way define or delineate any of the provisions hereof
or otherwise affect their construction or effect.
11.4. This Agreement may be executed simultaneously in two or more
counterparts, each of which taken together shall constitute one and the same
instrument.
11.5. If any provisions of this Agreement shall be held or made invalid
by a court decision, statute, rule or otherwise, the remainder of the
Agreement shall not be affected thereby.
11.6. Each party hereto shall cooperate with each other party and all
appropriate governmental authorities (including without limitation the SEC,
the NASD and state insurance regulators) and shall permit such authorities
reasonable access to its books and records in connection with any
investigation or inquiry relating to this Agreement or the transactions
contemplated hereby. Notwithstanding the generality of the foregoing, each
party hereto further agrees to furnish the California Insurance Commissioner
with any information or reports in connection with services provided under
this Agreement which such Commissioner may request in order to ascertain
whether the variable life insurance operations of the Company are being
conducted in a manner consistent with the California Variable
23
<PAGE> 25
Life Insurance Regulations and any other applicable law or regulations.
11.7 The Investment Company and Underwriter agree that to the extent any
advisory or other fees received by the Investment Company, the Underwriter, or
the Adviser are determined to be unlawful in legal or administrative
proceedings under the 1973 NAIC model variable life insurance regulation in
the states of California, Colorado, Maryland, or Michigan, the Underwriter
shall indemnify and reimburse the Company for any out of pocket expenses and
actual damages the Company has incurred as a result of any such proceeding;
provided however that the provisions of Section 7.2(b) and 7.2(c) shall apply
to such indemnification and reimbursement obligation. Such indemnification
and reimbursement obligation shall be in addition to any other indemnification
and reimbursement obligations of the Investment Company or the Underwriter
under this Agreement.
11.8 The rights, remedies and obligations contained in this Agreement
are cumulative and are in addition to any and all rights, remedies and
obligations, at law or in equity, which the parties hereto are entitled to
under state and federal laws.
11.9 This Agreement or any of the rights and obligations hereunder may
not be assigned by any party without the prior written consent of all parties
hereto; provided, however, that the Underwriter may assign this Agreement or
any rights or obligations hereunder to any affiliate of or company under
common control with the Underwriter, if such assignee is duly licensed and
registered to perform the obligations of the Underwriter under this Agreement.
11.10 The Company shall furnish, or shall cause to be furnished, to the
Investment Company or its designee copies of the following reports:
(a) the Company's annual statement prepared under statutory accounting
principles, as soon as practical and in any event within 90 days after the end
of each fiscal year;
(b) the Company's quarterly statement (statutory), as soon as
practical and in any event within 45 days after the end of each quarterly
period; and
24
<PAGE> 26
(c) any financial statement, proxy statement, notice or report of the
Company sent to stockholders or policyholders, as soon as practical after the
delivery thereof; and
IN WITNESS WHEREOF, each of the parties hereto have caused this
Agreement to be executed in its name and on behalf by its duly authorized
representative and its seal to be hereunder affixed hereto as of the date
specified below.
GENERAL AMERICAN LIFE
INSURANCE COMPANY
ATTEST: --------------------- BY -------------------------
Secretary President
DATE:
(SEE PAGE 26 FOR ADDITIONAL SIGNATURES)
25
<PAGE> 27
(SIGNATURES CONTINUED FROM PAGE 25)
RUSSELL INSURANCE FUNDS,
INC.
ATTEST: --------------------- BY --------------------------
Secretary President
DATE:
RUSSELL FUND
DISTRIBUTORS, INC.
ATTEST: ---------------------- BY --------------------------
Secretary President
DATE:
26
<PAGE> 28
Schedule A
----------
Accounts
--------
Name of Account Date of Resolution of Company's
Board which Established the
Account
General American January 24, 1985
Separate Account Eleven
27
<PAGE> 29
Schedule B
----------
Contracts
---------
1. Contract Form Numbers:
FRC-VUL ( )
2. Funds currently available to act as investment vehicles for certain of the
above-listed contracts:
General Account of General American Life Insurance Company
Money Market Fund of General American Capital Company
Russell Insurance Funds, Inc.: Multi-Style Equity Fund
Aggressive Equity Fund
Non-U.S. Fund
Core Bond Fund
PartAgmt
28
<PAGE> 30
Schedule C
----------
Applicable Laws
---------------
29
<PAGE> 1
Exhibit 1. (10) (b)
-------------------
Form of Application for Standard FRC-VUL Policy
<PAGE> 2
APPLICATION
FOR
FLEXIBLE PREMIUM
VARIABLE LIFE
INSURANCE
GENERAL AMERICAN LIFE
INSURANCE COMPANY
ST. LOUIS, MISSOURI
CUSTOMER INTERVIEW PROGRAM
In connection with your application for insurance you may be receiving a
telephone call from a person at our Home Office or another agency authorized
to obtain some personal and financial information. You can be assured that
your answers are strictly confidential and will be used only to assess your
eligibility for insurance. The interview normally takes from five to ten
minutes and will be conducted at a time convenient to you. In the event you
are not in when the interviewer calls, the interviewer will probably leave
his/her name and a telephone number so that you can return the call at no
charge to you and supply the necessary information.
9425
(10/95) FRC-VUL
<PAGE> 3
NOTICE OF INFORMATION PRACTICES
This Notice Must be Given to the Proposed Insured (Including Medical
Information Bureau Notice and Fair Credit Reporting Act Notice).
In considering your application, General American Life Insurance Company will
review information from various sources. These include your statements, the
results of your physical examination (if required), and reports we get from
doctors or medical facilities which have attended you.
Information about your insurability and/or any past or future claims will be
treated as confidential. We, or our reinsurers, may however, make a brief
report of this to the Medical Information Bureau, a nonprofit membership
organization of life insurance companies, which operates an information
exchange on behalf of its members. If you apply to another Bureau member
company for life or health insurance coverage, or a claim for benefits is
submitted to such a company, the Bureau, upon request, will supply such
company with the information in its file.
Upon receipt of a request from you, the Bureau will arrange disclosure of any
information it may have in your file (medical information will be disclosed
only to your attending physician). If you question the accuracy of information
in the Bureau's file, you may contact the Bureau and seek a correction in
accordance with the procedures set forth in the federal Fair Credit Reporting
Act. The address of the Bureau's information office is Post Office Box 105,
Essex Station, Boston, Massachusetts 02112, telephone number (617) 426-3660.
We, or our reinsurers, may also release information to other life insurance
companies to which you apply for life or health insurance, or to which a claim
is submitted.
In addition, we may get an investigative report from a consumer reporting
agency. This report requires personal interviews with your neighbors, friends,
or other acquaintances for information as to your general reputation, personal
characteristics and mode of living. As part of your application, you have
authorized us to do this. You have the right to be personally interviewed and
to make a written request within a reasonable period about the nature and
scope of this investigation. Upon written request you will be told if such a
report has actually been ordered, and if it has, we will give you the name and
address of the consumer reporting agency. You may contact this consumer
reporting agency and ask for a copy of such report.
Unless a legitimate business need exists or we are required to do so by law,
the information we get in this report, as well as any other information which
we later acquire, will not be disclosed to anyone else without your consent.
You may request a copy of all information acquired by us and have a right to
correct any personal information which you feel is inaccurate. We will, if
required by law, give you a more detailed notice of the types of personal
information which we get in considering your application, as well as any
additional rights which you may have.
If you need any assistance, please feel free to contact your agent or us at
General American Life Insurance Company, Attention: New Business Operations
E1-13, 13045 Tesson Ferry Rd., St. Louis, MO 63128.
9425
(10/95)
<PAGE> 4
- ------------------------------------------------------------------------------
PART 1 APPLICATION FOR FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE TO
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
- ------------------------------------------------------------------------------
GENERAL INFORMATION SECTION A
- ------------------------------------------------------------------------------
1. Amount (at least 1/12th of the annual premium) paid in cash in exchange for
the Temporary Insurance Agreement with the same number as this application.
$-----------
- ------------------------------------------------------------------------------
2. (a) Name of Proposed Insured (Print Last, First, Middle)
(b) / / Male
/ / Female
(c) Social Security #
- ------------------------------------------------------------------------------
(d) Date of Birth: Mo. Day Yr.
(e) Age Nearest Birthday
(f) Birthplace
(g) Special Policy Date
- ------------------------------------------------------------------------------
(h) Residence Address: Number and Street, or RFD City State Zip
Home Phone # ( )
- ------------------------------------------------------------------------------
3. (a) Name of Employer
(b) Occupation and Duties
- ------------------------------------------------------------------------------
(c) Business Address: Number and Street, or RFD City State Zip
Business Phone # ( )
- ------------------------------------------------------------------------------
4. (a) Annual Earned Income from Occupation: $
(b) Total Annual Income from all Sources (including 4(a)): $
(c) Approximate Net Worth: $
- ------------------------------------------------------------------------------
5. Send Premium Notices to: / / Residence / / Business / /Other-------------
- ------------------------------------------------------------------------------
6. Name and address of Premium Payor if other than Owner.
- ------------------------------------------------------------------------------
7. (a) Convenient time, place, and phone # to reach Proposed Insured
(b) Have we done a personal history or customer interview with you in the
past 12 months? / / Yes / / No
- ------------------------------------------------------------------------------
8. Beneficiary of death benefit. (MUST BE COMPLETED: Print full name, address,
telephone # and relationship of each to Proposed Insured)
(a) Primary Class (will receive payment first, if living and not
disqualified)
(b) Contingent Class (will receive payment only if living and not
disqualified and if no primary beneficiary received payment)
- ------------------------------------------------------------------------------
9. Owner of Policy. (MUST BE COMPLETED: Print full name, address, telephone
#, date of birth, relationship of each to Proposed Insured and Social
Security Number or Tax Identification Number.)
(a) Original Owner/Class: / / Proposed Insured / / Other
(b) Contingent Owner/Class, if any, to become Owner only when no Original
Owner is living.
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 5
- ------------------------------------------------------------------------------
SECTION A - CONTINUED GENERAL INFORMATION
- ------------------------------------------------------------------------------
10. (a) Total Life Insurance now in force on Proposed Insured. (If none, write
"None".)
- ------------------------------------------------------------------------------
Year of Personal Business Accidental Waiver of Prem.
Company Issue Ins. Amt Ins. Amt. Death Amt. Yes No
- ------------------------------------------------------------------------------
/ / / /
- ------------------------------------------------------------------------------
/ / / /
- ------------------------------------------------------------------------------
/ / / /
- ------------------------------------------------------------------------------
/ / / /
- ------------------------------------------------------------------------------
/ / / /
- ------------------------------------------------------------------------------
TOTALS
-------------------------------------------------------
(b) Are you currently applying for life insurance with
any other company? / / Yes / / No
(If "Yes", give details in #12.)
(c) Will the insurance being applied for replace or
change any of the above or any in force annuities?
If "Yes": Circle coverage being terminated.
(Complete and submit required papers.) / / Yes / / No
- ------------------------------------------------------------------------------
Yes No
11. Have you: (Provide details in #12 to any "Yes" answers.)
(a) Ever been declined, postponed, rated or offered a policy
different than that applied for?. . . . . . . . . . . . . / / / /
(b) Any intention to travel or reside outside the United
States? . . . . . . . . . . . . . . . . . . . . . . . . . / / / /
(c) Been a pilot, student pilot, or crew member during the
past 3 years or have any intention of becoming a pilot,
student pilot or crew member in any type of aircraft? (If
"Yes", complete Aviation Section.) . . . . . . . . . . . / / / /
(d) Ever had a traffic citation for driving while intoxicated
or driving under the influence of intoxicants or drugs? . / / / /
(e) Within the past three years, had:
(i) any moving vehicle violation? . . . . . . . . . . . / / / /
(ii) a traffic accident? . . . . . . . . . . . . . . . . / / / /
If either 11(d) and/or any question in 11(e) is
answered "Yes", then Driver's License # ------------
State ----------------------------------------------
(f) Participated in, or do you contemplate participating in:
aeronautics, competitive racing, underwater or sky diving,
mountain climbing, or any other similar avocation? / / / /
(If "Yes", complete Avocation Section.)
- ------------------------------------------------------------------------------
12. Details of Answers
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 6
- ------------------------------------------------------------------------------
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE APPLIED FOR SECTION B
- ------------------------------------------------------------------------------
13. (a) FLEXIBLE PREMIUM VARIABLE LIFE:
/ / FPVL-100 (FRC-VUL) $----------
Contract Type / / Opt. A / / Opt. B / / Opt. C
-------------
Benefits:
---------
/ / Waiver of Monthly Deduction
/ / Waiver of Specified Premium
$------- (Monthly Benefit)
Riders:
-------
/ / IBR / / -----% / / CPI (Not available in Alabama or Mississippi)
/ / FPVL-100 GI (FRC-VUL GI) $--------
Contract Type / / Opt. A / / Opt. B / / Opt. C
-------------
Riders:
-------
/ / IBR / / -----% / / CPI (Not available in Alabama or Mississippi)
- ------------------------------------------------------------------------------
/ / OTHER (LIST) -------- $/# --------
-------- $/# --------
Riders:
-------
/ / Other (List) -------- $/# --------
-------- $/# --------
- ------------------------------------------------------------------------------
(b) Premiums:
Direct Billing: / / ANN / / SA / / QR / / Single Premium
List Billing: / / ANN / / SA / / QR / / MO (add to existing
List Billing #------)
Pre Auth Check: / / (add to existing PAC Billing #------)
Payroll Deduction: / / (add to existing Payroll Deduction #-------)
Premium Amount $ ------ MAKE CHECK PAYABLE TO: GENERAL AMERICAN LIFE
INSURANCE CO.
- ------------------------------------------------------------------------------
(c) Net Premium Allocation: (0 or minimum of 5%. Percentages must be in
whole numbers and total 100%.)
Russell Insurance Funds, Inc.:
/ / Multi-Style Equity Fund ------% / / Money Market
Fund ------%
/ / Aggressive Equity Fund ------% / / Other ------ ------%
/ / Non-U.S. Fund ------% / / Other ------ ------%
/ / Core Bond Fund ------% / / General Account ------%
=================================
TOTAL ALLOCATION ------%
- ------------------------------------------------------------------------------
(d) Suitability Information:
(a) Have you received a prospectus for the policy
applied for? / / Yes / / No
Date of prospectus ------------ Date of any
supplement ------------------
(b) Do you understand that:
1. The death benefit and cash surrender value will
increase or decrease depending on investment
experience, and
2. There is no guaranteed minimum death benefit or
cash surrender value? / / Yes / / No
(c) Do you believe that the policy applied for meets
your insurance needs and your anticipated financial
objectives? / / Yes / / No
/ / I REQUEST A COPY OF THE STATEMENT OF ADDITIONAL INFORMATION
REFERRED TO IN THE PROSPECTUS.
- ------------------------------------------------------------------------------
(e) Dividend Option (if eligible): / / Increasing Cash Value / / Cash
If no option is elected, the Automatic Option is Incr. Cash Value.
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 7
- ------------------------------------------------------------------------------
SECTION B (CONT'D) FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE APPLIED FOR
- ------------------------------------------------------------------------------
13. (f) / / Additional or / / Alternate Policy(ies) desired. (If benefits,
mode, beneficiary or ownership are different than original policy,
provide details.)
- ------------------------------------------------------------------------------
(g) Explanations or Additional Instructions:
- ------------------------------------------------------------------------------
(h) For Home Office Endorsement only. (Not applicable in Kentucky,
Maryland, Minnesota, New Hampshire, Pennsylvania, West Virginia,
Wisconsin)
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 8
- ------------------------------------------------------------------------------
AVIATION SECTION - FOR PILOTS, STUDENTS, AND CREW MEMBERS
- ------------------------------------------------------------------------------
HOURS FLOWN
For Pilots, Students and Crew Members:
Total of all hours flown as pilot or crew member: / /
Total hours flown in past 12 months: / /
Estimated hours flying in next 12 months: / /
- ------------------------------------------------------------------------------
PILOT CERTIFICATE
Pilot Certificate currently held:
/ / Private / / Instrument Flight Rating
/ / Student / / Commercial
/ / Airline Transport Rating / / Flight Instructor
Have you ever been grounded or had your license revoked?
/ / Yes / / No (If "Yes", give details in Remarks below.)
- ------------------------------------------------------------------------------
TYPE FLYING
Type of Flying:
/ / Pleasure / / Military
/ / Commercial Specify type of flying ------------
Specify type of flying --------- Type of aircraft ------------------
Type of aircraft --------------- Date of last flight ---------------
(Give details in Remarks below.) Branch or Organization ------------
If not pilot, specify capacity in
which you fly ---------------------
(Give details in Remarks below.)
- ------------------------------------------------------------------------------
MEDICAL CERTIFICATE
(a) Medical Certificate currently held: / / Class III / / Class II / / Class I
(b) Date of last renewal ---------------------
Yes No
(c) Was it denied by the Aviation Medical Examiner but
eventually issued? . . . . . . . . . . . . . . . . . . . . . / / / /
(d) Was Medical Certificate granted subject to limitation(s) or
physical waiver(s)?. . . . . . . . . . . . . . . . . . . . . / / / /
(If any of the above questions are answered "Yes", give details in Remarks
below.)
- ------------------------------------------------------------------------------
OTHER
Other Type of Flying:
(a) Have you ever flown or do you intend to fly: Yes No
Ultralight, Biplane, Prototype, experimental or personally
built or assembled aircraft? . . . . . . . . . . . . . . . . / / / /
(If "Yes", complete Avocation Section.)
(b) Have you flown, within the past 12 months, or do you
contemplate flying the Civil Air Patrol? . . . . . . . . / / / /
(If "Yes", give details in Remarks below.)
(c) Do you contemplate a change from your present flying to
commercial or military flying?. . . . . . . . . . . . . . . . / / / /
(If "Yes", give details in Remarks below.)
- ------------------------------------------------------------------------------
AVIATION RATES
Should you not qualify for coverage at standard rates, do you
desire: Yes No
(a) Full coverage with extra premium, if available? . . . . . . . / / / /
(b) Restricted aviation coverage without extra premium, if
available? . . . . . . . . . . . . . . . . . . . . . . . . . / / / /
- ------------------------------------------------------------------------------
REMARKS:
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 9
- ------------------------------------------------------------------------------
AVOCATION SECTION
- ------------------------------------------------------------------------------
RACING SPORTS
Racing, Auto, Motorcycle, Snowmobile, Motorboat:
Type: / / Midget / / Stock / / Hotrod / / Go-kart / / Drag / / Sportscar
/ / Snowmobile / / Cycle / / Boat / / Other ----------------
Vehicle or boat: make & model ------------ Class & category . . -------------
Displacement. . . . . -------------------- Horsepower . . . . . -------------
Timing: / / Vehicle vs. vehicle / / Vehicle vs. clock
Maximum speed attained mph
-------------
Location: / / Oval track / / Closed circuit / / Drag strip / /Hill climb
/ / Other --------------
Have you ever had a racing accident / / Yes / / No
(If "Yes", give details in Remarks below.)
Racing organizations affiliated with: ----------------------------------------
Races supervised by: ---------------------------------------------------------
Frequency (Number of Races) Last 12 Months / / 1 to 2 Years Ago / /
Estimate Next 12 Months / /
- ------------------------------------------------------------------------------
UNDERWATER SPORTS
Type: / / Scuba / / Skin / / Snorkel
Purpose: / / Recreation / / Rescue / / Salvage
Locations: / / Oceans / / Lakes / / Rivers / / Pools / / Quarries
/ / Caves / / Other -------
Have you received formal diving training? / / Yes / / No (If "Yes", give
details in Remarks below.)
Do you use the "buddy system"? / / Yes / / No
Number of Dives Number of Dives Number of Dives
Depth Average Time Last 12 Months 1 to 2 Yrs Ago Est. Next 12 Mos.
- ------------------------------------------------------------------------------
0-60 ft
- ------------------------------------------------------------------------------
61-75 ft
- ------------------------------------------------------------------------------
76-100 ft
- ------------------------------------------------------------------------------
101-150 ft
- ------------------------------------------------------------------------------
Over 150 ft
- ------------------------------------------------------------------------------
SKY SPORTS
Type: / / Skydiving / / Hanggliding //Ultralights / / Biplaning
/ / Parachuting / / Ballooning / / Other ---------
If Skydiving: Yes No If Ballooning: Yes No
Delayed jumping? / / / / Gas ballooning? / / / /
Are you a member of a club? / / / / Hot air ballooning? / / / /
Usual location or type of terrain --------------------------------------------
Have you been in an accident connected with this avocation? (If Yes No
"Yes", give details in Remarks below.) . . . . . . . . . . . . . . / / / /
Number of flights or jumps: Last 12 Mos / / 1 to 2 Yrs Ago / /
Est. Next 12 Mos. / /
- ------------------------------------------------------------------------------
CLIMBING SPORTS
Type: / / Mountain / / Rock / / Ice / /Other ------------------------------
Locations: / / Ranges / / Caves / /Rock Formations / / Trails
/ / Other ---------------------- Yes No
Usual Heights: ------ Geographical Area: -----
Do you use direct-aid climbing? / / / /
Do you participate as a guide or engage in rescue duties? . . . . / / / /
Have you had a climbing accident? (If "Yes", give details in
Remarks below.) . . . . . . . . . . . . . . . . . . . . . . . . . / / / /
Number of climbs: Last 12 months / / 1 to 2 Yrs Ago / /
Est. Next 12 Mos. / /
- ------------------------------------------------------------------------------
REMARKS OR OTHER AVOCATIONS (INCLUDE DETAILS REGARDING NATURE, LOCATION,
FREQUENCY, AND DEGREE OF PARTICIPATION.)
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 10
- ------------------------------------------------------------------------------
PART II APPLICATION FOR FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE TO
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
- ------------------------------------------------------------------------------
MEDICAL DECLARATIONS SECTION C
- ------------------------------------------------------------------------------
14. (a) Name of Insured: ----------------------------------------
(b) Height ---- ft. ---- in; Weight ---- lbs.
(c) Any change in weight in past year? (If yes, give details Yes No
below, including lbs.) / / / /
- ------------------------------------------------------------------------------
15. (a) Name and address of your personal physician. If none, check / /
Name ------------------------------- Phone # -------------------------
Address --------------------------------------------------------------
(b) Date and reason last consulted? Date ---------- Reason ---------------
(c) What treatment was given or medication prescribed? -------------------
- ------------------------------------------------------------------------------
16. Within the last ten years, from the date of this application,
have you been treated for or had any known indication of: Yes No
(a) Dizziness, fainting, convulsions, epilepsy, headaches,
speech defects, paralysis, mental or nervous disorders? / / / /
- ------------------------------------------------------------------------------
(b) Shortness of breath, bronchitis, asthma, emphysema,
tuberculosis, pneumonia, or chronic respiratory
disease? / / / /
- ------------------------------------------------------------------------------
(c) Chest pain, pulse irregularity, high blood pressure,
rheumatic fever, heart murmur, heart attack, stroke, or
other disorder of the heart, or circulatory system,
anemia, or other disorder of the blood? / / / /
- ------------------------------------------------------------------------------
(d) Jaundice, intestinal bleeding, ulcer, diarrhea, colitis,
diverticulitis, or other disorder of the stomach,
intestines, liver or gallbladder? / / / /
- ------------------------------------------------------------------------------
(e) Kidney stone or other disease of kidney; venereal disease;
disorder of the bladder, prostate, reproductive organs, or
breasts; sugar, albumin, blood or pus in the urine? / / / /
- ------------------------------------------------------------------------------
(f) Diabetes; disorder of the thyroid or lymph glands, or other
endocrine disorders? / / / /
- ------------------------------------------------------------------------------
(g) Arthritis, gout, collagen disease or other disorders of
the muscles, or bones including spine, back or joints? / / / /
- ------------------------------------------------------------------------------
(h) Disorder of skin, cyst, tumor or cancer? / / / /
- ------------------------------------------------------------------------------
17. Are you now under observation or taking medication or
treatment? / / / /
- ------------------------------------------------------------------------------
18. Do you have any doctor's visit or medical care scheduled? / / / /
- ------------------------------------------------------------------------------
19. Have you ever been diagnosed by a member of the medical
profession as having AIDS or AIDS Related Complex? / / / /
- ------------------------------------------------------------------------------
20. Have you ever received treatment from a member of the medical
profession for AIDS or AIDS Related Complex? / / / /
- ------------------------------------------------------------------------------
DETAILS of "Yes" answers. (IDENTIFY QUESTION NUMBER, CIRCLE APPLICABLE ITEMS:
Include diagnoses, dates, duration and names and addresses of all attending
physicians and medical facilities.)
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 11
- ------------------------------------------------------------------------------
SECTION C - CONTINUED MEDICAL DECLARATIONS
- ------------------------------------------------------------------------------
21. Other than above, have you within the past 5 years:
(a) Had any psychiatric or psychological consultation not YES NO
listed above or any physical disorder not listed above? / / / /
(b) Had a checkup, consultation, illness, injury, surgery? / / / /
(c) Been a patient in a hospital, clinic, sanatorium, or other
medical facility? / / / /
(d) Had electrocardiogram, X-ray, other diagnostic test? / / / /
(e) Been advised to have any diagnostic test, hospitalization,
treatment, or surgery which was not completed? / / / /
- ------------------------------------------------------------------------------
22. (a) Have you used (once or more) or do you now use
barbiturates, amphetamines, hallucinogenic drugs (including
marijuana), cocaine, heroin, narcotics, or any similar
substances or any prescription drug except in accordance
with a physician's instruction? / / / /
(b) Have you ever received counseling, advise or treatment
regarding the use of alcohol or drugs? / / / /
(c) Have you ever been a member of any self-help group such as
Alcoholics Anonymous or Narcotics Anonymous? / / / /
- ------------------------------------------------------------------------------
23. Have you ever attempted suicide or made a suicidal gesture? / / / /
- ------------------------------------------------------------------------------
24. (a) Do you currently use any form of tobacco? / / / /
(b) Have you used any form of tobacco in the last 12 months? / / / /
If either or both of these questions is answered "Yes",
complete the following:
(i) type used: / / Cigar / / Pipe / / Cigarettes
/ / Smokeless Tobacco
(ii) how often? ------------------------------
(iii) If you no longer smoke, when did you stop?
--------(mo) -------- (yr)
- ------------------------------------------------------------------------------
25. Do you exercise regularly; i.e. Calisthenics, jogging, etc.? / / / /
If "Yes", how often? / / Daily / / Weekly / / Other
- ------------------------------------------------------------------------------
26. Are you now pregnant? / / / /
If "Yes", what is estimated date of delivery? ------
- ------------------------------------------------------------------------------
27. Do you have any family history of tuberculosis, diabetes,
cancer, high blood pressure, heart or kidney disease, mental
illness or suicide? / / / /
- ------------------------------------------------------------------------------
28. Age if Age at
Living Cause of Death Death
- ------------------------------------------------------------------------------
Father
- ------------------------------------------------------------------------------
Mother
- ------------------------------------------------------------------------------
Brothers and Sisters
- ------------------------------------------------------------------------------
No. Living
- ---------------------------------
No. Dead
- ------------------------------------------------------------------------------
DETAILS of "Yes" answers. IDENTIFY QUESTION NUMBER, CIRCLE APPLICABLE ITEMS:
Include diagnoses, dates, duration and names and addresses of all attending
physicians and medical facilities.)
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 12
- ------------------------------------------------------------------------------
DECLARATIONS SECTION D
- ------------------------------------------------------------------------------
I agree that the statements and answers in this application are true and
complete to the best of my knowledge and belief. I also agree that:
(a) The statements and answers in this application, and any amendments to
it, or made to the medical examiner will be the basis of any insurance
issued and will be a part of any policy issued.
(b) Knowledge of the agent or medical examiner will not be imputed to the
Company unless stated in Part 1, or any of its supplements, Part II, or
medical reports received in the Home Office. No printed provision of
this application will be modified or waived except by an endorsement
signed by an officer at the Home Office. No agent or medical examiner
has the authority to make or alter any contract for the Company.
(c) The "date of issue" as shown in my policy will be the "anniversary
date". The due date of future premiums will be determined from that
date. The number of policy years and months for deciding policy values
will be determined from that date.
(d) My acceptance of any insurance policy means I agree to any changes
shown in #13(h), where state law permits Home Office corrections and
additions.
(e) If a premium payment is given in exchange for a Temporary Insurance
Agreement (TIA), the Company will be liable only as set forth in that
Agreement.
(f) If a premium payment is not given at the same time as this application,
then insurance will take effect when all of the following are satisfied:
(1) A policy is approved by the Company for issue as applied for; and
(2) The full first premium is paid; and
(3) The health and insurability of any person proposed for insurance
have not changed since the date of this application.
(g) If a policy is issued other than as applied for, coverage will take
effect under the policy only when all of the following have been
satisfied:
(1) A policy issued by the Company is delivered to and accepted by me;
and;
(2) The full first premium is paid; and
(3) The health and insurability of any person proposed for insurance
have not changed since the date of this application.
(h) The undersigned applicant and agent certify that the applicant has read,
or had read to him the completed application and that he or she realizes
that any false statement or misrepresentation therein may result in loss
of coverage under the policy.
CERTIFICATION: UNDER PENALTIES OF PERJURY, I CERTIFY THAT:
(1) The number shown on this form is my correct Taxpayer Identification
Number (or, if no number is shown, I am waiting for a number to be
issued to me); and
(2) I am not subject to backup withholding either because I have not
been notified by the Internal Revenue Service (IRS) that I am
subject to backup withholding as a result of a failure to report all
interest or dividends, or the IRS has notified me that I am no
longer subject to backup withholding.
PLEASE NOTE: YOU MUST CROSS OUT AND INITIAL #2 ABOVE IF YOU HAVE BEEN
NOTIFIED BY THE IRS THAT YOU ARE CURRENTLY SUBJECT TO BACK
UP WITHHOLDING BECAUSE OF UNDER-REPORTING INTEREST OR
DIVIDENDS ON YOUR TAX RETURN.
Signed at X
-------------------------- ----------------------------------------
(City, State) (Signature of Proposed Insured -
Parent or Guardian if Proposed
Insured under age 15.)
This ---- day of ------------, 19 -- ---------------------------------------
(*Signature of Applicant/Owner)
---------------------------------------
- ------------------------------------
I certify that I have truly and ---------------------------------------
accurately recorded on all parts
of this application the information
supplied by the applicant. ---------------------------------------
*Signature and address if other
than Proposed Insured. If Owner
------------------------------ is a Corporation, Partnership, or
Signature of Licensed Agent Trust, an authorized officer,
(If not yet appointed, do not partner, or trustee must sign
sign.) and state title.
- ------------------------------------
- ------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 13
/ MIB /
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
AUTHORIZATION TO OBTAIN AND DISCLOSE INFORMATION
I authorize General American Life Insurance Company, its agents, employees,
reinsurers, insurance support organizations and their representatives to
obtain information about me to evaluate this application. This information
may be about: (a) age; (b) medical history, condition and care; (c) physical
and mental health; (d) occupation; (e) income; (f) avocations; (g) driving
record; (h) other personal characteristics; and (i) other insurance. It
includes information about the use of alcohol, drugs and tobacco.
I authorize any physician, health care professional, hospital, clinic, medical
facility, the Veterans Administration, the MIB, Inc., employer, consumer
reporting agency or other insurance company, to release information about me
to General American Life Insurance Company on receipt of this Authorization. I
also authorize all said sources, except MIB, Inc., to give such records or
knowledge to any agency or representative employed by General American Life
Insurance Company to collect and transmit such information. General American
Life Insurance Company or its representative(s) may also release this
information about me to its reinsurer, to the MIB, Inc., or to another
insurance company to whom I have applied or to whom a claim has been made. No
other release may be made except as allowed by law or as I further authorize.
This form is valid for 30 months from the date it is signed. I have received
the Notice of Information Practices, which includes the Medical Information
Bureau and Fair Credit Reporting Act notices. I authorize General American
Life Insurance Company to obtain an investigative consumer report on me.
A photographic copy of this is as valid as the original. I have the right to
receive a copy of this if I ask for it.
- ----------------------------- ------------------------------------
Date Print Name of Proposed Insured
X
- ----------------------------- ------------------------------------
Witness (Signature of Proposed Insured -
Parent or Guardian if Proposed
Insured under age 15.)
Send Authorization to Home Office with Application
9425
(10/95)
<PAGE> 14
/ TIA /
GENERAL AMERICAN LIFE INSURANCE COMPANY ST. LOUIS, MISSOURI 63166
TEMPORARY INSURANCE AGREEMENT AND ADVANCE PREMIUM RECEIPT
In Connection with Application # ------------------
PLEASE READ CAREFULLY: This Agreement may provide a LIMITED AMOUNT of
- --------------------- --------------
Life Insurance for a LIMITED PERIOD OF TIME, subject to the terms below.
-----------------------
NO AGENT OR BROKER IS AUTHORIZED TO WAIVE OR CHANGE ANY OF THE TERMS OF THIS
AGREEMENT. ALL PREMIUM CHECKS MUST BE MADE PAYABLE TO THE COMPANY. DO NOT
MAKE CHECK PAYABLE TO THE AGENT OR BROKER OR LEAVE THE PAYEE BLANK. This
Agreement must be completed when (and only when) money is paid by you at the
time you complete the Application (Part I). Money cannot be accepted and no
Temporary Insurance will be in effect if the answer to any of the Health
Questions listed below is "yes" or left blank.
Received from ----------------- a premium of $------------- and an application
having the number shown above and the same date as this Agreement, and on which
- ----------------- is shown as the Proposed Insured.
NOTE: To obtain the maximum period of coverage (60 days), at least 1/6th of
the annual premium must be submitted with this Agreement.
We acknowledge receipt of the amount paid with the Application (Part I). That
application must bear the same number, date and name of Proposed Insured as
shown in this Agreement. If any of these items do not agree, NO TEMPORARY
INSURANCE will be in effect, even if money is paid. Any check submitted for
payment of the advance premium also must bear the same date as the Application
(Part I) and this Agreement.
HEALTH QUESTIONS
NO MONEY SHOULD BE ACCEPTED IF ANY OF THE QUESTIONS BELOW ARE ANSWERED "YES".
NO COVERAGE IS IN EFFECT UNTIL ALL REQUIREMENTS HAVE BEEN MET.
Has the Proposed Insured or any person proposed for coverage in connection
with the application numbered above:
1. Within the past 90 days: Yes No
(a) been admitted to a hospital or other medical facility? / / / /
(b) been advised to be admitted to a hospital or other
medical facility? / / / /
(c) had surgery performed or recommended? / / / /
2. Within the past 2 years, had or been treated for or been
advised to be treated for:
(a) heart disease, stroke or cancer? / / / /
(b) alcohol or drug dependence or abuse? / / / /
I have received a copy of and have read this Agreement including the terms and
conditions on the reverse side and declare that the answers to the Health
Questions are true to the best of my knowledge and belief. I understand and
agree to all of its terms.
Signed at X
--------------------------- -------------------------------------
(City, State) (Signature of Proposed Insured -
Parent or Guardian if Proposed
Insured under age 15.)
This day of , 19
---- ------------ ---- -------------------------------------
(*Signature of Applicant/Owner)
- -------------------------------------- -------------------------------------
(Signature of Licensed Agent)
-------------------------------------
-------------------------------------
*Signature and address if other than
Proposed Insured. If Owner is a
Corporation, Partnership, or Trust,
an authorized officer, partner, or
trustee must sign and state title.
Submit this original with the application.
9425
(10/95)
<PAGE> 15
/ TIA /
TERMS, CONDITIONS AND LIMITATIONS
AMOUNT OF COVERAGE: $500,000 Maximum for all
-------------------
Life Insurance Applications or Agreements
Subject to the limitations contained in this Agreement, if money has been
accepted by the Company as advance payment for the application for Life
Insurance identified by number in this Agreement, and if the Proposed Insured
or any other person proposed for coverage dies while this Agreement is in
effect, the Company will pay to the beneficiary named in that application
the LESSER of: (a) the amount of all death benefits applied for on such
person, including any accidental or supplemental death benefits, if
applicable, or (b) $500,000. Even if more than one Temporary Insurance
Agreement and Advance Premium Receipt is in effect, the total amount paid
under all such agreements cannot be more than a maximum amount of $500,000.
This maximum amount also will be reduced by any other life and accidental
death insurance in force with us. The MINIMUM amount of temporary life
-------
insurance will be either the amount applied for or $50,000, whichever is less.
DATE COVERAGE BEGINS: If an advance premium has been paid with the
- ---------------------
application, Temporary Insurance under this Agreement will begin when the
following requirements are met:
1. This Agreement has been completed; and
2. Part I and Part II of the Application for Insurance have been fully
completed; and
3. All required medical examination requirements have been completed.
DATE COVERAGE TERMINATES: Temporary Insurance under this Agreement will
- -------------------------
terminate automatically on the earliest of the following dates:
1. 60 days from the date of this Agreement; or
2. The date insurance begins under the policy(ies) applies for; or
3. The date a policy, other than applied for, is offered to the person
named as owner in the application; or
4. The date the Company mails notice to the Proposed Insured at the
address shown in the application that the application or this Agreement
has been declined by the Company.
SPECIAL LIMITATIONS:
- --------------------
1. This Agreement provides benefits only for the type of insurance
applied for in the application identified on this Agreement. And,
except as limited by this Agreement, our liability is governed by
the terms of the policy(ies) for which application was made on the
application identified on this Agreement.
2. Fraud or misrepresentations in the application or in the answers to
the Health Questions in this Agreement invalidate this Agreement and
the Company's only liability is to refund any premium paid, plus
interest.
3. If the Proposed Insured dies by suicide, the Company's liability is
limited to a refund of any premium paid, plus interest.
4. There is no coverage under this Agreement if the check submitted
with the application is not honored by the bank the first time it is
presented.
5. No agent or broker is authorized to accept a payment for a Proposed
Insured who is less than 15 days old or over age 70 on the date of
the Agreement.
Any payment made under this Agreement applies only to the purchase of temporary
insurance. If we issue the policy as applied for, or if you accept a policy
issued other than as applied for, then the amount paid will be credited to the
first year's premium due under the policy issued. Except as otherwise provided
under the terms of the policy, no refund will be made if we issue a policy as
applied for. The effective date of the policy issued will be determined in
accordance with our current policy dating procedures.
The full amount paid with this Agreement will be refunded to you, with
interest, if:
1. The Application or this Agreement is declined or cancelled by us, or
2. We receive your signed request to cancel the Application or this
Agreement.
9425
(10/95)
<PAGE> 16
/ TIA /
GENERAL AMERICAN LIFE INSURANCE COMPANY ST. LOUIS, MISSOURI 63166
TEMPORARY INSURANCE AGREEMENT AND ADVANCE PREMIUM RECEIPT
In Connection with Application #------------------------
PLEASE READ CAREFULLY: This Agreement may provide a LIMITED AMOUNT of Life
- ---------------------- --------------
Insurance for a LIMITED PERIOD OF TIME, subject to the terms below. NO AGENT OR
-----------------------
BROKER IS AUTHORIZED TO WAIVE OR CHANGE ANY OF THE TERMS OF THIS AGREEMENT. ALL
PREMIUM CHECKS MUST BE MADE PAYABLE TO THE COMPANY. DO NOT MAKE CHECK PAYABLE
TO THE AGENT OR BROKER OR LEAVE THE PAYEE BLANK. This Agreement must be
completed when (and only when) money is paid by you at the time you complete
the Application (Part I). Money cannot be accepted and no Temporary Insurance
will be in effect if the answer to any of the Health Questions listed below is
"yes" or left blank.
Received from ---------------------------- a premium of $------------------ and
an application having the number shown above and the same date as this
Agreement, and on which -------------------------- is shown as the Proposed
Insured.
NOTE: To obtain the maximum period of coverage (60 days), at least 1/6th of
the annual premium must be submitted with this Agreement.
We acknowledge receipt of the amount paid with the Application (Part I). That
application must bear the same number, date and name of Proposed Insured as
shown in this Agreement. If any of these items do not agree, NO TEMPORARY
INSURANCE will be in effect, even if money is paid. Any check submitted for
payment of the advance premium also must bear the same date as the Application
(Part I) and this Agreement.
HEALTH QUESTIONS
NO MONEY SHOULD BE ACCEPTED IF ANY OF THE QUESTIONS BELOW ARE ANSWERED "YES".
NO COVERAGE IS IN EFFECT UNTIL ALL REQUIREMENTS HAVE BEEN MET.
Has the Proposed Insured or any person proposed for coverage in connection
with the application numbered above:
1. Within the past 90 days: Yes No
(a) been admitted to a hospital or other medical facility? / / / /
(b) been advised to be admitted to a hospital or other
medical facility? / / / /
(c) had surgery performed or recommended? / / / /
2. Within the past 2 years, had or been treated for or been
advised to be treated for:
(a) heart disease, stroke or cancer? / / / /
(b) alcohol or drug dependence or abuse? / / / /
I have received a copy of and have read this Agreement including the terms and
conditions on the reverse side and declare that the answers to the Health
Questions are true to the best of my knowledge and belief. I understand and
agree to all of its terms.
Signed at X
---------------------------- ------------------------------------
(City, State) (Signature of Proposed Insured -
Parent or Guardian if Proposed
Insured under age 15.)
This ------ day of -----------, 19 --- ------------------------------------
(*Signature of Applicant/Owner)
- -------------------------------------- ------------------------------------
(Signature of Licensed Agent)
------------------------------------
------------------------------------
*Signature and address if other than
Proposed Insured. If Owner is a
Corporation, Partnership, or Trust,
an authorized officer, partner, or
trustee must sign and state title.
Proposed Insured's Copy
9425
(10/95)
<PAGE> 17
/ TIA /
TERMS, CONDITIONS AND LIMITATIONS
AMOUNT OF COVERAGE: $500,000 Maximum for all
-------------------
Life Insurance Applications or Agreements
Subject to the limitations contained in this Agreement, if money has been
accepted by the Company as advance payment for the application for Life
Insurance identified by number in this Agreement, and if the Proposed Insured
or any other person proposed for coverage dies while this Agreement is in
effect, the Company will pay to the beneficiary named in that application the
LESSER of: (a) the amount of all death benefits applied for on such person,
including any accidental or supplemental death benefits, if applicable, or (b)
$500,000. Even if more than one Temporary Insurance Agreement and Advance
Premium Receipt is in effect, the total amount paid under all such agreements
cannot be more than a maximum amount of $500,000. This maximum amount also
will be reduced by any other life and accidental death insurance in force with
us. The MINIMUM amount of temporary life insurance will be either the amount
-------
applied for or $50,000, whichever is less.
DATE COVERAGE BEGINS: If an advance premium has been paid with the
- ---------------------
application, Temporary Insurance under this Agreement will begin when the
following requirements are met:
1. This Agreement has been completed; and
2. Part I and Part II of the Application for Insurance have been fully
completed; and
3. All required medical examination requirements have been completed.
DATE COVERAGE TERMINATES: Temporary Insurance under this Agreement will
- -------------------------
terminate automatically on the earliest of the following dates:
1. 60 days from the date of this Agreement; or
2. The date insurance begins under the policy(ies) applied for; or
3. The date a policy, other than applied for, is offered to the person
named as owner in the application; or
4. The date the Company mails notice to the Proposed Insured at the
address shown in the application that the application or this
Agreement has been declined by the Company.
SPECIAL LIMITATIONS:
- --------------------
1. This Agreement provides benefits only for the type of insurance
applied for in the application identified on this Agreement. And,
except as limited by this Agreement, our liability is governed by
the terms of the policy(ies) for which application was made on the
application identified on this Agreement.
2. Fraud or misrepresentations in the application or in the answers to
the Health Questions in this Agreement invalidate this Agreement and
the Company's only liability is to refund any premium paid, plus
interest.
3. If the Proposed Insured dies by suicide, the Company's liability is
limited to a refund of any premium paid, plus interest.
4. There is no coverage under this Agreement if the check submitted with
the application is not honored by the bank the first time it is
presented.
5. No agent or broker is authorized to accept a payment for a Proposed
Insured who is less than 15 days old or over age 70 on the date of
the Agreement.
Any payment made under this Agreement applies only to the purchase of
temporary insurance. If we issue the policy as applied for, or if you accept
a policy issued other than as applied for, then the amount paid will be
credited to the first year's premium due under the policy issued. Except as
otherwise provided under the terms of the policy, no refund will be made if
we issue a policy as applied for. The effective date of the policy issued
will be determined in accordance with our current policy dating procedures.
The full amount paid with this Agreement will be refunded to you, with
interest, if:
1. The Application or this Agreement is declined or cancelled by us, or
2. We receive your signed request to cancel the Application or this
Agreement.
9425
(10/95)
<PAGE> 18
- -------------------------------------------------------------------------------
SOLICITING AGENT'S CERTIFICATE SAC
- -------------------------------------------------------------------------------
1. Obtain all residence addresses of the Proposed Insured for the past 5 years.
- -------------------------------------------------------------------------------
2. If in present occupation or employment less than 1 year, give former
occupation and name and address of former employer.
- -------------------------------------------------------------------------------
3. Are you related to Proposed Insured? If "Yes", explain:
- -------------------------------------------------------------------------------
4. Insured's Net Worth: $
- -------------------------------------------------------------------------------
5. / / To the best of my knowledge, this is a replacement. (Complete and
submit required papers.)
/ / To the best of my knowledge, this is not a replacement.
- -------------------------------------------------------------------------------
6. (a) Did you deliver "Notice of Information Practices" and the
explanation of the Medical Information Bureau to the
Proposed Insured? / / Yes / / No
(b) Did you deliver the current Prospectus and were all of
the written sales materials used printed by General
American Life Insurance Co.? / / Yes / / No
(c) Do you believe that the policy applied for is a
suitable purchase for the applicant under the policy? / / Yes / / No
----------------------------------------------------
Signature of Soliciting Agent
- -------------------------------------------------------------------------------
7. FOR BUSINESS INSURANCE ONLY (USE WHEN APPLYING FOR CORPORATION OR
PARTNERSHIP OR CROSS PURCHASE ARRANGEMENTS INVOLVING BUSINESS INTERESTS)
(a) Form of Organization: / / Corporation / / Partnership
/ / Individual Proprietor
- -------------------------------------------------------------------------------
(b) If Key-Person, submit details showing how amount of coverage was
determined.
- -------------------------------------------------------------------------------
(c) If business purchase or stock redemption, does a formal
agreement exist? (If "Yes", please describe provisions.
If "No", what plans are being formulated.) / / Yes / / No
- -------------------------------------------------------------------------------
(d) Has this business or any of its owners undergone
receivership, bankruptcy, or serious financial reverses
in the last five years? (If "Yes", furnish full details
including date of discharge from receivership or
bankruptcy.) / / Yes / / No
- -------------------------------------------------------------------------------
(e) Financial data for the last three years. (Please include a cover
letter giving full details of the transaction including any pertinent
historical, financial, or underwriting data. If available, complete
financial statements can be submitted in place of the details requested
under this question.)
(1) Fiscal Year Ending Month Day Year 19 Year 19 Year 19
------------------------------------------------------------------------
(2) Net Worth of Owner's Equity
------------------------------------------------------------------------
(3) Liabilities (i) Current
------------------------------------------------------------------------
(ii) Long Term Debt
------------------------------------------------------------------------
(4) Net Sales
------------------------------------------------------------------------
(5) Net Operating Income or Profit
- -------------------------------------------------------------------------------
(f) Enter below in indicated column, the names, ownership interests, and the
amount of business insurance (in all insuring companies) carried by all
owners, officers, partners, and key-person.
- -------------------------------------------------------------------------------
PERCENT OF INSURANCE AMOUNT -
NAME TITLE OWNERSHIP ALL COMPANIES INCLUDING GALIC
---------------------------------------
In Force Pending Contemplated
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 19
- -------------------------------------------------------------------------------
SOLICITING AGENT'S CERTIFICATE SAC - CONTINUED
- -------------------------------------------------------------------------------
8. (a) Names and Codes of Agents to be credited with production. Include
percentage split. If not yet appointed or licensed in the jurisdiction
where this application was signed - do not sign.
----------- % Agent ---------------------- Code ------------------
----------- % Agent ---------------------- Code ------------------
----------- % Agent ---------------------- Code ------------------
----------- % Agent ---------------------- Code ------------------
- -------------------------------------------------------------------------------
(b) Annualize commission requested / / Yes / / No
---------------------------------------
Signature of General Agent
- -------------------------------------------------------------------------------
ATTACH AGENT LABEL ONLY FOR AGENT TO BE CREDITED WITH PRODUCTION
- - DO NOT ATTACH ADDITIONAL AGENT OR GENERAL AGENT LABELS UNLESS IT IS YOUR
INTENTION TO SPLIT COMMISSIONS.
- --------------------------------------- -----------------------------------
- --------------------------------------- -----------------------------------
- --------------------------------------- -----------------------------------
- --------------------------------------- -----------------------------------
- -------------------------------------------------------------------------------
For Home Office Use Only
Reviewed By: ----------------------- Date: -----------------
(Principal)
- -------------------------------------------------------------------------------
9425
(10/95)
<PAGE> 1
Exhibit 1. (10) (c)
-------------------
Form of Application for FRC-VUL Policy--Guaranteed Issue
<PAGE> 2
APPLICATION
FOR
FLEXIBLE PREMIUM
VARIABLE LIFE
INSURANCE
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
9426
(10/95) FRC-VUL GI
<PAGE> 3
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
- --------------------------------------------------------------------------------
GENERAL INFORMATION
- --------------------------------------------------------------------------------
1. (a) Name of Proposed Insured (Print Last, First, Middle)
- --------------------------------------------------------------------------------
(b) / / Male
/ / Female
- --------------------------------------------------------------------------------
(c) Social Security No.
(Required for IRS Tax Code Compliance)
- --------------------------------------------------------------------------------
(d) Date of Mo. Day Yr.
Birth:
- --------------------------------------------------------------------------------
(e) Age Nearest
Birthday
- --------------------------------------------------------------------------------
(f) Birthplace
- --------------------------------------------------------------------------------
(g) Residence Address: Number & Street, or RFD City State Zip
- --------------------------------------------------------------------------------
Area Home Phone No.
- --------------------------------------------------------------------------------
2. (a) Name of Employer
- --------------------------------------------------------------------------------
(b) Occupation
- --------------------------------------------------------------------------------
(c) Business Address: Number & Street, or RFD City State Zip
- --------------------------------------------------------------------------------
Area Bus. Phone No.
- --------------------------------------------------------------------------------
3. (a) Premiums Payable:
/ / List Billing / / Pre-Auth Check / / Payroll Ded.
/ / Direct Billing / / Premium Amount $-------------.
/ / Minimum / / Other
/ / ANN / / SA / / QR / / MO / / Single Premium
List Billing Number (if adding to an existing List Billing) ---------------
(b) Send Premium Notices to: / / Residence / / Business
/ / Other ----------------------------------------------------------------
Name
----------------------------------------------------------------------
Address
- --------------------------------------------------------------------------------
4. Dividend Option (if eligible):
/ / Incr. Cash Value / / Cash
If no option is selected, the Automatic option is Incr. Cash Value.
- --------------------------------------------------------------------------------
5. Beneficiary of Death Benefit. (MUST BE COMPLETED: Print full name, address,
telephone number, and relationship of each to Proposed Insured)
(a) Primary Class (will receive payment first, if living and not
disqualified)
- --------------------------------------------------------------------------------
(b) Contingent Class (will receive payment only if living and not
disqualified and if no primary beneficiary receives payment)
- --------------------------------------------------------------------------------
6. Owner of Policy will be: (MUST BE COMPLETED: Print full name, address,
telephone number, date of birth, relationship of each to Proposed Insured
and Social Security Number or Tax Identification Number.)
/ / Proposed Insured
/ / Other:
- --------------------------------------------------------------------------------
7. Will any life insurance or annuities be discontinued or
changed if this policy is issued? / / Yes / / No
If "Yes," what is the paid to date of the coverage being replaced?
(Complete and submit required replacement papers.)
- --------------------------------------------------------------------------------
8. Will the coverage to be replaced be terminated on the
Premium Due Date(s) upon acceptance of a policy issued
as a result of this application? / / Yes / / No
- --------------------------------------------------------------------------------
9426
(10/95)
<PAGE> 4
- --------------------------------------------------------------------------------
GENERAL INFORMATION CONTINUED
- --------------------------------------------------------------------------------
FLEXIBLE PREMIUM VARIABLE LIFE:
9. (a)
/ / FPVL-100 (FRC-VUL) $----------------------------
Contract Type / / Opt. A / / Opt. B / / Opt. C
-------------
Benefits:
---------
/ / Waiver of Monthly Deduction
/ / Waiver of Specified Premium
$------------- (Monthly Benefit)
Riders:
-------
/ / IBR / / --------% / / CPI (Not available in
Alabama or Mississippi)
- --------------------------------------------------------------------------------
/ / FPVL-100 GI (FRC-VUL GI) $----------------------------
Contract Type / / Opt. A / / Opt. B / / Opt. C
-------------
Riders:
-------
/ / IBR / / --------% / / CPI (Not available in
Alabama or Mississippi)
- --------------------------------------------------------------------------------
/ / Other (List) ------------------------$/ #-----------------------
------------------------$/ #-----------------------
Riders:
-------
/ / Other (List) ------------------------$/ #-----------------------
------------------------$/ #-----------------------
- --------------------------------------------------------------------------------
(b) Effective date of Coverage ---------------
- --------------------------------------------------------------------------------
(c) Net premium Allocation: (0 or minimum of 5%. Percentages must be in
whole numbers and total 100%.)
Russell Insurance Funds, Inc.:
/ / Multi-Style Equity Fund -------% / / Money Market Fund ------%
/ / Aggressive Equity Fund -------% / / Other ---------- ------%
/ / Non-U.S. Fund -------% / / Other ---------- ------%
/ / Core Bond Fund -------% / / General Account ------%
-------------------------------------
-------------------------------------
TOTAL ALLOCATION ---------------%
- --------------------------------------------------------------------------------
(d) Suitability Information:
(a) Have you received a prospectus for the policy
applied for? / / Yes / / No
Date of prospectus ----------- Date of any supplement ----------
(b) Do you understand that:
1. The death benefit and cash surrender value
will increase or decrease depending on
investment experience, and
2. There is no guaranteed minimum death
benefit or cash surrender value? / / Yes / / No
(c) Do you believe that the policy applied
for meets your insurance needs and your
anticipated financial objectives? / / Yes / / No
/ / I REQUEST A COPY OF THE STATEMENT OF ADDITIONAL INFORMATION
REFERRED TO IN THE PROSPECTUS.
- --------------------------------------------------------------------------------
10. EXPLANATIONS OR ADDITIONAL INSTRUCTIONS
- --------------------------------------------------------------------------------
11. FOR HOME OFFICE ENDORSEMENT ONLY.
(Not applicable in Kentucky, Maryland, Minnesota, Pennsylvania,
New Hampshire, West Virginia, or Wisconsin.)
- --------------------------------------------------------------------------------
9426
(10/95)
<PAGE> 5
- --------------------------------------------------------------------------------
SUPPLEMENT FOR GUARANTEED ISSUE
- --------------------------------------------------------------------------------
1. (a) For the past 90 days, have you been actively
employed for an average of 30 hours per week? / / Yes / / No
(b) Within the past 90 days, have you been
hospitalized? / / Yes / / No
(c) Within the past 90 days, have you missed more
than 5 days of work (at any job) due to an
injury or illness? / / Yes / / No
(d) Have you used any form of tobacco within the
last 2 years? / / Yes / / No
CERTIFICATION: UNDER PENALTIES OF PERJURY, I CERTIFY THAT:
(1) The number shown on this application is my correct Taxpayer
Identification Number (or, if no number is shown, I am waiting
for a number to be issued to me); and
(2) I am not subject to backup withholding either because I have not
been notified by the Internal Revenue Service (IRS) that I am
subject to backup withholding as a result of a failure to report
all interest or dividends, or the IRS has notified me that I am
no longer subject to backup withholding.
PLEASE NOTE: YOU MUST CROSS OUT AND INITIAL #2 ABOVE IF YOU HAVE BEEN
NOTIFIED BY THE IRS THAT YOU ARE CURRENTLY SUBJECT TO
BACK UP WITHHOLDING BECAUSE OF UNDER-REPORTING INTEREST
OR DIVIDENDS ON YOUR TAX RETURN.
I authorize MIB, Inc. and my employer to release information about me to
General American. My authorization is valid for 26 months from the date of
this application.
All the statements contained on this application are correct and true to
the best of my knowledge and belief. I agree that this application and any
supplement or amendment to it will be part of the policy issued. I further
agree that no insurance will take effect unless and until the policy has
been received, accepted and the first full premium paid.
- -------------------------------------- ---------------------------------------
- -------------------------------------- ---------------------------------------
Print Name of Proposed Insured Signature of Owner,
if other than Proposed Insured
- -------------------------------------- ---------------------------------------
- --------------------------------------
- --------------------------------------
Signature of Proposed Insured/Date
- --------------------------------------
- -------------------------------------- Dated at ------------------------------
Signature of Employer/Applicant
(Officer, other than insured,
of business) this ------------ day of ------------.
Agent: To the best of your knowledge is the insurance applied for intended to
replace any existing life insurance or annuities? ------ Yes ------ No
(If Yes, complete and submit required replacement papers.)
-------------------------------------------
Signature of Licensed Agent/Witness
-------------------------------------------
Signature of General Agent
9426
(10/95)
<PAGE> 6
- --------------------------------------------------------------------------------
SUPPLEMENT FOR SIMPLIFIED ISSUE
- --------------------------------------------------------------------------------
1. Amount (at least 1/12th of the annual premium) paid in cash in exchange
for the Temporary Insurance Agreement with the same number as this
application. $---------------
- --------------------------------------------------------------------------------
2. Have you ever been declined, postponed, rated or offered
a policy different than that applied for? (If "Yes",
give detail below.) / / Yes / / No
- --------------------------------------------------------------------------------
3. In the past five years have you been in a motor vehicle
accident or charged with a moving violation of any
motor vehicle law or had your license restricted or
revoked? / / Yes / / No
(If "Yes", please give details including date(s) and
your driver's license number below.)
- --------------------------------------------------------------------------------
4. (a) Name and address of your personal physician. If none, check / /
Name -----------------------------------------------------------------
Street # ------------------ City, State & Zip Code ------------------
Phone # -------------------
(b) Date and reason last consulted? Date ---------- Reason -------------
(c) What treatment was given or medication prescribed?
- --------------------------------------------------------------------------------
5. Height ---------- ft. ----------in; Weight ---------- lbs.
- --------------------------------------------------------------------------------
6. To the best of your knowledge, is your health impaired
in any way? / / Yes / / No
- --------------------------------------------------------------------------------
7. Within the last ten years, from the date of this
application, have you been treated for or had any
known indication of:
(a) Heart attack, stroke, heart murmur, high blood
pressure, chest pain, or other disorder of the
heart or blood vessels? / / Yes / / No
(b) Diabetes, kidney disease, cancer or any other
malignancy? / / Yes / / No
- --------------------------------------------------------------------------------
8. (a) Have you ever been diagnosed by a member of the
Medical Profession as having AIDS or any AIDS
Related Complex? / / Yes / / No
(b) Have you received treatment from a member of the
Medical Profession for AIDS or any AIDS Related
Complex? / / Yes / / No
- --------------------------------------------------------------------------------
9. Have you within the past 5 years consulted any physician
or other medical practitioner for advice, treatment,
examination or surgery? / / Yes / / No
- --------------------------------------------------------------------------------
10. Do you currently use tobacco in any form? / / Yes / / No
Have you used tobacco in any form in the last
5 years? / / Yes / / No
If yes, in what form? -------------------- How often? -------------------
If discontinued, when? ------------------- why? -------------------------
- --------------------------------------------------------------------------------
DETAILS of "Yes" answers. (IDENTIFY QUESTION NUMBER, CIRCLE APPLICABLE ITEMS:
Include diagnoses, dates, duration and names and addresses of all attending
physicians and medical facilities.)
- --------------------------------------------------------------------------------
All the statements contained on this application are correct and true to the
best of my knowledge and belief. I agree that this application, any required
medical examination and any supplement or amendment to either will be part of
the policy issued. I further agree that, except as provided in the Conditional
Receipt, no insurance will take effect unless and until the policy has been
received and accepted by me and the first full premium paid during my lifetime
and continued insurability.
Dated at
--------------------------------- ----------------------------------
(Print name of Proposed Insured)
this day of
---------- -------------------
Witnessed by X
----------------------------- ----------------------------------
(Signature of Licensed Agent) (Signature of Proposed Insured,
Parent or Guardian of Minor)
----------------------------------
(Signature of Owner, if other
than Proposed Insured)
9426
(10/95)
<PAGE> 7
SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED
NOTICE OF INFORMATION PRACTICES
This Notice Must be Given to the Proposed Insured (including Medical Information
Bureau Notice and Fair Credit Reporting Act Notice).
In considering your application, General American Life Insurance Company will
review information from various sources. These include your statements, the
results of your physical examination (if required), and reports we get from
doctors or medical facilities which have attended you.
Information about your insurability and/or any past or future claims will be
treated as confidential. We, or our reinsurers, may however, make a brief report
of this to the Medical Information Bureau, a nonprofit membership organization
of life insurance companies, which operates an information exchange on behalf of
its members. If you apply to another Bureau member company for life or health
insurance coverage, or a claim for benefits is submitted to such a company, the
Bureau, upon request, will supply such company with the information in its file.
Upon receipt of a request from you, the Bureau will arrange disclosure of any
information it may have in your file (medical information will be disclosed only
to your attending physician). If you question the accuracy of information in the
Bureau's file, you may contact the Bureau and seek a correction in accordance
with the procedures set forth in the federal Fair Credit Reporting Act. The
address of the Bureau's information office is Post Office Box 105, Essex
Station, Boston, Massachusetts 02112, telephone number (617) 426-3660.
We, or our reinsurers, may also release information to other life insurance
companies to which you apply for life or health insurance, or to which a claim
is submitted.
In addition, we may get an investigative report from a consumer reporting
agency. This report requires personal interviews with your neighbors, friends,
or other acquaintances for information as to your general reputation, personal
characteristics and mode of living. As part of your application, you have
authorized us to do this. You have the right to be personally interviewed and
to make a written request within a reasonable period about the nature and scope
of this investigation. Upon written request you will be told if such a report
has actually been ordered, and if it has, we will give you the name and address
of the consumer reporting agency. You may contact this consumer reporting agency
and ask for a copy of such report.
Unless a legitimate business need exists or we are required to do so by law, the
information we get in this report, as well as any other information which we
later acquire, will not be disclosed to anyone else without your consent. You
may request a copy of all information acquired by us and have a right to correct
any personal information which you feel is inaccurate. We will, if required by
law, give you a more detailed notice of the types of personal information which
we get in considering your application, as well as any additional rights which
you may have.
If you need any assistance, please feel free to contact your agent or us at
General American Life Insurance Company, Attention: New Business Operations
E1-13, 13045 Tesson Ferry Rd., St. Louis, MO 63128.
9426
(10/95)
<PAGE> 8
SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED
---------
MIB
---------
GENERAL AMERICAN LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI
AUTHORIZATION TO OBTAIN AND DISCLOSE INFORMATION
I authorize General American Life Insurance Company, its agents, employees,
reinsurers, insurance support organizations and their representatives to
obtain information about me to evaluate this application. This information may
be about: (a) age; (b) medical history, condition and care; (c) physical and
mental health; (d) occupation; (e) income; (f) avocations; (g) driving record;
(h) other personal characteristics; and (i) other insurance. It includes
information about the use of alcohol, drugs and tobacco.
I authorize any physician, health care professional, hospital, clinic, medical
facility, the Veterans Administration, the MIB, Inc., employer, consumer
reporting agency or other insurance company, to release information about me to
General American Life Insurance Company on receipt of this Authorization. I also
authorize all said sources, except MIB, Inc., to give such records or knowledge
to any agency or representative employed by General American Life Insurance
Company to collect and transmit such information. General American Life
Insurance Company or its representative(s) may also release this information
about me to its reinsurer, to the MIB, Inc., or to another insurance company to
whom I have applied or to whom a claim has been made. No other release may be
made except as allowed by law or as I further authorize.
This form is valid for 30 months from the date it is signed. I have received the
Notice of Information Practices, which includes the Medical Information Bureau
and Fair Credit Reporting Act notices. I authorize General American Life
Insurance Company to obtain an investigative consumer report on me.
A photographic copy of this is as valid as the original. I have the right to
receive a copy of this if I ask for it.
- ------------------------------------ ------------------------------------
Date Print Name of Proposed Insured
X
- ------------------------------------ ------------------------------------
Witness (Signature of Proposed Insured -
Parent or Guardian if Proposed
Insured under age 15.)
Send Authorization to Home Office with Application
9426
(10/95)
<PAGE> 9
---------
SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED TIA
---------
GENERAL AMERICAN LIFE INSURANCE COMPANY ST. LOUIS, MISSOURI 63166
TEMPORARY INSURANCE AGREEMENT AND ADVANCE PREMIUM RECEIPT
In Connection with Application #---------------
PLEASE READ CAREFULLY: This Agreement may provide a LIMITED AMOUNT of Life
- ---------------------- --------------
Insurance for a LIMITED PERIOD OF TIME, subject to the terms below. NO AGENT
----------------------
OR BROKER IS AUTHORIZED TO WAIVE OR CHANGE ANY OF THE TERMS OF THIS AGREEMENT.
ALL PREMIUM CHECKS MUST BE MADE PAYABLE TO THE COMPANY. DO NOT MAKE CHECK
PAYABLE TO THE AGENT OR BROKER OR LEAVE THE PAYEE BLANK. This Agreement must be
completed when (and only when) money is paid by you at the time you complete the
Application (Part I). Money cannot be accepted and no Temporary Insurance will
be in effect if the answer to any of the Health Questions listed below is "yes"
or left blank.
Received from ----------------------- a premium of $------------------- and an
application having the number shown above and the same date as this Agreement,
and on which ---------------------------- is shown as the Proposed Insured.
NOTE: To obtain the maximum period of coverage (60 days), at least 1/6th of
the annual premium must be submitted with this Agreement.
We acknowledge receipt of the amount paid with the Application (Part I). That
application must bear the same number, date and name of Proposed Insured as
shown in this Agreement. If any of these items do not agree, NO TEMPORARY
INSURANCE will be in effect, even if money is paid. Any check submitted for
payment of the advance premium also must bear the same date as the Application
(Part I) and this Agreement.
HEALTH QUESTIONS
NO MONEY SHOULD BE ACCEPTED IF ANY OF THE QUESTIONS BELOW ARE ANSWERED "YES".
NO COVERAGE IS IN EFFECT UNTIL ALL REQUIREMENTS HAVE BEEN MET.
Has the Proposed Insured or any person proposed for coverage in connection with
the application numbered above:
1. Within the past 90 days: Yes No
(a) been admitted to a hospital or other medical facility? / / / /
(b) been advised to be admitted to a hospital or other
medical facility? / / / /
(c) had surgery performed or recommended? / / / /
2. Within the past 2 years, had or been treated for or been
advised to be treated for:
(a) heart disease, stroke or cancer? / / / /
(b) alcohol or drug dependence or abuse? / / / /
I have received a copy of and have read this Agreement including the terms and
conditions on the reverse side and declare that the answers to the Health
Questions are true to the best of my knowledge and belief. I understand and
agree to all of its terms.
Signed at X
--------------------------------- ----------------------------------
(City, State) (Signature of Proposed Insured -
Parent or Guardian if Proposed
Insured under age 15.)
This day of , 19
------- ------------- ----- ----------------------------------
(*Signature of Applicant/Owner)
- ------------------------------------------ ----------------------------------
(Signature of Licensed Agent)
----------------------------------
----------------------------------
*Signature and address if other
than Proposed Insured. If Owner
is a Corporation, Partnership, or
Trust, an authorized officer,
partner, or trustee must sign and
state title.
9426
(10/95) Submit this original with the application.
<PAGE> 10
- ---------
TIA SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED
- ---------
TERMS, CONDITIONS AND LIMITATIONS
AMOUNT OF COVERAGE: $500,000 Maximum for all
-------------------
Life Insurance Applications or Agreements
Subject to the limitations contained in this Agreement, if money has been
accepted by the Company as advance payment for the application for Life
Insurance identified by number in this Agreement, and if the Proposed Insured or
any other person proposed for coverage dies while this Agreement is in effect,
the Company will pay to the beneficiary named in that application the LESSER of:
(a) the amount of all death benefits applied for on such person, including any
accidental or supplemental death benefits, if applicable, or (b) $500,000. Even
if more than one Temporary Insurance Agreement and Advance Premium Receipt is in
effect, the total amount paid under all such agreements cannot be more than a
maximum amount of $500,000. This maximum amount also will be reduced by any
other life and accidental death insurance in force with us. The MINIMUM amount
-------
of temporary life insurance will be either the amount applied for or $50,000,
whichever is less.
DATE COVERAGE BEGINS: If an advance premium has been paid with the application,
- ---------------------
Temporary Insurance under this Agreement will begin when the following
requirements are met:
1. This Agreement has been completed; and
2. Part I and Part II of the Application for Insurance have been fully
completed; and
3. All required medical examination requirements have been completed.
DATE COVERAGE TERMINATES: Temporary Insurance under this Agreement will
- -------------------------
terminate automatically on the earliest of the following dates:
1. 60 days from the date of this Agreement; or
2. The date insurance begins under the policy(ies) applied for; or
3. The date a policy, other than applied for, is offered to the person
named as owner in the application; or
4. The date the Company mails notice to the Proposed Insured at the address
shown in the application that the application or this Agreement has been
declined by the Company.
SPECIAL LIMITATIONS:
- --------------------
1. This Agreement provides benefits only for the type of insurance applied
for in the application identified on this Agreement. And, except as
limited by this Agreement, our liability is governed by the terms of the
policy(ies) for which application was made on the application identified
on this Agreement.
2. Fraud or misrepresentations in the application or in the answers to the
Health Questions in this Agreement invalidate this Agreement and the
Company's only liability is to refund any premium paid, plus interest.
3. If the Proposed Insured dies by suicide, the Company's liability is
limited to a refund of any premium paid, plus interest.
4. There is no coverage under this Agreement if the check submitted with
the application is not honored by the bank the first time it is
presented.
5. No agent or broker is authorized to accept a payment for a Proposed
Insured who is less than 15 days old or over age 70 on the date of the
Agreement.
Any payment made under this Agreement applies only to the purchase of temporary
insurance. If we issue the policy as applied for, or if you accept a policy
issued other than as applied for, then the amount paid will be credited to the
first year's premium due under the policy issued. Except as otherwise provided
under the terms of the policy, no refund will be made if we issue a policy as
applied for. The effective date of the policy issued will be determined in
accordance with our current policy dating procedures.
The full amount paid with this Agreement will be refunded to you, with interest,
if:
1. The Application or this Agreement is declined or cancelled by us, or
2. We receive your signed request to cancel the Application or this
Agreement.
9426
(10/95)
<PAGE> 11
---------
SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED TIA
---------
GENERAL AMERICAN LIFE INSURANCE COMPANY ST. LOUIS, MISSOURI 63166
TEMPORARY INSURANCE AGREEMENT AND ADVANCE PREMIUM RECEIPT
In Connection with Application #---------------
PLEASE READ CAREFULLY: This Agreement may provide a LIMITED AMOUNT of Life
- ---------------------- --------------
Insurance for a LIMITED PERIOD OF TIME, subject to the terms below. NO AGENT
----------------------
OR BROKER IS AUTHORIZED TO WAIVE OR CHANGE ANY OF THE TERMS OF THIS AGREEMENT.
ALL PREMIUM CHECKS MUST BE MADE PAYABLE TO THE COMPANY. DO NOT MAKE CHECK
PAYABLE TO THE AGENT OR BROKER OR LEAVE THE PAYEE BLANK. This Agreement must be
completed when (and only when) money is paid by you at the time you complete the
Application (Part I). Money cannot be accepted and no Temporary Insurance will
be in effect if the answer to any of the Health Questions listed below is "yes"
or left blank.
Received from ----------------------- a premium of $------------------- and an
application having the number shown above and the same date as this Agreement,
and on which ---------------------------- is shown as the Proposed Insured.
NOTE: To obtain the maximum period of coverage (60 days), at least 1/6th of
the annual premium must be submitted with this Agreement.
We acknowledge receipt of the amount paid with the Application (Part I). That
application must bear the same number, date and name of Proposed Insured as
shown in this Agreement. If any of these items do not agree, NO TEMPORARY
INSURANCE will be in effect, even if money is paid. Any check submitted for
payment of the advance premium also must bear the same date as the Application
(Part I) and this Agreement.
HEALTH QUESTIONS
NO MONEY SHOULD BE ACCEPTED IF ANY OF THE QUESTIONS BELOW ARE ANSWERED "YES".
NO COVERAGE IS IN EFFECT UNTIL ALL REQUIREMENTS HAVE BEEN MET.
Has the Proposed Insured or any person proposed for coverage in connection with
the application numbered above:
1. Within the past 90 days: Yes No
(a) been admitted to a hospital or other medical facility? / / / /
(b) been advised to be admitted to a hospital or other
medical facility? / / / /
(c) had surgery performed or recommended? / / / /
2. Within the past 2 years, had or been treated for or been
advised to be treated for:
(a) heart disease, stroke or cancer? / / / /
(b) alcohol or drug dependence or abuse? / / / /
I have received a copy of and have read this Agreement including the terms and
conditions on the reverse side and declare that the answers to the Health
Questions are true to the best of my knowledge and belief. I understand and
agree to all of its terms.
Signed at X
--------------------------------- ----------------------------------
(City, State) (Signature of Proposed Insured -
Parent or Guardian if Proposed
Insured under age 15.)
This day of , 19
------- ------------- ----- ----------------------------------
(*Signature of Applicant/Owner)
- ------------------------------------------ ----------------------------------
(Signature of Licensed Agent)
----------------------------------
----------------------------------
*Signature and address if other
than Proposed Insured. If Owner
is a Corporation, Partnership, or
Trust, an authorized officer,
partner, or trustee must sign and
state title.
9426
(10/95) Proposed Insured's Copy
<PAGE> 12
- ---------
TIA SUPPLEMENT FOR SIMPLIFIED ISSUE CONTINUED
- ---------
TERMS, CONDITIONS AND LIMITATIONS
AMOUNT OF COVERAGE: $500,000 Maximum for all
-------------------
Life Insurance Applications or Agreements
Subject to the limitations contained in this Agreement, if money has been
accepted by the Company as advance payment for the application for Life
Insurance identified by number in this Agreement, and if the Proposed Insured or
any other person proposed for coverage dies while this Agreement is in effect,
the Company will pay to the beneficiary named in that application the LESSER of:
(a) the amount of all death benefits applied for on such person, including any
accidental or supplemental death benefits, if applicable, or (b) $500,000. Even
if more than one Temporary Insurance Agreement and Advance Premium Receipt is in
effect, the total amount paid under all such agreements cannot be more than a
maximum amount of $500,000. This maximum amount also will be reduced by any
other life and accidental death insurance in force with us. The MINIMUM amount
-------
of temporary life insurance will be either the amount applied for or $50,000,
whichever is less.
DATE COVERAGE BEGINS: If an advance premium has been paid with the application,
- ---------------------
Temporary Insurance under this Agreement will begin when the following
requirements are met:
1. This Agreement has been completed; and
2. Part I and Part II of the Application for Insurance have been fully
completed; and
3. All required medical examination requirements have been completed.
DATE COVERAGE TERMINATES: Temporary Insurance under this Agreement will
- -------------------------
terminate automatically on the earliest of the following dates:
1. 60 days from the date of this Agreement; or
2. The date insurance begins under the policy(ies) applied for; or
3. The date a policy, other than applied for, is offered to the person
named as owner in the application; or
4. The date the Company mails notice to the Proposed Insured at the address
shown in the application that the application or this Agreement has been
declined by the Company.
SPECIAL LIMITATIONS:
- --------------------
1. This Agreement provides benefits only for the type of insurance applied
for in the application identified on this Agreement. And, except as
limited by this Agreement, our liability is governed by the terms of the
policy(ies) for which application was made on the application identified
on this Agreement.
2. Fraud or misrepresentations in the application or in the answers to the
Health Questions in this Agreement invalidate this Agreement and the
Company's only liability is to refund any premium paid, plus interest.
3. If the Proposed Insured dies by suicide, the Company's liability is
limited to a refund of any premium paid, plus interest.
4. There is no coverage under this Agreement if the check submitted with
the application is not honored by the bank the first time it is
presented.
5. No agent or broker is authorized to accept a payment for a Proposed
Insured who is less than 15 days old or over age 70 on the date of the
Agreement.
Any payment made under this Agreement applies only to the purchase of temporary
insurance. If we issue the policy as applied for, or if you accept a policy
issued other than as applied for, then the amount paid will be credited to the
first year's premium due under the policy issued. Except as otherwise provided
under the terms of the policy, no refund will be made if we issue a policy as
applied for. The effective date of the policy issued will be determined in
accordance with our current policy dating procedures.
The full amount paid with this Agreement will be refunded to you, with interest,
if:
1. The Application or this Agreement is declined or cancelled by us, or
2. We receive your signed request to cancel the Application or this
Agreement.
9426
(10/95)
<PAGE> 13
- --------------------------------------------------------------------------------
SOLICITING AGENT'S CERTIFICATE SAC
- --------------------------------------------------------------------------------
1. Obtain all residence addresses of the Proposed Insured for the past 5 years.
- --------------------------------------------------------------------------------
2. If in present occupation or employment less than 1 year, give former
occupation and name and address of former employer.
- --------------------------------------------------------------------------------
3. Are you related to Proposed Insured? If "Yes", explain:
- --------------------------------------------------------------------------------
4. Insured's Net Worth: $
- --------------------------------------------------------------------------------
5. / / To the best of my knowledge, this is a replacement. (Complete and
submit required papers.)
/ / To the best of my knowledge, this is not a replacement.
- --------------------------------------------------------------------------------
6. (a) Did you deliver "Notice of Information Practices"
and the explanation of the Medical Information
Bureau to the Proposed Insured? / / Yes / / No
(b) Did you deliver the current Prospectus and were
all of the written sales materials used printed
by General American Life Insurance Co.? / / Yes / / No
(c) Do you believe that the policy applied for is a
suitable purchase for the applicant under the
policy? / / Yes / / No
-----------------------------------------------------------------------
Signature of Soliciting Agent
- --------------------------------------------------------------------------------
7. FOR BUSINESS INSURANCE ONLY (USE WHEN APPLYING FOR CORPORATION OR
PARTNERSHIP OR CROSS PURCHASE ARRANGEMENTS INVOLVING BUSINESS INTERESTS)
(a) Form of Organization:
/ / Corporation / / Partnership / / Individual Proprietor
- --------------------------------------------------------------------------------
(b) If Key-Person, submit details showing how amount of coverage was
determined.
- --------------------------------------------------------------------------------
(c) If business purchase or stock redemption, does a
formal agreement exist? (If "Yes", please describe
provisions. If "No", what plans are being
formulated.) / / Yes / / No
- --------------------------------------------------------------------------------
(d) Has this business or any of its owners undergone
receivership, bankruptcy, or serious financial
reverses in the last five years? (If "Yes", furnish
full details including date of discharge from
receivership or bankruptcy.) / / Yes / / No
- --------------------------------------------------------------------------------
(e) Financial data for the last three years. (Please include a cover letter
giving full details of the transaction including any pertinent
historical, financial, or underwriting data. If available, complete
financial statements can be submitted in place of the details requested
under this question.)
(1) Fiscal Year Ending Month Day Year 19 Year 19 Year 19
-----------------------------------------------------------------------
(2) Net Worth of Owner's Equity
-----------------------------------------------------------------------
(3) Liabilities (i) Current
-----------------------------------------------------------------------
(ii) Long Term Debt
-----------------------------------------------------------------------
(4) Net Sales
-----------------------------------------------------------------------
(5) Net Operating Income or Profit
- --------------------------------------------------------------------------------
(f) Enter below in indicated column, the names, ownership interests, and
the amount of business insurance (in all insuring companies) carried by
all owners, officers, partners, and key-person.
- --------------------------------------------------------------------------------
PERCENT OF INSURANCE AMOUNT -
NAME TITLE OWNERSHIP ALL COMPANIES INCLUDING GALIC
---------------------------------
In Force Pending Contemplated
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
9426
(10/95)
<PAGE> 14
- --------------------------------------------------------------------------------
SOLICITING AGENT'S CERTIFICATE SAC - CONTINUED
- --------------------------------------------------------------------------------
8. (a) Names and Codes of Agents to be credited with production. Include
percentage split. If not yet appointed or licensed in the jurisdiction
where this application was signed - do not sign.
----- % Agent ----------------------------- Code ----------------
----- % Agent ----------------------------- Code ----------------
----- % Agent ----------------------------- Code ----------------
----- % Agent ----------------------------- Code ----------------
- --------------------------------------------------------------------------------
(b) Annualize commission requested / / Yes / / No
----------------------------------
Signature of General Agent
- --------------------------------------------------------------------------------
ATTACH AGENT LABEL ONLY FOR AGENT TO BE CREDITED WITH PRODUCTION
- - DO NOT ATTACH ADDITIONAL AGENT OR GENERAL AGENT LABELS UNLESS IT IS YOUR
INTENTION TO SPLIT COMMISSIONS.
- ------------------------------------ ------------------------------------
- ------------------------------------ ------------------------------------
- ------------------------------------ ------------------------------------
- ------------------------------------ ------------------------------------
- --------------------------------------------------------------------------------
For Home Office Use Only
Reviewed By: ---------------------------- Date: ------------
(Principal)
- --------------------------------------------------------------------------------
9426
(10/95)
<PAGE> 1
Exhibit 1. (10) (d)
-------------------
Form of Master Application for FRC-VUL Policy
<PAGE> 2
GENERAL
AMERICAN
LIFE INSURANCE COMPANY
ST. LOUIS, MISSOURI 63166
MASTER APPLICATION FOR
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
1. Individual life insurance policies are being applied for (check one)
/ / A. on the lives of the employees of ----------------------------------
Employer's Full Name
( ) -
----------------------------------------------------------------------------
Address Telephone Number
/ / B. on the lives of individuals under the "Charitable Giving Plan" of
----------------------------------------------------------------------------
Institution's Full Name
( ) -
----------------------------------------------------------------------------
Address Telephone Number
- --------------------------------------------------------------------------------
2. Total amount, if any, paid in connection with the individual applications
for this plan: $--------------.
- --------------------------------------------------------------------------------
3. (a) Premiums:
/ / List Billing / / Pre-Auth Check / / Payroll Deduction
/ / ANN / / SA / / QR / / MO / / Single Premium
List Billing Number (if adding to an existing List Billing) ---------------
(b) Send Premium Notices to: / / Residence / / Business
/ / Other ----------------------------------------------------------------
Name
----------------------------------------------------------------------
Address
- --------------------------------------------------------------------------------
4. Dividend Option (if eligible):
/ / Incr. Cash Value / / Cash
If no option is selected, the Automatic option is Incr. Cash Value.
- --------------------------------------------------------------------------------
5. Common Beneficiary of Death Benefit, if applicable. (Print full name,
address, telephone number, and relationship of each to Proposed Insured)
(a) Primary Class (will receive payment first, if living and not
disqualified)
- --------------------------------------------------------------------------------
(b) Contingent Class (will receive payment only if living and not
disqualified and if no primary beneficiary receives payment)
- --------------------------------------------------------------------------------
6. Original Owner of Policy, if a common owner, will be: (Print full name,
address, telephone number, date of birth, relationship of each to Proposed
Insured and Social Security Number or Tax Identification Number.)
/ / Proposed Insured
/ / Other:
- --------------------------------------------------------------------------------
7. Explanations or Additional Instructions:
- --------------------------------------------------------------------------------
8. HOME OFFICE ENDORSEMENT
(Not applicable in Kentucky, Maryland, Minnesota, New Hampshire,
Pennsylvania, West Virginia, or Wisconsin)
- --------------------------------------------------------------------------------
9427
(10/95) FRC-VUL
<PAGE> 3
- --------------------------------------------------------------------------------
INFORMATION FOR VUL PRODUCTS
IF VUL PRODUCT APPLIED FOR, THESE QUESTIONS MUST BE ANSWERED.
-------------------------------------------------------------
1. Investment Objectives of the Separate Account:
--------------------------
--------------------------
--------------------------
--------------------------
--------------------------
2. Suitability Information:
A. Have you received a prospectus for the policy
applied for? / / Yes / / No
Date of prospectus -----------------------
Date of any supplement -------------------
B. Do you understand that:
The death benefit and cash surrender value will
increase or decrease depending on the investment
experience, / / Yes / / No
AND
There is no guaranteed minimum death benefit or
cash surrender value? / / Yes / / No
Dated at
---------------------------------- ----------------------------------
(Signature of Owner, if other
than Proposed Insured)
this day of 19
-------- ------------------- ---
Witnessed by
----------------------
(Signature of
Licensed Agent)
- --------------------------------------------------------------------------------
The information contained on this form will be common to all the policies
issued as a part of this plan. This information will be incorporated with
each such policy issued.
Dated at this day of 19
-------------------------- -------- ------------------- ---
Witness: Signed:
-------------------------- -----------------------------------
(Officer, other than insured,
of business or
charitable institution.)
ATTACH AGENT LABEL ONLY FOR AGENT TO BE CREDITED WITH PRODUCTION
Do not attach additional agent or General Agent labels unless it is your
intention to split commissions.
- ------------------------------------ ------------------------------------
- ------------------------------------ ------------------------------------
Annualized commission requested ------------------------------------
/ / Yes / / No Signature of General Agent
9427
(10/95)
<PAGE> 1
Exhibit 3. (3) (b)
------------------
Opinion of Matthew P. McCauley, Associate General Counsel of General American
as to FRC-VUL Policy
<PAGE> 2
July 19, 1995
General American Life Insurance Company
700 Market Street
St. Louis, Missouri 63l0l
Dear Sirs:
This opinion is furnished in connection with the offering of individual,
flexible premium variable life insurance policies ("Policies") of General
American Life Insurance Company ("General American") under Post-effective
Amendment No. 5 to Registration Statement on Form S-6 being filed by General
American and General American Life Insurance Company Separate Account Eleven
("Account") under the Securities Act of 1933, as amended ("Act"). I have
supervised the establishment of the Account on January 24, 1985, by the Board
of Directors of General American as a separate account for assets designed to
support the Policies, pursuant to the provisions of Section 309 of Chapter
376, of the Revised Statutes of Missouri.
I have made such examination of the law and examined such corporate records
and such other documents as in my judgment are necessary and appropriate to
enable me to render the following opinion that:
1. General American has been duly organized under the laws of the
State of Missouri and is a validly existing corporation.
2. The Account is duly created and validly existing as a separate
account pursuant to the above-cited provisions of Missouri law.
<PAGE> 3
General American Life
Insurance Company
July 19, 1995
Page 2
3. The portion of the assets to be held in the Account equal to the
reserves and other liabilities under the Policies is not chargeable
with liabilities arising out of any other business General American
may conduct.
4. The Policies have been duly authorized by General American and,
when issued as contemplated by the Registration Statement, as
amended, will constitute legal, validly issued, and binding
obligations of General American in accordance with their terms.
I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of my name under the caption "Legal
Matters" in the Prospectus contained in the Registration Statement.
Very truly yours,
/s/ Matthew P. McCauley
Matthew P. McCauley
2nd Vice President, Associate
General Counsel
JMT/mef/MPM.doc
<PAGE> 1
Exhibit 4. (b)
--------------
Opinion and Consent of Shashikant Bhave, F.S.A., M.A.A.A., as to FRC-VUL
Policy and Prospectus
<PAGE> 2
July 18, 1995
RE: General American Separate
Account Eleven / SEC Registration
No. 33-48550
Gentlemen:
In my capacity as Executive Director and Associate Actuary for General
American Life Insurance Company (the "Company"), I have provided actuarial
advice concerning: (a) Registration Statement No. 33-48550 for Separate
Account Eleven (the "Registration Statement") describing the offer and sale of
flexible premium variable life insurance policies (the "Policies"); and (b)
policy forms for the Policies described in the Registration Statement.
It is my professional opinion that:
(1) The "sales load", as defined in paragraph (c)(4) of Rule
6e-3(T) under the Investment Company Act of 1940, shall not exceed 9% of the
sum of the guideline annual premiums that would be paid during the period
equal to the lesser of 20 years or the life expectancy based on the
appropriate 1980 Commissioners Standard Ordinary Mortality Table.
(2) The illustrations of cash values, cash surrender values,
death benefits and accumulated premiums in the Appendix to the prospectus
contained in the Registration Statement, are based on the assumptions stated
in the illustrations, and are consistent with the provisions of the Policies.
The rate structure of the Policies has not been designed so as to make the
relationship between premiums and benefits, as shown in the illustrations,
appear to be more favorable to prospective purchasers of Policies age 45 in
the rate classes illustrated than to prospective purchasers of Policies, for
males or females, at other ages.
(3) The information contained in the examples set forth in the
section of the prospectus entitled "Death Benefits," is based on the
assumptions stated in the examples, and is consistent with the provisions of
the Policies.
I hereby consent to the filing of this opinion as an exhibit to the
Post-Effective Amendment No. 5 to the Registration Statement and to the use of
my name under the heading "Experts" in the prospectus.
Very truly yours,
/s/ SHASHIKANT BHAVE
Shashikant Bhave, FSA, MAAA
Executive Director and Associate Actuary
SKB/jd
<PAGE> 1
Exhibit 5.
----------
Consent of KPMG Peat Marwick, LLP, Independent Certified Public Accountants
<PAGE> 2
The Board of Directors
General American Life Insurance Company:
We consent to the use of our reports included herein on General American Life
Insurance Company and on General American Separate Account Eleven and to the
reference of our Firm under the heading of "Experts" in the Registration
Statement and Prospectus for General American Separate Account Eleven.
The audited financial statements of General American Life Insurance Company
have been prepared in accordance with accounting practices prescribed or
permitted by the Department of Insurance of the State of Missouri which are
currently considered generally accepted accounting principles for mutual
;ife companies. Additionally, as discussed in the notes to the General
American Life Insurance Company financial statements, during 1993, General
American changed its accounting policy with respect to employers' accounting
for postretirement benefits other than pensions and the method of accounting
for undistributed equity in income of unconsolidated subsidiaries.
/s/ KPMG PEAT MARWICK LLP
KPMG PEAT MARWICK LLP
St. Louis, Missouri
July 31, 1995
